0000871839-17-000115.txt : 20171006 0000871839-17-000115.hdr.sgml : 20171006 20171006145731 ACCESSION NUMBER: 0000871839-17-000115 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20171006 DATE AS OF CHANGE: 20171006 EFFECTIVENESS DATE: 20171006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Balanced Fund, Inc. CENTRAL INDEX KEY: 0000871839 IRS NUMBER: 521725684 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-38791 FILM NUMBER: 171126864 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE BALANCED FUND INC DATE OF NAME CHANGE: 19920717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Real Assets Fund, Inc. CENTRAL INDEX KEY: 0001486048 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-166395 FILM NUMBER: 171126874 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-4981 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Multi-Sector Account Portfolios, Inc. CENTRAL INDEX KEY: 0001533490 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 0212 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-178660 FILM NUMBER: 171126879 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-4981 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Retirement Funds, Inc. CENTRAL INDEX KEY: 0001177017 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-92380 FILM NUMBER: 171126865 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T ROWE PRICE RETIREMENT FUNDS INC DATE OF NAME CHANGE: 20020702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price U.S. Large-Cap Core Fund, Inc. CENTRAL INDEX KEY: 0001462712 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-158764 FILM NUMBER: 171126869 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Diversified Mid-Cap Growth Fund, Inc. CENTRAL INDEX KEY: 0001267862 IRS NUMBER: 421615933 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-109958 FILM NUMBER: 171126895 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T ROWE PRICE DIVERSIFIED MID CAP GROWTH FUND INC DATE OF NAME CHANGE: 20031022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price International Funds, Inc. CENTRAL INDEX KEY: 0000313212 IRS NUMBER: 521175211 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-65539 FILM NUMBER: 171126883 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INTERNATIONAL FUNDS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INTERNATIONAL TRUST DATE OF NAME CHANGE: 19900301 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INTERNATIONAL FUND INC DATE OF NAME CHANGE: 19890914 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Mid-Cap Growth Fund, Inc. CENTRAL INDEX KEY: 0000887147 IRS NUMBER: 521784828 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-47806 FILM NUMBER: 171126881 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE MID CAP GROWTH FUND INC DATE OF NAME CHANGE: 19920717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Dividend Growth Fund, Inc. CENTRAL INDEX KEY: 0000894024 IRS NUMBER: 521805594 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-49187 FILM NUMBER: 171126894 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE DIVIDEND GROWTH FUND INC DATE OF NAME CHANGE: 19921112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Blue Chip Growth Fund, Inc. CENTRAL INDEX KEY: 0000902259 IRS NUMBER: 521827505 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-49581 FILM NUMBER: 171126898 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE BLUE CHIP GROWTH FUND INC DATE OF NAME CHANGE: 19930426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Value Fund, Inc. CENTRAL INDEX KEY: 0000927845 IRS NUMBER: 521892646 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-54963 FILM NUMBER: 171126868 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE VALUE FUND INC DATE OF NAME CHANGE: 19940803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Capital Opportunity Fund, Inc. CENTRAL INDEX KEY: 0000931151 IRS NUMBER: 521905304 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-56015 FILM NUMBER: 171126896 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE CAPITAL OPPORTUNITY FUND INC DATE OF NAME CHANGE: 19941007 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Mid-Cap Value Fund, Inc. CENTRAL INDEX KEY: 0001012678 IRS NUMBER: 521977812 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-02993 FILM NUMBER: 171126880 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE MID CAP VALUE FUND INC DATE OF NAME CHANGE: 19960425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Financial Services Fund, Inc. CENTRAL INDEX KEY: 0001019286 IRS NUMBER: 522024849 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-09551 FILM NUMBER: 171126892 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE FINANCIAL SERVICES FUND INC DATE OF NAME CHANGE: 19960720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Global Technology Fund, Inc. CENTRAL INDEX KEY: 0001116626 IRS NUMBER: 522024849 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-40086 FILM NUMBER: 171126890 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T ROWE PRICE GLOBAL TECHNOLOGY FUND INC DATE OF NAME CHANGE: 20000614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Quantitative Management Funds, Inc. CENTRAL INDEX KEY: 0001038469 IRS NUMBER: 522044216 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-26323 FILM NUMBER: 171126875 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T. Rowe Price Diversified Small-Cap Growth Fund, Inc. DATE OF NAME CHANGE: 20051018 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE DIVERSIFIED SMALL CAP GROWTH FUND INC DATE OF NAME CHANGE: 19970430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Real Estate Fund, Inc. CENTRAL INDEX KEY: 0001046404 IRS NUMBER: 522070587 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-36137 FILM NUMBER: 171126873 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE REAL ESTATE FUND INC DATE OF NAME CHANGE: 19970919 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price New America Growth Fund CENTRAL INDEX KEY: 0000773485 IRS NUMBER: 521416752 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-99122 FILM NUMBER: 171126878 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE NEW AMERICA GROWTH FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE COMMON STOCK FUND DATE OF NAME CHANGE: 19851003 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Equity Income Fund CENTRAL INDEX KEY: 0000775688 IRS NUMBER: 521424600 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-00070 FILM NUMBER: 171126893 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE EQUITY INCOME FUND DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Capital Appreciation Fund CENTRAL INDEX KEY: 0000793347 IRS NUMBER: 521465786 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-05646 FILM NUMBER: 171126897 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE CAPITAL APPRECIATION FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE CAPITAL ADVANTAGE FUND DATE OF NAME CHANGE: 19860629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Global Real Estate Fund, Inc. CENTRAL INDEX KEY: 0001440930 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-153130 FILM NUMBER: 171126891 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Index Trust, Inc. CENTRAL INDEX KEY: 0000858581 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-32859 FILM NUMBER: 171126886 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INDEX TRUST INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INSTITUTIONAL EQUITY FUNDS INC DATE OF NAME CHANGE: 19900227 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Institutional Equity Funds, Inc. CENTRAL INDEX KEY: 0001012968 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-04753 FILM NUMBER: 171126885 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T ROWE PRICE INSTITUTIONAL EQUITY FUNDS INC DATE OF NAME CHANGE: 20011105 FORMER COMPANY: FORMER CONFORMED NAME: INSTITUTIONAL DOMESTIC EQUITY FUNDS INC DATE OF NAME CHANGE: 19960428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Institutional International Funds, Inc. CENTRAL INDEX KEY: 0000852254 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-29697 FILM NUMBER: 171126884 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: T ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS INC DATE OF NAME CHANGE: 20011217 FORMER COMPANY: FORMER CONFORMED NAME: INSTITUTIONAL INTERNATIONAL FUNDS INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Spectrum Fund, Inc. CENTRAL INDEX KEY: 0000808303 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-10992 FILM NUMBER: 171126870 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE SPECTRUM FUND INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE OMNI TRUST DATE OF NAME CHANGE: 19870726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Capital Appreciation & Income Fund, Inc. CENTRAL INDEX KEY: 0001689311 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-219171 FILM NUMBER: 171126866 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-4981 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Small-Cap Stock Fund, Inc. CENTRAL INDEX KEY: 0000075170 IRS NUMBER: 231622210 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-12171 FILM NUMBER: 171126871 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STRET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STRET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE SMALL CAP STOCK FUND INC DATE OF NAME CHANGE: 19980513 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE OTC FUND INC DATE OF NAME CHANGE: 19930210 FORMER COMPANY: FORMER CONFORMED NAME: OVER THE COUNTER SECURITIES GROUP INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Growth Stock Fund, Inc. CENTRAL INDEX KEY: 0000080257 IRS NUMBER: 520655816 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-10780 FILM NUMBER: 171126888 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE GROWTH STOCK FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price New Horizons Fund, Inc. CENTRAL INDEX KEY: 0000080248 IRS NUMBER: 520791372 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-18099 FILM NUMBER: 171126876 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE NEW HORIZONS FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price New Era Fund, Inc. CENTRAL INDEX KEY: 0000216907 IRS NUMBER: 520888855 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-29866 FILM NUMBER: 171126877 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE NEW ERA FUND INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PRICE ROWE INFLATION FUND INC DATE OF NAME CHANGE: 19690617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Growth & Income Fund, Inc. CENTRAL INDEX KEY: 0000706211 IRS NUMBER: 521268241 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-79190 FILM NUMBER: 171126889 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE GROWTH & INCOME FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Science & Technology Fund, Inc. CENTRAL INDEX KEY: 0000819930 IRS NUMBER: 521533832 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-16567 FILM NUMBER: 171126872 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE SCIENCE & TECHNOLOGY FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Small-Cap Value Fund, Inc. CENTRAL INDEX KEY: 0000834798 IRS NUMBER: 521575325 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-43237 FILM NUMBER: 171126867 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE SMALL CAP VALUE FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Media & Telecommunications Fund, Inc. CENTRAL INDEX KEY: 0000910671 IRS NUMBER: 521840883 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 333-27963 FILM NUMBER: 171126882 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE MEDIA & TELECOMMUNICATIONS FUND INC DATE OF NAME CHANGE: 19980513 FORMER COMPANY: FORMER CONFORMED NAME: NEW AGE MEDIA FUND INC DATE OF NAME CHANGE: 19930827 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE NEW AGE MEDIA FUND INC DATE OF NAME CHANGE: 19930817 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T. Rowe Price Health Sciences Fund, Inc. CENTRAL INDEX KEY: 0001002624 IRS NUMBER: 521952906 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-63759 FILM NUMBER: 171126887 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-345-2000 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE HEALTH SCIENCES FUND INC DATE OF NAME CHANGE: 19980513 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE HEALTH & LIFE SCIENCES FUND INC DATE OF NAME CHANGE: 19951023 0000075170 S000002120 T. Rowe Price Small-Cap Stock Fund, Inc. C000005508 T. Rowe Price Small-Cap Stock Fund, Inc. OTCFX C000005509 T. Rowe Price Small-Cap Stock Fund-Advisor Class PASSX C000159682 T. Rowe Price Small-Cap Stock Fund-I Class OTIIX 0000080248 S000002106 T. Rowe Price New Horizons Fund, Inc. C000005478 T. Rowe Price New Horizons Fund, Inc. PRNHX C000159684 T. Rowe Price New Horizons Fund-I Class PRJIX 0000080257 S000002087 T. Rowe Price Growth Stock Fund, Inc. C000005453 T. Rowe Price Growth Stock Fund, Inc. PRGFX C000005454 T. Rowe Price Growth Stock Fund-Advisor Class TRSAX C000005455 T. Rowe Price Growth Stock Fund-R Class RRGSX C000159680 T. Rowe Price Growth Stock Fund-I Class PRUFX 0000216907 S000002105 T. Rowe Price New Era Fund, Inc. C000005477 T. Rowe Price New Era Fund, Inc. PRNEX C000166331 T. Rowe Price New Era Fund-I Class TRNEX 0000313212 S000001489 T. Rowe Price International Bond Fund C000004007 T. Rowe Price International Bond Fund RPIBX C000004008 T. Rowe Price International Bond Fund-Advisor Class PAIBX C000159126 T. Rowe Price International Bond Fund-I Class RPISX 0000313212 S000001490 T. Rowe Price Emerging Markets Bond Fund C000004009 T. Rowe Price Emerging Markets Bond Fund PREMX C000159127 T. Rowe Price Emerging Markets Bond Fund-Advisor Class PAIKX C000159128 T. Rowe Price Emerging Markets Bond Fund-I Class PRXIX 0000313212 S000032784 T. Rowe Price Emerging Markets Local Currency Bond Fund C000101161 T. Rowe Price Emerging Markets Local Currency Bond Fund Advisor Class PAELX C000102979 T. Rowe Price Emerging Markets Local Currency Bond Fund PRELX C000166322 T. Rowe Price Emerging Markets Local Currency Bond Fund-I Class TEIMX 0000313212 S000037100 T. Rowe Price Emerging Markets Corporate Bond Fund C000114216 T. Rowe Price Emerging Markets Corporate Bond Fund-Advisor Class PACEX C000114217 T. Rowe Price Emerging Markets Corporate Bond Fund TRECX C000166323 T. Rowe Price Emerging Markets Corporate Bond Fund-I Class TECIX 0000313212 S000042685 T. Rowe Price Global Industrials Fund C000131942 T. Rowe Price Global Industrials Fund RPGIX C000190555 T. Rowe Price Global Industrials Fund- I Class TRGAX 0000313212 S000047982 T. Rowe Price Global High Income Bond Fund C000151115 T. Rowe Price Global High Income Bond Fund RPIHX C000151116 T. Rowe Price Global High Income Bond Fund-Advisor Class PAIHX C000159133 T. Rowe Price Global High Income Bond Fund-I Class RPOIX 0000313212 S000047983 T. Rowe Price Dynamic Global Bond Fund C000151117 T. Rowe Price Dynamic Global Bond Fund RPIEX C000151118 T. Rowe Price Dynamic Global Bond Fund-Advisor Class PAIEX C000159134 T. Rowe Price Dynamic Global Bond Fund-I Class RPEIX 0000313212 S000053738 T. Rowe Price Global Consumer Fund C000168913 T. Rowe Price Global Consumer Fund PGLOX 0000313212 S000058280 T. Rowe Price International Bond Fund (USD Hedged) C000191032 T. Rowe Price International Bond Fund (USD Hedged) TNIBX C000191033 T. Rowe Price International Bond Fund (USD Hedged)-Advisor Class TTABX C000191034 T. Rowe Price International Bond Fund (USD Hedged)-I Class TNBMX 0000706211 S000002086 T. Rowe Price Growth & Income Fund, Inc. C000005452 T. Rowe Price Growth & Income Fund, Inc. PRGIX C000177201 T. Rowe Price Growth & Income Fund-I Class TGTIX 0000773485 S000002104 T. Rowe Price New America Growth Fund C000005476 T. Rowe Price New America Growth Fund PRWAX C000012105 T. Rowe Price New America Growth Fund-Advisor Class PAWAX C000166319 T. Rowe Price New America Growth Fund-I Class PNAIX 0000775688 S000002076 T. Rowe Price Equity Income Fund C000005436 T. Rowe Price Equity Income Fund PRFDX C000005437 T. Rowe Price Equity Income Fund-Advisor Class PAFDX C000005438 T. Rowe Price Equity Income Fund-R Class RRFDX C000166330 T. Rowe Price Equity Income Fund-I Class REIPX 0000793347 S000002070 T. Rowe Price Capital Appreciation Fund C000005427 T. Rowe Price Capital Appreciation Fund PRWCX C000005428 T. Rowe Price Capital Appreciation Fund-Advisor Class PACLX C000166317 T. Rowe Price Capital Appreciation Fund-I Class TRAIX 0000808303 S000002122 Spectrum Income Fund C000005512 Spectrum Income Fund RPSIX 0000808303 S000002123 Spectrum Growth Fund C000005513 Spectrum Growth Fund PRSGX 0000808303 S000002124 Spectrum International Fund C000005514 Spectrum International Fund PSILX 0000819930 S000002119 T. Rowe Price Science & Technology Fund, Inc. C000005506 T. Rowe Price Science & Technology Fund, Inc. PRSCX C000005507 T. Rowe Price Science & Technology Fund-Advisor Class PASTX C000169947 T. Rowe Price Science & Technology Fund-I Class TSNIX 0000834798 S000002121 T. Rowe Price Small-Cap Value Fund, Inc. C000005510 T. Rowe Price Small-Cap Value Fund, Inc. PRSVX C000005511 T. Rowe Price Small-Cap Value Fund-Advisor Class PASVX C000159683 T. Rowe Price Small-Cap Value Fund-I Class PRVIX 0000852254 S000014469 T. Rowe Price Institutional Emerging Markets Bond Fund C000039420 T. Rowe Price Institutional Emerging Markets Bond Fund TREBX 0000852254 S000017718 T. Rowe Price Institutional International Bond Fund C000048951 T. Rowe Price Institutional International Bond Fund RPIIX 0000858581 S000002089 T. Rowe Price Equity Index 500 Fund C000005457 T. Rowe Price Equity Index 500 Fund PREIX C000159677 T. Rowe Price Equity Index 500 Fund-I Class PRUIX 0000858581 S000002090 T. Rowe Price Extended Equity Market Index Fund C000005458 T. Rowe Price Extended Equity Market Index Fund PEXMX 0000858581 S000002091 T. Rowe Price Total Equity Market Index Fund C000005459 T. Rowe Price Total Equity Market Index Fund POMIX 0000858581 S000051326 T. Rowe Price Mid-Cap Index Fund C000161835 T. Rowe Price Mid-Cap Index Fund C000161836 T. Rowe Price Mid-Cap Index Fund-I Class 0000858581 S000051327 T. Rowe Price Small-Cap Index Fund C000161837 T. Rowe Price Small-Cap Index Fund C000161838 T. Rowe Price Small-Cap Index Fund-I Class 0000871839 S000002068 T. Rowe Price Balanced Fund, Inc. C000005423 T. Rowe Price Balanced Fund, Inc. RPBAX C000166328 T. Rowe Price Balanced Fund-I Class RBAIX 0000887147 S000002102 T. Rowe Price Mid-Cap Growth Fund, Inc. C000005470 T. Rowe Price Mid-Cap Growth Fund, Inc. RPMGX C000005471 T. Rowe Price Mid-Cap Growth Fund-Advisor Class PAMCX C000005472 T. Rowe Price Mid-Cap Growth Fund-R Class RRMGX C000159676 T. Rowe Price Mid-Cap Growth Fund-I Class RPTIX 0000894024 S000002075 T. Rowe Price Dividend Growth Fund, Inc. C000005435 T. Rowe Price Dividend Growth Fund, Inc. PRDGX C000012104 T. Rowe Price Dividend Growth Fund-Advisor Class TADGX C000166314 T. Rowe Price Dividend Growth Fund-I Class PDGIX 0000902259 S000002069 T. Rowe Price Blue Chip Growth Fund, Inc. C000005424 T. Rowe Price Blue Chip Growth Fund, Inc. TRBCX C000005425 T. Rowe Price Blue Chip Growth Fund-Advisor Class PABGX C000005426 T. Rowe Price Blue Chip Growth Fund-R Class RRBGX C000166329 T. Rowe Price Blue Chip Growth Fund-I Class TBCIX 0000910671 S000002101 T. Rowe Price Media & Telecommunications Fund, Inc. C000005469 T. Rowe Price Media & Telecommunications Fund, Inc. PRMTX C000169955 T. Rowe Price Media & Telecommunications Fund-I Class TTMIX 0000927845 S000002125 T. Rowe Price Value Fund, Inc. C000005515 T. Rowe Price Value Fund, Inc. TRVLX C000005516 T. Rowe Price Value Fund-Advisor Class PAVLX C000159681 T. Rowe Price Value Fund-I Class TRPIX 0000931151 S000002071 T. Rowe Price Capital Opportunity Fund, Inc. C000005429 T. Rowe Price Capital Opportunity Fund, Inc. PRCOX C000005430 T. Rowe Price Capital Opportunity Fund-Advisor Class PACOX C000005431 T. Rowe Price Capital Opportunity Fund-R Class RRCOX C000177207 T. Rowe Price Capital Opportunity Fund-I Class PCCOX 0001002624 S000002088 T. Rowe Price Health Sciences Fund, Inc. C000005456 T. Rowe Price Health Sciences Fund, Inc. PRHSX C000169937 T. Rowe Price Health Sciences Fund-I Class THISX 0001012678 S000002103 T. Rowe Price Mid-Cap Value Fund, Inc. C000005473 T. Rowe Price Mid-Cap Value Fund, Inc. TRMCX C000005474 T. Rowe Price Mid-Cap Value Fund-Advisor Class TAMVX C000005475 T. Rowe Price Mid-Cap Value Fund-R Class RRMVX C000159685 T. Rowe Price Mid-Cap Value Fund-I Class TRMIX 0001012968 S000002092 T. Rowe Price Institutional Mid-Cap Equity Growth Fund C000005460 T. Rowe Price Institutional Mid-Cap Equity Growth Fund PMEGX 0001012968 S000002093 T. Rowe Price Institutional Large-Cap Value Fund C000005461 T. Rowe Price Institutional Large-Cap Value Fund TILCX 0001012968 S000002094 T. Rowe Price Institutional Small-Cap Stock Fund C000005462 T. Rowe Price Institutional Small-Cap Stock Fund TRSSX 0001012968 S000002095 T. Rowe Price Institutional Large-Cap Growth Fund C000005463 T. Rowe Price Institutional Large-Cap Growth Fund TRLGX 0001012968 S000002096 T. Rowe Price Institutional Large-Cap Core Growth Fund C000005464 T. Rowe Price Institutional Large-Cap Core Growth Fund TPLGX 0001012968 S000019417 T. Rowe Price Institutional U.S. Structured Research Fund C000053975 T. Rowe Price Institutional U.S. Structured Research Fund TRISX 0001019286 S000002084 T. Rowe Price Financial Services Fund, Inc. C000005450 T. Rowe Price Financial Services Fund, Inc. PRISX C000177205 T. Rowe Price Financial Services Fund--I Class TFIFX 0001038469 S000002074 T. Rowe Price QM U.S. Small-Cap Growth Equity Fund C000005434 T. Rowe Price QM U.S. Small-Cap Growth Equity Fund PRDSX C000169956 T. Rowe Price QM U.S. Small-Cap Growth Equity Fund-I Class TQAIX C000170855 T. Rowe Price QM U.S. Small-Cap Growth Equity Fund-Advisor Class TQAAX 0001038469 S000052903 T. Rowe Price QM Global Equity Fund C000166436 T. Rowe Price QM Global Equity Fund TQGEX C000166437 T. Rowe Price QM Global Equity Fund-Advisor Class TQGAX C000166438 T. Rowe Price QM Global Equity Fund-I Class TQGIX 0001038469 S000052904 T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund C000166439 T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund TQSMX C000166440 T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund-Advisor Class TQSAX C000166441 T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund-I Class TQSIX 0001038469 S000052905 T. Rowe Price QM U.S. Value Equity Fund C000166442 T. Rowe Price QM U.S. Value Equity Fund TQMVX C000166443 T. Rowe Price QM U.S. Value Equity Fund-Advisor Class TQVAX C000166444 T. Rowe Price QM U.S. Value Equity Fund-I Class TQVIX 0001046404 S000002107 T. Rowe Price Real Estate Fund, Inc. C000005479 T. Rowe Price Real Estate Fund, Inc. TRREX C000005480 T. Rowe Price Real Estate Fund-Advisor Class PAREX C000166334 T. Rowe Price Real Estate Fund-I Class TIRRX 0001116626 S000002085 T. Rowe Price Global Technology Fund, Inc. C000005451 T. Rowe Price Global Technology Fund, Inc. PRGTX C000177214 T. Rowe Price Global Technology Fund-I Class PGTIX 0001177017 S000057717 T. Rowe Price Retirement Income 2020 Fund C000186128 T. Rowe Price Retirement Income 2020 Fund TRLAX 0001267862 S000002073 T. Rowe Price Diversified Mid-Cap Growth Fund, Inc. C000005433 T. Rowe Price Diversified Mid-Cap Growth Fund, Inc. PRDMX C000190557 T. Rowe Price Diversified Mid-Cap Growth Fund- I Class RPTTX 0001440930 S000024038 T. Rowe Price Global Real Estate Fund, Inc. C000070253 T. Rowe Price Global Real Estate Fund, Inc. TRGRX C000070254 T. Rowe Price Global Real Estate Fund-Advisor Class PAGEX C000177202 T. Rowe Price Global Real Estate Fund-I Class TIRGX 0001462712 S000026126 T. Rowe Price U.S. Large-Cap Core Fund, Inc. C000078270 T. Rowe Price U.S. Large-Cap Core Fund, Inc. TRULX C000078271 T. Rowe Price U.S. Large-Cap Core Fund-Advisor Class PAULX C000177203 T. Rowe Price U.S. Large-Cap Core Fund-I Class RCLIX 0001486048 S000029428 T. Rowe Price Real Assets Fund, Inc. C000090373 T. Rowe Price Real Assets Fund, Inc. PRAFX C000159678 T. Rowe Price Real Assets Fund-I Class PRIKX 0001533490 S000036336 T. Rowe Price Emerging Markets Corporate Multi-Sector Account Portfolio C000111135 T. Rowe Price Emerging Markets Corporate Multi-Sector Account Portfolio 0001533490 S000036337 T. Rowe Price Emerging Markets Local Multi-Sector Account Portfolio C000111136 T. Rowe Price Emerging Markets Local Multi-Sector Account Portfolio 0001689311 S000059017 T. Rowe Price Capital Appreciation & Income Fund C000193614 T. Rowe Price Capital Appreciation & Income Fund TCAPX C000193615 T. Rowe Price Capital Appreciation & Income Fund-Advisor Class TCAMX C000193616 T. Rowe Price Capital Appreciation & Income Fund-I Class TCIFX 497 1 combin-lcycles552_lcycles581.htm Untitled Document
  

STATEMENT OF ADDITIONAL INFORMATION

 

This is the Statement of Additional Information for all of the funds listed below. It is divided into two parts (Part I and Part II). Part I primarily contains information that is particular to each fund, while Part II contains information that generally applies to all of the mutual funds sponsored and managed by T. Rowe Price Associates, Inc. (“Price Funds”).

The date of this Statement of Additional Information (“SAI”) is October 5, 2017.

T. ROWE PRICE BALANCED FUND, INC.

T. Rowe Price Balanced Fund (RPBAX)

T. Rowe Price Balanced Fund—I Class (RBAIX)

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. Rowe Price Blue Chip Growth Fund (TRBCX)

T. Rowe Price Blue Chip Growth Fund—Advisor Class (PABGX)

T. Rowe Price Blue Chip Growth Fund—I Class (TBCIX)

T. Rowe Price Blue Chip Growth Fund—R Class (RRBGX)

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUST

California Tax-Free Bond Fund (PRXCX)

California Tax-Free Bond Fund—I Class (TCFEX)

California Tax-Free Money Fund (PCTXX)

California Tax-Free Money Fund—I Class (TCBXX)

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. Rowe Price Capital Appreciation Fund (PRWCX)

T. Rowe Price Capital Appreciation Fund—Advisor Class (PACLX)

T. Rowe Price Capital Appreciation Fund—I Class (TRAIX)

T. ROWE PRICE CAPITAL APPRECIATION & INCOME FUND, INC.

T. Rowe Price Capital Appreciation & Income Fund (TCAPX)

T. Rowe Price Capital Appreciation & Income Fund—Advisor Class (TCAMX)

T. Rowe Price Capital Appreciation & Income Fund—I Class (TCIFX)

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. Rowe Price Capital Opportunity Fund (PRCOX)

T. Rowe Price Capital Opportunity Fund—Advisor Class (PACOX)

T. Rowe Price Capital Opportunity Fund—I Class (PCCOX)

T. Rowe Price Capital Opportunity Fund—R Class (RRCOX)

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. Rowe Price Corporate Income Fund (PRPIX)

T. Rowe Price Corporate Income Fund—I Class (TICCX)

T. ROWE PRICE CREDIT OPPORTUNITIES FUND, INC.

T. Rowe Price Credit Opportunities Fund (PRCPX)

T. Rowe Price Credit Opportunities Fund—Advisor Class (PAOPX)

T. Rowe Price Credit Opportunities Fund—I Class (TCRRX)

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. Rowe Price Diversified Mid-Cap Growth Fund (PRDMX)

T. Rowe Price Diversified Mid-Cap Growth Fund—I Class (RPTTX)

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. Rowe Price Dividend Growth Fund (PRDGX)

T. Rowe Price Dividend Growth Fund—Advisor Class (TADGX)

T. Rowe Price Dividend Growth Fund—I Class (PDGIX)

T. ROWE PRICE EQUITY INCOME FUND

T. Rowe Price Equity Income Fund (PRFDX)

T. Rowe Price Equity Income Fund—Advisor Class (PAFDX)

T. Rowe Price Equity Income Fund—I Class (REIPX)

T. Rowe Price Equity Income Fund—R Class (RRFDX)

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. Rowe Price Financial Services Fund (PRISX)

T. Rowe Price Financial Services Fund—I Class (TFIFX)

C00-042 10/5/17

T. ROWE PRICE FLOATING RATE FUND, INC.

T. Rowe Price Floating Rate Fund (PRFRX)

T. Rowe Price Floating Rate Fund—Advisor Class (PAFRX)

T. Rowe Price Floating Rate Fund—I Class (TFAIX)

T. ROWE PRICE GLOBAL ALLOCATION FUND, INC.

T. Rowe Price Global Allocation Fund (RPGAX)

T. Rowe Price Global Allocation Fund—Advisor Class (PAFGX)

T. Rowe Price Global Allocation Fund—I Class (TGAFX)

T. ROWE PRICE GLOBAL MULTI-SECTOR BOND FUND, INC.

T. Rowe Price Global Multi-Sector Bond Fund (PRSNX)

T. Rowe Price Global Multi-Sector Bond Fund—Advisor Class (PRSAX)

T. Rowe Price Global Multi-Sector Bond Fund—I Class (PGMSX)

T. ROWE PRICE GLOBAL REAL ESTATE FUND, INC.

T. Rowe Price Global Real Estate Fund (TRGRX)

T. Rowe Price Global Real Estate Fund—Advisor Class (PAGEX)

T. Rowe Price Global Real Estate Fund—I Class (TIRGX)

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. Rowe Price Global Technology Fund (PRGTX)

T. Rowe Price Global Technology Fund—I Class (PGTIX)

T. ROWE PRICE GNMA FUND

T. Rowe Price GNMA Fund (PRGMX)

T. Rowe Price GNMA Fund—I Class (PRXAX)

T. ROWE PRICE GOVERNMENT MONEY FUND, INC.

T. Rowe Price Government Money Fund (PRRXX)

T. Rowe Price Government Money Fund—I Class (TTGXX)

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. Rowe Price Growth & Income Fund (PRGIX)

T. Rowe Price Growth & Income Fund—I Class (TGTIX)

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. Rowe Price Growth Stock Fund (PRGFX)

T. Rowe Price Growth Stock Fund—Advisor Class (TRSAX)

T. Rowe Price Growth Stock Fund—I Class (PRUFX)

T. Rowe Price Growth Stock Fund—R Class (RRGSX)

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. Rowe Price Health Sciences Fund (PRHSX)

T. Rowe Price Health Sciences Fund—I Class (THISX)

T. ROWE PRICE HIGH YIELD FUND, INC.

T. Rowe Price High Yield Fund (PRHYX)

T. Rowe Price High Yield Fund—Advisor Class (PAHIX)

T. Rowe Price High Yield Fund—I Class (PRHIX)

T. Rowe Price U.S. High Yield Fund (TUHYX)

T. Rowe Price U.S. High Yield Fund—Advisor Class (TUHAX)

T. Rowe Price U.S. High Yield Fund—I Class (TUHIX)

T. ROWE PRICE INDEX TRUST, INC.

T. Rowe Price Equity Index 500 Fund (PREIX)

T. Rowe Price Equity Index 500 Fund—I Class (PRUIX)

T. Rowe Price Extended Equity Market Index Fund (PEXMX)

T. Rowe Price Mid-Cap Index Fund

T. Rowe Price Mid-Cap Index Fund—I Class

T. Rowe Price Small-Cap Index Fund

T. Rowe Price Small-Cap Index Fund—I Class

T. Rowe Price Total Equity Market Index Fund (POMIX)

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. Rowe Price Inflation Protected Bond Fund (PRIPX)

T. Rowe Price Inflation Protected Bond Fund—I Class (TIIPX)

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC. (“Institutional Equity Funds”)

T. Rowe Price Institutional Large-Cap Core Growth Fund (TPLGX)

T. Rowe Price Institutional Large-Cap Growth Fund (TRLGX)

T. Rowe Price Institutional Large-Cap Value Fund (TILCX)

2

T. Rowe Price Institutional Mid-Cap Equity Growth Fund (PMEGX)

T. Rowe Price Institutional Small-Cap Stock Fund (TRSSX)

T. Rowe Price Institutional U.S. Structured Research Fund (TRISX)

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.

T. Rowe Price Institutional Cash Reserves Fund (ICFXX)

T. Rowe Price Institutional Core Plus Fund (TICPX)

T. Rowe Price Institutional Credit Opportunities Fund (TRXPX)

T. Rowe Price Institutional Floating Rate Fund (RPIFX)

T. Rowe Price Institutional Floating Rate Fund—F Class (PFFRX)

T. Rowe Price Institutional Global Multi-Sector Bond Fund (RPGMX)

T. Rowe Price Institutional High Yield Fund (TRHYX)

T. Rowe Price Institutional Long Duration Credit Fund (RPLCX)

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.

T. Rowe Price Institutional Africa & Middle East Fund (TRIAX)

T. Rowe Price Institutional Emerging Markets Bond Fund (TREBX)

T. Rowe Price Institutional Emerging Markets Equity Fund (IEMFX)

T. Rowe Price Institutional Frontier Markets Equity Fund (PRFFX)

T. Rowe Price Institutional Global Focused Growth Equity Fund (TRGSX)

T. Rowe Price Institutional Global Growth Equity Fund (RPIGX)

T. Rowe Price Institutional Global Value Equity Fund (PRIGX)

T. Rowe Price Institutional International Bond Fund (RPIIX)

T. Rowe Price Institutional International Concentrated Equity Fund (RPICX)

T. Rowe Price Institutional International Core Equity Fund (TRCEX)

T. Rowe Price Institutional International Growth Equity Fund (PRFEX)

T. ROWE PRICE INTERMEDIATE TAX-FREE HIGH YIELD FUND, INC.

T. Rowe Price Intermediate Tax-Free High Yield Fund (PRIHX)

T. Rowe Price Intermediate Tax-Free High Yield Fund—Advisor Class (PRAHX)

T. Rowe Price Intermediate Tax-Free High Yield Fund—I Class (TFHAX)

T. ROWE PRICE INTERNATIONAL FUNDS, INC.

T. Rowe Price Africa & Middle East Fund (TRAMX)

T. Rowe Price Africa & Middle East Fund—I Class (PRAMX)

T. Rowe Price Asia Opportunities Fund (TRAOX)

T. Rowe Price Asia Opportunities Fund—Advisor Class (PAAOX)

T. Rowe Price Asia Opportunities Fund—I Class (TRASX)

T. Rowe Price Dynamic Global Bond Fund (RPIEX) (formerly T. Rowe Price Global Unconstrained Bond Fund)

T. Rowe Price Dynamic Global Bond Fund—Advisor Class (PAIEX) (formerly T. Rowe Price Global Unconstrained Bond Fund—Advisor Class)

T. Rowe Price Dynamic Global Bond Fund—I Class (RPEIX) (formerly T. Rowe Price Global Unconstrained Bond Fund—I Class)

T. Rowe Price Emerging Europe Fund (TREMX)

T. Rowe Price Emerging Europe Fund—I Class (TTEEX)

T. Rowe Price Emerging Markets Bond Fund (PREMX)

T. Rowe Price Emerging Markets Bond Fund—Advisor Class (PAIKX)

T. Rowe Price Emerging Markets Bond Fund—I Class (PRXIX)

T. Rowe Price Emerging Markets Corporate Bond Fund (TRECX)

T. Rowe Price Emerging Markets Corporate Bond Fund—Advisor Class (PACEX)

T. Rowe Price Emerging Markets Corporate Bond Fund—I Class (TECIX)

T. Rowe Price Emerging Markets Local Currency Bond Fund (PRELX)

T. Rowe Price Emerging Markets Local Currency Bond Fund—Advisor Class (PAELX)

T. Rowe Price Emerging Markets Local Currency Bond Fund—I Class (TEIMX)

T. Rowe Price Emerging Markets Stock Fund (PRMSX)

T. Rowe Price Emerging Markets Stock Fund—I Class (PRZIX)

T. Rowe Price Emerging Markets Value Stock Fund (PRIJX)

T. Rowe Price Emerging Markets Value Stock Fund—Advisor Class (PAIJX)

T. Rowe Price Emerging Markets Value Stock Fund—I Class (REVIX)

T. Rowe Price European Stock Fund (PRESX)

T. Rowe Price European Stock Fund—I Class (TEUIX)

T. Rowe Price Global Consumer Fund (PGLOX)

3

T. Rowe Price Global Growth Stock Fund (RPGEX)

T. Rowe Price Global Growth Stock Fund—Advisor Class (PAGLX)

T. Rowe Price Global Growth Stock Fund—I Class (RGGIX)

T. Rowe Price Global High Income Bond Fund (RPIHX)

T. Rowe Price Global High Income Bond Fund—Advisor Class (PAIHX)

T. Rowe Price Global High Income Bond Fund—I Class (RPOIX)

T. Rowe Price Global Industrials Fund (RPGIX)

T. Rowe Price Global Industrials Fund—I Class (TRGAX)

T. Rowe Price Global Stock Fund (PRGSX)

T. Rowe Price Global Stock Fund—Advisor Class (PAGSX)

T. Rowe Price Global Stock Fund—I Class (TRGLX)

T. Rowe Price International Bond Fund (RPIBX)

T. Rowe Price International Bond Fund—Advisor Class (PAIBX)

T. Rowe Price International Bond Fund—I Class (RPISX)

T. Rowe Price International Bond Fund (USD Hedged) (TNIBX)

T. Rowe Price International Bond Fund (USD Hedged)—Advisor Class (TTABX)

T. Rowe Price International Bond Fund (USD Hedged)—I Class (TNBMX)

T. Rowe Price International Concentrated Equity Fund (PRCNX)

T. Rowe Price International Concentrated Equity Fund—Advisor Class (PRNCX)

T. Rowe Price International Concentrated Equity Fund—I Class (RICIX)

T. Rowe Price International Discovery Fund (PRIDX)

T. Rowe Price International Discovery Fund—I Class (TIDDX)

T. Rowe Price International Stock Fund (PRITX)

T. Rowe Price International Stock Fund—Advisor Class (PAITX)

T. Rowe Price International Stock Fund—I Class (PRIUX)

T. Rowe Price International Stock Fund—R Class (RRITX)

T. Rowe Price International Value Equity Fund (formerly T. Rowe Price International Growth & Income Fund) (TRIGX)

T. Rowe Price International Value Equity Fund—Advisor Class (formerly T. Rowe Price International Growth & Income Fund—Advisor Class) (PAIGX)

T. Rowe Price International Value Equity Fund—I Class (formerly T. Rowe Price International Growth & Income Fund—I Class) (TRTIX)

T. Rowe Price International Value Equity Fund—R Class (formerly T. Rowe Price International Growth & Income Fund—R Class) (RRIGX)

T. Rowe Price Japan Fund (PRJPX)

T. Rowe Price Japan Fund—I Class (RJAIX)

T. Rowe Price Latin America Fund (PRLAX)

T. Rowe Price Latin America Fund—I Class (RLAIX)

T. Rowe Price New Asia Fund (PRASX)

T. Rowe Price New Asia Fund—I Class (PNSIX)

T. Rowe Price Overseas Stock Fund (TROSX)

T. Rowe Price Overseas Stock Fund—Advisor Class (PAEIX)

T. Rowe Price Overseas Stock Fund—I Class (TROIX)

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.

T. Rowe Price International Equity Index Fund (PIEQX)

T. ROWE PRICE LIMITED DURATION INFLATION FOCUSED BOND FUND, INC.

T. Rowe Price Limited Duration Inflation Focused Bond Fund (TRBFX)

T. Rowe Price Limited Duration Inflation Focused Bond Fund—I Class (TRLDX)

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. Rowe Price Media & Telecommunications Fund (PRMTX)

T. Rowe Price Media & Telecommunications Fund—I Class (TTMIX)

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. Rowe Price Mid-Cap Growth Fund (RPMGX)

T. Rowe Price Mid-Cap Growth Fund—Advisor Class (PAMCX)

T. Rowe Price Mid-Cap Growth Fund—I Class (RPTIX)

T. Rowe Price Mid-Cap Growth Fund—R Class (RRMGX)

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. Rowe Price Mid-Cap Value Fund (TRMCX)

T. Rowe Price Mid-Cap Value Fund—Advisor Class (TAMVX)

4

T. Rowe Price Mid-Cap Value Fund—I Class (TRMIX)

T. Rowe Price Mid-Cap Value Fund—R Class (RRMVX)

T. ROWE PRICE MULTI-SECTOR ACCOUNT PORTFOLIOS, INC. (“Multi-Sector Account Portfolios”)

T. Rowe Price Emerging Markets Corporate Multi-Sector Account Portfolio

T. Rowe Price Emerging Markets Local Multi-Sector Account Portfolio

T. Rowe Price Floating Rate Multi-Sector Account Portfolio

T. Rowe Price High Yield Multi-Sector Account Portfolio

T. Rowe Price Investment-Grade Corporate Multi-Sector Account Portfolio

T. Rowe Price Mortgage-Backed Securities Multi-Sector Account Portfolio

T. ROWE PRICE MULTI-STRATEGY TOTAL RETURN FUND, INC.

T. Rowe Price Multi-Strategy Total Return Fund (TMSRX)

T. Rowe Price Multi-Strategy Total Return Fund—Advisor Class (TMSAX)

T. Rowe Price Multi-Strategy Total Return Fund—I Class (TMSSX)

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. Rowe Price New America Growth Fund (PRWAX)

T. Rowe Price New America Growth Fund—Advisor Class (PAWAX)

T. Rowe Price New America Growth Fund—I Class (PNAIX)

T. ROWE PRICE NEW ERA FUND, INC.

T. Rowe Price New Era Fund (PRNEX)

T. Rowe Price New Era Fund—I Class (TRNEX)

T. ROWE PRICE NEW HORIZONS FUND, INC.

T. Rowe Price New Horizons Fund (PRNHX)

T. Rowe Price New Horizons Fund—I Class (PRJIX)

T. ROWE PRICE NEW INCOME FUND, INC.

T. Rowe Price New Income Fund (PRCIX)

T. Rowe Price New Income Fund—Advisor Class (PANIX)

T. Rowe Price New Income Fund—I Class (PRXEX)

T. Rowe Price New Income Fund—R Class (RRNIX)

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC. (“Personal Strategy Funds”)

T. Rowe Price Personal Strategy Balanced Fund (TRPBX)

T. Rowe Price Personal Strategy Balanced Fund—I Class (TPPAX)

T. Rowe Price Personal Strategy Growth Fund (TRSGX)

T. Rowe Price Personal Strategy Growth Fund—I Class (TGIPX)

T. Rowe Price Personal Strategy Income Fund (PRSIX)

T. Rowe Price Personal Strategy Income Fund—I Class (PPIPX)

T. ROWE PRICE QUANTITATIVE MANAGEMENT FUNDS, INC.

T. Rowe Price QM Global Equity Fund (TQGEX)

T. Rowe Price QM Global Equity Fund—Advisor Class (TQGAX)

T. Rowe Price QM Global Equity Fund—I Class (TQGIX)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund (TQSMX)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class (TQSAX)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund—I Class (TQSIX)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund (PRDSX)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund—Advisor Class (TQAAX)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund—I Class (TQAIX)

T. Rowe Price QM U.S. Value Equity Fund (TQMVX)

T. Rowe Price QM U.S. Value Equity Fund—Advisor Class (TQVAX)

T. Rowe Price QM U.S. Value Equity Fund—I Class (TQVIX)

T. ROWE PRICE REAL ASSETS FUND, INC.

T. Rowe Price Real Assets Fund (PRAFX)

T. Rowe Price Real Assets Fund—I Class (PRIKX)

T. ROWE PRICE REAL ESTATE FUND, INC.

T. Rowe Price Real Estate Fund (TRREX)

T. Rowe Price Real Estate Fund—Advisor Class (PAREX)

T. Rowe Price Real Estate Fund—I Class (TIRRX)

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC. (“TRP Reserve Funds”)

T. Rowe Price Government Reserve Fund

T. Rowe Price Short-Term Fund

T. Rowe Price Short-Term Government Fund

5

T. Rowe Price Treasury Reserve Fund

T. ROWE PRICE RETIREMENT FUNDS, INC. (“Retirement Funds”)

T. Rowe Price Retirement 2005 Fund (TRRFX)

T. Rowe Price Retirement 2005 Fund—Advisor Class (PARGX)

T. Rowe Price Retirement 2005 Fund—R Class (RRTLX)

T. Rowe Price Retirement 2010 Fund (TRRAX)

T. Rowe Price Retirement 2010 Fund—Advisor Class (PARAX)

T. Rowe Price Retirement 2010 Fund—R Class (RRTAX)

T. Rowe Price Retirement 2015 Fund (TRRGX)

T. Rowe Price Retirement 2015 Fund—Advisor Class (PARHX)

T. Rowe Price Retirement 2015 Fund—R Class (RRTMX)

T. Rowe Price Retirement 2020 Fund (TRRBX)

T. Rowe Price Retirement 2020 Fund—Advisor Class (PARBX)

T. Rowe Price Retirement 2020 Fund—R Class (RRTBX)

T. Rowe Price Retirement 2025 Fund (TRRHX)

T. Rowe Price Retirement 2025 Fund—Advisor Class (PARJX)

T. Rowe Price Retirement 2025 Fund—R Class (RRTNX)

T. Rowe Price Retirement 2030 Fund (TRRCX)

T. Rowe Price Retirement 2030 Fund—Advisor Class (PARCX)

T. Rowe Price Retirement 2030 Fund—R Class (RRTCX)

T. Rowe Price Retirement 2035 Fund (TRRJX)

T. Rowe Price Retirement 2035 Fund—Advisor Class (PARKX)

T. Rowe Price Retirement 2035 Fund—R Class (RRTPX)

T. Rowe Price Retirement 2040 Fund (TRRDX)

T. Rowe Price Retirement 2040 Fund—Advisor Class (PARDX)

T. Rowe Price Retirement 2040 Fund—R Class (RRTDX)

T. Rowe Price Retirement 2045 Fund (TRRKX)

T. Rowe Price Retirement 2045 Fund—Advisor Class (PARLX)

T. Rowe Price Retirement 2045 Fund—R Class (RRTRX)

T. Rowe Price Retirement 2050 Fund (TRRMX)

T. Rowe Price Retirement 2050 Fund—Advisor Class (PARFX)

T. Rowe Price Retirement 2050 Fund—R Class (RRTFX)

T. Rowe Price Retirement 2055 Fund (TRRNX)

T. Rowe Price Retirement 2055 Fund—Advisor Class (PAROX)

T. Rowe Price Retirement 2055 Fund—R Class (RRTVX)

T. Rowe Price Retirement 2060 Fund (TRRLX)

T. Rowe Price Retirement 2060 Fund—Advisor Class (TRRYX)

T. Rowe Price Retirement 2060 Fund—R Class (TRRZX)

T. Rowe Price Retirement Balanced Fund (TRRIX)

T. Rowe Price Retirement Balanced Fund—Advisor Class (PARIX)

T. Rowe Price Retirement Balanced Fund—R Class (RRTIX)

T. Rowe Price Retirement I 2005 Fund—I Class (TRPFX)

T. Rowe Price Retirement I 2010 Fund—I Class (TRPAX)

T. Rowe Price Retirement I 2015 Fund—I Class (TRFGX)

T. Rowe Price Retirement I 2020 Fund—I Class (TRBRX)

T. Rowe Price Retirement I 2025 Fund—I Class (TRPHX)

T. Rowe Price Retirement I 2030 Fund—I Class (TRPCX)

T. Rowe Price Retirement I 2035 Fund—I Class (TRPJX)

T. Rowe Price Retirement I 2040 Fund—I Class (TRPDX)

T. Rowe Price Retirement I 2045 Fund—I Class (TRPKX)

T. Rowe Price Retirement I 2050 Fund—I Class (TRPMX)

T. Rowe Price Retirement I 2055 Fund—I Class (TRPNX)

T. Rowe Price Retirement I 2060 Fund—I Class (TRPLX)

T. Rowe Price Retirement Balanced I Fund—I Class (TRPTX)

T. Rowe Price Retirement Income 2020 Fund (TRLAX)

T. Rowe Price Target 2005 Fund (TRARX)

T. Rowe Price Target 2005 Fund—Advisor Class (PANRX)

T. Rowe Price Target 2005 Fund—I Class (TFRRX)

6

T. Rowe Price Target 2010 Fund (TRROX)

T. Rowe Price Target 2010 Fund—Advisor Class (PAERX)

T. Rowe Price Target 2010 Fund—I Class (TORFX)

T. Rowe Price Target 2015 Fund (TRRTX)

T. Rowe Price Target 2015 Fund—Advisor Class (PAHRX)

T. Rowe Price Target 2015 Fund—I Class (TTRTX)

T. Rowe Price Target 2020 Fund (TRRUX)

T. Rowe Price Target 2020 Fund—Advisor Class (PAIRX)

T. Rowe Price Target 2020 Fund—I Class (TTURX)

T. Rowe Price Target 2025 Fund (TRRVX)

T. Rowe Price Target 2025 Fund—Advisor Class (PAJRX)

T. Rowe Price Target 2025 Fund—I Class (TRVVX)

T. Rowe Price Target 2030 Fund (TRRWX)

T. Rowe Price Target 2030 Fund—Advisor Class (PAKRX)

T. Rowe Price Target 2030 Fund—I Class (TWRRX)

T. Rowe Price Target 2035 Fund (RPGRX)

T. Rowe Price Target 2035 Fund—Advisor Class (PATVX)

T. Rowe Price Target 2035 Fund—I Class (TPGPX)

T. Rowe Price Target 2040 Fund (TRHRX)

T. Rowe Price Target 2040 Fund—Advisor Class (PAHHX)

T. Rowe Price Target 2040 Fund—I Class (TRXRX)

T. Rowe Price Target 2045 Fund (RPTFX)

T. Rowe Price Target 2045 Fund—Advisor Class (PAFFX)

T. Rowe Price Target 2045 Fund—I Class (TRFWX)

T. Rowe Price Target 2050 Fund (TRFOX)

T. Rowe Price Target 2050 Fund—Advisor Class (PAOFX)

T. Rowe Price Target 2050 Fund—I Class (TOORX)

T. Rowe Price Target 2055 Fund (TRFFX)

T. Rowe Price Target 2055 Fund—Advisor Class (PAFTX)

T. Rowe Price Target 2055 Fund—I Class (TRPPX)

T. Rowe Price Target 2060 Fund (TRTFX)

T. Rowe Price Target 2060 Fund—Advisor Class (TRTGX)

T. Rowe Price Target 2060 Fund—I Class (TTOIX)

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. Rowe Price Science & Technology Fund (PRSCX)

T. Rowe Price Science & Technology Fund—Advisor Class (PASTX)

T. Rowe Price Science & Technology Fund—I Class (TSNIX)

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. Rowe Price Short-Term Bond Fund (PRWBX)

T. Rowe Price Short-Term Bond Fund—Advisor Class (PASHX)

T. Rowe Price Short-Term Bond Fund—I Class (TBSIX)

T. Rowe Price Ultra Short-Term Bond Fund (TRBUX)

T. Rowe Price Ultra Short-Term Bond Fund—I Class (TRSTX)

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. Rowe Price Small-Cap Stock Fund (OTCFX)

T. Rowe Price Small-Cap Stock Fund—Advisor Class (PASSX)

T. Rowe Price Small-Cap Stock Fund—I Class (OTIIX)

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. Rowe Price Small-Cap Value Fund (PRSVX)

T. Rowe Price Small-Cap Value Fund—Advisor Class (PASVX)

T. Rowe Price Small-Cap Value Fund—I Class (PRVIX)

T. ROWE PRICE SPECTRUM FUND, INC. (“Spectrum Funds”)

Spectrum Growth Fund (PRSGX)

Spectrum Income Fund (RPSIX)

Spectrum International Fund (PSILX)

7

T. ROWE PRICE STATE TAX-FREE INCOME TRUST

Georgia Tax-Free Bond Fund (GTFBX)

Georgia Tax-Free Bond Fund—I Class (TBGAX)

Maryland Short-Term Tax-Free Bond Fund (PRMDX)

Maryland Short-Term Tax-Free Bond Fund—I Class (TRMUX)

Maryland Tax-Free Bond Fund (MDXBX)

Maryland Tax-Free Bond Fund—I Class (TFBIX)

Maryland Tax-Free Money Fund (TMDXX)

Maryland Tax-Free Money Fund— I Class (TWNXX)

New Jersey Tax-Free Bond Fund (NJTFX)

New Jersey Tax-Free Bond Fund—I Class (TRJIX)

New York Tax-Free Bond Fund (PRNYX)

New York Tax-Free Bond Fund—I Class (TRYIX)

New York Tax-Free Money Fund (NYTXX)

New York Tax-Free Money Fund—I Class (TRNXX)

Virginia Tax-Free Bond Fund (PRVAX)

Virginia Tax-Free Bond Fund—I Class (TFBVX)

T. ROWE PRICE SUMMIT FUNDS, INC. (“Summit Income Funds”)

T. Rowe Price Cash Reserves Fund (TSCXX)

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC. (“Summit Municipal Funds”)

T. Rowe Price Summit Municipal Income Fund (PRINX)

T. Rowe Price Summit Municipal Income Fund—Advisor Class (PAIMX)

T. Rowe Price Summit Municipal Intermediate Fund (PRSMX)

T. Rowe Price Summit Municipal Intermediate Fund—Advisor Class (PAIFX)

T. Rowe Price Summit Municipal Money Market Fund (TRSXX)

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC. (“Tax-Efficient Funds”)

T. Rowe Price Tax-Efficient Equity Fund (PREFX)

T. Rowe Price Tax-Efficient Equity Fund—I Class (TEEFX)

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. Rowe Price Tax-Exempt Money Fund (PTEXX)

T. Rowe Price Tax-Exempt Money Fund—I Class (TERXX)

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. Rowe Price Tax-Free High Yield Fund (PRFHX)

T. Rowe Price Tax-Free High Yield Fund—Advisor Class (PATFX)

T. Rowe Price Tax-Free High Yield Fund—I Class (PTYIX)

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. Rowe Price Tax-Free Income Fund (PRTAX)

T. Rowe Price Tax-Free Income Fund—Advisor Class (PATAX)

T. Rowe Price Tax-Free Income Fund—I Class (TFILX)

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. Rowe Price Tax-Free Short-Intermediate Fund (PRFSX)

T. Rowe Price Tax-Free Short-Intermediate Fund—Advisor Class (PATIX)

T. Rowe Price Tax-Free Short-Intermediate Fund—I Class (TTSIX)

T. ROWE PRICE TOTAL RETURN FUND, INC.

T. Rowe Price Total Return Fund (PTTFX)

T. Rowe Price Total Return Fund—Advisor Class (PTATX)

T. Rowe Price Total Return Fund—I Class (PTKIX)

T. ROWE PRICE U.S. BOND ENHANCED INDEX FUND, INC.

T. Rowe Price U.S. Bond Enhanced Index Fund (PBDIX)

T. ROWE PRICE U.S. LARGE-CAP CORE FUND, INC.

T. Rowe Price U.S. Large-Cap Core Fund (TRULX)

T. Rowe Price U.S. Large-Cap Core Fund—Advisor Class (PAULX)

T. Rowe Price U.S. Large-Cap Core Fund—I Class (RCLIX)

T. ROWE PRICE U.S. TREASURY FUNDS, INC. (“U.S. Treasury Funds”)

U.S. Treasury Intermediate Fund (PRTIX)

U.S. Treasury Intermediate Fund—I Class (PRKIX)

U.S. Treasury Long-Term Fund (PRULX)

U.S. Treasury Long-Term Fund—I Class (PRUUX)

U.S. Treasury Money Fund (PRTXX)

8

U.S. Treasury Money Fund—I Class (TRGXX)

T. ROWE PRICE VALUE FUND, INC.

T. Rowe Price Value Fund (TRVLX)

T. Rowe Price Value Fund—Advisor Class (PAVLX)

T. Rowe Price Value Fund—I Class (TRPIX)

Mailing Address:

T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, Maryland 21202
1-800-638-5660

This SAI is not a prospectus but should be read in conjunction with the appropriate current fund prospectus, which may be obtained from T. Rowe Price Investment Services, Inc. (“Investment Services”).

Each fund’s financial statements for its most recent fiscal period and the Report of Independent Registered Public Accounting Firm are included in each fund’s annual or semiannual report and incorporated by reference into this SAI. The Africa & Middle East Fund—I Class, Asia Opportunities Fund—I Class, California Tax-Free Bond Fund—I Class, California Tax-Free Money Fund—I Class, Capital Appreciation & Income Fund, Capital Appreciation & Income Fund—Advisor Class, Capital Appreciation & Income—I Class, Credit Opportunities Fund—I Class, Diversified Mid-Cap Growth Fund—I Class, Emerging Europe Fund—I Class, Emerging Markets Value Stock Fund—I Class, European Stock Fund—I Class, Floating Rate Fund—I Class, Georgia Tax-Free Bond Fund—I Class, Global Growth Stock Fund—I Class, Global Industrials Fund—I Class, Global Stock Fund—I Class, Institutional Cash Reserves Fund, Intermediate Tax-Free High Yield Fund—I Class, International Bond Fund (USD Hedged), International Bond Fund (USD Hedged)—Advisor Class, International Bond Fund (USD Hedged)—I Class, International Concentrated Equity Fund—I Class, Japan Fund—I Class, Latin America Fund—I Class, Maryland Short-Term Tax-Free Bond Fund—I Class, Maryland Tax-Free Bond Fund—I Class, Maryland Tax-Free Money Fund— I Class, Multi-Strategy Total Return Fund, Multi-Strategy Total Return Fund—Advisor Class, Multi-Strategy Total Return Fund—I Class, New Jersey Tax-Free Bond Fund—I Class, New York Tax-Free Bond Fund—I Class, New York Tax-Free Money Fund—I Class, Retirement Income 2020 Fund, Short-Term Government Fund, Tax-Efficient Equity Fund—I Class, Tax-Exempt Money Fund—I Class, Tax-Free Income Fund—I Class, Ultra Short-Term Bond Fund—I Class, and Virginia Tax-Free Bond Fund—I Class have not been in operation long enough to have complete financial statements.

If you would like a prospectus or an annual or semiannual shareholder report for a fund, please visit troweprice.com or call 1-800-638-5660 and it will be sent to you at no charge. Please read this material carefully.

9

PART I – TABLE OF CONTENTS

Page

  

Management of the Funds

23

Principal Holders of Securities

113

 

Investment Management Agreements

211

Third Party Arrangements

248

Page

  

Distributor for the Funds

257

Portfolio Transactions

261

Independent Registered Public

 

Accounting Firm

292

Part II

302

References to the following are as indicated:

Fitch Ratings, Inc. (“Fitch”)

Internal Revenue Code of 1986, as amended (“Code”)

Internal Revenue Service (“IRS”)

Investment Company Act of 1940, as amended (“1940 Act”)

Moody’s Investors Service, Inc. (“Moody’s”)

Securities Act of 1933, as amended (“1933 Act”)

Securities and Exchange Commission (“SEC”)

Securities Exchange Act of 1934, as amended (“1934 Act”)

S & P Global Ratings (“S&P”)

T. Rowe Price Associates, Inc. (“T. Rowe Price”)

T. Rowe Price Hong Kong Limited (“Price Hong Kong”)

T. Rowe Price International Ltd (“T. Rowe Price International”)

T. Rowe Price Singapore Private Ltd. (“Price Singapore”)

While many T. Rowe Funds are offered in more than one share class, not all funds are offered in the share classes described below. The front cover of each Price Fund’s prospectus indicates which share classes are available for the fund.

Investor Class

The Investor Class is generally designed for individual investors, but is also available to institutions and a wide variety of other types of investors. The Investor Class may be purchased directly through T. Rowe Price or through a financial intermediary. A Price Fund (other than an Institutional Fund) that does not indicate a specific share class after its name is considered to be the Investor Class of that fund.

I Class

The I Class generally requires a $1,000,000 initial investment minimum, although the minimum may be waived for retirement plans, financial intermediaries maintaining omnibus accounts for their customers, client accounts for which T. Rowe Price or its affiliate has discretionary investment authority, and certain other accounts. I Class shares are designed to be sold to corporations, endowments and foundations, charitable trusts, defined benefit and defined contribution retirement plans, brokers, registered investment advisers, banks and bank trust programs, investment companies and other pooled investment vehicles, and certain individuals meeting the investment minimum or other specific criteria.

Advisor Class

The Advisor Class is designed to be sold through various financial intermediaries, such as broker-dealers, banks, insurance companies, retirement plan recordkeepers, and financial advisors. The Advisor Class must be purchased through an eligible intermediary (except for certain retirement plans held directly with T. Rowe Price). The Advisor Class requires an agreement between the financial intermediary and T. Rowe Price to be executed prior to investment.

10

R Class

The R Class is designed to be sold only through various third-party intermediaries that offer employer-sponsored defined contribution retirement plans and certain other accounts, including brokers, dealers, banks, insurance companies, retirement plan recordkeepers, and others. The R Class must be purchased through an eligible intermediary (except for certain retirement plans held directly with T. Rowe Price). The R Class requires an agreement between the financial intermediary and T. Rowe Price to be executed prior to investment.

Institutional Funds

Most of the T. Rowe Price Institutional Funds are available only in a single share class (referred to as the “Institutional Class”). The Institutional Class (other than their F Class shares) generally requires a $1,000,000 initial investment minimum, although the minimum may be waived for retirement plans, financial intermediaries maintaining omnibus accounts, and certain other accounts. The Institutional Class is designed for institutional investors, which typically include but are not limited to: corporations, endowments and foundations, charitable trusts, investment companies and other pooled vehicles, defined benefit and defined contribution retirement plans, broker-dealers, registered investment advisers, banks and bank trust programs, and Section 529 college savings plans.

F Class

The F Class is a separate share class of certain Institutional Funds and is designed to be sold only through financial advisors and certain third-party intermediaries, including brokers, banks, insurance companies, retirement plan recordkeepers, and other financial intermediaries that provide various distribution and administrative services. F Class shares are not intended to be offered by intermediaries through a mutual fund “supermarket” platform. The F Class cannot be purchased directly through T. Rowe Price and must be purchased through an intermediary.

Mid-Cap Index Fund, Multi-Sector Account Portfolios, Small-Cap Index Fund, and TRP Reserve Funds

These funds are not available for direct purchase by members of the public. Shares of these funds may only be purchased by or on behalf of mutual funds, Section 529 college savings plans, or certain institutional client accounts for which T. Rowe Price or one of its affiliates has discretionary investment authority.

PART I

Below is a table showing the prospectus and shareholder report dates for each fund. The table also lists each fund’s category, which should be used to identify groups of funds that are referenced throughout this SAI. The prospectus date shown for each fund reflects the date that the prospectus will be annually updated once the fund has been in operation at its fiscal year-end.

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Africa & Middle East

International Equity

Oct 31

Oct 31

Apr 30

March 1

Africa & Middle East Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Asia Opportunities

International Equity

Oct 31

Oct 31

Apr 30

March 1

Asia Opportunities Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Asia Opportunities Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Balanced

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Balanced Fund—I Class

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Blue Chip Growth

Equity

Dec 31

Dec 31

June 30

May 1

11

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Blue Chip Growth Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Blue Chip Growth Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Blue Chip Growth Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

California Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

California Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

California Tax-Free Money

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

California Tax-Free Money Fund—I Class

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Capital Appreciation

Equity

Dec 31

Dec 31

June 30

May 1

Capital Appreciation Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Appreciation Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Appreciation & Income

Equity

Dec 31

Dec 31

June 30

May 1

Capital Appreciation & Income Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Appreciation & Income Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Opportunity

Equity

Dec 31

Dec 31

June 30

May 1

Capital Opportunity Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Opportunity Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Capital Opportunity Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

Cash Reserves

Taxable Money

Oct 31

Oct 31

Apr 30

March 1

Corporate Income

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Corporate Income Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Credit Opportunities

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Credit Opportunities Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Credit Opportunities Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Diversified Mid-Cap Growth

Equity

Dec 31

Dec 31

June 30

May 1

Diversified Mid-Cap Growth Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Dividend Growth

Equity

Dec 31

Dec 31

June 30

May 1

Dividend Growth Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Dividend Growth Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Dynamic Global Bond

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Dynamic Global Bond Fund—Advisor Class

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Dynamic Global Bond Fund—I Class

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Emerging Europe

International Equity

Oct 31

Oct 31

Apr 30

March 1

12

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Emerging Europe Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Emerging Markets Bond

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Bond Fund—Advisor Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Bond Fund—I Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Corporate Bond

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Corporate Bond Fund—Advisor Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Corporate Bond Fund—I Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Corporate Multi-Sector Account Portfolio

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Local Currency Bond

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Local Currency Bond Fund—Advisor Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Local Currency Bond Fund—I Class

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Local Multi-Sector Account Portfolio

International Bond

Dec 31

Dec 31

June 30

May 1

Emerging Markets Stock

International Equity

Oct 31

Oct 31

Apr 30

March 1

Emerging Markets Stock Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Emerging Markets Value Stock

International Equity

Oct 31

Oct 31

Apr 30

March 1

Emerging Markets Value Stock Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Emerging Markets Value Stock Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Equity Income

Equity

Dec 31

Dec 31

June 30

May 1

Equity Income Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Equity Income Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Equity Income Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

Equity Index 500

Index Equity

Dec 31

Dec 31

June 30

May 1

Equity Index 500 Fund—I Class

Index Equity

Dec 31

Dec 31

June 30

May 1

European Stock

International Equity

Oct 31

Oct 31

Apr 30

March 1

European Stock Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Extended Equity Market Index

Index Equity

Dec 31

Dec 31

June 30

May 1

Financial Services

Equity

Dec 31

Dec 31

June 30

May 1

Financial Services Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

13

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Floating Rate

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Floating Rate Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Floating Rate Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Floating Rate Multi-Sector Account Portfolio

Taxable Bond

Feb 28

Feb 28

Aug 30

July 1

Georgia Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Georgia Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Global Allocation

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

Global Allocation Fund—Advisor Class

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

Global Allocation Fund—I Class

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

Global Consumer

Equity

Dec 31

Dec 31

June 30

May 1

Global Growth Stock

Equity

Oct 31

Oct 31

Apr 30

March 1

Global Growth Stock Fund—Advisor Class

Equity

Oct 31

Oct 31

Apr 30

March 1

Global Growth Stock Fund—I Class

Equity

Oct 31

Oct 31

Apr 30

March 1

Global High Income Bond

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Global High Income Bond Fund—Advisor Class

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Global High Income Bond Fund—I Class

Taxable Bond

Dec 31

Dec 31

June 30

May 1

Global Industrials

Equity

Dec 31

Dec 31

June 30

May 1

Global Industrials Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Global Multi-Sector Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Global Multi-Sector Bond Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Global Multi-Sector Bond Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Global Real Estate

Equity

Dec 31

Dec 31

June 30

May 1

Global Real Estate Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Global Real Estate Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Global Stock

Equity

Oct 31

Oct 31

Apr 30

March 1

Global Stock Fund—Advisor Class

Equity

Oct 31

Oct 31

Apr 30

March 1

Global Stock Fund—I Class

Equity

Oct 31

Oct 31

Apr 30

March 1

Global Technology

Equity

Dec 31

Dec 31

June 30

May 1

Global Technology Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

GNMA

Taxable Bond

May 31

May 31

Nov 30

Oct 1

GNMA Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Government Money

Taxable Money

May 31

May 31

Nov 30

Oct 1

Government Money Fund—I Class

Taxable Money

May 31

May 31

Nov 30

Oct 1

Government Reserve

Taxable Money

May 31

May 31

Nov 30

Oct 1

Growth & Income

Equity

Dec 31

Dec 31

June 30

May 1

Growth & Income Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

14

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Growth Stock

Equity

Dec 31

Dec 31

June 30

May 1

Growth Stock Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Growth Stock Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Growth Stock Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

Health Sciences

Equity

Dec 31

Dec 31

June 30

May 1

Health Sciences Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

High Yield

Taxable Bond

May 31

May 31

Nov 30

Oct 1

High Yield Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

High Yield Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

High Yield Multi-Sector Account Portfolio

Taxable Bond

Feb 28

Feb 28

Aug 30

July 1

Inflation Protected Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Inflation Protected Bond Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Africa & Middle East

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Cash Reserves

Taxable Money

May 31

May 31

Nov 30

Oct 1

Institutional Core Plus

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Credit Opportunities

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Emerging Markets Bond

International Bond

Dec 31

Dec 31

June 30

May 1

Institutional Emerging Markets Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Floating Rate

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Floating Rate Fund—F Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Frontier Markets Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Global Focused Growth Equity

Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Global Growth Equity

Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Global Multi-Sector Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Global Value Equity

Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional High Yield

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional International Bond

International Bond

Dec 31

Dec 31

June 30

May 1

Institutional International Concentrated Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional International Core Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional International Growth Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

Institutional Large-Cap Core Growth

Equity

Dec 31

Dec 31

June 30

May 1

Institutional Large-Cap Growth

Equity

Dec 31

Dec 31

June 30

May 1

15

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Institutional Large-Cap Value

Equity

Dec 31

Dec 31

June 30

May 1

Institutional Long Duration Credit

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Institutional Mid-Cap Equity Growth

Equity

Dec 31

Dec 31

June 30

May 1

Institutional Small-Cap Stock

Equity

Dec 31

Dec 31

June 30

May 1

Institutional U.S. Structured Research

Equity

Dec 31

Dec 31

June 30

May 1

Intermediate Tax-Free High Yield

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Intermediate Tax-Free High Yield Fund—Advisor Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Intermediate Tax-Free High Yield Fund—I Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

International Bond

International Bond

Dec 31

Dec 31

June 30

May 1

International Bond Fund—Advisor Class

International Bond

Dec 31

Dec 31

June 30

May 1

International Bond Fund—I Class

International Bond

Dec 31

Dec 31

June 30

May 1

International Bond Fund (USD Hedged)

International Bond

Dec 31

Dec 31

June 30

May 1

International Bond Fund (USD Hedged)—Advisor Class

International Bond

Dec 31

Dec 31

June 30

May 1

International Bond Fund (USD Hedged)—I Class

International Bond

Dec 31

Dec 31

June 30

May 1

International Concentrated Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Concentrated Equity Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Concentrated Equity Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Discovery

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Discovery Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Equity Index

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Stock

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Stock Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Stock Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Stock Fund—R Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Value Equity

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Value Equity Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Value Equity Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

International Value Equity Fund—R Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Investment-Grade Corporate Multi-Sector Account Portfolio

Taxable Bond

Feb 28

Feb 28

Aug 30

July 1

Japan

International Equity

Oct 31

Oct 31

Apr 30

March 1

16

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Japan Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Latin America

International Equity

Oct 31

Oct 31

Apr 30

March 1

Latin America Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Limited Duration Inflation Focused Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Limited Duration Inflation Focused Bond Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Maryland Short-Term Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Maryland Short-Term Tax-Free Bond Fund— I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Maryland Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Maryland Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Maryland Tax-Free Money

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Maryland Tax-Free Money Fund—I Class

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Media & Telecommunications

Equity

Dec 31

Dec 31

June 30

May 1

Media & Telecommunications Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Growth

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Growth Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Growth Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Growth Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Index

Index Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Index Fund—I Class

Index Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Value

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Value Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Value Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Mid-Cap Value Fund—R Class

Equity

Dec 31

Dec 31

June 30

May 1

Mortgage-Backed Securities Multi-Sector Account Portfolio

Taxable Bond

Feb 28

Feb 28

Aug 30

July 1

Multi-Strategy Total Return

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

Multi-Strategy Total Return Fund—Advisor Class

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

Multi-Strategy Total Return Fund—I Class

Asset Allocation

Oct 31

Oct 31

Apr 30

March 1

New America Growth

Equity

Dec 31

Dec 31

June 30

May 1

New America Growth Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

New America Growth Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

New Asia

International Equity

Oct 31

Oct 31

Apr 30

March 1

17

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

New Asia Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

New Era

Equity

Dec 31

Dec 31

June 30

May 1

New Era Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

New Horizons

Equity

Dec 31

Dec 31

June 30

May 1

New Horizons Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

New Income

Taxable Bond

May 31

May 31

Nov 30

Oct 1

New Income Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

New Income Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

New Income Fund—R Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

New Jersey Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

New Jersey Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

New York Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

New York Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

New York Tax-Free Money

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

New York Tax-Free Money Fund—I Class

State Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Overseas Stock

International Equity

Oct 31

Oct 31

Apr 30

March 1

Overseas Stock Fund—Advisor Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Overseas Stock Fund—I Class

International Equity

Oct 31

Oct 31

Apr 30

March 1

Personal Strategy Balanced

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Personal Strategy Balanced Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Personal Strategy Growth

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Personal Strategy Growth Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Personal Strategy Income

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Personal Strategy Income Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

QM Global Equity

Equity

Dec 31

Dec 31

June 30

May 1

QM Global Equity Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

QM Global Equity Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small & Mid-Cap Core Equity

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small & Mid-Cap Core Equity Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small-Cap Growth Equity

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Small-Cap Growth Equity Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Value Equity

Equity

Dec 31

Dec 31

June 30

May 1

18

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

QM U.S. Value Equity Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

QM U.S. Value Equity Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Real Assets

Equity

Dec 31

Dec 31

June 30

May 1

Real Assets Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Real Estate

Equity

Dec 31

Dec 31

June 30

May 1

Real Estate Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Real Estate Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Retirement 2005

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2005 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2005 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2010

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2010 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2010 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2015

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2015 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2015 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2020

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2020 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2020 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2025

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2025 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2025 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2030

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2030 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2030 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2035

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2035 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2035 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2040

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2040 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2040 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2045

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2045 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

19

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Retirement 2045 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2050

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2050 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2050 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2055

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2055 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2055 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2060

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2060 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement 2060 Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement Balanced

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement Balanced Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement Balanced Fund—R Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2005 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2010 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2015 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2020 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2025 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2030 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2035 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2040 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2045 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2050 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2055 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement I 2060 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement Balanced I Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Retirement Income 2020

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Science & Technology

Equity

Dec 31

Dec 31

June 30

May 1

Science & Technology Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Science & Technology Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

20

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Short-Term

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Short-Term Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Short-Term Bond Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Short-Term Bond Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Short-Term Government

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Small-Cap Index

Index Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Index Fund—I Class

Index Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Stock

Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Stock Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Stock Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Value

Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Value Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Small-Cap Value Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Spectrum Growth

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Spectrum Income

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Spectrum International

Asset Allocation

Dec 31

Dec 31

June 30

May 1

Summit Municipal Income

Tax-Free Bond

Oct 31

Oct 31

Apr 30

March 1

Summit Municipal Income Fund—Advisor Class

Tax-Free Bond

Oct 31

Oct 31

Apr 30

March 1

Summit Municipal Intermediate

Tax-Free Bond

Oct 31

Oct 31

Apr 30

March 1

Summit Municipal Intermediate Fund—Advisor Class

Tax-Free Bond

Oct 31

Oct 31

Apr 30

March 1

Summit Municipal Money Market

Tax-Free Money

Oct 31

Oct 31

Apr 30

March 1

Target 2005

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2005 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2005 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2010

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2010 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2010 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2015

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2015 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2015 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2020

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2020 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2020 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2025

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2025 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2025 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2030

Asset Allocation

May 31

May 31

Nov 30

Oct 1

21

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

Target 2030 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2030 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2035

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2035 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2035 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2040

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2040 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2040 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2045

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2045 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2045 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2050

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2050 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2050 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2055

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2055 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2055 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2060

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2060 Fund—Advisor Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Target 2060 Fund—I Class

Asset Allocation

May 31

May 31

Nov 30

Oct 1

Tax-Efficient Equity

Equity

Feb 28

Feb 28

Aug 30

July 1

Tax-Efficient Equity—I Class

Equity

Feb 28

Feb 28

Aug 30

July 1

Tax-Exempt Money

Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Tax-Exempt Money—I Class

Tax-Free Money

Feb 28

Feb 28

Aug 30

July 1

Tax-Free High Yield

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free High Yield Fund—Advisor Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free High Yield Fund—I Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Income

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Income Fund—Advisor Class

Tax Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Income Fund—I Class

Tax Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Short-Intermediate

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Short-Intermediate Fund—Advisor Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Tax-Free Short-Intermediate Fund—I Class

Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Total Equity Market Index

Index Equity

Dec 31

Dec 31

June 30

May 1

Total Return

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Total Return Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Total Return Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Treasury Reserve

Taxable Money

May 31

May 31

Nov 30

Oct 1

U.S. Bond Enhanced Index

Index Bond

Oct 31

Oct 31

Apr 30

March 1

U.S. High Yield

Taxable Bond

May 31

May 31

Nov 30

Oct 1

22

      

Fund

Fund Category

Fiscal Year End

Annual Report Date

Semiannual Report Date

Prospectus Date

U.S. High Yield Fund—Advisor Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. High Yield Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. Large-Cap Core

Equity

Dec 31

Dec 31

June 30

May 1

U.S. Large-Cap Core Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

U.S. Large-Cap Core Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

U.S. Treasury Intermediate

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. Treasury Intermediate Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. Treasury Long-Term

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. Treasury Long-Term Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

U.S. Treasury Money

Taxable Money

May 31

May 31

Nov 30

Oct 1

U.S. Treasury Money Fund—I Class

Taxable Money

May 31

May 31

Nov 30

Oct 1

Ultra Short-Term Bond

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Ultra Short-Term Bond Fund—I Class

Taxable Bond

May 31

May 31

Nov 30

Oct 1

Value

Equity

Dec 31

Dec 31

June 30

May 1

Value Fund—Advisor Class

Equity

Dec 31

Dec 31

June 30

May 1

Value Fund—I Class

Equity

Dec 31

Dec 31

June 30

May 1

Virginia Tax-Free Bond

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

Virginia Tax-Free Bond Fund—I Class

State Tax-Free Bond

Feb 28

Feb 28

Aug 30

July 1

MANAGEMENT OF THE FUNDS

The officers and directors (the term “director” is used to refer to directors or trustees, as applicable) of the Price Funds are listed on the following pages. Unless otherwise noted, the address of each officer and director is 100 East Pratt Street, Baltimore, Maryland 21202.

Each fund is overseen by a Board of Directors/Trustees (“Board”) that meets regularly to review a wide variety of matters affecting or potentially affecting the funds, including performance, investment programs, compliance matters, advisory fees and expenses, service providers, and business and regulatory affairs. The Boards elect the funds’ officers and are responsible for performing various duties imposed on them by the 1940 Act, the laws of Maryland or Massachusetts, and other applicable laws. At least 75% of each Board’s members are independent of T. Rowe Price and its affiliates. The directors who are also employees or officers of T. Rowe Price are considered to be inside or interested directors because of their relationships with T. Rowe Price and its affiliates. Each inside director and officer (except as indicated in the tables setting forth the directors’ and officers’ principal occupations during the past five years) has been an employee of T. Rowe Price or its affiliates for five or more years. The Boards normally hold five regularly scheduled formal meetings during each calendar year. Although the Boards have direct responsibility over various matters (such as approval of advisory contracts and review of fund performance), each Board also exercises certain of its oversight responsibilities through several committees that it has established and which report back to the full Board. The Boards believe that a committee structure is an effective means to permit directors to focus on particular operations or issues affecting the funds, including risk oversight. Each Board currently has three standing committees, a Committee of Independent Directors, a Joint Audit Committee, and an Executive Committee, which are described in greater detail in the following paragraphs.

23

Edward C. Bernard, an inside director, serves as the Chairman of the Board of each fund. The independent directors of each fund have designated a Lead Independent Director, who functions as a liaison between the Chairman of the Board and the other independent directors. The Lead Independent Director presides at all executive sessions of the independent directors, reviews and provides input on Board meeting agendas and materials, and typically represents the independent directors in discussions with T. Rowe Price management. Anthony W. Deering currently serves as Lead Independent Director of each Board. Each fund’s Board has determined that its leadership and committee structure is appropriate because the Board believes that it sets the proper tone for the relationship between the fund, on the one hand, and T. Rowe Price or its affiliates and the fund’s other principal service providers, on the other, and facilitates the exercise of the Board’s independent judgment in evaluating and managing the relationships. In addition, the structure efficiently allocates responsibility among committees and the full Board. The same independent directors currently serve on the Boards of all of the Price Funds. This approach is designed to provide effective governance by exposing the independent directors to a wider range of business issues and market trends, allowing the directors to better share their knowledge, background and experience, and permitting the Boards to operate more efficiently, particularly with respect to matters common to all Price Funds.

The Committee of Independent Directors, which consists of all of the independent directors of the funds, is responsible for, among other things, seeking, reviewing and selecting candidates to fill independent director vacancies on each fund’s Board, periodically evaluating the compensation payable to the independent directors, and performing certain functions with respect to the governance of the funds. The Lead Independent Director serves as chairman of the committee. The committee will consider written recommendations from shareholders for possible nominees for independent directors. Nominees, like current directors, will be considered based on the ability to review critically, evaluate, question, and discuss information provided to them, to interact effectively with the funds’ management and counsel and the various service providers to the funds, and to exercise reasonable business judgment in the performance of their duties as directors. Nominees will be considered in light of their individual experience, qualifications, attributes, or skills. Nominees will also be considered based on their independence from T. Rowe Price and other principal service providers. Shareholders should submit their recommendations to the secretary of the funds. The committee met 11 times in 2016 in conjunction with the full Board.

The Joint Audit Committee consists of only independent directors. The current members of the committee are Bruce W. Duncan, Paul F. McBride, Cecilia E. Rouse, and Mark R. Tercek. Mr. Duncan serves as chairman of the committee and is considered an “audit committee financial expert,” as defined by the SEC. The Joint Audit Committee oversees the pricing processes for the Price Funds and holds three regular meetings during each fiscal year. Two of the meetings include the attendance of the independent registered public accounting firm of the Price Funds as the Joint Audit Committee reviews: (1) the services provided; (2) the findings of the most recent audits; (3) management’s response to the findings of the most recent audits; (4) the scope of the audits to be performed; (5) the accountants’ fees; (6) the qualifications, independence, and performance of the independent registered public accounting firm; and (7) any accounting questions relating to particular areas of the Price Funds’ operations or the operations of parties dealing with the Price Funds, as circumstances indicate. A third meeting is devoted primarily to a review of the risk management program of the funds’ investment adviser. The Joint Audit Committee met four times in 2016.

The Executive Committee, which consists of each fund’s inside directors, has been authorized by its respective Board to exercise all powers of the Boards of the funds in the intervals between regular meetings of the Boards, except for those powers prohibited by statute from being delegated. All actions of the Executive Committee must be approved in advance by one independent director and reviewed after the fact by the full Board. The Executive Committee for each fund does not hold regularly scheduled meetings. The Executive Committee took action by written consent on behalf of 13 funds during 2016.

Like other mutual funds, the funds are subject to risks, including investment, compliance, operational, and valuation risks, among others. The Boards oversee risk as part of their oversight of the funds. Risk oversight is addressed as part of various Board and committee activities. The Board, directly or through its committees, interacts with and reviews reports from, among others, the investment adviser or its affiliates, the funds’ Chief Compliance Officer, the funds’ independent registered public accounting firm, legal counsel, and internal auditors for T. Rowe Price or its affiliates, as appropriate, regarding risks faced by the funds and the risk

24

management programs of the investment adviser and certain other service providers. Also, the Joint Audit Committee receives periodic reports from members of the adviser’s Risk Management Oversight Committee on the significant risks inherent to the adviser’s business, including aggregate investment risks, reputational risk, business continuity risk, and operational risk. The actual day-to-day risk management functions with respect to the funds are subsumed within the responsibilities of the investment adviser, its affiliates that serve as investment sub-advisers to the funds, and other service providers (depending on the nature of the risk) that carry out the funds’ investment management and business affairs. Although the risk management policies of T. Rowe Price and its affiliates, and the funds’ other service providers, are reasonably designed to be effective, those policies and their implementation vary among service providers over time, and there is no guarantee that they will always be effective. An investment in a Price Fund may be negatively impacted because of the operational risks arising from factors such as processing errors and human errors, inadequate or failed internal or external processes, failures in systems and technology, changes in personnel and errors caused by third party service providers or trading counterparties. Although the funds attempt to minimize such failures through controls and oversight, it is not possible to identify all of the operational risks that may affect a fund or to develop processes and controls that completely eliminate or mitigate the occurrence of such failures. A fund and its shareholders could be negatively impacted as a result. Processes and controls developed may not eliminate or mitigate the occurrence or effects of all risks, and some risks may be simply beyond any control of the funds, T. Rowe Price and its affiliates, or other service providers.

Each director’s experience, qualifications, attributes, or skills, on an individual basis and in combination with those of the other directors, have led to the conclusion that each director should serve on the Boards of the Price Funds. Attributes common to all directors include the ability to review critically, evaluate, question, and discuss information provided to them, to interact effectively with the funds’ management and counsel and the various service providers to the funds, and to exercise reasonable business judgment in the performance of their duties as directors. In addition, the actual service and commitment of the directors during their tenure on the funds’ Boards is taken into consideration in concluding that each should continue to serve. A director’s ability to perform his or her duties effectively may have been attained through his or her educational background or professional training; business, consulting, public service, or academic positions; experience from service as a director of the Price Funds, public companies, non-profit entities, or other organizations; or other experiences. Each director brings a diverse perspective to the Boards. Set forth below is a brief discussion of the specific experience, qualifications, attributes, or skills of each director that led to the conclusion that he or she should serve as a director.

Edward C. Bernard has been an inside director and chairman of the board of all the Price Funds since 2006. Mr. Bernard has more than 25 years of experience in the investment management industry, all of which have been with T. Rowe Price. In addition to his responsibilities with T. Rowe Price and the Price Funds, Mr. Bernard served as chairman (from 2009 to 2011) and is currently the vice chairman of the board of governors of the Investment Company Institute, the national trade association for the mutual fund industry.

William R. Brody had been an independent director of the Price Funds since 2009. Dr. Brody has substantial experience in the public health and research fields, as well as academia. He previously served as president of the Johns Hopkins University, as well as on the boards of John Hopkins University, Johns Hopkins Health System, Salk Institute for Biological Studies, BioMed Realty Trust, IBM, and Novartis. He has also served on the boards of a number of other private companies and non-profit entities, including Mesa Biotech, Kool Smiles, Novamed, Radiology Partners, Stanford University, Standard Healthcare, and the Commonwealth Fund, which funds health services research. Dr. Brody retired as independent director of the Price Funds on December 31, 2016.

Anthony W. Deering has been an independent director of the Price Funds for more than 30 years. He currently serves as the Lead Independent Director and was a member of the Joint Audit Committee until September 2014. Mr. Deering brings a wealth of financial services and investment management experience to the Boards. He is the former chair and chief executive officer of the Rouse Company and has also served on the boards of a number of public companies, including Deutsche Bank North America, Vornado Realty Trust, Brixmor Real Estate Investment Trust, Mercantile Bank, and Under Armour. He has also served on the boards of a number of private companies and non-profit entities, including the Investment Company Institute,

25

Baltimore Museum of Art, Parks & People Foundation, The Rouse Company Foundation, and The Charlesmead Foundation among others.

Bruce W. Duncan has substantial experience in the field of commercial real estate. He currently serves as chairman of the board of First Industrial Realty Trust and he served as president until September 2016 and chief executive officer until December 2016. In May 2016, Mr. Duncan became a member of the board and compensation committee of Boston Properties. He has been an independent director of the Price Funds since October 2013. In September 2014, he became a member of the Joint Audit Committee and, in July 2017, he became the chairman of the committee. In September 2016, Mr. Duncan became a member of the board and finance committee of Marriott International, Inc.

Robert J. Gerrard, Jr. has been an independent director of certain Price Funds since 2012 (and all Price Funds since October 2013), and served as a chairman of the Joint Audit Committee until July 2017. He has substantial legal and business experience in the industries relating to communications and interactive data services. He has served on the board and compensation committee for Syniverse Holdings and as general counsel to Scripps Networks.

Paul F. McBride has served in various management and senior leadership roles with the Black & Decker Corporation and General Electric Company. He serves on the advisory board of Vizzia Technologies. He led businesses in the materials, industrial, and consumer durable segments. He also has significant global experience. He has served on the boards of a number of private and non-profit entities, including Dunbar Armored, Gilman School, and Living Classrooms Foundation. He has been an independent director of the Price Funds since October 2013 and, in September 2014, he became a member of the Joint Audit Committee.

Brian C. Rogers was an inside director of the domestic equity and international Price Funds for more than 20 years. Mr. Rogers served in a variety of senior leadership roles since joining T. Rowe Price in 1982. Mr. Rogers retired from T. Rowe Price effective March 31, 2017. However, he continues to serve as director and non-executive chairman of the board of T. Rowe Price Group, Inc. In addition to his various offices held with T. Rowe Price and its affiliates, he is a Chartered Financial Analyst and served as a member of the T. Rowe Price Asset Allocation Committee. On April 1, 2017, Robert W. Sharps replaced Mr. Rogers as an inside director of the domestic equity and international Price Funds.

Cecilia E. Rouse has been an independent director of certain Price Funds since 2012 (and all Price Funds since October 2013), and became a member of the Joint Audit Committee in September 2014. Dr. Rouse has extensive experience in the fields of higher education and economic research. She has served in a variety of roles at Princeton University, including as a dean, professor, and leader of economic research. She has also served on the board of MDRC, a non-profit education and social policy organization dedicated to improving programs and policies that affect the poor, and as a member of numerous entities, including the American Economic Association, National Bureau of Economic Research, National Academy of Education, and the Association of Public Policy and Management Policy Council.

John G. Schreiber has been an independent director of the Price Funds for more than 20 years and served as a member of the Joint Audit Committee until September 2015. He has significant experience investing in real estate transactions and brings substantial financial services and investment management experience to the Boards. He is the president of Centaur Capital Partners, Inc. and a retired partner and cofounder of Blackstone Real Estate Advisors. He previously served as chairman and chief executive officer of JMB Urban Development Co. and executive vice president of JMB Realty Corporation. Mr. Schreiber currently serves on the boards of JMB Realty Corporation, Brixmor Property Group, Hilton Worldwide, and trustee of Loyola University of Chicago, and is a past board member of Urban Shopping Centers, Inc., Host Hotels & Resorts, Inc., The Rouse Company, General Growth Properties, AMLI Residential Properties Trust, Blackstone Mortgage Trust, and Hudson Pacific Properties.

Robert W. Sharps was elected as an inside director of the domestic equity and international Price Funds effective April 1, 2017. Mr. Sharps currently serves as the co-head of Global Equities and Group Chief Investment Officer for T. Rowe Price. He is also a member of the T. Rowe Price Management Committee, International Steering Committee, Equity Steering Committee, Asset Allocation Committee, and Product Strategy Committee. Prior to joining the T. Rowe Price in 1997, Mr. Sharps was a senior consultant at KPMG

26

Peat Marwick. In addition to his various offices held with T. Rowe Price and its affiliates, Mr. Sharps is a Chartered Financial Analyst.

Mark R. Tercek has been an independent director of the Price Funds since 2009. Mr. Tercek served as chairman of the Joint Audit Committee until September 2014 and served as a member of the committee since July 2017. He brings substantial financial services experience to the Boards. He was a managing director of Goldman Sachs and is currently president and chief executive officer of The Nature Conservancy.

Edward A. Wiese was elected as an inside director of the domestic fixed income Price Funds in 2015. Mr. Wiese is a Chartered Financial Analyst with over 30 years of investment experience, all of which have been with T. Rowe Price. He currently serves as the director of fixed income for T. Rowe Price and as the chairman of the T. Rowe Price Fixed Income Steering Committee, and served as a portfolio manager for various short-term bond and low duration domestic bond strategies until December 2016.

In addition, the following tables provide biographical information for the directors, along with their principal occupations and any directorships they have held of public companies and other investment companies during the past five years.

Independent Directors(a)

   

Name, Year of Birth, and Number
of Portfolios in Fund Complex
Overseen by Director

Principal Occupation(s)
During Past 5 Years

Directorships
of Public Companies and Other Investment Companies During Past 5 Years

William R. Brody, M.D., Ph.D.*

1944

0 portfolios

President and Trustee, Salk Institute for Biological Studies (2009 to 2015); Director, BioMed Realty Trust (2013 to 2016); Chairman of the Board,

Mesa Biotech, a molecular diagnostic company

(March 2016 to present); Director, Radiology Partners, an integrated radiology practice management company (June 2016 to present)

IBM (2007 to 2016); Novartis, Inc. (2009 to 2014); BioMed Realty Trust (2013 to 2016)

Anthony W. Deering

1945

190 portfolios

Chairman, Exeter Capital, LLC, a private investment firm (2004 to present); Director and Advisory Board Member, Deutsche Bank North America (2004 to present); Director, Brixmor Real Estate Investment Trust (2012 to present)

Vornado Real Estate Investment Trust (2004 to 2012); Deutsche Bank North America (2004 to present); Under Armour (2008 to present); Brixmor Real Estate Investment Trust (2012 to present)

Bruce W. Duncan

1951

190 portfolios

Chief Executive Officer and Director (2009 to December 2016), Chairman of the Board (January 2016 to present), and President (2009 to September 2016), First Industrial Realty Trust, owner and operator of industrial properties; Chairman of the Board (2005 to September 2016) and Director (1999 to September  2016), Starwood Hotels & Resorts, a hotel and leisure company

Starwood Hotels & Resorts (1999 to September 2016); Boston Properties (May 2016 to present); Marriott International, Inc. (September 2016 to present)

Robert J. Gerrard, Jr.

1952

190 portfolios

Advisory Board Member, Pipeline Crisis/Winning Strategies, a collaborative working to improve opportunities for young African Americans (1997 to present)

None

Paul F. McBride

1956

190 portfolios

Advisory Board Member, Vizzia Technologies (2015 to present)

None

27

   

Name, Year of Birth, and Number
of Portfolios in Fund Complex
Overseen by Director

Principal Occupation(s)
During Past 5 Years

Directorships
of Public Companies and Other Investment Companies During Past 5 Years

Cecilia E. Rouse, Ph.D.

1963

190 portfolios

Dean, Woodrow Wilson School (2012 to present); Professor and Researcher, Princeton University (1992 to present); Member of National Academy of Education (2010 to present); Director, MDRC, a nonprofit education and social policy research organization (2011 to present); Research Associate of Labor Studies Program (2011 to 2015) and Board Member (2015 to present), National Bureau of Economic Research (2011 to present); Chair of Committee on the Status of Minority Groups in the Economic Profession (2012 to present); Vice President (2015 to present), American Economic Association

None

John G. Schreiber

1946

190 portfolios

Owner/President, Centaur Capital Partners, Inc., a real estate investment company (1991 to present); Cofounder, Partner, and Cochairman of the Investment Committee, Blackstone Real Estate Advisors, L.P. (1992 to 2015); Director, General Growth Properties, Inc. (2010 to 2013); Director, Blackstone Mortgage Trust, a real estate finance company (2012 to 2016); Director and Chairman of the Board, Brixmor Property Group, Inc. (2013 to present); Director, Hilton Worldwide (2013 to present); Director, Hudson Pacific Properties (2014 to 2016)

General Growth Properties, Inc. (2010 to 2013); Blackstone Mortgage Trust (2012 to 2016); Hilton Worldwide (2013 to present); Brixmor Property Group, Inc. (2013 to present); Hudson Pacific Properties (2014 to 2016)

Mark R. Tercek

1957

190 portfolios

President and Chief Executive Officer, The Nature Conservancy (2008 to present)

None

* Effective December 31, 2016, Dr. Brody retired as independent director of the Price Funds.

(a) All information about the independent directors was current as of December 31, 2016, except for the number of portfolios overseen, which is current as of the date of this SAI.

Inside Directors(a)

The following persons are considered inside directors of the funds because they also serve as employees of T. Rowe Price or its affiliates. No more than two inside directors serve as directors of any fund.

The Boards invite nominations from the funds’ investment adviser for persons to serve as inside directors, and the Board reviews and approves these nominations. Each of the current inside directors is a senior executive officer of T. Rowe Price and T. Rowe Price Group, Inc., as well as certain of their affiliates. Mr. Bernard has served as a director of all Price Funds and has been Chairman of the Board for all Price Funds since 2006. Mr. Rogers has served as director of certain Price Funds since 2006, but was replaced by Mr. Sharps on April 1, 2017. Mr. Wiese has served as director of certain Price Funds since 2015. For each fund, the two inside directors serve as members of the fund’s Executive Committee. In addition, specific experience with respect to the inside directors’ occupations and directorships of public companies and other investment companies are set forth in the following table.

28

   

Name, Year of Birth, and Number
of Portfolios in Fund Complex
Overseen by Director

Principal Occupation(s)
During Past 5 Years

Directorships
of Public Companies

Edward C. Bernard

1956

190 portfolios

Director and Vice President, T. Rowe Price; Vice Chairman of the Board, Director, and Vice President, T. Rowe Price Group, Inc.; Chairman of the Board, Director, and Vice President, T. Rowe Price Investment Services, Inc. and T. Rowe Price Services, Inc.; Chairman of the Board and Director, T. Rowe Price Retirement Plan Services, Inc.; Chairman of the Board, Chief Executive Officer, Director, and President, T. Rowe Price International and T. Rowe Price Trust Company

Chairman of the Board, all funds

None

Brian C. Rogers; CFA, CIC*

1955

0 Portfolios

Director and non-executive Chairman of the Board, T. Rowe Price Group, Inc.

United Technologies (January 2016 to present)

Robert W. Sharps; CFA*

1971

134 portfolios

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, Institutional Equity Funds; Vice President, Blue Chip Growth Fund, Growth Stock Fund, Institutional International Funds, International Funds, New America Growth Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

None

Edward A. Wiese; CFA

1959

56 portfolios

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust Company

President, High Yield Fund and Multi-Sector Account Portfolios

None

* Effective April 1, 2017, Brian C. Rogers was replaced by Robert W. Sharps as an inside director of certain Price Funds.

(a) All information about the inside directors was current as of December 31, 2016, except for the number of portfolios overseen, which is current as of the date of this SAI.

Funds-of-Funds Arrangements

The Board is responsible for overseeing the business and affairs of the T. Rowe Price Funds-of-Funds, which consist of the following: Spectrum Growth Fund, Spectrum Income Fund, and Spectrum International Fund (collectively the “Spectrum Funds”); Retirement 2005 Fund, Retirement 2010 Fund, Retirement 2015 Fund, Retirement 2020 Fund, Retirement 2025 Fund, Retirement 2030 Fund, Retirement 2035 Fund, Retirement 2040 Fund, Retirement 2045 Fund, Retirement 2050 Fund, Retirement 2055 Fund, Retirement 2060 Fund and Retirement Balanced Fund, and their share classes (collectively the “RDFs”); Retirement I 2005 Fund, Retirement I 2010 Fund, Retirement I 2015 Fund, Retirement I 2020 Fund, Retirement I 2025 Fund, Retirement I 2030 Fund, Retirement I 2035 Fund, Retirement I 2040 Fund, Retirement I 2045 Fund, Retirement I 2050 Fund, Retirement I 2055 Fund, Retirement I 2060 Fund and Retirement Balanced I Fund (collectively the “Retirement I Funds”); Retirement Income 2020 Fund; and Target 2005 Fund, Target 2010 Fund, Target 2015 Fund, Target 2020 Fund, Target 2025 Fund, Target 2030 Fund, Target 2035 Fund, Target 2040 Fund, Target 2045 Fund, Target 2050 Fund, Target 2055 Fund and Target 2060 Fund, and their share classes (collectively the “TRFs”). The Spectrum Funds, RDFs, Retirement I Funds, Retirement Income 2020 Fund, and TRFs are referred to collectively as “Funds-of-Funds” and each fund individually a “Fund-of-Funds,” and where the policies that apply to the RDFs, Retirement I Funds, Retirement Income 2020 Fund,

29

and TRFs are identical, the RDFs, Retirement I Funds, Retirement Income 2020 Fund, and TRFs may be referred to collectively as “Target Date Funds.”

In generally exercising their responsibilities, the Boards, among other things, will refer to the policies, conditions, and guidelines included in an Exemptive Application (and accompanying Notice and Order) originally granted by the SEC in connection with the creation and operation of the Spectrum Funds. The RDFs rely on this same Exemptive Application and Order because the order was designed to cover any Fund-of-Funds arrangements that operate in a similar manner to the Spectrum Funds. The Retirement I Funds, Retirement Income 2020 Fund, and TRFs do not rely on this Exemptive Order since they bear their own operating expenses and do not operate in a similar manner to the other Funds-of-Funds.

In connection with the Exemptive Order, the various Price Funds in which the Funds-of-Funds invest (collectively, the “underlying Price Funds”) have entered into Special Servicing Agreements with T. Rowe Price and each respective Spectrum Fund and/or RDF in which they invest. The Special Servicing Agreements provide that each underlying Price Fund in which a Spectrum Fund and/or RDF invests will bear its proportionate share of the expenses of that Fund-of-Funds if, and to the extent that, the underlying Price Fund’s savings from the operation of the Spectrum Fund or RDF exceeds these expenses. Pursuant to the Exemptive Order and Special Servicing Agreement, T. Rowe Price has agreed to bear any expenses of the Spectrum Fund or RDF that exceed the estimated savings to the underlying Price Funds. As a result, these Funds-of-Funds do not pay an investment management fee and will effectively pay no operating expenses at the Fund-of-Fund level, although shareholders of these Funds-of-Funds will still indirectly bear their proportionate share of the expenses of each underlying Price Fund in which the Funds-of-Funds invest. The Retirement I Funds, Retirement Income 2020 Fund, and TRFs also do not pay an investment management fee and will indirectly bear their proportionate share of the expenses of each underlying Price Fund in which they invest. However, the Retirement I Funds, Retirement Income 2020 Fund, and TRFs pay their own operating expenses at the Fund-of-Fund level.

A majority of the directors of the Funds-of-Funds are independent of T. Rowe Price and its affiliates. However, the directors and officers of the Funds-of-Funds and certain directors and officers of T. Rowe Price and its affiliates also serve in similar positions with most of the underlying Price Funds. Thus, if the interests of the Funds-of-Funds and the underlying Price Funds were ever to become divergent, it is possible that a conflict of interest could arise and affect how this latter group of persons fulfill their fiduciary duties to the Funds-of-Funds and the underlying Price Funds. The directors of the Funds-of-Funds believe they have structured the Funds-of-Funds to avoid these concerns. However, a situation could conceivably occur where proper action for the Funds-of-Funds could be adverse to the interests of an underlying Price Fund, or the reverse could occur. If such a possibility arises, the directors and officers of the affected funds and the directors and officers of T. Rowe Price will carefully analyze the situation and take all steps they believe reasonable to minimize and, where possible, eliminate the potential conflict.

Term of Office and Length of Time Served

The directors serve until retirement, resignation, or election of a successor. The following table shows the year from which each director has served on each fund’s Board (or that of the corporation or trust of which the fund is a part).

          

Corporation/Trust

Number of portfolios

Independent Directors

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Balanced

1

2001

2013

2012

2013

2012

2001

2009

Blue Chip Growth

1

2001

2013

2012

2013

2012

2001

2009

California Tax-Free Income Trust

2

1986

2013

2013

2013

2013

1992

2009

Capital Appreciation

1

2001

2013

2012

2013

2012

2001

2009

Capital Appreciation & Income

1

2017

2017

2017

2017

2017

2017

2017

Capital Opportunity

1

2001

2013

2012

2013

2012

2001

2009

30

          

Corporation/Trust

Number of portfolios

Independent Directors

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Corporate Income

1

1995

2013

2013

2013

2013

1995

2009

Credit Opportunities

1

2014

2014

2014

2014

2014

2014

2014

Diversified Mid-Cap Growth

1

2003

2013

2012

2013

2012

2003

2009

Dividend Growth

1

2001

2013

2012

2013

2012

2001

2009

Equity Income

1

2001

2013

2012

2013

2012

2001

2009

Financial Services

1

2001

2013

2012

2013

2012

2001

2009

Floating Rate

1

2011

2013

2013

2013

2013

2011

2011

Global Allocation

1

2013

2013

2013

2013

2013

2013

2013

Global Multi-Sector Bond

1

2008

2013

2013

2013

2013

2008

2009

Global Real Estate

1

2008

2013

2012

2013

2012

2008

2009

Global Technology

1

2001

2013

2012

2013

2012

2001

2009

GNMA

1

1985

2013

2013

2013

2013

1992

2009

Government Money

1

1979

2013

2013

2013

2013

1992

2009

Growth & Income

1

2001

2013

2012

2013

2012

2001

2009

Growth Stock

1

2001

2013

2012

2013

2012

2001

2009

Health Sciences

1

2001

2013

2012

2013

2012

2001

2009

High Yield

2

1984

2013

2013

2013

2013

1992

2009

Index Trust

5

2001

2013

2012

2013

2012

2001

2009

Inflation Protected Bond

1

2002

2013

2013

2013

2013

2002

2009

Institutional Equity

6

2001

2013

2012

2013

2012

2001

2009

Institutional Income

7

2002

2013

2013

2013

2013

2002

2009

Institutional International

11

1991

2013

2012

2013

2012

2001

2009

Intermediate Tax-Free High Yield

1

2014

2014

2014

2014

2014

2014

2014

International

25

1991

2013

2012

2013

2012

2001

2009

International Index

1

2000

2013

2012

2013

2012

2001

2009

Limited Duration Inflation Focused Bond

1

2006

2013

2013

2013

2013

2006

2009

Media & Telecommunications

1

2001

2013

2012

2013

2012

2001

2009

Mid-Cap Growth

1

2001

2013

2012

2013

2012

2001

2009

Mid-Cap Value

1

2001

2013

2012

2013

2012

2001

2009

Multi-Sector Account Portfolios

6

2012

2013

2013

2013

2013

2012

2012

Multi-Strategy Total Return

1

2017

2017

2017

2017

2017

2017

2017

New America Growth

1

2001

2013

2012

2013

2012

2001

2009

New Era

1

2001

2013

2012

2013

2012

2001

2009

New Horizons

1

2001

2013

2012

2013

2012

2001

2009

New Income

1

1980

2013

2013

2013

2013

1992

2009

Personal Strategy

3

2001

2013

2012

2013

2012

2001

2009

31

          

Corporation/Trust

Number of portfolios

Independent Directors

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Quantitative Management

4

2001

2013

2012

2013

2012

2001

2009

Real Assets

1

2010

2013

2012

2013

2012

2010

2010

Real Estate

1

2001

2013

2012

2013

2012

2001

2009

TRP Reserve

4

1997

2013

2013

2013

2013

1997

2009

Retirement

39

2002

2013

2012

2013

2012

2002

2009

Science & Technology

1

2001

2013

2012

2013

2012

2001

2009

Short-Term Bond

2

1983

2013

2013

2013

2013

1992

2009

Small-Cap Stock

1

2001

2013

2012

2013

2012

2001

2009

Small-Cap Value

1

2001

2013

2012

2013

2012

2001

2009

Spectrum

3

2001

2013

2012

2013

2012

2001

2009

State Tax-Free Income Trust

8

1986

2013

2013

2013

2013

1992

2009

Summit Income

1

1993

2013

2013

2013

2013

1993

2009

Summit Municipal

3

1993

2013

2013

2013

2013

1993

2009

Tax-Efficient

1

2001

2013

2012

2013

2012

2001

2009

Tax-Exempt Money

1

1983

2013

2013

2013

2013

1992

2009

Tax-Free High Yield

1

1984

2013

2013

2013

2013

1992

2009

Tax-Free Income

1

1983

2013

2013

2013

2013

1992

2009

Tax-Free Short-Intermediate

1

1983

2013

2013

2013

2013

1992

2009

Total Return

1

2016

2016

2016

2016

2016

2016

2016

U.S. Bond Enhanced Index

1

2000

2013

2013

2013

2013

2000

2009

U.S. Large-Cap Core

1

2009

2013

2012

2013

2012

2009

2009

U.S. Treasury

3

1989

2013

2013

2013

2013

1992

2009

Value

1

2001

2013

2012

2013

2012

2001

2009

     

Corporation/Trust

Number of portfolios

Inside Directors

Bernard

Sharps

Wiese

Balanced

1

2006

2017

—

Blue Chip Growth

1

2006

2017

—

California Tax-Free Income Trust

2

2006

—

2015

Capital Appreciation

1

2006

2017

—

Capital Appreciation & Income

1

2017

2017

—

Capital Opportunity

1

2006

2017

—

Corporate Income

1

2006

—

2015

Credit Opportunities

1

2014

—

2015

Diversified Mid-Cap Growth

1

2006

2017

—

Dividend Growth

1

2006

2017

—

Equity Income

1

2006

2017

—

Financial Services

1

2006

2017

—

32

     

Corporation/Trust

Number of portfolios

Inside Directors

Bernard

Sharps

Wiese

Floating Rate

1

2011

—

2015

Global Allocation

1

2013

2017

—

Global Multi-Sector Bond

1

2008

—

2015

Global Real Estate

1

2008

2017

—

Global Technology

1

2006

2017

—

GNMA

1

2006

—

2015

Government Money

1

2006

—

2015

Growth & Income

1

2006

2017

—

Growth Stock

1

2006

2017

—

Health Sciences

1

2006

2017

—

High Yield

2

2006

—

2015

Index Trust

5

2006

2017

—

Inflation Protected Bond

1

2006

—

2015

Institutional Equity

6

2006

2017

—

Institutional Income

7

2006

—

2015

Institutional International

11

2006

2017

—

Intermediate Tax-Free High Yield

1

2014

—

2015

International

25

2006

2017

—

International Index

1

2006

2017

—

Limited Duration Inflation Focused Bond

1

2006

—

2015

Media & Telecommunications

1

2006

2017

—

Mid-Cap Growth

1

2006

2017

—

Mid-Cap Value

1

2006

2017

—

Multi-Sector Account Portfolios

6

2012

—

2015

Multi-Strategy Total Return

1

2017

2017

—

New America Growth

1

2006

2017

—

New Era

1

2006

2017

—

New Horizons

1

2006

2017

—

New Income

1

2006

—

2015

Personal Strategy

3

2006

2017

—

Quantitative Management

4

2006

2017

—

Real Assets

1

2010

2017

—

Real Estate

1

2006

2017

—

TRP Reserve

4

2006

—

2015

Retirement

39

2006

2017

—

Science & Technology

1

2006

2017

—

Short-Term Bond

2

2006

—

2015

Small-Cap Stock

1

2006

2017

—

Small-Cap Value

1

2006

2017

—

Spectrum

3

2006

2017

—

33

     

Corporation/Trust

Number of portfolios

Inside Directors

Bernard

Sharps

Wiese

State Tax-Free Income Trust

8

2006

—

2015

Summit Income

1

2006

—

2015

Summit Municipal

3

2006

—

2015

Tax-Efficient

1

2006

2017

—

Tax-Exempt Money

1

2006

—

2015

Tax-Free High Yield

1

2006

—

2015

Tax-Free Income

1

2006

—

2015

Tax-Free Short-Intermediate

1

2006

—

2015

Total Return

1

2016

—

2016

U.S. Bond Enhanced Index

1

2006

—

2015

U.S. Large-Cap Core

1

2009

2017

—

U.S. Treasury

3

2006

—

2015

Value

1

2006

2017

—

Officers

   

Fund

Name

Position Held
With Fund

All funds

Darrell N. Braman

Paul J. Krug

David Oestreicher

John W. Ratzesberger

Deborah D. Seidel

Megan Warren

Catherine D. Mathews

Shannon Hofher Rauser

John R. Gilner

Vice President and

Secretary

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President and

Treasurer

Assistant Secretary

Chief Compliance Officer

   

Fund

Name

Position Held
With Fund

Balanced

Charles M. Shriver

Kimberly E. DeDominicis

Anna A. Dreyer

Mark S. Finn

Robert M. Larkins

Wyatt A. Lee

Raymond A. Mills

Sebastien Page

Larry J. Puglia

Guido F. Stubenrauch

Toby M. Thompson

Mark J. Vaselkiv

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

34

   

Fund

Name

Position Held
With Fund

Blue Chip Growth

Larry J. Puglia

Jason R. Adams

Ziad Bakri

Peter J. Bates

Eric L. DeVilbiss

Paul D. Greene II

Ryan S. Hedrick

Thomas J. Huber

George A. Marzano

Vivek Rajeswaran

Robert W. Sharps

Taymour R. Tamaddon

Rouven J. Wool-Lewis

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

California Tax-Free Income Trust

 California Tax-Free Bond

 California Tax-Free Money

Hugh D. McGuirk

Charles B. Hill

Joseph K. Lynagh

Konstantine B. Mallas

Austin Applegate

R. Lee Arnold, Jr.

Steven G. Brooks

M. Helena Condez

G. Richard Dent

Charles E. Emrich

Sarah J. Engle

Stephanie A. Gentile

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Alan D. Levenson

James T. Lynch

James M. Murphy

Linda A. Murphy

Chen Shao

Douglas D. Spratley

Timothy G. Taylor

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Capital Appreciation

David R. Giroux

Shawn T. Driscoll

Jon M. Friar

Paul D. Greene II

Nina P. Jones

Vidya Kadiyam

Steven D. Krichbaum

Paul M. Massaro

Sudhir Nanda

Farris G. Shuggi

Gabriel Solomon

Taymour R. Tamaddon

Tamara P. Wiggs

John M. Williams

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

35

   

Fund

Name

Position Held
With Fund

Capital Appreciation & Income

David R. Giroux

Steven D. Krichbaum

Paul M. Massaro

Steve Boothe

Richard N. Clattenburg

Stephen M. Finamore

Ryan S. Hedrick

Andrew P. Jamison

Zenon Voyiatzis

John M. Williams

(For remaining officers, refer to the “All funds” table)

Co-President

Co-President

Co-President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Capital Opportunity

Ann M. Holcomb

Jason B. Polun

Thomas H. Watson

Kennard W. Allen

Peter J. Bates

Christopher W. Carlson

Donald J. Easley

Joseph B. Fath

Mark S. Finn

Ryan S. Hedrick

Steven D. Krichbaum

Jennifer Martin

Jason Nogueira

Jeffrey Rottinghaus

Eric L. Veiel

Justin P. White

(For remaining officers, refer to the “All funds” table)

Co-President

Co-President

Co-President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Corporate Income

David A. Tiberii

Steve Boothe

Steven G. Brooks

Michael P. Daley

Michael J. Grogan

Michael Lambe

Matthew Lawton

Samy B. Muaddi

Alexander S. Obaza

Miso Park

Vernon A. Reid, Jr.

Theodore E. Robson

Elliot J. Shue

Scott D. Solomon

Kimberly A. Stokes

Robert D. Thomas

Lauren T. Wagandt

Bineesha Wickremarachchi

J. Howard Woodward

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Credit Opportunities

Rodney M. Rayburn

Jason A. Bauer

Carson R. Dickson

Andrew P. Jamison

Brian A. Rubin

Jamie Shin

Michael J. Trivino

David A. Yatzeck

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

36

   

Fund

Name

Position Held
With Fund

Diversified Mid-Cap Growth

Donald J. Peters

Donald J. Easley

Jason R. Adams

Kennard W. Allen

Brian W.H. Berghuis

Eric L. DeVilbiss

Stephon A. Jackson

Peter M. Mahon

Sudhir Nanda

Timothy E. Parker

John F. Wakeman

Rouven J. Wool-Lewis

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Dividend Growth

Thomas J. Huber

Peter J. Bates

Andrew S. Davis

Jon M. Friar

Ryan S. Hedrick

David M. Lee

Jeffrey Rottinghaus

Weijie Si

Gabriel Solomon

John M. Williams

Jon D. Wood

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Equity Income

John D. Linehan

Jason R. Adams

Vinit Agrawal

Mark S. Finn

Ryan S. Hedrick

Shinwoo Kim

Daniel Martino

George A. Marzano

Heather K. McPherson

Kyle Rasbach

Melanie A. Rizzo

Matthew J. Snowling

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Financial Services

Gabriel Solomon

Jon Casper

Vincent M. DeAugustino

Christopher T. Fortune

Jon M. Friar

Nina P. Jones

Yoichiro Kai

Gregory Locraft

Ian C. McDonald

Thibault Nardin

Jeffrey R. Nathan

Matthew J. Snowling

Mitchell J.K. Todd

Susan G. Troll

Zenon Voyiatzis

Tamara P. Wiggs

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

37

   

Fund

Name

Position Held
With Fund

Floating Rate

Paul M. Massaro

Brian E. Burns

Michael F. Connelly

Stephen M. Finamore

Justin T. Gerbereux

David R. Giroux

Steven C. Huber

Michael J. McGonigle

Brian A. Rubin

Thea N. Williams

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Global Allocation

Charles M. Shriver

Stephen L. Bartolini

Robert L. Harlow

Steven C. Huber

Stefan Hubrich

Robert M. Larkins

Sean McWilliams

Sebastien Page

Robert A. Panariello

Darrell M. Riley

Toby M. Thompson

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Global Multi-Sector Bond

Steven C. Huber

Steve Boothe

Michael J. Conelius

Quentin S. Fitzsimmons

Arif Husain

Andrew J. Keirle

Paul M. Massaro

Andrew C. McCormick

Samy B. Muaddi

Kenneth A. Orchard

David Stanley

Ju Yen Tan

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Global Real Estate

Nina P. Jones

Harishankar Balkrishna

Richard N. Clattenburg

Tetsuji Inoue

Jai Kapadia

David M. Lee

Robert J. Marcotte

Daniel A. McCulley

Raymond A. Mills

Philip A. Nestico

Viral S. Patel

Preeta Ragavan

Marta Yago

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

38

   

Fund

Name

Position Held
With Fund

Global Technology

Joshua K. Spencer

Kennard W. Allen

Christopher W. Carlson

Gregory Dunham

David J. Eiswert

Henry M. Ellenbogen

Paul D. Greene II

Jacqueline L. Liu

Jennifer Martin

Heather K. McPherson

Tobias F. Mueller

Corey D. Shull

Alan Tu

Thomas H. Watson

Alison Mei Ling Yip

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

GNMA

Andrew C. McCormick

Anil K. Andhavarapu

Brian J. Brennan

Christopher P. Brown, Jr.

Ramon R. de Castro

Keir R. Joyce

Steven M. Kohlenstein

Martin G. Lee

Alan D. Levenson

Michael K. Sewell

John D. Wells

Rick Zhang

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Government Money

Joseph K. Lynagh

M. Helena Condez

G. Richard Dent

Stephanie A. Gentile

Marcy M. Lash

Alan D. Levenson

Cheryl A. Mickel

Chen Shao

Douglas D. Spratley

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Growth & Income

Jeffrey Rottinghaus

Peter J. Bates

Shawn T. Driscoll

Joseph B. Fath

Mark S. Finn

Paul D. Greene II

Heather K. McPherson

Jason Nogueira

Gabriel Solomon

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

39

   

Fund

Name

Position Held
With Fund

Growth Stock

Joseph B. Fath

Andrew S. Davis

Eric L. DeVilbiss

Shawn T. Driscoll

Gregory Dunham

David J. Eiswert

Jon M. Friar

Paul D. Greene II

Daniel Martino

Robert W. Sharps

Taymour R. Tamaddon

Justin P. White

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Health Sciences

Ziad Bakri

Melissa C. Gallagher

John Hall

Rachael Jonas

Adam Poussard

Kyle Rasbach

I-hung Shih

Taymour R. Tamaddon

Jon D. Wood

Rouven J. Wool-Lewis

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

High Yield

High Yield(a)

U.S. High Yield(b)

Edward A. Wiese

Kevin P. Loome

Mark J. Vaselkiv

Jason A. Bauer

Michael F. Connelly

Michael Della Vedova

Charles Devereux

Carson R. Dickson

Devon Everhart

Matthew Fanandakis

Stephen M. Finamore

Justin T. Gerbereux

Gregg Gola

Andrew P. Jamison

Paul M. Massaro

Brian A. Rubin

Jamie Shin

Michael J. Trivino

Thea N. Williams

Douglas Zinser

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Index Trust

 Equity Index 500

 Extended Equity Market Index

 Mid-Cap Index

 Small-Cap Index

 Total Equity Market Index

Ken D. Uematsu

E. Frederick Bair

Neil Smith

Craig A. Thiese

Michael T. Wehn

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Inflation Protected Bond

Stephen L. Bartolini

Brian J. Brennan

Geoffrey M. Hardin

Alan D. Levenson

Andrew C. McCormick

Michael F. Reinartz

Daniel O. Shackelford

Susan G. Troll

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

40

   

Fund

Name

Position Held
With Fund

Institutional Equity Funds

 Institutional Large-Cap Core Growth

 Institutional Large-Cap Growth

 Institutional Large-Cap Value

 Institutional Mid-Cap Equity Growth

 Institutional Small-Cap Stock

 Institutional U.S. Structured Research

Robert W. Sharps

Francisco M. Alonso

Brian W.H. Berghuis

Mark S. Finn

Ann M. Holcomb

John D. Linehan

Heather K. McPherson

Jason B. Polun

Larry J. Puglia

Taymour R. Tamaddon

Thomas H. Watson

Curt J. Organt

J. David Wagner

John F. Wakeman

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Institutional Income Funds

 Institutional Cash Reserves

 Institutional Core Plus

 Institutional Credit Opportunities

 Institutional Floating Rate

 Institutional Global Multi-Sector Bond

 Institutional High Yield

 Institutional Long Duration Credit

Mark J. Vaselkiv

Brian J. Brennan

Steven C. Huber

Joseph K. Lynagh

Paul M. Massaro

Rodney M. Rayburn

David A. Tiberii

Stephen L. Bartolini

Jason A. Bauer

Steve Boothe

Christopher P. Brown, Jr.

Brian E. Burns

M. Helena Condez

Michael J. Conelius

Michael F. Connelly

Michael P. Daley

G. Richard Dent

Carson R. Dickson

Stephen M. Finamore

Quentin S. Fitzsimmons

Stephanie A. Gentile

Justin T. Gerbereux

David R. Giroux

Michael J. Grogan

Arif Husain

Andrew P. Jamison

Andrew J. Keirle

Michael Lambe

Robert M. Larkins

Marcy M. Lash

Alan D. Levenson

Andrew C. McCormick

Michael J. McGonigle

Cheryl A. Mickel

Samy B. Muaddi

Alexander S. Obaza

Kenneth A. Orchard

Miso Park

Vernon A. Reid, Jr.

Theodore E. Robson

Brian A. Rubin

Daniel O. Shackelford

Chen Shao

Jamie Shin

Scott D. Solomon

Douglas D. Spratley

David Stanley

President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

41

   

Fund

Name

Position Held
With Fund

 

Kimberly A. Stokes

Ju Yen Tan

Robert. D. Thomas

Michael J. Trivino

Lauren T. Wagandt

Bineesha Wickremarachchi

Thea N. Williams

J. Howard Woodward

David A. Yatzeck

(For remaining officers, refer to the “All funds” table)

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Institutional International Funds

 Institutional Africa & Middle East

 Institutional Emerging Markets Bond

 Institutional Emerging Markets Equity

 Institutional Frontier Markets Equity

 Institutional Global Focused Growth Equity

 Institutional Global Growth Equity

 Institutional Global Value Equity

 Institutional International Bond

 Institutional International Concentrated Equity

 Institutional International Core Equity

 Institutional International Growth Equity

Christopher D. Alderson

Oliver D.M. Bell

R. Scott Berg

Richard N. Clattenburg

Michael J. Conelius

David J. Eiswert

Arif Husain

Andrew J. Keirle

Sebastien Mallet

Raymond A. Mills

Joshua Nelson

Jason Nogueira

Kenneth A. Orchard

Gonzalo Pangaro

Federico Santilli

Ulle Adamson

Roy H. Adkins

Paulina Amieva

Malik S. Asif

Harishankar Balkrishna

Sheena L. Barbosa

Peter J. Bates

Steve Boothe

Peter I. Botoucharov

Tala Boulos

Carolyn Hoi Che Chu

Archibald Ciganer

Michael Della Vedova

Richard de los Reyes

Shawn T. Driscoll

Bridget A. Ebner

Mark S. Finn

Quentin S. Fitzsimmons

Paul D. Greene II

Benjamin Griffiths

Amanda B. Hall

Richard L. Hall

Nabil Hanano

Steven C. Huber

Stefan Hubrich

Randal S. Jenneke

Nina P. Jones

Yoichiro Kai

Jai Kapadia

Christopher J. Kushlis

Mark J. Lawrence

Anh Lu

Jonathan H.W. Matthews

Eric C. Moffett

Tobias F. Mueller

Sudhir Nanda

Thibault Nardin

President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

42

   

Fund

Name

Position Held
With Fund

 

Sridhar Nishtala

Oluwaseun A. Oyegunle

Sebastian Schrott

Robert W. Sharps

John C.A. Sherman

Gabriel Solomon

Joshua K. Spencer

David Stanley

Taymour R. Tamaddon

Ju Yen Tan

Dean Tenerelli

Eric L. Veiel

Rupinder Vig

Verena E. Wachnitz

Dai Wang

Christopher S. Whitehouse

J. Howard Woodward

Ernest C. Yeung

(For remaining officers, refer to the “All funds” table)

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Intermediate Tax-Free High Yield

James M. Murphy

R. Lee Arnold, Jr.

M. Helena Condez

G. Richard Dent

Sarah J. Engle

Charles B. Hill

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Konstantine B. Mallas

Hugh D. McGuirk

Linda A. Murphy

Chen Shao

Timothy G. Taylor

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

International Funds

 Africa & Middle East

 Asia Opportunities

 Dynamic Global Bond

 Emerging Europe

 Emerging Markets Bond

 Emerging Markets Corporate Bond

 Emerging Markets Local Currency Bond

 Emerging Markets Stock

 Emerging Markets Value Stock

 European Stock

 Global Consumer

 Global Growth Stock

 Global High Income Bond

 Global Industrials

 Global Stock

 International Bond

 International Bond Fund (USD Hedged)

 International Concentrated Equity

 International Discovery

 International Stock

 International Value Equity

 Japan

 Latin America

 New Asia

 Overseas Stock

Christopher D. Alderson

Ulle Adamson

Peter J. Bates

Oliver D.M. Bell

R. Scott Berg

Archibald Ciganer

Richard N. Clattenburg

Michael J. Conelius

Michael Della Vedova

David J. Eiswert

Arif Husain

Andrew J. Keirle

Anh Lu

Jonathan H.W. Matthews

Raymond A. Mills

Eric C. Moffett

Samy B. Muaddi

Joshua Nelson

Jason Nogueira

Kenneth A. Orchard

Gonzalo Pangaro

Federico Santilli

Dean Tenerelli

Justin Thomson

Mark J. Vaselkiv

Verena E. Wachnitz

Ernest C. Yeung

Jason R. Adams

President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

43

   

Fund

Name

Position Held
With Fund

 

Roy H. Adkins

Syed H. Ali

Paulina Amieva

Malik S. Asif

Harishankar Balkrishna

Sheena L. Barbosa

Luis M. Baylac

Timothy Bei

Steve Boothe

Peter I. Botoucharov

Tala Boulos

Ryan N. Burgess

Sheldon Chan

Andrew Chang

Tak Yiu Cheng

Carolyn Hoi Che Chu

Michael F. Connelly

Andrew S. Davis

Richard de los Reyes

Shawn T. Driscoll

Bridget A. Ebner

Henry M. Ellenbogen

Ryan W. Ferro

Mark S. Finn

Quentin S. Fitzsimmons

Melissa C. Gallagher

Justin T. Gerbereux

Vishnu Vardhan Gopal

Joel Grant

Paul D. Greene II

Benjamin Griffiths

Amanda B. Hall

Richard L. Hall

Nabil Hanano

Steven C. Huber

Stefan Hubrich

Hiromasa Ikeda

Tetsuji Inoue

Michael Jacobs

Randal S. Jenneke

Prashant G. Jeyaganesh

Nina P. Jones

Yoichiro Kai

Jacob Kann

Jai Kapadia

Christopher J. Kushlis

Shengrong Lau

Mark J. Lawrence

Jacqueline L. Liu

Oxana Lyalina

Sebastien Mallet

Ryan Martyn

Jihong Min

Tobias F. Mueller

Jared T. Murphy

Philip A. Nestico

Michael Niedzielski

Sridhar Nishtala

Curt J. Organt

Paul T. O’Sullivan

Oluwaseun A. Oyegunle

Vivek Rajeswaran

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

44

   

Fund

Name

Position Held
With Fund

 

Melanie A. Rizzo

David L. Rowlett

Mariel Santiago

Sebastian Schrott

Robert W. Sharps

John C.A. Sherman

Gabriel Solomon

Eunbin Song

Joshua K. Spencer

David Stanley

Taymour R. Tamaddon

Ju Yen Tan

Sin Dee Tan

Siby Thomas

Mitchell J.K. Todd

Rupinder Vig

Kes Visuvalingam

David J. Wallack

Dai Wang

Hiroshi Watanabe

Christopher S. Whitehouse

Clive M. Williams

J. Howard Woodward

Marta Yago

Benjamin T. Yeagle

Alison Mei Ling Yip

Eric Yuan

Wenli Zheng

(For remaining officers, refer to the “All funds” table)

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

International Index Fund

 International Equity Index

Neil Smith

E. Frederick Bair

Craig A. Thiese

Ken D. Uematsu

Michael T. Wehn

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Limited Duration Inflation Focused Bond

Stephen L. Bartolini

Brian J. Brennan

Jerome A. Clark

Geoffrey M. Hardin

Wyatt A. Lee

Andrew C. McCormick

Michael F. Reinartz

Daniel O. Shackelford

Susan G. Troll

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

45

   

Fund

Name

Position Held
With Fund

Media & Telecommunications

Paul D. Greene II

Paul Y. Cho

Gregory Dunham

David J. Eiswert

Henry M. Ellenbogen

Joseph B. Fath

Jacqueline L. Liu

Daniel Martino

Philip A. Nestico

Corey D. Shull

James Stillwagon

Verena E. Wachnitz

Justin P. White

Christopher S. Whitehouse

Ernest C. Yeung

Wenli Zheng

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Mid-Cap Growth

Brian W.H. Berghuis

John F. Wakeman

Kennard W. Allen

Shawn T. Driscoll

Donald J. Easley

Henry M. Ellenbogen

Joseph B. Fath

Robert J. Marcotte

Jason Nogueira

Vivek Rajeswaran

Taymour R. Tamaddon

Justin P. White

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Mid-Cap Value

David J. Wallack

Heather K. McPherson

Ryan N. Burgess

Christopher W. Carlson

Richard de los Reyes

Henry M. Ellenbogen

Mark S. Finn

Ryan S. Hedrick

Gabriel Solomon

J. David Wagner

Justin P. White

John M. Williams

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Multi-Sector Account Portfolios

 Emerging Markets Corporate Multi-Sector Account Portfolio

 Emerging Markets Local Multi-Sector Account Portfolio

 Floating Rate Multi-Sector Account Portfolio

 High Yield Multi-Sector Account Portfolio

 Investment-Grade Corporate Multi-Sector Account Portfolio

 Mortgage-Backed Securities Multi-Sector Account Portfolio

Edward A. Wiese

Steve Boothe

Andrew J. Keirle

Paul M. Massaro

Andrew C. McCormick

Samy B. Muaddi

Mark J. Vaselkiv

Roy H. Adkins

Anil K. Andhavarapu

Peter I. Botoucharov

Tala Boulos

Brian J. Brennan

Steven G. Brooks

Christopher P. Brown, Jr.

Brian E. Burns

Sheldon Chan

Carolyn Hoi Che Chu

Michael J. Conelius

President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

46

   

Fund

Name

Position Held
With Fund

 

Michael F. Connelly

Michael P. Daley

Ramon R. de Castro

Stephen M. Finamore

Justin T. Gerbereux

Michael J. Grogan

Richard L. Hall

Steven C. Huber

Arif Husain

Keir R. Joyce

Steven M. Kohlenstein

Christopher J. Kushlis

Michael Lambe

Martin G. Lee

Alan D. Levenson

Michael J. McGonigle

Alexander S. Obaza

Kenneth A. Orchard

Miso Park

Vernon A. Reid, Jr.

Theodore E. Robson

Brian A. Rubin

Mariel Santiago

Michael K. Sewell

Daniel O. Shackelford

Scott D. Solomon

David Stanley

Kimberly A. Stokes

Ju Yen Tan

Robert. D. Thomas

Siby Thomas

David A. Tiberii

Lauren T. Wagandt

John D. Wells

Thea N. Williams

J. Howard Woodward

(For remaining officers, refer to the “All funds” table)

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Multi-Strategy Total Return

Richard de los Reyes

Stefan Hubrich

(For remaining officers, refer to the “All funds” table)

Co-President

Co-President

New America Growth

Justin P. White

Ziad Bakri

Brian W.H. Berghuis

Eric L. DeVilbiss

Shawn T. Driscoll

Ian C. McDonald

Curt J. Organt

David L. Rowlett

Robert W. Sharps

Taymour R. Tamaddon

Craig A. Thiese

Thomas H. Watson

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

47

   

Fund

Name

Position Held
With Fund

New Era

Shawn T. Driscoll

Syed H. Ali

Ryan N. Burgess

Richard de los Reyes

Christopher Driessen

Donald J. Easley

Mark S. Finn

Ryan S. Hedrick

John Hussey

Shinwoo Kim

Peter M. Mahon

Ryan Martyn

Heather K. McPherson

Christian M. O’Neill

Timothy E. Parker

Vivek Rajeswaran

Thomas A. Shelmerdine

Craig A. Thiese

David J. Wallack

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

New Horizons

Henry M. Ellenbogen

Francisco M. Alonso

Ziad Bakri

Brian W.H. Berghuis

Michael F. Blandino

Christopher W. Carlson

Eric L. DeVilbiss

Anouk Dey

Barry Henderson

Timothy E. Parker

Adam Poussard

Corey D. Shull

Joshua K. Spencer

Justin Thomson

Alan Tu

J. David Wagner

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

New Income

Daniel O. Shackelford

Stephen L. Bartolini

Steve Boothe

Brian J. Brennan

Christopher P. Brown, Jr.

Michael J. Grogan

Geoffrey M. Hardin

Steven C. Huber

Robert M. Larkins

Alan D. Levenson

Andrew C. McCormick

Vernon A. Reid, Jr.

David A. Tiberii

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

48

   

Fund

Name

Position Held
With Fund

Personal Strategy Funds

 Personal Strategy Balanced

 Personal Strategy Growth

 Personal Strategy Income

Charles M. Shriver

Christopher D. Alderson

E. Frederick Bair

Jerome A. Clark

Kimberly E. DeDominicis

Mark S. Finn

David R. Giroux

Ian D. Kelson

Steven D. Krichbaum

Wyatt A. Lee

Raymond A. Mills

Sebastien Page

Larry J. Puglia

Daniel O. Shackelford

Robert W. Sharps

Guido F. Stubenrauch

Toby M. Thompson

Justin Thomson

Mark J. Vaselkiv

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Quantitative Management

 QM Global Equity

 QM U.S. Small & Mid-Cap Core Equity

 QM U.S. Small-Cap Growth Equity

 QM U.S. Value Equity

Sudhir Nanda

Vinit Agrawal

Prashant G. Jeyaganesh

Farris G. Shuggi

George Gao

Vidya Kadiyam

Navneesh Malhan

Jordan Pryor

Erik von Heijne

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Real Assets

Wyatt A. Lee

E. Frederick Bair

Stephen L. Bartolini

Richard de los Reyes

Shawn T. Driscoll

Stefan Hubrich

Nina P. Jones

David M. Lee

Sudhir Nanda

Sebastien Page

Daniel O. Shackelford

Charles M. Shriver

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Real Estate

David M. Lee

Thomas J. Huber

Nina P. Jones

Daniel A. McCulley

Philip A. Nestico

Preeta Ragavan

Theodore E. Robson

Weijie Si

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

49

   

Fund

Name

Position Held
With Fund

TRP Reserve Investment Funds

 Government Reserve

 Short-Term

 Short-Term Government

 Treasury Reserve

Joseph K. Lynagh

Steven G. Brooks

M. Helena Condez

G. Richard Dent

Stephanie A. Gentile

March M. Lash

Alan D. Levenson

Cheryl A. Mickel

Chen Shao

Douglas D. Spratley

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Retirement Funds

 Retirement 2005

 Retirement 2010

 Retirement 2015

 Retirement 2020

 Retirement 2025

 Retirement 2030

 Retirement 2035

 Retirement 2040

 Retirement 2045

 Retirement 2050

 Retirement 2055

 Retirement 2060

 Retirement Balanced

 Retirement I 2005 Fund—I Class

 Retirement I 2010 Fund—I Class

 Retirement I 2015 Fund—I Class

 Retirement I 2020 Fund—I Class

 Retirement I 2025 Fund—I Class

 Retirement I 2030 Fund—I Class

 Retirement I 2035 Fund—I Class

 Retirement I 2040 Fund—I Class

 Retirement I 2045 Fund—I Class

 Retirement I 2050 Fund—I Class

 Retirement I 2055 Fund—I Class

 Retirement I 2060 Fund—I Class

 Retirement Balanced I Fund—I Class

 Retirement Income 2020

 Target 2005

 Target 2010

 Target 2015

 Target 2020

 Target 2025

 Target 2030

 Target 2035

 Target 2040

 Target 2045

 Target 2050

 Target 2055

 Target 2060

Jerome A. Clark

Wyatt A. Lee

Christopher D. Alderson

Kimberly E. DeDominicis

David R. Giroux

Ian D. Kelson

Steven D. Krichbaum

Sebastien Page

Robert A. Panariello

Daniel O. Shackelford

Robert W. Sharps

Charles M. Shriver

Guido F. Stubenrauch

Justin Thomson

James A. Tzitzouris, Jr.

Mark J. Vaselkiv

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

50

   

Fund

Name

Position Held
With Fund

Science & Technology

Kennard W. Allen

Brian W.H. Berghuis

Gregory Dunham

David J. Eiswert

Paul D. Greene II

Tobias F. Mueller

Emily C. Scudder

Joshua K. Spencer

Alan Tu

Thomas H. Watson

Alison Mei Ling Yip

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Short-Term Bond

 Ultra Short-Term Bond

Cheryl A. Mickel

Joseph K. Lynagh

Michael F. Reinartz

Stephen L. Bartolini

Steven G. Brooks

Jason T. Collins

M. Helena Condez

Michael P. Daley

Levent Demirekler

Michael J. Grogan

Geoffrey M. Hardin

Charles B. Hill

Keir R. Joyce

Steven M. Kohlenstein

Andrew C. McCormick

Alexander S. Obaza

Vernon A. Reid, Jr.

Chen Shao

Douglas D. Spratley

John D. Wells

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Small-Cap Stock

Francisco M. Alonso

Andrew S. Davis

Christopher T. Fortune

Robert J. Marcotte

Curt J. Organt

Timothy E. Parker

Charles G. Pepin

Robert T. Quinn

Joshua K. Spencer

J. David Wagner

Rouven J. Wool-Lewis

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Small-Cap Value

J. David Wagner

Francisco M. Alonso

Andrew S. Davis

Christopher T. Fortune

Ryan S. Hedrick

Nina P. Jones

Curt J. Organt

Timothy E. Parker

Robert T. Quinn

Alexander Roik

Farris G. Shuggi

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

51

   

Fund

Name

Position Held
With Fund

Spectrum Funds

 Spectrum Growth

 Spectrum Income

 Spectrum International

Charles M. Shriver

Christopher D. Alderson

Kimberly E. DeDominicis

David R. Giroux

Ian D. Kelson

Steven D. Krichbaum

Sebastien Page

Daniel O. Shackelford

Robert W. Sharps

Guido F. Stubenrauch

Toby M. Thompson

Justin Thomson

Mark J. Vaselkiv

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

State Tax-Free Income Trust

 Georgia Tax-Free Bond

 Maryland Short-Term Tax-Free Bond

 Maryland Tax-Free Bond

 Maryland Tax-Free Money

 New Jersey Tax-Free Bond

 New York Tax-Free Bond

 New York Tax-Free Money

 Virginia Tax-Free Bond

Hugh D. McGuirk

Charles B. Hill

Joseph K. Lynagh

Konstantine B. Mallas

Austin Applegate

R. Lee Arnold, Jr.

Steven G. Brooks

M. Helena Condez

G. Richard Dent

Charles E. Emrich

Sarah J. Engle

Stephanie A. Gentile

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Alan D. Levenson

James T. Lynch

James M. Murphy

Linda A. Murphy

Chen Shao

Douglas D. Spratley

Timothy G. Taylor

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Summit Income Funds

 Cash Reserves

Joseph K. Lynagh

M. Helena Condez

G. Richard Dent

Stephanie A. Gentile

Marcy M. Lash

Alan D. Levenson

Cheryl A. Mickel

Chen Shao

Douglas D. Spratley

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

52

   

Fund

Name

Position Held
With Fund

Summit Municipal Funds

 Summit Municipal Income

 Summit Municipal Intermediate

 Summit Municipal Money Market

Hugh D. McGuirk

Charles B. Hill

Joseph K. Lynagh

Konstantine B. Mallas

Austin Applegate

R. Lee Arnold, Jr.

Colin T. Bando

M. Helena Condez

G. Richard Dent

Charles E. Emrich

Sarah J. Engle

Stephanie A. Gentile

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Alan D. Levenson

James T. Lynch

Cheryl A. Mickel

James M. Murphy

Linda A. Murphy

Chen Shao

Douglas D. Spratley

Timothy G. Taylor

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Executive Vice President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Tax-Efficient Funds

 Tax-Efficient Equity

Donald J. Peters

Kennard W. Allen

Ziad Bakri

Andrew S. Davis

Gregory Dunham

Donald J. Easley

Weijie Si

Matthew J. Snowling

Alan Tu

Mark R. Weigman

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Tax-Exempt Money

Joseph K. Lynagh

M. Helena Condez

G. Richard Dent

Stephanie A. Gentile

Marcy M. Lash

Alan D. Levenson

Chen Shao

Douglas D. Spratley

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

53

   

Fund

Name

Position Held
With Fund

Tax-Free High Yield

James M. Murphy

R. Lee Arnold, Jr.

Austin Applegate

Colin T. Bando

G. Richard Dent

Sarah J. Engle

Charles B. Hill

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Konstantine B. Mallas

Hugh D. McGuirk

Linda A. Murphy

Chen Shao

Timothy G. Taylor

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Tax-Free Income

Konstantine B. Mallas

R. Lee Arnold, Jr.

M. Helena Condez

G. Richard Dent

Sarah J. Engle

Charles B. Hill

Marcy M. Lash

James T. Lynch

Hugh D. McGuirk

James M. Murphy

Chen Shao

Timothy G. Taylor

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Tax-Free Short-Intermediate

Charles B. Hill

Austin Applegate

M. Helena Condez

G. Richard Dent

Charles E. Emrich

Dylan Jones

Marianna Korpusova

Marcy M. Lash

Joseph K. Lynagh

James T. Lynch

Konstantine B. Mallas

Hugh D. McGuirk

Chen Shao

Timothy G. Taylor

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Total Return

Andrew C. McCormick

Christopher P. Brown, Jr.

Stephen L. Bartolini

Jason A. Bauer

Brian J. Brennan

Steven C. Huber

Robert M. Larkins

Yongheon Lee

Daniel O. Shackelford

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

54

   

Fund

Name

Position Held
With Fund

U.S. Bond Enhanced Index

Robert M. Larkins

Stephen L. Bartolini

Brian J. Brennan

Christopher P. Brown, Jr.

Martin G. Lee

Andrew C. McCormick

Daniel O. Shackelford

Scott D. Solomon

David A. Tiberii

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

U.S. Large-Cap Core

Jeffrey Rottinghaus

Peter J. Bates

Shawn T. Driscoll

Joseph B. Fath

Mark S. Finn

Paul D. Greene II

Heather K. McPherson

Jason Nogueira

Gabriel Solomon

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

U.S. Treasury Funds

 U.S. Treasury Intermediate

 U.S. Treasury Long-Term

 U.S. Treasury Money

Brian J. Brennan

Joseph K. Lynagh

Stephen L. Bartolini

M. Helena Condez

G. Richard Dent

Stephanie A. Gentile

Geoffrey M. Hardin

Marcy M. Lash

Alan D. Levenson

Andrew C. McCormick

Cheryl A. Mickel

Daniel O. Shackelford

Chen Shao

Douglas D. Spratley

Robert D. Thomas

(For remaining officers, refer to the “All funds” table)

President

Executive Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Value

Mark S. Finn

Peter J. Bates

Jason A. Bauer

Andrew S. Davis

Vincent M. DeAugustino

Joel Grant

Jon Hussey

John D. Linehan

Daniel Martino

Heather K. McPherson

Christian O’Neill

Weijie Si

Joshua K. Spencer

Tamara P. Wiggs

Jon D. Wood

(For remaining officers, refer to the “All funds” table)

President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

Vice President

(a) Certain officers of the corporation do not serve as officers with respect to the fund; the High Yield Fund's officers are Edward A. Wiese, Mark J. Vaselkiv, Jason A. Bauer, Michael F. Connelly, Michael Della Vedova, Carson R. Dickson, Stephen M. Finamore, Justin T. Gerbereux, Andrew P. Jamison, Paul M. Massaro, Brian A. Rubin, Jamie Shin, Michael J. Trivino, and Thea N. Williams.

(b) Certain officers of the corporation do not serve as officers with respect to the fund; the U.S. High Yield Fund's officers are Edward A. Wiese, Kevin P. Loome, Charles Devereux, Devon Everhart, Matthew Fanandakis, Gregg Gola, and Douglas Zinser.

55

Officers

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Jason R. Adams, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Research Analyst, Caxton Associates (to 2015)

Vice President, Blue Chip Growth Fund, Diversified Mid-Cap Growth Fund, Equity Income Fund, and International Funds

Ulle Adamson, 1979

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, International Funds; Vice President, Institutional International Funds

Roy H. Adkins, 1970

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Vinit Agrawal, 1987

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Executive Vice President, Quantitative Management Funds; Vice President, Equity Income Fund

Christopher D. Alderson, 1962

Vice President, Price Hong Kong and Price Singapore; Director and Vice President, T. Rowe Price International; Vice President, T. Rowe Price Group, Inc.

President, Institutional International Funds and International Funds; Vice President, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Syed H. Ali, 1970

Vice President, Price Singapore and T. Rowe Price Group, Inc.

Vice President, International Funds and New Era Fund

Kennard W. Allen, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, Science & Technology Fund; Vice President, Capital Opportunity Fund, Diversified Mid-Cap Growth Fund, Global Technology Fund, Mid-Cap Growth Fund, and Tax-Efficient Funds

Francisco M. Alonso, 1978

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, Small-Cap Stock Fund; Executive Vice President, Institutional Equity Funds; Vice President, New Horizons Fund and Small-Cap Value Fund

Paulina Amieva, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Institutional International Funds and International Funds

Anil K. Andhavarapu, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, GNMA Fund and Multi-Sector Account Portfolios

Austin Applegate, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free High Yield Fund, and Tax-Free Short-Intermediate Fund

R. Lee Arnold, Jr., 1970

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA, CPA

Executive Vice President, Intermediate Tax-Free High Yield Fund and Tax-Free High Yield Fund; Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, Summit Municipal Funds, and Tax-Free Income Fund

Malik S. Asif, 1981

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds and International Funds

E. Frederick Bair, 1969

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA, CPA

Vice President, Index Trust, International Index Fund, Personal Strategy Funds, and Real Assets Fund

Ziad Bakri, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; M.D., CFA

President, Health Sciences Fund; Vice President, Blue Chip Growth Fund, New America Growth Fund, New Horizons Fund, and Tax-Efficient Funds

Harishankar Balkrishna, 1983

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Real Estate Fund, Institutional International Funds, and International Funds

56

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Colin T. Bando, 1987

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Senior Analyst, PFM Group in New York (to 2014); CFA

Vice President, Summit Municipal Funds and Tax-Free High Yield Fund

Sheena L. Barbosa, 1983

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, Institutional International Funds and International Funds

Stephen L. Bartolini, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, Inflation Protected Bond Fund and Limited Duration Inflation Focused Bond Fund; Vice President, Global Allocation Fund, Institutional Income Funds, New Income Fund, Real Assets Fund, Short-Term Bond Fund, Total Return Fund, U.S. Bond Enhanced Index Fund, and U.S. Treasury Funds

Peter J. Bates, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, International Funds; Vice President, Blue Chip Growth Fund, Capital Opportunity Fund, Dividend Growth Fund, Growth & Income Fund, Institutional International Funds, U.S. Large-Cap Core Fund, and Value Fund

Jason A. Bauer, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Credit Opportunities Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, Total Return Fund, and Value Fund

Luis M. Baylac, 1982

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, International Funds

Timothy Bei, 1973

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, International Funds

Oliver D.M. Bell, 1969

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, Institutional International Funds and International Funds

R. Scott Berg, 1972

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Institutional International Funds and International Funds

Brian W.H. Berghuis, 1958

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Mid-Cap Growth Fund; Executive Vice President, Institutional Equity Funds; Vice President, Diversified Mid-Cap Growth Fund, New America Growth Fund, New Horizons Fund, and Science & Technology Fund

Michael F. Blandino, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, New Horizons Fund

Steve Boothe, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Corporate Income Fund and Multi-Sector Account Portfolios; Vice President, Capital Appreciation & Income Fund, Global Multi-Sector Bond Fund, Institutional Income Funds, Institutional International Funds, International Funds, and New Income Fund

Peter I. Botoucharov, 1965

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Tala Boulos, 1984

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Vice President, CEEMEA Corporate Credit Research, Deutsche Bank (to 2013)

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

57

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Darrell N. Braman, 1963

Vice President, Price Hong Kong, Price Singapore, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, T. Rowe Price Investment Services, Inc., and T. Rowe Price Services, Inc.

Vice President and Secretary, all funds

Brian J. Brennan, 1964

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust
Company; CFA

President, U.S. Treasury Funds; Executive Vice President, Institutional Income Funds; Vice President, GNMA Fund, Inflation Protected Bond Fund, Limited Duration Inflation Focused Bond Fund, Multi-Sector Account Portfolios, New Income Fund, Total Return Fund, and U.S. Bond Enhanced Index Fund

Steven G. Brooks, 1954

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, California Tax-Free Income Trust, Corporate Income Fund, Multi-Sector Account Portfolios, TRP Reserve Funds, Short-Term Bond Fund, and State Tax-Free Income Trust

Christopher P. Brown, Jr., 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Total Return Fund; Vice President, GNMA Fund, Institutional Income Funds, Multi-Sector Account Portfolios, New Income Fund, and U.S. Bond Enhanced Index Fund

Ryan N. Burgess, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, International Funds, Mid-Cap Value Fund, and New Era Fund

Brian E. Burns, 1960

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Vice President, Floating Rate Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Christopher W. Carlson, 1967

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Opportunity Fund, Global Technology Fund, Mid-Cap Value Fund, and New Horizons Fund

Jon B. Casper, 1989

Employee, T. Rowe Price; student, The Wharton School, University of Pennsylvania (to 2016); formerly Corporate Strategy Manager, Capital One Financial Corporation (to 2014)

Vice President, Financial Services Fund

Sheldon Chan, 1981

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, International Funds and Multi-Sector Account Portfolios

Andrew Chang, 1983

Vice President, T. Rowe Price Group, Inc.

Vice President, International Funds

Tak Yiu Cheng, 1974

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.; CFA, CPA

Vice President, International Funds

Paul Y. Cho, 1986

Vice President, T. Rowe Price; student, The Wharton School, University of Pennsylvania (to 2015); formerly Investment Analyst, Maverick Capital (to 2013)

Vice President, Media & Telecommunications Fund

Carolyn Hoi Che Chu, 1974

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Archibald Ciganer, 1976

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, International Funds; Vice President, Institutional International Funds

58

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Jerome A. Clark, 1961

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price Investment Services, Inc., and T. Rowe Price Trust Company; CFA

President, Retirement Funds; Vice President, Limited Duration Inflation Focused Bond Fund and Personal Strategy Funds

Richard N. Clattenburg, 1979

Vice President, Price Singapore, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International; CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Capital Appreciation & Income Fund and Global Real Estate Fund

Jason T. Collins, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Short-Term Bond Fund

M. Helena Condez, 1962

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, Government Money Fund, Institutional Income Funds, Intermediate Tax-Free High Yield Fund, TRP Reserve Funds, Short-Term Bond Fund, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, Tax-Free Income Fund, Tax-Free Short-Intermediate Fund, and U.S. Treasury Funds

Michael J. Conelius, 1964

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust Company; CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Michael F. Connelly, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Floating Rate Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, International Funds, and Multi-Sector Account Portfolios

Michael P. Daley, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, and Short-Term Bond Fund

Andrew S. Davis, 1978

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Dividend Growth Fund, Growth Stock Fund, International Funds, Small-Cap Stock Fund, Small-Cap Value Fund, Tax-Efficient Funds, and Value Fund

Vincent M. DeAugustino, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Financial Services Fund and Value Fund

Ramon R. de Castro, 1966

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, GNMA Fund and Multi-Sector Account Portfolios

Kimberly E. DeDominicis, 1976

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International

Vice President, Balanced Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Richard de los Reyes, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Co-President, Multi-Strategy Total Return Fund; Vice President, Institutional International Funds, International Funds, Mid-Cap Value Fund, New Era Fund, and Real Assets Fund

Michael Della Vedova, 1969

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, International Funds; Vice President, High Yield Fund (serves only with respect to the High Yield Fund), and Institutional International Funds

Levent Demirekler, 1974

Vice President, T. Rowe Price

Vice President, Short-Term Bond Fund

59

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

G. Richard Dent, 1960

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, Government Money Fund, Institutional Income Funds, Intermediate Tax-Free High Yield Fund, TRP Reserve Funds, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, Tax-Free High Yield Fund, Tax-Free Income Fund, Tax-Free Short-Intermediate Fund, and U.S. Treasury Funds

Charles Devereux, 1969

Vice President, T. Rowe Price; formerly Head Analyst, Henderson Global Investors (to 2017); Director, Delaware Investments (to 2013)

Vice President, High Yield Fund (serves only with respect to the High Yield Fund)

Eric L. DeVilbiss, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Blue Chip Growth Fund, Diversified Mid-Cap Growth Fund, Growth Stock Fund, New America Growth Fund, and New Horizons Fund

Anouk Dey, 1986

Vice President, T. Rowe Price; CFA

Vice President, New Horizons Fund

Carson R. Dickson, 1976

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA, CPA

Vice President, Credit Opportunities Fund, High Yield Fund (serves only with respect to the High Yield Fund), and Institutional Income Funds

Anna A. Dreyer, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Balanced Fund

Christopher Driessen, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Executive Director, Goldman Sachs Asset Management (to 2014)

Vice President, New Era Fund

Shawn T. Driscoll, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, New Era Fund; Vice President, Capital Appreciation Fund, Growth & Income Fund, Growth Stock Fund, Institutional International Funds, International Funds, Mid-Cap Growth Fund, New America Growth Fund, Real Assets Fund, and U.S. Large-Cap Core Fund

Gregory Dunham, 1974

Vice President, T. Rowe Price and T. Rowe Price Group; formerly Analyst, Goldman Sachs (to 2015); CFA

Vice President, Global Technology Fund, Growth Stock Fund, Media & Telecommunications Fund, Science & Technology Fund, and Tax-Efficient Funds

Donald J. Easley, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Diversified Mid-Cap Growth Fund; Vice President, Capital Opportunity Fund, Mid-Cap Growth Fund, New Era Fund, and Tax-Efficient Funds

Bridget A. Ebner, 1970

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Institutional International Funds and International Funds

David J. Eiswert, 1972

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International; CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Global Technology Fund, Growth Stock Fund, Media & Telecommunications Fund, and Science & Technology Fund

Henry M. Ellenbogen, 1973

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, New Horizons Fund; Vice President, Global Technology Fund, International Funds, Media & Telecommunications Fund, Mid-Cap Growth Fund, and Mid-Cap Value Fund

60

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Charles E. Emrich, 1961

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, Summit Municipal Funds, and Tax-Free Short-Intermediate Fund

Sarah J. Engle, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, Intermediate Tax-Free High Yield Fund, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free High Yield Fund, and Tax-Free Income Fund

Devon Everhart, 1977

Vice President, T. Rowe Price; formerly Senior Research Analyst, Henderson Global Investors (to 2017); Senior Research Analyst, Delaware Investments (to 2013); CFA

Vice President, High Yield Fund (serves only with respect to the U.S. High Yield Fund)

Matthew Fanandakis, 1983

Vice President, T. Rowe Price; formerly Fixed Income Research Analyst, Henderson Global Investors (to 2017); Fixed Income Research Analyst, Delaware Investments (to 2013); CFA

Vice President, High Yield Fund (serves only with respect to the High Yield Fund)

Joseph B. Fath, 1971

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CPA

President, Growth Stock Fund; Vice President, Capital Opportunity Fund, Growth & Income Fund, Media & Telecommunications Fund, Mid-Cap Growth Fund, and U.S. Large-Cap Core Fund

Ryan W. Ferro, 1985

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly, student, Tuck School of Business at Dartmouth (to 2014)

Vice President, International Funds

Stephen M. Finamore, 1976

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CPA

Vice President, Capital Appreciation & Income Fund, Floating Rate Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, and Multi-Sector Account Portfolios

Mark S. Finn, 1963

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA, CPA

President, Value Fund; Executive Vice President, Institutional Equity Funds; Vice President, Balanced Fund, Capital Opportunity Fund, Equity Income Fund, Growth & Income Fund, Institutional International Funds, International Funds, Mid-Cap Value Fund, New Era Fund, Personal Strategy Funds, and U.S. Large-Cap Core Fund

Quentin S. Fitzsimmons, 1968

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Portfolio Manager, Royal Bank of Scotland Group (to 2015)

Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, Institutional International Funds, and International Funds

Christopher T. Fortune, 1973

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Financial Services Fund, Small-Cap Stock Fund, and Small-Cap Value Fund

Jon M. Friar, 1982

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Appreciation Fund, Dividend Growth Fund, Financial Services Fund, and Growth Stock Fund

Melissa C. Gallagher, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Health Sciences Fund and International Funds

George Gao, 1979

Vice President, T. Rowe Price

Vice President, Quantitative Management Funds

61

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Stephanie A. Gentile, 1956

Vice President, T. Rowe Price; formerly Director, Credit Suisse Securities (to 2014); CFA

Vice President, California Tax-Free Income Trust, Government Money Fund, Institutional Income Funds, TRP Reserve Funds, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, and U.S. Treasury Funds

Justin T. Gerbereux, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

Vice President, Floating Rate Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, International Funds, and Multi-Sector Account Portfolios

John R. Gilner, 1961

Chief Compliance Officer and Vice President, T. Rowe Price; Vice President, T. Rowe Price Group, Inc. and T. Rowe Price Investment Services, Inc.

Chief Compliance Officer, all funds

David R. Giroux, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Capital Appreciation Fund; Co-President, Capital Appreciation & Income Fund; Vice President, Floating Rate Fund, Institutional Income Funds, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Gregg Gola, 1965

Vice President, T. Rowe Price; formerly Trader and Analyst, Henderson Global Investors (to 2017); Divisional Director, Delaware Investments (to 2013); CFA

Vice President, High Yield Fund (serves only with respect to the U.S. High Yield Fund)

Vishnu Vardhan Gopal, 1979

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, International Funds

Joel Grant, 1978

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Analyst, Fidelity International (to 2014)

Vice President, International Funds and Value Fund

Paul D. Greene II, 1978

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, Media & Telecommunications Fund; Vice President, Blue Chip Growth Fund, Capital Appreciation Fund, Global Technology Fund, Growth & Income Fund, Growth Stock Fund, Institutional International Funds, International Funds, Science & Technology Fund, and U.S. Large-Cap Core Fund

Benjamin Griffiths, 1977

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, Institutional International Funds and International Funds

Michael J. Grogan, 1971

Vice President, T. Rowe Price and T. Rowe Price Group Inc.; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, New Income Fund, and Short-Term Bond Fund

Amanda B. Hall, 1985

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; student, Stanford Graduate School of Business (to 2014); CFA

Vice President, Institutional International Funds and International Funds

John Hall, 1977

Vice President, T. Rowe Price; formerly Assistant Professor of Medicine, Johns Hopkins University School of Medicine (to 2013)

Vice President, Health Sciences Fund

Richard L. Hall, 1979

Vice President, T. Rowe Price and T. Rowe Price Group Inc.

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

62

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Nabil Hanano, 1984

Vice President, T. Rowe Price International; CFA

Vice President, Institutional International Funds and International Funds

Geoffrey M. Hardin, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Inflation Protected Bond Fund, Limited Duration Inflation Focused Bond Fund, New Income Fund, Short-Term Bond Fund, and U.S. Treasury Funds

Robert L. Harlow, 1986

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CAIA, CFA

Vice President, Global Allocation Fund

Ryan S. Hedrick, 1980

Vice President, T. Rowe Price and T. Rowe Price Group Inc.; formerly Analyst, Davidson Kempner Capital Management (to 2013); CFA

Vice President, Blue Chip Growth Fund, Capital Appreciation & Income Fund, Capital Opportunity Fund, Dividend Growth Fund, Equity Income Fund, Mid-Cap Value Fund, New Era Fund, and Small-Cap Value Fund

Barry Henderson, 1966

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, New Horizons Fund

Charles B. Hill, 1961

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, Tax-Free Short-Intermediate Fund; Executive Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust and Summit Municipal Funds; Vice President, Intermediate Tax-Free High Yield Fund, Short-Term Bond Fund, Tax-Free High Yield Fund, and Tax-Free Income Fund

Ann M. Holcomb, 1972

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

Co-President, Capital Opportunity Fund; Executive Vice President, Institutional Equity Funds

Steven C. Huber, 1958

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International; CFA, FSA

President, Global Multi-Sector Bond Fund; Executive Vice President, Institutional Income Funds; Vice President, Floating Rate Fund, Global Allocation Fund, Institutional International Funds, International Funds, Multi-Sector Account Portfolios, New Income Fund, and Total Return Fund

Thomas J. Huber, 1966

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Dividend Growth Fund; Vice President, Blue Chip Growth Fund and Real Estate Fund

Stefan Hubrich, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Ph.D., CFA

Co-President, Multi-Strategy Total Return Fund; Vice President, Global Allocation Fund, Institutional International Funds, International Funds, and Real Assets Fund

Arif Husain, 1972

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Director/Head of UK and Euro Fixed Income, AllianceBernstein (to 2013); CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Jon Hussey, 1982

Employee, T. Rowe Price; student, University of Chicago Booth School of Business (to 2016); formerly Analyst, Driehaus Capital Management (to 2014); CFA

Vice President, New Era Fund and Value Fund

Hiromasa Ikeda, 1971

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.; Manager, Fidelity Korea (to 2014)

Vice President, International Funds

Tetsuji Inoue, 1971

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Real Estate Fund and International Funds

63

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Stephon A. Jackson, 1962

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Diversified Mid-Cap Growth Fund

Michael Jacobs, 1971

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Vice President, JP Morgan Asset Management (to 2013)

Vice President, International Funds

Andrew P. Jamison, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Appreciation & Income Fund, Credit Opportunities Fund, High Yield Fund (serves only with respect to the High Yield Fund), and Institutional Income Funds

Randal S. Jenneke, 1971

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds and International Funds

Prashant G. Jeyaganesh, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Executive Vice President, Quantitative Management Funds; Vice President, International Funds

Rachel Jonas, 1983

Employee, T. Rowe Price; formerly Analyst, Sands Capital Management (to 2016); student, Harvard Business School (to 2014)

Vice President, Health Sciences Fund

Dylan Jones, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, California Tax-Free Income Trust, Intermediate Tax-Free High Yield Fund, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free High Yield Fund, and Tax-Free Short-Intermediate Fund

Nina P. Jones, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CPA

President, Global Real Estate Fund; Vice President, Capital Appreciation Fund, Financial Services Fund, Institutional International Funds, International Funds, Real Assets Fund, Real Estate Fund, and Small-Cap Value Fund

Keir R. Joyce, 1972

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, GNMA Fund, Multi-Sector Account Portfolios, and Short-Term Bond Fund

Vidya Kadiyam, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Appreciation Fund and Quantitative Management Funds

Yoichiro Kai, 1973

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Financial Services Fund, Institutional International Funds, and International Funds

Jacob Kann, 1987

Employee, T. Rowe Price; formerly Equity Research Associate, Eaton Vance Corporation (to 2013); CFA

Vice President, International Funds

Jai Kapadia, 1982

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, Global Real Estate Fund, Institutional International Funds, and International Funds

Andrew J. Keirle, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios; Vice President, Global Multi-Sector Bond Fund and Institutional Income Funds

Ian D. Kelson, 1956

Director and Vice President, T. Rowe Price International; Vice President, T. Rowe Price Group, Inc.

Vice President, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Shinwoo Kim, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Equity Income Fund and New Era Fund

64

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Steven M. Kohlenstein, 1987

Vice President, T. Rowe Price

Vice President, GNMA Fund, Multi-Sector Account Portfolios, and Short-Term Bond Fund

Marianna Korpusova, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly, student, The University of Chicago (to 2014); CFA

Vice President, California Tax-Free Income Trust, Intermediate Tax-Free High Yield Fund, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free High Yield Fund, and Tax-Free Short-Intermediate Fund

Steven D. Krichbaum, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Co-President, Capital Appreciation & Income Fund; Vice President, Capital Appreciation Fund, Capital Opportunity Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Paul J. Krug, 1964

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CPA

Vice President, all funds

Christopher J. Kushlis, 1976

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Michael Lambe, 1977

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Robert M. Larkins, 1973

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, U.S. Bond Enhanced Index Fund; Vice President, Balanced Fund, Global Allocation Fund, Institutional Income Funds, New Income Fund, and Total Return Fund

Marcy M. Lash, 1963

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, Government Money Fund, Intermediate Tax-Free High Yield Fund, Institutional Income Funds, TRP Reserve Funds, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, Tax-Free High Yield Fund, Tax-Free Income Fund, Tax-Free Short-Intermediate Fund, and U.S. Treasury Funds

Shengrong Lau, 1982

Vice President, Price Singapore and T. Rowe Price Group, Inc.

Vice President, International Funds

Mark J. Lawrence, 1970

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds and International Funds

Matthew Lawton, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Corporate Income Fund

David M. Lee, 1962

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Real Estate Fund; Vice President, Dividend Growth Fund, Global Real Estate Fund, and Real Assets Fund

Martin G. Lee, 1963

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, GNMA Fund, Multi-Sector Account Portfolios, and U.S. Bond Enhanced Index Fund

Wyatt A. Lee, 1971

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Real Assets Fund; Executive Vice President, Retirement Funds; Vice President, Balanced Fund, Limited Duration Inflation Focused Bond Fund, and Personal Strategy Funds

Yongheon Lee, 1975

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Total Return Fund

65

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Alan D. Levenson, 1958

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Ph.D.

Vice President, California Tax-Free Income Trust, GNMA Fund, Government Money Fund, Inflation Protected Bond Fund, Institutional Income Funds, Multi-Sector Account Portfolios, New Income Fund, TRP Reserve Funds, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, and U.S. Treasury Funds

John D. Linehan, 1965

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Equity Income Fund; Executive Vice President, Institutional Equity Funds; Vice President, Value Fund

Jacqueline L. Liu, 1979

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.; formerly Investment Analyst, Fidelity International Hong Kong Limited (to 2014)

Vice President, Global Technology Fund, International Funds, and Media & Telecommunications Fund

Gregory Locraft, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Financial Services Fund

Kevin P. Loome, 1967

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly, Head of U.S. Credit, Henderson Global Investors (to 2017) and Head of High Yield and Bank Loans, Delaware Investments (to 2013); CFA

Executive Vice President, High Yield Fund (serves only with respect to the U.S. High Yield Fund)

Anh Lu, 1968

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Executive Vice President, International Funds; Vice President, Institutional International Funds

Oxana Lyalina, 1987

Vice President, T. Rowe Price International; Senior Analyst, Goldman Sachs International (to 2013)

Vice President, International Funds

Joseph K. Lynagh, 1958

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Government Money Fund, TRP Reserve Funds, Summit Income Funds, and Tax-Exempt Money Fund; Executive Vice President, California Tax-Free Income Trust, Institutional Income Funds, Short-Term Bond Fund, State Tax-Free Income Trust, Summit Municipal Funds, and U.S. Treasury Funds; Vice President, Tax-Free Short-Intermediate Fund

James T. Lynch, 1983

Vice President, T. Rowe Price; CFA

Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free Income Fund, and Tax-Free Short-Intermediate Fund

Matt Mahon, 1985

Employee, T. Rowe Price; formerly, student, The Wharton School, University of Pennsylvania (to 2016); Analyst, Water Street Capital (to 2014)

Vice President, Diversified Mid-Cap Growth Fund and New Era Fund

Navneesh. Malhan, 1980

Vice President, T. Rowe Price; formerly Vice President, BlackRock (to 2015); CFA

Vice President, Quantitative Management Funds

Konstantine B. Mallas, 1963

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, Tax-Free Income Fund; Executive Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, and Summit Municipal Funds; Vice President, Intermediate Tax-Free High Yield Fund, Tax-Free High Yield Fund, and Tax-Free Short-Intermediate Fund

66

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Sebastien Mallet, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, Institutional International Funds; Vice President, International Funds

Robert J. Marcotte, 1962

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Global Real Estate Fund, Mid-Cap Growth Fund, and Small-Cap Stock Fund

Jennifer Martin, 1972

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Opportunity Fund and Global Technology Fund

Daniel Martino, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Equity Income Fund, Growth Stock Fund, Media & Telecommunications Fund, and Value Fund

Ryan Martyn, 1979

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, International Funds and New Era Fund

George A. Marzano, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Blue Chip Growth Fund and Equity Income Fund

Paul M. Massaro, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Floating Rate Fund; Co-President, Capital Appreciation & Income Fund; Executive Vice President, Institutional Income Funds and Multi-Sector Account Portfolios; Vice President, Capital Appreciation Fund, Global Multi-Sector Bond Fund, and High Yield Fund (serves only with respect to the High Yield Fund)

Catherine D. Mathews, 1963

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Vice President and Treasurer, all funds

Jonathan H.W. Matthews, 1975

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, International Funds; Vice President, Institutional International Funds

Andrew C. McCormick, 1960

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, GNMA Fund and Total Return Fund; Executive Vice President, Multi-Sector Account Portfolios; Vice President, Global Multi-Sector Bond Fund, Inflation Protected Bond Fund, Institutional Income Funds, Limited Duration Inflation Focused Bond Fund, New Income Fund, Short-Term Bond Fund, U.S. Bond Enhanced Index Fund, and U.S. Treasury Funds

Daniel A. McCulley, 1987

Vice President, T. Rowe Price; formerly, summer intern, Clearbridge Investments (to 2015); Associate Research Analyst, T. Rowe Price (to 2013)

Vice President, Global Real Estate Fund and Real Estate Fund

Ian C. McDonald, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Financial Services Fund and New America Growth Fund

Michael J. McGonigle, 1966

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Floating Rate Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Hugh D. McGuirk, 1960

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, California Tax-Free Income Trust, State Tax-Free Income Trust, and Summit Municipal Funds; Vice President, Intermediate Tax-Free High Yield Fund, Tax-Free High Yield Fund, Tax-Free Income Fund, and Tax-Free Short-Intermediate Fund

67

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Heather K. McPherson, 1967

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CPA

Executive Vice President, Institutional Equity Funds, and Mid-Cap Value Fund; Vice President, Equity Income Fund, Global Technology Fund, Growth & Income Fund, New Era Fund, U.S. Large-Cap Core Fund, and Value Fund

Sean P. McWilliams, 1988

Vice President, T. Rowe Price

Vice President, Global Allocation Fund

Cheryl A. Mickel, 1967

Director and Vice President, T. Rowe Price Trust Company; Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, Short-Term Bond Fund; Vice President, Government Money Fund, Institutional Income Funds, TRP Reserve Funds, Summit Income Funds, Summit Municipal Funds, and U.S. Treasury Funds

Raymond A. Mills, 1960

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust Company; Ph.D., CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Balanced Fund, Global Real Estate Fund, and Personal Strategy Funds

Jihong Min, 1979

Vice President, Price Singapore and T. Rowe Price Group, Inc.

Vice President, International Funds

Eric C. Moffett, 1974

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Executive Vice President, International Funds; Vice President, Institutional International Funds

Samy B. Muaddi, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, International Funds and Multi-Sector Account Portfolios; Vice President, Corporate Income Fund, Global Multi-Sector Bond Fund, and Institutional Income Funds

Tobias F. Mueller, 1980

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Technology Fund, Institutional International Funds, International Funds, and Science & Technology Fund

James M. Murphy, 1967

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, Intermediate Tax-Free High Yield Fund and Tax-Free High Yield Fund; Vice President, California Tax-Free Income Trust, State Tax-Free Income Trust, Summit Municipal Funds, and Tax-Free Income Fund

Jared Murphy, 1986

Vice President, T. Rowe Price; formerly, student, Stanford Graduate School of Business (to 2015); Associate, ShawSpring Partners (to 2013)

Vice President, International Funds

Linda A. Murphy, 1959

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, California Tax-Free Income Trust, Intermediate Tax-Free High Yield Fund, State Tax-Free Income Trust, Summit Municipal Funds, and Tax-Free High Yield Fund

Sudhir Nanda, 1959

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Ph.D., CFA

President, Quantitative Management Funds; Vice President, Capital Appreciation Fund, Diversified Mid-Cap Growth Fund, Institutional International Funds, and Real Assets

Thibault Nardin, 1983

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Financial Services Fund and Institutional International Funds

Jeffrey R. Nathan, 1985

Employee, T. Rowe Price

Vice President, Financial Services Fund

Joshua Nelson, 1977

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International

Executive Vice President, Institutional International Funds and International Funds

Philip A. Nestico, 1976

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Global Real Estate Fund, International Funds, Media & Telecommunications Fund, and Real Estate Fund

68

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Michael Niedzielski, 1979

Vice President T. Rowe Price Group, Inc. and T. Rowe Price International; Manager and Analyst, Fidelity Investments, Boston and London Offices (to 2015)

Vice President, International Funds

Sridhar Nishtala, 1975

Vice President, Price Singapore and T. Rowe Price Group, Inc.

Vice President, Institutional International Funds and International Funds

Jason Nogueira, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Institutional International Funds and International Funds; Vice President, Capital Opportunity Fund, Growth & Income Fund, Mid-Cap Growth Fund, and U.S. Large-Cap Core Fund

Alexander S. Obaza, 1981

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, and Short-Term Bond Fund

David Oestreicher, 1967

Director, Vice President, and Secretary, T. Rowe Price Investment Services, Inc., T. Rowe Price Retirement Plan Services, Inc., T. Rowe Price Services, Inc., and T. Rowe Price Trust Company; Chief Legal Officer, Vice President, and Secretary, T. Rowe Price Group, Inc.; Vice President and Secretary, T. Rowe Price and T. Rowe Price International; Vice President, Price Hong Kong and Price Singapore

Vice President, all funds

Christian M. O’Neill, 1969

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Analyst, Lord Abbett & Company, LLC (to 2013)

Vice President, New Era Fund and Value Fund

Kenneth A. Orchard, 1975

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, Institutional International Funds and International Funds; Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Curt J. Organt, 1968

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Institutional Equity Funds, International Funds, New America Growth Fund, Small-Cap Stock Fund, and Small-Cap Value Fund

Paul T. O’Sullivan, 1973

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, International Funds

Oluwaseun A. Oyegunle, 1984

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly, student, The Wharton School, University of Pennsylvania (to 2013); CFA

Vice President, Institutional International Funds and International Funds

Sebastien Page, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Balanced Fund, Global Allocation Fund, Personal Strategy Funds, Real Assets Fund, Retirement Funds, and Spectrum Funds

Robert A. Panariello, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Global Allocation Fund and Retirement Funds

Gonzalo Pangaro, 1968

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, Institutional International Funds and International Funds

Miso Park, 1982

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Timothy E. Parker, 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Diversified Mid-Cap Growth Fund, New Era Fund, New Horizons Fund, Small-Cap Stock Fund, and Small-Cap Value Fund

69

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Viral S. Patel, 1969

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Real Estate Fund

Charles G. Pepin, 1966

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Small-Cap Stock Fund

Donald J. Peters, 1959

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, Diversified Mid-Cap Growth Fund and Tax-Efficient Funds

Jason B. Polun, 1974

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

Co-President, Capital Opportunity Fund; Executive Vice President, Institutional Equity Funds

Adam Poussard, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Health Sciences Fund and New Horizons Fund

Jordan Pryor, 1991

Assistant Vice President, T. Rowe Price; formerly Investment Fellowship Program, T. Rowe Price (to 2014)

Vice President, Quantitative Management Funds

Larry J. Puglia, 1960

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA, CPA

President, Blue Chip Growth Fund; Executive Vice President, Institutional Equity Funds; Vice President, Balanced Fund and Personal Strategy Funds

Robert T. Quinn, Jr., 1972

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Small-Cap Stock Fund and Small-Cap Value Fund

Preeta Ragavan, 1987

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly intern (to 2013)

Vice President, Global Real Estate Fund and Real Estate Fund

Vivek Rajeswaran, 1985

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Blue-Chip Growth Fund, International Funds, Mid-Cap Growth Fund, and New Era Fund

Kyle Rasbach, 1980

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Vice President, Cowen and Company (to 2013)

Vice President, Equity Income Fund and Health Sciences Fund

John W. Ratzesberger, 1975

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; formerly North American Head of Listed Derivatives Operation, Morgan Stanley (to 2013)

Vice President, all funds

Shannon H. Rauser, 1987

Employee, T. Rowe Price

Assistant Secretary, all funds

Rodney M. Rayburn, 1970

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Managing Director, Värde Partners (to 2014); CFA

President, Credit Opportunities Fund; Executive Vice President, Institutional Income Funds

Vernon A. Reid, Jr., 1954

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, New Income Fund, and Short-Term Bond Fund

Michael F. Reinartz, 1973

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Executive Vice President, Short-Term Bond Fund; Vice President, Inflation Protected Bond Fund and Limited Duration Inflation Focused Bond Fund

Darrell M. Riley, 1958

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Global Allocation Fund

Melanie A. Rizzo, 1982

Vice President, T. Rowe Price

Vice President, Equity Income Fund and International Funds

Theodore E. Robson, 1965

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, and Real Estate Fund

70

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Alexander Roik, 1991

Employee, T. Rowe Price; formerly intern (to 2013)

Vice President, Small-Cap Value Fund

Jeffrey Rottinghaus, 1970

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CPA

President, Growth & Income Fund and U.S. Large-Cap Core Fund; Vice President, Capital Opportunity Fund and Dividend Growth Fund

David L. Rowlett, 1975

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, International Funds and New America Growth Fund

Brian A. Rubin, 1974

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CPA

Vice President, Credit Opportunities Fund, Floating Rate Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, and Multi-Sector Account Portfolios

Mariel Santiago, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Equity Research Analyst, HSBC Securities, Inc. (to 2014)

Vice President, International Funds and Multi-Sector Account Portfolios

Federico Santilli, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, Institutional International Funds and International Funds

Sebastian Schrott, 1977

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds and International Funds

Emily C. Scudder, 1985

Vice President, T. Rowe Price; formerly, student, The Wharton School, University of Pennsylvania; (to 2015); Equity Research Associate, BMO Capital Markets (to 2013); CFA, CPA

Vice President, Science & Technology Fund

Deborah D. Seidel, 1962

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price Investment Services, Inc., and T. Rowe Price Services, Inc.

Vice President, all funds

Michael K. Sewell, 1982

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, GNMA Fund and Multi-Sector Account Portfolios

Daniel O. Shackelford, 1958

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, New Income Fund; Vice President, Inflation Protected Bond Fund, Institutional Income Funds, Limited Duration Inflation Focused Bond Fund, Multi-Sector Account Portfolios, Personal Strategy Funds, Real Assets Fund, Retirement Funds, Spectrum Funds, Total Return Fund, U.S. Bond Enhanced Index Fund, and U.S. Treasury Funds

Chen Shao, 1980

Vice President, T. Rowe Price

Vice President, California Tax-Free Income Trust, Government Money Fund, Intermediate Tax-Free High Yield Fund, Institutional Income Funds, TRP Reserve Funds, Short-Term Bond Fund, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, Tax-Free High Yield Fund, Tax-Free Income Fund, Tax-Free Short-Intermediate Fund, and U.S. Treasury Funds

Thomas A. Shelmerdine, 1977

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, New Era Fund

71

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

John C.A. Sherman, 1969

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds and International Funds

I-hung Shih, 1973

Vice President, T. Rowe Price; formerly Investment Analyst, Temasek International (to 2016), Associate, Credit Suisse (to 2014)

Vice President, Health Sciences Fund

Jamie Shin, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Credit Opportunities Fund, High Yield Fund (serves only with respect to the High Yield Fund), and Institutional Income Funds

Charles M. Shriver, 1967

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust Company; CFA

President, Balanced Fund, Global Allocation Fund, Personal Strategy Funds, and Spectrum Funds; Vice President, Real Assets Fund and Retirement Funds

Elliot J. Shue, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Corporate Income Fund

Farris G. Shuggi, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Executive Vice President, Quantitative Management Funds; Vice President, Capital Appreciation Fund and Small-Cap Value Fund

Corey D. Shull, 1983

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Global Technology Fund, Media & Telecommunications Fund, and New Horizons Fund

Weijie Si, 1983

Vice President, T. Rowe Price and T. Rowe Price Group

Vice President, Dividend Growth Fund, Real Estate Fund, Tax-Efficient Funds, and Value Fund

Neil Smith, 1972

Vice President, Price Hong Kong, Price Singapore, T. Rowe Price Group, Inc., and T. Rowe Price International

President, International Index Fund; Vice President, Index Trust

Matthew J. Snowling, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Equity Income Fund, Financial Services Fund, and Tax-Efficient Funds

Gabriel Solomon, 1977

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, Financial Services Fund; Vice President, Capital Appreciation Fund, Dividend Growth Fund, Growth & Income Fund, Institutional International Funds, International Funds, Mid-Cap Value Fund, and U.S. Large-Cap Core Fund

Scott D. Solomon, 1981

Vice President, T. Rowe Price; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, Multi-Sector Account Portfolios, and U.S. Bond Enhanced Index Fund

Eunbin Song, 1980

Vice President, Price Singapore and T. Rowe Price Group, Inc.; CFA

Vice President, International Funds

Joshua K. Spencer, 1973

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

President, Global Technology Fund; Vice President, Institutional International Funds, International Funds, New Horizons Fund, Science & Technology Fund, Small-Cap Stock Fund, and Value Fund

Douglas D. Spratley, 1969

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, California Tax-Free Income Trust, Government Money Fund, Institutional Income Funds, TRP Reserve Funds, Short-Term Bond Fund, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, and U.S. Treasury Funds

72

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

David Stanley, 1963

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

James Stillwagon, 1982

Vice President, T. Rowe Price; formerly Partner, Cat Rock Capital (to 2016); Managing Director, Lone Pine Capital (to 2015); Managing Director, Media & Telecommunications Group, Maverick Capital (to 2013)

Vice President, Media & Telecommunications Fund

Kimberly A. Stokes, 1969

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Corporate Income Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

Guido F. Stubenrauch, 1970

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, Balanced Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Taymour R. Tamaddon, 1976

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Executive Vice President, Institutional Equity Funds; Vice President, Blue Chip Growth Fund, Capital Appreciation Fund, Growth Stock Fund, Health Sciences Fund, Institutional International Funds, International Funds, Mid-Cap Growth Fund, and New America Growth Fund

Ju Yen Tan, 1972

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Multi-Sector Bond Fund, Institutional Income Funds, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Sin Dee Tan, 1979

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, International Funds

Timothy G. Taylor, 1975

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA

Vice President, California Tax-Free Income Trust, Intermediate Tax-Free High Yield Fund, State Tax-Free Income Trust, Summit Municipal Funds, Tax-Free High Yield Fund, Tax-Free Income Fund, and Tax-Free Short-Intermediate Fund

Dean Tenerelli, 1964

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, International Funds; Vice President, Institutional International Funds

Craig A. Thiese, 1975

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Index Trust, International Index Fund, New America Growth Fund, and

New Era Fund

Robert D. Thomas, 1971

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, California Tax-Free Income Trust, Corporate Income Fund, Government Money Fund, Institutional Income Funds, Multi-Sector Account Portfolios, TRP Reserve Funds, State Tax-Free Income Trust, Summit Income Funds, Summit Municipal Funds, Tax-Exempt Money Fund, and U.S. Treasury Funds

Siby Thomas, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, International Funds and Multi-Sector Account Portfolios

Toby M. Thompson, 1971

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CFA, CAIA

Vice President, Balanced Fund, Global Allocation Fund, Personal Strategy Funds, and Spectrum Funds

Justin Thomson, 1968

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Executive Vice President, International Funds; Vice President, New Horizons Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

73

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

David A. Tiberii, 1965

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, and T. Rowe Price Trust Company; CFA

President, Corporate Income Fund; Executive Vice President, Institutional Income Funds; Vice President, Multi-Sector Account Portfolios, New Income Fund, and U.S. Bond Enhanced Index Fund

Mitchell J.K. Todd, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Financial Services Fund and International Funds

Michael J. Trivino, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Credit Opportunities Fund, High Yield Fund (serves only with respect to the High Yield Fund), and Institutional Income Funds

Susan G. Troll, 1966

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; CPA

Vice President, Financial Services Fund, Inflation Protected Bond Fund, and Limited Duration Inflation Focused Bond Fund

Alan Tu, 1985

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Intern, T. Rowe Price (to 2013); student, University of Chicago Booth School of Business (to 2014)

Vice President, Global Technology Fund, New Horizons Fund, Science & Technology Fund, and Tax-Efficient Funds

James A. Tzitzouris, Jr., 1974

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Ph.D.

Vice President, Retirement Funds

Ken D. Uematsu, 1969

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Index Trust; Vice President, International Index Fund

Mark J. Vaselkiv, 1958

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, Institutional Income Funds; Executive Vice President, High Yield Fund (serves only with respect to the High Yield Fund), International Funds, and Multi-Sector Account Portfolios; Vice President, Balanced Fund, Personal Strategy Funds, Retirement Funds, and Spectrum Funds

Eric L. Veiel, 1972

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

Vice President, Capital Opportunity Fund and Institutional International Funds

Rupinder Vig, 1979

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Partner, Egerton Capital (to 2016); Executive Director, Morgan Stanley (to 2014)

Vice President, Institutional International Funds and International Funds

Kes Visuvalingam, 1968

Director, Responsible Officer, and Vice President, Price Hong Kong; Director, Chief Executive Officer, and Vice President, Price Singapore; and Vice President, T. Rowe Price Group, Inc.; CFA

Vice President, International Funds

Erik von Heijne, 1990

Assistant Vice President, T. Rowe Price; formerly Investment Fellowship Program, T. Rowe Price (to 2014)

Vice President, Quantitative Management Funds

Zenon Voyiatzis, 1971

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Managing Director, UBS Global Asset Management (to 2015)

Vice President, Capital Appreciation & Income Fund and Financial Services Fund

Verena E. Wachnitz, 1978

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Executive Vice President, International Funds; Vice President, Institutional International Funds and Media & Telecommunications Fund

74

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Lauren T. Wagandt, 1984

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Corporate Income Fund, Institutional Income Funds, and Multi-Sector Account Portfolios

J. David Wagner, 1974

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA

President, Small-Cap Value Fund; Vice President, Institutional Equity Funds, Mid-Cap Value Fund, New Horizons Fund, and Small-Cap Stock Fund

John F. Wakeman, 1962

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Executive Vice President, Mid-Cap Growth Fund; Vice President, Diversified Mid-Cap Growth Fund and Institutional Equity Funds

David J. Wallack, 1960

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

President, Mid-Cap Value Fund; Vice President, International Funds and New Era Fund

Dai Wang, 1989

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.; formerly, student, Harvard Business School (to 2014)

Vice President, Institutional International Funds and International Funds

Megan Warren, 1968

Vice President, T. Rowe Price, T. Rowe Price Retirement Plan Services, Inc., T. Rowe Price Services, Inc., and T. Rowe Price Trust Company; formerly Executive Director, JP Morgan Chase

Vice President, all funds

Hiroshi Watanabe, 1975

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, International Funds

Thomas H. Watson, 1977

Director and Vice President, T. Rowe Price Trust Company; Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Co-President, Capital Opportunity Fund; Executive Vice President, Institutional Equity Funds; Vice President, Global Technology Fund, New America Growth Fund, and Science & Technology Fund

Michael T. Wehn, 1984

Vice President, T. Rowe Price

Vice President, Index Trust and International Index Fund

Mark R. Weigman, 1962

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; CFA, CIC

Vice President, Tax-Efficient Funds

John D. Wells, 1960

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, GNMA Fund, Multi-Sector Account Portfolios, and Short-Term Bond Fund

Justin P. White, 1981

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

President, New America Growth Fund; Vice President, Capital Opportunity Fund, Growth Stock Fund, Media & Telecommunications Fund, Mid-Cap Growth Fund, and Mid-Cap Value Fund

Christopher S. Whitehouse, 1972

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Institutional International Funds, International Funds, and Media & Telecommunications Fund

Bineesha Wickremarachchi, 1980

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; formerly Research Analyst, Aberdeen Asset Management (to 2015); CFA

Vice President, Corporate Income Fund and Institutional Income Funds

Tamara P. Wiggs, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Appreciation Fund, Financial Services Fund, and Value Fund

Clive M. Williams, 1966

Vice President, Price Hong Kong, Price Singapore, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price International

Vice President, International Funds

John M. Williams, 1982

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, Capital Appreciation Fund, Capital Appreciation & Income Fund, Dividend Growth Fund, and Mid-Cap Value Fund

75

  

Name, Year of Birth, and Principal Occupation(s)
During Past 5 Years

Position(s) Held With Fund(s)

Thea N. Williams, 1961

Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company

Vice President, Floating Rate Fund, High Yield Fund (serves only with respect to the High Yield Fund), Institutional Income Funds, and Multi-Sector Account Portfolios

Jon D. Wood, 1979

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; formerly Senior Vice President and Senior Research Analyst, Jeffries & Company, Inc. (to 2013); CFA

Vice President, Dividend Growth Fund, Health Sciences Fund, and Value Fund

J. Howard Woodward, 1974

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International; CFA

Vice President, Corporate Income Fund, Institutional Income Funds, Institutional International Funds, International Funds, and Multi-Sector Account Portfolios

Rouven J. Wool-Lewis, 1973

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Ph.D.

Vice President, Blue Chip Growth Fund, Diversified Mid-Cap Growth Fund, Health Sciences Fund, and Small-Cap Stock Fund

Marta Yago, 1977

Vice President, T. Rowe Price Group, Inc. and T. Rowe Price International

Vice President, Global Real Estate Fund and International Funds

David A. Yatzeck, 1981

Vice President, T. Rowe Price Group and T. Rowe Price International

Vice President, Credit Opportunities Fund and Institutional Income Funds

Benjamin T. Yeagle, 1978

Vice President, T. Rowe Price and T. Rowe Price Group, Inc.

Vice President, International Funds

Ernest C. Yeung, 1979

Director, Responsible Officer, and Vice President, Price Hong Kong; Vice President, T. Rowe Price Group, Inc.; CFA

Executive Vice President, International Funds; Vice President, Institutional International Funds and Media & Telecommunications Fund

Alison Mei Ling Yip, 1966

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, Global Technology Fund, International Funds, and Science & Technology Fund

Eric Yuan, 1984

Employee, T. Rowe Price; student, Columbia Business School (to 2016); formerly Analyst, Yulan Capital Management (to 2014)

Vice President, International Funds

Rick Zhang, 1984

Vice President, T. Rowe Price; CFA

Vice President, GNMA Fund

Wenli Zheng, 1979

Vice President, Price Hong Kong and T. Rowe Price Group, Inc.

Vice President, International Funds and Media & Telecommunications Fund

Douglas Zinser, 1975

Vice President, T. Rowe Price; formerly Senior Research Analyst, Henderson Global Investors (to 2017); analyst, Delaware Investments (to 2013)

Vice President, High Yield Fund (serves only with respect to the U.S. High Yield Fund)

Directors’ Compensation

Each independent director is paid $300,000 annually for his/her service on the funds’ Boards and the chairman of the Committee of Independent Directors is paid an additional $150,000 annually for his/her service as Lead Independent Director. An independent director who serves on the Joint Audit Committee receives $30,000 annually for his/her service as a member of the committee. The Joint Audit Committee chairman receives an additional $10,000 annually for his/her service as chairman of the committee. All of these fees are allocated to each fund on a pro rata basis based on each fund’s net assets relative to the other funds.

76

The following table shows the total compensation that was received by the independent directors for the 2016 calendar year. The independent directors of the funds do not receive any pension or retirement benefits from the funds or T. Rowe Price. In addition, the officers and inside directors of the funds do not receive any compensation or benefits from the funds for their service.

  

Directors

Total Compensation

Brody*

$300,000

Deering (Lead)

456,000

Duncan

330,000

Gerrard

346,000

McBride

336,000

Rouse

330,000

Schreiber

304,500

Tercek

300,000

* Effective December 31, 2016, Dr. Brody retired as independent director of the Price Funds.

The following table shows the amounts paid by each fund to the independent directors based on accrued compensation for the calendar year 2016:

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Africa & Middle East

$56

$85

$61

$64

$63

$61

$57

$56

Asia Opportunities

12

18

13

14

13

13

12

12

Balanced

1,715

2,607

1,887

1,978

1,921

1,887

1,741

1,715

Blue Chip Growth

13,801

20,978

15,181

15,918

15,457

15,181

14,007

13,801

California Tax-Free Bond

249

379

274

288

279

274

253

249

California Tax-Free Money

28

43

31

33

32

31

29

28

Capital Appreciation

11,235

17,079

12,359

12,959

12,585

12,359

11,405

11,235

Capital Appreciation & Income(a)

—

1

1

1

1

1

1

1

Capital Opportunity

227

346

250

262

255

250

231

227

Cash Reserves

1,817

2,758

1,999

2,091

2,031

1,999

1,844

1,817

Corporate Income

367

557

403

423

411

403

372

367

Credit Opportunities

15

24

17

18

17

17

16

15

Diversified Mid-Cap Growth

237

360

260

273

265

260

240

237

Dividend Growth

2,379

3,618

2,617

2,746

2,667

2,617

2,415

2,379

Dynamic Global Bond

35

54

39

41

40

39

36

35

Emerging Europe

68

104

75

79

76

75

69

68

Emerging Markets Bond

2,259

3,436

2,485

2,608

2,532

2,485

2,293

2,259

Emerging Markets Corporate Bond

37

56

41

43

41

41

38

37

Emerging Markets Corporate Multi-Sector Account Portfolio(b)

12

18

13

14

14

13

12

12

Emerging Markets Local Currency Bond

102

155

112

118

114

112

103

102

Emerging Markets Local Multi-Sector Account Portfolio(b)

9

14

10

10

10

10

9

9

77

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Emerging Markets Stock

3,839

5,836

4,223

4,428

4,300

4,223

3,897

3,839

Emerging Markets Value Stock

7

11

8

8

8

8

7

7

Equity Income

9,677

14,705

10,645

11,157

10,834

10,645

9,820

9,677

Equity Index 500

11,469

17,435

12,616

13,229

12,847

12,616

11,642

11,469

European Stock

604

917

664

696

676

664

613

604

Extended Equity Market Index

314

477

346

362

352

346

319

314

Financial Services

240

365

265

277

269

265

244

240

Floating Rate

300

456

330

346

336

330

304

300

Floating Rate Multi-Sector Account Portfolio(b)

27

41

30

31

30

30

27

27

Georgia Tax-Free Bond

142

216

156

164

159

156

144

142

Global Allocation

74

112

81

85

83

81

75

74

Global Consumer

2

3

2

2

2

2

2

2

Global Growth Stock

41

62

45

47

46

45

42

41

Global High Income Bond

17

26

19

20

19

19

17

17

Global Industrials

7

11

8

9

8

8

8

7

Global Multi-Sector Bond

140

214

154

162

157

154

143

140

Global Real Estate

109

165

120

125

122

120

110

109

Global Stock

230

349

253

265

257

253

233

230

Global Technology

1,239

1,883

1,363

1,429

1,388

1,363

1,257

1,239

GNMA

690

1,049

759

796

773

759

700

690

Government Money

3,229

4,909

3,552

3,726

3,618

3,552

3,278

3,229

Government Reserve

8,732

13,262

9,605

10,061

9,770

9,605

8,860

8,732

Growth & Income

698

1,062

768

805

782

768

709

698

Growth Stock

19,404

29,488

21,344

22,374

21,727

21,344

19,690

19,404

Health Sciences

5,274

8,012

5,802

6,078

5,902

5,802

5,352

5,274

High Yield

4,165

6,333

4,582

4,805

4,666

4,582

4,229

4,165

High Yield Multi-Sector Account Portfolio(b)

7

11

8

9

8

8

8

7

Inflation Protected Bond

166

252

182

191

186

182

168

166

Institutional Africa & Middle East

69

104

75

79

77

75

70

69

Institutional Cash Reserves

4

6

4

4

4

4

4

4

Institutional Core Plus

239

363

263

276

268

263

243

239

Institutional Credit Opportunities

10

15

11

11

11

11

10

10

Institutional Emerging Markets Bond

134

204

148

155

150

148

136

134

Institutional Emerging Markets Equity

421

639

463

485

471

463

427

421

Institutional Floating Rate

1,704

2,592

1,874

1,967

1,910

1,874

1,730

1,704

Institutional Frontier Markets Equity

19

29

21

22

22

21

20

19

Institutional Global Focused Growth Equity

36

54

39

41

40

39

36

36

78

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Institutional Global Growth Equity

145

220

159

167

162

159

147

145

Institutional Global Multi-Sector Bond

60

91

66

69

67

66

61

60

Institutional Global Value Equity

4

6

4

4

4

4

4

4

Institutional High Yield

769

1,169

846

887

861

846

781

769

Institutional International Bond

158

240

174

182

177

174

161

158

Institutional International Concentrated Equity

108

165

119

125

121

119

110

108

Institutional International Core Equity

61

92

67

70

68

67

62

61

Institutional International Growth Equity

25

38

28

29

28

28

26

25

Institutional Large-Cap Core Growth

947

1,440

1,042

1,092

1,061

1,042

961

947

Institutional Large-Cap Growth

5,647

8,580

6,211

6,509

6,321

6,211

5,730

5,647

Institutional Large-Cap Value

1,183

1,799

1,301

1,365

1,326

1,301

1,201

1,183

Institutional Long Duration Credit

16

24

17

18

18

17

16

16

Institutional Mid-Cap Equity Growth

2,311

3,512

2,542

2,665

2,588

2,542

2,345

2,311

Institutional Small-Cap Stock

1,083

1,648

1,191

1,251

1,215

1,191

1,100

1,083

Institutional U.S. Structured Research

273

414

300

314

305

300

277

273

Intermediate Tax-Free High Yield

22

33

24

25

24

24

22

22

International Bond

2,316

3,520

2,548

2,671

2,593

2,548

2,351

2,316

International Bond Fund (USD Hedged)(c)

—

0

0

0

0

0

0

0

International Concentrated Equity

5

8

6

6

6

6

5

5

International Discovery

1,979

3,009

2,177

2,283

2,217

2,177

2,009

1,979

International Equity Index

217

329

238

250

243

238

220

217

International Stock

6,308

9,588

6,939

7,275

7,065

6,939

6,402

6,308

International Value Equity

5,120

7,780

5,632

5,903

5,732

5,632

5,196

5,120

Investment-Grade Corporate Multi-Sector Account Portfolio(b)

32

48

35

37

36

35

32

32

Japan

162

247

178

187

182

178

165

162

Latin America

243

369

267

280

272

267

247

243

Limited Duration Inflation Focused Bond

3,301

5,017

3,631

3,807

3,697

3,631

3,351

3,301

Maryland Short-Term Tax-Free Bond

95

144

104

109

106

104

96

95

Maryland Tax-Free Bond

980

1,490

1,078

1,130

1,098

1,078

995

980

Maryland Tax-Free Money

53

81

58

61

59

58

54

53

Media & Telecommunications

1,594

2,423

1,753

1,838

1,785

1,753

1,618

1,594

Mid-Cap Growth

10,698

16,257

11,768

12,335

11,978

11,768

10,856

10,698

79

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Mid-Cap Index

2

3

3

3

3

3

2

2

Mid-Cap Value

5,156

7,836

5,671

5,946

5,774

5,671

5,232

5,156

Mortgage-Backed Securities Multi-Sector Account Portfolio(b)

47

71

52

54

53

52

48

47

Multi-Strategy Total Return(d)

—

11

8

9

8

8

7

7

New America Growth

1,722

2,617

1,894

1,985

1,928

1,894

1,747

1,722

New Asia

1,134

1,723

1,247

1,307

1,270

1,247

1,151

1,134

New Era

1,380

2,098

1,518

1,592

1,546

1,518

1,401

1,380

New Horizons

6,845

10,404

7,530

7,894

7,666

7,530

6,946

6,845

New Income

13,060

19,859

14,367

15,070

14,634

14,367

13,262

13,060

New Jersey Tax-Free Bond

169

257

186

195

190

186

172

169

New York Tax-Free Bond

210

319

231

242

235

231

213

210

New York Tax-Free Money

32

48

35

36

35

35

32

32

Overseas Stock

5,064

7,697

5,571

5,841

5,672

5,571

5,140

5,064

Personal Strategy Balanced

895

1,360

985

1,032

1,002

985

908

895

Personal Strategy Growth

729

1,108

802

841

816

802

740

729

Personal Strategy Income

707

1,075

777

815

792

777

718

707

QM Global Equity

3

5

4

4

4

4

3

3

QM U.S. Small & Mid-Cap Core Equity

6

8

6

6

6

6

6

6

QM U.S. Small-Cap Growth Equity

1,091

1,660

1,200

1,259

1,223

1,200

1,108

1,091

QM U.S. Value Equity

3

5

4

4

4

4

4

3

Real Assets

1,918

2,914

2,110

2,210

2,146

2,110

1,946

1,918

Real Estate

2,667

4,053

2,934

3,076

2,987

2,934

2,707

2,667

Retirement 2005

784

1,192

863

905

878

863

796

784

Retirement 2010

2,544

3,867

2,799

2,934

2,849

2,799

2,582

2,544

Retirement 2015

4,218

6,411

4,640

4,865

4,724

4,640

4,282

4,218

Retirement 2020

11,075

16,833

12,183

12,772

12,403

12,183

11,241

11,075

Retirement 2025

8,421

12,800

9,263

9,712

9,432

9,263

8,547

8,421

Retirement 2030

10,998

16,717

12,098

12,684

12,318

12,098

11,163

10,998

Retirement 2035

6,227

9,466

6,850

7,183

6,975

6,850

6,321

6,227

Retirement 2040

7,600

11,551

8,360

8,764

8,511

8,360

7,713

7,600

Retirement 2045

3,692

5,612

4,061

4,258

4,135

4,061

3,747

3,692

Retirement 2050

2,899

4,406

3,188

3,343

3,247

3,188

2,942

2,899

Retirement 2055

1,081

1,644

1,189

1,248

1,212

1,189

1,098

1,081

Retirement 2060

42

64

46

49

47

46

43

42

Retirement Balanced

1,313

1,996

1,445

1,514

1,470

1,445

1,333

1,313

Retirement I 2005 Fund—I Class

8

13

9

10

9

9

9

8

Retirement I 2010 Fund—I Class

41

62

45

47

46

45

41

41

Retirement I 2015 Fund—I Class

68

104

75

79

77

75

69

68

80

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Retirement I 2020 Fund—I Class

227

346

250

263

255

250

231

227

Retirement I 2025 Fund—I Class

170

260

187

197

191

187

173

170

Retirement I 2030 Fund—I Class

251

383

276

291

283

276

255

251

Retirement I 2035 Fund—I Class

127

194

140

148

144

140

129

127

Retirement I 2040 Fund—I Class

184

282

203

214

208

203

188

184

Retirement I 2045 Fund—I Class

82

126

91

96

93

91

84

82

Retirement I 2050 Fund—I Class

85

130

94

99

96

94

87

85

Retirement I 2055 Fund—I Class

24

37

27

28

28

27

25

24

Retirement I 2060 Fund—I Class

2

4

3

3

3

3

3

2

Retirement Balanced I Fund—I Class

18

27

19

21

20

19

18

18

Retirement Income 2020(e)

—

4

3

3

3

3

3

3

Science & Technology

1,600

2,432

1,760

1,846

1,792

1,760

1,624

1,600

Short-Term

1,821

2,774

2,003

2,106

2,045

2,003

1,852

1,821

Short-Term Bond

2,431

3,695

2,675

2,804

2,723

2,675

2,468

2,431

Short-Term Government

0

0

0

0

0

0

0

0

Small-Cap Index

2

3

3

3

3

3

3

2

Small-Cap Stock

3,811

5,791

4,192

4,394

4,267

4,192

3,867

3,811

Small-Cap Value

3,385

5,146

3,723

3,905

3,792

3,723

3,435

3,385

Spectrum Growth

1,521

2,311

1,673

1,754

1,703

1,673

1,543

1,521

Spectrum Income

2,727

4,145

2,999

3,145

3,055

2,999

2,768

2,727

Spectrum International

512

778

563

591

574

563

520

512

Summit Municipal Income

510

776

561

589

572

561

518

510

Summit Municipal Intermediate

1,816

2,761

1,998

2,095

2,035

1,998

1,844

1,816

Summit Municipal Money Market

86

130

95

99

96

95

87

86

Target 2005

11

17

12

13

13

12

11

11

Target 2010

24

37

27

28

27

27

25

24

Target 2015

64

97

70

74

71

70

65

64

Target 2020

82

125

90

95

92

90

83

82

Target 2025

67

102

74

77

75

74

68

67

Target 2030

68

103

74

78

76

74

69

68

Target 2035

38

58

42

44

43

42

39

38

Target 2040

33

50

36

38

37

36

33

33

Target 2045

22

33

24

25

24

24

22

22

Target 2050

13

19

14

15

14

14

13

13

Target 2055

8

12

9

9

9

9

8

8

Target 2060

2

3

2

3

2

2

2

2

81

         

Fund

Aggregate Compensation From Fund

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

Tax-Efficient Equity

95

144

104

109

106

104

96

95

Tax-Exempt Money

317

480

348

364

354

348

321

317

Tax-Free High Yield

1,813

2,757

1,995

2,093

2,032

1,995

1,841

1,813

Tax-Free Income

1,166

1,772

1,282

1,345

1,306

1,282

1,184

1,166

Tax-Free Short-Intermediate

938

1,425

1,031

1,081

1,050

1,031

952

938

Total Equity Market Index

552

839

607

636

618

607

560

552

Total Return

1

1

1

1

1

1

1

1

Treasury Reserve

1,068

1,625

1,174

1,233

1,198

1,174

1,085

1,068

U.S. Bond Enhanced Index

283

431

312

327

318

312

288

283

U.S. High Yield(f)

—

19

14

14

14

14

13

13

U.S. Large-Cap Core

117

178

129

135

131

129

119

117

U.S. Treasury Intermediate

193

293

212

222

216

212

195

212

U.S. Treasury Long-Term

181

275

199

209

203

199

184

181

U.S. Treasury Money

1,269

1,933

1,396

1,468

1,426

1,396

1,289

1,269

Ultra Short-Term Bond

124

189

137

143

139

137

126

124

Value

9,976

15,163

10,974

11,505

11,172

10,974

10,125

9,976

Virginia Tax-Free Bond

523

795

575

603

586

575

531

523

* Effective December 31, 2016, Dr. Brody retired as independent director of the Price Funds.

(a) Estimated for the period November 8, 2017, through December 31, 2017.

(b) Directors’ fees were paid by T. Rowe Price on behalf of the fund.

(c) Estimated for the period September 13, 2017, through December 31, 2017.

(d) Estimated for the period November 2, 2017, through December 31, 2017.

(e) Estimated for the period May 26, 2017, through December 31, 2017.

(f) Estimated for the period May 22, 2017, through December 31, 2017.

Directors’ Holdings in the Price Funds

The following tables set forth the Price Fund holdings of the current independent and inside directors, as of December 31, 2016, unless otherwise indicated.

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Africa & Middle East

None

None

None

None

None

None

None

None

Asia Opportunities

None

None

None

None

None

None

None

None

Asia Opportunities Fund—Advisor Class

None

None

None

None

None

None

None

None

Balanced

None

None

None

None

None

None

None

None

Balanced Fund—I Class

None

None

None

None

None

None

None

None

Blue Chip Growth

None

None

None

None

None

None

over $100,000

None

Blue Chip Growth Fund—Advisor Class

None

None

None

None

None

None

None

None

Blue Chip Growth Fund—I Class

None

None

None

None

None

None

None

None

Blue Chip Growth Fund—R Class

None

None

None

None

None

None

None

None

California Tax-Free Bond

None

None

None

None

None

None

None

None

82

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

California Tax-Free Money

over $100,000

None

None

None

None

None

None

None

Capital Appreciation

None

None

None

over $100,000

over $100,000

None

None

None

Capital Appreciation Fund—Advisor Class

None

None

None

None

None

None

None

None

Capital Appreciation Fund—I Class

None

None

None

None

None

None

None

None

Capital Opportunity

None

None

None

$10,001-$50,000

None

None

None

None

Capital Opportunity Fund—Advisor Class

None

None

None

None

None

None

None

None

Capital Opportunity Fund—I Class

None

None

None

None

None

None

None

None

Capital Opportunity Fund—R Class

None

None

None

None

None

None

None

None

Cash Reserves

None

None

None

None

None

None

over $100,000

over $100,000

Corporate Income

None

None

None

None

None

None

None

None

Corporate Income Fund—I Class

None

None

None

None

None

None

None

None

Credit Opportunities

None

None

None

None

None

None

None

None

Credit Opportunities Fund—Advisor Class

None

None

None

None

None

None

None

None

Credit Opportunities Fund—I Class

None

None

None

None

None

None

None

None

Diversified Mid-Cap Growth

None

None

None

None

None

None

None

None

Dividend Growth

None

None

None

$10,001-$50,000

None

None

None

None

Dividend Growth Fund—Advisor Class

None

None

None

None

None

None

None

None

Dividend Growth Fund—I Class

None

None

None

None

None

None

None

None

Dynamic Global Bond

None

None

None

$10,001-$50,000

None

None

None

None

Dynamic Global Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Dynamic Global Bond Fund—I Class

None

None

None

None

None

None

None

None

Emerging Europe

None

None

None

None

None

None

None

None

Emerging Markets Bond

None

None

None

None

None

None

None

None

Emerging Markets Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Emerging Markets Bond Fund—I Class

None

None

None

None

None

None

None

None

Emerging Markets Corporate Bond

None

None

None

None

None

None

None

None

Emerging Markets Corporate Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Emerging Markets Corporate Bond Fund—I Class

None

None

None

None

None

None

None

None

Emerging Markets Corporate Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

83

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Emerging Markets Local Currency Bond

None

None

None

None

None

None

None

None

Emerging Markets Local Currency Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Emerging Markets Local Currency Bond Fund—I Class

None

None

None

None

None

None

None

None

Emerging Markets Local Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

Emerging Markets Stock

None

None

over $100,000

None

None

None

over $100,000

over $100,000

Emerging Markets Stock Fund—I Class

None

None

None

None

None

None

None

None

Emerging Markets Value Stock

None

None

None

None

None

None

None

None

Emerging Markets Value Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Equity Income

None

None

None

None

None

None

None

None

Equity Income Fund—Advisor Class

None

None

None

None

None

None

None

None

Equity Income Fund—I Class

None

None

None

None

None

None

None

None

Equity Income Fund—R Class

None

None

None

None

None

None

None

None

Equity Index 500

None

None

None

None

None

None

None

None

Equity Index 500 Fund—I Class

None

None

None

None

None

None

None

None

European Stock

None

None

None

None

None

None

None

None

Extended Equity Market Index

None

None

None

None

None

None

None

None

Financial Services

None

None

None

$10,001-$50,000

None

None

None

None

Financial Services Fund—I Class

None

None

None

None

None

None

None

None

Floating Rate

None

over $100,000

None

None

None

None

None

None

Floating Rate Fund—Advisor Class

None

None

None

None

None

None

None

None

Floating Rate Fund—I Class

None

None

None

None

None

None

None

None

Floating Rate Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

Georgia Tax-Free Bond

None

None

None

None

None

None

None

None

Global Allocation

None

None

None

None

None

None

None

None

Global Allocation Fund—Advisor Class

None

None

None

None

None

None

None

None

Global Allocation Fund—I Class

None

None

None

None

None

None

None

None

Global Consumer

None

None

None

None

None

None

None

None

Global Growth Stock

None

None

None

None

None

None

None

None

Global Growth Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Global High Income Bond

None

None

None

None

None

None

None

None

Global High Income Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

84

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Global High Income Bond Fund—I Class

None

None

None

None

None

None

None

None

Global Industrials

None

None

None

None

None

None

None

None

Global Multi-Sector Bond

None

None

None

None

None

None

None

None

Global Multi-Sector Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Global Multi-Sector Bond Fund—I Class

None

None

None

None

None

None

None

None

Global Real Estate

None

None

None

$1-$10,000

None

None

None

None

Global Real Estate Fund—Advisor Class

None

None

None

None

None

None

None

None

Global Real Estate Fund—I Class

None

None

None

None

None

None

None

None

Global Stock

None

None

None

$10,001-$50,000

None

None

None

None

Global Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Global Technology

None

None

None

over $100,000

None

None

None

None

Global Technology Fund—I Class

None

None

None

None

None

None

None

None

GNMA

None

None

None

None

None

None

over $100,000

None

Government Money

None

over $100,000

None

None

None

None

$10,001-$50,000

None

Government Reserve

None

None

None

None

None

None

None

None

Growth & Income

None

$50,001-$100,000

None

None

None

None

over $100,000

None

Growth & Income Fund—I Class

None

None

None

None

None

None

None

None

Growth Stock

None

None

None

$10,001-$50,000

None

None

None

None

Growth Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Growth Stock Fund—I Class

None

None

None

None

None

None

None

None

Growth Stock Fund—R Class

None

None

None

None

None

None

None

None

Health Sciences

None

None

None

$50,001-$100,000

over $100,000

None

None

None

Health Sciences Fund—I Class

None

None

None

None

None

None

None

None

High Yield

None

None

None

None

None

None

over $100,000

None

High Yield Fund—Advisor Class

None

None

None

None

None

None

None

None

High Yield Fund—I Class

None

None

None

None

None

None

None

None

High Yield Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

Inflation Protected Bond

None

None

None

None

None

None

None

None

Inflation Protected Bond Fund—I Class

None

None

None

None

None

None

None

None

Institutional Africa & Middle East

None

None

None

None

None

None

None

None

Institutional Cash Reserves

None

None

None

None

None

None

None

None

Institutional Core Plus

None

None

None

None

None

None

None

None

85

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Institutional Credit Opportunities Fund

None

None

None

None

None

None

None

None

Institutional Emerging Markets Bond

None

None

None

None

None

None

None

None

Institutional Emerging Markets Equity

None

None

None

None

None

None

None

None

Institutional Floating Rate

None

over $100,000

None

None

None

None

None

None

Institutional Floating Rate Fund—F Class

None

None

None

None

None

None

None

None

Institutional Frontiers Markets Equity

None

None

None

None

None

None

None

None

Institutional Global Focused Growth Equity

None

None

None

None

None

None

None

None

Institutional Global Growth Equity

None

None

None

None

None

None

None

None

Institutional Global Multi-Sector Bond

None

None

None

None

None

None

None

None

Institutional Global Value Equity

None

None

None

None

None

None

None

None

Institutional High Yield

None

None

None

None

None

None

None

None

Institutional International Bond

None

None

None

None

None

None

None

None

Institutional International Concentrated Equity

None

None

None

None

None

None

None

None

Institutional International Core Equity

None

None

None

None

None

None

None

None

Institutional International Growth Equity

None

None

None

None

None

None

None

None

Institutional Large-Cap Core Growth

None

None

None

None

None

None

None

None

Institutional Large-Cap Growth

None

None

None

None

None

None

None

None

Institutional Large-Cap Value

None

None

None

None

None

None

None

None

Institutional Long Duration Credit

None

None

None

None

None

None

None

None

Institutional Mid-Cap Equity Growth

None

None

None

None

None

None

None

None

Institutional Small-Cap Stock

None

None

None

None

None

None

None

None

Institutional U.S. Structured Research

None

None

None

None

None

None

None

None

Intermediate Tax-Free High Yield

None

None

None

None

None

None

None

None

Intermediate Tax-Free High Yield Fund—Advisor Class

None

None

None

None

None

None

None

None

International Bond

None

None

None

None

None

None

None

None

International Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

International Bond Fund—I Class

None

None

None

None

None

None

None

None

International Concentrated Equity

None

None

None

None

None

None

None

None

International Concentrated Equity—Advisor Class

None

None

None

None

None

None

None

None

International Discovery

None

None

None

None

None

None

None

None

86

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

International Discovery Fund—I Class

None

None

None

None

None

None

None

None

International Equity Index

None

None

None

None

None

None

None

None

International Stock

None

None

None

$10,001-$50,000

None

None

None

None

International Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

International Stock Fund—I Class

None

None

None

None

None

None

None

None

International Stock Fund—R Class

None

None

None

None

None

None

None

None

International Value Equity

None

None

None

None

None

None

None

None

International Value Equity Fund—Advisor Class

None

None

None

None

None

None

None

None

International Value Equity Fund—I Class

None

None

None

None

None

None

None

None

International Value Equity Fund—R Class

None

None

None

None

None

None

None

None

Investment Grade Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

Japan

None

None

None

None

None

None

over $100,000

None

Latin America

None

None

None

None

None

None

over $100,000

None

Limited Duration Inflation Focused Bond

None

None

None

None

None

None

None

None

Limited Duration Inflation Focused Bond Fund—I Class

None

None

None

None

None

None

None

None

Maryland Short-Term Tax-Free Bond

None

None

None

None

None

None

None

None

Maryland Tax-Free Bond

None

None

None

None

None

None

None

None

Maryland Tax-Free Money

None

None

None

None

None

None

None

None

Media &

Telecommunications

None

None

None

$50,001-$100,000

None

None

None

None

Media &

Telecommunications Fund—I Class

None

None

None

None

None

None

None

None

Mid-Cap Growth

None

None

None

None

None

None

None

None

Mid-Cap Growth Fund—Advisor Class

None

None

None

over $100,000

None

None

None

None

Mid-Cap Growth Fund—I Class

None

None

None

None

None

None

None

None

Mid-Cap Growth Fund—R Class

None

None

None

None

None

None

None

None

Mid-Cap Index

None

None

None

None

None

None

None

None

Mid-Cap Index Fund—I Class

None

None

None

None

None

None

None

None

Mid-Cap Value

None

None

None

None

None

None

None

None

Mid-Cap Value Fund—Advisor Class

None

None

None

None

None

None

None

None

Mid-Cap Value Fund—I Class

None

None

None

None

None

None

None

None

Mid-Cap Value Fund—R Class

None

None

None

None

None

None

None

None

Mortgage-Backed Securities Multi-Sector Account Portfolio

None

None

None

None

None

None

None

None

87

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

New America Growth

None

None

None

$1-$10,000

over $100,000

None

None

None

New America Growth Fund—Advisor Class

None

None

None

None

None

None

None

None

New America Growth Fund—I Class

None

None

None

None

None

None

None

None

New Asia

None

None

None

None

None

None

None

None

New Asia Fund—I Class

None

None

None

None

None

None

None

None

New Era

None

None

None

None

None

None

over $100,000

None

New Era Fund—I Class

None

None

None

None

None

None

None

None

New Horizons

over $100,000

None

None

over $100,000

None

None

None

None

New Horizons Fund—I Class

None

None

None

None

None

None

None

None

New Income

None

None

None

None

None

None

over $100,000

None

New Income Fund—Advisor Class

None

None

None

None

None

None

None

None

New Income Fund—I Class

None

None

None

None

None

None

None

None

New Income Fund—R Class

None

None

None

None

None

None

None

None

New Jersey Tax-Free Bond

None

None

None

None

None

None

None

None

New York Tax-Free Bond

None

None

None

None

None

None

None

None

New York Tax-Free Money

None

None

None

None

None

None

None

None

Overseas Stock

None

None

None

None

None

None

None

None

Overseas Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Overseas Stock Fund—I Class

None

None

None

None

None

None

None

None

Personal Strategy Balanced

None

None

None

$10,001-$50,000

None

$50,001-$100,000

None

None

Personal Strategy Balanced Fund—I Class

None

None

None

None

None

None

None

None

Personal Strategy Growth

None

None

None

$10,001-$50,000

None

None

None

None

Personal Strategy Growth Fund—I Class

None

None

None

None

None

None

None

None

Personal Strategy Income

None

None

None

None

None

None

None

None

Personal Strategy Income Fund—I Class

None

None

None

None

None

None

None

None

QM Global Equity

None

None

None

None

None

None

None

None

QM Global Equity Fund—Advisor Class

None

None

None

None

None

None

None

None

QM Global Equity Fund—I Class

None

None

None

None

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity

None

None

None

$10,001-$50,000

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

None

None

None

None

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity Fund—I Class

None

None

None

None

None

None

None

None

QM U.S. Small-Cap Growth Equity

None

$10,001-$50,000

None

None

None

None

None

None

88

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

None

None

None

None

None

None

None

None

QM U.S. Small-Cap Growth Equity Fund—I Class

None

None

None

None

None

None

None

None

QM U.S. Value Equity

None

None

None

None

None

None

None

None

QM U.S. Value Equity Fund—Advisor Class

None

None

None

None

None

None

None

None

QM U.S. Value Equity Fund—I Class

None

None

None

None

None

None

None

None

Real Assets

None

None

None

None

None

None

None

None

Real Assets Fund—I Class

None

None

None

None

None

None

None

None

Real Estate

None

None

None

$10,001- $50,000

over $100,000

None

None

None

Real Estate Fund—Advisor Class

None

None

None

None

None

None

None

None

Real Estate Fund—I Class

None

None

None

None

None

None

None

None

Retirement 2005

None

None

None

None

None

None

None

None

Retirement 2005 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2005 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2010

None

None

None

None

None

None

None

None

Retirement 2010 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2010 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2015

over $100,000

over $100,000

None

None

None

None

None

None

Retirement 2015 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2015 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2020

None

None

None

$50,001-$100,000

None

None

None

None

Retirement 2020 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2020 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2025

None

None

None

$10,001-$50,000

None

None

None

None

Retirement 2025 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2025 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2030

None

None

None

None

None

over $100,000

None

None

Retirement 2030 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2030 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2035

None

None

None

None

None

None

None

None

Retirement 2035 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2035 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2040

None

None

None

None

None

None

None

None

89

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Retirement 2040 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2040 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2045

None

None

None

None

None

None

None

None

Retirement 2045 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2045 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2050

None

None

None

None

None

None

None

None

Retirement 2050 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2050 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2055

None

None

None

None

None

None

None

None

Retirement 2055 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2055 Fund—R Class

None

None

None

None

None

None

None

None

Retirement 2060

None

None

None

None

None

None

None

None

Retirement 2060 Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement 2060 Fund—R Class

None

None

None

None

None

None

None

None

Retirement Balanced

None

None

None

None

None

None

None

None

Retirement Balanced Fund—Advisor Class

None

None

None

None

None

None

None

None

Retirement Balanced Fund—R Class

None

None

None

None

None

None

None

None

Retirement I 2005 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2010 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2015 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2020 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2025 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2030 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2035 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2040 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2045 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2050 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2055 Fund—I Class

None

None

None

None

None

None

None

None

Retirement I 2060 Fund—I Class

None

None

None

None

None

None

None

None

Retirement Balanced I Fund—I Class

None

None

None

None

None

None

None

None

Science & Technology

None

None

None

$10,001-$50,000

None

None

None

None

90

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Science & Technology Fund—Advisor Class

None

None

None

None

None

None

None

None

Science & Technology Fund—I Class

None

None

None

None

None

None

None

None

Short-Term

None

None

None

None

None

None

None

None

Short-Term Bond

None

None

None

None

None

None

over $100,000

None

Short-Term Bond Fund—Advisor Class

None

None

None

None

None

None

None

None

Short-Term Bond Fund—I Class

None

None

None

None

None

None

None

None

Short-Term Government

None

None

None

None

None

None

None

None

Small-Cap Index

None

None

None

None

None

None

None

None

Small-Cap Index Fund—I Class

None

None

None

None

None

None

None

None

Small-Cap Stock

None

None

None

$10,001-$50,000

None

None

None

None

Small-Cap Stock Fund—Advisor Class

None

None

None

None

None

None

None

None

Small-Cap Stock Fund—I Class

None

None

None

None

None

None

None

None

Small-Cap Value

None

None

None

None

None

None

None

None

Small-Cap Value Fund—Advisor Class

None

None

None

None

None

None

None

None

Small-Cap Value Fund—I Class

None

None

None

None

None

None

None

None

Spectrum Growth

None

None

None

None

None

None

None

None

Spectrum Income

None

None

None

None

None

None

None

None

Spectrum International

None

None

None

None

None

None

None

None

Summit Municipal Income

None

None

None

None

None

None

over $100,000

None

Summit Municipal Income Fund—Advisor Class

None

None

None

None

None

None

None

None

Summit Municipal Intermediate

None

None

None

None

None

None

over $100,000

None

Summit Municipal Intermediate Fund—Advisor Class

None

None

None

None

None

None

None

None

Summit Municipal Money Market

None

None

None

None

None

None

$50,001-$100,000

None

Target 2005

None

None

None

None

None

None

None

None

Target 2005 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2005 Fund—I Class

None

None

None

None

None

None

None

None

Target 2010

None

None

None

None

None

None

None

None

Target 2010 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2010 Fund—I Class

None

None

None

None

None

None

None

None

Target 2015

None

None

None

None

None

None

None

None

Target 2015 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2015 Fund—I Class

None

None

None

None

None

None

None

None

Target 2020

None

None

None

None

None

None

None

None

Target 2020 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2020 Fund—I Class

None

None

None

None

None

None

None

None

Target 2025

None

None

None

None

None

None

None

None

91

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

Target 2025 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2025 Fund—I Class

None

None

None

None

None

None

None

None

Target 2030

None

None

None

None

None

None

None

None

Target 2030 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2030 Fund—I Class

None

None

None

None

None

None

None

None

Target 2035

None

None

None

None

None

None

None

None

Target 2035 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2035 Fund—I Class

None

None

None

None

None

None

None

None

Target 2040

None

None

None

None

None

None

None

None

Target 2040 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2040 Fund—I Class

None

None

None

None

None

None

None

None

Target 2045

None

None

None

None

None

None

None

None

Target 2045 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2045 Fund—I Class

None

None

None

None

None

None

None

None

Target 2050

None

None

None

None

None

None

None

None

Target 2050 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2050 Fund—I Class

None

None

None

None

None

None

None

None

Target 2055

None

None

None

None

None

None

None

None

Target 2055 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2055 Fund—I Class

None

None

None

None

None

None

None

None

Target 2060

None

None

None

None

None

None

None

None

Target 2060 Fund—Advisor Class

None

None

None

None

None

None

None

None

Target 2060 Fund—I Class

None

None

None

None

None

None

None

None

Tax-Efficient Equity

None

None

None

None

None

None

None

None

Tax-Exempt Money

None

None

None

None

None

None

None

None

Tax-Free High Yield

None

None

None

None

over $100,000

None

over $100,000

None

Tax-Free High Yield Fund—Advisor Class

None

None

None

None

None

None

None

None

Tax-Free High Yield Fund—I Class

None

None

None

None

None

None

None

None

Tax-Free Income

None

None

None

None

None

None

None

None

Tax-Free Income Fund—Advisor Class

None

None

None

None

None

None

None

None

Tax-Free Short-Intermediate

None

None

None

None

None

None

None

None

Tax-Free Short-Intermediate Fund—Advisor Class

None

None

None

None

None

None

None

None

Tax-Free Short-Intermediate Fund—I Class

None

None

None

None

None

None

None

None

Total Equity Market Index

None

None

None

None

None

None

None

None

Total Return

None

None

None

None

None

None

None

None

Total Return Fund—Advisor Class

None

None

None

None

None

None

None

None

Total Return Fund—I Class

None

None

None

None

None

None

None

None

Treasury Reserve

None

None

None

None

None

None

None

None

92

         

Aggregate
Holdings,
All Price Funds

Independent Directors

Brody*

Deering

Duncan

Gerrard

McBride

Rouse

Schreiber

Tercek

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

over $100,000

U.S. Bond Enhanced Index

None

None

None

None

None

None

None

None

U.S. Large-Cap Core

None

None

None

$10,001-$50,000

None

None

None

None

U.S. Large-Cap Core Fund—Advisor Class

None

None

None

None

None

None

None

None

U.S. Large-Cap Core Fund—I Class

None

None

None

None

None

None

None

None

U.S. Treasury Intermediate

None

None

None

None

None

None

over $100,000

None

U.S. Treasury Long-Term

None

None

None

None

None

None

over $100,000

None

U.S. Treasury Money

None

None

None

None

None

None

$1-$10,000

None

Ultra Short-Term Bond

None

None

None

$10,001-$50,000

None

None

None

None

Value

None

None

None

None

None

None

None

None

Value Fund—Advisor Class

None

None

None

None

None

None

None

None

Value Fund—I Class

None

None

None

None

None

None

over $100,000

None

Virginia Tax-Free Bond

None

None

None

None

None

None

None

None

* Effective December 31, 2016, Dr. Brody retired as independent director of the Price Funds.

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Africa & Middle East

None

None

None

None

Asia Opportunities

None

None

None

None

Asia Opportunities Fund—Advisor Class

None

None

None

None

Balanced

None

None

None

None

Balanced Fund—I Class

None

None

None

None

Blue Chip Growth

None

None

None

None

Blue Chip Growth Fund—Advisor Class

None

None

None

None

Blue Chip Growth Fund—I Class

None

None

None

None

Blue Chip Growth Fund—R Class

None

None

None

None

California Tax-Free Bond

None

None

None

None

California Tax-Free Money

None

None

None

None

Capital Appreciation

over $100,000

None

over $100,000

None

Capital Appreciation Fund—Advisor Class

None

None

None

None

Capital Appreciation Fund—I Class

None

None

None

None

Capital Opportunity

None

None

None

None

Capital Opportunity Fund—Advisor Class

None

None

None

None

Capital Opportunity Fund—I Class

None

None

None

None

Capital Opportunity Fund—R Class

None

None

None

None

Cash Reserves

over $100,000

over $100,000

over $100,000

over $100,000

Corporate Income

None

None

None

None

93

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Corporate Income Fund—I Class

None

over $100,000

None

None

Credit Opportunities

None

None

over $100,000

None

Credit Opportunities Fund—Advisor Class

None

None

None

None

Credit Opportunities Fund—I Class

None

None

None

None

Diversified Mid-Cap Growth

None

None

None

None

Dividend Growth

None

None

over $100,000

None

Dividend Growth Fund—Advisor Class

None

None

None

None

Dividend Growth Fund—I Class

None

None

None

None

Dynamic Global Bond

None

None

None

over $100,000

Dynamic Global Bond Fund—Advisor Class

None

None

None

None

Dynamic Global Bond Fund—I Class

None

None

None

None

Emerging Europe

None

None

None

None

Emerging Markets Bond

None

None

None

$50,001-$100,000

Emerging Markets Bond Fund—Advisor Class

None

None

None

None

Emerging Markets Bond Fund—I Class

None

None

None

None

Emerging Markets Corporate Bond

None

None

None

None

Emerging Markets Corporate Bond Fund—Advisor Class

None

None

None

None

Emerging Markets Corporate Bond Fund—I Class

None

None

None

None

Emerging Markets Corporate Multi-Sector Account Portfolio

None

None

None

None

Emerging Markets Local Currency Bond

None

None

None

None

Emerging Markets Local Currency Bond Fund—Advisor Class

None

None

None

None

Emerging Markets Local Currency Bond Fund—I Class

None

None

None

None

Emerging Markets Local Multi-Sector Account Portfolio

None

None

None

None

Emerging Markets Stock

$10,001-$50,000

None

None

None

Emerging Markets Stock Fund—I Class

None

None

None

None

Emerging Markets Value Stock

None

None

None

None

Emerging Markets Value Stock Fund—Advisor Class

None

None

None

None

Equity Income

over $100,000

over $100,000

None

None

Equity Income Fund—Advisor Class

None

None

None

None

Equity Income Fund—I Class

None

None

None

None

Equity Income Fund—R Class

None

None

None

None

Equity Index 500

None

None

None

None

Equity Index 500 Fund—I Class

None

None

None

None

European Stock

None

None

None

None

Extended Equity Market Index

None

None

None

None

94

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Financial Services

None

None

$50,001-$100,000

None

Financial Services Fund—I Class

None

None

None

None

Floating Rate

None

None

over $100,000

None

Floating Rate Fund—Advisor Class

None

None

None

None

Floating Rate Fund—I Class

None

None

None

None

Floating Rate Multi-Sector Account Portfolio

None

None

None

None

Georgia Tax-Free Bond

None

None

None

None

Global Allocation

None

None

over $100,000

None

Global Allocation Fund—Advisor Class

None

None

None

None

Global Allocation Fund—I Class

None

None

None

None

Global Consumer

None

None

None

None

Global Growth Stock

None

None

None

None

Global Growth Stock Fund—Advisor Class

None

None

None

None

Global High Income Bond

None

None

None

over $100,000

Global High Income Bond Fund—Advisor Class

None

None

None

None

Global High Income Bond Fund—I Class

None

None

None

None

Global Industrials

None

None

None

None

Global Multi-Sector Bond

None

None

None

None

Global Multi-Sector Bond Fund—Advisor Class

None

None

None

None

Global Multi-Sector Bond Fund—I Class

None

None

None

None

Global Real Estate

None

None

$10,001-$50,000

None

Global Real Estate Fund—Advisor Class

None

None

None

None

Global Real Estate Fund—I Class

None

None

None

None

Global Stock

over $100,000

None

None

over $100,000

Global Stock Fund—Advisor Class

None

None

None

None

Global Technology

None

None

None

$10,001-$50,000

Global Technology Fund—I Class

None

None

None

None

GNMA

None

None

None

None

Government Money

over $100,000

over $100,000

$1-$10,000

over $100,000

Government Reserve

None

None

None

None

Growth & Income

None

None

None

None

Growth & Income Fund—I Class

None

None

None

None

Growth Stock

over $100,000

None

None

None

Growth Stock Fund—Advisor Class

None

None

None

None

Growth Stock Fund—I Class

None

None

None

None

Growth Stock Fund—R Class

None

None

None

None

Health Sciences

None

None

None

over $100,000

Health Sciences Fund—I Class

None

None

over $100,000

None

High Yield

$10,001-$50,000

None

over $100,000

None

95

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

High Yield Fund—Advisor Class

None

None

None

None

High Yield Fund—I Class

None

None

None

None

High Yield Multi-Sector Account Portfolio

None

None

None

None

Inflation Protected Bond

None

None

None

None

Inflation Protected Bond Fund—I Class

None

None

None

None

Institutional Africa & Middle East

None

None

None

None

Institutional Cash Reserves

None

None

None

None

Institutional Core Plus

None

None

None

None

Institutional Credit Opportunities

None

None

None

None

Institutional Emerging Markets Bond

None

None

None

None

Institutional Emerging Markets Equity

None

None

None

None

Institutional Floating Rate

None

over $100,000

None

over $100,000

Institutional Floating Rate Fund—F Class

None

None

None

None

Institutional Frontiers Markets Equity

None

None

None

None

Institutional Global Focused Growth Equity

over $100,000

over $100,000

over $100,000

None

Institutional Global Growth Equity

None

None

None

None

Institutional Global Multi-Sector Bond

None

None

None

None

Institutional Global Value Equity

None

None

None

None

Institutional High Yield

None

None

None

None

Institutional International Bond

None

None

None

None

Institutional International Concentrated Equity

None

None

None

None

Institutional International Core Equity

None

None

None

None

Institutional International Growth Equity

None

None

None

None

Institutional Large-Cap Core Growth

None

None

None

None

Institutional Large-Cap Growth

None

None

over $100,000

None

Institutional Large-Cap Value

None

None

None

None

Institutional Long Duration Credit

None

None

None

None

Institutional Mid-Cap Equity Growth

over $100,000

None

over $100,000

None

Institutional Small-Cap Stock

$10,001-$50,000

None

over $100,000

None

Institutional U.S. Structured Research

None

None

None

None

Intermediate Tax-Free High Yield

None

None

None

None

Intermediate Tax Free High Yield Fund—Advisor Class

None

None

None

None

International Bond

None

None

None

None

International Bond Fund—Advisor Class

None

None

None

None

96

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

International Bond Fund—I Class

None

None

None

None

International Concentrated Equity

None

None

None

None

International Concentrated Equity Fund—Advisor Class

None

None

None

None

International Discovery

$10,001-$50,000

None

None

None

International Discovery Fund—I Class

None

None

None

None

International Equity Index

None

None

None

None

International Stock

$10,001-$50,000

None

None

$1-$10,000

International Stock Fund—Advisor Class

None

None

None

None

International Stock Fund—I Class

None

None

None

None

International Stock Fund—R Class

None

None

None

None

International Value Equity

None

None

None

None

International Value Equity Fund—Advisor Class

None

None

None

None

International Value Equity Fund—I Class

None

None

None

None

International Value Equity Fund—R Class

None

None

None

None

Investment Grade Multi-Sector Account Portfolio

None

None

None

None

Japan

None

None

None

None

Latin America

None

None

$10,001-$50,000

None

Limited Duration Inflation Focused Bond

None

None

None

None

Limited Duration Inflation Focused Bond Fund—I Class

None

None

None

None

Maryland Short-Term Tax-Free Bond

None

None

over $100,000

None

Maryland Tax-Free Bond

None

None

over $100,000

None

Maryland Tax-Free Money

None

None

$1-$10,000

$10,001-$50,000

Media & Telecommunications

None

over $100,000

None

None

Media & Telecommunications Fund—I Class

None

None

None

None

Mid-Cap Growth

None

None

None

None

Mid-Cap Growth Fund—Advisor Class

None

None

None

None

Mid-Cap Growth Fund—I Class

None

None

None

None

Mid-Cap Growth Fund—R Class

None

None

None

None

Mid-Cap Index

None

None

None

None

Mid-Cap Index Fund—I Class

None

None

None

None

Mid-Cap Value

None

None

None

None

Mid-Cap Value Fund—Advisor Class

None

None

None

None

Mid-Cap Value Fund—I Class

None

None

None

None

Mid-Cap Value Fund—R Class

None

None

None

None

Mortgage-Backed Securities Multi-Sector Account Portfolio

None

None

None

None

New America Growth

None

None

None

None

New America Growth Fund—Advisor Class

None

None

None

None

97

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

New America Growth Fund—I Class

None

None

over $100,000

None

New Asia

$10,001-$50,000

None

None

None

New Asia Fund—I Class

over $100,000

None

$50,001-$100,000

None

New Era

None

None

None

$10,001-$50,000

New Era Fund—I Class

None

None

None

None

New Horizons

$10,001-$50,000

None

None

None

New Horizons Fund—I Class

None

None

None

None

New Income

None

$50,001-$100,000

None

None

New Income Fund—Advisor Class

None

None

None

None

New Income Fund—I Class

None

None

None

None

New Income Fund—R Class

None

None

None

None

New Jersey Tax-Free Bond

None

None

None

None

New York Tax-Free Bond

None

None

None

None

New York Tax-Free Money

None

None

None

None

Overseas Stock

None

None

None

None

Overseas Stock Fund—Advisor Class

None

None

None

None

Overseas Stock Fund—I Class

None

None

None

None

Personal Strategy Balanced

None

None

None

None

Personal Strategy Balanced Fund—I Class

None

None

None

None

Personal Strategy Growth

None

None

None

None

Personal Strategy Growth Fund—I Class

None

None

None

None

Personal Strategy Income

None

None

None

None

Personal Strategy Income Fund—I Class

None

None

None

None

QM Global Equity

None

None

None

None

QM Global Equity Fund—Advisor Class

None

None

None

None

QM Global Equity Fund—I Class

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

None

None

None

None

QM U.S. Small & Mid-Cap Core Equity Fund—I Class

None

None

None

None

QM U.S. Small-Cap Growth Equity

None

None

None

None

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

None

None

None

None

QM U.S. Small-Cap Growth Equity Fund—I Class

None

None

None

None

QM U.S. Value Equity

None

None

None

None

QM U.S. Value Equity Fund—Advisor Class

None

None

None

None

QM U.S. Value Equity Fund—I Class

None

None

None

None

Real Assets

None

None

None

None

Real Assets Fund—I Class

None

None

None

None

Real Estate

over $100,000

None

None

None

98

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Real Estate Fund—Advisor Class

None

None

None

None

Real Estate Fund—I Class

None

None

None

None

Retirement 2005

None

None

None

None

Retirement 2005 Fund—Advisor Class

None

None

None

None

Retirement 2005 Fund—R Class

None

None

None

None

Retirement 2010

None

None

None

None

Retirement 2010 Fund—Advisor Class

None

None

None

None

Retirement 2010 Fund—R Class

None

None

None

None

Retirement 2015

None

None

None

None

Retirement 2015 Fund—Advisor Class

None

None

None

None

Retirement 2015 Fund—R Class

None

None

None

None

Retirement 2020

None

None

None

None

Retirement 2020 Fund—Advisor Class

None

None

None

None

Retirement 2020 Fund—R Class

None

None

None

None

Retirement 2025

None

None

None

None

Retirement 2025 Fund—Advisor Class

None

None

None

None

Retirement 2025 Fund—R Class

None

None

None

None

Retirement 2030

None

None

None

None

Retirement 2030 Fund—Advisor Class

None

None

None

None

Retirement 2030 Fund—R Class

None

None

None

None

Retirement 2035

None

None

None

None

Retirement 2035 Fund—Advisor Class

None

None

None

None

Retirement 2035 Fund—R Class

None

None

None

None

Retirement 2040

None

None

None

None

Retirement 2040 Fund—Advisor Class

None

None

None

None

Retirement 2040 Fund—R Class

None

None

None

None

Retirement 2045

None

None

None

None

Retirement 2045 Fund—Advisor Class

None

None

None

None

Retirement 2045 Fund—R Class

None

None

None

None

Retirement 2050

None

None

None

None

Retirement 2050 Fund—Advisor Class

None

None

None

None

Retirement 2050 Fund—R Class

None

None

None

None

Retirement 2055

over $100,000

None

None

None

Retirement 2055 Fund—Advisor Class

None

None

None

None

Retirement 2055 Fund—R Class

None

None

None

None

Retirement 2060

None

None

None

None

Retirement 2060 Fund—Advisor Class

None

None

None

None

Retirement 2060 Fund—R Class

None

None

None

None

Retirement Balanced

None

None

None

None

Retirement Balanced Fund—Advisor Class

None

None

None

None

99

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Retirement Balanced Fund—R Class

None

None

None

None

Retirement I 2005 Fund—I Class

None

None

None

None

Retirement I 2010 Fund—I Class

None

None

None

None

Retirement I 2015 Fund—I Class

None

None

None

None

Retirement I 2020 Fund—I Class

None

None

None

None

Retirement I 2025 Fund—I Class

None

None

None

None

Retirement I 2030 Fund—I Class

None

None

None

None

Retirement I 2035 Fund—I Class

None

None

None

None

Retirement I 2040 Fund—I Class

None

None

None

None

Retirement I 2045 Fund—I Class

None

None

None

None

Retirement I 2050 Fund—I Class

None

None

None

None

Retirement I 2055 Fund—I Class

None

None

None

None

Retirement I 2060 Fund—I Class

None

None

None

None

Retirement Balanced I Fund—I Class

None

None

None

None

Science & Technology

over $100,000

over $100,000

None

$10,001-$50,000

Science & Technology Fund—Advisor Class

None

None

None

over $100,000

Science & Technology Fund—I Class

over $100,000

None

None

None

Short-Term

None

None

None

None

Short-Term Bond

None

None

None

$50,001-$100,000

Short-Term Bond Fund—Advisor Class

None

None

None

None

Short-Term Bond Fund—I Class

over $100,000

None

None

over $100,000

Short-Term Government

None

None

None

None

Small-Cap Index

None

None

None

None

Small-Cap Index Fund—I Class

None

None

None

None

Small-Cap Stock

None

None

None

None

Small-Cap Stock Fund—Advisor Class

None

None

None

None

Small-Cap Stock Fund—I Class

None

None

None

None

Small-Cap Value

$50,001-$100,000

None

None

None

Small-Cap Value Fund—Advisor Class

None

None

None

None

Small-Cap Value Fund—I Class

None

None

None

None

Spectrum Growth

over $100,000

None

over $100,000

$10,001-$50,000

Spectrum Income

over $100,000

over $100,000

None

None

Spectrum International

over $100,000

None

None

None

Summit Municipal Income

None

None

None

None

Summit Municipal Income Fund—Advisor Class

None

None

None

None

Summit Municipal Intermediate

None

None

None

None

100

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Summit Municipal Intermediate Fund—Advisor Class

None

None

None

None

Summit Municipal Money Market

None

None

None

None

Target 2005

None

None

None

None

Target 2005 Fund—Advisor Class

None

None

None

None

Target 2005 Fund—I Class

None

None

None

None

Target 2010

None

None

None

None

Target 2010 Fund—Advisor Class

None

None

None

None

Target 2010 Fund—I Class

None

None

None

None

Target 2015

None

None

None

None

Target 2015 Fund—Advisor Class

None

None

None

None

Target 2015 Fund—I Class

None

None

None

None

Target 2020

None

None

None

None

Target 2020 Fund—Advisor Class

None

None

None

None

Target 2020 Fund—I Class

None

None

None

None

Target 2025

None

None

None

None

Target 2025 Fund—Advisor Class

None

None

None

None

Target 2025 Fund—I Class

None

None

None

None

Target 2030

None

None

None

None

Target 2030 Fund—Advisor Class

None

None

None

None

Target 2030 Fund—I Class

None

None

None

None

Target 2035

None

None

None

None

Target 2035 Fund—Advisor Class

None

None

None

None

Target 2035 Fund—I Class

None

None

None

None

Target 2040

None

None

None

None

Target 2040 Fund—Advisor Class

None

None

None

None

Target 2040 Fund—I Class

None

None

None

None

Target 2045

None

None

None

None

Target 2045 Fund—Advisor Class

None

None

None

None

Target 2045 Fund—I Class

None

None

None

None

Target 2050

None

None

None

None

Target 2050 Fund—Advisor Class

None

None

None

None

Target 2050 Fund—I Class

None

None

None

None

Target 2055

None

None

None

None

Target 2055 Fund—Advisor Class

None

None

None

None

Target 2055 Fund—I Class

None

None

None

None

Target 2060

None

None

None

None

Target 2060 Fund—Advisor Class

None

None

None

None

Target 2060 Fund—I Class

None

None

None

None

Tax-Efficient Equity

None

None

None

None

Tax-Exempt Money

None

None

None

None

Tax-Free High Yield

None

None

over $100,000

None

101

      

Aggregate Holdings,
All Price Funds

 

Inside Directors

Bernard

Rogers*

Sharps

Wiese

over $100,000

over $100,000

over $100,000

over $100,000

Tax-Free High Yield Fund—Advisor Class

None

None

None

None

Tax-Free High Yield Fund—I Class

None

None

None

None

Tax-Free Income

None

None

None

None

Tax-Free Income Fund—Advisor Class

None

None

None

None

Tax-Free Short-Intermediate

None

None

None

None

Tax-Free Short-Intermediate Fund—Advisor Class

None

None

None

None

Tax-Free Short-Intermediate Fund—I Class

None

None

None

None

Total Equity Market Index

over $100,000

None

None

$10,001-$50,000

Total Return

None

None

None

None

Total Return Fund—Advisor Class

None

None

None

None

Total Return Fund—I Class

None

None

None

None

Treasury Reserve

None

None

None

None

U.S. Bond Enhanced Index

over $100,000

None

None

None

U.S. Large-Cap Core

None

None

None

None

U.S. Large-Cap Core Fund—Advisor Class

None

None

None

None

U.S. Large-Cap Core Fund—I Class

None

None

None

None

U.S. Treasury Intermediate

None

None

None

None

U.S. Treasury Long-Term

None

None

None

None

U.S. Treasury Money

over $100,000

over $100,000

over $100,000

over $100,000

Ultra Short-Term Bond

None

None

over $100,000

None

Value

None

over $100,000

None

None

Value Fund—Advisor Class

None

None

None

None

Value Fund—I Class

None

None

None

None

Virginia Tax-Free Bond

None

None

None

None

* Effective April 1, 2017, Brian C. Rogers was replaced by Robert W. Sharps as an inside director of certain Price Funds.

Portfolio Managers’ Holdings in the Price Funds

The following tables set forth ranges of holdings for each Price Fund’s portfolio manager. The portfolio manager serves as chairman of the fund’s Investment Advisory Committee and has day-to-day responsibility for managing the fund and executing the fund’s investment program. The column entitled “Range of Fund Holdings as of Fund’s Fiscal Year” shows the dollar range of shares beneficially owned (including shares held through the T. Rowe Price 401(k) plan and other T. Rowe Price retirement plans or deferred compensation plans) in the fund for which he or she serves as portfolio manager, as of the end of that fund’s most recent fiscal year. The column entitled “Range of Holdings in Investment Strategy as of Fund’s Fiscal Year” shows the dollar range of shares beneficially owned (including shares or units held through the T. Rowe Price 401(k) plan and other T. Rowe Price retirement plans or deferred compensation plans) in the fund, as well as all investment portfolios that are managed by the same portfolio manager and have investment objectives, policies, and strategies that are substantially similar to those of the fund. Substantially similar portfolios may include other Price Funds, such as institutional funds, T. Rowe Price common trust funds, and non-U.S. pooled investment vehicles, such as Societe d’Investissement a Capital Variable Funds (SICAVs). The range of holdings for all investment portfolios within the investment strategy is provided as of the end of the fund’s most recent fiscal year, regardless of the fiscal years of the other investment portfolios.

102

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

Africa & Middle East

Oliver D.M. Bell

None

None

Asia Opportunities

Eric C. Moffett

over $1,000,000

over $1,000,000

Balanced

Charles M. Shriver

$100,001–$500,000

$100,001–$500,000

Blue Chip Growth

Larry J. Puglia

over $1,000,000

over $1,000,000

Capital Appreciation

David R. Giroux

over $1,000,000

over $1,000,000

Capital Appreciation & Income

David R. Giroux

Steven D. Krichbaum

Paul M. Massaro

(b)

(b)

(b)

(b)

(b)

(b)

Capital Opportunity

Ann M. Holcomb

Jason B. Polun

Thomas H. Watson

$100,001–$500,000

None

(c)

$500,001–$1,000,000

$500,001–$1,000,000

(c)

Cash Reserves

Joseph K. Lynagh

$1-$10,000

$50,001–$100,000

Corporate Income

David A. Tiberii

$100,001–$500,000

$100,001–$500,000

Credit Opportunities

Rodney M. Rayburn

$100,001–$500,000

$100,001–$500,000

Diversified Mid-Cap Growth

Donald J. Easley

Donald J. Peters

$500,001–$1,000,000

over $1,000,000

$500,001–$1,000,000

over $1,000,000

Dividend Growth

Thomas J. Huber

over $1,000,000

over $1,000,000

Dynamic Global Bond

Arif Husain

None

$100,001–$500,000

Emerging Europe

Ulle Adamson

None

None

Emerging Markets Bond

Michael J. Conelius

$50,001–$100,000

$500,001–$1,000,000

Emerging Markets Corporate Bond

Samy B. Muaddi

$100,001–$500,000

$100,001–$500,000

Emerging Markets Local Currency Bond

Andrew Keirle

$10,001–$50,000

$50,001–$100,000

Emerging Markets Stock

Gonzalo Pangaro

over $1,000,000

over $1,000,000

Emerging Markets Value Stock

Ernest C. Yeung

$500,001–$1,000,000

$500,001–$1,000,000

Equity Income

John D. Linehan

$500,001–$1,000,000

over $1,000,000

Equity Index 500

Ken D. Uematsu

$1–$10,000

$10,001–$50,000

European Stock

Dean Tenerelli

None

$100,001–$500,000

Extended Equity Market Index

Ken D. Uematsu

$50,001–$100,000

$50,001–$100,000

Financial Services

Gabriel Solomon

$10,001–$50,000

$10,001–$50,000

Floating Rate

Paul M. Massaro

$100,001–$500,000

$100,001–$500,000

Global Allocation

Charles M. Shriver

$500,001–$1,000,000

$500,001–$1,000,000

Global Consumer

Jason Nogueira

$100,001-$500,000

None

Global Growth Stock

R. Scott Berg

$500,001–$1,000,000

over $1,000,000

Global High Income Bond

Michael Della Vedova

Mark J. Vaselkiv

None

None

None

None

Global Industrials

Peter J. Bates

$500,001–$1,000,000

$500,001–$1,000,000

Global Multi-Sector Bond

Steven C. Huber

$10,001–$50,000

$500,001–$1,000,000

Global Real Estate

Nina P. Jones

$50,001–$100,000

$50,001–$100,000

Global Stock

David J. Eiswert

over $1,000,000

over $1,000,000

Global Technology

Joshua K. Spencer

over $1,000,000

over $1,000,000

GNMA

Andrew C. McCormick

$100,001–$500,000

$100,001–$500,000

103

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

Government Money

Joseph K. Lynagh

$10,001–$50,000

$10,001–$50,000

Growth & Income

Jeffrey Rottinghaus

None

over $1,000,000

Growth Stock

Joseph B. Fath

None

$100,001–$500,000

Health Sciences

Ziad Bakri

$100,001–$500,000

$100,001–$500,000

High Yield

Mark J. Vaselkiv

None

$500,001–$1,000,000

Inflation Protected Bond

Stephen L. Bartolini

$100,001–$500,000

$100,001–$500,000

Institutional Africa & Middle East

Oliver D.M. Bell

None

None

Institutional Cash Reserves

Joseph K. Lynagh

None

$10,001–$50,000

Institutional Core Plus

Brian J. Brennan

$100,001–$500,000

$100,001–$500,000

Institutional Credit Opportunities

Rodney M. Rayburn

$50,001–$100,000

$100,001–$500,000

Institutional Emerging Markets Bond

Michael J. Conelius

$100,001–$500,000

$500,001–$1,000,000

Institutional Emerging Markets Equity

Gonzalo Pangaro

None

over $1,000,000

Institutional Floating Rate

Paul M. Massaro

$50,001–$100,000

$100,001–$500,000

Institutional Frontier Markets Equity

Oliver D.M. Bell

None

None

Institutional Global Focused Growth Equity

David J. Eiswert

$500,001–$1,000,000

over $1,000,000

Institutional Global Growth Equity

R. Scott Berg

over $1,000,000

over $1,000,000

Institutional Global Multi-Sector Bond

Steven C. Huber

$500,001–$1,000,000

$500,001–$1,000,000

Institutional Global Value Equity

Sebastien Mallet

None

$10,001–$50,000

Institutional High Yield

Mark J. Vaselkiv

$500,001–$1,000,000

$500,001–$1,000,000

Institutional International Bond

Arif Husain

Kenneth A. Orchard

None

None

None

$10,001-$50,000

Institutional International Concentrated Equity

Federico Santilli

None

None

Institutional International Core Equity

Raymond A. Mills

None

over $1,000,000

Institutional International Growth Equity

Richard N. Clattenburg

None

$100,001–$500,000

Institutional Large-Cap Core Growth

Larry J. Puglia

None

over $1,000,000

Institutional Large-Cap Growth

Taymour R. Tamaddon

$500,001-$1,000,000

$500,001-$1,000,000

Institutional Large-Cap Value

Mark S. Finn

John D. Linehan

Heather K. McPherson

$500,001–$1,000,000

$500,001–$1,000,000

over $1,000,000

$500,001–$1,000,000

$500,001–$1,000,000

over $1,000,000

Institutional Long Duration Credit

David A. Tiberii

$50,001–$100,000

$50,001–$100,000

Institutional Mid-Cap Equity Growth

Brian W.H. Berghuis

over $1,000,000

over $1,000,000

Institutional Small-Cap Stock

Frank M. Alonso

$500,001-$1,000,000

$500,001-$1,000,000

104

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

Institutional U.S. Structured Research

Ann M. Holcomb

Jason B. Polun

Thomas H. Watson

None

None

(c)

$500,001–$1,000,000

$500,001–$1,000,000

(c)

Intermediate Tax-Free High Yield

James M. Murphy

$50,001–$100,000

$50,001–$100,000

International Bond

Arif Husain

Kenneth A. Orchard

None

None

None

$10,001–$50,000

International Bond Fund (USD Hedged)

Arif Husain

Kenneth A. Orchard

(d)

(d)

None

$10,001-$50,000

International Concentrated Equity

Federico Santilli

None

None

International Discovery

Justin Thomson

$500,001–$1,000,000

$500,001–$1,000,000

International Equity Index

Neil Smith

None

None

International Stock

Richard N. Clattenburg

None

$10,001–$50,000

International Value Equity

Jonathan H.W. Matthews

$10,001–$50,000

$10,001–$50,000

Japan

Archibald Ciganer

None

None

Latin America

Verena E. Wachnitz

$100,001–$500,000

$100,001–$500,000

Limited Duration Inflation Focused Bond

Stephen L. Bartolini

$10,001–$50,000

$10,001–$50,000

Media & Telecommunications

Paul D. Greene II

$100,001–$500,000

$100,001–$500,000

Mid-Cap Growth

Brian W.H. Berghuis

over $1,000,000

over $1,000,000

Mid-Cap Value

David J. Wallack

None

over $1,000,000

Multi-Strategy Total Return

Richard de los Reyes

Stefan Hubrich

(e)

(e)

(e)

(e)

New America Growth

Justin White

$100,001-$500,000

$100,001–$500,000

New Asia

Anh Lu

$500,001–$1,000,000

$500,001–$1,000,000

New Era

Shawn T. Driscoll

$100,001–$500,000

$100,001–$500,000

New Horizons

Henry M. Ellenbogen

over $1,000,000

over $1,000,000

New Income

Daniel O. Shackelford

$10,001–$50,000

$100,001–$500,000

Overseas Stock

Raymond A. Mills

None

over $1,000,000

Personal Strategy Balanced

Charles M. Shriver

$50,001–$100,000

$100,001–$500,000

Personal Strategy Growth

Charles M. Shriver

$100,001–$500,000

$100,001–$500,000

Personal Strategy Income

Charles M. Shriver

$50,001–$100,000

$100,001–$500,000

QM Global Equity

Sudhir Nanda

None

None

QM U.S. Small & Mid-Cap Core Equity

Vinit Agrawal

Prashant Jeyaganesh

Sudhir Nanda

(f)

(f)

(f)

(f)

(f)

(f)

QM U.S. Small-Cap Growth Equity

Sudhir Nanda

$100,001–$500,000

$100,001–$500,000

QM U.S. Value Equity

Farris G. Shuggi

None

None

Real Assets

Wyatt A. Lee

$1–$10,000

$10,001–$50,000

Real Estate

David M. Lee

$100,001–$500,000

$100,001–$500,000

Science & Technology

Kennard W. Allen

over $1,000,000

over $1,000,000

Short-Term Bond

Michael F. Reinartz

None

None

Small-Cap Stock

Frank M. Alonso

None

$500,001–$1,000,000

105

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

Small-Cap Value

J. David Wagner

$100,001–$500,000

over $1,000,000

Spectrum Growth

Charles M. Shriver

$100,001–$500,000

$100,001–$500,000

Spectrum Income

Charles M. Shriver

$100,001–$500,000

$100,001–$500,000

Spectrum International

Charles M. Shriver

$100,001–$500,000

$100,001–$500,000

Summit Municipal Income

Konstantine B. Mallas

$100,001–$500,000

$100,001–$500,000

Summit Municipal Intermediate

Charles B. Hill

$500,001–$1,000,000

$500,001–$1,000,000

Summit Municipal Money Market

Joseph K. Lynagh

None

$1–$10,000

Tax- Efficient Equity

Donald J. Peters

over $1,000,000

over $1,000,000

Tax- Exempt Money

Joseph K. Lynagh

$1–$10,000

$1–$10,000

Tax- Free High Yield

James M. Murphy

$100,001–$500,000

$100,001–$500,000

Tax- Free Income

Konstantine B. Mallas

$100,001–$500,000

$100,001–$500,000

Tax- Free Short-Intermediate

Charles B. Hill

$1–$10,000

$10,001–$50,000

Total Equity Market Index

Ken D. Uematsu

$1–$10,000

$1–$10,000

Total Return

Christopher P. Brown, Jr.

Andrew C. McCormick

$100,001–$500,000

over $1,000,000

$100,001–$500,000

over $1,000,000

U.S. Bond Enhanced Index

Robert M. Larkins

None

$10,001–$50,000

U.S. High Yield

Kevin Loome

None

None

U.S. Large-Cap Core

Jeffrey Rottinghaus

over $1,000,000

over $1,000,000

U.S. Treasury Intermediate

Brian J. Brennan

$10,001–$50,000

$10,001–$50,000

U.S. Treasury Long-Term

Brian J. Brennan

$10,001–$50,000

$10,001–$50,000

U.S. Treasury Money

Joseph K. Lynagh

$1–$10,000

$10,001–$50,000

Ultra Short-Term Bond

Joseph K. Lynagh

$100,001–$500,000

$100,001–$500,000

Value

Mark S. Finn

over $1,000,000

over $1,000,000

(a) See table beginning on page 11 for the fiscal year of the funds. The range of fund holdings as of the fund’s fiscal year is updated concurrently with each fund’s prospectus date as shown in the table beginning on page 11.

(b) It is anticipated that the fund will incept on November 7, 2017; therefore the range of holdings is not yet available.

(c) On May 1, 2017, Thomas H. Watson replaced Eric L. Veiel as co-portfolio manager of the fund. The range of holdings is not yet available.

(d) The fund incepted on September 12, 2017; therefore the range of holdings is not yet available.

(e) It is anticipated that the fund will incept on February 1, 2018; therefore the range of holdings is not yet available.

(f) On June 1, 2017, Vinit Agrawal, Prashant Jeyaganesh, and Sudhir Nanda became co-portfolio managers of the fund replacing Boyko Atanassov. The range of fund holdings is not yet available.

The following funds are generally designed to be sold to persons residing in the state referenced in the fund’s name. Since the portfolio managers reside in Maryland, they do not typically invest in funds designed to provide tax benefits for residents of other states.

106

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

California Tax-Free Bond

Konstantine B. Mallas

None

$50,001–$100,000

California Tax-Free Money

Joseph K. Lynagh

None

$1–$10,000

Georgia Tax-Free Bond

Hugh D. McGuirk

None

$500,001–$1,00,000

Maryland Short-Term Tax-Free Bond

Charles B. Hill

$1–$10,000

$10,001–$50,000

Maryland Tax-Free Bond

Hugh D. McGuirk

$500,001–$1,000,000

$500,001–$1,000,000

Maryland Tax-Free Money

Joseph K. Lynagh

$1–$10,000

$1–$10,000

New Jersey Tax-Free Bond

Konstantine B. Mallas

None

$50,001–$100,000

New York Tax-Free Bond

Konstantine B. Mallas

None

$50,001–$100,000

New York Tax-Free Money

Joseph K. Lynagh

None

$1–$10,000

Virginia Tax-Free Bond

Hugh D. McGuirk

None

$500,001–$1,000,000

(a) See table beginning on page 11 for the fiscal year of the funds. The range of fund holdings as of the fund’s fiscal year is updated concurrently with each fund’s prospectus date as shown in the table beginning on page 11.

The following Target Date Funds are designed to provide a diversified portfolio that becomes more conservative over time based on an expected retirement year.

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s
Fiscal Yeara

Range of Holdings in Investment Strategy as
of Fund’s Fiscal Yeara

Retirement 2005

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2010

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2015

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2020

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2025

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2030

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2035

Jerome A. Clark

Wyatt A. Lee

None

$10,001–$50,000

over $1,000,000

over $1,000,000

Retirement 2040

Jerome A. Clark

Wyatt A. Lee

None

$100,001–$500,000

over $1,000,000

over $1,000,000

Retirement 2045

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2050

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2055

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement 2060

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement Balanced

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2005 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2010 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

107

    

Fund

Portfolio Manager

Range of Fund
Holdings as of Fund’s
Fiscal Yeara

Range of Holdings in Investment Strategy as
of Fund’s Fiscal Yeara

Retirement I 2015 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2020 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2025 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2030 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2035 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2040 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2045 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2050 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2055 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement I 2060 Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement Balanced I Fund—I Class

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

over $1,000,000

Retirement Income 2020

Jerome A. Clark

Wyatt A. Lee

(b)

(b)

over $1,000,000

over $1,000,000

Target 2005

Jerome A. Clark

Wyatt A. Lee

None

None

over $1,000,000

None

Target 2010

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2015

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2020

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2025

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2030

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2035

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2040

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2045

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2050

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2055

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

Target 2060

Jerome A. Clark

Wyatt A. Lee

None

None

None

None

(a) See table beginning on page 11 for the fiscal year of the funds. The range of fund holdings as of the fund’s fiscal year is updated concurrently with each fund’s prospectus date as shown in the table beginning on page 11.

(b) The fund incepted on May 25, 2017; therefore, the range of fund holdings is not yet available.

108

The following funds are not available for direct purchase by members of the public. Therefore, the portfolio manager is not permitted to invest directly in the fund.

    

Fund

Portfolio Manager

Range of Fund
Holdings as
of Fund’s
Fiscal Yeara

Range of Holdings in Investment Strategy as of Fund’s Fiscal Yeara

Emerging Markets Corporate Multi-Sector Account Portfolio

Samy B. Muaddi

None

$100,001–$500,000

Emerging Markets Local Multi-Sector Account Portfolio

Andrew Keirle

None

$50,001–$100,000

Floating Rate Multi-Sector Account Portfolio

Paul M. Massaro

None

$100,001–$500,000

Government Reserve

Joseph K. Lynagh

None

$10,001–$50,000

High Yield Multi-Sector Account Portfolio

Mark J. Vaselkiv

None

$500,001–$1,000,000

Investment-Grade Corporate Multi-Sector Account Portfolio

Steve Boothe

None

None

Mid-Cap Index

Ken D. Uematsu

None

None

Mortgage-Backed Securities Multi-Sector Account Portfolio

Andrew C. McCormick

None

None

Short-Term

Joseph K. Lynagh

None

None

Short-Term Government

Joseph K. Lynagh

(b)

None

Small-Cap Index

Ken D. Uematsu

None

None

Treasury Reserve

Joseph K. Lynagh

None

None

(a) See table beginning on page 11 for the fiscal year of the funds. The range of fund holdings as of the fund’s fiscal year is updated concurrently with each fund’s prospectus date as shown in the table beginning on page 11.

(b) The fund has not incepted, therefore, the range of fund holdings is not yet available.

Portfolio Manager Compensation

Portfolio manager compensation consists primarily of a base salary, a cash bonus, and an equity incentive that usually comes in the form of restricted stock grant. Compensation is variable and is determined based on the following factors.

Investment performance over 1-, 3-, 5-, and 10-year periods is the most important input. The weightings for these time periods are generally balanced and are applied consistently across similar strategies. T. Rowe Price (and Price Hong Kong, Price Singapore, and T. Rowe Price International, as appropriate), evaluate performance in absolute, relative, and risk-adjusted terms. Relative performance and risk-adjusted performance are typically determined with reference to the broad-based index (e.g., S&P 500 Index) and the Lipper index (e.g., Large-Cap Growth) set forth in the total returns table in the fund’s prospectus, although other benchmarks may be used as well. Investment results are also measured against comparably managed funds of competitive investment management firms. The selection of comparable funds is approved by the applicable investment steering committee (as described under the “Disclosure of Fund Portfolio Information” section) and is the same as the selection presented to the directors of the Price Funds in their regular review of fund performance. Performance is primarily measured on a pretax basis though tax efficiency is considered and is especially important for the Tax-Efficient Equity Fund.

Compensation is viewed with a long-term time horizon. The more consistent a manager’s performance over time, the higher the compensation opportunity. The increase or decrease in a fund’s assets due to the purchase or sale of fund shares is not considered a material factor. In reviewing relative performance for fixed-income funds, a fund’s expense ratio is usually taken into account. Contribution to T. Rowe Price’s overall investment process is an important consideration as well. Leveraging ideas and investment insights across the global investment platform; working effectively with and mentoring others; and other contributions to our clients,

109

the firm, or our culture are important components of T. Rowe Price’s long-term success and are generally taken into consideration.

All employees of T. Rowe Price, including portfolio managers, participate in a 401(k) plan sponsored by T. Rowe Price Group. In addition, all employees are eligible to purchase T. Rowe Price common stock through an employee stock purchase plan that features a limited corporate matching contribution. Eligibility for and participation in these plans is on the same basis for all employees. Finally, all vice presidents of T. Rowe Price Group, including all portfolio managers, receive supplemental medical/hospital reimbursement benefits.

This compensation structure is used when evaluating the performance of all portfolios (including the Price Funds) managed by the portfolio manager.

Assets Under Management

The following table sets forth the number and total assets of the mutual funds and accounts managed by the Price Funds’ portfolio managers as of the most recent fiscal year end of the funds they manage, unless otherwise indicated. All of the assets of the funds that have multiple portfolio managers are shown as being allocated to all managers of those funds. There are no accounts for which the advisory fee is based on the performance of the account.

       
 

Registered Investment
Companies

Other Pooled Investment
Vehicles

Other Accounts

Portfolio Manager

Number

Total Assets

Number

Total Assets

Number

Total Assets

Ulle Adamson

1

164,240,002

1

6,991,325

0

—

Vinit Agrawal(a)

—

—

—

—

—

—

Kennard Allen

4

4,803,188,721

0

—

0

—

Frank M. Alonso

4

13,270,995,867

2

1,295,432,404

3

755,726,422

Ziad Bakri

6

12,313,445,286

0

—

1

90,606,612

Stephen L. Bartolini

2

8,614,621,826

1

996,407,325

0

—

Peter J. Bates

1

16,095,069

0

—

0

—

Oliver D.M. Bell

3

336,440,473

2

20,963,805

0

—

R. Scott Berg

2

439,767,611

13

2,484,807,521

6

1,172,687,691

Brian W.H. Berghuis

9

41,484,621,253

1

1,121,899,939

7

1,757,068,989

Steve Boothe

0

—

1

22,087,950

1

12,240,267

Brian J. Brennan

3

1,960,054,653

5

3,575,750,097

2

925,846,923

Christopher P. Brown, Jr.

1

400,426,986

0

—

0

—

Archibald Ciganer

1

420,719,524

3

37,700,531

2

341,213,310

Jerome A. Clark

95

180,209,641,617

35

51,680,200,034

0

—

Richard N. Clattenburg

5

15,396,674,400

1

2,033,348,957

0

—

Michael J. Conelius

2

6,731,843,340

6

2,162,243,354

0

—

Richard de los Reyes(b)

—

—

—

—

—

—

Michael Della Vedova

1

61,334,202

3

9,289,156,358

1

9,014,511

Shawn T. Driscoll

2

4,150,055,534

2

456,203,949

2

102,637,575

Donald J. Easley

5

2,428,514,103

0

—

3

110,908,687

David J. Eiswert

3

646,973,809

8

1,181,122,136

6

3,064,247,347

Henry M. Ellenbogen

1

16,741,610,876

1

1,395,306,287

8

1,801,940,265

Joseph B. Fath

11

58,905,834,683

2

6,287,696,672

8

2,048,009,748

Mark S. Finn

8

15,655,050,005

4

6,834,622,669

30

5,456,845,018

David R. Giroux

7

40,624,908,417

1

426,693,507

0

—

Paul D. Greene II

2

4,094,997,162

0

—

0

—

Charles B. Hill

4

7,028,289,745

2

312,462,569

10

1,889,100,752

Ann M. Holcomb

3

5,460,590,765

6

3,067,265,446

25

9,383,057,885

110

       
 

Registered Investment
Companies

Other Pooled Investment
Vehicles

Other Accounts

Portfolio Manager

Number

Total Assets

Number

Total Assets

Number

Total Assets

Steven C. Huber

2

403,464,948

1

285,080,468

2

418,575,188

Thomas J. Huber

2

7,760,400,171

0

—

1

118,068,330

Stefan Hubrich(b)

—

—

—

—

—

—

Arif Husain

5

33,890,946,265

14

6,002,256,351

1

161,906,554

Prashant Jeyaganesh(a)

—

—

—

—

—

—

Nina P. Jones

1

234,420,194

1

37,874,545

0

—

Andrew Keirle

2

272,591,570

1

12,157,811

0

—

Steven D. Krichbaum(c)

—

—

—

—

—

—

Robert M. Larkins

1

676,465,792

2

1,374,449,926

14

1,772,064,492

David M. Lee

2

6,389,072,232

0

—

0

—

Wyatt A. Lee

39

154,224,346,966

29

43,676,751,939

0

—

John D. Linehan

15

42,168,170,990

6

9,141,522,636

31

6,037,736,624

Kevin Loome

1

24,980,000

1

97,920,000

—

—

Anh Lu

1

2,667,512,344

4

1,282,320,664

0

—

Joseph K. Lynagh

14

40,767,167,643

3

2,921,904,992

3

542,866,396

Konstantine B. Mallas

5

5,262,344,353

0

—

4

81,012,816

Sebastien Mallet

1

8,909,962

2

25,178,569

0

—

Paul M. Massaro

3

5,937,791,496

3

775,975,793

14

6,350,306,083

Jonathan H.W. Matthews

1

11,641,629,896

1

1,667,833,587

0

—

Andrew C. McCormick

4

73,213,142,241

0

—

0

—

Hugh D. McGuirk

2

2,508,044,534

0

—

10

715,051,613

Heather K. McPherson

6

11,209,191,146

2

1,390,886,048

25

4,384,750,828

Raymond A. Mills

5

12,224,929,567

1

1,995,347,680

3

1,398,396,191

Eric C. Moffett

1

29,730,897

1

2,563,871

0

—

Samy B. Muaddi

2

90,469,521

3

223,870,307

0

—

James M. Murphy

3

4,939,367,658

0

—

0

—

Sudhir Nanda

3

3,981,921,678

0

—

0

—

Jason Nogueira

1

7,383,711

0

—

0

—

Kenneth A. Orchard

0

—

1

4,980,108

0

—

Gonzalo Pangaro

1

8,734,776,138

5

4,507,960,941

5

1,515,580,225

Donald J. Peters

6

2,652,679,604

0

—

14

1,980,162,046

Jason B. Polun

3

5,460,590,765

6

7,686,320,068

25

9,383,057,885

Larry J. Puglia

9

43,494,911,127

11

6,450,222,383

17

4,345,108,081

Rodney M. Rayburn

2

72,921,958

1

26,067,301

0

—

Michael F. Reinartz

8

10,250,121,086

2

7,439,048,080

10

1,665,445,171

Jeffrey Rottinghaus

2

1,976,624,829

3

367,059,139

0

—

Federico Santilli

2

301,434,272

1

1,880,221

0

—

Daniel O. Shackelford

6

77,143,083,224

2

5,489,877,779

8

1,222,774,085

Charles M. Shriver

25

39,780,438,690

17

3,556,856,346

6

1,500,482,483

Farris G. Shuggi

1

16,919,750

0

—

0

—

Neil Smith

1

526,814,432

1

481,254,677

0

—

Gabriel Solomon

1

743,780,948

0

—

0

—

Joshua K. Spencer

2

3,491,252,666

3

1,121,635,451

3

921,003,278

Taymour R. Tamaddon

7

19,513,078,569

8

2,989,928,330

47

10,620,207,425

Dean Tenerelli

1

1,127,517,120

6

1,101,011,424

4

938,842,990

111

       
 

Registered Investment
Companies

Other Pooled Investment
Vehicles

Other Accounts

Portfolio Manager

Number

Total Assets

Number

Total Assets

Number

Total Assets

Justin Thomson

1

4,221,706,318

2

514,048,641

3

242,177,972

David A. Tiberii

3

1,079,805,760

2

225,207,735

5

3,217,341,913

Ken D. Uematsu

5

29,863,040,644

2

6,060,721,808

0

—

Mark J. Vaselkiv

6

12,005,374,497

3

2,552,291,743

1

179,618,022

Verena E. Wachnitz

1

494,879,265

2

41,778,630

0

—

J. David Wagner

6

11,112,565,373

1

1,209,460,293

2

285,045,277

David J. Wallack

3

14,928,231,514

1

1,458,623,380

1

21,266,932

Thomas H. Watson(d)

—

—

—

—

—

—

Justin White

4

4,479,259,722

0

—

0

—

Ernest C. Yeung

1

19,523,370

1

2,540,388

0

—

(a) The individuals assumed co-portfolio management responsibilities of a mutual fund on June 1, 2017. The information on other managed accounts is not yet available.

It is

(b) anticipated that the individual will assume co-portfolio management responsibilities of a mutual fund on February 1, 2018. The information on other managed accounts is not yet available.

(c) It is anticipated that the individual will assume co-portfolio management responsibilities of a mutual fund on November 7, 2017. The information on other managed accounts is not yet available.

The individual assumed

(d) co-portfolio management responsibilities of a mutual fund on May 1, 2017. The information on other managed accounts is not yet available.

Conflicts of Interest

Portfolio managers at T. Rowe Price and its affiliates may manage multiple accounts. These accounts may include, among others, mutual funds, separate accounts (assets managed on behalf of institutions such as pension funds, colleges and universities, and foundations), offshore funds and common trust funds. Portfolio managers make investment decisions for each portfolio based on the investment objectives, policies, practices, and other relevant investment considerations that the managers believe are applicable to that portfolio. Consequently, portfolio managers may purchase (or sell) securities for one portfolio and not another portfolio. T. Rowe Price and its affiliates have adopted brokerage and trade allocation policies and procedures which they believe are reasonably designed to address any potential conflicts associated with managing multiple accounts for multiple clients. Also, as disclosed under the “Portfolio Manager Compensation” section, the portfolio managers’ compensation is determined in the same manner with respect to all portfolios managed by the portfolio manager. Please see the “Portfolio Transactions” section of this SAI for more information on our brokerage and trade allocation policies.

The Price Funds may, from time to time, own shares of Morningstar, Inc. Morningstar is a provider of investment research to individual and institutional investors, and publishes ratings on mutual funds, including the Price Funds. T. Rowe Price manages the Morningstar retirement plan and T. Rowe Price and its affiliates pay Morningstar for a variety of products and services. In addition, Morningstar may provide investment consulting and investment management services to clients of T. Rowe Price or its affiliates.

Since the Price Funds and other accounts have different investment objectives or strategies, potential conflicts of interest may arise in executing investment decisions or trades among client accounts. For example, if T. Rowe Price purchases a security for one account and sells the same security short (either directly or through derivatives, such as total return equity swaps) for another account, such a trading pattern could disadvantage either the account that is long or short. It is possible that short sale activity could adversely affect the market value of long positions in one or more Price funds (and vice versa), and create potential trading conflicts, such as when long and short positions are being executed at the same time. To mitigate these potential conflicts of interest, T. Rowe Price has implemented policies and procedures requiring trading and investment decisions to be made in accordance with T. Rowe Price’s fiduciary duties to all accounts, including the Price Funds. Pursuant to these policies, portfolio managers are generally prohibited from managing multiple strategies where they hold the same security long in one strategy and short in another, except in certain circumstances,

112

including where an investment oversight committee has specifically reviewed and approved the holdings or strategy. Additionally, T. Rowe Price has implemented policies and procedures that it believes are reasonably designed to ensure the fair and equitable allocation of trades, both long and short, to minimize the impact of trading activity across client accounts. T. Rowe Price monitors short sales to determine whether its procedures are working as intended and that such short sale activity is not materially impacting our trade executions and long positions for other clients.

PRINCIPAL HOLDERS OF SECURITIES

As of December 31, 2016, none of the independent directors or their immediate family members owned beneficially or of record any securities of T. Rowe Price (the Price Fund’s investment adviser), Investment Services (the Price Funds’ distributor), or any person controlling, controlled by, or under common control with T. Rowe Price or Investment Services.

As of August 31, 2017, the directors and executive officers of the funds, as a group, owned less than 1% of the outstanding shares of any fund, except as shown in the following table.

  

Fund

%

Asia Opportunities

4.2

Cash Reserves

2.7

Emerging Markets Value Stock

1.7

Global Consumer

7.6

Global Growth Stock

1.4

Global Industrials

1.3

Institutional Global Focused Growth Equity

11.7

Institutional Global Multi-Sector Bond

3.9

Institutional Global Value Equity

2.3

Maryland Short-Term Tax-Free Bond

3.6

Tax-Efficient Equity

5.2

Total Return

3.4

Ultra Short-Term Bond

1.6

U.S. Treasury Money

1.2

113

As of August 31, 2017, the following shareholders of record owned more than 5% of the outstanding shares of the indicated funds and/or classes.

     

FUND

 

SHAREHOLDER

 

%

AFRICA & MIDDLE EAST FUND

 

NATIONAL FINANCIAL SERVICES

 

17.08

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

499 WASHINGTON BLVD FL 5

 

 

 

 

JERSEY CITY NJ 07310-2010

 

 

AFRICA & MIDDLE EAST FUND—I CLASS

 

TRUSTEES OF T ROWE PRICE

 

96.07(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

 

P O BOX 89000

 

 

 

 

BALTIMORE MD 21289-0001

 

 

ASIA OPPORTUNITIES FUND

 

NATIONAL FINANCIAL SERVICES

 

6.63

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

15.43

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

 

100 EAST PRATT ST

 

 

 

 

BALTIMORE MD 21202-1009

 

 

ASIA OPPORTUNITIES FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

19.88

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

76.94(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

ASIA OPPORTUNITIES FUND—I CLASS

 

ERIC C MOFFETT

 

34.45(a)

 

 

MIRI C MOFFETT JT TEN

 

 

 

   

 

 

 

PERSHING LLC

 

12.72

 

 

1 PERSHING PLZ

 

 

 

 

JERSEY CITY NJ 07399-0002

 

 

 

   

 

 

 

ROBERT S KAPLAN

 

12.97

 

 

JAMIE SCHUVAL JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

7.62

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

32.25(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

114

     

FUND

 

SHAREHOLDER

 

%

BALANCED FUND

 

NATIONAL FINANCIAL SERVICES

 

6.20

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

28.16(c)

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

 

 

PO BOX 17215

 

 

 

 

BALTIMORE MD 21297-1215

 

 

BALANCED FUND—I CLASS

 

T ROWE PRICE RPS INC

 

10.88

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP BALANCED - I

 

 

 

   

 

 

 

UBATCO & CO

 

17.09

 

 

FBO COLLEGE SAVINGS GROUP

 

 

 

 

PO BOX 82535

 

 

 

 

LINCOLN NE 68501-2535

 

 

 

   

 

 

 

UBATCO & CO FBO ACES TRUST FUND

 

21.83

 

 

6811 S 27TH ST

 

 

 

 

LINCOLN NE 68512-4823

 

 

BLUE CHIP GROWTH FUND

 

CHARLES SCHWAB & CO INC

 

7.73

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

 

211 MAIN ST

 

 

 

 

SAN FRANCISCO CA 94105-1905

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

14.67

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RET PLAN SVCS TR

 

6.94

 

 

BLUE CHIP GROWTH FUND

 

 

 

 

ATTN ASSET RECONCILATIONS

 

 

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

9.68

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

 

 

2801 MARKET ST

 

 

 

 

SAINT LOUIS MO 63103-2523

 

 

115

     

FUND

 

SHAREHOLDER

 

%

BLUE CHIP GROWTH FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

15.87

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY

 

5.67

 

 

FBO EMPLOYEE BENEFITS CLIENTS

 

 

 

 

ATTN MUTUAL FUND TRADING 2T2

 

 

 

 

8515 E ORCHARD RD

 

 

 

 

ENGLEWOOD CO 80111-5002

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

14.44

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

5.99

 

 

INSPER 401K

 

 

 

 

PO BOX 48529

 

 

 

 

ATLANTA GA 30362-1529

 

 

BLUE CHIP GROWTH FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

7.00

 

 

ATTN MUTUAL FUNDS

 

 

 

   

 

 

 

EDWARD D JONES & CO

 

24.90

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

 

12555 MANCHESTER RD

 

 

 

 

SAINT LOUIS MO 63131-3729

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

7.68

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

4 CHASE METROTECH CTR

 

 

 

 

BROOKLYN NY 11245-0003

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

16.63

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.45

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.06

 

 

OUR CUSTOMERS

 

 

 

 

PO BOX 2226

 

 

 

 

OMAHA NE 68103-2226

 

 

116

     

FUND

 

SHAREHOLDER

 

%

BLUE CHIP GROWTH FUND—R CLASS

 

DCGT AS TTEE AND/OR CUST

 

8.53

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS

 

 

 

 

711 HIGH ST

 

 

 

 

DES MOINES IA 50392-0001

 

 

 

   

 

 

 

SAMMONS FINANCIAL NETWORK LLC

 

5.87

 

 

4546 CORPORATE DR STE 100

 

 

 

 

WEST DES MOINES IA 50266-5911

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

19.65

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

 

1 LINCOLN ST

 

 

 

 

BOSTON MA 02111-2901

 

 

 

   

 

 

 

STATE STREET BANK TRUST CO

 

5.81

 

 

NFS LLC FEBO

 

 

 

 

TTEE VARIOUS RETIREMENT PLANS

 

 

 

 

440 MAMARONECK AVE

 

 

 

 

HARRISON NY 10528-2418

 

 

CALIFORNIA TAX-FREE BOND FUND

 

CHARLES SCHWAB & CO INC

 

7.59

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.95

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

CALIFORNIA TAX-FREE BOND FUND—I CLASS

 

ALICE N BESSMAN OR

 

9.05

 

 

ELLEN BESSMAN MILLER TRS

 

 

 

 

THE BESSMAN TRUST AGREEMENT

 

 

 

   

 

 

 

ANTON YERGAT TR

 

29.04(a)

 

 

ANTON YERGAT LIVING TRUST

 

 

 

   

 

 

 

DANIEL G JENSEN

 

14.10

 

 

EVELYN H JENSEN TRS

 

 

 

 

DANIEL G JENSEN & EVELYN H JENSEN

 

 

 

 

FAM TRUST

 

 

 

   

 

 

 

ERIN O'ROURKE

 

6.10

 

   

 

 

 

JAMES B HARTLE

 

6.88

 

 

MARY JO HARTLE TRS

 

 

 

 

THE HARTLE LIVING TRUST

 

 

 

   

 

 

 

NICHOLAS A ORUM

 

5.79

 

 

CAREN MAYER ORUM TRS

 

 

 

 

ORUM FAMILY TRUST

 

 

117

     

FUND

 

SHAREHOLDER

 

%

CALIFORNIA TAX-FREE MONEY FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

CAPITAL APPRECIATION FUND

 

CHARLES SCHWAB & CO INC

 

11.46

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

12.44

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.11

 

   

 

 

 

TD AMERITRADE INC FBO

 

5.31

 

 

OUR CUSTOMERS

 

 

CAPITAL APPRECIATION FUND—ADVISOR CLASS

 

AMERITAS LIFE INSURANCE CORP

 

6.19

 

 

SEPARATE ACCOUNT G

 

 

 

 

5900 O STREET

 

 

 

 

LINCOLN NE 68510-2234

 

 

 

   

 

 

 

CHARLES SCHWAB & CO INC

 

27.69(a)

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

23.63

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

UMB BANK N/A

 

7.66

 

 

FBO FIDUCIARY FOR TAX DEFERRED

 

 

 

 

ACCOUNTS

 

 

 

 

1 SW SECURITY BENEFIT PL

 

 

 

 

TOPEKA KS 66636-0001

 

 

CAPITAL APPRECIATION FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

20.41

 

 

ATTN MUTUAL FUNDS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

16.17

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PFPC INC AS AGENT FOR PFPC TRUST

 

6.27

 

 

FBO MORNINGSTAR WRAP PROGRAM

 

 

 

 

CUSTOMERS

 

 

 

 

760 MOORE RD

 

 

 

 

KING OF PRUSSIA PA 19406-1212

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

9.24

 

 

OUR CUSTOMERS

 

 

118

     

FUND

 

SHAREHOLDER

 

%

CAPITAL OPPORTUNITY FUND

 

MAC & CO

 

20.03

 

 

ATTN MUTUAL FUND OPERATIONS

 

 

 

 

500 GRANT STREET ROOM 151-1010

 

 

 

 

PITTSBURGH PA 15219-2502

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

15.74

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

CAPITAL OPPORTUNITY FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

16.99

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

FIIOC AS AGENT FBO

 

14.91

 

 

SHEPHERD ELECTRIC COMPANY INC

 

 

 

 

401K AND PROFIT SHARING PLAN

 

 

 

 

100 MAGELLAN WAY # KW1C

 

 

 

 

COVINGTON KY 41015-1987

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

22.79

 

 

RETIREMENT PLANS SERVICED BY METLIFE

 

 

 

 

C/O FASCORE LLC

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

19.76

 

 

OUR CUSTOMERS

 

 

CAPITAL OPPORTUNITY FUND—I CLASS

 

COMFORT & CO

 

8.38

 

 

FBO OLD POINT FINANCIAL 401(K) PSP

 

 

 

 

11780 JEFFERSON AVE STE D

 

 

 

 

NEWPORT NEWS VA 23606-1926

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

66.24(a)

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

 

FBO PARTICIPATING RETIREMENT PLANS

 

 

 

 

NTC-PLNS

 

 

 

 

PO BOX 182029

 

 

 

 

COLUMBUS OH 43218-2029

 

 

119

     

FUND

 

SHAREHOLDER

 

%

CAPITAL OPPORTUNITY FUND—R CLASS

 

CAPITAL BANK & TRUST COMPANY TTEE F

 

12.19

 

 

JEFF WYLER AUTO FAMILY INC RSP 401K

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

CAPITAL BANK & TRUST COMPANY TTEE F

 

18.15

 

 

MACHINERY SYSTEMS INC EMPLOYEES PSP

 

 

 

   

 

 

 

DCGT AS TTEE AND/OR CUST

 

6.71

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

22.58

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

   

 

 

 

RELIANCE TRUST CO., CUSTODIAN

 

5.88

 

 

FBO MASSMUTUAL OMNIBUS PPL/SMF

 

 

 

 

PO BOX 48529

 

 

 

 

ATLANTA GA 30362-1529

 

 

CORPORATE INCOME FUND

 

SPECTRUM INCOME FUND

 

48.96(d)

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

CORPORATE INCOME FUND—I CLASS

 

KB INSURANCE CO LTD

 

51.02(a)

 

 

KB INSURANCE BLDG, 110

 

 

 

 

TEHERAN-RO, GANGNAM-GU

 

 

 

 

SEOUL, 06134

 

 

 

 

REPUBLIC OF KOREA

 

 

 

   

 

 

 

PERSHING LLC

 

16.46

 

   

 

 

 

ROBERT W SMITH

 

8.29

 

 

TERESA O SMITH

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

11.86

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

CREDIT OPPORTUNITIES FUND

 

T ROWE PRICE ASSOCIATES

 

45.65(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

CREDIT OPPORTUNITIES FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

19.87

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

PERSHING LLC

 

6.82

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

73.30(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

120

     

FUND

 

SHAREHOLDER

 

%

CREDIT OPPORTUNITIES FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

DIVERSIFIED MID-CAP GROWTH FUND

 

NATIONAL FINANCIAL SERVICES

 

6.32

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.99

DIVERSIFIED MID-CAP GROWTH FUND—I CLASS

 

EDUARD GORDON

 

11.60

 

 

INNA GORDON JT TEN

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

80.84(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

DIVIDEND GROWTH FUND

 

CHARLES SCHWAB & CO INC

 

8.52

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

5.92

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

 

4707 EXECUTIVE DR

 

 

 

 

SAN DIEGO CA 92121-3091

 

 

 

   

 

 

 

MLPF&S FOR THE SOLE BENEFIT OF

 

6.67

 

 

ITS CUSTOMERS

 

 

 

 

4800 DEERLAKE DR E 3RD FL

 

 

 

 

JACKSONVILLE FL 32246-6484

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.27

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.40

121

     

FUND

 

SHAREHOLDER

 

%

DIVIDEND GROWTH FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

13.20

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY

 

5.98

 

 

EMPLOYEE BENEFITS CLIENTS

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

JOHN HANCOCK TRUST COMPANY

 

5.33

 

 

690 CANTON STREET

 

 

 

 

WESTWOOD MA 02090-2321

 

 

 

   

 

 

 

MATRIX TRUST COMPANY AS TTEE FBO

 

5.79

 

 

VISTA 401(K) RETIREMENT PLAN

 

 

 

 

PO BOX 52129

 

 

 

 

PHOENIX AZ 85072-2129

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

43.37(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

DIVIDEND GROWTH FUND—I CLASS

 

EDWARD D JONES & CO

 

44.70(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

28.32(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

DYNAMIC GLOBAL BOND FUND

 

T ROWE PRICE ASSOCIATES

 

59.90(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

DYNAMIC GLOBAL BOND FUND—ADVISOR CLASS

 

LPL FINANCIAL

 

29.47(a)

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.97

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

11.62

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

41.96(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

122

     

FUND

 

SHAREHOLDER

 

%

DYNAMIC GLOBAL BOND FUND—I CLASS

 

LADYBIRD & CO

 

37.31(d)

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN DYNAMIC GLOBAL BOND

 

 

 

 

I CLASS

 

 

 

   

 

 

 

LADYBUG & CO

 

33.63(d)

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN DYNAMIC GLOBAL BOND

 

 

 

 

I CLASS

 

 

 

   

 

 

 

MAC & CO

 

15.43

 

 

ATTN MUTUAL FUND OPERATIONS

 

 

EMERGING EUROPE FUND

 

NATIONAL FINANCIAL SERVICES LLC

 

6.70

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SPECTRUM INTERNATIONAL FUND

 

5.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

EMERGING EUROPE FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

5.39

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

94.18(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS BOND FUND

 

RETIREMENT PORTFOLIO 2015

 

6.55

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

15.70

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

11.33

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

11.74

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

5.50

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

9.01

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

123

     

FUND

 

SHAREHOLDER

 

%

EMERGING MARKETS BOND FUND—ADVISOR CLASS

 

PERSHING LLC

 

14.88

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

41.85(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.24

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

UMB BANK NA C/F

 

6.29

 

 

FREDERICK M FOWLER

 

 

 

 

IRA

 

 

 

 

11 LINCOLN WAY E

 

 

 

 

NEW OXFORD PA 17350-1208

 

 

EMERGING MARKETS BOND FUND—I CLASS

 

J.P. MORGAN SECURITIES LLC

 

43.16(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

EMERGING MARKETS CORPORATE BOND FUND

 

T ROWE PRICE ASSOCIATES

 

45.14(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

8.41

 

 

OUR CUSTOMERS

 

 

EMERGING MARKETS CORPORATE BOND FUND—ADVISOR

 

CHARLES SCHWAB & CO INC

 

6.22

CLASS

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

7.91

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

60.13(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

16.63

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS CORPORATE BOND FUND—I CLASS

 

CHARLES A MORRIS

 

25.44(a)

 

 

ELISE D MORRIS JT TEN T O D

 

 

 

   

 

 

 

CHARLES SCHWAB & CO INC

 

45.40(a)

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

6.73

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

20.30

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

124

     

FUND

 

SHAREHOLDER

 

%

EMERGING MARKETS CORPORATE MULTI-SECTOR

 

CBE OF NEW BRUNSWICK

 

46.10(a)

ACCOUNT PORTFOLIO

 

EM BOND MAP

 

 

 

 

440 KING ST STE 680

 

 

 

 

FREDERICTON NB E3B 5H8

 

 

 

 

CANADA

 

 

 

   

 

 

 

GENERAL DYNAMICS CORP 401K

 

7.94

 

 

PLAN MASTER TRUST CP

 

 

 

 

2941 FAIRVIEW PARK DR STE 100

 

 

 

 

FALLS CHURCH VA 22042-4541

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

39.91(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS LOCAL CURRENCY BOND FUND

 

PERSHING LLC

 

6.85

 

   

 

 

 

SPECTRUM INCOME FUND

 

81.98(d)

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

EMERGING MARKETS LOCAL CURRENCY BOND FUND—

 

CHARLES SCHWAB & CO INC

 

21.03

ADVISOR CLASS

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

76.45(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS LOCAL CURRENCY BOND FUND—I

 

NATIONAL FINANCIAL SERVICES

 

5.10

CLASS

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

64.81(a)

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE TRUST COMPANY

 

11.04

 

 

ATTN HOUSE

 

 

 

 

PO BOX 17748

 

 

 

 

DENVER CO 80217-0748

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

17.44

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS LOCAL MULTI-SECTOR ACCOUNT

 

CBE OF NEW BRUNSWICK

 

76.83(a)

PORTFOLIO

 

EM LOCAL MAP

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

22.31

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

125

     

FUND

 

SHAREHOLDER

 

%

EMERGING MARKETS STOCK FUND

 

NATIONAL FINANCIAL SERVICES

 

5.20

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

9.21

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

8.48

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

8.14

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

11.49

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

7.34

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

5.03

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

EMERGING MARKETS STOCK FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES LLC

 

36.70(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

21.26

 

 

OUR CUSTOMERS

 

 

EMERGING MARKETS VALUE STOCK FUND

 

T ROWE PRICE ASSOCIATES

 

23.60

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS VALUE STOCK FUND—ADVISOR CLASS

 

PERSHING LLC

 

6.14

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

90.62(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EMERGING MARKETS VALUE STOCK FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

27.30(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

72.70(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

126

     

FUND

 

SHAREHOLDER

 

%

EQUITY INCOME FUND

 

NATIONAL FINANCIAL SERVICES

 

8.44

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

7.10

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

EQUITY INCOME FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

6.81

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

56.99(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

EQUITY INCOME FUND—I CLASS

 

EDWARD D JONES & CO

 

52.21(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.68

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

6.90

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP EQUITY INCOME - I

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

10.28

 

 

OUR CUSTOMERS

 

 

EQUITY INCOME FUND—R CLASS

 

AMERICAN UNITED LIFE

 

7.86

 

 

AMERICAN UNIT TRUST

 

 

 

 

ATTN SEPARATE ACCOUNTS

 

 

 

   

 

 

 

AMERICAN UNITED LIFE

 

18.32

 

 

SEPARATE ACCOUNT II

 

 

 

 

ATTN SEPARATE ACCOUNTS

 

 

 

 

PO BOX 368

 

 

 

 

INDIANAPOLIS IN 46206-0368

 

 

 

   

 

 

 

DCGT AS TTEE AND/OR CUST

 

5.95

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

HARTFORD LIFE INSURANCE CO

 

11.05

 

 

SEPARATE ACCOUNT

 

 

 

 

ATTN UIT OPERATIONS

 

 

 

 

PO BOX 2999

 

 

 

 

HARTFORD CT 06104-2999

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

7.11

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

127

     

FUND

 

SHAREHOLDER

 

%

EQUITY INDEX 500 FUND

 

RETIREMENT PORTFOLIO 2040

 

5.46

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2015

 

6.42

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

16.09

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

11.42

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

12.15

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

5.79

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

EQUITY INDEX 500 FUND—I CLASS

 

RETIREMENT I 2015 FUND

 

5.72

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2020 FUND

 

17.01

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

11.95

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

14.59

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2035 FUND

 

6.68

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2040 FUND

 

7.08

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

128

     

FUND

 

SHAREHOLDER

 

%

EUROPEAN STOCK FUND

 

CHARLES SCHWAB & CO INC

 

8.42

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.13

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SPECTRUM INTERNATIONAL FUND

 

20.45

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

EUROPEAN STOCK FUND —I CLASS

 

PERSHING LLC

 

6.92

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

87.90(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

EXTENDED EQUITY MARKET INDEX FUND

 

TD AMERITRADE INC FBO

 

5.58

 

 

OUR CUSTOMERS

 

 

FINANCIAL SERVICES FUND

 

NATIONAL FINANCIAL SERVICES

 

5.35

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.92

 

   

 

 

 

T ROWE PRICE RPS INC

 

5.22

 

 

NEW BUSINESS GROUP FOR #117

 

 

 

   

 

 

 

T ROWE PRICE SERVICES INC FBO

 

5.31

 

 

EDUCATION TRUST OF ALASKA

 

 

 

 

PORTFOLIO FUTURE TRENDS

 

 

 

 

ATTN DAWN WAGNER FIXED INCOME

 

 

FINANCIAL SERVICES FUND—I CLASS

 

TRUSTEES OF T ROWE PRICE

 

94.75(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

FLOATING RATE FUND

 

NATIONAL FINANCIAL SERVICES

 

7.13

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

7.57

 

   

 

 

 

SPECTRUM INCOME FUND

 

40.91(d)

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

5.65

 

 

OUR CUSTOMERS

 

 

129

     

FUND

 

SHAREHOLDER

 

%

FLOATING RATE FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

18.63

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

64.98(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

9.63

FLOATING RATE FUND—I CLASS

 

PERSHING LLC

 

31.42(a)

 

   

 

 

 

ROBERT S KAPLAN

 

28.60(a)

 

 

JAMIE SCHUVAL JT TEN

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

8.86

 

 

CUST FOR THE IRA OF

 

 

 

 

ARUNA S. PATEL

 

 

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

10.21

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

WHITNEY FAMILY LLC

 

16.81

FLOATING RATE MULTI-SECTOR ACCOUNT PORTFOLIO

 

CBE OF NEW BRUNSWICK

 

36.87(a)

 

 

FLOATING RATE MAP

 

 

 

   

 

 

 

GENERAL DYNAMICS CORP 401K

 

13.94

 

 

PLAN MASTER TRUST CP

 

 

 

   

 

 

 

ILLINOIS STUDENT ASSISTANCE

 

6.46

 

 

COMMISSION

 

 

 

 

ATTN: KENT CUSTER

 

 

 

 

1755 LAKE COOK RD

 

 

 

 

DEERFIELD IL 60015-5209

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

33.69(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

XCEL ENERGY INC.

 

5.31

 

 

ATTN: GREG ZICK

 

 

 

 

414 NICOLLET MALL

 

 

 

 

MINNEAPOLIS MN 55401-1993

 

 

GEORGIA TAX-FREE BOND FUND

 

CHARLES SCHWAB & CO INC

 

29.15(a)

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

16.47

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

130

     

FUND

 

SHAREHOLDER

 

%

GEORGIA TAX-FREE BOND FUND—I CLASS

 

NORA T HUGHES

 

37.48(a)

 

   

 

 

 

STEPHEN M HUGHES

 

33.03(a)

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

29.49(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL ALLOCATION FUND

 

MORGAN STANLEY SMITH BARNEY

 

9.87

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

 

PLAZA 2

 

 

 

 

3RD FLOOR

 

 

 

 

JERSEY CITY NJ 07311

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

8.39

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

8.01

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

12.45

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

UBS WM USA

 

7.70

 

 

SPEC CDY A/C EXL BEN CUSTOMERS

 

 

 

 

OF UBSFI

 

 

 

 

1000 HARBOR BLVD

 

 

 

 

WEEHAWKEN NJ 07086-6761

 

 

GLOBAL ALLOCATION FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

18.62

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

10.92

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

48.33(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

10.27

131

     

FUND

 

SHAREHOLDER

 

%

GLOBAL ALLOCATION FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

13.49

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

JAMES A C KENNEDY

 

5.17

 

 

C/O T ROWE PRICE

 

 

 

   

 

 

 

JOHN D. BESSON

 

7.80

 

 

KAREN S. BESSON JT TEN

 

 

 

   

 

 

 

KIMBERLY ALSUP MCGRIFF TR THE

 

7.06

 

 

KIMBERLY ALSUP MCGRIFF IRREVOCABLE TRUST

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.10

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

13.42

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

27.32(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

WHITNEY FAMILY LLC

 

5.92

 

   

 

 

 

WILLIAM J STROMBERG

 

8.22

GLOBAL CONSUMER FUND

 

T ROWE PRICE ASSOCIATES

 

62.46(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL GROWTH STOCK FUND —ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

8.20

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MARK SMITH & GREGG DEVILBISS TTEE F

 

26.74(a)

 

 

KENTNER SELLERS LLP PSP

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.10

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

13.94

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

32.05(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL GROWTH STOCK FUND —I CLASS

 

TRUSTEES OF T ROWE PRICE

 

91.59(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

132

     

FUND

 

SHAREHOLDER

 

%

GLOBAL HIGH INCOME BOND FUND

 

NATIONAL FINANCIAL SERVICES

 

12.80

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

25.41(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL HIGH INCOME BOND FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

19.90

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

PERSHING LLC

 

32.97(a)

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

17.35

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

26.25(a)

 

 

OUR CUSTOMERS

 

 

GLOBAL HIGH INCOME BOND FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

72.54(a)

 

 

ATTN MUTUAL FUNDS

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

20.04

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

5.73

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL INDUSTRIALS FUND

 

T ROWE PRICE ASSOCIATES

 

42.54(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL INDUSTRIALS FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

20.45

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

79.55(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GLOBAL MULTI-SECTOR BOND FUND

 

CHARLES SCHWAB & CO INC

 

8.55

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

8.62

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.74

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.16

 

 

OUR CUSTOMERS

 

 

133

     

FUND

 

SHAREHOLDER

 

%

GLOBAL MULTI-SECTOR BOND FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

5.80

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

5.57

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

56.77(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

9.36

 

   

 

 

 

TD AMERITRADE INC FBO

 

19.97

 

 

OUR CUSTOMERS

 

 

GLOBAL MULTI-SECTOR BOND FUND—I CLASS

 

AMERICAN TRUST CENTER

 

10.10

 

 

401 N 4TH ST SUITE 301

 

 

 

 

BISMARCK ND 58501-4023

 

 

 

   

 

 

 

CENTBANK & CO

 

17.43

 

 

814 N WASHINGTON ST

 

 

 

 

PO BOX 700

 

 

 

 

JUNCTION CITY KS 66441-0700

 

 

 

   

 

 

 

JOHN D BESSON

 

9.54

 

 

KAREN S BESSON JT TEN

 

 

 

   

 

 

 

LINCOLN RETIREMENT SERVICES COMPANY

 

9.35

 

 

FBO NORTHSTAR ANESTHESIA 401K PSP

 

 

 

 

PO BOX 7876

 

 

 

 

FORT WAYNE IN 46801-7876

 

 

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

9.43

 

 

C/O MELLON BANK

 

 

 

 

ONE FREEDOM VALLEY DRIVE

 

 

 

 

OAKS PA 19456-9989

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

7.36

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

JAMES F HARTMAN

 

 

134

     

FUND

 

SHAREHOLDER

 

%

GLOBAL REAL ESTATE FUND

 

CHARLES SCHWAB & CO INC

 

9.31

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

7.92

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.23

 

   

 

 

 

TD AMERITRADE INC FBO

 

11.04

 

 

OUR CUSTOMERS

 

 

GLOBAL REAL ESTATE FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

26.20(a)

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST LIFE & ANNUITY

 

5.57

 

 

FBO FUTURE FUNDS II

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY

 

21.11

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

LINCOLN RETIREMENT SERVICES COMPANY

 

6.48

 

 

FBO OAKLAWN HOSPITAL 403(B) PLAN

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

19.10

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

GLOBAL REAL ESTATE FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

13.06

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

7.47

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

77.18(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

135

     

FUND

 

SHAREHOLDER

 

%

GLOBAL STOCK FUND

 

JP MORGAN AS DIRECTED TRUSTEE FOR

 

5.04

 

 

ERNST & YOUNG DEFINED BENEFIT

 

 

 

 

RETIREMENT PLAN TRUST

 

 

 

 

ATTN: PHYLLIS MANCINI

 

 

 

 

4 NEW YORK PLZ FL 15

 

 

 

 

NEW YORK NY 10004-2413

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.10

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.10

GLOBAL STOCK FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

20.69

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

FIIOC AS AGENT FBO

 

8.31

 

 

FBO REDAPT SYSTEMS INC

 

 

 

 

401K PSP

 

 

 

   

 

 

 

LPL FINANCIAL

 

11.91

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

32.62(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

12.22

GLOBAL STOCK FUND—I CLASS

 

FRED L BERTNER AGENT POA

 

9.60

 

 

CAROL A BERTNER REV LIV TRUST

 

 

 

   

 

 

 

HOWARD P COLHOUN TTEE

 

19.17

 

 

HOWARD P COLHOUN REV TRUST

 

 

 

   

 

 

 

PETER K CHRISTENSEN

 

5.83

 

 

TOBY S CHRISTENSEN JT TEN

 

 

 

   

 

 

 

SAMUEL A MILLER TR

 

16.88

 

 

SAMUEL A MILLER REVOCABLE TRUST

 

 

 

   

 

 

 

TROWE PRICE PROGRAM FOR

 

34.09(a)

 

 

CHARITABLE GIVING GLOBAL

 

 

 

 

EQUITY POOL

 

 

 

 

ATTN FUND ACCOUNTING

 

 

 

 

4515 PAINTERS MILL RD

 

 

 

 

OWINGS MILLS MD 21117-4903

 

 

136

     

FUND

 

SHAREHOLDER

 

%

GLOBAL TECHNOLOGY FUND

 

CHARLES SCHWAB & CO INC

 

7.53

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MLPF&S FOR THE SOLE BENEFIT OF

 

5.15

 

 

ITS CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.22

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

7.55

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

5.37

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

GLOBAL TECHNOLOGY FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

15.80

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.52

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

10.53

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

12.08

 

 

ATTN MUTUAL FUND ADMIN

 

 

 

 

C/O STEELE STREET ID 901

 

 

 

 

ONE FREEDOM VALLEY DR

 

 

 

 

OAKS PA 19456-9989

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.52

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

19.83

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GNMA FUND

 

SPECTRUM INCOME FUND

 

40.26(d)

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

137

     

FUND

 

SHAREHOLDER

 

%

GNMA FUND—I CLASS

 

ROBERT S KAPLAN

 

29.58(a)

 

 

JAMIE SCHUVAL JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

5.57

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

64.85(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GOVERNMENT MONEY FUND

 

T ROWE PRICE ASSOCIATES INC

 

10.03

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

GOVERNMENT RESERVE FUND

 

BRIDGE & CO

 

5.14

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN NEW HORIZONS FUND

 

 

 

   

 

 

 

COVEWATER & CO

 

6.89

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN MID CAP VALUE FUND

 

 

 

   

 

 

 

SEAMILE & CO

 

22.40

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN CAPITAL APPREC FUND

 

 

 

   

 

 

 

TUNA & CO

 

9.12

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN NEW INCOME FUND

 

 

GROWTH & INCOME FUND

 

T ROWE PRICE TRUST CO INC

 

5.70

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

GROWTH & INCOME FUND—I CLASS

 

HERMAN & WALTER SAMUELSON

 

36.81(a)

 

 

FOUNDATION INC

 

 

 

   

 

 

 

STEPHEN HUDSON & STEPHEN HUDSON AGT

 

16.23

 

 

POA JO ANNE HUDSON TRS

 

 

 

 

HUDSON FAMILY REVOCABLE TRUST

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

8.88

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRAC 2000

 

10.31

 

 

BEAN KINNEY & KORMAN PC 401K

 

 

 

 

LISA A ANTONELLI

 

 

138

     

FUND

 

SHAREHOLDER

 

%

GROWTH STOCK FUND

 

NATIONAL FINANCIAL SERVICES

 

6.56

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

9.13

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

5.55

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

9.31

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

6.81

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

5.09

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

5.07

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

GROWTH STOCK FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

5.61

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

26.25(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NATIONWIDE LIFE INSURANCE CO

 

7.13

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

 

DCVA

 

 

 

   

 

 

 

VANTAGETRUST - NAV

 

10.69

 

 

C/O ICMA RETIREMENT CORPORATION

 

 

 

 

777 NORTH CAPITOL STREET NE

 

 

 

 

WASHINGTON DC 20002-4239

 

 

 

   

 

 

 

VANTAGETRUST - UNITIZED

 

5.99

 

 

C/O ICMA RETIREMENT CORPORATION

 

 

139

     

FUND

 

SHAREHOLDER

 

%

GROWTH STOCK FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

13.51

 

 

ATTN MUTUAL FUNDS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

11.72

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

GROWTH STOCK FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

6.51

 

 

500 PLAZA DR FL 7

 

 

 

 

SECAUCUS NJ 07094-3619

 

 

 

   

 

 

 

HARTFORD LIFE INSURANCE CO

 

7.43

 

 

SEPARATE ACCOUNT

 

 

 

 

ATTN UIT OPERATIONS

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

16.89

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

SUNTRUST BANK FBO

 

7.89

 

 

VARIOUS SUNTRUST OMNIBUS ACCOUNTS

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

UMB BANK NA SFR

 

7.91

 

 

FBO FIDUCIARY FOR TAX DEFERRED

 

 

 

 

ACCOUNTS GROUP

 

 

HEALTH SCIENCES FUND

 

CHARLES SCHWAB & CO INC

 

6.42

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

JOHN HANCOCK LIFE

 

6.97

 

 

INSURANCE CO USA

 

 

 

 

RPS TRADING OPS ST-4

 

 

 

 

601 CONGRESS STREET

 

 

 

 

BOSTON MA 02210-2804

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

7.91

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

140

     

FUND

 

SHAREHOLDER

 

%

HEALTH SCIENCES FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.00

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.80

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

23.80

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

HIGH YIELD FUND

 

RETIREMENT PORTFOLIO 2020

 

10.92

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

7.81

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

8.03

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

13.55

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

HIGH YIELD FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

13.98

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

48.24(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

8.00

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

5.28

 

 

RETIREMENT PLANS SERVICED BY METLIFE

 

 

 

 

C/O FASCORE LLC

 

 

HIGH YIELD FUND—I CLASS

 

EDWARD D JONES & CO

 

42.95(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

24.70

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

141

     

FUND

 

SHAREHOLDER

 

%

HIGH YIELD MULTI-SECTOR ACCOUNT PORTFOLIO

 

BALTIMORE EQUITABLE SOCIETY

 

6.79

 

 

ATTN SHARON V WOODWARD

 

 

 

 

100 N CHARLES ST

 

 

 

 

BALTIMORE MD 21201-3808

 

 

 

   

 

 

 

GENERAL DYNAMICS CORP 401K

 

24.24

 

 

PLAN MASTER TRUST CP

 

 

 

   

 

 

 

ILLINOIS STUDENT ASSISTANCE

 

11.59

 

 

COMMISSION

 

 

 

 

ATTN: KENT CUSTER

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

57.38(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INFLATION PROTECTED BOND FUND

 

NATIONAL FINANCIAL SERVICES

 

8.63

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

22.22

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

INFLATION PROTECTED BOND FUND—I CLASS

 

BREAD & CO

 

26.03(d)

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN BALANCED FUND

 

 

 

   

 

 

 

LADYBIRD & CO

 

18.85

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY INCOME FD

 

 

 

   

 

 

 

LADYBUG & CO

 

13.87

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY BALANCED FD

 

 

 

   

 

 

 

LAKESIDE & CO

 

8.89

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY GROWTH FUND

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

5.26

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP INFLATION PROTECTED BOND-I

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

8.26

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

142

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL AFRICA & MIDDLE EAST FUND

 

NATIONAL FINANCIAL SERVICES

 

71.90(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NORTHERN TRUST AS CUSTODIAN FBO

 

6.54

 

 

JOHN E FETZER INSTITUTE

 

 

 

 

PO BOX 92956

 

 

 

 

CHICAGO IL 60675-0001

 

 

 

   

 

 

 

UNIVERSITY OF ARKANSAS

 

18.60

 

 

FOUNDATION INC

 

 

 

 

535 W RESEARCH CENTER BLVD STE 120

 

 

 

 

FAYETTEVILLE AR 72701-6944

 

 

INSTITUTIONAL CASH RESERVES FUND

 

T ROWE PRICE ASSOCIATES

 

95.56(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INSTITUTIONAL CORE PLUS FUND

 

BAND & CO C/O US BANK NA

 

5.07

 

 

1555 N RIVERCENTER DR STE 302

 

 

 

 

MILWAUKEE WI 53212-3958

 

 

 

   

 

 

 

JEANETTE STUMP &

 

6.49

 

 

JAMES CARNEY & HOWARD KLINE TRS

 

 

 

 

SPECIAL METALS CORPORATION RETIREE

 

 

 

 

BENEFIT TRUST

 

 

 

   

 

 

 

JP MORGAN CHASE BANK TRUSTEE FOR

 

40.98(a)

 

 

THE STATE OF CALIFORNIA SAVINGS

 

 

 

 

PLUS PROGRAM

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

16.96

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

7.57

 

 

C/O SUNTRUST BANK ID 866

 

 

 

 

FBO THE CHURCH FOUNDATION

 

 

 

 

ATTN; MUTUAL FUND ADMIN

 

 

INSTITUTIONAL CREDIT OPPORTUNITIES FUND

 

BOWMAN & CO

 

9.78

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN: HIGH YIELD FUND

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

84.57(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

5.65

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

143

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL EMERGING MARKETS BOND FUND

 

CHARLES SCHWAB & CO INC

 

11.78

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LADYBIRD & CO

 

30.43(d)

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY INCOME FD

 

 

 

   

 

 

 

LADYBUG & CO

 

22.71

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY BALANCED FD

 

 

 

   

 

 

 

LAKESIDE & CO

 

10.06

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY GROWTH FUND

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.82

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

5.64

 

 

ATTN INVESTMENT SERVICES

 

 

 

 

FBO 401K CLIENTS

 

 

 

 

PO BOX 2600

 

 

 

 

VALLEY FORGE PA 19482-2600

 

 

INSTITUTIONAL EMERGING MARKETS EQUITY FUND

 

GOLDMAN SACHS & CO

 

12.84

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

 

 

85 BROAD ST

 

 

 

 

NEW YORK NY 10004-2434

 

 

 

   

 

 

 

JPMORGAN CHASE BANK, N. A. AS CUSTO

 

6.01

 

   

 

 

 

LAKESIDE & CO

 

6.34

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY GROWTH FUND

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.21

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

28.32(a)

 

 

OMNIBUS ACCOUNT CASH/CASH

 

 

144

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL FLOATING RATE FUND

 

CHARLES SCHWAB & CO INC

 

10.26

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

12.00

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE INC FOR THE

 

5.98

 

 

EXCLUSIVE BENEFIT OF OUR CLIENTS

 

 

 

   

 

 

 

TUNA & CO

 

18.07

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN NEW INCOME FUND

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

12.05

 

 

OMNIBUS ACCOUNT CASH/CASH

 

 

INSTITUTIONAL FLOATING RATE FUND—F CLASS

 

CHARLES SCHWAB & CO INC

 

8.33

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

8.34

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

47.08(a)

 

 

P.O. BOX 7780-1888

 

 

 

 

PHILADELPHIA PA 19182-0001

 

 

 

   

 

 

 

SAXON & CO.

 

6.82

 

   

 

 

 

TD AMERITRADE INC FBO

 

17.29

 

 

OUR CUSTOMERS

 

 

INSTITUTIONAL FRONTIER MARKETS EQUITY FUND

 

CHARLES SCHWAB & CO INC

 

6.36

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.62

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

34.68(a)

 

 

ATTN MUTUAL FUNDS ADMIN

 

 

 

 

C/O CHOATE HALL & STEWART

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

41.36(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

145

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL GLOBAL FOCUSED GROWTH EQUITY FUND

 

NATIONAL FINANCIAL SERVICES

 

29.19(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

70.81(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INSTITUTIONAL GLOBAL GROWTH EQUITY FUND

 

CHARLES SCHWAB & CO INC

 

22.24

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

51.69(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NATIONAL MERIT SCHOLARSHIP

 

5.13

 

 

CORPORATION

 

 

 

 

1560 SHERMAN AVENUE STE 200

 

 

 

 

EVANSTON IL 60201-4816

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

12.49

 

 

TTEE FOR MASTER TRUST FOR DEFINED

 

 

 

 

BENEFIT PLANS OF SYNGENTA CORP

 

 

 

 

801 PENNSYLVANIA AVE

 

 

 

 

KANSAS CITY MO 64105-1307

 

 

INSTITUTIONAL GLOBAL MULTI-SECTOR BOND FUND

 

CAPINCO C/O US BANK NA

 

29.46(a)

 

 

1555 N RIVERCENTER DR STE 302

 

 

 

 

MILWAUKEE WI 53212-3958

 

 

 

   

 

 

 

JPMORGAN CHASE BANK, N. A. AS

 

25.88(a)

 

 

CUSTODIAN FBO

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

22.56

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

22.10

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INSTITUTIONAL GLOBAL VALUE EQUITY FUND

 

T ROWE PRICE ASSOCIATES

 

86.41(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

13.58

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

146

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL HIGH YIELD FUND

 

BREAD & CO

 

7.79

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN BALANCED FUND

 

 

 

   

 

 

 

GOLDMAN SACHS & CO

 

11.02

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

LADYBIRD & CO

 

5.62

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY INCOME FD

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.42

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TUNA & CO

 

22.93

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN NEW INCOME FUND

 

 

INSTITUTIONAL INTERNATIONAL BOND FUND

 

LADYBIRD & CO

 

24.55

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY INCOME FD

 

 

 

   

 

 

 

LADYBUG & CO

 

19.23

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY BALANCED FD

 

 

 

   

 

 

 

LAKESIDE & CO

 

8.30

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY GROWTH FUND

 

 

 

   

 

 

 

PERSHING LLC

 

6.93

 

   

 

 

 

TD AMERITRADE INC FBO

 

29.49(a)

 

 

OUR CUSTOMERS

 

 

147

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL INTERNATIONAL CONCENTRATED EQUITY

 

CHARLES SCHWAB & CO INC

 

16.45

FUND

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

COLUMBIA TRUST PARTNERS

 

7.15

 

 

PO BOX 1012

 

 

 

 

SALEM OR 97308-1012

 

 

 

   

 

 

 

MAC & CO

 

10.46

 

 

ATTN MUTUAL FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

24.27

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

19.03

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

12.74

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INSTITUTIONAL INTERNATIONAL CORE EQUITY FUND

 

DEKALB COUNTY PENSION PLAN

 

77.86(a)

 

 

1300 COMMERCE DRIVE 4TH FLOOR

 

 

 

 

DECATUR GA 30030-3222

 

 

 

   

 

 

 

THE WESTERVELT COMPANY RETIREMENT

 

6.04

 

 

PLAN

 

 

 

 

1400 JACK WARNER PKWY NE

 

 

 

 

TUSCALOOSA AL 35404-1002

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

10.71

 

 

NPPD FOREIGN EQUITY FUND

 

 

INSTITUTIONAL INTERNATIONAL GROWTH EQUITY FUND

 

BNA FOREIGN EQUITY FUND

 

38.01(a)

 

 

ATTN MR ROBERT SHEW

 

 

 

 

1801 S BELL ST

 

 

 

 

ARLINGTON VA 22202-4506

 

 

 

   

 

 

 

KEYBANK NA

 

13.92

 

 

LINK-BELT EE RETMT-T. ROWE PRICE PR

 

 

 

 

P.O. BOX 94871

 

 

 

 

CLEVELAND OH 44101-4871

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

34.46(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

6.11

148

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL LARGE-CAP CORE GROWTH FUND

 

NATIONAL FINANCIAL SVCS CORP

 

38.28(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

10.90

 

 

T ROWE INSTITUTIONAL CLASS

 

 

 

 

ATTN OUTSIDE FUNDS/SCOTT GELLERT

 

 

INSTITUTIONAL LARGE-CAP GROWTH FUND

 

BANK OF AMERICA N.A. TTEE FOR

 

5.20

 

 

MERRILL LYNCH & CO INC 401K SAVINGS

 

 

 

 

& INVESTMENT PLAN

 

 

 

 

700 LOUISIANA ST

 

 

 

 

HOUSTON TX 77002-2700

 

 

 

   

 

 

 

BANK OF AMERICA NA TRUSTEE FOR

 

11.65

 

 

THE BANK OF AMERICA 401K PLAN

 

 

 

   

 

 

 

CHARLES SCHWAB & CO INC

 

5.50

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

EDWARD D JONES & CO

 

9.43

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

16.87

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

INSTITUTIONAL LARGE-CAP VALUE FUND

 

CHARLES SCHWAB & CO INC

 

5.98

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

51.16(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TIAA, FSB CUST/TTEE FBO

 

10.66

 

 

RETIREMENT PLANS FOR WHICH

 

 

 

 

TIAA ACTS AS RECORDKEEPER

 

 

 

 

ATTN TRUST OPERATIONS

 

 

 

 

211 N BROADWAY STE 1000

 

 

 

 

SAINT LOUIS MO 63102-2748

 

 

149

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL LONG DURATION CREDIT FUND

 

BAND & CO C/O US BANK NA

 

22.55

 

   

 

 

 

INVESTMENT COMPANY INSTITUTE

 

19.70

 

 

ATTN: MARK DELCOCO

 

 

 

 

1401 H ST NW STE 1200

 

 

 

 

WASHINGTON DC 20005-2110

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

15.33

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

41.48(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INSTITUTIONAL MID-CAP EQUITY GROWTH FUND

 

KY PUBLIC EMP DEF COMP AUTHORITY

 

5.03

 

 

C/O NATIONWIDE AS CUSTODIAN &

 

 

 

 

RECORDKEEPER

 

 

 

 

IPO PORTFOLIO ACCOUNTING

 

 

 

 

PO BOX 182029

 

 

 

 

COLUMBUS OH 43218-2029

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

32.14(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

THE STATE OF WISCONSIN DEF COMP BRD

 

7.31

 

 

FBO WISCONSIN DCP

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

10.04

 

 

T ROWE INSTITUTIONAL CLASS

 

 

 

 

ATTN OUTSIDE FUNDS/SCOTT GELLERT

 

 

150

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL SMALL-CAP STOCK FUND

 

NATIONAL FINANCIAL SERVICES LLC

 

31.44(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NORTHERN TRUST COMPANY TR

 

9.18

 

 

FBO PFIZER SAVINGS AND

 

 

 

 

INVESTMENT PLAN

 

 

 

 

PO BOX 92994

 

 

 

 

CHICAGO IL 60675-0001

 

 

 

   

 

 

 

STATE OF FLORIDA PUBLIC

 

6.39

 

 

EMPLOYEES OPTIONAL RETIREMENT

 

 

 

 

PROGRAM-FLORIDA RETIREMENT SYSTEM

 

 

 

 

1801 HERMITAGE BLVD STE 100

 

 

 

 

TALLAHASSEE FL 32308-7743

 

 

 

   

 

 

 

STATE OF MINNESOTA

 

16.40

 

 

FBO MINNESOTA STATE RETIREMENT SYST

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

17.11

 

 

T ROWE INSTITUTIONAL CLASS

 

 

 

 

ATTN OUTSIDE FUNDS/SCOTT GELLERT

 

 

151

     

FUND

 

SHAREHOLDER

 

%

INSTITUTIONAL U.S. STRUCTURED RESEARCH FUND

 

GREAT-WEST TRUST COMPANY LLC TTEE/C

 

7.34

 

 

FBO DEFINED BENEFIT PLANS

 

 

 

   

 

 

 

JOHN HANCOCK TRUST COMPANY

 

5.99

 

   

 

 

 

MAC & CO

 

5.88

 

 

ATTN MUTUAL FUND OPERATIONS

 

 

 

   

 

 

 

MCWOOD & CO

 

7.61

 

 

PO BOX 29522

 

 

 

 

RALEIGH NC 27626-0522

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

20.56

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

7.79

 

 

VARIOUS RETIREMENT PLANS

 

 

 

 

1525 WEST WT HARRIS BLVD

 

 

 

 

CHARLOTTE NC 28288-1076

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

14.06

 

 

PHP-T ROWE PRIC INSTL STRUCTRD RSRC

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

13.94

 

 

UCARE MINNESOTA

 

 

 

 

PO BOX 1533

 

 

 

 

MINNEAPOLIS MN 55480-1533

 

 

INTERMEDIATE TAX-FREE HIGH YIELD FUND

 

CHARLES SCHWAB & CO INC

 

8.54

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

60.10(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INTERMEDIATE TAX-FREE HIGH YIELD FUND—ADVISOR

 

LPL FINANCIAL

 

42.70(a)

CLASS

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.98

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

46.64(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

152

     

FUND

 

SHAREHOLDER

 

%

INTERMEDIATE TAX-FREE HIGH YIELD FUND—I CLASS

 

JAN HOOK STAMPS

 

21.57

 

   

 

 

 

KAMAWIL LLC

 

10.71

 

 

420 DAVEGA RD

 

 

 

 

LEXINGTON SC 29073-7485

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

44.29(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRT CAPITAL INVESTORS LLC

 

10.95

 

 

420 DAVEGA DR

 

 

 

 

LEXINGTON SC 29073-7485

 

 

 

   

 

 

 

WILLIAM T CASSELS JR TR

 

12.47

 

 

W T CASSELS GRANDCHILDREN TRUST

 

 

INTERNATIONAL BOND FUND

 

RETIREMENT PORTFOLIO 2015

 

6.74

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

16.38

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

11.74

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

12.33

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

5.78

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

13.43

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

153

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL BOND FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

6.40

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

22.25

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.81

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

13.33

 

   

 

 

 

TD AMERITRADE INC FBO

 

13.12

 

 

OUR CUSTOMERS

 

 

INTERNATIONAL BOND FUND—I CLASS

 

EDWARD D JONES & CO

 

54.93(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT I 2020 FUND

 

8.21

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

5.81

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

7.04

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

INTERNATIONAL CONCENTRATED EQUITY FUND

 

CHARLES SCHWAB & CO INC

 

12.98

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

16.54

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.70

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

8.33

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

12.19

 

 

OUR CUSTOMERS

 

 

154

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL CONCENTRATED EQUITY FUND—ADVISOR

 

CHARLES SCHWAB & CO INC

 

7.65

CLASS

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

8.51

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

LPL FINANCIAL

 

12.52

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

32.52(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

8.97

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

13.23

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

16.39

 

 

OUR CUSTOMERS

 

 

INTERNATIONAL CONCENTRATED EQUITY FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

14.21

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

11.64

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

74.15(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

INTERNATIONAL DISCOVERY FUND

 

CHARLES SCHWAB & CO INC

 

9.36

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

12.67

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.70

155

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL DISCOVERY FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.52

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

EDWARD D JONES & CO

 

24.19

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

25.78(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

17.36

 

 

ATTN INVESTMENT SERVICES

 

 

 

 

401K CLIENTS

 

 

INTERNATIONAL EQUITY INDEX FUND

 

MARYLAND COLLEGE INVESTMENT PLAN

 

12.80

 

 

GLOBAL EQUITY MARKET INDEX

 

 

 

 

ATTN FUND ACCOUNTING

 

 

INTERNATIONAL STOCK FUND

 

RETIREMENT PORTFOLIO 2040

 

10.64

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

9.59

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

9.20

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

13.09

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

8.52

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

5.79

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

INTERNATIONAL STOCK FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

80.51(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE TRUST COMPANY

 

5.64

156

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL STOCK FUND—I CLASS

 

EDWARD D JONES & CO

 

27.69(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

24.72

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

7.19

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2040 FUND

 

6.32

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

INTERNATIONAL STOCK FUND—R CLASS

 

ACCESS INC TTEE FBO

 

6.49

 

 

ACCESS INC 401K PSP

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

AMERICAN UNITED LIFE

 

19.90

 

 

SEPARATE ACCOUNT II

 

 

 

 

ATTN SEPARATE ACCOUNTS

 

 

 

   

 

 

 

AXA EQUITABLE FOR SA NO 65

 

10.50

 

   

 

 

 

CAPITAL BANK & TRUST COMPANY TTEE

 

8.44

 

 

PATTCO LLC 401K

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

DCGT AS TTEE AND/OR CUST

 

11.33

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

9.52

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

157

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL VALUE EQUITY FUND

 

RETIREMENT PORTFOLIO 2040

 

12.82

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

11.54

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

11.00

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

15.64

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

10.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

6.99

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2050

 

5.69

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

INTERNATIONAL VALUE EQUITY FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

24.70

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.26

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

15.19

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

16.67

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

158

     

FUND

 

SHAREHOLDER

 

%

INTERNATIONAL VALUE EQUITY FUND—I CLASS

 

RETIREMENT I 2020 FUND

 

9.42

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

8.86

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

14.52

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2035 FUND

 

9.11

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2040 FUND

 

12.84

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2045 FUND

 

6.52

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2050 FUND

 

7.07

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.67

 

 

OUR CUSTOMERS

 

 

INTERNATIONAL VALUE EQUITY FUND—R CLASS

 

AMERICAN UNITED LIFE

 

8.39

 

 

SEPARATE ACCOUNT II

 

 

 

 

ATTN SEPARATE ACCOUNTS

 

 

 

   

 

 

 

DCGT AS TTEE AND/OR CUST

 

7.97

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

SAMMONS FINANCIAL NETWORK LLC

 

7.80

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

23.96

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

159

     

FUND

 

SHAREHOLDER

 

%

INVESTMENT-GRADE CORPORATE MULTI-SECTOR

 

ALLEN & COMPANY

 

11.30

ACCOUNT PORTFOLIO

 

711 5TH AVE FL 9

 

 

 

 

NEW YORK NY 10022-3168

 

 

 

   

 

 

 

BALTIMORE EQUITABLE SOCIETY

 

11.18

 

 

ATTN SHARON V WOODWARD

 

 

 

   

 

 

 

CBE OF NEW BRUNSWICK

 

6.71

 

 

IG CORPORATE MAP

 

 

 

   

 

 

 

GENERAL DYNAMICS CORP 401K

 

41.06(a)

 

 

PLAN MASTER TRUST CP

 

 

 

   

 

 

 

ILLINOIS STUDENT ASSISTANCE

 

19.08

 

 

COMMISSION

 

 

 

 

ATTN: KENT CUSTER

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

10.66

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

JAPAN FUND

 

CHARLES SCHWAB & CO INC

 

5.39

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MORGAN STANLEY SMITH BARNEY

 

31.04(a)

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

SPECTRUM INTERNATIONAL FUND

 

27.37(d)

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

JAPAN FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

6.63

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

88.61(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

LATIN AMERICA FUND

 

CHARLES SCHWAB & CO INC

 

6.49

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.49

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

LATIN AMERICA FUND—I CLASS

 

ROBERT D AWALT

 

8.20

 

 

KATHERINE J AWALT JT TEN

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

84.68(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

160

     

FUND

 

SHAREHOLDER

 

%

LIMITED DURATION INFLATION FOCUSED BOND FUND

 

RETIREMENT INCOME PORTFOLIO

 

10.88

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2010

 

11.17

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2015

 

14.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

23.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

10.96

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

5.40

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

161

     

FUND

 

SHAREHOLDER

 

%

LIMITED DURATION INFLATION FOCUSED BOND FUND—I

 

RETIREMENT BALANCED I FUND

 

9.11

CLASS

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2010 FUND

 

8.51

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2015 FUND

 

11.64

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2020 FUND

 

22.52

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

10.63

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

6.01

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

TARGET 2015 FUND

 

5.80

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING

 

 

 

   

 

 

 

TARGET 2020 FUND

 

7.34

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING

 

 

 

   

 

 

 

TARGET 2025 FUND

 

5.10

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING

 

 

MARYLAND SHORT-TERM TAX-FREE BOND FUND

 

CHARLES SCHWAB & CO INC

 

11.69

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

PERSHING LLC

 

5.76

MARYLAND SHORT-TERM TAX-FREE BOND FUND—I CLASS

 

BANK OF NEW YORK MELLON N.A.

 

20.50

 

 

PO BOX 534005

 

 

 

 

PITTSBURGH PA 15253-4005

 

 

 

   

 

 

 

JOHN D BESSON

 

12.89

 

 

KAREN S BESSON JT TEN

 

 

 

   

 

 

 

RAYMOND LLOYD BANK

 

5.34

162

     

FUND

 

SHAREHOLDER

 

%

MARYLAND TAX-FREE BOND FUND

 

CHARLES SCHWAB & CO INC

 

7.96

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.91

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

MARYLAND TAX-FREE BOND FUND—I CLASS

 

BANK OF NEW YORK MELLON N.A.

 

12.77

 

   

 

 

 

NORMAN FREIDKIN

 

9.24

MARYLAND TAX-FREE MONEY FUND

 

KEITH A. LEE

 

29.28(a)

MARYLAND TAX-FREE MONEY FUND—I CLASS

 

DAVID C TOLBERT

 

28.68(a)

 

 

DEBRA J TOLBERT JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

71.32(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

MEDIA & TELECOMMUNICATIONS FUND

 

CHARLES SCHWAB & CO INC

 

6.23

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.61

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

6.13

 

 

MEDIA & TELECOMMUNICATION FUND

 

 

MEDIA & TELECOMMUNICATIONS FUND—I CLASS

 

KAMAEHU L P

 

6.19

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

47.03(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

MID-CAP GROWTH FUND

 

CHARLES SCHWAB & CO INC

 

6.41

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERV CORP

 

11.75

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

11.81

 

 

ATTN: ASSET RECONCILIATIONS

 

 

163

     

FUND

 

SHAREHOLDER

 

%

MID-CAP GROWTH FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

28.09(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

10.35

 

 

INSPER 401K

 

 

 

   

 

 

 

VOYA INSTITUTIONAL TRUST AS

 

15.11

 

 

TRUSTEE FOR THE ADP TOTALSOURCE

 

 

 

 

RETIREMENT SAVINGS PLAN

 

 

 

 

30 BRAINTREE HILL OFFICE PARK

 

 

 

 

BRAINTREE MA 02184-8747

 

 

MID-CAP GROWTH FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

15.27

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

20.06

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

MID-CAP GROWTH FUND—R CLASS

 

AMERICAN UNITED LIFE

 

15.56

 

 

SEPARATE ACCOUNT II

 

 

 

 

ATTN SEPARATE ACCOUNTS

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

17.11

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

   

 

 

 

SUNTRUST BANK FBO

 

11.44

 

 

VARIOUS SUNTRUST OMNIBUS ACCOUNTS

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

12.56

 

 

1 ORANGE WAY B3N

 

 

 

 

WINDSOR CT 06095-4774

 

 

MID-CAP INDEX FUND

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

MID-CAP INDEX FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

164

     

FUND

 

SHAREHOLDER

 

%

MID-CAP VALUE FUND

 

NATIONAL FINANCIAL SERVICES

 

7.88

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

6.00

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

5.39

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

5.15

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

7.36

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

5.09

 

 

PLAN # OMNIBUS ACCT

 

 

 

 

NEW BUSINESS GROUP FOR #115

 

 

MID-CAP VALUE FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

42.23(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

MID-CAP VALUE FUND—I CLASS

 

EDWARD D JONES & CO

 

7.10

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

17.54

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE OF SOUTH CAROLINA TRUSTEE

 

8.24

 

 

FBO STATE OF SOUTH CAROLINA 401K

 

 

 

 

C/O FASCORE LLC

 

 

MID-CAP VALUE FUND—R CLASS

 

NATIONWIDE TRUST COMPANY FSB

 

23.46

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

41.44(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

SUNTRUST BANK FBO

 

5.37

 

 

VARIOUS SUNTRUST OMNIBUS ACCOUNTS

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

7.85

165

     

FUND

 

SHAREHOLDER

 

%

MORTGAGE-BACKED SECURITIES MULTI-SECTOR ACCOUNT

 

ALLEN & COMPANY

 

8.42

PORTFOLIO

   

 

 

 

BALTIMORE EQUITABLE SOCIETY

 

7.98

 

 

ATTN SHARON V WOODWARD

 

 

 

   

 

 

 

CBE OF NEW BRUNSWICK

 

11.89

 

 

MORTGAGE BACKED SECURITIES MAP

 

 

 

   

 

 

 

GENERAL DYNAMICS CORP 401K

 

29.46(a)

 

 

PLAN MASTER TRUST CP

 

 

 

   

 

 

 

ILLINOIS STUDENT ASSISTANCE

 

13.68

 

 

COMMISSION

 

 

 

 

ATTN: KENT CUSTER

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

8.12

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

XCEL ENERGY INC.

 

20.44

 

 

ATTN: GREG ZICK

 

 

NEW AMERICA GROWTH FUND

 

CHARLES SCHWAB & CO INC

 

11.28

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

17.80

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

6.58

 

 

ATTN TRPS INST CONTROL DEPT

 

 

NEW AMERICA GROWTH FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

14.68

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.73

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SANTA BARBARA CNTY TREAS TX COLL TT

 

7.43

 

 

FBO SANTA BARBARA COUNTY DCP

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

VRSCO

 

17.59

 

 

FBO AIGFSB CUST TTEE FBO

 

 

 

 

WAKEMED RET SAV PLAN 403B

 

 

 

 

2929 ALLEN PKWY STE A6-20

 

 

 

 

HOUSTON TX 77019-7117

 

 

166

     

FUND

 

SHAREHOLDER

 

%

NEW AMERICA GROWTH FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

6.89

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

6.19

 

 

RECORDKEEPING FOR LARGE BENEFIT PL

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

40.84(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PIMS/PRUDENTIAL RETIREMENT

 

5.02

 

 

AS NOMINEE FOR THE TTEE/CUST PL 002

 

 

 

 

H LEE MOFFITT CANCER CENTER AND

 

 

 

 

12902 MAGNOLIA DRIVE

 

 

 

 

TAMPA FL 33612-9416

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

7.43

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP NEW AMERICA GROWTH I I

 

 

 

   

 

 

 

UBS WM USA

 

5.81

 

 

SPEC CDY A/C EXL BEN CUSTOMERS

 

 

 

 

OF UBSFI

 

 

NEW ASIA FUND

 

CHARLES SCHWAB & CO INC

 

7.52

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.06

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SPECTRUM INTERNATIONAL FUND

 

6.64

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

167

     

FUND

 

SHAREHOLDER

 

%

NEW ASIA FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

6.09

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

9.12

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.26

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

6.95

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

NEW ERA FUND

 

CHARLES SCHWAB & CO INC

 

8.83

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

12.52

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

NEW ERA FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

45.83(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

5.08

 

 

OUR CUSTOMERS

 

 

NEW HORIZONS FUND

 

NATIONAL FINANCIAL SERVICES

 

9.49

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

10.15

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

NEW HORIZONS FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

31.84(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

10.55

 

 

OMNIBUS DST#532 CUSIP:779562206

 

 

 

 

TRP NEW HORIZONS FUND-I BWRJ

 

 

168

     

FUND

 

SHAREHOLDER

 

%

NEW INCOME FUND

 

RETIREMENT PORTFOLIO 2010

 

5.24

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

6.00

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2015

 

8.05

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

19.58

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

14.00

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

14.75

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

7.00

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

NEW INCOME FUND—ADVISOR CLASS

 

MORGAN STANLEY SMITH BARNEY

 

5.52

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

41.50(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

11.68

 

   

 

 

 

WTRISC CO IRA OMNIBUS ACCT

 

7.36

 

 

C/O ICMA RETIREMENT CORPORATION

 

 

 

 

777 NORTH CAPITOL STREET, NE

 

 

 

 

WASHINGTON DC 20002-4239

 

 

169

     

FUND

 

SHAREHOLDER

 

%

NEW INCOME FUND—I CLASS

 

EDWARD D JONES & CO

 

15.10

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

34.54(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT I 2020 FUND

 

8.87

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

6.31

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

7.65

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

NEW INCOME FUND—R CLASS

 

CAMILLE VANDEVANTER DDS PS TTEE FBO

 

7.14

 

 

CAMILLE VANDEVANTER DDS PS 401K RET

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

EMJAY CORPORATION CUSTODIAN FBO

 

14.27

 

 

PLANS OF GREAT WEST FINANCIAL

 

 

 

 

8515 E ORCHARD RD 2T2

 

 

 

 

GREENWOOD VLG CO 80111-5002

 

 

 

   

 

 

 

K CHADWICK K BLALOCK TTEES

 

6.18

 

 

FIERCE ISAKOWITZ & BLALOCK LLC 401K

 

 

 

 

C/O FASCORE LLC

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

9.25

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

25.12(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VRSCO

 

6.26

 

 

FBO AIGFSB CUST TTEE FBO

 

 

 

 

UNIV OF NORTH TEXAS OPT RET PL 403B

 

 

NEW JERSEY TAX-FREE BOND FUND

 

NATIONAL FINANCIAL SERVICES

 

24.53

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

NEW JERSEY TAX-FREE BOND FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

NEW YORK TAX-FREE BOND FUND

 

NATIONAL FINANCIAL SERVICES

 

6.98

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

170

     

FUND

 

SHAREHOLDER

 

%

NEW YORK TAX-FREE BOND FUND—I CLASS

 

ROBERT S KAPLAN

 

69.01(a)

 

 

JAMIE SCHUVAL JT TEN

 

 

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

17.51

 

 

C/O MELLON BANK

 

 

NEW YORK TAX-FREE MONEY FUND

 

H MARK GLASBERG

 

17.18

 

 

PAULA D GLASBERG JT TEN T O D

 

 

NEW YORK TAX-FREE MONEY FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

OVERSEAS STOCK FUND

 

RETIREMENT PORTFOLIO 2040

 

14.01

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

12.83

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

12.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

17.33

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

11.23

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

7.60

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2050

 

6.19

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

OVERSEAS STOCK FUND—ADVISOR CLASS

 

PERSHING LLC

 

18.21

 

   

 

 

 

SUNTRUST BANK FBO

 

43.17(a)

 

 

VARIOUS SUNTRUST OMNIBUS ACCOUNTS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

9.61

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUST COMPANY OF AMERICA

 

28.83(a)

 

 

FBO #525

 

 

 

 

PO BOX 6503

 

 

 

 

ENGLEWOOD CO 80155-6503

 

 

171

     

FUND

 

SHAREHOLDER

 

%

OVERSEAS STOCK FUND—I CLASS

 

EDWARD D JONES & CO

 

16.04

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

21.50

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

8.23

 

 

OMNIBUS CASH

 

 

PERSONAL STRATEGY BALANCED FUND

 

MAC & CO

 

8.19

 

 

ATTN MUTUAL FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.83

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO TR

 

8.66

 

 

BALANCED

 

 

 

 

ATTN ASSET RECONCILIATION

 

 

PERSONAL STRATEGY BALANCED FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

14.30

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.07

 

   

 

 

 

T ROWE PRICE RPS INC

 

12.76

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP PERSONAL STRATEGY BALANCED-I

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

5.51

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

PERSONAL STRATEGY GROWTH FUND

 

NATIONAL FINANCIAL SERVICES

 

12.49

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NATIONWIDE TRUST COMPANY FSB

 

5.39

 

 

C/O IPO PORTFOLIO ACCOUNTING

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO TR

 

5.18

 

 

ATTN GROWTH ASSET

 

 

172

     

FUND

 

SHAREHOLDER

 

%

PERSONAL STRATEGY GROWTH FUND—I CLASS

 

JOHN HANCOCK TRUST COMPANY LLC

 

8.77

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.50

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

15.22

 

   

 

 

 

TD AMERITRADE INC FBO

 

7.44

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

6.65

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

PERSONAL STRATEGY INCOME FUND

 

NATIONAL FINANCIAL SERVICES

 

7.85

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

PERSONAL STRATEGY INCOME FUND—I CLASS

 

AUDREE A CLARK NIELSEN AGENT

 

5.77

 

 

T ROWE PRICE TRUST CO CUST FOR THE

 

 

 

 

ROLLOVER IRA OF ROBERT O NIELSEN

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

7.03

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.00

 

   

 

 

 

REBECCA L BESSON

 

7.40

 

 

STUART B COOPER JT TEN

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

8.35

 

 

OUR CUSTOMERS

 

 

QM GLOBAL EQUITY FUND

 

T ROWE PRICE ASSOCIATES

 

73.56(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM GLOBAL EQUITY FUND—ADVISOR CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM GLOBAL EQUITY FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

73.09(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

26.91(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM U.S. SMALL & MID-CAP CORE EQUITY FUND

 

T ROWE PRICE ASSOCIATES

 

31.15(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

6.01

 

 

OUR CUSTOMERS

 

 

173

     

FUND

 

SHAREHOLDER

 

%

QM U.S. SMALL & MID-CAP CORE EQUITY FUND—ADVISOR

 

PERSHING LLC

 

7.62

CLASS

   

 

 

 

T ROWE PRICE ASSOCIATES

 

92.38(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM U.S. SMALL & MID-CAP CORE EQUITY FUND—I CLASS

 

PERSHING LLC

 

5.32

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

55.03(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

38.16(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM U.S. SMALL-CAP GROWTH EQUITY FUND

 

CHARLES SCHWAB & CO INC

 

7.10

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MORGAN STANLEY SMITH BARNEY

 

13.78

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

11.37

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

8.73

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

5.16

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

QM U.S. SMALL-CAP GROWTH EQUITY FUND—ADVISOR

 

NATIONAL FINANCIAL SERVICES

 

31.40(a)

CLASS

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

UMB BANK CUSTODIAN

 

59.23(a)

 

 

SECURITY FINANCIAL RESOURCES

 

 

QM U.S. SMALL-CAP GROWTH EQUITY FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

16.78

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

17.36

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

10.21

 

   

 

 

 

STATE STREET BANK AND TRUST COMPANY

 

25.14(a)

 

 

AS TRUSTEE OF THE TRUST FOR THE NEW

 

 

 

 

YORK STATE DC PLAN

 

 

 

 

1200 CROWN COLONY DR

 

 

 

 

QUINCY MA 02169-0938

 

 

174

     

FUND

 

SHAREHOLDER

 

%

QM U.S. VALUE EQUITY FUND

 

T ROWE PRICE ASSOCIATES

 

49.07(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

QM U.S. VALUE EQUITY FUND—ADVISOR CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

 

DONALD E HINES TR

 

 

 

 

DONALD E HINES TRUST

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

50.81(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

37.03(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

REAL ASSETS FUND

 

RETIREMENT PORTFOLIO 2040

 

13.61

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

12.13

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

11.68

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

16.48

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2035

 

10.97

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

7.43

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2050

 

6.07

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

175

     

FUND

 

SHAREHOLDER

 

%

REAL ASSETS FUND—I CLASS

 

BREAD & CO

 

14.06

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN BALANCED FUND

 

 

 

   

 

 

 

LADYBUG & CO

 

7.04

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY BALANCED FD

 

 

 

   

 

 

 

LAKESIDE & CO

 

8.79

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN PERS STRATEGY GROWTH FUND

 

 

 

   

 

 

 

RETIREMENT I 2020 FUND

 

6.76

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

6.39

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

10.36

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2035 FUND

 

6.75

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2040 FUND

 

9.39

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2050 FUND

 

5.16

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

176

     

FUND

 

SHAREHOLDER

 

%

REAL ESTATE FUND

 

CHARLES SCHWAB & CO INC

 

5.87

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.90

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

13.62

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

24.56

 

 

OMNIBUS ACCT CASH/CASH

 

 

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

6.55

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

REAL ESTATE FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

6.37

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

14.78

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

34.64(a)

 

 

INSPER 401K

 

 

REAL ESTATE FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

16.84

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

20.40

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SEI PRIVATE TRUST COMPANY

 

5.54

 

 

ATTN MUTUAL FUND ADMINISTRATOR

 

 

 

 

C/O M & T BANK

 

 

 

   

 

 

 

TIAA, FSB CUST/TTEE FBO

 

5.28

 

 

RETIREMENT PLANS FOR WHICH

 

 

 

 

TIAA ACTS AS RECORDKEEPER

 

 

 

 

ATTN TRUST OPERATIONS

 

 

RETIREMENT 2005 FUND

 

NATIONAL FINANCIAL SERVICES

 

20.28

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

15.95

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABH1 #155

 

 

177

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2005 FUND—ADVISOR CLASS

 

JOHN HANCOCK TRUST COMPANY

 

5.76

 

   

 

 

 

NATIONAL FINANCIAL SVCS CORP

 

28.53(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

TAYNIK & CO

 

5.43

 

 

C/O INVESTORS BANK & TRUST

 

 

 

 

PO BOX 9130

 

 

 

 

BOSTON MA 02117-9130

 

 

 

   

 

 

 

WTRISC CO IRA OMNIBUS ACCT

 

16.47

 

 

C/O ICMA RETIREMENT CORPORATION

 

 

RETIREMENT 2005 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

12.52

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

21.12

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

6.58

 

 

C/O STATE STREET BANK

 

 

 

 

1200 CROWN COLONY DR

 

 

 

 

QUINCY MA 02169-0938

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

23.43

RETIREMENT 2010 FUND

 

NATIONAL FINANCIAL SERVICES

 

16.18

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

12.96

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT 2010, #140

 

 

RETIREMENT 2010 FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

5.07

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

15.18

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TAYNIK & CO

 

8.26

 

 

C/O INVESTORS BANK & TRUST

 

 

178

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2010 FUND—R CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.38

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

 

1295 STATE ST MIP C105

 

 

 

 

SPRINGFIELD MA 01111-0001

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

32.53(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

SUNTRUST BANK FBO

 

5.42

 

 

VARIOUS SUNTRUST OMNIBUS ACCOUNTS

 

 

RETIREMENT 2015 FUND

 

NATIONAL FINANCIAL SERVICES

 

19.45

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

20.37

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABH2 #156

 

 

RETIREMENT 2015 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SVCS CORP

 

22.82

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

5.15

 

 

RETIREMENT PLANS SERVICED BY METLIFE

 

 

RETIREMENT 2015 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

6.70

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

27.51(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

13.37

RETIREMENT 2020 FUND

 

NATIONAL FINANCIAL SERVICES

 

23.68

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

23.62

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT 2020, #141

 

 

179

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2020 FUND—ADVISOR CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.02

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.29

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TAYNIK & CO

 

6.94

 

 

C/O INVESTORS BANK & TRUST

 

 

RETIREMENT 2020 FUND—R CLASS

 

STATE STREET BANK AND TRUST AS

 

32.36(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

5.85

 

 

C/O STATE STREET BANK

 

 

RETIREMENT 2025 FUND

 

NATIONAL FINANCIAL SERVICES

 

25.83(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

27.72(e)

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABH3 #157

 

 

RETIREMENT 2025 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SVCS CORP

 

22.62

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

TAYNIK & CO

 

5.05

 

 

C/O STATE STREET BANK

 

 

RETIREMENT 2025 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

6.91

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

31.42(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

13.22

RETIREMENT 2030 FUND

 

NATIONAL FINANCIAL SERVICES

 

24.56

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

25.16(e)

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT 2030, #142

 

 

180

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2030 FUND—ADVISOR CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.72

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

18.23

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TAYNIK & CO

 

7.66

 

 

C/O INVESTORS BANK & TRUST

 

 

RETIREMENT 2030 FUND—R CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.51

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

36.69(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

5.61

 

 

C/O STATE STREET BANK

 

 

RETIREMENT 2035 FUND

 

NATIONAL FINANCIAL SERVICES

 

27.73(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

27.10(e)

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABH4 #158

 

 

RETIREMENT 2035 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SVCS CORP

 

23.96

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

RETIREMENT 2035 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

5.95

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

33.98(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

13.04

RETIREMENT 2040 FUND

 

NATIONAL FINANCIAL SERVICES

 

26.51(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

23.55

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT 2040, #143

 

 

181

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2040 FUND—ADVISOR CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.15

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

19.83

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TAYNIK & CO

 

8.06

 

 

C/O INVESTORS BANK & TRUST

 

 

RETIREMENT 2040 FUND—R CLASS

 

STATE STREET BANK AND TRUST AS

 

39.14(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

5.57

 

 

C/O STATE STREET BANK

 

 

RETIREMENT 2045 FUND

 

NATIONAL FINANCIAL SERVICES

 

29.44(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

27.18(e)

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABH5 #159

 

 

RETIREMENT 2045 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SVCS CORP

 

25.92(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

5.04

 

 

RETIREMENT PLANS SERVICED BY METLIFE

 

 

RETIREMENT 2045 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

5.00

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

35.47(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

12.74

RETIREMENT 2050 FUND

 

NATIONAL FINANCIAL SERVICES

 

30.36(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

22.42

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABO6 #166

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

5.39

 

 

VARIOUS RETIREMENT PLANS

 

 

182

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2050 FUND—ADVISOR CLASS

 

MASSACHUSETTS MUTUAL LIFE

 

5.79

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

22.88

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

5.04

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

8.33

 

 

C/O INVESTORS BANK & TRUST

 

 

RETIREMENT 2050 FUND—R CLASS

 

STATE STREET BANK AND TRUST AS

 

40.41(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

6.16

 

 

C/O STATE STREET BANK

 

 

RETIREMENT 2055 FUND

 

NATIONAL FINANCIAL SERVICES

 

29.21(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

26.66(e)

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT ABO7 #164

 

 

RETIREMENT 2055 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SVCS CORP

 

30.05(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

 

RUSS LENNON

 

 

 

   

 

 

 

RELIANCE TRUST COMPANY FBO

 

5.16

 

 

RETIREMENT PLANS SERVICED BY METLIFE

 

 

RETIREMENT 2055 FUND—R CLASS

 

AXA EQUITABLE FOR SA NO 65

 

5.06

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

39.23(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

11.00

183

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT 2060 FUND

 

NATIONAL FINANCIAL SERVICES

 

26.06(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

26.79(e)

 

 

OMNIBUS ACCOUNT CUSIP:74149P325

 

 

 

 

TRP RETIREMENT 2060 #144 ABMQ

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

5.73

 

 

VARIOUS RETIREMENT PLANS

 

 

RETIREMENT 2060 FUND—ADVISOR CLASS

 

DCGT AS TTEE AND/OR CUST

 

6.19

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

30.10(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

RETIREMENT 2060 FUND—R CLASS

 

STATE STREET BANK AND TRUST AS

 

46.73(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

7.88

RETIREMENT BALANCED FUND

 

NATIONAL FINANCIAL SERV CORP

 

10.24

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

11.07

 

 

OMNIBUS ACCOUNT

 

 

 

 

RETIREMENT INCOME,#145

 

 

RETIREMENT BALANCED FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

5.06

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MASSACHUSETTS MUTUAL LIFE

 

6.45

 

 

INSURANCE CO

 

 

 

 

ATTN RS FUND OPERATIONS

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

13.63

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

5.80

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

TAYNIK & CO

 

8.94

 

 

C/O INVESTORS BANK & TRUST

 

 

184

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT BALANCED FUND—R CLASS

 

PIMS/PRUDENTIAL RETIREMENT

 

14.97

 

 

AS NOMINEE FOR THE TTEE/CUST PL 701

 

 

 

 

NEPC - TAFT HARTLEY IRONWORKERS

 

 

 

 

PO BOX 30124

 

 

 

 

SALT LAKE CTY UT 84130-0124

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

39.56(a)

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

RETIREMENT I 2005 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.91

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

52.69(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

RETIREMENT I 2010 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

25.94(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

6.35

 

 

VI OMNIBUS ACCOUNT VICA

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

10.47

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2015 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

35.53(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

TIAA, FSB CUST/TTEE FBO

 

5.26

 

 

RETIREMENT PLANS FOR WHICH

 

 

 

 

TIAA ACTS AS RECORDKEEPER

 

 

 

 

ATTN TRUST OPERATIONS

 

 

RETIREMENT I 2020 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

32.27(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

9.16

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2025 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

41.99(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

5.94

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

185

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT I 2030 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

33.75(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

6.18

 

 

VI OMNIBUS ACCOUNT VICA

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

10.73

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2035 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

6.76

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

42.07(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

6.95

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2040 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.30

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

FIFTH THIRD BANK TR

 

6.18

 

 

FBO CINTAS PARTNERS PLAN

 

 

 

 

ATTN MICHELLE HODGEMAN MD

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

30.62(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

7.33

 

 

VI OMNIBUS ACCOUNT VICA

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

10.69

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

186

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT I 2045 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

7.32

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

42.34(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

9.84

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2050 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.00

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

FIFTH THIRD BANK TR

 

11.87

 

 

FBO CINTAS PARTNERS PLAN

 

 

 

 

ATTN MICHELLE HODGEMAN MD

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

31.49(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

6.54

 

 

VI OMNIBUS ACCOUNT VICA

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

10.98

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2055 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

48.85(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

8.06

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

RETIREMENT I 2060 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

42.72(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO

 

5.33

 

 

AS CUSTODIAN FOR MML

 

 

 

 

FBO ITS CLIENTS

 

 

187

     

FUND

 

SHAREHOLDER

 

%

RETIREMENT INCOME 2020 FUND

 

PERSHING LLC

 

11.99

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

15.71

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

11.55

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

DANIEL E EICHELBERGER

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

7.80

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

JERRY B REID

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

6.52

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

RICHARD A MCPHEE

 

 

SCIENCE & TECHNOLOGY FUND

 

T ROWE PRICE RPS INC

 

11.04

 

 

OMNIBUS PLAN #

 

 

 

 

NEW BUSINESS-CONV ASSTS #133 DIF

 

 

SCIENCE & TECHNOLOGY FUND—ADVISOR CLASS

 

JOHN HANCOCK LIFE

 

86.30(a)

 

 

INSURANCE CO USA

 

 

 

 

RPS TRADING OPS ST-4

 

 

SCIENCE & TECHNOLOGY FUND—I CLASS

 

NAVID KAUSAR

 

6.82

 

   

 

 

 

T ROWE PRICE RPS INC

 

5.67

 

 

OMNIBUS ACCOUNT

 

 

 

 

TRP SCIENCE AND TECHNOLOGY - I

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

48.11(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

SHORT-TERM BOND FUND

 

MARYLAND COLLEGE INVESTMENT PLAN

 

6.20

 

 

PORTFOLIO 2018

 

 

 

 

T ROWE PRICE FUND ACCOUNTING

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

7.48

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

188

     

FUND

 

SHAREHOLDER

 

%

SHORT-TERM BOND FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

7.12

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

37.91(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RBC CAPITAL MARKETS LLC

 

11.67

 

 

MUTUAL FUND OMNIBUS PROCESSING

 

 

 

 

OMNIBUS

 

 

 

 

ATTN MUTUAL FUND OPS MANAGER

 

 

 

 

60 S 6TH ST # STREET-P08

 

 

 

 

MINNEAPOLIS MN 55402-4413

 

 

 

   

 

 

 

TD AMERITRADE INC FBO

 

14.39

 

 

OUR CUSTOMERS

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

10.57

 

 

VSP EXECUTIVE DC TRUST

 

 

SHORT-TERM BOND FUND—I CLASS

 

ASSOCIATED TRUST COMPANY

 

5.14

 

 

PO BOX 22037

 

 

 

 

GREEN BAY WI 54305-2037

 

 

 

   

 

 

 

EDWARD D JONES & CO

 

11.38

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

MCGUIREWOOD LLP EQUITY

 

6.93

 

 

ATTN: DENISE ZAPF

 

 

 

 

GATEWAY PLAZA

 

 

 

 

800 E CANAL ST

 

 

 

 

RICHMOND VA 23219-3956

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

33.72(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE PROGRAM FOR

 

6.64

 

 

CHARITABLE GIVING GIFT

 

 

 

 

PRESERVATION POOL

 

 

 

 

ATTN FUND ACCOUNTING

 

 

189

     

FUND

 

SHAREHOLDER

 

%

SHORT-TERM FUND

 

JPMORGAN CHASE BANK AS AGENT

 

37.85(a)

 

 

FOR INSTITUTIONAL FUNDS

 

 

 

 

ATTN AMANDA MORLEY

 

 

 

 

500 STANTON CHRISTIANA RD

 

 

 

 

OPS 4 FL 3

 

 

 

 

NEWARK DE 19713-2105

 

 

 

   

 

 

 

STATE STREET BANK & TRUST CO AGENT

 

61.54(a)

 

 

FOR T ROWE INSTITUTIONAL FUNDS

 

 

SMALL-CAP INDEX FUND

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

SMALL-CAP INDEX FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

SMALL-CAP STOCK FUND

 

NATIONAL FINANCIAL SERVICES

 

8.86

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

5.51

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

6.85

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

5.80

 

 

T R P O T C FUND

 

 

 

 

ATTN R P S CONTROL DEPT

 

 

SMALL-CAP STOCK FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

12.54

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

DCGT AS TTEE AND/OR CUST

 

5.17

 

 

ATTN NPIO TRADE DESK

 

 

 

 

FBO PLIC VARIOUS RETIREMENT PLANS

 

 

 

 

OMNIBUS

 

 

 

   

 

 

 

JOHN HANCOCK TRUST COMPANY

 

5.68

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

25.86(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST CO

 

8.89

 

 

T ROWE PRICE ADVISOR CLASS FUNDS

 

 

 

 

ATTN OUTSIDE FUNDS

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

14.79

 

 

FBO VARIOUS RETIREMENT PLANS

 

 

190

     

FUND

 

SHAREHOLDER

 

%

SMALL-CAP STOCK FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

13.54

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES LLC

 

15.38

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

5.36

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

WELLS FARGO BANK NA FBO

 

6.98

 

 

OMNIBUS ACCT CASH/CASH

 

 

SMALL-CAP VALUE FUND

 

NATIONAL FINANCIAL SERVICES

 

5.30

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2040

 

5.45

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

5.01

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

6.73

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

7.30

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

SMALL-CAP VALUE FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

9.15

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

SMALL-CAP VALUE FUND—I CLASS

 

EDWARD D JONES & CO

 

23.44

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

19.19

 

 

OMNIBUS DST#538 C:77957Q301

 

 

 

 

TRP SMALL CAP VALUE FUND-I DACV

 

 

SPECTRUM GROWTH FUND

 

T ROWE PRICE TRUST CO INC

 

5.79

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

SPECTRUM INCOME FUND

 

MARYLAND COLLEGE INVESTMENT PLAN

 

5.26

 

 

PORTFOLIO 2021

 

 

 

 

ATTN FUND ACCOUNTING

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO INC

 

7.10

 

 

ATTN: TRPS INST CONTROL DEPT

 

 

191

     

FUND

 

SHAREHOLDER

 

%

SUMMIT MUNICIPAL INCOME FUND

 

EDWARD D JONES & CO

 

14.19

 

 

SHAREHOLDER ACCOUNTING

 

 

 

 

ATTN MUTUAL FUND

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

7.83

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SAXON & CO.

 

12.72

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

13.97

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

SUMMIT MUNICIPAL INCOME FUND—ADVISOR CLASS

 

LPL FINANCIAL

 

79.41(a)

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

14.91

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

SUMMIT MUNICIPAL INTERMEDIATE FUND

 

CHARLES SCHWAB & CO INC

 

14.82

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

EDWARD D JONES & CO

 

9.56

 

 

SHAREHOLDER ACCOUNTING

 

 

 

 

ATTN MUTUAL FUND

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

11.55

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.29

 

   

 

 

 

SAXON & CO.

 

5.40

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

9.52

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

192

     

FUND

 

SHAREHOLDER

 

%

SUMMIT MUNICIPAL INTERMEDIATE FUND—ADVISOR

 

CHARLES SCHWAB & CO INC

 

54.23(a)

CLASS

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

CITBANCO A PARTNERSHIP

 

11.88

 

 

DRAWER 1227

 

 

 

 

STORM LAKE IA 50588-1227

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

28.94(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

SUMMIT MUNICIPAL MONEY MARKET FUND

 

JAMES S RIEPE

 

5.88

 

 

GAIL P RIEPE TEN ENT

 

 

 

   

 

 

 

JAMES S. RIEPE

 

12.12

TARGET 2005 FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

61.37(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

18.20

 

 

ACCESS LARGE MARKET 401K

 

 

 

 

1100 ABERNATHY RD

 

 

 

 

ATLANTA GA 30328-5620

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

19.53

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2005 FUND—I CLASS

 

NATIONAL FINANCIAL SERVICES

 

6.39

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

93.60(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2010 FUND

 

T ROWE PRICE RPS INC

 

5.38

 

 

OMNIBUS ACCOUNT TICKER: TRROX

 

 

 

 

TRP TARGET RET 2010 AB9K

 

 

TARGET 2010 FUND—ADVISOR CLASS

 

FIIOC AS AGENT FBO

 

6.04

 

 

INTERNATIONAL YOUTH FOUNDATION

 

 

 

 

401K PLAN

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

65.37(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

28.42(a)

 

 

ACCESS LARGE MARKET 401K

 

 

193

     

FUND

 

SHAREHOLDER

 

%

TARGET 2010 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

17.00

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.19

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

REBECCA L BESSON

 

60.74(a)

 

 

STUART B COOPER JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

10.80

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2015 FUND

 

T ROWE PRICE RPS INC

 

7.08

 

 

OMNIBUS ACCOUNT TICKER: TRRTX

 

 

 

 

TRP TARGET RET 2015 AB9T

 

 

TARGET 2015 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

26.16(a)

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

13.88

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

42.14(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.06

 

   

 

 

 

WELLS FARGO BANK FBO

 

8.29

 

 

VARIOUS RETIREMENT PLANS

 

 

194

     

FUND

 

SHAREHOLDER

 

%

TARGET 2015 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

10.24

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.86

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

13.28

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

ALBERT K MONAGAN JR

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

10.94

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

DAVID L HINTZ

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

12.33

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

DENNIS W CULLEN

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

10.27

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

LINDA M RIDDELL

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

11.30

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

ROBERT A CRIDER

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

11.57

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

ROLLIN G SEARS

 

 

TARGET 2020 FUND

 

NATIONAL FINANCIAL SERVICES

 

7.95

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

15.62

 

 

OMNIBUS ACCOUNT TICKER: TRRUX

 

 

 

 

TRP TARGET RET 2020 ABAY

 

 

195

     

FUND

 

SHAREHOLDER

 

%

TARGET 2020 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

7.17

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

13.59

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

29.09(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

41.55(a)

 

 

ACCESS LARGE MARKET 401K

 

 

TARGET 2020 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

17.15

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

MATRIX TRUST COMPANY AS CUST FBO

 

5.66

 

 

SHERRILL HOUSE, INC 403(B) RET PLN

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

17.22

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

SANDRA L KRISZTAL AGENT TRP/POA

 

9.07

 

 

T ROWE PRICE CO CUST FOR THE

 

 

 

 

ROLLOVER IRA OF RUBEN J KRISZTAL

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

7.31

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

DOUGLAS J CROCKETT

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

14.48

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

DWIGHT T COLES

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

8.51

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

ROBERT T ERRINGTON

 

 

TARGET 2025 FUND

 

NATIONAL FINANCIAL SERVICES

 

6.62

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

21.31

 

 

OMNIBUS ACCOUNT TICKER: TRRVX

 

 

 

 

TRP TARGET RET 2025 ABBC

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

7.71

 

 

VARIOUS RETIREMENT PLANS

 

 

196

     

FUND

 

SHAREHOLDER

 

%

TARGET 2025 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

29.71(a)

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

17.55

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

34.88(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

8.47

 

 

ACCESS LARGE MARKET 401K

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

5.56

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

TARGET 2025 FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

5.08

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

27.02(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

10.52

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NONAB & CO

 

8.57

 

 

E H KLECKNER, INC PS 401(K) PLAN

 

 

 

 

90 MAIN ST # 92

 

 

 

 

WELLSBORO PA 16901-1517

 

 

 

   

 

 

 

NONAB & CO

 

7.37

 

 

FBO STROBELS SUPPLY, INC 401(K) PSP

 

 

 

   

 

 

 

NONAB & CO

 

8.19

 

 

FBO WEST MILTON STATE BANK 401(K)

 

 

TARGET 2030 FUND

 

NATIONAL FINANCIAL SERVICES

 

13.06

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

29.97(e)

 

 

OMNIBUS ACCOUNT TICKER: TRRWX

 

 

 

 

TRP TARGET RET 2030 ABBH

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

7.27

 

 

VARIOUS RETIREMENT PLANS

 

 

197

     

FUND

 

SHAREHOLDER

 

%

TARGET 2030 FUND—ADVISOR CLASS

 

FIIOC AS AGENT FBO

 

13.30

 

 

INTERNATIONAL YOUTH FOUNDATION

 

 

 

 

401K PLAN

 

 

 

   

 

 

 

GREAT WEST TRUST CO LLC

 

9.13

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

37.16(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

34.91(a)

 

 

ACCESS LARGE MARKET 401K

 

 

TARGET 2030 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

11.22

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

MATRIX TRUST COMPANY TRUSTEE FBO

 

27.39(a)

 

 

CHRISTIAN APPALACHIAN PROJECT INC

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

11.99

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE TRUST CO

 

13.03

 

 

CUST FOR THE ROLLOVER IRA OF

 

 

 

 

GARRETT COLMORGEN

 

 

TARGET 2035 FUND

 

NATIONAL FINANCIAL SERVICES

 

12.54

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

31.35(e)

 

 

OMNIBUS ACCOUNT TICKER: RPGRX

 

 

 

 

TRP TARGET RET 2035 AB5Y

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

8.83

 

 

VARIOUS RETIREMENT PLANS

 

 

TARGET 2035 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

19.43

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

13.79

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

60.65(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

198

     

FUND

 

SHAREHOLDER

 

%

TARGET 2035 FUND—I CLASS

 

ASCENSUS TRUST COMPANY FBO

 

7.37

 

 

TEXAMAC INC EMPLOYEES' PROFIT SHAR

 

 

 

 

PO BOX 10758

 

 

 

 

FARGO ND 58106-0758

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

52.38(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.13

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

TARGET 2040 FUND

 

NATIONAL FINANCIAL SERVICES

 

13.48

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

31.62(e)

 

 

OMNIBUS ACCOUNT TICKER: TRHRX

 

 

 

 

TRP TARGET RET 2040 AB6J

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

7.07

 

 

VARIOUS RETIREMENT PLANS

 

 

TARGET 2040 FUND—ADVISOR CLASS

 

FIIOC AS AGENT FBO

 

6.49

 

 

INTERNATIONAL YOUTH FOUNDATION

 

 

 

 

401K PLAN

 

 

 

   

 

 

 

GREAT WEST TRUST CO LLC

 

16.89

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

70.39(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

TARGET 2040 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

48.62(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

MATRIX TRUST COMPANY TRUSTEE FBO

 

7.07

 

 

CHRISTIAN APPALACHIAN PROJECT INC

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

17.86

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

199

     

FUND

 

SHAREHOLDER

 

%

TARGET 2045 FUND

 

NATIONAL FINANCIAL SERVICES

 

12.73

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

33.39(e)

 

 

OMNIBUS ACCOUNT TICKER: RPTFX

 

 

 

 

TRP TARGET RET 2045 AB7Y

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

8.00

 

 

VARIOUS RETIREMENT PLANS

 

 

TARGET 2045 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

12.42

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

8.04

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

71.25(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

TARGET 2045 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

70.72(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.73

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

6.00

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2050 FUND

 

NATIONAL FINANCIAL SERVICES

 

17.69

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

25.88(e)

 

 

OMNIBUS ACCOUNT TICKER: TRFOX

 

 

 

 

TRP TARGET RET 2050 AB8F

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

5.54

 

 

VARIOUS RETIREMENT PLANS

 

 

200

     

FUND

 

SHAREHOLDER

 

%

TARGET 2050 FUND—ADVISOR CLASS

 

FIIOC AS AGENT FBO

 

14.61

 

 

INTERNATIONAL YOUTH FOUNDATION

 

 

 

 

401K PLAN

 

 

 

   

 

 

 

GREAT WEST TRUST CO LLC

 

9.25

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

61.46(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

7.14

 

 

VARIOUS RETIREMENT PLANS

 

 

TARGET 2050 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

55.74(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

MATRIX TRUST COMPANY TRUSTEE FBO

 

7.67

 

 

CHRISTIAN APPALACHIAN PROJECT INC

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

20.60

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

TARGET 2055 FUND

 

NATIONAL FINANCIAL SERVICES

 

12.85

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

29.12(e)

 

 

OMNIBUS ACCOUNT TICKER: TRFFX

 

 

 

 

TRP TARGET RET 2055 AB8T

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

6.15

 

 

VARIOUS RETIREMENT PLANS

 

 

TARGET 2055 FUND—ADVISOR CLASS

 

GREAT WEST TRUST CO LLC

 

5.68

 

 

FBO RECORDKEEPING FOR VARIOUS

 

 

 

 

BENEFIT PL OMNIPUTNAM

 

 

 

 

C/O MUTUAL FUND TRADING

 

 

 

   

 

 

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

8.72

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

76.45(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

201

     

FUND

 

SHAREHOLDER

 

%

TARGET 2055 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

67.32(a)

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.11

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PAI TRUST COMPANY, INC.

 

5.95

 

 

A BRIGHT IDEA, LLC 401(K) P/S PLAN

 

 

 

 

1300 ENTERPRISE DR

 

 

 

 

DE PERE WI 54115-4934

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

11.87

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2060 FUND

 

CHARLES SCHWAB & CO INC

 

7.65

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

5.53

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

T ROWE PRICE RPS INC

 

5.70

 

 

OMNIBUS ACCOUNT CUSIP:74149P275

 

 

 

 

TRP TARGET RETIREMENT 2060 #181

 

 

 

   

 

 

 

WELLS FARGO BANK FBO

 

5.54

 

 

VARIOUS RETIREMENT PLANS

 

 

202

     

FUND

 

SHAREHOLDER

 

%

TARGET 2060 FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

16.10

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MATRIX TRUST COMPANY CUST. FBO

 

7.74

 

 

UI LABS 401(K) PLAN

 

 

 

 

717 17TH ST STE 1300

 

 

 

 

DENVER CO 80202-3304

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

20.26

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RELIANCE TRUST CO TTEE ADP

 

7.18

 

 

ACCESS LARGE MARKET 401K

 

 

 

   

 

 

 

STATE STREET BANK AND TRUST AS

 

6.79

 

 

TRUSTEE AND/OR CUSTODIAN

 

 

 

 

FBO ADP ACCESS PRODUCT

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

28.13(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TARGET 2060 FUND—I CLASS

 

GREAT-WEST TRUST COMPANY LLC TTEE F

 

14.84

 

 

EMPLOYEE BENEFITS CLIENTS 401K

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

6.43

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

NONAB & CO

 

6.80

 

 

FBO TWIN TIERS 401(K)

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

59.95(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TAX-EFFICIENT EQUITY FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TAX-EXEMPT MONEY FUND—I CLASS

 

ROBERT B OTT

 

84.40(a)

 

 

PAULA S OTT JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

15.60

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

203

     

FUND

 

SHAREHOLDER

 

%

TAX-FREE HIGH YIELD FUND

 

CHARLES SCHWAB & CO INC

 

12.83

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

GOLDMAN SACHS & CO

 

14.33

 

 

C/O MUTUAL FUNDS OPS

 

 

 

 

222 S MAIN ST

 

 

 

 

SALT LAKE CITY UT 84101-2199

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

8.27

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.31

TAX-FREE HIGH YIELD FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

98.44(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

TAX-FREE HIGH YIELD FUND—I CLASS

 

EDWARD D JONES & CO

 

53.47(a)

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

J.P. MORGAN SECURITIES LLC

 

15.82

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

MORI & CO

 

20.74

 

 

922 WALNUT ST

 

 

 

 

MAILSTOP TBTS 2

 

 

 

 

KANSAS CITY MO 64106-1802

 

 

TAX-FREE INCOME FUND

 

CHARLES SCHWAB & CO INC

 

8.27

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.45

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

5.70

TAX-FREE INCOME FUND—ADVISOR CLASS

 

NATIONAL FINANCIAL SERVICES

 

93.73(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

204

     

FUND

 

SHAREHOLDER

 

%

TAX-FREE INCOME FUND—I CLASS

 

ARUNA S PATEL AGENT POA

 

21.06

 

 

TRP/POA

 

 

 

 

SURESH T PATEL

 

 

 

   

 

 

 

CHARLOTTE E MC CORMICK

 

8.05

 

 

EUGENE R MC CORMICK TRS

 

 

 

 

CHARLOTTE E MCCORMICK REV TRUST

 

 

 

   

 

 

 

JERRY LEE FUDGE

 

16.89

 

 

KAREN S FUDGE JT TEN

 

 

 

   

 

 

 

PATRICIA M SHARP

 

5.10

 

   

 

 

 

SHIRLEY PETERS TR

 

19.74

 

 

SHIRLEY PETERS REVOCABLE TRUST

 

 

 

   

 

 

 

SURESH T PATEL AGENT POA

 

9.00

 

 

TRP/POA

 

 

 

 

ARUNA S PATEL T O D

 

 

TAX-FREE SHORT-INTERMEDIATE FUND

 

CHARLES SCHWAB & CO INC

 

17.19

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.02

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

10.39

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

WELLS FARGO CLEARING SERVICES LLC

 

13.11

 

 

SPECIAL CUSTODY ACCT FOR THE

 

 

 

 

EXCLUSIVE BENEFIT OF CUSTOMERS

 

 

TAX-FREE SHORT-INTERMEDIATE FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

21.70

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

53.79(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

6.54

TAX-FREE SHORT-INTERMEDIATE FUND—I CLASS

 

EDWARD D JONES & CO

 

7.26

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

11.63

 

   

 

 

 

TD AMERITRADE INC FBO

 

30.65(a)

 

 

OUR CUSTOMERS

 

 

205

     

FUND

 

SHAREHOLDER

 

%

TOTAL EQUITY MARKET INDEX FUND

 

EDUCATION TRUST OF ALASKA

 

9.71

 

 

TOTAL EQUITY MARKET INDEX PORTFOLIO

 

 

 

 

C/O T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN DAWN WAGNER FIXED INCOME

 

 

 

   

 

 

 

MARYLAND COLLEGE INVESTMENT PLAN

 

9.73

 

 

GLOBAL EQUITY MARKET INDEX

 

 

 

 

ATTN FUND ACCOUNTING

 

 

TOTAL RETURN FUND

 

T ROWE PRICE ASSOCIATES

 

74.43(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TOTAL RETURN FUND—ADVISOR CLASS

 

T ROWE PRICE ASSOCIATES

 

100.00(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TOTAL RETURN FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

62.86(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

37.14(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

TREASURY RESERVE FUND

 

BARNACLESAIL

 

51.80(d)

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN MID CAP GROWTH FUND

 

 

 

   

 

 

 

BRIDGESAIL & CO

 

12.09

 

 

C/O T ROWE PRICE ASSOC

 

 

 

 

ATTN SCIENCE & TECHNOLOGY FD

 

 

 

   

 

 

 

T ROWE PRICE

 

5.77

 

 

RETIREMENT PLAN SERVICE INC

 

 

 

 

ATTN RPS CASH GROUP

 

 

U.S. BOND ENHANCED INDEX FUND

 

EDUCATION TRUST OF ALASKA

 

10.30

 

 

ACT PORTFOLIO

 

 

 

 

C/O T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN DAWN WAGNER FIXED INCOME

 

 

 

   

 

 

 

PERSHING LLC

 

5.36

U.S. HIGH YIELD FUND

 

TD AMERITRADE INC FBO

 

14.90

 

 

OUR CUSTOMERS

 

 

206

     

FUND

 

SHAREHOLDER

 

%

U.S. HIGH YIELD FUND—ADVISOR CLASS

 

CHARLES SCHWAB & COMPANY INC

 

8.45

 

 

SPECIAL CUSTODY ACCT FBO CUSTOMERS

 

 

 

   

 

 

 

LPL FINANCIAL

 

6.52

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN MUTUAL FUND TRADING

 

 

 

   

 

 

 

MORGAN STANLEY SMITH BARNEY

 

16.75

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

55.00(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

U.S. HIGH YIELD FUND—I CLASS

 

MORGAN STANLEY SMITH BARNEY

 

22.61

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

STATE STREET BANK CUSTODIAN FBO

 

5.05

 

 

HENDERSON ALL ASSET FUND

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

58.45(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

UBS WM USA

 

7.75

 

 

OMNI ACCOUNT M/F

 

 

 

 

SPEC CDY

 

 

U.S. LARGE-CAP CORE FUND

 

CHARLES SCHWAB & CO INC

 

7.50

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

9.74

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

10.22

U.S. LARGE-CAP CORE FUND—ADVISOR CLASS

 

CHARLES SCHWAB & CO INC

 

12.78

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

LPL FINANCIAL

 

8.49

 

 

OMNIBUS CUSTOMER ACCOUNT

 

 

 

 

ATTN: MUTUAL FUND TRADING

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

46.30(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

PERSHING LLC

 

22.90

207

     

FUND

 

SHAREHOLDER

 

%

U.S. LARGE-CAP CORE FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

7.25

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

PERSHING LLC

 

8.09

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

6.19

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

75.30(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

U.S. TREASURY INTERMEDIATE FUND

 

MLPF&S FOR THE SOLE BENEFIT OF

 

11.34

 

 

ITS CUSTOMERS

 

 

 

   

 

 

 

SPECTRUM INCOME FUND

 

7.62

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

U.S. TREASURY INTERMEDIATE FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

12.82

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

87.18(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

U.S. TREASURY LONG-TERM FUND

 

SPECTRUM INCOME FUND

 

45.97(d)

 

 

T. ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

U.S. TREASURY LONG-TERM FUND—I CLASS

 

T ROWE PRICE ASSOCIATES

 

5.46

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

TRUSTEES OF T ROWE PRICE

 

94.54(a)

 

 

U.S. RETIREMENT PROGRAM

 

 

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

U.S. TREASURY MONEY FUND

 

EDWARD D JONES & CO

 

6.70

 

 

FOR THE BENEFIT OF CUSTOMERS

 

 

ULTRA SHORT-TERM BOND FUND

 

T ROWE PRICE ASSOCIATES

 

25.64(b)

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

ULTRA SHORT-TERM BOND FUND—I CLASS

 

ROBERT S KAPLAN

 

77.23(a)

 

 

JAMIE SCHUVAL JT TEN

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

22.77

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

208

     

FUND

 

SHAREHOLDER

 

%

VALUE FUND

 

RETIREMENT PORTFOLIO 2040

 

15.51

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2020

 

7.13

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2025

 

9.27

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2030

 

15.67

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

VALUE FUND—ADVISOR CLASS

 

RETIREMENT PORTFOLIO 2035

 

11.52

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATT FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2045

 

8.66

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT PORTFOLIO 2050

 

7.06

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN: FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

CHARLES SCHWAB & CO INC

 

11.23

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

MORGAN STANLEY SMITH BARNEY

 

10.43

 

 

HARBORSIDE FINANCIAL CENTER

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

43.02(a)

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

VOYA RETIREMENT INS & ANNUITY CO

 

7.10

209

     

FUND

 

SHAREHOLDER

 

%

VALUE FUND—I CLASS

 

CHARLES SCHWAB & CO INC

 

6.16

 

 

SPECIAL CUSTODY A/C FBO CUSTOMERS

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

5.98

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

 

   

 

 

 

RETIREMENT I 2025 FUND

 

5.74

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2030 FUND

 

11.18

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2035 FUND

 

7.90

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2040 FUND

 

11.97

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2045 FUND

 

6.24

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

RETIREMENT I 2050 FUND

 

6.74

 

 

T ROWE PRICE ASSOCIATES

 

 

 

 

ATTN FUND ACCOUNTING DEPT

 

 

 

   

 

 

 

VANGUARD FIDUCIARY TRUST COMPANY

 

6.62

 

 

ATTN INVESTMENT SERVICES

 

 

 

 

401K CLIENTS

 

 

VIRGINIA TAX-FREE BOND FUND

 

CHARLES SCHWAB & CO INC

 

13.34

 

 

REINVEST ACCOUNT

 

 

 

 

ATTN MUTUAL FUND DEPT

 

 

 

   

 

 

 

NATIONAL FINANCIAL SERVICES

 

8.84

 

 

FOR THE EXCLUSIVE BENEFIT

 

 

 

 

OF OUR CUSTOMERS

 

 

210

        

FUND

 

SHAREHOLDER

 

%

VIRGINIA TAX-FREE BOND FUND—I CLASS

 

G MICHAEL GREEN

 

21.92

 

 

JOAN D GREEN TEN ENT

 

 

 

   

 

 

 

HARVEY LEE GRIFFIN TR

 

5.09

 

 

HARVEY LEE GRIFFIN REV TRUST

 

 

 

   

 

 

 

HEIDI K STEWART

 

44.79(a)

 

 

RICHARD W STEWART TRS

 

 

 

 

HEIDI K STEWART REVOCABLE TRUST

 

 

 

   

 

 

 

T ROWE PRICE ASSOCIATES

 

5.22

 

 

ATTN FINANCIAL REPORTING DEPT

 

 

 

   

 

 

 

W BARRY BRYANT TR

 

11.16

 

 

W BARRY BRYANT REV TRUST

 

 

  

(a)

At the level of ownership indicated, the shareholder may be able to determine the outcome of any matters affecting a fund or one of its classes that are submitted to shareholders for vote.

(b)

T. Rowe Price Associates, Inc. is a wholly owned subsidiary of T. Rowe Price Group, Inc., each a Maryland corporation. Shares owned by T. Rowe Price Associates, Inc. may represent discretionary investments and/or a contribution to the fund at its inception that provided the fund with sufficient capital to invest in accordance with its investment program. At the level of ownership indicated, T. Rowe Price Associates, Inc. may be able to determine the outcome of most issues that were submitted to shareholders for vote.

(c)

T. Rowe Price Trust Company is a wholly owned subsidiary of T. Rowe Price Associates, Inc., which is a wholly owned subsidiary of T. Rowe Price Group, Inc., each a Maryland corporation. T. Rowe Price Trust Company is not the beneficial owner of these shares. Such shares are held of record by T. Rowe Price Trust Company and are normally voted by various retirement plans and retirement plan participants.

(d)

The indicated percentage of the outstanding shares of this fund are owned by another T. Rowe Price fund and held in the nominee name indicated. Shares of the fund are “echo-voted” by the T. Rowe Price fund that owns the shares in the same proportion that the shares of the underlying fund are voted by other shareholders.

(e)

T. Rowe Price Retirement Plan Services, Inc., is a wholly owned subsidiary of T. Rowe Price Associates, Inc., which is a wholly owned subsidiary of T. Rowe Price Group, Inc., each a Maryland corporation. T. Rowe Price Retirement Plan Services, Inc. is not the beneficial owner of these shares. Such shares are held of record by T. Rowe Price Retirement Plan Services, Inc. and are normally voted by various retirement plans and retirement plan participants.

INVESTMENT MANAGEMENT AGREEMENTS

T. Rowe Price is the investment adviser for all of the Price Funds and has executed an Investment Management Agreement with each fund. For certain Price Funds, T. Rowe Price has entered into an investment sub-advisory agreement with T. Rowe Price International, Price Hong Kong, and/or Price Singapore. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore are hereinafter referred to collectively as “Investment Managers.” T. Rowe Price is a wholly owned subsidiary of T. Rowe Price Group, Inc. T. Rowe Price International is a wholly owned subsidiary of T. Rowe Price. Price Hong Kong and Price Singapore are wholly owned subsidiaries of T. Rowe Price International.

Investment Management Services

Under the Investment Management Agreements, T. Rowe Price is responsible for supervising and overseeing investments of the funds in accordance with the funds’ investment objectives, programs, and restrictions as provided in the funds’ prospectuses and this SAI. In addition, T. Rowe Price provides the funds with certain corporate administrative services, including: maintaining the funds’ corporate existence and corporate records; registering and qualifying fund shares under federal laws; monitoring the financial, accounting, and administrative functions of the funds; maintaining liaison with the agents employed by the funds such as the funds’ custodians, fund accounting vendor, and transfer agent; assisting the funds in the coordination of such

211

agent’s activities; and permitting employees of the Investment Managers to serve as officers, directors, and committee members of the funds without cost to the funds. For those Price Funds for which T. Rowe Price has not entered into a sub-advisory agreement, T. Rowe Price is responsible for making discretionary investment decisions on behalf of the funds and is generally responsible for effecting all security transactions, including the negotiation of commissions and the allocation of principal business and portfolio brokerage.

With respect to the Africa & Middle East, Dynamic Global Bond, Emerging Europe, Emerging Markets Local Currency Bond, Emerging Markets Stock, European Stock, Global Growth Stock, Global High Income Bond, Global Multi-Sector Bond, Institutional Africa & Middle East, Institutional Emerging Markets Equity, Institutional Frontier Markets Equity, Institutional Global Growth Equity, Institutional Global Value Equity, Institutional International Bond, Institutional International Concentrated Equity, Institutional Global Multi-Sector Bond, Institutional International Growth Equity, International Bond, International Bond Fund (USD Hedged), International Concentrated Equity, International Discovery, International Equity Index, International Stock, International Value Equity, Japan, Latin America, and New Asia Funds, and the Emerging Markets Local Multi-Sector Account Portfolio, T. Rowe Price has entered into a sub-advisory agreement with T. Rowe Price International under which, subject to the supervision of T. Rowe Price, T. Rowe Price International is authorized to trade securities and make discretionary investment decisions on behalf of each fund. Under the sub-advisory agreement, T. Rowe Price International is responsible for effecting all securities transactions on behalf of the funds, including the negotiation of commissions and the allocation of principal business and portfolio brokerage. For Global Multi-Sector Bond Fund, T. Rowe Price International’s discretionary investment decisions and trading execution are limited to the fund’s international investment-grade fixed income investments in developed markets.

With respect to the Japan Fund and the Japanese investments of the International Discovery Fund, T. Rowe Price has entered into a sub-advisory agreement with the Tokyo Branch of T. Rowe Price International (“TRPI-Tokyo”) under which, subject to the supervision of T. Rowe Price, TRPI-Tokyo is authorized to trade Japanese securities and make discretionary investment decisions on behalf of each fund’s Japanese investments.

With respect to the Asia Opportunities, Emerging Markets Value Stock, Global Stock, Institutional International Global Focused Equity Growth, International Discovery, and New Asia Funds, T. Rowe Price has entered into a sub-advisory agreement with Price Hong Kong under which, subject to the supervision of T. Rowe Price, Price Hong Kong is authorized to trade securities and make certain discretionary investment decisions on behalf of each fund. Under the sub-advisory agreement, Price Hong Kong is responsible for selecting the funds’ investments in the Asia-Pacific region and effecting security transactions on behalf of the funds, including the negotiation of commissions and the allocation of principal business and portfolio brokerage.

The Investment Management Agreements also provide that T. Rowe Price, and its directors, officers, employees, and certain other persons performing specific functions for the funds, will be liable to the funds only for losses resulting from willful misfeasance, bad faith, gross negligence, or reckless disregard of duty. The sub-advisory agreements have a similar provision limiting the liability of the investment sub-adviser for errors, mistakes, and losses other than those caused by its willful misfeasance, bad faith, or gross negligence.

Under the Investment Management Agreements (and sub-advisory agreements, if applicable), the Investment Managers are permitted to utilize the services or facilities of others to provide them or the funds with statistical and other factual information, advice regarding economic factors and trends, advice as to occasional transactions in specific securities, and such other information, advice, or assistance as the Investment Managers may deem necessary, appropriate, or convenient for the discharge of their obligations under the Investment Management Agreements (and sub-advisory agreement, if applicable) or otherwise helpful to the funds.

Legal Proceedings On April 27, 2016, a complaint was filed against T. Rowe Price (“Defendant”) in the United States District Court for the Northern District of California bearing the caption Christopher Zoidis, Howard Gurwin, Kevin M. Heckman, Jacqueline Peiffer, Virginia A. Durand Trust, Charles L. Sommer and Barbara L. Sommer v. T. Rowe Price Associates, Inc., No. 3:16-cv-2289, by certain purported shareholders of eight Price Funds: T. Rowe Price Blue Chip Growth Fund; T. Rowe Price Capital Appreciation Fund; T. Rowe Price Equity Income Fund; T. Rowe Price Growth Stock Fund; T. Rowe Price International Stock Fund;

212

T. Rowe Price High Yield Fund; T. Rowe Price New Income Fund; and the T. Rowe Price Small-Cap Stock Fund (collectively, the “Named Funds”). None of the Named Funds are a party to the lawsuit. The complaint alleges that Defendant violated Section 36(b) of the 1940 Act by receiving allegedly excessive investment advisory fees from each Named Fund and seeks, among other things, a declaration that Defendant has violated Section 36(b) of the 1940 Act, rescission of the investment management agreements between Defendant and the Named Funds, an award of compensatory damages against Defendant, including repayment to each Named Fund of all allegedly excessive investment advisory fees paid by such fund from one year prior to the filing of the complaint through the date of trial of the action, plus purported lost investment returns and profits on those amounts and interest thereon, and attorneys’ fees and costs. Defendant believes the claims are without merit and intends to vigorously defend the action. On August 4, 2016, the Northern District of California granted the Defendant’s motion to transfer the case to the District of Maryland.

Control of Investment Adviser

T. Rowe Price Group, Inc. (“Group”) is a publicly owned company and owns 100% of the stock of T. Rowe Price, which in turn owns 100% of T. Rowe Price International, which in turn owns 100% each of Price Hong Kong and Price Singapore. Group was formed in 2000 as a holding company for the T. Rowe Price-affiliated companies.

Management Fees

All funds except Index, Institutional, Multi-Sector Account Portfolios, TRP Reserve, Spectrum, Summit Income, Summit Municipal, and Target Date Funds

The funds pay T. Rowe Price a fee (“Fee”) which consists of two components: a Group Management Fee (“Group Fee”) and an Individual Fund Fee (“Fund Fee”). The Fee is paid monthly to T. Rowe Price on the first business day of the next succeeding calendar month and is calculated as described next.

The monthly Group Fee (“Monthly Group Fee”) is the sum of the daily Group Fee accruals (“Daily Group Fee Accruals”) for each month. The Daily Group Fee Accrual for any particular day is computed by multiplying the Price Funds’ group fee accrual as determined below (“Daily Price Funds’ Group Fee Accrual”) by the ratio of the Price Funds’ net assets for that day to the sum of the aggregate net assets of the Price Funds for that day. The Daily Price Funds’ Group Fee Accrual for any particular day is calculated by multiplying the fraction of one (1) over the number of calendar days in the year by the annualized Daily Price Funds’ Group Fee Accrual for that day as determined in accordance with the following schedule:

      

0.480%

First $1 billion

0.340%

Next $5 billion

0.290%

Next $60 billion

0.450%

Next $1 billion

0.330%

Next $10 billion

0.285%

Next $80 billion

0.420%

Next $1 billion

0.320%

Next $10 billion

0.280%

Next $100 billion

0.390%

Next $1 billion

0.310%

Next $16 billion

0.275%

Next $100 billion

0.370%

Next $1 billion

0.305%

Next $30 billion

0.270%

Next $150 billion

0.360%

Next $2 billion

0.300%

Next $40 billion

0.265%

Thereafter

0.350%

Next $2 billion

0.295%

Next $40 billion

  

For the purpose of calculating the Group Fee, the Price Funds include all the mutual funds distributed by Investment Services (excluding the Funds-of-Funds, TRP Reserve Funds, Multi-Sector Account Portfolios, any Index or private-label mutual funds). In addition, any investments by a fund in another Price Fund are excluded from the calculation. For the purpose of calculating the Daily Price Funds’ Group Fee Accrual for any particular day, the net assets of each Price Fund are determined in accordance with each fund’s prospectus as of the close of business on the previous business day on which the fund was open for business.

The monthly Fund Fee (“Monthly Fund Fee”) is the sum of the daily Fund Fee accruals (“Daily Fund Fee Accruals”) for each month. The Daily Fund Fee Accrual for any particular day is computed by multiplying the fraction of one (1) over the number of calendar days in the year by the individual fund fee. The product of this calculation is multiplied by the net assets of the fund for that day, as determined in accordance with the fund’s prospectus as of the close of business on the previous business day on which the fund was open for business. The individual fund fees are listed in the following tables:

213

   

Fund

Fee %

Africa & Middle East

0.75

 

Asia Opportunities

0.50

 

Balanced

0.15

 

Blue Chip Growth

0.30

(a)

California Tax-Free Bond

0.10

 

California Tax-Free Money

0.10

(b)

Capital Appreciation

0.30

(c)

Capital Appreciation & Income

0.25

 

Capital Opportunity

0.20

 

Corporate Income

0.15

 

Credit Opportunities

0.35

 

Diversified Mid-Cap Growth

0.35

 

Dividend Growth

0.20

 

Dynamic Global Bond

0.20

 

Emerging Europe

0.75

 

Emerging Markets Bond

0.45

 

Emerging Markets Corporate Bond

0.50

 

Emerging Markets Local Currency Bond

0.45

 

Emerging Markets Stock

0.75

 

Emerging Markets Value Stock

0.75

 

Equity Income

0.25

(d)

European Stock

0.50

 

Financial Services

0.35

 

Floating Rate

0.30

 

Georgia Tax-Free Bond

0.10

 

Global Allocation

0.40

 

Global Consumer

0.40

 

Global Growth Stock

0.35

 

Global High Income Bond

0.30

 

Global Industrials

0.40

 

Global Multi-Sector Bond

0.20

 

Global Real Estate

0.40

 

Global Stock

0.35

 

Global Technology

0.45

 

GNMA

0.15

 

Government Money

0.00

(e)

Growth & Income

0.25

 

Growth Stock

0.25

(d)

Health Sciences

0.35

 

High Yield

0.30

 

Inflation Protected Bond

0.05

(f)

Intermediate Tax-Free High Yield

0.20

 

International Bond

0.20

 

International Bond Fund (USD Hedged)

0.20

 

214

   

Fund

Fee %

International Concentrated Equity

0.35

 

International Discovery

0.75

 

International Stock

0.35

 

International Value Equity

0.35

 

Japan

0.50

 

Latin America

0.75

 

Limited Duration Inflation Focused Bond

0.05

(e)

Maryland Short-Term Tax-Free Bond

0.10

 

Maryland Tax-Free Bond

0.10

 

Maryland Tax-Free Money

0.10

(b)

Media & Telecommunications

0.35

 

Mid-Cap Growth

0.35

(g)

Mid-Cap Value

0.35

 

Multi-Strategy Total Return

0.71

 

New America Growth

0.35

 

New Asia

0.50

 

New Era

0.25

 

New Horizons

0.35

 

New Income

0.09

(h)

New Jersey Tax-Free Bond

0.10

 

New York Tax-Free Bond

0.10

 

New York Tax-Free Money

0.10

(b)

Overseas Stock

0.35

 

Personal Strategy Balanced

0.25

 

Personal Strategy Growth

0.30

 

Personal Strategy Income

0.15

 

QM Global Equity

0.25

 

QM U.S. Small & Mid-Cap Core Equity

0.35

 

QM U.S. Small-Cap Growth Equity

0.35

 

QM U.S. Value Equity

0.20

 

Real Assets

0.35

 

Real Estate

0.30

 

Science & Technology

0.35

 

Short-Term Bond

0.05

 

Small-Cap Stock

0.45

 

Small-Cap Value

0.35

 

Tax-Efficient Equity

0.35

 

Tax-Exempt Money

0.10

(b)

Tax-Free High Yield

0.30

 

Tax-Free Income

0.15

 

Tax-Free Short-Intermediate

0.10

 

Total Return

0.08

 

U.S. High Yield

0.30

 

U.S. Large-Cap Core

0.25

 

U.S. Treasury Intermediate

0.00

(i)

215

   

Fund

Fee %

U.S. Treasury Long-Term

0.00

(i)

U.S. Treasury Money

0.00

(e)

Ultra Short-Term Bond

0.01

 

Value

0.35

(j)

Virginia Tax-Free Bond

0.10

 

(a) On assets up to $15 billion and 0.255% on assets above $15 billion.

(b) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is limited to 0.28%.

(c) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is 0.27% on assets equal to or greater than $27.5 billion.

(d) On assets up to $15 billion and 0.2125% on assets above $15 billion.

(e) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is limited to 0.25%.

(f) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is limited to 0.17%.

(g) On assets up to $15 billion and 0.30% on assets above $15 billion.

(h) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is 0.0765% on assets equal to or greater than $20 billion.

(i) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is limited to 0.15%.

(j) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is 0.2975% on assets equal to or greater than $20 billion.

Index, Institutional, Summit Income, and Summit Municipal Funds

The following funds pay T. Rowe Price an annual investment management fee in monthly installments of the amount listed below based on the average daily net asset value of the fund.

  

Fund

Fee %

Equity Index 500

0.06

Institutional Africa & Middle East

1.00

Institutional Cash Reserves

0.25(a)

Institutional Frontier Markets Equity

1.10

Institutional Global Focused Growth Equity

0.65

Institutional Global Growth Equity

0.65

Institutional Global Value Equity

0.65

Institutional International Concentrated Equity

0.65

Institutional International Core Equity

0.65

Institutional International Growth Equity

0.70

Institutional Large-Cap Core Growth

0.55

Institutional Large-Cap Growth

0.55

Institutional Large-Cap Value

0.55

Institutional Mid-Cap Equity Growth

0.60

Institutional Small-Cap Stock

0.65

Institutional U.S. Structured Research

0.50

Mid-Cap Index

0.12

Small-Cap Index

0.14

(a) Pursuant to a contractual management fee waiver arrangement, the
management fee rate is limited to 0.20%.

216

The following funds (“Single Fee Funds”) pay T. Rowe Price a single annual investment management fee in monthly installments of the amount listed below based on the average daily net asset value of the fund.

  

Fund

Fee %

Cash Reserves

0.45

Extended Equity Market Index

0.35

Institutional Core Plus

0.40

Institutional Credit Opportunities

0.65

Institutional Emerging Markets Bond

0.70

Institutional Emerging Markets Equity

1.10

Institutional Floating Rate

0.55

Institutional Global Multi-Sector Bond

0.50

Institutional High Yield

0.50

Institutional International Bond

0.55

Institutional Long Duration Credit

0.45

International Equity Index

0.45

Summit Municipal Income

0.50

Summit Municipal Intermediate

0.50

Summit Municipal Money Market

0.45

Total Equity Market Index

0.30

U.S. Bond Enhanced Index

0.30

The Investment Management Agreement between each Single Fee Fund and T. Rowe Price provides that T. Rowe Price will pay all expenses of each fund’s operations except for interest; taxes; brokerage commissions, and other charges incident to the purchase, sale, or lending of the fund’s portfolio securities; and such non-recurring or extraordinary expenses that may arise, including the costs of actions, suits, or proceedings to which the fund is a party and the expenses the fund may incur as a result of its obligation to provide indemnification to its officers, directors, and agents. However, the Boards for the funds reserve the right to impose additional fees against shareholder accounts to defray expenses which would otherwise be paid by T. Rowe Price under the Investment Management Agreement. The Boards do not anticipate levying such charges; such a fee, if charged, may be retained by the funds or paid to the Investment Managers.

The Fee is paid monthly to T. Rowe Price on the first business day of the next succeeding calendar month and is the sum of the Daily Fee accruals for each month. The Daily Fee accrual for any particular day is calculated by multiplying the fraction of one (1) over the number of calendar days in the year by the appropriate Fee. The product of this calculation is multiplied by the net assets of the fund for that day, as determined in accordance with each fund’s prospectus as of the close of business on the previous business day on which the fund was open for business.

Multi-Sector Account Portfolios, TRP Reserve Funds, Spectrum Funds, and Target Date Funds

None of these funds pays T. Rowe Price an investment management fee.

Investment Sub-advisory Agreements

Pursuant to each of the sub-advisory agreements that T. Rowe Price has entered into on behalf of a Price Fund (other than the Emerging Markets Local Multi-Sector Account Portfolio), T. Rowe Price may pay the investment subadviser up to 60% of the management fee that T. Rowe Price receives from that fund.

217

Management Fee Compensation

The following table sets forth the total management fees, if any, paid to the Investment Managers (or a prior Investment Manager, as indicated in the table) by each fund, during the fiscal years indicated:

    

Fund

Fiscal Year Ended

2/28/17

2/29/16

2/28/15

California Tax-Free Bond

$2,283,000

$2,004,000

$1,804,000

California Tax-Free Money

230,000

274,000

314,000

Floating Rate Multi-Sector Account Portfolio

(a)

(a)

(a)

Georgia Tax-Free Bond

1,268,000

1,009,000

895,000

High Yield Multi-Sector Account Portfolio

(a)

(a)

(a)

Intermediate Tax-Free High Yield(b)

249,000

172,000

47,000

Investment-Grade Corporate Multi-Sector Account Portfolio

(a)

(a)

(a)

Maryland Short-Term Tax-Free Bond

833,000

825,000

863,000

Maryland Tax-Free Bond

8,710,000

8,067,000

7,741,000

Maryland Tax-Free Money

415,000

524,000

508,000

Mortgage-Backed Securities Multi-Sector Account Portfolio

(a)

(a)

(a)

New Jersey Tax-Free Bond

1,492,000

1,361,000

1,254,000

New York Tax-Free Bond

1,875,000

1,703,000

1,700,000

New York Tax-Free Money

254,000

289,000

299,000

Tax-Efficient Equity

1,416,000

1,203,000

983,000

Tax-Exempt Money

2,205,000

3,788,000

3,703,000

Tax-Free High Yield(b)

25,578,000

20,332,000

17,870,000

Tax-Free Income(b)

11,574,000

11,216,000

11,410,000

Tax-Free Short-Intermediate(b)

8,190,000

8,235,000

8,086,000

Virginia Tax-Free Bond

4,661,000

4,053,000

3,737,000

(a) The fund does not pay an investment management fee.

(b) The fund has multiple share classes. The management fee is allocated to each class based on relative net assets.

    

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Corporate Income(a)

$3,909,000

$3,219,000

$2,781,000

Credit Opportunities(a)

257,000

226,000

228,000

Floating Rate(a)

4,760,000

3,505,000

2,785,000

Global Multi-Sector Bond(a)

1,757,000

1,469,000

1,424,000

GNMA(a)

6,630,000

6,872,000

7,197,000

Government Money(a)

23,350,000

22,424,000

22,470,000

Government Reserve

(c)

(c)

(c)

High Yield(a)

57,954,000

55,906,000

58,235,000

Inflation Protected Bond(a)

1,487,000

1,224,000

1,332,000

Institutional Cash Reserves

37,000

(b)

(b)

218

    

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Institutional Core Plus(d)

2,077,000

2,303,000

2,141,000

Institutional Credit Opportunities(d)

157,000

148,000

464,000

Institutional Floating Rate(a)(d)

25,067,000

19,438,000

18,910,000

Institutional Global Multi-Sector Bond(d)

240,000

1,077,000

761,000

Institutional High Yield(d)

8,736,000

9,661,000

11,884,000

Institutional Long Duration Credit(d)

166,000

145,000

100,000

Limited Duration Inflation Focused Bond(a)

26,127,000

28,238,000

34,077,000

New Income(a)

126,094,000

121,838,000

120,420,000

Personal Strategy Balanced(a)

11,430,000

10,817,000

11,116,000

Personal Strategy Growth(a)

10,301,000

9,650,000

9,388,000

Personal Strategy Income(a)

7,528,000

6,711,000

6,315,000

Retirement 2005

(c)

(c)

(c)

Retirement 2010

(c)

(c)

(c)

Retirement 2015

(c)

(c)

(c)

Retirement 2020

(c)

(c)

(c)

Retirement 2025

(c)

(c)

(c)

Retirement 2030

(c)

(c)

(c)

Retirement 2035

(c)

(c)

(c)

Retirement 2040

(c)

(c)

(c)

Retirement 2045

(c)

(c)

(c)

Retirement 2050

(c)

(c)

(c)

Retirement 2055

(c)

(c)

(c)

Retirement 2060

(c)

(c)

(b)

Retirement Balanced

(c)

(c)

(c)

Retirement I 2005 Fund—I Class

(c)

(c)

(b)

Retirement I 2010 Fund—I Class

(c)

(c)

(b)

Retirement I 2015 Fund—I Class

(c)

(c)

(b)

Retirement I 2020 Fund—I Class

(c)

(c)

(b)

Retirement I 2025 Fund—I Class

(c)

(c)

(b)

Retirement I 2030 Fund—I Class

(c)

(c)

(b)

Retirement I 2035 Fund—I Class

(c)

(c)

(b)

Retirement I 2040 Fund—I Class

(c)

(c)

(b)

Retirement I 2045 Fund—I Class

(c)

(c)

(b)

Retirement I 2050 Fund—I Class

(c)

(c)

(b)

Retirement I 2055 Fund—I Class

(c)

(c)

(b)

Retirement I 2060 Fund—I Class

(c)

(c)

(b)

Retirement Balanced I Fund—I Class

(c)

(c)

(b)

Short-Term

(c)

(c)

(c)

Short-Term Bond(a)

18,780,000

22,499,000

25,029,000

Short-Term Government

(b)

(b)

(b)

Target 2005

(c)

(c)

(c)

219

    

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Target 2010

(c)

(c)

(c)

Target 2015

(c)

(c)

(c)

Target 2020

(c)

(c)

(c)

Target 2025

(c)

(c)

(c)

Target 2030

(c)

(c)

(c)

Target 2035

(c)

(c)

(c)

Target 2040

(c)

(c)

(c)

Target 2045

(c)

(c)

(c)

Target 2050

(c)

(c)

(c)

Target 2055

(c)

(c)

(c)

Target 2060

(c)

(c)

(c)

Total Return(a)

55,000

(b)

(b)

Treasury Reserve

(c)

(c)

(c)

U.S. High Yield(a)(e)

213,000

172,937

173,998

U.S. Treasury Intermediate(a)

1,190,000

1,197,000

1,100,000

U.S. Treasury Long-Term(a)

1,204,000

1,055,000

1,016,000

U.S. Treasury Money(a)

12,167,000

6,397,000

5,951,000

Ultra Short-Term Bond(a)

980,000

1,483,000

2,145,000

(a) The fund has multiple share classes. The management fee is allocated to each class based on relative net assets.

(b) Prior to commencement of operations.

(c) The fund does not pay an investment management fee.

(d) The fee includes investment and administrative expenses.

(e) Pursuant to an investment advisory agreement, Henderson Global Investors (North America) Inc. (“HGINA”) acted as investment adviser to the Henderson High Yield Opportunities Fund prior to May 22, 2017, at which point all of the assets and liabilities of the Henderson High Yield Opportunities Fund were transferred to the U.S. High Yield Fund in a tax-free reorganization. The Henderson High Yield Opportunities Fund paid HGINA a monthly fee for providing investment advisory services at an annual rate of 0.50% of the Henderson High Yield Opportunities Fund’s average daily net assets. The Henderson High Yield Opportunities Fund had a fiscal year end of July 31. The figures in the table for the May 31, 2016 and May 31, 2015 periods set forth the advisory fees paid by the Henderson High Yield Opportunities Fund to HGINA during the fiscal years ended July 31, 2016 and July 31, 2015, respectively. The figure in the table for the period ended May 31, 2017, sets forth the advisory fees paid to HGINA during the period August 1, 2016 through May 19, 2017, and the advisory fees paid to T. Rowe Price during the period May 22, 2017 through May 31, 2017.

    

Fund

Fiscal Year Ended

10/31/16

10/31/15

10/31/14

Africa & Middle East(a)

$1,336,000

$2,051,000

$2,127,000

Asia Opportunities(a)

215,000

62,000

62,000

Cash Reserves(c)

19,033,000

22,901,000

27,243,000

Emerging Europe(a)

1,615,000

1,914,000

3,148,000

Emerging Markets Stock(a)

90,651,000

86,623,000

76,506,000

Emerging Markets Value Stock(a)

162,000

12,000

(b)

220

    

Fund

Fiscal Year Ended

10/31/16

10/31/15

10/31/14

European Stock(a)

11,282,000

12,572,000

13,472,000

Global Allocation(a)

1,139,000

761,000

472,000

Global Growth Stock(a)

597,000

622,000

564,000

Global Stock(a)

3,331,000

3,269,000

3,184,000

Institutional Africa & Middle East

1,533,000

2,112,000

2,242,000

Institutional Emerging Markets Equity(c)

10,508,000

10,763,000

11,165,000

Institutional Frontier Markets Equity

487,000

461,000

2,000

Institutional Global Focused Growth Equity

532,000

575,000

588,000

Institutional Global Growth Equity

2,103,000

1,837,000

1,125,000

Institutional Global Value Equity

56,000

60,000

64,000

Institutional International Concentrated Equity

1,581,000

1,431,000

590,000

Institutional International Core Equity

912,000

885,000

595,000

Institutional International Growth Equity

410,000

487,000

595,000

International Concentrated Equity(a)

74,000

54,000

4,000

International Discovery(a)

46,406,000

40,917,000

38,133,000

International Equity Index(c)

2,232,000

2,605,000

2,723,000

International Stock(a)

91,603,000

90,186,000

81,500,000

International Value Equity(a)

74,579,000

72,757,000

61,730,000

Japan(a)

2,835,000

2,384,000

2,478,000

Latin America(a)

5,639,000

6,837,000

10,891,000

Multi-Strategy Total Return(a)

(b)

(b)

(b)

New Asia(a)

20,419,000

32,174,000

32,956,000

Overseas Stock(a)

73,476,000

66,838,000

54,658,000

Summit Municipal Income(a)(c)

5,649,000

5,056,000

4,184,000

Summit Municipal Intermediate(a)(c)

20,284,000

20,072,000

17,245,000

Summit Municipal Money Market(c)

882,000

877,000

846,000

U.S. Bond Enhanced Index(c)

1,897,000

1,823,000

1,716,000

(a) The fund has multiple share classes. The management fee is allocated to each class based on relative net assets.

(b) Prior to commencement of operations.

(c) The fee includes investment management fees and administrative expenses.

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Balanced(a)

$17,029,000

$18,170,000

$18,176,000

Blue Chip Growth(a)

178,227,000

165,888,000

141,866,000

Capital Appreciation(a)

151,105,000

141,909,000

126,636,000

Capital Appreciation & Income(a)

(c)

(c)

(c)

Capital Opportunity(a)

2,459,000

3,248,000

3,225,000

Diversified Mid-Cap Growth(a)

3,495,000

2,967,000

2,174,000

Dividend Growth(a)

27,315,000

23,129,000

20,942,000

221

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Dynamic Global Bond(a)

487,000

153,000

(c)

Emerging Markets Bond(a)

39,006,000

33,766,000

32,526,000

Emerging Markets Corporate Bond(a)

610,000

1,040,000

962,000

Emerging Markets Corporate Multi-Sector Account Portfolio

(d)

(d)

(d)

Emerging Markets Local Currency Bond(a)

1,748,000

1,325,000

565,000

Emerging Markets Local Multi-Sector Account Portfolio

(d)

(d)

(d)

Equity Income(a)

115,805,000

140,603,000

157,225,000

Equity Index 500(a)

26,244,000

25,084,000

22,318,000

Extended Equity Market Index(b)

2,522,000

2,893,000

2,982,000

Financial Services(a)

3,516,000

3,729,000

3,355,000

Global Consumer

29,000

(c)

(c)

Global High Income Bond(a)

244,000

137,000

(c)

Global Industrials(a)

117,000

117,000

117,000

Global Real Estate(a)

1,707,000

1,649,000

1,382,000

Global Technology(a)

21,250,000

15,414,000

9,371,000

Growth & Income(a)

8,586,000

8,526,000

8,086,000

Growth Stock(a)

226,759,000

233,803,000

218,346,000

Health Sciences(a)

74,562,000

92,442,000

63,054,000

Institutional Emerging Markets Bond(b)

2,101,000

2,316,000

2,188,000

Institutional International Bond(b)

1,942,000

1,834,000

1,634,000

Institutional Large-Cap Core Growth

11,843,000

10,166,000

6,827,000

Institutional Large-Cap Growth

69,794,000

70,001,000

59,247,000

Institutional Large-Cap Value

15,065,000

12,843,000

11,017,000

Institutional Mid-Cap Equity Growth

31,691,000

30,581,000

27,442,000

Institutional Small-Cap Stock

16,907,000

13,857,000

10,755,000

Institutional U.S. Structured Research

3,057,000

3,914,000

3,694,000

International Bond(a)

33,047,000

31,748,000

32,124,000

International Bond Fund (USD Hedged)(a)

(c)

(c)

(c)

Media & Telecommunications(a)

23,317,000

21,321,000

21,015,000

Mid-Cap Growth(a)

150,896,000

156,850,000

147,713,000

Mid-Cap Index(a)

6,000

1,000

(c)

Mid-Cap Value(a)

76,231,000

75,979,000

77,399,000

New America Growth(a)

24,531,000

28,057,000

27,754,000

New Era(a)

17,349,000

17,608,000

23,977,000

New Horizons(a)

100,489,000

101,887,000

99,719,000

QM Global Equity(a)

43,000

(c)

(c)

QM U.S. Small & Mid-Cap Core Equity(a)

91,000

(c)

(c)

QM U.S. Small-Cap Growth Equity(a)

16,544,000

9,942,000

5,356,000

QM U.S. Value Equity(a)

42,000

(c)

(c)

Real Assets(a)

27,380,000

29,069,000

26,844,000

222

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Real Estate(a)

36,216,000

31,036,000

26,647,000

Retirement Income 2020

(c)

(c)

(c)

Science & Technology(a)

23,487,000

23,947,000

22,859,000

Small-Cap Index(a)

7,000

1,000

(c)

Small-Cap Stock(a)

64,493,000

67,139,000

73,860,000

Small-Cap Value(a)

50,361,000

53,605,000

62,212,000

Spectrum Growth

(d)

(d)

(d)

Spectrum Income

(d)

(d)

(d)

Spectrum International

(d)

(d)

(d)

Total Equity Market Index(b)

3,800,000

3,933,000

3,619,000

U.S. Large-Cap Core(a)

1,498,000

717,000

486,000

Value(a)

144,217,000

143,436,000

131,016,000

(a) The fund has multiple classes. The management fee is allocated to each class based on relative net assets.

(b) The fee includes investment management fees and administrative expenses.

(c) Prior to commencement of operations.

(d) The fund does not pay an investment management fee.

Expense Limitations and Reimbursements

The Investment Management Agreement between each Price Fund and T. Rowe Price provides that the fund will bear all expenses of its operations that are not specifically assumed by T. Rowe Price. Certain Price Funds have implemented contractual expense limitations pursuant to either their Investment Management Agreement or a separate agreement between the fund and T. Rowe Price. Some expense limitations apply to a fund’s (or class’) total expense ratio, while others apply only to a class’ ordinary operating expenses.

The following table sets forth the contractual expense limitations for the Price Funds and the periods for which they are effective.

For purposes of applying a fund’s expense limitation, the expenses of a fund and its share classes are generally calculated on a monthly basis. If a class is operating above its expense limitation, that month’s management fee will be reduced or waived and/or the fund’s operating expenses will be paid or reimbursed, with any adjustment made after the end of the year. Fees waived and expenses borne by T. Rowe Price are subject to reimbursement by the fund (or class) through the indicated reimbursement date, provided no reimbursement will be made if it would result in a fund’s (or class’) expense ratio exceeding its applicable limitation at the time of the reimbursement. Generally, T. Rowe Price may agree (with approval of the fund’s Board) to implement one or more additional expense limitations (of the same or different time periods and amounts) for a fund after the expiration of the current expense limitation, and that with respect to any such additional limitation period, the fund may reimburse T. Rowe Price, provided the reimbursement does not result in the fund’s (or class’) aggregate expenses exceeding the additional expense limitation.

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Africa & Middle East Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Asia Opportunities

May 21, 2014 – February 28, 2017

March 1, 2017 – February 28, 2019

1.15

—

(b)

Asia Opportunities Fund—Advisor Class

May 21, 2014 – February 28, 2017

March 1, 2017 – February 28, 2019

1.25

—

(b)

Asia Opportunities Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

223

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Balanced Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Blue Chip Growth Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

California Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

California Tax-Free Money

July 1, 2013 – June 30, 2015

July 1, 2015 – June 30, 2017

July 1, 2017 – June 30, 2019

0.55

—

(b)(c)

California Tax-Free Money Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Capital Appreciation Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Capital Appreciation & Income

November 7, 2017 – April 30, 2020

0.74

—

(a)

Capital Appreciation & Income Fund—Advisor Class

November 7, 2017 – April 30, 2020

0.99

—

(a)

Capital Appreciation & Income Fund—I Class

November 7, 2017 – April 30, 2020

—

0.05

(a)

Capital Opportunity Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

Corporate Income Fund—I Class

December 17, 2015 – September 30, 2018

—

0.05

(a)

Credit Opportunities

April 29, 2014 – September 30, 2016

October 1, 2016 – September 30, 2018

0.90

—

(b)

Credit Opportunities Fund—Advisor Class

April 29, 2014 – September 30, 2016

October 1, 2016 – September 30, 2018

1.00

—

(b)

Credit Opportunities Fund—I Class

November 29, 2016 – September 30, 2019

—

0.05

(a)

Diversified Mid-Cap Growth Fund—I Class

May 3, 2017 – April 30, 2019

—

0.05

(a)

Dividend Growth Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Dynamic Global Bond

January 22, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

0.75

—

(b)

Dynamic Global Bond Fund—Advisor Class

January 22, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

0.90

—

(b)

Dynamic Global Bond Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Emerging Europe Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Emerging Markets Bond Fund—Advisor Class

August 28, 2015 – April 30, 2018

1.20

—

April 30, 2020(d)

Emerging Markets Bond Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Emerging Markets Corporate Bond

May 1, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

1.15

—

(b)

Emerging Markets Corporate Bond Fund—Advisor Class

May 1, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

1.25

—

(b)

Emerging Markets Corporate Bond Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Emerging Markets Local Currency Bond

May 1, 2014 – April 30, 2016

May 1, 2016 – April 30, 2018

1.10

—

(b)

Emerging Markets Local Currency Bond Fund—Advisor Class

May 1, 2014 – April 30, 2016

May 1, 2016 – April 30, 2018

1.20

—

(b)

Emerging Markets Local Currency Bond Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Emerging Markets Stock Fund—I Class

August 28, 2015 – February 28, 2018

—

0.05

(a)

Emerging Markets Value Stock

August 24, 2015 – February 28, 2018

1.50

—

(b)

Emerging Markets Value Stock Fund—Advisor Class

August 24, 2015 – February 28, 2018

1.65

—

(b)

Emerging Markets Value Stock Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Equity Income Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

224

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Equity Index 500

May 1, 2014 – April 30, 2016

May 1, 2016 – August 31, 2016

September 1, 2016 – July 31, 2017

August 1, 2017 – April 30, 2020

0.30

0.30

0.25

0.21

—

—

—

—

April 30, 2018(d)

August 31, 2018(d)

July 31, 2017(d)

April 30, 2022(d)

Equity Index 500 Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

European Stock Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Financial Services Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

Floating Rate Fund—Advisor Class

October 1, 2013 – September 30, 2015

October 1, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

0.95

—

(b)

Floating Rate Fund—I Class

November 29, 2016 – September 30, 2019

—

0.05

(a)

Georgia Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Global Allocation

May 28, 2013 – February 29, 2016

March 1, 2016 – February 28, 2018

1.05

—

(b)

Global Allocation Fund—Advisor Class

May 28, 2013 – February 29, 2016

March 1, 2016 – February 28, 2018

1.15

—

(b)

Global Allocation Fund—I Class

March 23, 2016 – February 28, 2018

—

0.05

(a)

Global Consumer

June 27, 2016 – April 30, 2019

1.05

—

(b)

Global Growth Stock

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

1.00

—

(b)

Global Growth Stock Fund—Advisor Class

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

1.10

—

(b)

Global Growth Stock Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Global High Income Bond

January 22, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

0.85

—

(b)

Global High Income Bond Fund—Advisor Class

January 22, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

1.00

—

(b)

Global High Income Bond Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Global Industrials

October 24, 2013 – April 30, 2016

May 1, 2016 – April 30, 2018

1.05

—

(b)

Global Industrials Fund—I Class

May 3, 2017 – April 30, 2019

—

0.05

(a)

Global Multi-Sector Bond Fund—Advisor Class

October 1, 2013 – September 30, 2015

October 1, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

0.95

—

(b)

Global Multi-Sector Bond Fund—I Class

March 23, 2016 – September 30, 2018

—

0.05

(a)

Global Real Estate

May 1, 2013 – April 30, 2015

May 1, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

1.05

—

(b)

Global Real Estate Fund—Advisor Class

May 1, 2013 – April 30, 2015

May 1, 2015 – April 30, 2017

May 1, 2017 – April 30, 2019

1.15

—

(b)

Global Real Estate Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

Global Stock Fund—Advisor Class

March 1, 2014 – February 29, 2016

March 1, 2016 – February 28, 2018

1.15

—

February 28, 2018

February 29, 2020(d)

Global Stock Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Global Technology Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

GNMA Fund—I Class

May 3, 2017 – September 30, 2019

—

0.05

(a)

Government Money Fund—I Class

May 3, 2017 – September 30, 2019

—

0.05

(a)

Growth & Income Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

Growth Stock Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

225

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Health Sciences Fund—I Class

March 23, 2016 – April 30, 2018

—

0.05

(a)

High Yield Fund—I Class

August 28, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

—

0.05

(a)

Inflation Protected Bond

October 1, 2014 – September 30, 2016

October 1, 2016 – July 31, 2017

August 1, 2017 – September 30, 2019

0.50

0.50

0.41

—

September 30, 2018(d)

July 31, 2019(d)

September 30, 2021(d)

Inflation Protected Bond Fund—I Class

December 17, 2015 – September 30, 2018

—

0.05

(a)

Institutional Cash Reserves

September 6, 2016 – September 30, 2018

0.25

—

(b)

Institutional Frontier Markets Equity

September 22, 2014 – February 28, 2017

March 1, 2017 – February 28, 2019

1.35

—

(b)

Institutional Global Focused Growth Equity

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

0.75

—

(b)

Institutional Global Growth Equity

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

0.75

—

(b)

Institutional Global Value Equity

March 1, 2014 – February 29, 2016

March 1, 2016 – February 28, 2018

0.75

—

(b)

Institutional International Concentrated Equity

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

0.75

—

(b)

Institutional International Core Equity

March 1, 2015 – February 28, 2017

March 1, 2017 – February 28, 2019

0.75

—

(b)

Institutional International Growth Equity

March 1, 2014 – February 28, 2016

March 1, 2016 – February 28, 2018

0.75

—

February 28, 2018(d)

February 29, 2020(d)

Institutional U.S. Structured Research

May 1, 2014 – April 30, 2016

0.55

—

(b)

Intermediate Tax-Free High Yield

July 24, 2014 – June 30, 2017

July 1, 2017 – June 30, 2019

0.75

—

(b)

Intermediate Tax-Free High Yield Fund—Advisor Class

July 24, 2014 – June 30, 2017

July 1, 2017 – June 30, 2019

0.85

—

(b)

Intermediate Tax-Free High Yield Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

International Bond Fund

August 1, 2017 - April 30, 2020

0.74

—

(b)

International Bond Fund—Advisor Class

August 1, 2017 - April 30, 2020

0.99

—

(b)

International Bond Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

International Bond Fund (USD Hedged)

August 1, 2017 - April 30, 2020

0.74

—

(b)

International Bond Fund (USD Hedged)—Advisor Class

August 1, 2017 - April 30, 2020

0.99

—

(b)

International Bond Fund (USD Hedged)—I Class

August 1, 2017 – April 30, 2020

—

0.05

(a)

International Concentrated Equity

August 22, 2014 – February 28, 2017

March 1, 2017 – February 28, 2019

0.90

—

(b)

International Concentrated Equity Fund—Advisor Class

August 22, 2014 – February 28, 2017

March 1, 2017 – February 28, 2019

1.00

—

(b)

International Concentrated Equity Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

International Discovery Fund—I Class

December 17, 2015 – February 28, 2018

—

0.05

(a)

International Stock Fund—I Class

August 28, 2015 – February 28, 2018

—

0.05

(a)

International Stock Fund—R Class

March 1, 2014 – February 29, 2016

March 1, 2016 – February 28, 2018

1.40

—

(b)

International Value Equity Fund—I Class

August 28, 2015 – February 28, 2018

—

0.05

(a)

Japan Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Latin America Fund—I Class

March 6, 2017 – February 28, 2019

—

0.05

(a)

Limited Duration Inflation Focused Bond

September 1, 2015 – July 31, 2017

August 1, 2017 – September 30, 2019

0.50

0.41

—

—

(b)

226

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Limited Duration Inflation Focused Bond Fund—I Class

September 29, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

—

0.05

(a)

Maryland Short-Term Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Maryland Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Maryland Tax-Free Money

April 1, 2017 – June 30, 2019

—

0.55%

(a)

Maryland Tax-Free Money Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Media & Telecommunications Fund—I Class

March 23, 2016 – April 30, 2018

—

0.05

(a)

Mid-Cap Growth Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Mid-Cap Index

December 9, 2015 – April 30, 2018

0.32

—

(b)

Mid-Cap Index Fund—I Class

December 9, 2015 – April 30, 2018

—

0.05

(a)

Mid-Cap Value Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Multi-Strategy Total Return

November 1, 2017 – February 29, 2020

1.35

—

(a)

Multi-Strategy Total Return Fund—Advisor Class

November 1, 2017 – February 29, 2020

1.60

—

(a)

Multi-Strategy Total Return Fund—I Class

November 1, 2017 – February 29, 2020

—

0.05

(a)

New America Growth Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

New Asia Fund—I Class

December 17, 2015 – February 28, 2018

—

0.05

(a)

New Era Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

New Horizons Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

New Income Fund—I Class

August 28, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

—

0.05

(a)

New Income Fund—R Class

October 1, 2014 – September 30, 2016

October 1, 2016 – September 30, 2018

1.15

—

(b)

New Jersey Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

New York Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

New York Tax-Free Money

July 1, 2013 – June 30, 2015

July 1, 2015 – June 30, 2017

July 1, 2017 – June 30, 2019

0.55

—

(b)(c)

New York Tax-Free Money Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Overseas Stock Fund—Advisor Class

August 28, 2015 – February 28, 2018

1.10

—

(b)

Overseas Stock Fund—I Class

August 28, 2015 – February 28, 2018

—

0.05

(a)

Personal Strategy Balanced Fund—I Class

March 23, 2016 – September 30, 2018

—

0.05

(a)

Personal Strategy Growth Fund—I Class

March 23, 2016 – September 30, 2018

—

0.05

(a)

Personal Strategy Income Fund—I Class

March 23, 2016 – September 30, 2018

—

0.05

(a)

QM Global Equity

April 15, 2016 – April 30, 2018

0.79

—

(b)

QM Global Equity Fund—Advisor Class

April 15, 2016 – April 30, 2018

1.04

—

(b)

QM Global Equity Fund—I Class

April 15, 2016 – April 30, 2018

—

0.05

(a)

QM U.S. Small & Mid-Cap Core Equity

February 26, 2016 – April 30, 2018

0.89

—

(b)

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

February 26, 2016 – April 30, 2018

1.14

—

(b)

QM U.S. Small & Mid-Cap Core Equity Fund—I Class

February 26, 2016 – April 30, 2018

—

0.05

(a)

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

July 5, 2016 – April 30, 2019

1.10

—

(b)

227

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

QM U.S. Small-Cap Growth Equity Fund—I Class

March 23, 2016 – April 30, 2018

—

0.05

(a)

QM U.S. Value Equity

February 26, 2016 – April 30, 2018

0.74

—

(b)

QM U.S. Value Equity Fund—Advisor Class

February 26, 2016 – April 30, 2018

0.99

—

(b)

QM U.S. Value Equity Fund—I Class

February 26, 2016 – April 30, 2018

—

0.05

(a)

Real Assets Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Real Estate Fund—I Class

December 17, 2015 – April 30, 2018

—

0.05

(a)

Retirement I 2005 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2010 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.00

(a)

Retirement I 2015 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2020 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2025 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2030 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2035 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2040 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2045 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2050 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2055 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement I 2060 Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement Balanced I Fund—I Class

September 29, 2015 – November 30, 2016

December 1, 2016 – September 30, 2019

—

0.05

0.01

(a)

Retirement Income 2020

May 25, 2017 – April 30, 2020

—

0.25

(a)

Science & Technology Fund—I Class

March 23, 2016 – April 30, 2018

—

0.05

(a)

Short-Term Bond Fund—I Class

December 17, 2015 – September 30, 2018

—

0.05

(a)

Small-Cap Index

December 9, 2015 – April 30, 2018

0.34

—

(b)

Small-Cap Index Fund—I Class

December 9, 2015 – April 30, 2018

—

0.05

(a)

Small-Cap Stock Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Small-Cap Value Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Target 2005 Fund

February 1, 2016 – September 30, 2018

0.58

—

(b)

Target 2005 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.83

—

(b)

Target 2005 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2010 Fund

February 1, 2016 – September 30, 2018

0.58

—

(b)

Target 2010 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.83

—

(b)

Target 2010 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2015 Fund

February 1, 2016 – September 30, 2018

0.61

—

(b)

Target 2015 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.86

—

(b)

Target 2015 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

228

     

Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

Target 2020 Fund

February 1, 2016 – September 30, 2018

0.64

—

(b)

Target 2020 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.89

—

(b)

Target 2020 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2025 Fund

February 1, 2016 – September 30, 2018

0.67

—

(b)

Target 2025 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.92

—

(b)

Target 2025 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2030 Fund

February 1, 2016 – September 30, 2018

0.70

—

(b)

Target 2030 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.95

—

(b)

Target 2030 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2035 Fund

February 1, 2016 – September 30, 2018

0.72

—

(b)

Target 2035 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.97

—

(b)

Target 2035 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2040 Fund

February 1, 2016 – September 30, 2018

0.74

—

(b)

Target 2040 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.99

—

(b)

Target 2040 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2045 Fund

February 1, 2016 – September 30, 2018

0.74

—

(b)

Target 2045 Fund—Advisor Class

February 1, 2016 – September 30, 2018

0.99

—

(b)

Target 2045 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2050 Fund

February 1, 2016 – September 30, 2018

0.75

—

(b)

Target 2050 Fund—Advisor Class

February 1, 2016 – September 30, 2018

1.00

—

(b)

Target 2050 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2055 Fund

February 1, 2016 – September 30, 2018

0.75

—

(b)

Target 2055 Fund—Advisor Class

February 1, 2016 – September 30, 2018

1.00

—

(b)

Target 2055 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Target 2060 Fund

February 1, 2016 – September 30, 2018

0.75

—

(b)

Target 2060 Fund—Advisor Class

February 1, 2016 – September 30, 2018

1.00

—

(b)

Target 2060 Fund—I Class

February 26, 2016 – September 30, 2018

—

0.05

(a)

Tax-Efficient Equity Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Tax-Exempt Money Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Tax-Free High Yield Fund—I Class

November 29, 2016 – June 30, 2019

—

0.05

(a)

Tax-Free Income Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

Tax-Free Short-Intermediate Fund—Advisor Class

August 8, 2012 – June 30, 2015

July 1, 2015 – June 30, 2017

July 1, 2017 – June 30, 2019

0.85

—

(b)

Tax-Free Short-Intermediate Fund—I Class

November 29, 2016 – June 30, 2019

—

0.05

(a)

Total Return

November 15, 2016 – September 30, 2018

0.57

—

(b)

Total Return Fund—Advisor Class

November 15, 2016 – September 30, 2018

0.82

—

(b)

Total Return Fund—I Class

November 15, 2016 – September 30, 2018

—

0.05

(a)

U.S. High Yield

May 22, 2017 – September 30, 2019

0.79

—

(a)

U.S. High Yield Fund—Advisor Class

May 22, 2017 – September 30, 2019

0.94

—

(a)

U.S. High Yield Fund—I Class

May 22, 2017 – September 30, 2019

—

0.05

(a)

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Fund

Limitation Period

Total Expense Limitation %1

Operating Expense Limitation %2

Reimbursement

Date

U.S. Large-Cap Core Fund—Advisor Class

May 1, 2014 – April 30, 2016

May 1, 2016 – April 30, 2018

1.20

—

(b)

U.S. Large-Cap Core Fund—I Class

November 29, 2016 – April 30, 2019

—

0.05

(a)

U.S. Treasury Intermediate Fund—I Class

May 3, 2017 – September 30, 2019

—

0.05

(a)

U.S. Treasury Long-Term Fund—I Class

May 3, 2017 – September 30, 2019

—

0.05

(a)

U.S. Treasury Money Fund—I Class

May 3, 2017 – September 30, 2019

—

0.05

(a)

Ultra Short-Term Bond

October 1, 2015 – September 30, 2017

October 1, 2017 – September 30, 2019

0.35

—

(b)

Ultra Short-Term Bond—I Class

July 6, 2017 – September 30, 2019

—

0.05

(a)

Value Fund—I Class

August 28, 2015 – April 30, 2018

—

0.05

(a)

Virginia Tax-Free Bond Fund—I Class

July 6, 2017 – June 30, 2019

—

0.05

(a)

¹ T. Rowe Price has agreed to waive its fees and/or bear any expenses (excluding interest; taxes; brokerage, and other expenses that are capitalized in accordance with generally accepted accounting principles; extraordinary expenses; and acquired fund fees and expenses) that would cause the class’ total ratio of expenses to average daily net assets to exceed the percentage indicated.

2 T. Rowe Price has agreed to pay or reimburse the operating expenses of the class excluding management fees; interest, expenses relating to borrowings, taxes, and brokerage; nonrecurring, extraordinary expenses; and acquired fund fees and expenses (“Class-Level Operating Expenses”) to the extent the Class-Level Operating Expenses exceed the percentage indicated. The payment of Class-Level Operating Expenses pursuant to the limitation could result in the payment of operating expenses that are not allocated to a particular class (“Fund-Level Operating Expenses”), such as custody fees and certain expenses related to the management of the fund’s portfolio. Even though other classes are not subject to the limitation, the payment of Fund-Level Operating Expenses would decrease the overall expenses of other classes and the reimbursement of previously paid Fund-Level Operating Expenses would increase the overall expenses of other classes.

(a) No reimbursement will be made more than three years after the payment of Class-Level Operating Expenses.

(b) No reimbursement will be made more than three years after any waiver or payment.

(c) No reimbursement may be made by the fund unless approved by shareholders.

(d) No reimbursement will be made after the reimbursement date or three years after any waiver or payment, whichever is sooner.

The following information sets forth fees that were waived and expenses that were paid pursuant to contractual expense limitations during the funds' prior fiscal year, as well as any amounts that were reimbursed to T. Rowe Price and amounts that remain subject to reimbursement.

Asia Opportunities Fund and Asia Opportunities Fund—Advisor Class At October 31, 2016, expenses in the amount of $257,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $715,000 remain subject to repayment.

Balanced Fund—I Class At December 31, 2016, less than $1,000 of expenses were repaid by the manager and there were no amounts subject to repayment.

Blue Chip Growth Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager.

California Tax-Free Money Fund At February 28, 2017, expenses in the amount of $187,000 were waived/paid by the manager. Including these amounts, management fees waived and expenses previously waived/paid by the manager in the amount of $452,000 remain subject to repayment.

Capital Appreciation Fund—I Class At December 31, 2016, less than $1,000 of expenses were repaid by the manager.

230

Capital Opportunity Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager and remain subject to repayment.

Corporate Income Fund—I Class At May 31, 2017, the I Class operated below its expense limitation. At May 31, 2017, $1,000 of expenses were waived/paid to the manager and there were no amounts subject to repayment.

Credit Opportunities Fund, Credit Opportunities Fund—Advisor Class, and Credit Opportunities Fund—Advisor Class At May 31, 2017, expenses in the amount of $239,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid in the amount of $827,000 remain subject to repayment.

Dividend Growth Fund—I Class At December 31, 2016, less than $1,000 of expenses were repaid by the manager and there were no amounts subject to repayment.

Dynamic Global Bond Fund, Dynamic Global Bond Fund—Advisor Class, and Dynamic Global Bond Fund—I Class At December 31, 2016, $299,000 of expenses were waived/paid by the manager. Including these amounts, expenses previously waived/paid the manager in the amount of $596,000 remain subject to repayment.

Emerging Markets Bond Fund—Advisor Class and Emerging Markets Bond Fund—I Class At December 31, 2016, the I Class operated below its expense limitation. At December 31, 2016, $1,000 of expenses were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $2,000 remain subject to repayment.

Emerging Markets Corporate Bond Fund, Emerging Markets Corporate Bond Fund—Advisor Class, and Emerging Markets Corporate Bond Fund—I Class At December 31, 2016, expenses in the amount of $171,000 were waived/paid. Including these amounts, expenses previously waived/paid by the manager in the amount of $612,000 remain subject to repayment.

Emerging Markets Local Currency Bond Fund, Emerging Markets Local Currency Bond Fund—Advisor Class, and Emerging Markets Local Currency Bond Fund—I Class At December 31, 2016, management fees in the amount of $126,000 were repaid. Including these amounts, expenses previously waived/paid by the manager in the amount of $433,000 remain subject to repayment.

Emerging Markets Stock Fund—I Class At October 31, 2016, expenses in the amount of $27,000 were waived/paid by the manager and remain subject to repayment.

Emerging Markets Value Stock Fund and Emerging Markets Value Stock Fund—Advisor Class At October 31, 2016, expenses in the amount of $269,000 were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $315,000 remain subject to repayment.

Equity Income Fund—I Class At December 31, 2016, the I Class operated below its expense limitation. At December 31, 2016, less than $1,000 of expenses were repaid by the manager.

Equity Index 500 Fund—I Class At December 31, 2016, the I Class operated below its expense limitation. At December 31, 2016, $1,212,000 of expenses were waived/paid by the manager and remain subject to repayment.

Financial Services Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager and remain subject to repayment.

Floating Rate Fund, Floating Rate Fund—Advisor Class and Floating Rate Fund—I Class At May 31, 2017, the Investor Class operated below its expense limitation. At May 31, 2017, expenses in the amount of $161,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $119,000 remain subject to repayment.

Global Allocation Fund, Global Allocation Fund—Advisor Class, and Global Allocation Fund—I Class At October 31, 2016, expenses in the amount of $2,000 were waived/paid by the manager. Including

231

these amounts, expenses previously waived/paid by the manager in the amount of $719,000 remain subject to repayment.

Global Consumer Fund At December 31, 2016, $129,000 of expenses were waived/paid by the manager and remain subject to repayment.

Global Growth Stock Fund and Global Growth Stock Fund—Advisor Class At October 31, 2016, expenses in the amount of $175,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $511,000 remain subject to repayment.

Global High Income Bond Fund, Global High Income Bond Fund—Advisor Class, and Global High Income Bond Fund—I Class At December 31, 2016, $286,000 of expenses were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $600,000 and remain subject to repayment.

Global Industrials Fund At December 31, 2016, $211,000 of expenses were waived/paid. Including these amounts, expenses previously waived/paid by the manager in the amount of $665,000 remain subject to repayment.

Global Multi-Sector Bond Fund—Advisor Class and Global Multi-Sector Bond Fund—I Class At May 31, 2017, expenses in the amount of $216,000 were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $233,000 remain subject to repayment.

Global Real Estate Fund and Global Real Estate Fund—Advisor Class At December 31, 2016, $99,000 of expenses were repaid. Including these amounts, expenses previously waived/paid by the manager in the amount of $273,000 remain subject to repayment.

Global Stock Fund—Advisor Class At October 31, 2016, expenses less than $1,000 were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $4,000 remain subject to repayment.

Global Technology Fund—I Class At December 31, 2016, the class operated below its expense limitation.

GNMA Fund—I Class At May 1, 2017, less than $1,000 of expense were waived/paid by the manager and remain subject to repayment.

Government Money Fund—I Class At May 31, 2017, the class operated below its expense limitation.

Growth & Income Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager and remain subject to repayment.

Growth Stock Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Health Sciences Fund—I Class At December 31, 2016, the class operated below its expense limitation.

High Yield Fund—I Class At May 31, 2017, the class operated below its expense limitation.

Inflation Protected Bond Fund and Inflation Protected Bond Fund—I Class At May 31, 2017, expenses in the amount of $342,000 of expenses were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $888,000 remain subject to repayment.

Institutional Frontier Markets Equity Fund At October 31, 2016, expenses in the amount of $167,000 were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $415,000 remain subject to repayment.

Institutional Global Focused Growth Equity Fund At October 31, 2016, expenses in the amount of $201,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $545,000 remain subject to repayment.

Institutional Global Growth Equity Fund At October 31, 2016, expenses in the amount of $31,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $199,000 remain subject to repayment.

232

Institutional Global Value Equity Fund At October 31, 2016, expenses in the amount of $246,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $725,000 remain subject to repayment.

Institutional International Concentrated Equity Fund At October 31, 2016, expenses in the amount of $61,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $299,000 remain subject to repayment.

Institutional International Core Equity Fund At October 31, 2016, expenses in the amount of $153,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $471,000 remain subject to repayment.

Institutional International Growth Equity Fund At October 31, 2016, expenses in the amount of $284,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid in the amount of $682,000 remain subject to repayment.

Institutional U.S. Structured Research Fund At December 31, 2016, expenses in the amount of $3,000 were waived/paid by the manager and remain subject to repayment.

Intermediate Tax-Free High Yield Fund and Intermediate Tax-Free High Yield Fund—Advisor Class At February 28, 2017, expenses in the amount of $173,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $628,000 remain subject to repayment.

International Bond Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager and there were no amounts subject to repayment.

International Concentrated Equity Fund and International Concentrated Equity Fund—Advisor Class At October 31, 2016, expenses in the amount of $274,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $664,000 remain subject to repayment.

International Discovery Fund—I Class At October 31, 2016, the class operated below its expense limitation.

International Stock Fund—I Class At October 31, 2016, the class operated below its expense limitation.

International Stock Fund—R Class At October 31, 2016, expenses less than $1,000 were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $2,000 remain subject to repayment.

International Value Equity Fund—I Class At October 31, 2016, the class operated below its expense limitation.

Limited Duration Inflation Focused Bond Fund and Limited Duration Inflation Focused Bond Fund—I Class At May 31, 2017, $140,000 of expenses were repaid to the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $380,000 remain subject to repayment.

Media & Telecommunications Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Mid-Cap Growth Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Mid-Cap Index Fund and Mid-Cap Index Fund—I Class At December 31, 2016, $196,000 of expenses were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $230,000 remain subject to repayment.

Mid-Cap Value Fund—I Class At December 31, 2016, there were no amounts subject to repayment. The fund operated below its expense limitation.

233

New America Growth Fund—I Class At December 31, 2016, less than $1,000 of expenses were repaid by the manager and there are amounts subject to repayment.

New Asia Fund—I Class At October 31, 2016, expenses in the amount of $2,000 were waived/paid by the manager and remain subject to repayment.

New Era Fund—I Class At December 31, 2016, the class operated below its expense limitation.

New Horizons Fund—I Class At December 31, 2016, the class operated below its expense limitation.

New Income Fund—I Class and New Income Fund—R Class At May 31, 2017, the I Class operated below its expense limitation. At May 31, 2017, expenses in the amount of $1,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $9,000 remain subject to repayment.

New York Tax-Free Money Fund At February 28, 2017, expenses in the amount of $183,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $450,000 remain subject to repayment.

Overseas Stock Fund—Advisor Class At October 31, 2016, expenses in the amount of $2,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $2,000 remain subject to repayment.

Overseas Stock Fund—I Class At October 31, 2016, the class operated below its expense limitation.

Personal Strategy Balanced Fund—I Class At May 31, 2017, less than $1,000 of expenses were repaid to the manager. At May 31, 2017, there were no amounts subject to repayment.

Personal Strategy Growth Fund—I Class At May 31, 2017, less than $1,000 of expenses were repaid to the manager. At May 31, 2017, there were no amounts subject to repayment.

Personal Strategy Income Fund—I Class At May 31, 2017, less than $1,000 of expenses were repaid to the manager. At May 31, 2017, there were no amounts subject to repayment.

QM Global Equity Fund, QM Global Equity Fund—Advisor Class, and QM Global Equity Fund—I Class At December 31, 2016, $236,000 of expenses were waived/paid by the manager and remain subject to repayment.

QM U.S. Small & Mid-Cap Core Equity Fund, QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class, and QM U.S. Small & Mid-Cap Core Equity Fund—I Class At December 31, 2016, $264,000 of expenses were waived/paid by the manager and remain subject to repayment.

QM U.S. Small-Cap Growth Equity Fund, QM U.S. Small-Cap Growth Equity Fund—Advisor Class, and QM U.S. Small-Cap Growth Equity Fund—I Class At December 31, 2016, the class operated below its expense limitation.

QM U.S. Value Equity Fund, QM U.S. Value Equity Fund—Advisor Class, and QM U.S. Value Equity Fund—I Class At December 31, 2016, $261,000 of expenses were waived/paid by the manager and remain subject to repayment.

Real Assets Fund—I Class At December 31, 2016, the I Class operated below its expense limitation. At December 31, 2016, $1,000 of expenses were repaid by the manager and there are not amounts subject to repayment.

Real Estate Fund—I Class At December 31, 2015, less than $1,000 of expenses were waived/paid by the manager and remain subject to repayment. At December 31, 2016, the I Class operated below its expense limitation

Retirement Balanced I Fund—I Class At May 31, 2017, $205,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $349,000 remain subject to repayment.

234

Retirement I 2005 Fund—I Class At May 31, 2017, $202,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $342,000 remain subject to repayment.

Retirement I 2010 Fund—I Class At May 31, 2017, $222,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $356,000 remain subject to repayment.

Retirement I 2015 Fund—I Class At May 31, 2017, $209,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $339,000 remain subject to repayment.

Retirement I 2020 Fund—I Class At May 31, 2017, $169,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $256,000 remain subject to repayment.

Retirement I 2025 Fund—I Class At May 31, 2017, $166,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $273,000 remain subject to repayment.

Retirement I 2030 Fund—I Class At May 31, 2017, $157,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $239,000 remain subject to repayment.

Retirement I 2035 Fund—I Class At May 31, 2017, $193,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $310,000 remain subject to repayment.

Retirement I 2040 Fund—I Class At May 31, 2017, $188,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $286,000 remain subject to repayment.

Retirement I 2045 Fund—I Class At May 31, 2017, $219,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $346,000 remain subject to repayment.

Retirement I 2050 Fund—I Class At May 31, 2017, $230,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $354,000 remain subject to repayment.

Retirement I 2055 Fund—I Class At May 31, 2017, $231,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $369,000 remain subject to repayment.

Retirement I 2060 Fund—I Class At May 31, 2017, $232,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $373,000 remain subject to repayment.

Science & Technology Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Short-Term Bond Fund—I Class At May 31, 2017, the class operated below its expense limitation.

Small-Cap Index Fund and Small-Cap Index Fund—I Class At December 31, 2016, $224,000 of expenses were waived/paid by the manager and remain subject to repayment. Including these amounts, expenses previously waived/paid by the manager in the amount of $258,000 remain subject to repayment.

Small-Cap Stock Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Small-Cap Value Fund—I Class At December 31, 2016, $1,000 of expenses were repaid by the manager.

235

Target 2005 Fund, Target 2005 Fund—Advisor Class, and Target 2005 Fund—I Class At May 31, 2017, $228,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $288,000 remain subject to repayment.

Target 2010 Fund, Target 2010 Fund—Advisor Class, and Target 2010 Fund—I Class At May 31, 2017, $212,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $271,000 remain subject to repayment.

Target 2015 Fund, Target 2015 Fund—Advisor Class, and Target 2015 Fund—I Class At May 31, 2017, $167,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $204,000 remain subject to repayment.

Target 2020 Fund, Target 2020 Fund—Advisor Class, and Target 2020 Fund—I Class At May 31, 2017, $145,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $201,000 remain subject to repayment.

Target 2025 Fund, Target 2025 Fund—Advisor Class, and Target 2025 Fund—I Class At May 31, 2017, $191,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $263,000 remain subject to repayment.

Target 2030 Fund, Target 2030 Fund—Advisor Class, and Target 2030 Fund—I Class At May 31, 2017, $231,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $317,000 remain subject to repayment.

Target 2035 Fund, Target 2035 Fund—Advisor Class, and Target 2035 Fund—I Class At May 31, 2017, $276,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $361,000 remain subject to repayment.

Target 2040 Fund, Target 2040 Fund—Advisor Class, and Target 2040 Fund—I Class At May 31, 2017, $278,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $364,000 remain subject to repayment.

Target 2045 Fund, Target 2045 Fund—Advisor Class, and Target 2045 Fund—I Class At May 31, 2017, $285,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $368,000 remain subject to repayment.

Target 2050 Fund, Target 2050 Fund—Advisor Class, and Target 2050 Fund—I Class At May 31, 2017, $299,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $376,000 remain subject to repayment.

Target 2055 Fund, Target 2055 Fund—Advisor Class, and Target 2055 Fund—I Class At May 31, 2017, $307,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $385,000 remain subject to repayment.

Target 2060 Fund, Target 2060 Fund—Advisor Class, and Target 2060 Fund—I Class At May 31, 2017, $281,000 of expenses were paid by the manager. Including these amounts, expenses previously paid by the manager in the amount of $353,000 remain subject to repayment.

Tax-Free Short-Intermediate Fund—Advisor Class At February 28, 2017, expenses in the amount of $2,000 were repaid to the manager and there were no amounts subject to repayment.

Total Return Fund, Total Return Fund—Advisor Class, and Total Return Fund—I Class At May 31, 2017, expenses in the amount of $187,000 were waived/paid by the manager and remain subject to repayment.

U.S. High Yield Fund, U.S. High Yield Fund—Advisor Class, and U.S. High Yield Fund—I Class At May 31, 2017, $64,000 of expenses were waived/paid by the manager and remain subject to repayment. Certain costs in the amount of $37,000 associated with the tax-free reorganization of the Henderson High Yield Opportunities Fund into the T. Rowe Price U.S. High Yield Fund were reimbursed by T. Rowe Price immediately following the reorganization and are not subject to repayment. HGINA waived management fees

236

for the Henderson High Yield Opportunities Fund in the amount of $77,000 and $92,000 during the period ended May 31, 2017 and the year ended July 31, 2016.

U.S. Large-Cap Core Fund—Advisor Class and U.S. Large-Cap Core Fund—I Class At December 31, 2016, less than $1,000 of expenses were waived/paid by the manager and remain subject to repayment.

U.S. Treasury Intermediate Fund—I Class At May 31, 2017, expenses in the amount of $12,000 were waived/paid by the manager and remain subject to reimbursement.

U.S. Treasury Long-Term Fund—I Class At May 31, 2017, expenses in the amount of $8,000 were waived/paid by the manager and remain subject to reimbursement.

U.S. Treasury Money Fund—I Class At May 31, 2017, expenses in the amount of $4,000 were waived/paid by the manager and remain subject to reimbursement.

Ultra Short-Term Bond Fund At May 31, 2017, expenses in the amount of $375,000 were waived/paid by the manager. Including these amounts, expenses previously waived/paid by the manager in the amount of $1,365,000 remain subject to repayment.

Value Fund—I Class At December 31, 2016, the class operated below its expense limitation.

Management Related Services

In addition to the management fee, the funds (other than the Single-Fee Funds) pay for the following: shareholder service expenses; custodial, accounting, legal, and audit fees; costs of preparing and printing prospectuses and reports sent to shareholders; registration fees and expenses; proxy and annual meeting expenses (if any); and directors’ fees and expenses.

T. Rowe Price Services, Inc. (“Services”), a wholly owned subsidiary of T. Rowe Price, acts as the funds’ transfer and dividend disbursing agent and provides shareholder and administrative services. T. Rowe Price Retirement Plan Services, Inc. (“RPS”), also a wholly owned subsidiary, provides recordkeeping, sub-transfer agency, and administrative services for certain types of retirement plans investing in the funds. Pursuant to an agreement between the Price Funds and Services, the fees paid by the funds to Services are based on the costs to Services of providing these services plus a return on capital employed in support of the services.

Pursuant to an agreement between applicable Price Funds and RPS, the fees paid to RPS are based on the percentage of Price Fund assets for which RPS provides recordkeeping and sub-transfer agency services. The fees paid to Services and RPS are set forth in each fund’s shareholder report under “Related Party Transactions.” The address for Services and RPS is 100 East Pratt Street, Baltimore, Maryland 21202.

T. Rowe Price, under a separate agreement with the Price Funds, provides accounting services to the funds. Prior to August 1, 2015, all accounting services for the Price Funds were generally provided by T. Rowe Price. Effective August 1, 2015, certain accounting services have been provided to the Price Funds by T. Rowe Price and certain accounting services have been provided to the Price Funds by The Bank of New York Mellon (“BNYM”), subject to the oversight of T. Rowe Price. The following table shows the fees paid by the funds for accounting services during the fiscal years indicated.

    

Fund

Fiscal Year Ended

2/28/17*

2/29/16*

2/28/15*

California Tax-Free Bond

$74,000

$70,000

$95,000

California Tax-Free Bond Fund—I Class

(a)

(a)

(a)

California Tax-Free Money

74,000

70,000

95,000

California Tax-Free Money Fund—I Class

(a)

(a)

(a)

Floating Rate Multi-Sector Account Portfolio

—

—

—

Georgia Tax-Free Bond

74,000

70,000

95,000

Georgia Tax-Free Bond Fund—I Class

(a)

(a)

(a)

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Fund

Fiscal Year Ended

2/28/17*

2/29/16*

2/28/15*

High Yield Multi-Sector Account Portfolio

—

—

—

Intermediate Tax-Free High Yield

71,000

98,000

100,000

Intermediate Tax-Free High Yield Fund—Advisor Class

1,000

3,000

2,000

Intermediate Tax-Free High Yield Fund—I Class

(a)

(a)

(a)

Investment-Grade Corporate Multi-Sector Account Portfolio

—

—

—

Maryland Short-Term Tax-Free Bond

74,000

70,000

95,000

Maryland Short-Term Tax-Free Bond Fund—I Class

(a)

(a)

(a)

Maryland Tax-Free Bond

74,000

70,000

95,000

Maryland Tax-Free Bond Fund—I Class

(a)

(a)

(a)

Maryland Tax-Free Money

74,000

70,000

95,000

Maryland Tax-Free Money Fund—I Class

(a)

(a)

(a)

Mortgage-Backed Securities Multi-Sector Account Portfolio

—

—

—

New Jersey Tax-Free Bond

74,000

70,000

95,000

New Jersey Tax-Free Bond Fund—I Class

(a)

(a)

(a)

New York Tax-Free Bond

74,000

70,000

95,000

New York Tax-Free Bond Fund—I Class

(a)

(a)

(a)

New York Tax-Free Money

74,000

70,000

95,000

New York Tax-Free Money Fund—I Class

(a)

(a)

(a)

Tax-Efficient Equity

74,000

70,000

95,000

Tax-Efficient Equity Fund—I Class

(a)

(a)

(a)

Tax-Exempt Money

74,000

81,000

120,000

Tax-Exempt Money Fund—I Class

(a)

(a)

(a)

Tax-Free High Yield

70,000

101,000

169,000

Tax-Free High Yield Fund—Advisor Class

5,000

(b)

(b)

Tax-Free High Yield Fund—I Class

(b)

(a)

(a)

Tax-Free Income

57,000

66,000

100,000

Tax-Free Income Fund—I Class

(a)

(a)

(a)

Tax-Free Income Fund—Advisor Class

14,000

25,000

45,000

Tax-Free Short-Intermediate

74,000

80,000

120,000

Tax-Free Short-Intermediate Fund—Advisor Class

(b)

(b)

(b)

Tax-Free Short-Intermediate Fund—I Class

(a)

(a)

(a)

Virginia Tax-Free Bond

74,000

70,000

95,000

Virginia Tax-Free Bond Fund—I Class

(a)

(a)

(a)

* Reflects fees paid by the fund to T. Rowe Price for accounting services.

(a) Prior to commencement of operations.

(b) Less than $1,000.

238

    

Fund

Fiscal Year Ended

5/31/17*

5/31/16**

5/31/15**

Corporate Income

$159,000

$62,000

$120,000

Corporate Income Fund—I Class

6,000

(b)

(a)

Credit Opportunities

162,000

77,000

208,000

Credit Opportunities Fund—Advisor Class

1,000

(b)

2,000

Credit Opportunities Fund—I Class

(b)

(a)

(a)

Floating Rate

153,000

68,000

163,000

Floating Rate Fund—Advisor Class

11,000

3,000

7,000

Floating Rate Fund—I Class

(b)

(a)

(a)

Global Multi-Sector Bond

148,000

76,000

208,000

Global Multi-Sector Bond Fund—Advisor Class

8,000

2,000

2,000

Global Multi-Sector Bond Fund—I Class

8,000

(b)

(a)

GNMA

166,000

62,000

120,000

GNMA Fund—I Class

0

(a)

(a)

Government Money

179,000

62,000

120,000

Government Money Fund—I Class

0

(a)

(a)

Government Reserve

201,000

62,000

120,000

High Yield

143,000

68,000

188,000

High Yield Fund—Advisor Class

1,000

6,000

22,000

High Yield Fund—I Class

39,000

3,000

(a)

Inflation Protected Bond

155,000

67,000

145,000

Inflation Protected Bond Fund—I Class

9,000

(b)

(a)

Institutional Cash Reserves

273,000

(a)

(a)

Institutional Core Plus

164,000

77,000

210,000

Institutional Credit Opportunities

163,000

73,000

185,000

Institutional Floating Rate

144,000

55,000

134,000

Institutional Floating Rate Fund—F Class

28,000

16,000

36,000

Institutional Global Multi-Sector Bond

163,000

67,000

145,000

Institutional High Yield

167,000

73,000

185,000

Institutional Long Duration Credit

163,000

62,000

120,000

Limited Duration Inflation Focused Bond

170,000

66,000

145,000

Limited Duration Inflation Focused Bond Fund—I Class

8,000

(b)

(a)

New Income

208,000

81,000

235,000

New Income Fund—Advisor Class

(b)

(b)

(b)

New Income Fund—I Class

17,000

(b)

(a)

New Income Fund—R Class

(b)

(b)

(b)

Personal Strategy Balanced

165,000

73,000

185,000

Personal Strategy Balanced Fund—I Class

3,000

(b)

(a)

Personal Strategy Growth

164,000

73,000

185,000

Personal Strategy Growth Fund—I Class

3,000

(b)

(a)

Personal Strategy Income

164,000

73,000

185,000

239

    

Fund

Fiscal Year Ended

5/31/17*

5/31/16**

5/31/15**

Personal Strategy Income Fund—I Class

3,000

(b)

(a)

Retirement 2005

(c)

(c)

(c)

Retirement 2005 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2005 Fund—R Class

(c)

(c)

(c)

Retirement 2010

(c)

(c)

(c)

Retirement 2010 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2010 Fund—R Class

(c)

(c)

(c)

Retirement 2015

(c)

(c)

(c)

Retirement 2015 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2015 Fund—R Class

(c)

(c)

(c)

Retirement 2020

(c)

(c)

(c)

Retirement 2020 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2020 Fund—R Class

(c)

(c)

(c)

Retirement 2025

(c)

(c)

(c)

Retirement 2025 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2025 Fund—R Class

(c)

(c)

(c)

Retirement 2030

(c)

(c)

(c)

Retirement 2030 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2030 Fund—R Class

(c)

(c)

(c)

Retirement 2035

(c)

(c)

(c)

Retirement 2035 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2035 Fund—R Class

(c)

(c)

(c)

Retirement 2040

(c)

(c)

(c)

Retirement 2040 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2040 Fund—R Class

(c)

(c)

(c)

Retirement 2045

(c)

(c)

(c)

Retirement 2045 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2045 Fund—R Class

(c)

(c)

(c)

Retirement 2050

(c)

(c)

(c)

Retirement 2050 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2050 Fund—R Class

(c)

(c)

(c)

Retirement 2055

(c)

(c)

(c)

Retirement 2055 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2055 Fund—R Class

(c)

(c)

(c)

Retirement 2060

(c)

(c)

(c)

Retirement 2060 Fund—Advisor Class

(c)

(c)

(c)

Retirement 2060 Fund—R Class

(c)

(c)

(c)

Retirement Balanced

(c)

(c)

(c)

Retirement Balanced Fund—Advisor Class

(c)

(c)

(c)

Retirement Balanced Fund—R Class

(c)

(c)

(c)

Retirement I 2005 Fund—I Class

(c)

(c)

(a)

240

    

Fund

Fiscal Year Ended

5/31/17*

5/31/16**

5/31/15**

Retirement I 2010 Fund—I Class

(c)

(c)

(a)

Retirement I 2015 Fund—I Class

(c)

(c)

(a)

Retirement I 2020 Fund—I Class

(c)

(c)

(a)

Retirement I 2025 Fund—I Class

(c)

(c)

(a)

Retirement I 2030 Fund—I Class

(c)

(c)

(a)

Retirement I 2035 Fund—I Class

(c)

(c)

(a)

Retirement I 2040 Fund—I Class

(c)

(c)

(a)

Retirement I 2045 Fund—I Class

(c)

(c)

(a)

Retirement I 2050 Fund—I Class

(c)

(c)

(a)

Retirement I 2055 Fund—I Class

(c)

(c)

(a)

Retirement I 2060 Fund—I Class

(c)

(c)

(a)

Retirement Balanced I Fund—I Class

(c)

(c)

(a)

Short-Term

170,000

73,000

185,000

Short-Term Bond

147,000

69,000

166,000

Short-Term Bond Fund—Advisor Class

3,000

1,000

4,000

Short-Term Bond Fund—I Class

25,000

(b)

(a)

Short-Term Government

(a)

(a)

(a)

Target 2005

(c)

(c)

(c)

Target 2005 Fund—Advisor Class

(c)

(c)

(c)

Target 2005 Fund—I Class

(c)

(c)

(a)

Target 2010

(c)

(c)

(c)

Target 2010 Fund—Advisor Class

(c)

(c)

(c)

Target 2010 Fund—I Class

(c)

(c)

(a)

Target 2015

(c)

(c)

(c)

Target 2015 Fund—Advisor Class

(c)

(c)

(c)

Target 2015 Fund—I Class

(c)

(c)

(a)

Target 2020

(c)

(c)

(c)

Target 2020 Fund—Advisor Class

(c)

(c)

(c)

Target 2020 Fund—I Class

(c)

(c)

(a)

Target 2025

(c)

(c)

(c)

Target 2025 Fund—Advisor Class

(c)

(c)

(c)

Target 2025 Fund—I Class

(c)

(c)

(a)

Target 2030

(c)

(c)

(c)

Target 2030 Fund—Advisor Class

(c)

(c)

(c)

Target 2030 Fund—I Class

(c)

(c)

(a)

Target 2035

(c)

(c)

(c)

Target 2035 Fund—Advisor Class

(c)

(c)

(c)

Target 2035 Fund—I Class

(c)

(c)

(a)

Target 2040

(c)

(c)

(c)

Target 2040 Fund—Advisor Class

(c)

(c)

(c)

Target 2040 Fund—I Class

(c)

(c)

(a)

241

    

Fund

Fiscal Year Ended

5/31/17*

5/31/16**

5/31/15**

Target 2045

(c)

(c)

(c)

Target 2045 Fund—Advisor Class

(c)

(c)

(c)

Target 2045 Fund—I Class

(c)

(c)

(a)

Target 2050

(c)

(c)

(c)

Target 2050 Fund—Advisor Class

(c)

(c)

(c)

Target 2050 Fund—I Class

(c)

(c)

(a)

Target 2055

(c)

(c)

(c)

Target 2055 Fund—Advisor Class

(c)

(c)

(c)

Target 2055 Fund—I Class

(c)

(c)

(a)

Target 2060

(c)

(c)

(c)

Target 2060 Fund—Advisor Class

(c)

(c)

(c)

Target 2060 Fund—I Class

(c)

(c)

(a)

Total Return

91,000

(a)

(a)

Total Return Fund—Advisor Class

(b)

(a)

(a)

Total Return Fund—I Class

(b)

(a)

(a)

Treasury Reserve

169,000

58,000

95,000

U.S. High Yield

(b)

(a)

(a)

U.S. High Yield—Advisor Class

2,000

(a)

(a)

U.S. High Yield—I Class

4,000

(a)

(a)

U.S. Treasury Intermediate

164,000

58,000

95,000

U.S. Treasury Intermediate Fund—I Class

0

(a)

(a)

U.S. Treasury Long-Term

164,000

58,000

95,000

U.S. Treasury Long-Term Fund—I Class

0

(a)

(a)

U.S. Treasury Money

171,000

58,000

95,000

U.S. Treasury Money Fund—I Class

0

(a)

(a)

Ultra Short-Term Bond

164,000

58,000

95,000

Ultra Short-Term Bond Fund—I Class

(a)

(a)

(a)

* Reflects fees paid by the fund to T. Rowe Price and BNYM for accounting services.

** Reflects fees paid by the fund to T. Rowe Price for accounting services.

(a) Prior to commencement of operations.

(b) Less than $1,000.

(c) Paid by underlying Price Funds pursuant to the Special Servicing Agreement.

    

Fund

Fiscal Year Ended

10/31/16*

10/31/15*

10/31/14*

Africa & Middle East

$60,000

$153,000

$183,000

Africa & Middle East Fund—I Class

(a)

(a)

(a)

Asia Opportunities

59,000

141,000

74,000

Asia Opportunities Fund—Advisor Class

(b)

1,000

1,000

Asia Opportunities Fund—I Class

(a)

(a)

(a)

Cash Reserves

60,000

105,000

119,000

242

    

Fund

Fiscal Year Ended

10/31/16*

10/31/15*

10/31/14*

Emerging Europe

60,000

105,000

119,000

Emerging Europe Fund—I Class

(a)

(a)

(a)

Emerging Markets Stock

55,000

153,000

183,000

Emerging Markets Stock Fund—I Class

5,000

(b)

(a)

Emerging Markets Value Stock

58,000

7,000

(a)

Emerging Markets Value Stock Fund—Advisor Class

(b)

(b)

(a)

Emerging Markets Value Stock Fund—I Class

(a)

(a)

(a)

European Stock

60,000

105,000

119,000

European Stock Fund—I Class

(a)

(a)

(a)

Global Allocation

57,000

167,000

203,000

Global Allocation Fund—Advisor Class

2,000

5,000

4,000

Global Allocation Fund—I Class

(b)

(a)

(a)

Global Growth Stock

59,000

122,000

142,000

Global Growth Stock Fund—Advisor Class

(b)

1,000

1,000

Global Growth Stock Fund—I Class

(a)

(a)

(a)

Global Stock

60,000

123,000

143,000

Global Stock Fund—Advisor Class

(b)

(b)

(b)

Global Stock Fund—I Class

(a)

(a)

(a)

Institutional Africa & Middle East

60,000

153,000

183,000

Institutional Emerging Markets Equity

60,000

123,000

144,000

Institutional Frontier Markets Equity

60,000

123,000

15,000

Institutional Global Focused Growth Equity

60,000

105,000

119,000

Institutional Global Growth Equity

60,000

105,000

119,000

Institutional Global Value Equity

60,000

123,000

144,000

Institutional International Concentrated Equity

60,000

105,000

119,000

Institutional International Core Equity

60,000

105,000

119,000

Institutional International Growth Equity

60,000

105,000

119,000

International Concentrated Equity

57,000

119,000

24,000

International Concentrated Equity Fund—Advisor Class

3,000

5,000

3,000

International Concentrated Equity Fund—I Class

(a)

(a)

(a)

International Discovery

49,000

123,000

144,000

International Discovery Fund—I Class

11,000

(a)

(a)

International Equity Index

60,000

153,000

183,000

International Stock

53,000

135,000

163,000

International Stock Fund—Advisor Class

3,000

7,000

4,000

International Stock Fund—I Class

4,000

(b)

(a)

International Stock Fund—R Class

(b)

(b)

(b)

International Value Equity

57,000

139,000

163,000

International Value Equity Fund—Advisor Class

(b)

2,000

3,000

International Value Equity Fund—I Class

2,000

(b)

(a)

243

    

Fund

Fiscal Year Ended

10/31/16*

10/31/15*

10/31/14*

International Value Equity Fund—R Class

(b)

(b)

(b)

Japan

60,000

86,000

94,000

Japan Fund—I Class

(a)

(a)

(a)

Latin America

60,000

105,000

119,000

Latin America Fund—I Class

(a)

(a)

(a)

Multi-Strategy Total Return

(a)

(a)

(a)

Multi-Strategy Total Return Fund—Advisor Class

(a)

(a)

(a)

Multi-Strategy Total Return Fund—I Class

(a)

(a)

(a)

New Asia

59,000

123,000

144,000

New Asia Fund—I Class

(b)

(a)

(a)

Overseas Stock

58,000

123,000

144,000

Overseas Stock Fund—Advisor Class

(b)

(b)

(a)

Overseas Stock Fund—I Class

2,000

(b)

(a)

Summit Municipal Income

60,000

105,000

118,000

Summit Municipal Income Fund—Advisor Class

(b)

(b)

(b)

Summit Municipal Intermediate

60,000

105,000

118,000

Summit Municipal Intermediate Fund—Advisor Class

(b)

(b)

(b)

Summit Municipal Money Market

60,000

105,000

119,000

U.S. Bond Enhanced Index

60,000

105,000

119,000

* Reflects fees paid by the fund to T. Rowe Price for accounting services.

(a) Prior to commencement of operations.

(b) Less than $1,000.

    

Fund

Fiscal Year Ended

12/31/16*

12/31/15*

12/31/14*

Balanced

$65,000

$130,000

$185,000

Balanced Fund—I Class

2,000

(a)

(a)

Blue Chip Growth

55,000

95,000

128,000

Blue Chip Growth Fund—Advisor Class

6,000

10,000

15,000

Blue Chip Growth Fund—I Class

5,000

(a)

(a)

Blue Chip Growth Fund—R Class

1,000

2,000

2,000

Capital Appreciation

62,000

138,000

200,000

Capital Appreciation Fund—Advisor Class

3,000

7,000

10,000

Capital Appreciation Fund—I Class

2,000

(a)

(a)

Capital Appreciation & Income

(a)

(a)

(a)

Capital Appreciation & Income Fund—Advisor Class

(a)

(a)

(a)

Capital Appreciation & Income Fund—I Class

(a)

(a)

(a)

Capital Opportunity

64,000

118,000

166,000

Capital Opportunity Fund—Advisor Class

3,000

2,000

2,000

244

    

Fund

Fiscal Year Ended

12/31/16*

12/31/15*

12/31/14*

Capital Opportunity Fund—I Class

(b)

(a)

(a)

Capital Opportunity Fund—R Class

1,000

2,000

2,000

Diversified Mid-Cap Growth

67,000

78,000

95,000

Diversified Mid-Cap Growth Fund—I Class

(a)

(a)

(a)

Dividend Growth

57,000

88,000

113,000

Dividend Growth Fund—Advisor Class

4,000

5,000

7,000

Dividend Growth Fund—I Class

6,000

(a)

(a)

Dynamic Global Bond

41,000

129,000

(a)

Dynamic Global Bond Fund—Advisor Class

2,000

4,000

(a)

Dynamic Global Bond Fund—I Class

24,000

(b)

(a)

Emerging Markets Bond

65,000

130,000

185,000

Emerging Markets Bond Fund—Advisor Class

(b)

(b)

(a)

Emerging Markets Bond Fund—I Class

2,000

(b)

(a)

Emerging Markets Corporate Bond

63,000

121,000

169,000

Emerging Markets Corporate Bond Fund—Advisor Class

1,000

(b)

(b)

Emerging Markets Corporate Bond Fund—I Class

3,000

(a)

(a)

Emerging Markets Corporate Multi-Sector Account Portfolio

—

—

(a)

Emerging Markets Local Currency Bond

66,000

145,000

209,000

Emerging Markets Local Currency Bond Fund—Advisor Class

(b)

(b)

1,000

Emerging Markets Local Currency Bond Fund—I Class

1,000

(a)

(a)

Emerging Markets Local Multi-Sector Account Portfolio

—

—

(a)

Equity Income

58,000

102,000

132,000

Equity Income Fund—Advisor Class

2,000

4,000

11,000

Equity Income Fund—I Class

7,000

(a)

(a)

Equity Income Fund—R Class

(b)

1,000

2,000

Equity Index 500

65,000

107,000

145,000

Equity Index 500 Fund—I Class

2,000

(b)

(a)

Extended Equity Market Index

67,000

107,000

145,000

Financial Services

67,000

78,000

95,000

Financial Services Fund—I Class

(b)

(a)

(a)

Global Consumer

44,000

(a)

(a)

Global High Income Bond

61,000

128,000

(a)

Global High Income Bond Fund—Advisor Class

2,000

5,000

(a)

Global High Income Bond Fund—I Class

5,000

(b)

(a)

Global Industrials

67,000

107,000

145,000

Global Industrials Fund—I Class

(a)

(a)

(a)

Global Real Estate

58,000

128,000

196,000

Global Real Estate Fund—Advisor Class

9,000

17,000

14,000

245

    

Fund

Fiscal Year Ended

12/31/16*

12/31/15*

12/31/14*

Global Real Estate Fund—I Class

(b)

(a)

(a)

Global Technology

67,000

93,000

120,000

Global Technology Fund—I Class

(b)

(a)

(a)

Growth & Income

67,000

78,000

95,000

Growth & Income Fund—I Class

(b)

(a)

(a)

Growth Stock

56,000

109,000

152,000

Growth Stock Fund—Advisor Class

5,000

10,000

14,000

Growth Stock Fund—I Class

5,000

(b)

(a)

Growth Stock Fund—R Class

1,000

3,000

4,000

Health Sciences

66,000

107,000

145,000

Health Sciences Fund—I Class

1,000

(a)

(a)

Institutional Emerging Markets Bond

67,000

107,000

145,000

Institutional International Bond

67,000

107,000

145,000

Institutional Large-Cap Core Growth

67,000

78,000

95,000

Institutional Large-Cap Growth

67,000

78,000

95,000

Institutional Large-Cap Value

67,000

78,000

95,000

Institutional Mid-Cap Equity Growth

67,000

78,000

95,000

Institutional Small-Cap Stock

67,000

78,000

95,000

Institutional U.S. Structured Research

67,000

93,000

120,000

International Bond

61,000

121,000

168,000

International Bond Fund—Advisor Class

(b)

(b)

2,000

International Bond Fund—I Class

6,000

(b)

(a)

International Bond Fund (USD Hedged)

(a)

(a)

(a)

International Bond Fund (USD Hedged)—Advisor Class

(a)

(a)

(a)

International Bond Fund (USD Hedged)—I Class

(a)

(a)

(a)

Media & Telecommunications

67,000

93,000

120,000

Media & Telecommunications Fund—I Class

1,000

(a)

(a)

Mid-Cap Growth

60,000

101,000

136,000

Mid-Cap Growth Fund—Advisor Class

3,000

5,000

7,000

Mid-Cap Growth Fund—I Class

4,000

(b)

(a)

Mid-Cap Growth Fund—R Class

(b)

1,000

2,000

Mid-Cap Index

60,000

6,000

(a)

Mid-Cap Index Fund—I Class

3,000

(b)

(a)

Mid-Cap Value

59,000

99,000

131,000

Mid-Cap Value Fund—Advisor Class

2,000

5,000

10,000

Mid-Cap Value Fund—I Class

4,000

(b)

(a)

Mid-Cap Value Fund—R Class

1,000

3,000

4,000

New America Growth

59,000

83,000

105,000

New America Growth Fund—Advisor Class

6,000

10,000

15,000

New America Growth Fund—I Class

2,000

(a)

(a)

246

    

Fund

Fiscal Year Ended

12/31/16*

12/31/15*

12/31/14*

New Era

57,000

78,000

95,000

New Era Fund—I Class

10,000

(a)

(a)

New Horizons

62,000

92,000

120,000

New Horizons Fund—I Class

6,000

(b)

(a)

QM Global Equity

50,000

(a)

(a)

QM Global Equity Fund—Advisor Class

1,000

(a)

(a)

QM Global Equity Fund—I Class

1,000

(a)

(a)

QM U.S. Small & Mid-Cap Core Equity

57,000

(a)

(a)

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

1,000

(a)

(a)

QM U.S. Small & Mid-Cap Core Equity Fund—I Class

1,000

(a)

(a)

QM U.S. Small-Cap Growth Equity

63,000

78,000

95,000

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

(b)

(a)

(a)

QM U.S. Small-Cap Growth Equity Fund—I Class

4,000

(a)

(a)

QM U.S. Value Equity

56,000

(a)

(a)

QM U.S. Value Equity Fund—Advisor Class

2,000

(a)

(a)

QM U.S. Value Equity Fund—I Class

2,000

(a)

(a)

Real Assets

63,000

130,000

185,000

Real Assets Fund—I Class

4,000

(b)

(a)

Real Estate

61,000

115,000

160,000

Real Estate Fund—Advisor Class

5,000

7,000

10,000

Real Estate Fund—I Class

1,000

(a)

(a)

Retirement Income 2020

(a)

(a)

(a)

Science & Technology

57,000

94,000

126,000

Science & Technology Fund—Advisor Class

9,000

14,000

19,000

Science & Technology Fund—I Class

1,000

(a)

(a)

Small-Cap Index

60,000

6,000

(a)

Small-Cap Index Fund—I Class

3,000

(b)

(a)

Small-Cap Stock

63,000

89,000

114,000

Small-Cap Stock Fund—Advisor Class

2,000

4,000

6,000

Small-Cap Stock Fund—I Class

2,000

(b)

(a)

Small-Cap Value

59,000

108,000

145,000

Small-Cap Value Fund—Advisor Class

5,000

14,000

25,000

Small-Cap Value Fund—I Class

3,000

(b)

(a)

Spectrum Growth

(c)

(c)

(c)

Spectrum Income

(c)

(c)

(c)

Spectrum International

(c)

(c)

(c)

Total Equity Market Index

67,000

107,000

145,000

U.S. Large-Cap Core

60,000

90,000

117,000

U.S. Large-Cap Core Fund—Advisor Class

7,000

(a)

(a)

247

    

Fund

Fiscal Year Ended

12/31/16*

12/31/15*

12/31/14*

U.S. Large-Cap Core Fund—I Class

(b)

3,000

3,000

Value

63,000

90,000

117,000

Value Fund—Advisor Class

2,000

3,000

3,000

Value Fund—I Class

3,000

(b)

(a)

* Reflects fees paid by the fund to T. Rowe Price for accounting services.

(a) Prior to commencement of operations.

(b) Less than $1,000.

(c) Paid by underlying Price Funds pursuant to the Special Servicing Agreement.

With respect to the U.S. High Yield Fund, the Henderson High Yield Opportunities Fund (the fund’s predecessor fund), paid its administrator an administration fee that varied based on a percentage of the average net assets of the predecessor fund, pursuant to an administration agreement between the predecessor fund and its administrator. The predecessor fund paid its administrator $7,052 and $6,609 for the fiscal years ended July 31, 2016 and July 31, 2015, respectively.

529 Plans

T. Rowe Price is the investment manager of several college savings plans established by states under Section 529 of the Code. Each plan has a number of portfolios that invest in underlying Price Funds including Blue Chip Growth, Emerging Markets Bond, Emerging Markets Stock, Equity Income, Equity Index 500, Extended Equity Market Index, Financial Services, Health Sciences, High Yield, International Bond, International Equity Index, International Stock, International Value Equity, Limited Duration Inflation Focused Bond, Mid-Cap Growth, Mid-Cap Value, New Horizons, New Income, Overseas Stock, Real Assets, Science & Technology, Short-Term Bond, Small-Cap Stock, Spectrum Income, Total Equity Market Index, U.S. Bond Enhanced Index, U.S. Treasury Money, and Value Funds. Each portfolio establishes an omnibus account in the underlying Price Funds. Transfer agent and recordkeeping expenses incurred by the portfolios as a result of transactions by participants in the Section 529 college savings plans that invest in the Price Funds are paid for by the underlying Price Funds under their agreement with their transfer agent, T. Rowe Price Services, Inc. The expenses borne by each underlying Price Fund are set forth in the shareholder report of the underlying fund under “Related Party Transactions.”

THIRD PARTY ARRANGEMENTS

Administrative Fee Payments

The Price Funds (other than I Class shares; Institutional Funds, except for their F Class shares; Mid-Cap Index Fund; Multi-Sector Account Portfolios; Small-Cap Index Fund; and TRP Reserve Funds) have adopted an administrative fee payment (“AFP”) program that authorizes the funds to make payments for services provided on behalf of the funds. Under the AFP program, payments by a fund (of up to 0.15% of its average daily net assets per year) may be made to retirement plans, retirement plan recordkeepers, insurance companies, banks, and broker-dealers for transfer agency, recordkeeping, and other administrative services. These services include, but are not limited to: transmitting net purchase and redemption orders; maintaining separate records for shareholders reflecting purchases, redemptions, and share balances; mailing shareholder confirmations and periodic statements; processing dividend payments; and utilizing telephone services in connection with the above. Under the AFP program, the funds paid the amounts set forth below in calendar year 2016.

248

  

Fund

Payment

Africa & Middle East

$40,774

Asia Opportunities

670

Balanced

1,209,796

Blue Chip Growth

22,048,077

California Tax-Free Bond

194,047

California Tax-Free Money

498

Capital Appreciation

13,786,842

Capital Appreciation & Income

(a)

Capital Opportunity

381,637

Cash Reserves

37,822

Corporate Income

91,060

Credit Opportunities

531

Diversified Mid-Cap Growth

221,578

Dividend Growth

3,958,740

Dynamic Global Bond

1,782

Emerging Europe

31,764

Emerging Markets Bond

814,031

Emerging Markets Corporate Bond

46,792

Emerging Markets Corporate Multi-Sector Account Portfolio

(b)

Emerging Markets Local Currency Bond

17,588

Emerging Markets Local Multi-Sector Account Portfolio

(b)

Emerging Markets Stock

1,544,263

Emerging Markets Value Stock

141

Equity Income

9,889,021

Equity Index 500

1,033,281

European Stock

472,580

Extended Equity Market Index

235,776

Financial Services

189,375

Floating Rate

163,318

Floating Rate Multi-Sector Account Portfolio

(b)

Georgia Tax-Free Bond

115,108

Global Allocation

76,404

Global Consumer

16

Global Growth Stock

10,091

Global High Income Bond

3,027

Global Industrials

534

Global Multi-Sector Bond

96,647

Global Real Estate

90,345

Global Stock

216,318

Global Technology

2,028,316

GNMA

140,979

249

  

Fund

Payment

Government Money

85,070

Government Reserve

(b)

Growth & Income

189,181

Growth Stock

15,054,936

Health Sciences

6,169,271

High Yield

1,532,582

High Yield Multi-Sector Account Portfolio

(b)

Inflation Protected Bond

139,838

Institutional Africa & Middle East

(b)

Institutional Cash Reserves

(b)

Institutional Core Plus

(b)

Institutional Credit Opportunities

(b)

Institutional Emerging Markets Bond

(b)

Institutional Emerging Markets Equity

(b)

Institutional Floating Rate

(b)

Institutional Floating Rate Fund—F Class

1,016,205

Institutional Frontier Markets Equity

(b)

Institutional Global Focused Growth Equity

(b)

Institutional Global Growth Equity

(b)

Institutional Global Multi-Sector Bond

(b)

Institutional Global Value Equity

(b)

Institutional High Yield

(b)

Institutional International Bond

(b)

Institutional International Concentrated Equity

(b)

Institutional International Core Equity

(b)

Institutional International Growth Equity

(b)

Institutional Large-Cap Core Growth

(b)

Institutional Large-Cap Growth

(b)

Institutional Large-Cap Value

(b)

Institutional Long Duration Credit

(b)

Institutional Mid-Cap Equity Growth

(b)

Institutional Small-Cap Stock

(b)

Institutional U.S. Structured Research

(b)

Intermediate Tax-Free High Yield

6,339

International Bond

823,053

International Bond Fund (USD Hedged)

(a)

International Concentrated Equity

4,366

International Discovery

2,132,400

International Equity Index

163,741

International Stock

1,215,114

International Value Equity

815,053

250

  

Fund

Payment

Investment-Grade Corporate Multi-Sector Account Portfolio

(b)

Japan

106,418

Latin America

131,971

Limited Duration Inflation Focused Bond

72

Maryland Short-Term Tax-Free Bond

49,005

Maryland Tax-Free Bond

578,152

Maryland Tax-Free Money

1,030

Media & Telecommunications

1,219,992

Mid-Cap Growth

11,751,416

Mid-Cap Index

(b)

Mid-Cap Value

4,262,529

Mortgage-Backed Securities Multi-Sector Account Portfolio

(b)

Multi-Strategy Total Return

(a)

New America Growth

2,880,772

New Asia

878,966

New Era

886,542

New Horizons

7,803,938

New Income

3,915,300

New Jersey Tax-Free Bond

152,972

New York Tax-Free Bond

157,239

New York Tax-Free Money

299

Overseas Stock

1,194,581

Personal Strategy Balanced

1,268,264

Personal Strategy Growth

1,007,226

Personal Strategy Income

605,824

QM Global Equity

10

QM U.S. Small & Mid-Cap Core Equity

137

QM U.S. Small-Cap Growth Equity

2,273,241

QM U.S. Value Equity

34

Real Assets

25,027

Real Estate

4,476,883

Retirement 2005

(c)

Retirement 2010

(c)

Retirement 2015

(c)

Retirement 2020

(c)

Retirement 2025

(c)

Retirement 2030

(c)

Retirement 2035

(c)

Retirement 2040

(c)

Retirement 2045

(c)

Retirement 2050

(c)

251

  

Fund

Payment

Retirement 2055

(c)

Retirement 2060

(c)

Retirement Balanced

(c)

Retirement Income 2020

(a)

Science & Technology

559,701

Short-Term

(b)

Short-Term Bond

2,000,308

Short-Term Government

(a)

Small-Cap Index

(b)

Small-Cap Stock

4,169,697

Small-Cap Value

2,063,097

Spectrum Growth

(c)

Spectrum Income

(c)

Spectrum International

(c)

Summit Municipal Income

1,186,274

Summit Municipal Intermediate

4,584,953

Summit Municipal Money Market

694

Target 2005

2,297

Target 2010

12,545

Target 2015

22,976

Target 2020

53,413

Target 2025

57,132

Target 2030

58,578

Target 2035

39,178

Target 2040

33,644

Target 2045

22,927

Target 2050

14,454

Target 2055

6,900

Target 2060

942

Tax-Efficient Equity

47,398

Tax-Exempt Money

145,448

Tax-Free High Yield

2,378,303

Tax-Free Income

557,641

Tax-Free Short-Intermediate

1,343,452

Total Equity Market Index

225,451

Total Return

0

Treasury Reserve

(b)

U.S. Bond Enhanced Index

156,528

U.S. High Yield

(a)

U.S. Large-Cap Core

89,415

U.S. Treasury Intermediate

107,457

U.S. Treasury Long-Term

49,296

252

  

Fund

Payment

U.S. Treasury Money

499,188

Ultra Short-Term Bond

11,760

Value

3,100,522

Virginia Tax-Free Bond

431,851

(a) Prior to commencement of operations.

(b) Not eligible to participate in AFP program.

(c) Paid by underlying Price Funds pursuant to the Special Servicing Agreement.

Each Advisor and R Class has adopted an AFP program under which various third parties, including third parties receiving 12b-1 payments, may receive payments from the class in addition to 12b-1 fees for providing various recordkeeping, transfer agency, and administrative services to the classes and/or shareholders thereof. These services include, but are not limited to: transmitting net purchase and redemption orders; maintaining separate records for shareholders reflecting purchases, redemptions, and share balances; mailing shareholder confirmations and periodic statements; processing dividend payments; and utilizing telephone services in connection with the above. Under this AFP program, the funds paid the amounts set forth below in calendar year 2016.

  

Fund

Payment

Asia Opportunities Fund—Advisor Class

$9

Blue Chip Growth Fund—Advisor Class

4,217,945

Blue Chip Growth Fund—R Class

827,944

Capital Appreciation Fund—Advisor Class

1,974,265

Capital Appreciation & Income Fund—Advisor Class

(a)

Capital Opportunity Fund—Advisor Class

28,548

Capital Opportunity Fund—R Class

8,545

Credit Opportunities Fund—Advisor Class

77

Dividend Growth Fund—Advisor Class

438,282

Dynamic Global Bond Fund—Advisor Class

2,124

Emerging Markets Bond Fund—Advisor Class

375

Emerging Markets Corporate Bond Fund—Advisor Class

929

Emerging Markets Local Currency Bond Fund—Advisor Class

57

Emerging Markets Value Stock Fund—Advisor Class

15

Equity Income Fund—Advisor Class

827,857

Equity Income Fund—R Class

227,413

Floating Rate Fund—Advisor Class

65,154

Global Allocation Fund—Advisor Class

9,387

Global Growth Stock Fund—Advisor Class

1,322

Global High Income Bond Fund—Advisor Class

1,271

Global Multi-Sector Bond Fund—Advisor Class

20,099

Global Real Estate Fund—Advisor Class

51,092

Global Stock Fund—Advisor Class

8,032

Growth Stock Fund—Advisor Class

5,155,717

Growth Stock Fund—R Class

1,370,620

253

  

Fund

Payment

High Yield Fund—Advisor Class

121,207

Intermediate Tax-Free High Yield Fund—Advisor Class

539

International Bond Fund—Advisor Class

33,784

International Bond Fund (USD Hedged)—Advisor Class

(a)

International Concentrated Equity Fund—Advisor Class

803

International Stock Fund—Advisor Class

922,085

International Stock Fund—R Class

10,648

International Value Equity Fund—Advisor Class

258,170

International Value Equity Fund—R Class

61,063

Mid-Cap Growth Fund—Advisor Class

1,523,302

Mid-Cap Growth Fund—R Class

296,446

Mid-Cap Value Fund—Advisor Class

663,319

Mid-Cap Value Fund—R Class

327,146

Multi-Strategy Total Return Fund

(a)

New America Growth Fund—Advisor Class

531,416

New Income Fund—Advisor Class

71,139

New Income Fund—R Class

13,019

Overseas Stock Fund—Advisor Class

290

QM Global Equity Fund—Advisor Class

0

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

4

QM U.S. Small-Cap Growth Equity—Advisor Class

1,492

QM U.S. Value Equity Fund—Advisor Class

25

Real Estate Fund—Advisor Class

658,748

Retirement 2005 Fund—Advisor Class

(b)

Retirement 2005 Fund—R Class

(b)

Retirement 2010 Fund—Advisor Class

(b)

Retirement 2010 Fund—R Class

(b)

Retirement 2015 Fund—Advisor Class

(b)

Retirement 2015 Fund—R Class

(b)

Retirement 2020 Fund—Advisor Class

(b)

Retirement 2020 Fund—R Class

(b)

Retirement 2025 Fund—Advisor Class

(b)

Retirement 2025 Fund—R Class

(b)

Retirement 2030 Fund—Advisor Class

(b)

Retirement 2030 Fund—R Class

(b)

Retirement 2035 Fund—Advisor Class

(b)

Retirement 2035 Fund—R Class

(b)

Retirement 2040 Fund—Advisor Class

(b)

Retirement 2040 Fund—R Class

(b)

254

  

Fund

Payment

Retirement 2045 Fund—Advisor Class

(b)

Retirement 2045 Fund—R Class

(b)

Retirement 2050 Fund—Advisor Class

(b)

Retirement 2050 Fund—R Class

(b)

Retirement 2055 Fund—Advisor Class

(b)

Retirement 2055 Fund—R Class

(b)

Retirement 2060 Fund—Advisor Class

(b)

Retirement 2060 Fund—R Class

(b)

Retirement Balanced Fund—Advisor Class

(b)

Retirement Balanced Fund—R Class

(b)

Science & Technology Fund—Advisor Class

752,228

Short-Term Bond Fund—Advisor Class

144,926

Small-Cap Stock Fund—Advisor Class

412,833

Small-Cap Value Fund—Advisor Class

828,073

Summit Municipal Income Fund—Advisor Class

5,810

Summit Municipal Intermediate Fund—Advisor Class

9,623

Target 2005 Fund—Advisor Class

2,114

Target 2010 Fund—Advisor Class

8,347

Target 2015 Fund—Advisor Class

7,770

Target 2020 Fund—Advisor Class

35,716

Target 2025 Fund—Advisor Class

16,359

Target 2030 Fund—Advisor Class

32,680

Target 2035 Fund—Advisor Class

13,261

Target 2040 Fund—Advisor Class

12,383

Target 2045 Fund—Advisor Class

8,343

Target 2050 Fund—Advisor Class

7,306

Target 2055 Fund—Advisor Class

3,764

Target 2060 Fund—Advisor Class

1,012

Tax-Free High Yield Fund—Advisor Class

296,431

Tax-Free Income Fund—Advisor Class

942,437

Tax-Free Short-Intermediate Fund—Advisor Class

14,246

Total Return Fund—Advisor Class

0

U.S. High Yield Fund—Advisor Class

(a)

U.S. Large-Cap Core Fund—Advisor Class

42,286

Value Fund—Advisor Class

816,488

(a) Prior to commencement of operations.

(b) Paid by underlying Price Funds pursuant to the Special Servicing Agreement.

Additional Payments to Financial Intermediaries and Other Third Parties (All funds)

In addition to the AFP payments made by certain funds and the 12b-1 payments made by each Advisor and R Class, T. Rowe Price may, at its own expense, provide additional compensation to financial intermediaries.

255

These payments may be in the form of asset based, transaction based or flat payments in connection with the sale, distribution, marketing, and/or servicing of the Price Funds.

T. Rowe Price may make payments in the form of expense reimbursements for meeting and marketing support activities (“Marketing Support Payments”) to financial intermediaries, such as brokers-dealers, registered investment advisers, banks, insurance companies, and retirement plan recordkeepers. T. Rowe Price may utilize Marketing Support Payments when sponsoring (or co-sponsoring) or providing financial support for industry conferences, client seminars, due diligence meetings, sales presentations, and other third-party sponsored events. Typically, the primary focus of these events is training and education. These payments will generally vary depending upon the nature of the event and may include financial assistance to intermediaries that enable T. Rowe Price or one of its affiliates to participate in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other attendees. Marketing Support Payments may also be used to pay for travel expenses, such as transportation and lodging expenses, incurred by registered representatives and other attendees in connection with due diligence meetings or client prospecting. Payments may also represent certain entertainment expenses, such as occasional meal expenses or tickets to sporting events that are not preconditioned on achievement of sales targets.

T. Rowe Price may make Marketing Support Payments for a variety of purposes, including but not limited to: advertising and marketing opportunities; building brand awareness and educating intermediaries, clients, and prospects about the Price Funds; placement on an intermediary’s list of offered funds or preferred fund list; obtaining access to senior management, sales representatives, or wholesalers of an intermediary’s distribution channels; receiving detailed reporting packages (such as periodic sales reporting, sales production results, and data on how T. Rowe Price products, including the Price Funds, are used); and inclusion as a recommended individual retirement account provider on the platform of rollover service providers.

T. Rowe Price may make payments to third parties that may: help facilitate rollovers from employer-sponsored retirement plans to individual retirement accounts; contribute to the costs of providing certain technology and data support services; and reimburse certain transaction expenses, such as ticket charges for purchases or exchanges.

For all Price Funds, other than Institutional Funds and Multi-Sector Account Portfolios, T. Rowe Price may make asset based payments to compensate third parties for distribution and non-distribution shareholder or other services, including, but not limited to: sub-accounting, sub-transfer agency, post-sale shareholder servicing, or other services, including those described above.

T. Rowe Price or its affiliated retirement plan recordkeeper, RPS, may reimburse retirement plan expenses in circumstances where the Price Funds are offered as investment options in such plans. These expense reimbursements are provided directly to the retirement plans and are intended to be used by plan sponsors to offset recordkeeping fees that RPS receives for providing sub-transfer agent and administrative services to the Price Funds.

The receipt of, or the prospect of receiving, these payments and expense reimbursements from T. Rowe Price and its affiliates may influence intermediaries, plan sponsors and other third parties to offer or recommend Price Funds over other investment options for which an intermediary does not receive additional compensation (or receives lower levels of additional compensation). In addition, if financial intermediaries receive these payments and/or expense reimbursements, they may elevate the prominence of the Price Funds by, for example, placing the Price Funds on a list of preferred or recommended funds and/or provide preferential or enhanced opportunities to promote the Price Funds in various ways. Since these additional payments are not paid by a fund directly, these arrangements do not increase fund expenses and will not change the price that an investor pays for shares of the Price Funds or the amount that a Price Fund receives to invest on behalf of an investor. However, T. Rowe Price’s revenues or profits may in part be derived from fees earned for services provided to and paid for by the Price Funds. Investors or prospective investors in the Price Funds may ask their financial intermediary for more information about any payments it may receive from T. Rowe Price.

256

DISTRIBUTOR FOR THE FUNDS

Investment Services, a Maryland corporation formed in 1980 as a wholly owned subsidiary of T. Rowe Price, serves as distributor for all Price Funds on a continuous basis. Investment Services is registered as a broker-dealer under the 1934 Act and is a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

Investment Services is located at the same address as the funds and T. Rowe Price–100 East Pratt Street, Baltimore, Maryland 21202.

Investment Services serves as distributor to the Price Funds, pursuant to an Underwriting Agreement (“Underwriting Agreement”), which provides that the funds (other than the Single-Fee Funds) will pay all fees and expenses in connection with necessary state filings; preparing, setting in type, printing, and mailing of prospectuses and reports to shareholders; and issuing shares, including expenses of confirming purchase orders. For the Single-Fee Funds, the Underwriting Agreement provides that Investment Services will pay, or will arrange for others to pay, these fees and expenses.

The Underwriting Agreement also provides that Investment Services will pay all fees and expenses in connection with printing and distributing prospectuses and reports for use in offering and selling fund shares; preparing, setting in type, printing, and mailing all sales literature and advertising; Investment Services’ federal and state registrations as a broker-dealer; and offering and selling shares for each fund, except for those fees and expenses specifically assumed by the funds. Investment Services’ expenses are paid by T. Rowe Price.

Investment Services acts as the agent of the funds, in connection with the sale of fund shares in the various states in which Investment Services is qualified as a broker-dealer. Under the Underwriting Agreement, Investment Services accepts orders for fund shares at net asset value. Other than as described below with respect to the Advisor and R Class shares, no sales charges are paid by investors or the funds and no compensation is paid to Investment Services. The Underwriting Agreement also allows Investment Services to enter into agreements with affiliated T. Rowe Price entities to offer and sell shares of the Price Funds, under limited conditions, to certain institutional investors outside the U.S.

Advisor and R Class

Distribution and Shareholder Services Plan

The funds’ directors adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect to each Advisor and R Class (the “Class”). Each plan provides that the Class may compensate Investment Services or such other persons as the funds or Investment Services designates, to finance any or all of the distribution, shareholder servicing, maintenance of shareholder accounts, and/or other administrative services with respect to Class shares. It is expected that most, if not all, payments under each plan will be made (either directly, or indirectly through Investment Services) to intermediaries other than Investment Services such as broker-dealers, banks, insurance companies, and retirement plan recordkeepers. Under each plan, the Advisor Class pays a fee at the annual rate of up to 0.25% of that class’ average daily net assets and the R Class pays a fee at the annual rate of up to 0.50% of that class’ average net daily assets. Normally, the full amount of the fee is paid to the intermediary on shares sold through that intermediary; however, a lesser amount may be paid. In addition, the fee may be split among intermediaries based on the level of services provided by each. Intermediaries may use the payments for, among other purposes, compensating employees engaged in sales and/or shareholder servicing of the Class, as well as for a wide variety of other purposes associated with supporting, distributing, and servicing Class shares. The amount of fees paid by a Class during any year may be more or less than the cost of distribution and other services provided to the Class and its investors. FINRA rules limit the amount of annual distribution and service fees that may be paid by a mutual fund and impose a ceiling on the cumulative distribution fees paid. The plan complies with these rules.

257

The plan requires that Investment Services provide, or cause to be provided, a quarterly written report identifying the amounts expended by each Class and the purposes for which such expenditures were made to the fund directors for their review.

Prior to approving the plan, the funds considered various factors relating to the implementation of the plan and determined that there is a reasonable likelihood that the plan will benefit each fund, its Class, and the Class’ shareholders. The fund directors noted that to the extent the plan allows a fund to sell Class shares in markets to which it would not otherwise have access, the plan may result in additional sales of fund shares. This may enable a fund to achieve economies of scale that could reduce expenses. In addition, certain ongoing shareholder services may be provided more effectively by intermediaries with which shareholders have an existing relationship.

The plan is renewable from year to year with respect to each fund, so long as its continuance is approved at least annually (1) by the vote of a majority of the fund directors and (2) by a vote of the majority of the funds’ independent directors cast in person at a meeting called for the purpose of voting on such approval. The plan may not be amended to increase materially the amount of fees paid by any Class thereunder unless such amendment is approved by a majority vote of the outstanding shares of such Class and by the fund directors in the manner prescribed by Rule 12b-1 under the 1940 Act. The plan is terminable with respect to a Class at any time by a vote of a majority of the independent directors or by a majority vote of the outstanding shares in the Class.

Payments under the 12b-1 plans will still normally be made for funds that are closed to new investors. Such payments are made for the various services provided to existing investors by the intermediaries receiving such payments.

The following payments for the fiscal year indicated were made to intermediaries, including broker-dealers and insurance companies, for the distribution, shareholder servicing, maintenance of shareholder accounts, and/or other administrative services under the plan (or a prior plan, as indicated in the table).

  

Fund

Fiscal Year Ended
2/28/17

Intermediate Tax-Free High Yield Fund—Advisor Class

$2,000

Tax-Free High Yield Fund—Advisor Class

666,000

Tax-Free Income Fund—Advisor Class

1,552,000

Tax-Free Short-Intermediate Fund—Advisor Class

27,000

  

Fund

Fiscal Year Ended
5/31/17

Credit Opportunities Fund—Advisor Class

$1,000

Floating Rate Fund—Advisor Class

140,000

Global Multi-Sector Bond Fund—Advisor Class

46,000

High Yield Fund—Advisor Class

178,000

New Income Fund—Advisor Class

144,000

New Income Fund—R Class

43,000

Retirement 2005 Fund—Advisor Class

262,000

Retirement 2005 Fund—R Class

339,000

Retirement 2010 Fund—Advisor Class

1,482,000

Retirement 2010 Fund—R Class

1,670,000

Retirement 2015 Fund—Advisor Class

1,689,000

Retirement 2015 Fund—R Class

2,284,000

Retirement 2020 Fund—Advisor Class

7,505,000

258

  

Fund

Fiscal Year Ended
5/31/17

Retirement 2020 Fund—R Class

9,253,000

Retirement 2025 Fund—Advisor Class

4,364,000

Retirement 2025 Fund—R Class

6,273,000

Retirement 2030 Fund—Advisor Class

8,063,000

Retirement 2030 Fund—R Class

10,979,000

Retirement 2035 Fund—Advisor Class

3,517,000

Retirement 2035 Fund—R Class

5,234,000

Retirement 2040 Fund—Advisor Class

6,246,000

Retirement 2040 Fund—R Class

7,789,000

Retirement 2045 Fund—Advisor Class

2,299,000

Retirement 2045 Fund—R Class

3,510,000

Retirement 2050 Fund—Advisor Class

2,825,000

Retirement 2050 Fund—R Class

3,790,000

Retirement 2055 Fund—Advisor Class

876,000

Retirement 2055 Fund—R Class

1,312,000

Retirement 2060 Fund—Advisor Class

38,000

Retirement 2060 Fund—R Class

71,000

Retirement Balanced Fund—Advisor Class

706,000

Retirement Balanced Fund—R Class

1,357,000

Short-Term Bond Fund—Advisor Class

206,000

Target 2005 Fund—Advisor Class

4,000

Target 2010 Fund—Advisor Class

14,000

Target 2015 Fund—Advisor Class

13,000

Target 2020 Fund—Advisor Class

61,000

Target 2025 Fund—Advisor Class

29,000

Target 2030 Fund—Advisor Class

62,000

Target 2035 Fund—Advisor Class

24,000

Target 2040 Fund—Advisor Class

24,000

Target 2045 Fund—Advisor Class

16,000

Target 2050 Fund—Advisor Class

14,000

Target 2055 Fund—Advisor Class

7,000

Target 2060 Fund—Advisor Class

2,000

Total Return Fund—Advisor Class

(a)

U.S. High Yield Fund—Advisor Class

22,000(b)

(a) Less than $1,000.

(b) Includes activity of the Henderson High Yield Opportunities Fund’s Class A through May 19, 2017.

259

  

Fund

Fiscal Year Ended
10/31/16

Asia Opportunities Fund—Advisor Class

$1,000

Emerging Markets Value Stock Fund—Advisor Class

1,000

Global Allocation Fund—Advisor Class

15,000

Global Growth Stock Fund—Advisor Class

3,000

Global Stock Fund—Advisor Class

13,000

International Concentrated Equity Fund—Advisor Class

1,000

International Stock Fund—Advisor Class

1,647,000

International Stock Fund—R Class

37,000

International Value Equity Fund—Advisor Class

414,000

International Value Equity Fund—R Class

202,000

Multi-Strategy Total Return Fund—Advisor Class

(a)

Overseas Stock Fund—Advisor Class

1,000

Summit Municipal Income Fund—Advisor Class

8,000

Summit Municipal Intermediate Fund—Advisor Class

16,000

(a) Prior to commencement of operations.

  

Fund

Fiscal Year Ended
12/31/16

Blue Chip Growth Fund—Advisor Class

$7,061,000

Blue Chip Growth Fund—R Class

2,799,000

Capital Appreciation Fund—Advisor Class

3,296,000

Capital Appreciation & Income Fund—Advisor Class

(a)

Capital Opportunity Fund—Advisor Class

47,000

Capital Opportunity Fund—R Class

28,000

Dividend Growth Fund—Advisor Class

741,000

Dynamic Global Bond Fund—Advisor Class

4,000

Emerging Markets Bond Fund—Advisor Class

1,000

Emerging Markets Corporate Bond Fund—Advisor Class

2,000

Emerging Markets Local Currency Bond Fund—Advisor Class

1,000

Equity Income Fund—Advisor Class

1,425,000

Equity Income Fund—R Class

752,000

Global High Income Bond Fund—Advisor Class

3,000

Global Real Estate Fund—Advisor Class

84,000

Growth Stock Fund—Advisor Class

8,663,000

Growth Stock Fund—R Class

4,556,000

International Bond Fund—Advisor Class

57,000

International Bond Fund (USD Hedged)—Advisor Class

(a)

Mid-Cap Growth Fund—Advisor Class

2,673,000

Mid-Cap Growth Fund—R Class

985,000

Mid-Cap Value Fund—Advisor Class

1,102,000

Mid-Cap Value Fund—R Class

1,077,000

260

  

Fund

Fiscal Year Ended
12/31/16

New America Growth Fund—Advisor Class

906,000

Real Estate Fund—Advisor Class

1,095,000

QM Global Equity Fund—Advisor Class

1,000

QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class

1,000

QM U.S. Small-Cap Growth Equity Fund—Advisor Class

2,000

QM U.S. Value Equity Fund—Advisor Class

1,000

Science & Technology Fund—Advisor Class

1,259,000

Small-Cap Stock Fund—Advisor Class

699,000

Small-Cap Value Fund—Advisor Class

1,421,000

U.S. Large-Cap Core Fund—Advisor Class

72,000

Value Fund—Advisor Class

1,449,000

(a) Prior to commencement of operations.

PORTFOLIO TRANSACTIONS

Investment or Brokerage Discretion

Decisions with respect to the selection, purchase, and sale of portfolio securities on behalf of the international Price Funds are generally made by T. Rowe Price International, Price Hong Kong, or Price Singapore. Decisions with respect to the selection, purchase, and sale of portfolio securities on behalf of all other Price Funds are generally made by T. Rowe Price. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore are responsible for implementing these decisions for the Price Funds, including, where applicable, the negotiation of commissions, the allocation of portfolio brokerage and principal business, and the use of affiliates to assist in routing orders for execution. Price Singapore delegates actual trade execution to the trading desks of T. Rowe Price, T. Rowe Price International, or Price Hong Kong, and may use these affiliated investment advisers for certain other trading-related services.

How Broker-Dealers Are Selected

With respect to equity and debt securities, T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore may effect principal transactions on behalf of a fund with a broker-dealer that furnishes brokerage and/or research services; designate any such broker-dealer to receive selling concessions, discounts, or other allowances; or otherwise deal with any such broker-dealer in connection with the acquisition of securities in underwritings. T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore may receive research services in connection with brokerage transactions, including designations in fixed-price offerings.

Debt Securities

In purchasing and selling debt securities, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore ordinarily place transactions with the issuer or a primary market-maker acting as principal for the securities on a net basis, with no stated brokerage commission being paid by the client, although the price usually includes undisclosed compensation to the market-maker. Debt securities may also be purchased from underwriters at prices which include underwriting fees. Any transactions placed through broker-dealers serving as primary market-makers reflect the spread between the bid and ask prices.

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Equity Securities

In purchasing and selling equity securities, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore seek to obtain best execution at favorable security prices through responsible broker-dealers and, in the case of agency transactions, at competitive commission rates. However, under certain conditions, higher brokerage commissions may be paid to broker-dealers providing brokerage and research services to T. Rowe Price, T. Rowe Price International, and Price Hong Kong than might be paid to other broker-dealers in accordance with Section 28(e) under the 1934 Act and subsequent guidance from regulators.

In selecting broker-dealers to execute the Price Funds’ portfolio transactions, consideration is given to such factors as the price of the security, the rate of the commission, the size and difficulty of the order, the reliability, integrity, general execution, and operational capabilities of competing broker-dealers, their expertise in particular markets, and brokerage and research services provided by them. It is not the policy of T. Rowe Price, T. Rowe Price International, or Price Hong Kong to seek the lowest available commission rate where it is believed that a broker-dealer charging a higher commission rate would offer greater reliability, provide better price, or more efficient execution.

As a general practice, transactions involving U.S. equity securities are executed in the primary market with market-makers, or through electronic, “low touch” trading venues. In selecting from among these options, T. Rowe Price generally seeks to select the broker-dealers or electronic venue it believes to be actively and effectively trading the security being purchased or sold. In an effort to obtain best execution, orders for foreign equity securities may be placed through T. Rowe Price International’s or Price Hong Kong’s trading desk.

Transactions on stock exchanges involve the payment of brokerage commissions. In transactions on stock exchanges in the U.S., these commissions are negotiated. Traditionally, commission rates have generally not been negotiated on stock markets outside the U.S. However, an increasing number of overseas stock markets have adopted a system of negotiated rates or ranges of rates, although a small number of markets continue to be subject to an established schedule of minimum commission rates. It is expected that equity securities will ordinarily be purchased in the primary markets, whether over-the-counter (“OTC”) or listed, and that listed securities may be purchased in the OTC market if such market is deemed the primary market. In the case of securities traded on the OTC markets, there is generally no stated commission, but the price usually includes an undisclosed commission or markup. In underwritten offerings, the price includes a disclosed, fixed commission or discount.

The funds may invest in stocks issued by companies of various market capitalizations. Stocks of smaller companies can be more difficult to trade and less liquid than those of larger companies, which may result in higher trading costs.

Evaluating the Overall Reasonableness of Brokerage Commissions Paid

On a continuing basis, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore seek to determine what levels of commission rates are reasonable in the marketplace for transactions executed on behalf of mutual funds and other institutional clients. In evaluating the reasonableness of commission rates, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may consider any or all of the following: (a) rates quoted by broker-dealers; (b) the size of a particular transaction, in terms of the number of shares, dollar amount, and number of clients involved; (c) the complexity of a particular transaction in terms of both execution and settlement; (d) the level and type of business conducted with a particular firm over a period of time; (e) the extent to which the broker-dealer has capital at risk in the transaction; (f) historical commission rates; (g) rates paid by other institutional investors based on available public information; and (h) research provided by the broker-dealer.

Commissions Paid to Broker-Dealers for Research

Broker-dealers provide a wide range of research services to T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore.

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T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore seek best execution on all trades consistent with fiduciary and regulatory requirements. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore have adopted a brokerage allocation policy embodying the concepts of Section 28(e) under the 1934 Act. Section 28(e) permits an investment adviser to cause an account to pay a higher commission to a broker-dealer that also provides research services than the commission another broker-dealer would charge, provided the adviser determines in good faith that the commission paid is reasonable in relation to the value of the brokerage and research services provided. An adviser may make such a determination based upon either the particular transaction involved or the overall responsibilities of the adviser with respect to the accounts over which it exercises investment discretion. Therefore, research may not necessarily benefit all accounts paying commissions to such broker-dealers. Broker-dealers may provide proprietary research to T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore in connection with brokerage relationships, including fixed income offerings.

Certain full service broker-dealers (broker-dealers who provide brokerage and execution services) also furnish “bundled” proprietary research services to T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore. “Bundled” research involves an arrangement whereby the underlying commission is informally comprised of both trade execution and other services, most frequently investment research that is intended to assist T. Rowe Price, T. Rowe Price International, Price Hong Kong, and/or Price Singapore with their internal research processes. Such services are typically not offered on a stand-alone basis by broker-dealers. Proprietary research may include research from an affiliate of the broker-dealer and services that provide access to unaffiliated industry experts. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may use full service brokers either directly or through very limited use of “step-outs” or similar transactions with other brokers. Step-out trades, however, are not used to obtain research.

In addition, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may use equity brokerage commissions to acquire third-party research from independent research providers and broker-dealers through commission-sharing arrangements (“CSAs”). While Price Singapore does not currently participate in the CSA program, T. Rowe Price, T. Rowe Price International, and Price Hong Kong maintain CSAs with broker-dealers used for a percentage of “low touch” commission business. We generally effect low touch trading through broker-dealers’ electronic venues. We confine the use of CSA credits to obtain only research designed to assist in the investment decision-making process. Our current practice is to not acquire market data services, index data, software and other items with commission dollars, although some of those items are permitted under the SEC’s guidance. Not all clients participate in the CSA program, but the research received through this program is intended to assist T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore with its investment decision making responsibilities regarding its clients overall.

Proprietary and independent third-party research is an important component of T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore’s investment approach. However, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore rely primarily upon their own research efforts and subject any outside research services to internal analysis before incorporating such outside research into the investment process. As a practical matter, it would not be possible for T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore to generate all the information and varied opinions provided by broker-dealers. To the extent that broker-dealers provide research services of value, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore are relieved of expenses which they might otherwise bear.

Broker-dealers and independent research providers generally supply the following types of research to T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore: information on the economy, industries, groups of securities, individual companies, statistical information, accounting and tax law interpretations, political developments, legal developments affecting portfolio securities, technical market action, pricing and appraisal services, credit analysis, risk measurement analysis, performance analysis, and analysis of corporate responsibility issues. The research incorporates both domestic and international perspectives. Research services are received primarily in the form of written reports, computer generated data, telephone contacts, and personal meetings with security analysts, corporate and industry executives, and other persons. In addition, research may include the provision of access to unaffiliated individuals with expertise in various industries, businesses, or other related areas. T. Rowe Price, T. Rowe Price International, Price Hong

263

Kong, and Price Singapore may receive complimentary and customary fixed income research from various broker-dealers, including broker-dealers with whom fixed income transactions are carried out in accordance with T. Rowe Price’s, T. Rowe Price International’s, Price Hong Kong’s, and Price Singapore’s best execution obligations. Such research, however, is not contingent upon specific trades with the providing broker-dealer. Some research may be incorporated into firm-wide systems or communications, thereby allowing, in some instances, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore to access research obtained through commissions generated by an affiliated investment adviser.

At the present time, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore do not recapture commissions, underwriting discounts, or selling-group concessions in connection with debt securities acquired in underwritten offerings. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may, however, have the opportunity to designate a portion of the underwriting spread to broker-dealers that participate in the offering.

Directed Brokerage

The Price Funds that invest in U.S. equity securities have adopted a commission recapture program. Under the program, a percentage of commissions generated by the portfolio transactions of those funds is rebated to the funds by the broker-dealers and credited to short-term security gain/loss. Although the Price Funds do not recapture commissions in connection with debt securities acquired in underwritten offerings, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may have the opportunity to designate a portion of the underwriting spread to broker-dealers that participate in the offering.

Allocation of Brokerage Commissions

T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore have policies of not pre-committing a specific amount of business to any broker-dealer over any specific time period. Historically, brokerage placement has been determined, as appropriate, by the needs of a specific transaction such as market-making, availability of a buyer or seller of a particular security, or specialized execution skills. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may choose to allocate brokerage among several broker-dealers that are able to meet the needs of the transaction.

As an ongoing process, T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore assess the contributions of the brokerage and research services provided by major broker-dealers and independent research providers in connection with equity transactions, and create a ranking of such broker-dealers. Portfolio managers, research analysts, and the trading department each evaluate the brokerage, execution, and research services they receive from broker-dealers and independent research providers and make judgments as to the quality of such services. In addition, smaller specialty broker-dealers and independent research providers are targeted to receive a suggested dollar amount of equity business based on an assessment of services they provide, subject to the fiduciary duties of T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore to seek best execution. Actual commissions received by any firm may not reflect such rankings or suggested targets because brokerage business is allocated on the basis of multiple factors considered in seeking best execution. Accordingly, commission business may be less than the ranking or suggested target, but may also often exceed such suggestions. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore do not exclude a broker-dealer from receiving business because the broker-dealer does not provide research services. Price Singapore uses low touch or execution-only brokers where deemed appropriate.

Allocation of brokerage business is overseen and monitored on a regularly scheduled basis by appropriate personnel and a T. Rowe Price brokerage and trading control committee.

Trade Allocation Policies

T. Rowe Price, T. Rowe Price International, and Price Hong Kong have developed written trade allocation guidelines for their trading desks. Generally, when the amount of securities available in a public or initial offering or the secondary markets is insufficient to satisfy the volume or price requirements for the

264

participating client portfolios, the guidelines require a pro-rata allocation based upon the relative sizes of the participating client portfolios or the relative sizes of the participating client orders, depending upon the market involved. In allocating trades made on a combined basis, the trading desks seek to achieve the same net unit price of the securities for each participating client. Because a pro-rata allocation may not always adequately accommodate all facts and circumstances, the guidelines provide for exceptions to allocate trades on an adjusted basis, which may include a system-generated random allocation. For example, adjustments may be made: (i) to eliminate de minimis positions or satisfy minimum denomination requirements; (ii) to give priority to accounts with specialized investment policies and objectives; and (iii) to reallocate in light of a participating portfolio’s characteristics (e.g., available cash, industry or issuer concentration, duration, credit exposure). With respect to any private placement transactions, conditions imposed by the issuer or client may limit availability of allocations to client accounts.

U.S. High Yield Fund

The U.S. High Yield Fund is managed by a separate fixed income investment team in the Philadelphia region (“Philadelphia Team”) which conducts its own research, idea generation and trade execution with its own portfolio manager, analysts, and trader. This separate investment team will make investments in one or more of the same or similar markets as other Price Funds and may directly compete with other Price Funds for the same or similar investment opportunities. The Philadelphia Team will not have access to T. Rowe Price’s global research platform. In many instances, consistent with applicable law, the broker-dealers selling securities to the U.S. High Yield Fund are expected to determine the allocation independent of allocations made by the same broker-dealer to other Price Funds, which is expected to increase overall allocations to the Price Funds, although there can be no guarantee. Although transactions in the same security may take place in the U.S. High Yield Fund and one or more other Price Funds, where feasible and practical, through access controls and other means, certain restrictions have been put in place to keep the Philadelphia Team and the other Price Funds’ investment teams from viewing each other’s orders and holdings.

The U.S. High Yield Fund is eligible to cross or aggregate orders with other portfolios managed by the Philadelphia Team but will not be eligible to cross or aggregate orders with portfolios managed by T. Rowe Price’s other investment teams, including other Price Funds. The Philadelphia Team may trade in the same securities before, at the same time, in close time proximity to, or after T. Rowe Price’s other investment teams, and, as a result, the U.S. High Yield Fund’s execution prices are expected to differ. Additionally, the Philadelphia Team may take opposite positions to other similarly managed Price Funds and vice versa. These potential conflicts may be exacerbated to the extent the Philadelphia Team and/or T. Rowe Price’s other investment teams manage thinly traded or scarce assets.

Maintaining separate management and trade execution within separate portfolio management teams of T. Rowe Price poses other conflicts of interest and may reduce possible benefits to execution, pricing and research capabilities including those related to scale and efficiencies of combined and coordinated operations. In addition, this structure may pose risks inherent in nonsimultaneous trades including adverse effect on the price of a security that could result from placing a number of separate successive or competing client orders and transactions being effected for an account near or at the end of the firm’s total trades in which case such trade order will bear the market price impact, if any, of those trades executed earlier, and, as a result may receive a less favorable net price for the trade.

Miscellaneous

The brokerage allocation policies for T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore are generally applied to all of their fully discretionary accounts, which represent a substantial majority of all assets under management. Research services furnished by broker-dealers through which T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore effect securities transactions may be used in servicing all accounts (including non-Price Funds) managed by T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore. Therefore, research services received from broker-dealers that execute transactions for a particular fund will not necessarily be used by T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore in connection with the management of that fund. The Price Funds do not allocate business to any broker-dealer on the basis of its sales of the funds’ shares. However, this

265

does not mean that broker-dealers who purchase fund shares for their clients will not receive business from the fund.

Since certain clients of T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore could have similar investment objectives and programs to those of a particular Price Fund, T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore may make recommendations to other clients that result in their purchasing or selling securities simultaneously with the fund. As a result, the demand for securities being purchased or the supply of securities being sold may increase, and this could have an adverse effect on the price of those securities. It is the policy of T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore not to favor one client over another in making recommendations or in placing orders. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore frequently follow the practice of grouping orders of various clients for execution. Clients should be aware, however, that the grouping of their orders with other clients’ orders may sometimes result in a more favorable price and at other times may result in a less favorable price than if the client orders had not been grouped. Where an aggregate order is executed in a series of transactions at various prices on a given day, each participating client’s proportionate share of such order will reflect the average price paid or received with respect to the total order.

T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore, as applicable, may also include orders on behalf of the Price Funds (including affiliated common trust funds), and the not-for-profit entities, T. Rowe Price Foundation, Inc. and The T. Rowe Price Program for Charitable Giving, Inc., in their aggregated orders from time to time.

T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore may give advice and take action for clients, including the Price Funds, which differs from advice given or the timing or nature of action taken for other clients. T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore are not obligated to initiate transactions for clients in any security that their principals, affiliates, or employees may purchase or sell for their own accounts or for other clients.

Purchase and sale transactions may be effected directly among and between non-ERISA client accounts (including affiliated mutual funds), provided no commission is paid to any broker-dealer, the security traded has readily available market quotations, and the transaction is effected at the independent current market price.

T. Rowe Price brokerage and trading control committees are responsible for developing brokerage policies, monitoring their implementation, and resolving any questions that arise in connection with these policies for T. Rowe Price, T. Rowe Price International, Price Hong Kong, and Price Singapore.

T. Rowe Price and its affiliated investment advisers have established a general investment policy that they will ordinarily not make additional purchases of a common stock for their clients (including the Price Funds) if, as a result of such purchases, 10% or more of the outstanding common stock of the issuer would be held by clients in the aggregate. Approval may be given for aggregate ownership up to 20%, and in certain instances, higher amounts. All aggregate ownership decisions are reviewed by the appropriate oversight committee. For purposes of monitoring both of these limits, securities held by clients and clients of affiliated advisers are included.

Total Brokerage Commissions

The Price Funds’ bond investments are generally purchased and sold through principal transactions, meaning that a fund normally purchases bonds directly from the issuer or a primary market-maker acting as principal for the bonds, on a net basis. As a result, there is no explicit brokerage commission paid on these transactions, although purchases of new issues from underwriters of bonds typically include a commission or concession paid by the issuer to the underwriter and purchases from dealers serving as market-makers typically include a dealer’s mark-up (i.e., a spread between the bid and the asked prices). Explicit brokerage commissions are paid, however, in connection with opening and closing out futures positions. In addition, the funds do not incur any brokerage commissions when buying and selling shares of other Price Funds or another open-end mutual fund that is not exchange-traded, although a fund will pay brokerage commissions if it purchases or sells shares of an exchange-traded fund.

266

The following tables show the approximate total amount of brokerage commissions paid by each fund for its prior three fiscal years. Since bond purchases do not normally involve the payment of explicit brokerage commissions, the tables generally reflect only the brokerage commissions paid on transactions involving equity securities and futures, if applicable. The amount of brokerage commissions paid by a fund may change from year to year because of changing asset levels, shareholder activity, portfolio turnover, or other factors.

    

Fund

Fiscal Year Ended

2/28/17

2/29/16

2/28/15

California Tax-Free Bond

$0

(a)

(a)

California Tax-Free Money

0

$0

$0

Floating Rate Multi-Sector Account Portfolio

0

0

0

Georgia Tax-Free Bond

0

(a)

0

High Yield Multi-Sector Account Portfolio

(a)

(a)

0

Intermediate Tax-Free High Yield

0

0

0

Investment-Grade Corporate Multi-Sector Account Portfolio

0

0

(a)

Maryland Short-Term Tax-Free Bond

0

0

0

Maryland Tax-Free Bond

0

(a)

0

Maryland Tax-Free Money

0

0

0

Mortgage-Backed Securities Multi-Sector Account Portfolio

0

0

(a)

New Jersey Tax-Free Bond

0

(a)

(a)

New York Tax-Free Bond

0

(a)

(a)

New York Tax-Free Money

0

0

0

Tax-Efficient Equity

14,092

19,215

10,704

Tax-Exempt Money

0

0

0

Tax-Free High Yield

3,442

8,299

12,466

Tax-Free Income

(a)

1,283

2,400

Tax-Free Short-Intermediate

0

0

0

Virginia Tax-Free Bond

0

(a)

0

(a) Less than $1,000.

    

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Corporate Income

(a)

$2,690

$4,340

Credit Opportunities

$1,216

3,537

3,646

Floating Rate

0

0

0

Global Multi-Sector Bond

5,656

6,505

18,616

GNMA

40,946

68,890

58,823

Government Money

0

0

0

Government Reserve

0

0

0

High Yield

209,593

97,576

275,032

Inflation Protected Bond

38,829

39,864

18,860

Institutional Cash Reserves

0

(b)

(b)

Institutional Core Plus

13,743

12,892

9,529

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Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Institutional Credit Opportunities

(a)

2,564

10,343

Institutional Floating Rate

0

0

0

Institutional Global Multi-Sector Bond

1,148

5,988

9,829

Institutional High Yield

37,672

63,110

96,290

Institutional Long Duration Credit

(a)

(a)

(a)

Limited Duration Inflation Focused Bond

579,500

750,170

383,590

New Income

898,803

511,462

433,827

Personal Strategy Balanced

540,432

577,221

448,437

Personal Strategy Growth

578,449

621,999

441,470

Personal Strategy Income

286,186

295,762

210,828

Retirement 2005

0

0

0

Retirement 2010

0

0

0

Retirement 2015

0

0

0

Retirement 2020

0

0

0

Retirement 2025

0

0

0

Retirement 2030

0

0

0

Retirement 2035

0

0

0

Retirement 2040

0

0

0

Retirement 2045

0

0

0

Retirement 2050

0

0

0

Retirement 2055

0

0

0

Retirement 2060

0

0

0

Retirement Balanced

0

0

0

Retirement I 2005 Fund—I Class

0

(b)

(b)

Retirement I 2010 Fund—I Class

0

(b)

(b)

Retirement I 2015 Fund—I Class

0

(b)

(b)

Retirement I 2020 Fund—I Class

0

(b)

(b)

Retirement I 2025 Fund—I Class

0

(b)

(b)

Retirement I 2030 Fund—I Class

0

(b)

(b)

Retirement I 2035 Fund—I Class

0

(b)

(b)

Retirement I 2040 Fund—I Class

0

(b)

(b)

Retirement I 2045 Fund—I Class

0

(b)

(b)

Retirement I 2050 Fund—I Class

0

(b)

(b)

Retirement I 2055 Fund—I Class

0

(b)

(b)

Retirement I 2060 Fund—I Class

0

(b)

(b)

Retirement Balanced I Fund—I Class

0

(b)

(b)

Short-Term

0

0

0

Short-Term Bond

86,898

82,915

47,910

Short-Term Government

(b)

(b)

(b)

Target 2005

0

0

0

Target 2010

0

0

0

268

    

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Target 2015

0

0

0

Target 2020

0

0

0

Target 2025

0

0

0

Target 2030

0

0

0

Target 2035

0

0

0

Target 2040

0

0

0

Target 2045

0

0

0

Target 2050

0

0

0

Target 2055

0

0

0

Target 2060

0

0

0

Total Return

1,718

(b)

(b)

Treasury Reserve

0

0

0

U.S. High Yield

0(c)

0(c)

0(c)

U.S. Treasury Intermediate

7,134

6,650

6,243

U.S. Treasury Long-Term

6,740

6,875

8,549

U.S. Treasury Money

0

0

0

Ultra Short-Term Bond

3,595

6,443

10,580

(a) Less than $1,000.

(b) Prior to commencement of operations.

(c) Includes activity of the Henderson High Yield Opportunities Fund (the fund’s Predecessor Fund) through May 19, 2017.

    

Fund

Fiscal Year Ended

10/31/16

10/31/15

10/31/14

Africa & Middle East

$277,311

$467,068

$510,129

Asia Opportunities

25,584

41,818

15,923

Cash Reserves

0

0

0

Emerging Europe

196,344

377,614

377,475

Emerging Markets Stock

6,584,243

6,457,463

5,740,921

Emerging Markets Value Stock

30,698

14,380

(a)

European Stock

1,397,264

1,608,282

2,009,199

Global Allocation

71,432

48,988

27,767

Global Growth Stock

87,749

147,373

145,880

Global Stock

715,410

771,933

930,778

Institutional Africa & Middle East

250,095

548,045

556,327

Institutional Emerging Markets Equity

773,732

726,305

862,301

Institutional Frontier Markets Equity

127,142

332,806

9,141

Institutional Global Focused Growth Equity

122,686

152,595

222,994

Institutional Global Growth Equity

334,124

416,019

317,550

Institutional Global Value Equity

7,937

7,447

7,667

269

    

Fund

Fiscal Year Ended

10/31/16

10/31/15

10/31/14

Institutional International Concentrated Equity

287,744

405,813

149,480

Institutional International Core Equity

55,109

76,577

34,342

Institutional International Growth Equity

40,038

50,212

106,136

International Concentrated Equity

16,506

15,419

2,712

International Discovery

2,586,181

3,526,030

3,016,338

International Equity Index

46,984

129,630

58,944

International Stock

8,920,184

10,133,751

11,872,038

International Value Equity

8,980,526

7,341,597

9,200,551

Japan

144,930

242,855

195,579

Latin America

504,705

836,923

1,190,180

Multi-Strategy Total Return

(a)

(a)

(a)

New Asia

3,323,620

6,215,298

7,207,744

Overseas Stock

3,990,345

3,929,189

3,703,462

Summit Municipal Income

(a)

1,575

1,725

Summit Municipal Intermediate

0

8,907

9,375

Summit Municipal Money Market

0

0

0

U.S. Bond Enhanced Index

0

0

0

(a) Prior to commencement of operations.

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Balanced

$1,082,716

$1,075,195

$984,966

Blue Chip Growth

6,293,560

5,354,293

5,112,270

Capital Appreciation

5,574,216

5,263,297

5,900,170

Capital Appreciation & Income

(a)

(a)

(a)

Capital Opportunity

167,570

233,430

198,716

Diversified Mid-Cap Growth

60,700

63,371

52,065

Dividend Growth

616,162

723,920

493,360

Dynamic Global Bond

7,529

2,638

(a)

Emerging Markets Bond

3,712

3,040

5,567

Emerging Markets Corporate Bond

(c)

0

0

Emerging Markets Corporate Multi-Sector Account Portfolio

(c)

0

0

Emerging Markets Local Currency Bond

4,283

4,443

1,387

Emerging Markets Local Multi-Sector Account Portfolio

(c)

1,023

(c)

Equity Income

5,657,298

9,024,493(b)

2,997,665

Equity Index 500

471,926

594,026

454,462

Extended Equity Market Index

109,994

125,339

83,359

Financial Services

287,149

281,921

318,152

Global Consumer

3,715

(a)

(a)

270

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Global High Income Bond

0

0

(a)

Global Industrials

7,671

11,811

8,032

Global Real Estate

58,808

78,939(b)

26,294

Global Technology

3,778,513

3,825,837

2,904,014

Growth & Income

744,003

670,099(b)

161,725

Growth Stock

10,725,838

9,524,959

10,064,340

Health Sciences

3,235,309

2,768,827

3,375,078

Institutional Emerging Markets Bond

(c)

(c)

(c)

Institutional International Bond

16,132

15,087

10,114

Institutional Large-Cap Core Growth

432,028

334,758

258,922

Institutional Large-Cap Growth

2,986,956

2,665,999

3,286,380

Institutional Large-Cap Value

773,362

770,537

427,479

Institutional Mid-Cap Equity Growth

1,427,384

1,356,755

1,276,230

Institutional Small-Cap Stock

1,715,183(b)

897,211

682,058

Institutional U.S. Structured Research

169,778

312,681

250,450

International Bond

205,029

129,553

84,507

International Bond Fund (USD Hedged)

(a)

(a)

(a)

Media & Telecommunications

487,045

351,272

811,427

Mid-Cap Growth

6,057,564

6,181,235

6,458,961

Mid-Cap Index

(c)

(c)

(a)

Mid-Cap Value

9,581,393

9,069,765

7,483,406

New America Growth

3,218,071

1,768,542

1,879,605

New Era

3,186,167

3,158,623

3,846,031

New Horizons

6,376,035

5,452,575

6,722,218

QM Global Equity

3,461

(a)

(a)

QM U.S. Small & Mid-Cap Core Equity

7,066

(a)

(a)

QM U.S. Small-Cap Growth Equity (d)

510,686

393,791

155,481

QM U.S. Value Equity

3,772

(a)

(a)

Real Assets

4,233,835

3,406,114

2,834,379

Real Estate

597,331

678,885

489,259

Retirement Income 2020

(a)

(a)

(a)

Science & Technology

3,114,634

3,049,056

2,430,817

Small-Cap Index

(c)

1,164

(a)

Small-Cap Stock

5,188,661

3,360,707

3,545,081

Small-Cap Value

4,300,914

5,373,087(b)

2,649,116

Spectrum Growth

0

0

0

Spectrum Income

0

0

0

Spectrum International

0

0

0

Total Equity Market Index

70,340

72,520

55,668

271

    

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

U.S. Large-Cap Core

142,247

56,200

28,896

Value

22,420,398

14,749,107

11,454,243

(a) Prior to commencement of operations.

(b) The increase in commissions paid was primarily due to a portfolio manager change during the prior fiscal year, which resulted in a greater repositioning of the portfolio and more frequent trading activity.

(c) Less than $1,000.

(d) The increase in commissions paid was primarily due to a significant increase in the fund’s assets over the prior fiscal year, which required more frequent purchases of securities.

Fund Holdings in Securities of Brokers and Dealers

The following lists the funds’ holdings in securities of its regular brokers and dealers as of the end of the fiscal years indicated.

(Amounts in 000s)

California Tax-Free Bond Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$2,455

California Tax-Free Money Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

—

$500

Wells Fargo Securities

—

1,200

Floating Rate Multi-Sector Account Portfolio

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

—

$128

Goldman Sachs

—

130

High Yield Multi-Sector Account Portfolio

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Credit Suisse First Boston

—

216

Intermediate Tax-Free High Yield Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$473

Goldman Sachs

—

650

272

Investment-Grade Corporate Multi-Sector Account Portfolio

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$2,400

Barclays Capital

—

1,372

Citigroup Global Markets

—

2,154

Goldman Sachs

—

2,743

JPMorgan Chase

—

3,852

Morgan Stanley

—

2,506

Wells Fargo Securities

—

1,263

Maryland Tax-Free Money Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Wells Fargo Securities

—

$755

New York Tax-Free Bond Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Goldman Sachs

—

$3,288

Bank of America Merrill Lynch

—

3,266

Barclays Capital

—

3,761

Tax-Exempt Money Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

—

$4,000

Wells Fargo Securities

—

2,800

Tax-Free High Yield Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$49,885

Barclays Capital

—

5,625

Citigroup Global Markets

—

42,975

Goldman Sachs

—

60,743

Tax-Free Income Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$34,972

Goldman Sachs

—

25,172

Tax-Free Short-Intermediate Fund

   
 

Fiscal Year Ended 2/28/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$16,160

Barclays Capital

—

6,840

Goldman Sachs

—

28,198

273

Corporate Income Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$18,340

Barclays Capital

—

2,353

Citigroup Global Markets

—

14,842

CS First Boston

—

8,813

Goldman Sachs

—

23,442

JPMorgan Chase

—

9,241

Morgan Stanley

—

16,735

UBS Securities

—

8,919

Floating Rate Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$852

Citigroup Global Markets

—

2,389

Goldman Sachs

—

1,553

JPMorgan Chase

—

1,079

Morgan Stanley

—

1,285

Global Multi-Sector Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$3,498

Barclays Capital

—

1,678

BBVA Securities

—

1,511

Citigroup Global Markets

—

2,352

Deutsche Bank Securities

—

85

Goldman Sachs

—

1,223

JPMorgan Chase

—

2,799

Morgan Stanley

—

2,315

Wells Fargo Securities

—

226

GNMA Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Wells Fargo Securities

—

$344

Government Money Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$100,000

BNP Paribas Securities

—

157,000

Citigroup Global Markets

—

205,000

Goldman Sachs

—

52,000

HSBC Securities

—

794,000

JPMorgan Chase

—

155,000

RBC Capital Markets

—

437,000

Toronto Dominion Securities

—

124,000

274

Government Reserve Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$8,000

BNP Paribas Securities

—

499,000

Citigroup Global Markets

—

27,000

Credit Agricole

—

334,400

CS First Boston

—

48,238

Federal Reserve Bank

—

1,475,000

Goldman Sachs

—

891,000

HSBC Securities

—

1,820,000

RBC Capital Markets

—

736,000

High Yield Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Barclays Capital

—

$7,821

BNP Paribas Securities

—

13,299

CS First Boston

—

23,886

Goldman Sachs

—

13,811

Inflation Protected Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Banc of America Merrill Lynch

—

$1,510

Barclays Capital

—

224

Citigroup Global Markets

—

61

Goldman Sachs

—

112

Wells Fargo Securities

—

88

Institutional Cash Reserves Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

250

CS First Boston

—

250

Institutional Core Plus Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$7,695

Barclays Capital

—

4,701

Citigroup Global Markets

—

3,118

CS First Boston

—

1,678

Goldman Sachs

—

5,823

JPMorgan Chase

—

8,741

Morgan Stanley

—

7,060

Wells Fargo Securities

—

2,266

275

Institutional Floating Rate Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$4,785

Citigroup Global Markets

—

4,382

Goldman Sachs

—

12,299

JPMorgan Chase

—

4,359

Morgan Stanley

—

5,236

Institutional Global Multi-Sector Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$182

Barclays Capital

—

127

Citigroup Global Markets

—

9

CS First Boston

—

115

Goldman Sachs

—

89

JPMorgan Chase

—

285

Morgan Stanley

—

167

Wells Fargo Securities

—

6

Institutional High Yield Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Barclays Capital

—

$1,605

CS First Boston

—

4,196

Institutional Long Duration Credit Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$884

Barclays Capital

—

205

Citigroup Global Markets

—

568

Goldman Sachs

—

929

JPMorgan Chase

—

490

Morgan Stanley

—

1,199

Wells Fargo Securities

—

207

Limited Duration Inflation Focused Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$39,098

Barclays Capital

—

20,830

Goldman Sachs

—

5,738

Wells Fargo Securities

—

98

276

New Income Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$467,483

Barclays Capital

—

346,211

Citigroup Global Markets

—

450,752

Deutsche Bank Securities

—

60,756

Goldman Sachs

—

396,288

JPMorgan Chase

—

611,414

Morgan Stanley

—

563,589

Wells Fargo Securities

—

258,496

Personal Strategy Balanced Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$6,317

Barclays Capital

509

6,255

Citigroup Global Markets

6,866

3,750

CS First Boston

—

1,742

Deutsche Bank Securities

—

313

Goldman Sachs

64

2,939

JPMorgan Chase

18,922

9,588

Morgan Stanley

13,863

6,290

UBS Investment Bank

—

1,714

Wells Fargo Securities

7,331

3,894

Personal Strategy Growth Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$3,122

Barclays Capital

$665

2,754

Citigroup Global Markets

8,282

2,835

CS First Boston Corp.

—

750

Deutsche Bank Securities

—

315

Goldman Sachs

84

2,110

JPMorgan Chase

22,436

3,968

Morgan Stanley

16,678

3,149

UBS Investment Bank

—

784

Wells Fargo Securities

8,686

2,361

277

Personal Strategy Income Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$6,581

Barclays Capital

$314

6,860

Citigroup Global Markets

3,930

7,483

CS First Boston

—

1,600

Deutsche Bank Securities

—

293

Goldman Sachs

37

5,066

JPMorgan Chase

10,688

9,501

Morgan Stanley

7,973

7,298

UBS Investment Bank

—

2,209

Wells Fargo Securities

4,117

5,377

Short-Term Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

BNP Paribas Securities

—

$84,995

CS First Boston

—

74,501

Citigroup Global Markets

—

25,000

Credit Agricole

—

65,000

Goldman Sachs

—

100,000

Short-Term Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$121,722

Barclays Capital

—

67,238

Citigroup Global Markets

—

88,001

CS First Boston

—

12,840

Goldman Sachs

—

72,796

HSBC Securities

—

16,180

JPMorgan Chase

—

68,847

Morgan Stanley

—

81,302

Wells Fargo Securities

—

83,069

Total Return Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$92

Citigroup Global Markets

—

430

Goldman Sachs

—

202

JPMorgan Chase

—

86

278

Treasury Reserve Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$21,000

BNP Paribas Securities

—

356,000

Citigroup Global Markets

—

69,000

Credit Agricole

—

219,000

CS First Boston

—

150,995

Goldman Sachs

—

27,000

HSBC Securities

—

606,000

JPMorgan Chase

—

42,000

RBC Capital Markets

—

481,000

Ultra Short-Term Bond Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$4,258

Barclays Capital

—

4,277

Citigroup Global Markets, Inc.

—

5,763

Deutsche Bank Securities

—

1,519

Goldman Sachs

—

5,275

HSBC Securities

—

3,082

JPMorgan Chase

—

5,821

Morgan Stanley

—

6,472

Wells Fargo Securities

—

9,191

U.S. High Yield Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

N/A

—

—

U.S. Treasury Intermediate Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

N/A

—

—

U.S. Treasury Long-Term Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

N/A

—

—

279

U.S. Treasury Money Fund

   
 

Fiscal Year Ended 5/31/17

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$80,000

BNP Paribas Securities

—

283,000

Citigroup Global Markets

—

199,000

Goldman Sachs

—

99,000

HSBC Securities

—

734,000

JPMorgan Chase

—

78,000

RBC Capital Markets

—

166,000

Toronto Dominion Securities

—

175,000

Cash Reserves Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

HSBC Securities

—

$14,734

European Stock Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

BNP Paribas Securities

$16,067

—

Global Allocation Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$408

Barclays Capital

$31

144

BNP Paribas Securities

379

40

Citigroup Global Markets

432

312

Credit Suisse

33

—

Goldman Sachs

—

205

HSBC Securities

—

22

JPMorgan Chase

1,007

382

Morgan Stanley

654

329

Global Growth Stock Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup

$1,414

—

Morgan Stanley

1,439

—

Global Stock Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$8,990

—

Morgan Stanley

13,440

—

280

Institutional Africa & Middle East Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citibank

$4,130

—

Goldman Sachs

3,145

—

Institutional Global Focused Growth Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$1,101

—

Morgan Stanley

1,627

—

Institutional Global Growth Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

$5,157

—

Morgan Stanley

5,282

—

Institutional Global Value Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

$148

—

JPMorgan Chase

198

—

Morgan Stanley

121

—

Institutional International Concentrated Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

HSBC Brokerage

$3,908

—

Institutional International Core Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Credit Suisse

$323

—

International Equity Index Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Barclays Capital

$1,408

—

Credit Suisse

1,044

—

Deutsche Bank

719

—

HSBC Securities

5,401

—

Nomura Securities

617

—

UBS Investment Bank

1,770

—

International Stock Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

BNP Paribas Securities

$155,183

—

281

International Value Equity Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

BNP Paribas Securities

$63,985

—

Overseas Stock Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

BNP Paribas Securities

$136,969

—

Credit Suisse

30,001

—

Summit Municipal Income Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Banc of America

—

$2,456

Barclays Capital

—

3,207

Goldman Sachs

—

4,314

Summit Municipal Intermediate Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Banc of America

—

$46,913

Goldman Sachs

—

30,864

Summit Municipal Money Market Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

—

$5,745

Toronto Dominion

—

2,610

Wells Fargo

—

3,000

U.S. Bond Enhanced Index Fund

   
 

Fiscal Year Ended 10/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$4,595

Barclays Capital

—

1,697

Citigroup Global Markets

—

5,947

Credit Suisse

—

900

Goldman Sachs

—

4,355

JPMorgan Chase

—

4,978

Morgan Stanley

—

10,365

Wells Fargo

—

723

282

Balanced Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$2,781

$19,185

Barclays Capital

2,039

5,818

Citigroup Global Markets

18,007

7,889

Credit Suisse

—

3,159

Goldman Sachs

455

10,831

JPMorgan Chase

41,091

13,737

Morgan Stanley

25,934

10,569

RBC Capital Markets

—

604

UBS Investment Bank

—

1,131

Wells Fargo Securities

17,779

1,940

Blue Chip Growth Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

$98,196

—

Goldman Sachs

27,297

—

JPMorgan Chase

215,518

—

Morgan Stanley

714,608

—

Capital Appreciation Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

—

$76,821

Wells Fargo Securities

$319,134

—

Capital Opportunity Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$2,704

—

Citigroup Global Markets

7,030

—

JPMorgan Chase

9,268

—

Morgan Stanley

3,557

—

Dividend Growth Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$187,362

—

Morgan Stanley

61,715

—

Dynamic Global Bond Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$171

Citigroup Global Markets

—

366

Goldman Sachs

—

263

Santander

—

1,411

283

Emerging Markets Local MAP Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

—

$3

Standard Bank

—

243

Equity Income Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$213,265

—

Citigroup Global Markets

328,351

—

JPMorgan Chase

788,691

—

Morgan Stanley

466,862

—

Wells Fargo

403,681

—

Equity Index 500 Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$329,780

—

Citigroup Global Markets

249,111

—

Goldman Sachs

130,937

—

JPMorgan Chase

454,646

—

Morgan Stanley

90,363

—

Extended Equity Market Index Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Stifel Nicolaus

$484

—

Financial Services Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

$34,618

—

JPMorgan Chase

29,090

—

Morgan Stanley

20,597

—

Global High Income Bond Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

HSBC Securities

—

$211

Growth & Income Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$64,551

—

Morgan Stanley

12,925

—

284

Growth Stock Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$340,846

—

Morgan Stanley

745,981

—

Institutional International Bond Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$210

Citigroup Global Markets

—

42

Goldman Sachs

—

685

HSBC Securities

—

339

Morgan Stanley

—

187

Santander

—

1,475

UniCredit

—

966

Institutional Large-Cap Core Growth Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

$6,828

—

Goldman Sachs

1,868

—

JPMorgan Chase

14,989

—

Morgan Stanley

49,694

—

Institutional Large-Cap Growth Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Morgan Stanley

$325,807

—

Institutional Large-Cap Value Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$33,694

—

Citigroup

52,411

—

JPMorgan Chase

120,444

—

Morgan Stanley

81,703

—

Wells Fargo

66,914

—

Institutional U.S. Structured Research Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$3,025

—

Citigroup Global Markets

8,069

—

JPMorgan Chase

10,812

—

Morgan Stanley

4,010

—

Wells Fargo

4,860

—

285

International Bond Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

—

$2,219

Citigroup Global Markets

—

2,635

Credit Suisse

—

9,483

Goldman Sachs

—

9,249

HSBC Securities

—

5,324

Morgan Stanley

—

3,628

Santander

—

16,130

New America Growth Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$12,417

—

QM Global Equity Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$85

—

Citigroup Global Markets

92

—

JPMorgan Chase

132

—

Morgan Stanley

64

—

QM U.S. Value Equity Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$469

—

Citigroup Global Markets

399

—

Goldman Sachs

219

—

JPMorgan Chase

599

—

Morgan Stanley

205

—

Small-Cap Index Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Stifel Nicolaus

$9

—

Small-Cap Value Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Stifel Nicolaus

$19,151

—

Total Equity Market Index Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Bank of America Merrill Lynch

$12,651

—

Citigroup Global Markets

10,110

—

JPMorgan Chase

17,955

—

Morgan Stanley

3,934

—

286

U.S. Large-Cap Core Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

JPMorgan Chase

$13,046

—

Morgan Stanley

2,572

—

Value Fund

   
 

Fiscal Year Ended 12/31/16

Brokers

Value of Stock Holdings

Value of Bond Holdings

Citigroup Global Markets

402

—

JPMorgan Chase

1,227

—

Morgan Stanley

458

—

Portfolio Turnover

The portfolio turnover rates for the funds (if applicable) for the fiscal years indicated are as follows:

       

Fund

Fiscal Year Ended

2/28/17

2/29/16

2/28/15

California Tax-Free Bond

5.6%

 

13.3%

 

5.8%

 

California Tax-Free Money

(a)

 

(a)

 

(a)

 

Floating Rate Multi-Sector Account Portfolio

57.0

 

47.8

 

54.3

 

Georgia Tax-Free Bond

13.8

 

6.3

 

3.0

 

High Yield Multi-Sector Account Portfolio

86.1

 

66.6

 

57.1

 

Intermediate Tax-Free High Yield

16.2

 

16.3

 

5.2

 

Investment-Grade Corporate Multi-Sector Account Portfolio

82.4

 

70.0

 

90.2

 

Maryland Short-Term Tax-Free Bond

35.5

 

24.3

 

19.1

 

Maryland Tax-Free Bond

14.1

 

6.9

 

6.9

 

Maryland Tax-Free Money

(a)

 

(a)

 

(a)

 

Mortgage-Backed Securities Multi-Sector Account Portfolio

388.2

 

339.8

 

286.7

 

New Jersey Tax-Free Bond

10.0

 

7.5

 

6.9

 

New York Tax-Free Bond

7.7

 

11.6

 

2.9

 

New York Tax-Free Money

(a)

 

(a)

 

(a)

 

Tax-Efficient Equity

17.0

 

13.2

 

16.8

 

Tax-Exempt Money

(a)

 

(a)

 

(a)

 

Tax-Free High Yield

8.5

 

13.3

 

3.7

 

Tax-Free Income

11.5

 

8.0

 

8.4

 

Tax-Free Short-Intermediate

27.4

 

14.9

 

18.7

 

Virginia Tax-Free Bond

11.8

 

11.0

 

6.2

 

(a) Money funds are not required to show portfolio turnover.

       

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Corporate Income

41.7

%

48.5

%

48.9

%

287

       

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Credit Opportunities

62.7

 

100.9

 

132.6

 

Floating Rate

55.9

 

39.4

 

55.1

 

Global Multi-Sector Bond

111.5

 

163.5

 

114.1

 

GNMA

429.2

 

467.3

 

430.0

 

Government Money

(c)

 

(c)

 

(c)

 

Government Reserve

(c)

 

(c)

 

(c)

 

High Yield

74.0

 

68.4

 

59.2

 

Inflation Protected Bond

179.8

 

102.2

 

178.2

 

Institutional Cash Reserves

(c)

 

(e)

 

(e)

 

Institutional Core Plus

104.3

 

160.1

 

149.9

 

Institutional Credit Opportunities

70.5

 

105.7

(f)

240.4

 

Institutional Floating Rate

62.9

 

49.5

 

48.0

 

Institutional Global Multi-Sector Bond

116.7

 

208.0

 

148.3

 

Institutional High Yield

79.4

 

69.7

 

66.0

 

Institutional Long Duration Credit

46.9

 

55.7

 

65.0

 

Limited Duration Inflation Focused Bond

114.2

 

105.4

 

91.9

 

New Income

99.9

 

164.3

 

144.7

 

Personal Strategy Balanced

63.1

 

75.6

 

68.6

 

Personal Strategy Growth

58.3

 

64.0

 

52.6

 

Personal Strategy Income

61.2

 

81.1

 

73.2

 

Retirement 2005

15.9

 

17.7

 

13.8

 

Retirement 2010

11.8

 

14.0

 

14.3

 

Retirement 2015

13.4

 

16.1

 

14.2

 

Retirement 2020

14.1

 

16.3

 

10.3

 

Retirement 2025

15.6

 

14.6

 

9.2

 

Retirement 2030

16.4

 

15.8

 

9.2

 

Retirement 2035

15.8

 

15.2

 

8.1

 

Retirement 2040

17.9

 

15.2

 

7.8

 

Retirement 2045

13.6

 

13.9

 

7.9

 

Retirement 2050

16.0

 

12.9

 

6.6

 

Retirement 2055

13.9

 

11.4

 

8.3

 

Retirement 2060

18.8

 

26.5

 

23.9

 

Retirement Balanced

12.3

 

12.1

 

15.0

 

Retirement I 2005 Fund—I Class

31.1

 

34.0

 

(e)

 

Retirement I 2010 Fund—I Class

19.0

 

12.6

 

(e)

 

Retirement I 2015 Fund—I Class

20.3

 

14.7

 

(e)

 

Retirement I 2020 Fund—I Class

11.6

 

8.0

 

(e)

 

Retirement I 2025 Fund—I Class

13.0

 

7.1

 

(e)

 

Retirement I 2030 Fund—I Class

12.4

 

7.1

 

(e)

 

Retirement I 2035 Fund—I Class

12.7

 

7.0

 

(e)

 

Retirement I 2040 Fund—I Class

11.0

 

6.2

 

(e)

 

288

       

Fund

Fiscal Year Ended

5/31/17

5/31/16

5/31/15

Retirement I 2045 Fund—I Class

11.1

 

5.2

 

(e)

 

Retirement I 2050 Fund—I Class

9.0

 

9.6

 

(e)

 

Retirement I 2055 Fund—I Class

11.3

 

14.5

 

(e)

 

Retirement I 2060 Fund—I Class

13.3

 

14.0

 

(e)

 

Retirement Balanced I Fund—I Class

28.0

 

12.7

 

(e)

 

Short-Term

(g)

 

(g)

 

(g)

 

Short-Term Bond

48.9

 

44.4

 

53.2

 

Short-Term Government

(e)

 

(e)

 

(e)

 

Target 2005

33.4

 

29.8

 

32.8

 

Target 2010

22.3

 

25.1

 

27.2

 

Target 2015

19.0

 

20.7

 

15.2

 

Target 2020

17.5

 

15.6

 

14.5

 

Target 2025

17.7

 

20.3

 

22.2

 

Target 2030

17.2

 

14.7

 

14.6

 

Target 2035

16.1

 

23.1

 

15.4

 

Target 2040

20.4

 

17.0

 

19.7

 

Target 2045

19.5

 

25.7

 

16.6

 

Target 2050

25.6

 

28.5

 

12.7

 

Target 2055

24.5

 

32.8

 

29.3

 

Target 2060

55.9

 

37.5

 

20.5

 

Total Return

190.8

 

(e)

 

(e)

 

Treasury Reserve

(c)

 

(c)

 

(c)

 

U.S. High Yield(h)

165.3

 

174

.0

201

.0

U.S. Treasury Intermediate

53.8

 

47.3

 

60.7

 

U.S. Treasury Long-Term

32.7

 

35.8

 

45.5

 

U.S. Treasury Money

(c)

 

(c)

 

(c)

 

Ultra Short-Term Bond

115.9

 

98.9

 

127.6

 

(a) The increase in the fund’s portfolio turnover rate resulted from the most recently completed fiscal year being the first full fiscal year that the fund was in operation.

(b) The increase in the fund’s turnover rate was primarily due to adverse market conditions and certain housing policy changes, which resulted in greater reinvestments from mortgage prepayments and an increased focus on purchasing mortgage-backed securities through the “to-be-announced” (TBA) market. To the extent the fund entered into dollar roll transactions, such transactions were accounted for as both purchases and sales, which also had the effect of increasing the fund’s portfolio turnover rate.

(c) Money funds are not required to show portfolio turnover.

(d) The increase in the fund’s turnover rate was primarily due to anticipated interest rate changes and adverse market conditions that significantly impacted inflation-linked securities, which resulted in greater portfolio reallocations than prior years.

(e) Prior to commencement of operations.

(f) The difference in the fund’s portfolio turnover rate resulted from a significant decrease in the fund’s assets during the most recently completed fiscal year.

(g) Funds holding only short-term securities are not required to show portfolio turnover.

289

(h) The portfolio turnover rates include activity of the Henderson High Yield Opportunities Fund (the fund's predecessor fund) through May 19, 2017. The rates shown for the periods ended May 31, 2015 and May 31, 2016 are for the predecessor fund's fiscal years ended July 31, 2015 and July 31, 2016, respectively. The rate shown for the period ended May 31, 2017, is for the period August 1, 2017 through May 31, 2017.

       

Fund

Fiscal Year Ended

10/31/16

10/31/15

10/31/14

Africa & Middle East

82.5

%

60.4

%

59.3

%

Asia Opportunities

52.4

 

93.0

 

35.4

 

Cash Reserves

(a)

 

(a)

 

(a)

 

Emerging Europe

47.5

 

63.9

 

31.7

 

Emerging Markets Stock

24.4

 

15.8

 

23.3

 

Emerging Markets Value Stock

93.8

 

15.6

 

(b)

 

European Stock

36.7

 

47.7

 

58.5

 

Global Allocation

46.6

 

33.5

 

33.4

 

Global Growth Stock

73.3

 

117.2

 

103.7

 

Global Stock

134.6

 

136.5

 

137.5

 

Institutional Africa & Middle East

74.9

 

60.3

 

57.8

 

Institutional Emerging Markets Equity

35.6

 

21.1

 

23.8

 

Institutional Frontier Markets Equity

45.5

 

48.0

 

7.5

 

Institutional Global Focused Growth Equity

136.8

 

139.8

 

159.7

 

Institutional Global Growth Equity

79.6

 

106.0

 

100.8

 

Institutional Global Value Equity

108.3

 

99.0

 

88.1

 

Institutional International Concentrated Equity

120.3

 

184.0

 

122.2

 

Institutional International Core Equity

22.1

 

18.0

 

18.7

 

Institutional International Growth Equity

37.1

 

36.1

 

49.8

 

International Concentrated Equity

147.8

 

181.1

 

30.9

 

International Discovery

27.5

 

39.6

 

41.6

 

International Equity Index

11.4

 

23.2

 

7.0

 

International Stock

36.1

 

32.4

 

39.1

 

International Value Equity

37.1

 

25.4

 

44.7

 

Japan

25.3

 

54.7

 

38.3

 

Latin America

26.9

 

23.2

 

20.5

 

Multi-Strategy Total Return

(b)

 

(b)

 

(b)

 

New Asia

39.4

 

53.2

 

58.5

 

Overseas Stock

13.7

 

12.8

 

8.0

 

Summit Municipal Income

5.7

 

16.7

 

9.3

 

Summit Municipal Intermediate

12.1

 

11.8

 

5.9

 

Summit Municipal Money Market

(a)

 

(a)

 

(a)

 

U.S. Bond Enhanced Index

96.1

(c)

122.0

(c)

74.0

 

(a) Money funds are not required to show portfolio turnover.

(b) Prior to commencement of operations.

290

(c) The increase in the fund’s turnover rate was primarily due to an increased focus on purchasing mortgage-backed securities through the “to-be-announced” (TBA) market. To the extent the fund entered into dollar roll transactions, such transactions were accounted for as both purchases and sales, which also had the effect of increasing the fund’s portfolio turnover rate.

       

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Balanced

58.4

%

65.1

%

52.9

%

Blue Chip Growth

32.4

 

33.1

 

32.5

 

Capital Appreciation

61.6

 

67.1

 

72.0

 

Capital Appreciation & Income

(a)

 

(a)

 

(a)

 

Capital Opportunity

46.6

 

40.7

 

37.2

 

Diversified Mid-Cap Growth

20.6

 

18.2

 

27.0

 

Dividend Growth

11.3

 

24.6

 

18.6

 

Dynamic Global Bond

178.5

 

183.1

 

(a)

 

Emerging Markets Bond

59.5

 

61.5

 

45.0

 

Emerging Markets Corporate Bond

130.9

 

115.1

 

105.7

 

Emerging Markets Corporate Multi-Sector Account Portfolio

137.4

 

110.8

 

105.4

 

Emerging Markets Local Currency Bond

119.5

 

89.6

 

82.4

 

Emerging Markets Local Multi-Sector Account Portfolio

119.7

 

86.1

 

99.2

 

Equity Income

19.4

 

27.2

(b)

9.7

 

Equity Index 500

8.6

 

10.0

 

5.7

 

Extended Equity Market Index

22.2

 

23.0

 

17.1

 

Financial Services

41.8

 

38.1

 

46.6

 

Global Consumer

28.4

 

(a)

 

(a)

 

Global High Income Bond

107.2

 

78.9

 

(a)

 

Global Industrials

54.5

 

67.4

 

48.8

 

Global Real Estate

17.5

 

20.5

(b)

9.3

 

Global Technology

170.8

 

219.4

 

228.6

 

Growth & Income

82.2

 

76.4

(b)

15.2

 

Growth Stock

44.1

 

37.8

 

36.5

 

Health Sciences

24.9

 

31.0

 

42.2

 

Institutional Emerging Markets Bond

83.4

 

72.2

 

53.5

 

Institutional International Bond

76.2

 

63.2

 

90.4

 

Institutional Large-Cap Core Growth

40.2

 

32.7

 

32.8

 

Institutional Large-Cap Growth

36.8

 

39.5

 

49.9

 

Institutional Large-Cap Value

26.2

 

34.1

 

26.1

 

Institutional Mid-Cap Equity Growth

35.9

 

39.6

 

29.9

 

Institutional Small-Cap Stock

42.2

 

28.3

 

34.7

 

Institutional U.S. Structured Research

34.0

 

57.0

 

47.2

 

International Bond

72.9

 

60.0

 

73.2

 

International Bond Fund (USD Hedged)

(a)

 

(a)

 

(a)

 

291

       

Fund

Fiscal Year Ended

12/31/16

12/31/15

12/31/14

Media & Telecommunications

15.7

 

13.5

 

24.7

 

Mid-Cap Growth

28.7

 

27.4

 

26.6

 

Mid-Cap Index

30.2

 

0.9

(c)

(a)

 

Mid-Cap Value

50.4

 

45.8

 

32.2

 

New America Growth

92.7

 

81.0

 

79.4

 

New Era

65.6

 

76.7

 

61.9

 

New Horizons

42.0

 

34.1

 

39.9

 

QM Global Equity

12.4

 

(a)

 

(a)

 

QM U.S. Small & Mid-Cap Core Equity

10.6

 

(a)

 

(a)

 

QM U.S. Small-Cap Growth Equity

10.1

 

9.5

 

16.8

 

QM U.S. Value Equity

21.8

 

(a)

 

(a)

 

Real Assets

49.0

 

43.0

 

42.0

 

Real Estate

6.1

 

6.6

 

3.3

 

Retirement Income 2020

(a)

 

(a)

 

(a)

 

Science & Technology

81.2

 

82.0

 

80.3

 

Small-Cap Index

22.5

 

0.9

(c)

(a)

 

Small-Cap Stock

38.1

 

20.4

 

18.2

 

Small-Cap Value

22.3

 

32.2

(b)

16.0

 

Spectrum Growth

10.5

 

14.6

 

12.3

 

Spectrum Income

17.7

 

17.9

 

20.4

 

Spectrum International

10.8

 

2.1

 

3.3

 

Total Equity Market Index

7.2

 

7.5

 

5.5

 

U.S. Large-Cap Core

79.7

 

57.5

 

70.7

 

Value

106.5

 

68.2

 

54.0

 

(a) Prior to commencement of operations.

(b) The increase in the fund’s portfolio turnover rate was primarily due to a portfolio manager change during the prior fiscal year, which resulted in a greater repositioning of the portfolio and more frequent trading activity.

(c) For the period December 9, 2015 through December 31, 2015.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP, 100 East Pratt Street, Suite 1900, Baltimore, Maryland 21202, is the independent registered public accounting firm to the funds.

The financial statements and Report of Independent Registered Public Accounting Firm of the funds included in each fund’s annual report are incorporated into this SAI by reference. A copy of the annual report of each fund with respect to which an inquiry is made will accompany this SAI.

292

The following financial statements are provided in accordance with the Investment Company Act of 1940, which requires a registered investment company to have a net worth of at least $100,000.

           

T. ROWE PRICE MULTI-STRATEGY TOTAL RETURN FUND

         

July 10, 2017

           
           

STATEMENT OF ASSETS AND LIABILITIES

 

 

 

 

          

 

           
           
 

Assets

     
           
  

Cash

    

$

100,000

 
  

Prepaid registration fees

     

125,166

 
  

Total assets

     

225,166

 
          
           
 

Liabilities

     
           
  

Payable to manager

     

(125,166)

 
  

Total liabilities

      

(125,166)

 
           
  

NET ASSETS

   

$

100,000

 
           
  

OFFERING AND REDEMPTION PRICE

 

$

10.00

 
           
  

Net Assets Consist of:

     
  

Paid-in-capital applicable to 10,000 shares of $0.0001

   
  

par value capital stock outstanding; 1,000,000,000

   
  

shares authorized

$

100,000

 

The accompanying notes are an integral part of these financial statements.

293

           

T. ROWE PRICE MULTI-STRATGY TOTAL RETURN FUND

          
           
           

STATEMENT OF OPERATIONS

 

 

 

 

          

 

         

July 10, 2017

           
 

Expenses

     
           
  

Organization expenses

    

$

5,775

 
  

Reimbursed by manager

     

(5,775)

 
  

Net investment income

     

--

 
          
           
  

INCREASE (DECREASE) IN NET ASSETS
FROM START-UP OPERATIONS

 

$

--

 

The accompanying notes are an integral part of these financial statements.

294

NOTES TO FINANCIAL STATEMENTS

T. Rowe Price Multi-Strategy Total Return Fund, Inc., was organized on April 27, 2017, as a Maryland corporation with one initial series, the T. Rowe Price Total Return Fund (the fund), and is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. Through July 10, 2017, the fund had no operations other than those matters related to organization and registration as an investment company, the registration of shares for sale under the Securities Act of 1933, and the sale of 10,000 shares of the fund at $10.00 per share on July 10, 2017, to T. Rowe Price Associates, Inc. The exchange was settled in the ordinary course of business on July 10, 2017, with the transfer of $100,000 cash.

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation The fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification Topic 946 (ASC 946). The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), including but not limited to ASC 946. GAAP requires the use of estimates made by management. Management believes that estimates are appropriate; however, actual results may differ from those estimates.

Organization and Offering Costs Organization costs are expensed as incurred and consist of incorporation fees, initial audit fees, and other costs incurred in connection with the establishment of the fund. Offering costs are amortized over a 12-month period upon commencement of fund operations and consist of registration fees, underwriting fees, and initial printing and other costs incurred in connection with the initial offering of the fund.

Federal Income Taxes The fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and to distribute to shareholders all of its taxable income and gains. Distributions determined in accordance with federal income tax regulations may differ in amount or character from net investment income and realized gains for financial reporting purposes.

NOTE 2 – RELATED PARTIES

The fund is managed by T. Rowe Price Associates, Inc. (Price Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. The investment management agreement between the fund and Price Associates provides for an annual investment management fee, which will be computed daily and paid monthly. The fee consists of an individual fund fee, equal to 0.71% of the fund’s average daily net assets, and a group fee. The group fee rate is calculated based on the combined net assets of certain mutual funds sponsored by Price Associates applied to a graduated fee schedule, with rates ranging from 0.48% for the first $1 billion of assets to 0.265% for assets in excess of $650 billion. The fund’s group fee is determined by applying the group fee rate to the fund’s average daily net assets.

Under the terms of the investment management agreement, the manager will be required to bear all expenses of the Investor Class, excluding interest, taxes, brokerage commissions, and other non-recurring expenses permitted by the investment management agreement, through February 29, 2020, which would otherwise cause the fund’s ratio of total expenses to daily average net assets (expense ratio) of the fund’s Investor Class shares to exceed its expense limitation of 1.35%. The fund will be required to repay Price Associates for expenses previously waived/paid to the extent its net assets grow or expenses decline sufficiently to allow repayment without causing the fund’s expense ratio to exceed its expense limitation. However, no repayment will be made more than three years after the date of a payment or waiver.

Through July 10, 2017, the fund incurred organization expenses in the approximate amount of $5,775, which the manager has paid on the fund’s behalf in accordance with the expense limitation. Also, through July 10, 2017, initial offering fees in the amount of $125,166 were paid by the manager on behalf of the fund and will be repaid upon commencement of operations.

295

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of

T. Rowe Price Multi-Strategy Total Return Fund, Inc.:

In our opinion, the accompanying statement of assets and liabilities and the related statement of operations present fairly, in all material respects, the financial position of the T. Rowe Price Multi-Strategy Total Return Fund, Inc. (the “Fund”) as of July 10, 2017, and the results of its operations for the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Baltimore, Maryland

July 24, 2017

296

The following financial statements are provided in accordance with the Investment Company Act of 1940, which requires a registered investment company to have a net worth of at least $100,000.

           

T. ROWE PRICE CAPITAL APPRECIATION & INCOME FUND

         

August 3, 2017

           
           

STATEMENT OF ASSETS AND LIABILITIES

 

 

 

 

          

 

           
           
 

Assets

     
           
  

Cash

    

$

100,000 

 
  

Prepaid registration fees

     

154,403 

 
  

Total assets

     

254,403 

 
          
           
 

Liabilities

     
           
  

Payable to manager

     

(154,403)

 
  

Total liabilities

      

(154,403)

 
           
  

NET ASSETS

   

$

100,000 

 
           
  

OFFERING AND REDEMPTION PRICE

 

$

10.00 

 
           
  

Net Assets Consist of:

     
  

Paid-in-capital applicable to 10,000 shares of $0.0001

   
  

par value capital stock outstanding; 1,000,000,000

   
  

shares authorized

$

100,000 

 

The accompanying notes are an integral part of these financial statements.

297

           

T. ROWE PRICE CAPITAL APPRECIATION & INCOME FUND

          
           
           

STATEMENT OF OPERATIONS

 

 

 

 

          

 

         

August 3, 2017

           
 

Expenses

     
           
  

Organization expenses

    

$

5,775 

 
  

Reimbursed by manager

     

(5,775)

 
  

Net investment income

     

--

 
          
           
  

INCREASE (DECREASE) IN NET ASSETS
FROM START-UP OPERATIONS

 

$

--

 

The accompanying notes are an integral part of these financial statements.

298

NOTES TO FINANCIAL STATEMENTS

T. Rowe Price Capital Appreciation & Income Fund, Inc. (the corporation) was organized on October 24, 2016, as a Maryland corporation and is registered under the Investment Company Act of 1940. The Capital Appreciation & Income Fund (the fund) is a diversified, open-end management investment company, and is the only portfolio currently established. Through August 3, 2017, the fund had no operations other than those matters related to organization and registration as an investment company, the registration of shares for sale under the Securities Act of 1933, and the sale of 10,000 shares of the fund at $10.00 per share on August 3, 2017, to T. Rowe Price Associates, Inc., via share exchange from a T. Rowe Price money market mutual fund. The exchange was settled in the ordinary course of business on August 3, 2017 with the transfer of $100,000 cash.

NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation The fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 (ASC 946). The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), including, but not limited to, ASC 946. GAAP requires the use of estimates made by management. Management believes that estimates are appropriate; however, actual results may differ from those estimates.

Organization and Offering Costs Organization costs are expensed as incurred and consist of incorporation fees, initial audit fees, and other costs incurred in connection with the establishment of the fund. Offering costs are amortized over a 12-month period upon commencement of fund operations and consist of registration fees, underwriting fees, and initial printing and other costs incurred in connection with the initial offering of the fund.

Federal Income Taxes The fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and to distribute to shareholders all of its taxable income and gains. Distributions determined in accordance with federal income tax regulations may differ in amount or character from net investment income and realized gains for financial reporting purposes.

NOTE 2 – RELATED PARTIES

The fund is managed by T. Rowe Price Associates, Inc. (Price Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. The investment management agreement between the fund and Price Associates provides for an annual investment management fee, which is computed daily and paid monthly. The fee consists of an individual fund fee, equal to 0.25% of the fund’s average daily net assets, and a group fee. The group fee rate is calculated based on the combined net assets of certain mutual funds sponsored by Price Associates (the group) applied to a graduated fee schedule, with rates ranging from 0.48% for the first $1 billion of assets to 0.265% for assets in excess of $650 billion. The fund’s group fee is determined by applying the group fee rate to the fund’s average daily net assets.

Under the terms of an expense limitation agreement, the manager will be required to bear all expenses of the fund, excluding interest; expenses related to borrowings, taxes, and brokerage; and other non-recurring, extraordinary expenses permitted by the expense limitation agreement, through April 30, 2020, which would otherwise cause the fund’s ratio of total expenses to average net assets (expense ratio) of the fund’s Investor Class shares to exceed its expense limitation of 0.74%. The fund will be required to repay Price Associates for expenses previously waived/paid to the extent its net assets grow or expenses decline sufficiently to allow repayment without causing the fund’s Investor Class expense ratio to exceed its expense limitation. However, no repayment will be made more than three years from the date such amounts were initially waived or reimbursed. The fund may only make repayments to Price Associates if such repayment does not cause the fund’s Investor Class expense ratio (after the repayment is taken into account) to exceed both: (1) the expense limitation in place at the time such amounts were waived; and (2) the fund’s Investor Class current expense limitation.

299

Through August 3, 2017, the fund incurred organization expenses in the approximate amount of $5,775, which the manager has paid on the fund’s behalf in accordance with the expense limitation agreement. Also, through August 3, 2017, initial offering fees in the amount of $154,403 were paid by the manager on behalf of the fund and will be repaid upon commencement of operations.

Pursuant to various service agreements, Price Associates and its wholly owned subsidiaries will provide shareholder servicing and administrative, transfer and dividend disbursing, accounting, and certain other services to the fund.

300

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of
T. Rowe Price Capital Appreciation & Income Fund, Inc.:

In our opinion, the accompanying statement of assets and liabilities and the related statement of operations present fairly, in all material respects, the financial position of the T. Rowe Price Capital Appreciation & Income Fund, Inc. (the “Fund”) as of August 3, 2017, and the results of its operations for the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Baltimore, Maryland
August 17, 2017

301

PART II – TABLE OF CONTENTS

Page

  

Investment Objectives and Policies

302

Risk Factors

302

Portfolio Securities

324

Derivatives

343

 

Portfolio Management Practices

364

Investment Restrictions

367

Custodian and Fund Accounting

375

Code of Ethics

375

Disclosure of Fund Portfolio

 

Information

376

Pricing of Securities

379

 

Net Asset Value Per Share

380

Page

  

Dividends and Distributions

382

In-Kind Redemptions and Purchases

382

Tax Status

383

Capital Stock (Maryland Corporations)

387

Organization of the Funds (Massachusetts Business Trusts)

399

Proxy Voting Policies

401

Federal Registration of Shares

405

Legal Counsel

405

 

Ratings of Commercial Paper

405

Ratings of Corporate Debt Securities

406

Ratings of Municipal Notes and

 

Variable Rate Securities

407

PART II

Part II of this SAI describes risks, policies, and practices that apply to the Price Funds.

INVESTMENT OBJECTIVES AND POLICIES

The following information supplements the discussion of the funds’ investment programs and policies discussed in the funds’ prospectuses. You should refer to each fund’s prospectus to determine the types of holdings in which the fund primarily invests. You will then be able to review additional information set forth herein on those types of holdings and their risks, as well as information on other holdings in which the fund may occasionally invest.

Shareholder approval is required to substantively change fund objectives. Unless otherwise specified, the investment programs and restrictions of the funds are not fundamental policies. Each fund’s operating policies are subject to change by the fund’s Board without shareholder approval. The funds’ fundamental policies may not be changed without the approval of at least a majority of the outstanding shares of the fund or, if it is less, 67% of the shares represented at a meeting of shareholders at which the holders of more than 50% of the shares are represented.

RISK FACTORS

You may also refer to the sections entitled “Portfolio Securities” and “Portfolio Management Practices” for discussions of the risks associated with the investments and practices described therein as they apply to the funds.

302

Risk Factors of Investing in Foreign Securities

General

Foreign securities include both U.S. dollar-denominated and non-U.S. dollar-denominated securities of foreign issuers. Foreign securities include securities issued by companies that are organized under the laws of countries other than the U.S. as well as securities that are issued or guaranteed by foreign governments or by foreign supranational entities. They also include securities issued by companies whose principal trading market is in a country other than the U.S. and companies that derive a significant portion of their revenue or profits from foreign businesses, investments or sales, or that have a majority of their assets outside the United States. Foreign securities may be traded on foreign securities exchanges or in the foreign OTC markets. Foreign securities markets generally are not as developed or efficient as those in the United States.

Investing in foreign securities, as well as instruments that provide investment exposure to foreign securities and markets, involves risks that are not typically associated with investing in U.S. dollar-denominated securities of domestic issuers. Certain of these risks are inherent in any mutual fund investing in foreign securities, while others relate more to the countries and regions in which the funds may invest. Many of the risks are more pronounced for investments in emerging market countries, such as Russia and many of the countries of Africa, Asia, Eastern Europe, Latin America, and the Middle East. There are no universally accepted criteria used to determine which countries are considered developed markets and which are considered emerging markets. However, the funds rely on the classification made for a particular country by an unaffiliated, third-party data provider.

· Political, Social, and Economic Risks Foreign investments involve risks unique to the local political, economic, tax, and regulatory structures in place, as well as the potential for social instability, military unrest, or diplomatic developments that could prove adverse to the interests of U.S. investors. The economies of many of the countries in which the funds may invest are not as developed as the U.S. economy and individual foreign economies can differ favorably or unfavorably from the U.S. economy in such respects as growth of gross national product, rate of inflation, capital reinvestment, resource self-sufficiency, and balance of payments position. In addition, war and terrorism have affected many countries, especially those in Africa and the Middle East. Many countries throughout the world are dependent on a healthy U.S. economy and are adversely affected when the U.S. economy weakens or its markets decline. For example, in 2007 and 2008, the meltdown in the U.S. subprime mortgage market quickly spread throughout global credit markets, triggering a liquidity crisis that affected debt and equity markets around the world.

Governments in certain foreign countries continue to participate to a significant degree, through ownership interest or regulation, in their respective economies. Action by these governments could have a significant effect on market prices of securities and payment of dividends. The economies of many foreign countries are heavily dependent upon international trade and are accordingly affected by protective trade barriers and economic conditions of their trading partners. The enactment by these trading partners of protectionist trade legislation could have a significant adverse effect upon the securities markets of such countries.

· Currency Risks Investments in foreign securities will normally be denominated in foreign currencies. Accordingly, a change in the value of any such currency against the U.S. dollar will result in a corresponding change in the U.S. dollar value of the funds’ holdings denominated in that currency. Generally, when a given currency appreciates against the U.S. dollar (e.g., because the U.S. dollar weakens or the particular foreign currency strengthens), the value of the funds’ securities denominated in that currency will rise. When a given currency depreciates against the U.S. dollar (e.g., because the U.S. dollar strengthens or the particular foreign currency weakens), the value of the funds’ securities denominated in that currency will decline. The value of fund assets may also be affected by losses and other expenses incurred in converting between various currencies in order to purchase and sell foreign securities, and by currency restrictions, exchange control regulations, and currency devaluations. In addition, a change in the value of a foreign currency against the U.S. dollar could result in a change in the amount of income available for distribution. If a portion of a fund’s investment income may be received in foreign currencies, the fund will be required to compute its income in U.S. dollars for distribution to shareholders, and therefore the fund will absorb the cost of currency fluctuations.

303

· Investment and Repatriation Restrictions Foreign investment in the securities markets of certain foreign countries is restricted or controlled to varying degrees. These restrictions limit and, at times, preclude investment in such countries and increase the cost and expenses of the funds. Investments by foreign investors are subject to a variety of restrictions in many emerging market countries. These restrictions may take the form of prior governmental approval, limits on the amount or type of securities held by foreigners, and limits on the types of companies in which foreigners may invest. Additional or different restrictions may be imposed at any time by these or other countries in which the funds invest. In addition, the repatriation of both investment income and capital from several foreign countries is restricted and controlled under certain regulations, including in some cases the need for certain government consents.

· Market and Trading Characteristics Foreign securities markets are generally not as developed or efficient as, and more volatile than, those in the United States. While growing in volume, they usually have substantially less volume than U.S. markets and the funds’ foreign portfolio securities may be less liquid, more difficult to value, and subject to more rapid and erratic price movements than securities of comparable U.S. companies. Foreign securities may trade at price/earnings multiples higher than comparable U.S. securities and such levels may not be sustainable. Commissions on foreign securities trades are generally higher than commissions on U.S. exchanges, and while there are an increasing number of overseas securities markets that have adopted a system of negotiated rates, a number are still subject to an established schedule of minimum commission rates. There is generally less government supervision and regulation of foreign securities exchanges, brokers, and listed companies than in the United States.

Moreover, overall settlement practices for transactions in foreign markets may differ from those in U.S. markets. Such differences include delays beyond periods customary in the U.S. and practices, such as delivery of securities prior to receipt of payment, which increase the likelihood of a “failed settlement.” Failed settlements can result in losses to the funds. In certain markets there have been times when settlements have been unable to keep pace with the volume of securities transactions, making it difficult to conduct transactions. Delays in clearance and settlement could result in temporary periods when assets of the funds are uninvested and no return is earned. The inability of a fund to make intended security purchases due to clearance and settlement problems could cause the fund to miss attractive investment opportunities. The inability of a fund to sell portfolio securities due to clearance and settlement problems could result either in losses to the fund due to subsequent declines in the value of the portfolio security or, if the fund has entered into a contract to sell the security, liability to the purchaser. Military unrest, war, terrorism, and other factors could result in securities markets closing unexpectedly for an extended period, during which a fund would lose the ability to either purchase or sell securities traded in that market. Finally, certain foreign markets are open for trading on days when the funds do not calculate their net asset value. Therefore, the values of a fund’s holdings in those markets may be affected on days when shareholders have no access to the fund.

· Depositary Receipts It is expected that most foreign securities will be purchased in OTC markets or on securities exchanges located in the countries in which the issuers of the various securities are located, provided that is the best available market. However, the funds may also purchase depositary receipts, such as American Depositary Receipts (“ADRs”), Global Depositary Receipts (“GDRs”), and European Depositary Receipts (“EDRs”), which are certificates evidencing ownership of underlying foreign securities, as alternatives to directly purchasing the foreign securities in their local markets and currencies. An advantage of ADRs, GDRs, and EDRs is that investors do not have to buy shares through the issuing company’s home exchange, which may be difficult or expensive. ADRs, GDRs, and EDRs are subject to many of the same risks associated with investing directly in foreign securities.

Generally, ADRs are denominated in U.S. dollars and are designed for use in the U.S. securities markets. The depositaries that issue ADRs are usually U.S. financial institutions, such as a bank or trust company, but the underlying securities are issued by a foreign issuer.

GDRs may be issued in U.S. dollars or other currencies and are generally designed for use in securities markets outside the United States. GDRs represent shares of foreign securities that can be traded on the exchanges of the depositary’s country. The issuing depositary, which may be a foreign or a U.S. entity, converts dividends and the share price into the shareholder’s home currency. EDRs are generally issued by a European bank and traded on local exchanges.

304

For purposes of a fund’s investment policies, investments in depositary receipts are deemed to be investments in the underlying securities. For example, an ADR representing ownership of common stock will be treated as common stock.

· Participation Notes The funds may gain exposure to securities in certain foreign markets through investments in participation notes (“P-notes”). For instance, a fund may purchase P-notes while it is awaiting approval from a foreign exchange to trade securities directly in that market as well as to invest in foreign markets that restrict foreign investors, such as the funds, from investing directly in individual securities traded on that exchange. P-notes are generally issued by banks or broker-dealers and are designed to offer a return linked to a particular underlying equity security. An investment in a P-note involves additional risks beyond the risks normally associated with a direct investment in the underlying security and the P-note’s performance may differ from the underlying security’s performance. While the holder of a P-note is entitled to receive from the broker-dealer or bank any dividends paid by the underlying security, the holder is not entitled to the same rights (e.g., voting rights) as an owner of the underlying stock. P-notes are considered general unsecured contractual obligations of the banks or broker-dealers that issue them as the counterparty. As such, the funds must rely on the creditworthiness of the counterparty for their investment returns on the P-notes and would have no rights against the issuer of the underlying security. There is also no assurance that there will be a secondary trading market for a P-note or that the trading price of a P-note will equal the value of the underlying security. Additionally, issuers of P-notes and the calculation agent may have broad authority to control the foreign exchange rates related to the P-notes and discretion to adjust the P-note’s terms in response to certain events.

· Investment Funds The funds may invest in investment funds which have been authorized by the governments of certain countries specifically to permit foreign investment in securities of companies listed and traded on the stock exchanges in these respective countries. Investment in these funds is subject to the provisions of the 1940 Act. If a fund invests in such investment funds, shareholders will bear not only their proportionate share of the expenses of the fund (including operating expenses and the fees of the investment manager), but also will indirectly bear similar expenses of the underlying investment funds. In addition, the securities of these investment funds may trade at a premium over their net asset value.

· Financial Information and Governance There is generally less publicly available information about foreign companies when compared to the reports and ratings that are published about companies in the United States. Many foreign companies are not subject to uniform accounting, auditing and financial reporting standards, practices, and requirements comparable to those applicable to U.S. companies, and there may be less stringent investor protection and disclosure standards. It also is often more difficult to keep currently informed of corporate actions, which can adversely affect the prices of portfolio securities.

· Taxes The dividends and interest payable on certain of the funds’ foreign portfolio securities may be subject to foreign withholding taxes, thus reducing the net amount of income available for distribution to the funds’ shareholders. In addition, some governments may impose a tax on purchases by foreign investors of certain securities that trade in their country.

· Higher Costs Investors should understand that the expense ratios of funds investing primarily in foreign securities can be expected to be higher than funds that invest mainly in domestic securities. Reasons include the higher costs of maintaining custody of foreign securities, higher advisory fee rates paid by funds to investment advisers for researching and selecting foreign securities, and brokerage commission rates and trading costs that tend to be more expensive in foreign markets than in the United States.

· Other Risks With respect to certain foreign countries, especially emerging markets, there is the possibility of adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitations on the removal of funds or other assets of the funds, or diplomatic developments which could affect investments by U.S. persons in those countries. Further, the funds may find it difficult or be unable to enforce ownership rights, pursue legal remedies, or obtain judgments in foreign courts. Evidence of securities ownership may be uncertain in many foreign countries. In many of these countries, the most notable of which is Russia, the ultimate evidence of securities ownership is the share register held by the issuing company or its registrar. While some companies may issue share certificates or provide extracts of the company’s share

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register, these are not negotiable instruments and are not effective evidence of securities ownership. In an ownership dispute, the company’s share register is controlling.

· Europe

Europe includes both developed and emerging markets. Europe’s economies are diverse, its governments are decentralized, and its cultures vary widely. Unemployment in Europe has historically been higher than in the U.S. and public deficits have been an ongoing concern in many European countries.

Fiscal Constraints Most developed countries in western Europe are members of the European Union (“EU”), and many are also members of the European Economic and Monetary Union (“EMU”). European countries can be significantly affected by the tight fiscal and monetary controls that the EMU imposes on its members and with which candidates for EMU membership are required to comply. Member countries are required to maintain tight controls over inflation, public debt, and budget deficits, and these requirements can severely limit EMU member countries’ ability to implement monetary policy to address local or regional economic conditions. The private and public sectors’ debt problems of a single EU country can pose economic risks to the EU as a whole. The imposition of fiscal and monetary controls by EMU countries can have a significant impact on Europe as a whole. In addition, such controls could prove unsustainable and lead to an abrupt and unexpected elimination of the policy, leading to significant volatility. For instance, the Swiss National Bank had adopted a policy in 2011 to guarantee that the Swiss franc would not be worth more than 1.20 euros. In 2015, the Swiss National Bank determined, with little warning to market participants, that it would no longer cap the Swiss franc’s exchange rate against the euro, which led to significant turmoil throughout the markets not only in Europe but globally.

Eurozone Currency Issues While certain EU countries continue to use their own currency, there is a collective group of EU countries, known as the Eurozone, that use the euro as their currency. Although the Eurozone has adopted a common currency and central bank, there is no fiscal union; therefore, money does not automatically flow from countries with surpluses to those with fiscal deficits. Several Eurozone countries continue to face deficits and budget issues, some of which may have negative long-term effects for the economies of not just Eurozone countries but all of Europe. Rising government debt levels could increase market volatility and the probability of a recession, lead to emergency financing for certain countries, and foster increased speculation that certain countries may require bailouts. Eurozone policymakers have previously struggled to agree on solutions to debt crises, which has stressed the European banking system as lending continued to tighten. Similar crises in the future could place additional stress on the banking system and lead to downgrades of European sovereign debt. There continues to be concern over national-level support for the euro, which could lead to the implementation of currency controls, certain countries leaving the EU, or potentially a breakup of the Eurozone and dissolution of the euro. A breakup of the Eurozone, particularly a disorderly breakup, would pose special challenges for the financial markets and could lead to exchange controls and/or market closures. In the event of a Eurozone default or breakup, some of the most significant challenges faced by the funds with euro-denominated holdings and derivatives involving the euro would include diminished market liquidity, operational issues relating to the settlement of trades, difficulty in establishing the fair values of holdings, and the redenomination of holdings into other currencies.

British Exit from EU (“Brexit”) On June 23, 2016, the United Kingdom voted via referendum to leave the EU, which immediately led to significant market volatility around the world, as well as political, economic, and legal uncertainty. On March 29, 2017, the United Kingdom formally notified the European Council of its intention to withdraw and it is expected that the United Kingdom’s exit from the EU will take place within two years thereafter. However, there is still considerable uncertainty relating to the potential consequences of the exit, how the negotiations for the withdrawal and new trade agreements will be conducted, and whether the United Kingdom’s exit will increase the likelihood of other countries also departing the EU. During this period of uncertainty, the negative impact on not only the United Kingdom and European economies, but the broader global economy, could be significant, potentially resulting in increased volatility and illiquidity and lower economic growth for companies that rely significantly on Europe for their business activities and revenues. Any further exits from the EU, or the possibility of such exits, would likely cause additional market disruption globally and introduce new legal and regulatory uncertainties.

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· Emerging Europe, Middle East, and Africa

The economies of the countries of emerging Europe, the Middle East, and Africa, sometimes referred to as “EMEA,” are all considered emerging market economies, and they tend to be highly reliant on the exportation of commodities.

Political and Military Instability Many formerly communist, eastern European countries have experienced significant political and economic reform over the past decade, and a continued eastward expansion of the EU could help to further anchor this reform process. However, the democratization process is still relatively new in a number of the smaller states and political turmoil and popular uprisings remain threats. Political risk for Russia remains high and steps that Russia has recently taken and may take in the future to assert its geopolitical influence may increase the tensions in the region and affect economic growth. The U.S. and EU have instituted sanctions against certain Russian officials and Russian entities in response to political and military actions undertaken by Russia. These sanctions, and other intergovernmental actions that may be undertaken against Russia in the future, could result in the devaluation of Russian currency, a downgrade in the country’s credit rating, and/or a significant decline in the value and liquidity of securities issued by Russian companies or the Russian government. Further sanctions against Russia and any retaliatory action by the Russian government could result in the immediate freeze of Russian securities, either by issuer, sector, or the Russian markets as a whole, any of which would significantly impair the ability of the funds to buy, sell, or receive proceeds from those securities. Ongoing sanctions, the continued disruption of the Russian economy, or future military actions by Russia could severely impact the performance of any funds that hold Russian securities or derivatives with exposure to Russian securities or currency.

Many Middle Eastern economies have little or no democratic tradition and are led by family structures. Opposition parties are often banned, leading to dissidence and militancy. Despite a growing trend toward a democratic process, many African nations have a history of dictatorship, military intervention, and corruption. War, terrorism, and military takeovers could result in a securities market unexpectedly closing for an extended period, which would restrict a fund from selling its securities that are traded in that market. In all parts of EMEA, such developments, if they were to recur, could reverse favorable trends toward economic and market reform, privatization, and removal of trade barriers, and result in significant disruptions in securities markets.

Foreign Currency Certain countries in the region may have managed currencies which are pegged to the U.S. dollar or the euro, rather than at levels determined by the market. This type of system can lead to sudden and large adjustments in the currency, which may, in turn, have a disruptive and negative effect on investors. There is no significant foreign exchange market for certain currencies, and it would, as a result, be difficult for the funds to engage in foreign currency transactions designed to protect the value of the funds’ interests in securities denominated in such currencies.

Energy/Resources Russia, the Middle East, and many African nations are highly reliant on income from oil sales. Oil prices can have a major impact on these economies. Other commodities such as base and precious metals are also important to these economies. As global supply and demand for commodities fluctuates, the EMEA economies can be significantly impacted by the prices of such commodities.

Custody and Settlement Because of the underdeveloped state of Russia’s financial and legal systems, the settlement, clearing, and registration of securities transactions are subject to heightened risks. Equity securities in Russia are issued only in book entry form, and ownership records are maintained in a decentralized fashion by registrars who are under contract with the issuers. Although a fund’s Russian sub-custodian maintains copies of the registrar’s records on its premises, such records may not be legally sufficient to establish ownership of securities. The registrars are not necessarily subject to effective state supervision nor are they licensed with any governmental entity. Although a fund investing in Russian securities seeks to ensure through its custodian that its interest continues to be appropriately recorded, it is possible that a fraudulent act may deprive the fund of its ownership rights or improperly dilute its interest. In addition, it is possible that a registrar could be suspended or its license revoked, which would impact a fund’s holdings at that registrar until the suspension is lifted or the companies’ records are transferred to an alternative registrar. Finally, although applicable Russian regulations impose liability on registrars for losses resulting from their errors, it may be difficult for a fund to enforce any rights it may have against the registrar or issuer of the securities in the event of loss of share registration.

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· Latin America

The majority of Latin American countries have been characterized at various times by high interest and unemployment rates, inflation, an over-reliance on commodity trades, and government intervention.

Inflation Most Latin American countries have experienced, at one time or another, severe and persistent levels of inflation, including, in some cases, hyperinflation. This has, in turn, led to high interest rates, extreme measures by governments to keep inflation in check, and a generally debilitating effect on economic growth. Although inflation in many countries has lessened, there is no guarantee it will remain at lower levels.

Political Instability and Government Control Certain Latin American countries have been marred by political uncertainty, intervention by the military in civilian and economic spheres, and political corruption. Such developments, if they were to recur, could reverse favorable trends toward market and economic reform, privatization, and removal of trade barriers, and result in significant disruption in securities markets. Many Latin American governments have exercised significant influence over their country’s economies, which can have significant effects on companies doing business in Latin America and the securities they issue. These governments have often changed monetary, taxation, credit, tariff, and other policies to alter the direction of their economies. Actions to control inflation have involved the setting of wage and price controls, blocking access to bank accounts, imposing exchange controls, and limiting imports. Investments in Brazilian securities may be subject to certain restrictions on foreign investment. Brazilian law provides that whenever a serious imbalance in Brazil’s balance of payments exists or is anticipated, the Brazilian government may impose temporary restrictions on the remittance to foreign investors, such as the funds, of proceeds from the sale of Brazilian securities.

Foreign Currency Certain Latin American countries may experience sudden and large adjustments in their currency which, in turn, can have a disruptive and negative effect on foreign investors. Certain Latin American countries may impose restrictions on the free conversion of their currency into other currencies, including the U.S. dollar. There is no significant foreign exchange market for many Latin American currencies and it would, as a result, be difficult for the funds to engage in foreign currency transactions designed to protect the value of the funds’ interests in securities denominated in such currencies.

Sovereign Debt A number of Latin American countries have been among the largest debtors of emerging market countries. There have been moratoria on, and reschedulings of, repayment with respect to these debts. Such events can restrict the flexibility of these debtor nations in the international markets and result in the imposition of onerous conditions on their economies.

Foreign Trade Because commodities, such as agricultural products, minerals, oil, and metals, represent a significant percentage of exports of many Latin American countries, the economies of those countries are particularly sensitive to fluctuations in commodity prices, currencies and global demand for commodities.

· Japan

The Japanese economy fell into a recession in the late 2000’s due in part to the global economic crisis during that period. This economic recession was likely compounded by an unstable financial sector, low domestic consumption, and certain corporate structural weaknesses, which remain some of the major issues facing the Japanese economy. Japan’s government has recently implemented significant economic reform aimed at jump-starting the Japanese economy and boosting the competitiveness of Japanese goods in world markets. Through aggressive monetary easing, temporary fiscal stimulus, and overall structural reform, the program is designed to end the recent cycles of deflation, falling prices, and declining wages.

Banking System To help sustain Japan’s economic recovery and improve its economic growth, many believe an overhaul of the nation’s financial institutions is necessary. Banks, in particular, may have to reform themselves to become more competitive. While successful financial sector reform would contribute to Japan’s economic recovery at home and would benefit other economies in Asia, internal conflict over the proper way to reform the banking system currently persists.

Natural Disasters Japan has experienced natural disasters, such as earthquakes and tidal waves, of varying degrees of severity. The risks of such phenomena, and the resulting damage, continue to exist and could have a severe and negative impact on a fund’s holdings in Japanese securities. Japan also has one of the world’s

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highest population densities. A significant percentage of the total population of Japan is concentrated in the metropolitan areas of Tokyo, Osaka, and Nagoya. Therefore, a natural disaster centered in or very near one of these cities could have a particularly devastating effect on Japan’s financial markets. Japan’s recovery from the recession has been affected by economic distress from the earthquake and resulting tsunami that struck northeastern Japan in March 2011 causing major damage along the coast, including damage to nuclear power plants in the region. Since the earthquake, Japan’s financial markets have fluctuated dramatically.

Energy Importation Japan has historically depended on oil for most of its energy requirements. Almost all of its oil is imported, the majority from the Middle East. In the past, oil prices have had a major impact on the domestic economy, but more recently Japan has worked to reduce its dependence on oil by encouraging energy conservation and use of alternative fuels. In addition, a restructuring of industry, with emphasis shifting from basic industries to processing and assembly type industries, has contributed to the reduction of oil consumption. However, there is no guarantee that this favorable trend will continue.

Foreign Trade Overseas trade is important to Japan’s economy and Japan’s economic growth is significantly driven by its exports. Japan has few natural resources and must export to pay for its imports of these basic requirements. A significant portion of Japan’s trade is conducted with emerging market countries, almost all of which are located in East and Southeast Asia, and it can be affected by conditions in these other countries and currency fluctuations. Because of the concentration of Japanese exports in highly visible products such as automobiles and technology, and the large trade surpluses ensuing therefrom, Japan has had difficult relations with its trading partners, particularly the United States. Japan’s aging and shrinking population increases the cost of the country’s pension and public welfare system and lowers domestic demand, making Japan even more dependent on exports to sustain its economy. It is possible that trade sanctions or other protectionist measures could impact Japan adversely in both the short term and long term.

· Asia (excluding Japan)

Asia includes countries in all stages of economic development, some of which have been characterized at times by over-extension of credit, currency fluctuations, devaluations, restrictions, unstable employment rates, over-reliance on exports, and less efficient markets. Currency fluctuations or devaluations in any one country can have a significant effect on the entire region. Furthermore, increased political and social unrest in some Asian countries could cause further economic and market uncertainty in the entire region.

Political and Social Instability The political history of some Asian countries has been characterized by political uncertainty, intervention by the military in civilian and economic spheres, and political corruption. Such developments, if they continue to occur, could reverse favorable trends toward market and economic reform, privatization, and removal of trade barriers, and could result in significant disruption to securities markets. For example, there is a demilitarized border and hostile relations between North and South Korea, and the Taiwanese economy has been affected by security threats from China. China remains a totalitarian country with continuing risk of nationalization, expropriation, or confiscation of property and its legal system is still developing, making it more difficult to obtain or enforce judgments. At times, religious, cultural, and military disputes within and outside India have caused volatility in the Indian securities markets and such disputes could adversely affect the value and liquidity of a fund’s investments in Indian securities in the future.

Foreign Currency Certain Asian countries may have managed currencies which are maintained at artificial levels to the U.S. dollar rather than at levels determined by the market. This type of system can lead to sudden and large adjustments in the currency which, in turn, can have a disruptive and negative effect on foreign investors. Certain Asian countries also may restrict the free conversion of their currency into foreign currencies, including the U.S. dollar. There is no significant foreign exchange market for certain currencies, and it would, as a result, be difficult for the funds to engage in foreign currency transactions designed to protect the value of the funds’ interests in securities denominated in such currencies.

Interrelated Economies and International Trade A number of Asian companies are highly dependent on foreign loans for their operation, some of which may impose strict repayment term schedules and require significant economic and financial restructuring. The economies of many countries in the region are heavily dependent on international trade and are accordingly affected by protective trade barriers and the economic conditions of their trading partners. China has had an increasingly significant and positive impact on the

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region and the global economy, but its continued success depends on its ability to retain the legal and financial policies that have fostered economic freedom and market expansion. China’s central government has historically exercised substantial control over the Chinese economy through administrative regulation and/or state ownership. Despite economic reforms that have resulted in less direct central and local government control over Chinese businesses, actions of the Chinese central and local government authorities continue to have a substantial effect on economic conditions in China. These activities, which may include central planning, partial state ownership of or government actions designed to substantially influence certain Chinese industries, market sectors or particular Chinese companies, may adversely affect the public and private sector companies in which a fund invests. The Hong Kong, Taiwanese, and Chinese economies can be dependent on the economies of other countries and can be significantly affected by currency fluctuations and increasing competition from Asia’s other low-cost emerging economies. These China region economies can also be significantly affected by general social, economic, and political conditions in China and other countries. The willingness and ability of the Chinese government to support the Hong Kong and Chinese economies and markets is uncertain. China has yet to develop comprehensive securities, corporate, or commercial laws, and its market is relatively new and undeveloped. Also, foreign investments may be restricted. Changes in government policy could significantly affect the local markets.

Investments in Local Chinese Stocks Certain funds may invest in local Chinese securities, referred to as China A-shares, through the use of a qualified foreign institutional investor (“QFII”) license. The China Securities Regulatory Commission (“CSRC”) has the authority to grant QFII licenses, which allow foreign investments in A-shares on the Shanghai and Shenzhen Stock Exchanges and certain other securities historically not eligible for investment by non-Chinese investors. Each QFII is authorized to invest in China A-shares only up to a specified quota established by the Chinese State Administration of Foreign Exchange (“SAFE”). T. Rowe Price has received a QFII license permitting it to invest a portion of the assets of the Emerging Markets Stock, Institutional Emerging Markets Equity, International Discovery, and New Asia Funds in local Chinese securities. Although the laws of China permit the use of nominee accounts for clients of investment managers who are QFIIs, the Chinese regulators require the securities trading and settlement accounts to be maintained in the name of the QFII on behalf of the funds. Chinese regulators have been made aware that T. Rowe Price is acting as investment manager only and that any assets invested in A-shares belong to the funds. The funds’ custodian bank will maintain a specific sub-account for the A-share investments in the name of each fund. However, there is a risk that creditors of T. Rowe Price may assert that T. Rowe Price, and not the individual fund, is the legal owner of the securities and other assets in the accounts. If a court upholds such an assertion, creditors of T. Rowe Price could seek payment from the funds’ A-share investments.

Additional risks include a potential lack of liquidity, greater price volatility, and restrictions on the repatriation of invested capital. Because of low trading volume and various restrictions on the free flow of capital into the A-share market, the A-share market could be less liquid and trading prices of A-shares could be more volatile than other local securities markets. In addition, net realized profits on fund investments in A-shares may only be repatriated under certain conditions and upon the approval of SAFE.

Other funds may also invest in certain Shanghai-listed and Shenzhen-listed securities (“Stock Connect Securities”) through the Shanghai-Hong Kong Stock Connect and Shenzhen-Hong Kong Stock Connect (“Stock Connect”), which are securities trading and clearing linked programs developed by Hong Kong Exchanges and Clearing Limited (“HKEC”), the Shanghai Stock Exchange, the Shenzhen Stock Exchange, and the China Securities Depository and Clearing Corporation Limited (“ChinaClear”) to permit mutual stock market access between mainland China and Hong Kong. Hong Kong Securities Clearing Company Limited (“HKSCC”), a clearing house operated by HKEC, acts as nominee for participants, such as the funds, accessing Stock Connect Securities.

Since the relevant regulations governing Stock Connect Securities are relatively new and untested, they are subject to change and there is no certainty as to how they will be applied. In particular, the courts may consider that the nominee or custodian, as registered holder of Stock Connect Securities, has full ownership over the Stock Connect Securities rather than the funds as the underlying beneficial owner. HKSCC, as nominee holder, does not guarantee the title to Stock Connect securities held through it and is under no obligation to enforce title or other rights associated with ownership on behalf of beneficial owners. Consequently, title to these securities, or the rights associated with them such as participation in corporate

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actions or shareholder meetings, cannot be assured. In the event ChinaClear defaults, HKSCC’s liabilities under its market contracts with participants will be limited to assisting participants with claims and a fund may not fully recover its losses or the Stock Connect Securities it owns. Recovery of the funds’ property may also be subject to delays and expenses, which may be material. Further, investors are currently able to trade Stock Connect Securities only up to certain daily maximums. Buy order and sell orders offset for purposes of the daily quota, which is applied to all market participants and not specifically to the funds or investment manager. If the daily quota is reached or a stock is recalled from the scope of eligible stocks for trading via the Stock Connect, a fund’s investment program would be adversely impacted.

Risk Factors of Investing in Taxable Debt Obligations

General

Yields on short-, intermediate-, and long-term debt securities are dependent on a variety of factors, including the general conditions of the money, bond, and foreign exchange markets; the size of a particular offering; the maturity of the obligation; and the credit rating of the issue. Debt securities with longer maturities tend to carry higher yields and are generally subject to greater capital appreciation and depreciation than obligations with shorter maturities and lower yields. The market prices of debt securities usually vary, depending upon available yields. An increase in interest rates will generally reduce the value of portfolio investments, and a decline in interest rates will generally increase the value of portfolio investments. The ability of funds investing in debt securities to achieve their investment objectives is also dependent on the continuing ability of the issuers of the debt securities in which the funds invest to meet their obligations for the payment of interest and principal when due.

After purchase by the funds, a debt security may cease to be rated or its rating may be reduced below the minimum required for purchase by the funds. Neither event will require a sale of such security by the funds. However, such events will be considered in determining whether the funds should continue to hold the security. To the extent that the ratings given by Moody’s, S&P, or others may change as a result of changes in such organizations or their rating systems, the funds will attempt to use comparable ratings as standards for investments in accordance with the investment policies contained in the prospectus. The ratings of Moody’s, S&P, and others represent their opinions as to the quality of securities that they undertake to rate. Ratings are not absolute standards of quality. When purchasing unrated securities, T. Rowe Price, under the supervision of the funds’ Boards, determines whether the unrated security is of a quality comparable to that which the funds are allowed to purchase.

Full Faith and Credit Securities

Securities backed by the full faith and credit of the United States (for example, GNMA and U.S. Treasury securities) are generally considered to be among the most, if not the most, creditworthy investments available. While the U.S. government has honored its credit obligations continuously for the last 200 years, political events have, at times, called into question whether the United States would default on its obligations. Such an event would be unprecedented and there is no way to predict its impact on the securities markets or the funds. However, it is very likely that default by the United States would result in losses to the funds.

Mortgage Securities

Mortgage-backed securities, including Government National Mortgage Association (“Ginnie Mae” or “GNMA”) securities differ from conventional bonds in that principal is paid back over the life of the security rather than at maturity. As a result, the holder of a mortgage-backed security (i.e., a fund) receives monthly scheduled payments of principal and interest, and may receive unscheduled principal payments representing prepayments on the underlying mortgages. Therefore, GNMA securities may not be an effective means of “locking in” long-term interest rates due to the need for the funds to reinvest scheduled and unscheduled principal payments. The incidence of unscheduled principal prepayments is also likely to increase in mortgage pools owned by the funds when prevailing mortgage loan rates fall below the mortgage rates of the securities underlying the individual pool. The effect of such prepayments in a falling rate environment is to (1) cause the funds to reinvest principal payments at the then lower prevailing interest rate, and (2) reduce the potential for capital appreciation beyond the face amount of the security and adversely affect the return to the funds.

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Conversely, in a rising interest rate environment, such prepayments can be reinvested at higher prevailing interest rates, which will reduce the potential effect of capital depreciation to which bonds are subject when interest rates rise. When interest rates rise and prepayments decline, GNMA securities become subject to extension risk or the risk that the price of the securities will fluctuate more. In addition, prepayments of mortgage securities purchased at a premium (or discount) will cause such securities to be paid off at par, resulting in a loss (gain) to the funds. T. Rowe Price will actively manage the funds’ portfolios in an attempt to reduce the risk associated with investment in mortgage-backed securities.

The market value of adjustable rate mortgage securities (“ARMs”), like other U.S. government securities, will generally vary inversely with changes in market interest rates, declining when interest rates rise and rising when interest rates decline. Because of their periodic adjustment feature, ARMs should be more sensitive to short-term interest rates than long-term rates. They should also display less volatility than long-term mortgage-backed securities. Thus, while having less risk of a decline during periods of rapidly rising rates, ARMs may also have less potential for capital appreciation than other investments of comparable maturities. Interest rate caps on mortgages underlying ARMs may prevent income on the ARMs from increasing to prevailing interest rate levels and cause the securities to decline in value. In addition, to the extent ARMs are purchased at a premium, mortgage foreclosures and unscheduled principal prepayments may result in some loss of the holders’ principal investment to the extent of the premium paid. On the other hand, if ARMs are purchased at a discount, both a scheduled payment of principal and an unscheduled prepayment of principal will increase current and total returns and will accelerate the recognition of income that, when distributed to shareholders, will be taxable as ordinary income.

High-Yield Securities

Special Risks of Investing in Junk Bonds The following special considerations are additional risk factors of funds investing in lower-rated securities.

· Lower-Rated Debt Securities An economic downturn or increase in interest rates is likely to have a greater negative effect on this market, the value of lower-rated debt securities in the funds’ portfolios, the funds’ net asset value, and the ability of the bonds’ issuers to repay principal and interest, meet projected business goals, and obtain additional financing than on higher-rated securities. These circumstances also may result in a higher incidence of defaults than with respect to higher-rated securities. Investment in funds which invest in lower-rated debt securities is more risky than investment in shares of funds which invest only in higher-rated debt securities.

· Sensitivity to Interest Rate and Economic Changes Prices of lower-rated debt securities may be more sensitive to adverse economic changes or corporate developments than higher-rated investments. Debt securities with longer maturities, which may have higher yields, may increase or decrease in value more than debt securities with shorter maturities. Market prices of lower-rated debt securities structured as zero-coupon or pay-in-kind securities are affected to a greater extent by interest rate changes and may be more volatile than securities which pay interest periodically and in cash. Where it deems it appropriate and in the best interests of fund shareholders, the funds may incur additional expenses to seek recovery on a debt security on which the issuer has defaulted and to pursue litigation to protect the interests of security holders of its portfolio companies.

· Liquidity and Valuation Because the market for lower-rated securities may be thinner and less active than for higher-rated securities, there may be market price volatility for these securities and limited liquidity in the resale market. Nonrated securities are usually not as attractive to as many buyers as rated securities are, a factor which may make nonrated securities less marketable. These factors may have the effect of limiting the availability of the securities for purchase by the funds and may also limit the ability of the funds to sell such securities at their fair value, either to meet redemption requests or in response to changes in the economy or the financial markets.

Adverse publicity and investor perceptions, whether or not based on fundamental analysis, may decrease the values and liquidity of lower-rated debt securities, especially in a thinly traded market. To the extent the funds own or may acquire illiquid or restricted lower-rated securities, these securities may involve special registration responsibilities, liabilities, costs, and liquidity and valuation difficulties. Changes in values of debt

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securities which the funds own will affect its net asset value per share. If market quotations are not readily available for the funds’ lower-rated or nonrated securities, these securities will be valued by a method that the funds’ Boards believe accurately reflects fair value. Judgment plays a greater role in valuing lower-rated debt securities than with respect to securities for which more external sources of quotations and last sale information are available.

· Taxation Special tax considerations are associated with investing in lower-rated debt securities structured as zero-coupon or pay-in-kind securities. The funds accrue income on these securities prior to the receipt of cash payments. The funds must distribute substantially all of its income to its shareholders to qualify for pass-through treatment under the tax laws and may, therefore, have to dispose of portfolio securities to satisfy distribution requirements.

Risk Factors of Investing in Municipal Securities

General

Yields on municipal securities are dependent on a variety of factors, including the general conditions of the money market and the municipal bond market, the size of a particular offering, the maturity of the obligations, and the rating of the issue. Municipal securities with longer maturities tend to produce higher yields and are generally subject to potentially greater capital appreciation and depreciation than obligations with shorter maturities and lower yields. The market prices of municipal securities usually vary, depending upon available yields. An increase in interest rates will generally reduce the value of portfolio investments, and a decline in interest rates will generally increase the value of portfolio investments. The ability of all the funds to achieve their investment objectives is also dependent on the continuing ability of the issuers of municipal securities in which the funds invest to meet their obligations for the payment of interest and principal when due. The ratings of Moody’s, S&P, and Fitch represent their opinions as to the quality of municipal securities which they undertake to rate. Ratings are not absolute standards of quality; consequently, municipal securities with the same maturity, coupon, and rating may have different yields. There are variations in municipal securities, both within a particular classification and between classifications, depending on numerous factors. In 2010, Moody’s and Fitch recalibrated their ratings of municipal securities so they could use a single ratings scale for both municipal and corporate debt securities. This resulted in upgrades to ratings of certain municipal issuers based on the change in methodology and not on improvements in credit quality. It should also be pointed out that, unlike other types of investments, offerings of municipal securities have traditionally not been subject to regulation by, or registration with, the SEC, although there have been proposals which would provide for regulation in the future.

The federal bankruptcy statutes relating to the debts of political subdivisions and authorities of states of the United States provide that, in certain circumstances, such subdivisions or authorities may be authorized to initiate bankruptcy proceedings without prior notice to or consent of creditors, which proceedings could result in material and adverse changes in the rights of holders of their obligations.

Proposals have been introduced in Congress to restrict or eliminate the federal income tax exemption for interest on municipal securities, and similar proposals may be introduced in the future. “Flat Tax” and “Value Added Tax” proposals would also have the effect of eliminating the tax preference for municipal securities. Some of the past proposals would have applied to interest on municipal securities issued before the date of enactment, which would have adversely affected their value to a material degree. If such a proposal were enacted, the availability of municipal securities for investment by the funds and the value of a fund’s portfolio would be affected and, in such an event, the funds would reevaluate their investment objectives and policies. The lowering of income tax rates, including lowering tax rates on dividends and capital gains, could have a negative impact on the desirability of owning municipal securities.

Although the banks and securities dealers with which the funds will transact business will be banks and securities dealers that T. Rowe Price believes to be financially sound, there can be no assurance that they will be able to honor their obligations to the funds with respect to such transactions.

Municipal Bond Insurance The funds may purchase insured bonds from time to time. Municipal bond insurance provides an unconditional and irrevocable guarantee that the insured bond’s principal and interest

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will be paid when due. Insurance does not guarantee the price of the bond. The guarantee is purchased from a private, nongovernmental insurance company.

There are two types of insured securities that may be purchased by the funds: bonds carrying either (1) new issue insurance; or (2) secondary insurance. New issue insurance is purchased by the issuer of a bond in an effort to improve the bond’s credit rating. By meeting the insurer’s standards and paying an insurance premium based on the bond’s principal and interest value, the issuer may be able to obtain a higher credit rating for the bond. The credit rating assigned to an insured municipal bond will usually reflect the financial strength of the issuer or insurer, whichever is higher. Once purchased, municipal bond insurance cannot be canceled, and the protection it affords continues as long as the bonds are outstanding and the insurer remains solvent.

The funds may also purchase bonds that carry secondary insurance purchased by an investor after a bond’s original issuance. Such policies insure a security for the remainder of its term. Generally, the funds expect that portfolio bonds carrying secondary insurance will have been insured by a prior investor. However, the funds may, on occasion, purchase secondary insurance on their own behalf.

Each of the municipal bond insurance companies has established reserves to cover estimated losses. Both the method of establishing these reserves and the amount of the reserves vary from company to company. The risk that a municipal bond insurance company may experience a claim extends over the life of each insured bond. Municipal bond insurance companies are obligated to pay a bond’s interest and principal when due if the issuing entity defaults on the insured bond. Defaults on insured municipal bonds have been fairly low to date, but certain of these insurers’ ratings have been downgraded and they are no longer insuring newly issued bonds. It is possible that there could be additional insurer downgrades and that default rates on insured bonds could increase substantially, which could further deplete an insurer’s loss reserves and adversely affect the ability of a municipal bond insurer to pay claims to holders of insured bonds, such as the funds. The inability of an insurer to pay a particular claim, or a downgrade of the insurer’s rating, could adversely affect the values of all the bonds it insures despite the quality of the underlying issuer. The number of municipal bond insurers is relatively small and, therefore, a significant amount of a municipal bond fund’s assets may be insured by a single insurer.

High-Yield Securities Lower-quality bonds, commonly referred to as “junk bonds,” are regarded as predominantly speculative with respect to the issuer’s continuing ability to meet principal and interest payments. Because investment in low- and lower-medium-quality bonds involves greater investment risk, to the extent the funds invest in such bonds, achievement of their investment objectives will be more dependent on T. Rowe Price’s credit analysis than would be the case if the funds were investing in higher-quality bonds. High-yield bonds may be more susceptible to real or perceived adverse economic conditions than investment-grade bonds. A projection of an economic downturn or higher interest rates, for example, could cause a decline in high-yield bond prices because the advent of such events could lessen the ability of highly leveraged issuers to make principal and interest payments on their debt securities. In addition, the secondary trading market for high-yield bonds may be less liquid than the market for higher-grade bonds, which can adversely affect the ability of the funds to dispose of their portfolio securities. Bonds for which there is only a “thin” market can be more difficult to value because objective pricing data may be less available and judgment would therefore play a greater role in the valuation process.

Risk Factors of Investing in Money Market Funds

The T. Rowe Price money market funds limit their purchases of portfolio holdings to those U.S. dollar-denominated securities which the funds’ Boards determine present minimal credit risk and which are eligible securities as defined in Rule 2a-7 under the 1940 Act. Through October 13, 2016, eligible securities were generally securities that were rated (or whose issuer had been rated or whose issuer had comparable securities rated) in one of the two highest short-term rating categories (which may include sub-categories) by nationally recognized statistical rating organizations (“NRSROs”) or, in the case of any holding that was not so rated, is of comparable high quality as determined by T. Rowe Price pursuant to written guidelines established under the supervision of the funds’ Boards. In addition, the funds treated certain variable and floating rate instruments with demand features as short-term securities pursuant to Rule 2a-7 under the 1940 Act.

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Effective October 14, 2016, Rule 2a-7 no longer references credit ratings by NRSROs, but continues to require money market funds to purchase securities that have a remaining maturity of no more than 397 calendar days, and that have been determined by the money market funds’ Boards (or the funds’ investment adviser, if the Boards delegate such power to the investment adviser) to present minimal credit risks to the money market funds. Accordingly, each T. Rowe Price money market fund only purchases securities that present minimal credit risks in the opinion of T. Rowe Price, pursuant to guidelines approved by each fund’s Board. In making its minimal credit risks determinations, T. Rowe Price considers the capacity of each security’s issuer or guarantor to meet its financial obligations, and in doing so, considers, to the extent appropriate, the following factors, as required by Rule 2a-7: (1) the issuer or guarantor’s financial condition; (2) the issuer or guarantor’s sources of liquidity; (3) the issuer or guarantor’s ability to react to future market-wide and issuer- or guarantor-specific events, including ability to repay debt in a highly adverse situation; and (4) the strength of the issuer or guarantor’s industry within the economy and relative to economic trends, and issuer or guarantor’s competitive position within its industry. In making determinations regarding minimal credit risks, T. Rowe Price may consider additional factors, including, for example, certain asset-specific factors. Pursuant to Rule 2a-7 and guidelines approved by the funds’ Boards, T. Rowe Price provides an ongoing review of the credit quality of each portfolio security to determine that the security continues to present minimal credit risks. A security may need to be sold if its maturity or credit quality is not acceptable under Rule 2a-7.

Pursuant to certain amendments to Rule 2a-7 that became effective on October 14, 2016, a “government money market fund” is required to invest at least 99.5% of its total assets in cash, U.S. government securities, and/or repurchase agreements that are fully collateralized by government securities or cash. Government securities include any security issued or guaranteed as to principal or interest by the U.S. and its agencies or instrumentalities.

There can be no assurance that the funds will achieve their investment objectives or, in the case of retail or government money market funds, be able to maintain their net asset values per share at $1.00. The price of the funds is not guaranteed or insured by the U.S. government and their yields are not fixed. While the funds invest in high-grade money market instruments, investment in the funds is not without risk, even if all portfolio instruments are paid in full at maturity. An increase in interest rates could reduce the value of the funds’ portfolio investments, and a decline in interest rates could increase the value.

Pursuant to Rule 2a-7, “retail money market funds” are required to implement policies and procedures reasonably designed to limit investments in the funds to accounts beneficially owned by natural persons. Funds designated “retail money market funds” have implemented policies and procedures designed to limit new investments to accounts beneficially owned by natural persons and have obtained assurances from financial intermediaries that they have developed adequate procedures to limit new investments in the fund to accounts beneficially owned by natural persons. The T. Rowe Price retail money market funds will involuntarily redeem investors who do not satisfy these eligibility requirements.

State Tax-Free Funds

The following information about the state tax-free funds is updated in June of each year. More current information is available in shareholder reports for these funds.

California Tax-Free Bond and California Tax-Free Money Funds

Risk Factors Associated with a California Portfolio

The funds’ concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The funds invest mainly in municipal bonds and other municipal debt instruments issued by the state of California and its various political subdivisions and agencies. However, if the funds invest in any securities that pay income that is exempt from California income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and California income tax. The issuers of these debt obligations include the state of California and its agencies and

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authorities, counties and municipalities and their agencies and authorities, various California public institutions of higher education, and certain California not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

Debt is issued for a wide variety of public purposes, including transportation, housing, education, electric power, and healthcare. The state of California, and its local governments, agencies and authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are generally backed by the unlimited taxing power of the issuer. However, bonds issued by certain counties, municipalities, and agencies of the state and local government are not backed by the full faith and credit of the state. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. As part of its cash management program, the state regularly issues short-term notes to meet its disbursement requirements in advance of the receipt of revenues. Included within the revenue bond sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge. Local governments also raise capital through the use of Mello-Roos, 1915 Act Bonds, and Tax Increment Bonds, all of which are generally riskier than general obligation debt as they often rely on tax revenues to be generated by future development for their support.

The funds may also invest in private activity bond issues for corporate and nonprofit borrowers. Sold through various governmental conduits, these issues are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied.

Political and Legislative Conditions Certain provisions of the California state constitution and state statutes limit the taxing and spending authority of California governmental entities, thus affecting their ability to meet debt service obligations. For example, the constitution limits ad valorem taxes on real property to 1% of “full cash value” and restricts the ability of taxing entities to increase real property taxes. It also prohibits the state from spending revenues beyond its annually adjusted “appropriations limit.” Yet another provision further restricts the ability of local governments to levy and collect existing and future taxes, assessments, and fees. In addition to limiting the financial flexibility of local governments in the state, the provision also increases the possibility of voter-determined tax rollbacks and repeals.

One effect of the tax and spending limitations in California has been a broad scale shift by local governments away from general obligation debt requiring voter approval and pledging of future tax revenues toward lease revenue financing that is subject to abatement and does not require voter approval. Lease-backed debt is generally viewed as a less secure form of borrowing and therefore entails greater credit risk.

Future initiatives, if proposed and adopted, or future court decisions could create renewed pressure on California governments and their ability to raise revenues. Although Orange County notably filed for protection under the U.S. Bankruptcy Code in 1994, overall the state and its underlying governments have displayed flexibility in overcoming the negative effects of past initiatives.

Economic and Financial Conditions To a large degree, the credit risk of the portfolios is dependent upon the financial strength of the state of California, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. While California’s economy has been diverse and resilient, and is typically the largest among the 50 states, the state of California is also normally among the most highly indebted states in the nation. The state has historically experienced more extreme swings in employment levels and property values relative to the rest of the country. In addition, California is more prone to earthquakes and other natural disasters, which can result in sudden economic downturns and the unexpected inability of issuers to meet their obligations, as well as a long-lasting negative impact on the overall California municipal securities market. More detailed information regarding economic conditions and the financial strength of California is available in the funds’ annual and semi-annual shareholder reports.

Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the funds’ assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon

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that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and uncertain as to how long they will continue.

The funds may from time to time invest in electric revenue issues. The financial performance of these utilities was impacted by the industry’s moves toward deregulation and increased competition. California’s original electric utility restructuring plan proved to be flawed as it placed over-reliance on the spot market for power purchases during a period of substantial supply and demand imbalance. Now that deregulation has been suspended, municipal utilities face a more traditional set of challenges. In particular, some electric revenue issuers have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Other risks include unexpected outages, plant shutdowns, and more stringent environmental regulations.

Georgia Tax-Free Bond Fund

Risk Factors Associated with a Georgia Portfolio

The fund’s concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The fund invests mainly in municipal bonds and other municipal debt instruments issued by the state of Georgia and its various political subdivisions and agencies. However, if the fund invests in any securities that pay income that is exempt from Georgia income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and Georgia income tax. The issuers of these debt obligations include the state of Georgia and its agencies and authorities, counties and municipalities and their agencies and authorities, various Georgia public institutions of higher education, and certain Georgia not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

The state of Georgia, and its local governments, agencies and authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are backed by the unlimited taxing power of the issuer. However, bonds issued by certain counties, municipalities, and agencies of the state and local government are not backed by the full faith and credit of the state and may or may not be subject to annual appropriations from the state’s general fund. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. Included within the revenue bond sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge.

The Georgia Constitution imposes certain debt limits and controls. The state’s general obligation highest annual debt service requirement cannot exceed 10% of the prior year’s State treasury receipts. The state also established “debt affordability” limits which provide that outstanding debt will not exceed 3.5% of personal income or that maximum annual debt service will not exceed 7% of the prior year’s State treasury receipts.

The fund may also invest in private activity bond issues for corporate and nonprofit borrowers. Sold through various governmental conduits, these issues are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied.

Economic and Financial Conditions To a large degree, the credit risk of the portfolio is dependent upon the financial strength of the state of Georgia, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. While local governments in Georgia are primarily reliant on independent revenue sources, such as property taxes, they are not immune to budget shortfalls caused by cutbacks in state aid. More detailed information regarding economic conditions and the financial strength of Georgia is available in the fund’s annual and semi-annual shareholder reports.

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Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the fund’s assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and uncertain as to how long they will continue.

The fund may from time to time invest in electric revenue issues that have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Such risks include delay in construction and operation due to increased regulation, unexpected outages or plant shutdowns, increased Nuclear Regulatory Commission surveillance, or inadequate rate relief. In addition, the financial performance of electric utilities may be impacted by increased competition and deregulation of the industry.

The fund may invest in issues related to life care, which includes nursing homes, assisted living facilities, and continuing care retirement communities. These bonds are typically issued with longer-term maturities, although they are usually callable by the issuer on prescribed dates before maturity. Many life care municipal bonds are considered below investment grade or are not rated by a credit rating agency. Reasons for the higher credit risk include uncertainty over future regulations and Medicaid funding, increased competition, and a lack of affordability.

Maryland Short-Term Tax-Free Bond, Maryland Tax-Free Bond, and Maryland Tax-Free Money Funds

Risk Factors Associated with a Maryland Portfolio

The funds’ concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The funds invest mainly in municipal bonds and other municipal debt instruments issued by the state of Maryland and its various political subdivisions and agencies. However, if the funds invest in any securities that pay income that is exempt from Maryland income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and Maryland income tax. The issuers of these debt obligations include the state of Maryland and its agencies and authorities, counties and municipalities and their agencies and authorities, various Maryland public institutions of higher education, and certain Maryland not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

The state of Maryland, and its local governments, agencies and authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are backed by the unlimited taxing power of the issuer. However, many counties, municipalities, and agencies of the state and local government are authorized to borrow money under laws expressly providing that the loan obligations are not debts or pledges of the full faith and credit of the state. The state constitution imposes a 15-year maturity limit on state-issued general obligation bonds. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. Included within the revenue bond sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge.

The fund may also purchase municipal bonds and other municipal debt instruments that are issued by the District of Columbia, or one of its agencies or authorities, but provide for dual income tax exemption in the District of Columbia and Maryland. Such investments are normally revenue bonds that derive their revenues from projects or facilities with economic and geographic ties to both the District of Columbia and Maryland.

The funds may also invest in private activity bond issues for corporate and nonprofit borrowers. Sold through various governmental conduits, these issues are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied.

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Economic and Financial Conditions To a large degree, the credit risk of the portfolios is dependent upon the financial strength of the state of Maryland, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. More detailed information regarding economic conditions and the financial strength of Maryland is available in the funds’ annual and semi-annual shareholder reports.

Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the funds’ assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and of uncertain duration.

The funds may from time to time invest in electric revenue issues that have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Such risks include delay in construction and operation due to increased regulation, unexpected outages or plant shutdowns, increased Nuclear Regulatory Commission surveillance, or inadequate rate relief. In addition, the financial performance of electric utilities may be impacted by increased competition and deregulation of the industry.

The funds may invest in issues related to life care, which includes nursing homes, assisted living facilities, and continuing care retirement communities. These bonds are typically issued with longer-term maturities, although they are usually callable by the issuer on prescribed dates before maturity. Many life care municipal bonds are considered below investment grade or are not rated by a credit rating agency. Reasons for the higher credit risk include uncertainty over future regulations and Medicaid funding, increased competition, and a lack of affordability.

New Jersey Tax-Free Bond Fund

Risk Factors Associated with a New Jersey Portfolio

The fund’s concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The fund invests mainly in municipal bonds and other municipal debt instruments issued by the state of New Jersey and its various political subdivisions and agencies. However, if the fund invests in any securities that pay income that is exempt from New Jersey income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and New Jersey income tax. The issuers of these debt obligations include the state of New Jersey and its agencies and authorities, counties and municipalities and their agencies and authorities, various New Jersey public institutions of higher education, and certain New Jersey not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

The state of New Jersey, and its local governments, agencies and authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are backed by the unlimited taxing power of the issuer. However, many counties, municipalities, and agencies of the state and local government are authorized to borrow money under laws expressly providing that the loan obligations are not debts or pledges of the full faith and credit of the state. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. Included within the revenue bond sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge.

The majority of the state’s debt is “appropriation-backed.” This means that the debt service payments on these obligations must be funded annually by the state legislature, but the legislature has no legal obligation to continue to make such appropriations.

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The fund may also invest in private activity bond issues for corporate and nonprofit borrowers. These issues are sold through various governmental conduits, such as the New Jersey Economic Development Authority and various local issuers, and are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied. In the past, a number of New Jersey Economic Development Authority issues have defaulted as a result of borrower financial difficulties.

Economic and Financial Conditions To a large degree, the credit risk of the portfolio is dependent upon the financial strength of the state of New Jersey, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. The state of New Jersey is typically among the most highly indebted states in the nation. More detailed information regarding economic conditions and the financial strength of New Jersey is available in the fund’s annual and semi-annual shareholder reports.

Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the fund’s assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and uncertain as to how long they will continue.

The fund may from time to time invest in electric revenue issues that have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Such risks include delay in construction and operation due to increased regulation, unexpected outages or plant shutdowns, increased Nuclear Regulatory Commission surveillance, or inadequate rate relief. In addition, the financial performance of electric utilities may be impacted by increased competition and deregulation of the industry.

The fund may invest in issues related to life care, which includes nursing homes, assisted living facilities, and continuing care retirement communities. These bonds are typically issued with longer-term maturities, although they are usually callable by the issuer on prescribed dates before maturity. Many life care municipal bonds are considered below investment grade or are not rated by a credit rating agency. Reasons for the higher credit risk include uncertainty over future regulations and Medicaid funding, increased competition, and a lack of consumer affordability.

New York Tax-Free Bond and New York Tax-Free Money Funds

Risk Factors Associated with a New York Portfolio

The funds’ concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The funds invest mainly in municipal bonds and other municipal debt instruments issued by the state of New York and its various political subdivisions and agencies. However, if the funds invest in any securities that pay income that is exempt from New York income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and New York income tax. The issuers of these debt obligations include: the state of New York, New York City, and their agencies and authorities; counties, other municipalities, and their agencies and authorities; various New York public institutions of higher education; and certain New York not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

The state of New York, and its local governments, agencies and authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are backed by the unlimited taxing power of the issuer. However, bonds issued by certain counties, municipalities, and agencies of the state and local government are not backed by the full faith and credit of the state of New York or New York City. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. Included within the revenue bond

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sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge.

The majority of the state’s debt is “appropriation-backed.” This means that the debt service payments on these obligations must be funded annually by the state legislature, but the legislature has no legal obligation to continue to make such appropriations.

The funds may also invest in private activity bond issues for corporate and nonprofit borrowers. Sold through various governmental conduits, these issues are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied.

Economic and Financial Conditions To a large degree, the credit risk of the portfolios is dependent upon the financial strength of the state of New York, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. The state of New York is typically among the most highly indebted states in the nation and New York City is typically one of the most indebted U.S. cities. More detailed information regarding economic conditions and the financial strength of New York is available in the funds’ annual and semi-annual shareholder reports.

Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the funds’ assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and uncertain as to how long they will continue.

The funds may from time to time invest in electric revenue issues that have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Such risks include delay in construction and operation due to increased regulation, unexpected outages or plant shutdowns, increased Nuclear Regulatory Commission surveillance, or inadequate rate relief. In addition, the financial performance of electric utilities may be impacted by increased competition and deregulation of the industry.

The funds may invest in issues related to life care, which includes nursing homes, assisted living facilities, and continuing care retirement communities. These bonds are typically issued with longer-term maturities, although they are usually callable by the issuer on prescribed dates before maturity. Many life care municipal bonds are considered below investment grade or are not rated by a credit rating agency. Reasons for the higher credit risk include uncertainty over future regulations and Medicaid funding, increased competition, and a lack of consumer affordability.

Virginia Tax-Free Bond Fund

Risk Factors Associated with a Virginia Portfolio

The fund’s concentration in the debt obligations of a single state carries a higher risk than a portfolio that is more geographically diversified.

Types of Municipal Debt The fund invests mainly in municipal bonds and other municipal debt instruments issued by the commonwealth of Virginia and its various political subdivisions and agencies. However, if the fund invests in any securities that pay income that is exempt from Virginia income taxes (for example, municipal obligations of U.S. territories or a neighboring state), such investments will be included toward the fund’s investment policy to invest at least 80% of its net assets in securities that pay interest exempt from federal and Virginia income tax. The issuers of these debt obligations include the commonwealth of Virginia and its agencies and authorities, counties and municipalities and their agencies and authorities, various Virginia public institutions of higher education, and certain Virginia not-for-profit organizations (e.g., hospitals, private colleges, and nursing homes). The credit quality and risks of these investments will vary according to each security’s structure and underlying economics.

Debt is issued for a wide variety of public purposes, including transportation, housing, education, healthcare, and industrial development. The commonwealth of Virginia, and its local governments, agencies and

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authorities, issue two basic types of debt: general obligation bonds and revenue bonds. General obligation bonds are backed by the unlimited taxing power of the issuer. Under Virginia law, general obligation debt is limited to 1.15 times the average of the preceding three years’ income tax and sales and use collections. However, bonds issued by many counties, municipalities, and agencies of the commonwealth and local government are not backed by the full faith and credit of the commonwealth but instead are subject to annual appropriations from the commonwealth’s general fund. Revenue bonds are typically secured by specific pledged fees or charges for a related project, such as fees generated from the use of facilities or enterprises financed by the bonds. Included within the revenue bond sector are tax-exempt lease obligations that are subject to annual appropriations of a governmental body, usually with no implied tax or specific revenue pledge.

The fund may also purchase municipal bonds and other municipal debt instruments that are issued by the District of Columbia, or one of its agencies or authorities, but provide for dual income tax exemption in the District of Columbia and Virginia. Such investments are normally revenue bonds that derive their revenues from projects or facilities with economic and geographic ties to both the District of Columbia and Virginia.

The fund may also invest in private activity bond issues for corporate and nonprofit borrowers. Sold through various governmental conduits, these issues are backed solely by the revenues pledged by the respective borrowing corporations. No governmental support is provided or implied.

Economic and Financial Conditions To a large degree, the credit risk of the portfolio is dependent upon the financial strength of the commonwealth of Virginia, its localities and agencies. Financial strength is, in turn, influenced by changing economic conditions which affect the level of taxes collected and revenues earned. While local governments in Virginia are primarily reliant on independent revenue sources, such as property taxes, they are not immune to budget shortfalls caused by cutbacks in state aid. More detailed information regarding economic conditions and the financial strength of Virginia is available in the fund’s annual and semi-annual shareholder reports.

Sectors Investment concentration in a particular sector can present unique risks. For example, a significant portion of the fund’s assets may be invested in issues related to health care providers. The hospital industry has been under significant pressure to reduce expenses and shorten length of hospital stays, a phenomenon that has negatively affected the financial health of some hospitals. All hospitals are dependent on third-party reimbursement mechanisms that are typically complex, subject to numerous conditions, and uncertain as to how long they will continue.

The fund may from time to time invest in electric revenue issues that have exposure to or participate in nuclear power plants, which could affect the issuer’s financial performance. Such risks include delay in construction and operation due to increased regulation, unexpected outages or plant shutdowns, increased Nuclear Regulatory Commission surveillance, or inadequate rate relief. In addition, the financial performance of electric utilities may be impacted by increased competition and deregulation of the industry.

The fund may invest in issues related to life care, which includes nursing homes, assisted living facilities, and continuing care retirement communities. These bonds are typically issued with longer-term maturities, although they are usually callable by the issuer on prescribed dates before maturity. Many life care municipal bonds are considered below investment grade or are not rated by a credit rating agency. Reasons for the higher credit risk include uncertainty over future regulations and Medicaid funding, increased competition, and a lack of affordability.

All Tax-Free Funds

Puerto Rico From time to time, the funds may invest in debt obligations of the Commonwealth of Puerto Rico and its public corporations, as well as debt obligations of other U.S. territories, the interest of which may be exempt from U.S. federal, state, and local income taxes. As of May 1, 2017, the general obligation debt of Puerto Rico was rated Caa3 by Moody’s, D by S&P, and D by Fitch; the respective outlooks are negative by Moody’s and S&P and watch negative by Fitch. This reflects that each credit rating firm has downgraded its respective ratings of Puerto Rico’s general obligation debt further below investment grade, along with the ratings of certain related Puerto Rico issuers. The below investment-grade credit ratings reflect, in part, Puerto Rico’s default on its debt payments commencing on August 1, 2015 and continuing, as well as concerns

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regarding the deterioration of economic and fiscal conditions within the Commonwealth, structural budget imbalances, impaired access to capital, diminished liquidity, underfunded pensions, and a rising debt burden. Developments over the past year have continued to highlight the seriousness of Puerto Rico’s fiscal crisis. In June 2015, the commonwealth’s governor, Alejandro Garcia Padilla, said that Puerto Rico would be unable to continue servicing its debt, a reversal of the previous position of the island’s government. That was followed in September 2015 by the commonwealth’s Fiscal and Economic Growth Plan, which called into question the constitutional protection of Puerto Rico’s general obligation bonds and recommended negotiations to restructure its debt. In April 2016, Puerto Rico passed legislation that would allow the governor to declare a state of emergency that would stop payments on the island’s debts through early 2017. In reaction to these developments, the U.S. Congress passed the Puerto Rico Oversight, Management, and Economic Stability Act (PROMESA) in June 2016, establishing a federally-appointed fiscal control board (FCB) to oversee the island’s financial operations and possible debt restructuring. Members of the fiscal control board were announced by the Obama administration in August 2016. Over the course of numerous meetings between the commonwealth’s current governor, Richard Rossello, and the FCB, a financial plan emerged that provided only 23% bondholder recovery. When a PROMESA-allowed stay on litigation expired on May 1, the FCB triggered Title III of PROMESA (quasi-bankruptcy) as it deemed attempts to negotiate with bondholders unsuccessful. As a result of the challenging economic and fiscal environment facing the U.S. territory, certain securities issued by the Commonwealth of Puerto Rico and its agencies are currently considered below investment grade. Below investment grade credit ratings, along with further downgrades, could weaken the demand for such securities, prevent those issuers from obtaining the financing they need, and limit their ability to pay interest and principal when due. Should the economic or fiscal conditions in Puerto Rico persist or worsen, the volatility, liquidity, credit quality, and performance of its municipal obligations could be severely affected. As such, a fund’s performance could be adversely impacted to the extent it has exposure to Puerto Rico municipal obligations.

Debt As of February 1, 2017, the outstanding debt of Puerto Rico totaled $69 billion, which is large relative to the size of its economy. This includes bonds supported by the commonwealth’s general obligation pledge, appropriations or guarantee; public corporations such as highways, water and sewer, and electric power, and municipalities.

Guaranteed direct obligations of the commonwealth supported by a general obligation pledge are subject to limitations imposed by the commonwealth’s constitution. Debts of its municipalities are typically supported by property taxes and municipal license taxes, with support from the commonwealth, if necessary. Debts of its public corporations are generally supported by the entity’s revenues or by the commonwealth’s appropriations or taxes.

Though different measures suggest Puerto Rico’s debt burden is high relative to a U.S. state, the commonwealth issues or supports bonds on behalf of municipalities and other governmental units. In many cases, this type of debt would be issued by local government or public agencies which are independent entities in the mainland United States. One measure to monitor the commonwealth debt levels is by comparing the rate of growth of its debt to the rate of growth of its gross national product (“GNP”). According to the Puerto Rico Planning Board, GNP is projected to decrease 1.8% and 2.3% in fiscal years 2016 and 2017, respectively, whereas debt levels have been essentially flat.

Economy Puerto Rico’s economy is linked in many ways to the mainland U.S. economy. Like the mainland United States, the commonwealth experienced an economic recession in the late 2000’s. Government officials estimate that the economy (as measured by real GNP) contracted 3.8% in 2009, 3.6% in 2010, and 1.7% in 2011, then grew by 0.5% during 2012, and contracted by 0.1% in 2013, and 1.7% in 2014. The forecast for growth is lower than that of the mainland United States as noted above.

Manufacturing, especially pharmaceuticals, is very important to the local economy in Puerto Rico. Manufacturing accounted for approximately 48% of GDP in 2014, and 8% of non-farm payroll employment. Services are another component of the local economy, and represented 43% of GDP and 63% of employment in 2014. Tourism is an important sub-sector of services, and an important driver of Puerto Rico’s economy. The number of tourists and the value of their expenditures increased 28% between 2009 and 2014.

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For many years, mainland U.S. companies operating in Puerto Rico were eligible to receive special tax treatment. Since 1976, Section 936 of the U.S. tax code entitled certain corporations to credit income derived from business activities in the commonwealth against their United States federal corporate income tax and spurred significant expansion in capital intensive manufacturing, particularly large pharmaceutical firms. The tax benefits, however, were eliminated beginning with the 2006 tax year. Following the phase outs, indications are that major pharmaceutical, instrument, and electronic manufacturing firms have not exited the market, but employment in this sector is trending downward as some individual plants have closed while others have become more automated.

Financial Puerto Rico has yet to release its fiscal year 2015 audited financial statements; as such, the following financial information is based on preliminary and unaudited figures released by the commonwealth. Puerto Rico’s general fund revenues, on a budgetary basis, were $9.0 billion in fiscal year 2015 (yielding a deficit of $1.0 billion). In comparison, fiscal year 2014 produced a $1.2 billion deficit. The Governor and his administration implemented various fiscal measures, including substantial borrowings, expense re-structuring, and tax reform in an effort to reduce the budget gap but were unsuccessful in doing so. A balanced budget was originally projected for fiscal year 2016 but looks to be a deficit of $0.90 billion. Through the first ten months of fiscal year 2017, Puerto Rico’s general fund revenues (unaudited) are running 1% above the same period one year ago. The Governor and his administration have proposed various measures to bring fiscal year operations into balance, but there are no assurances that this can be achieved.

All Funds

Cyber Security Risk

As the use of the Internet and other technologies has become more prevalent in the course of business, the funds have become more susceptible to operational and financial risks associated with cyber attacks. Cyber security incidents can result from deliberate attacks, such as gaining unauthorized access to digital systems (e.g., through “hacking” or malicious software coding) for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption, or from unintentional events, such as the inadvertent release of confidential information. Cyber security failures or breaches of the funds, or their service providers or the issuers of securities in which the funds invest, have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, the inability of fund shareholders to transact, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. While measures have been developed that are designed to reduce the risks associated with cyber attacks, there is no guarantee that those measures will be effective, particularly since the funds do not directly control the cyber security defenses or plans of their service providers, financial intermediaries and companies in which they invest or with which they do business.

PORTFOLIO SECURITIES

Types of Securities

Set forth below is additional information about certain of the investments described in the funds’ prospectuses.

Equity Securities

Common and preferred stocks both represent an equity or ownership interest in an issuer. Common stock typically entitles the owner to vote on the election of directors and other important matters while preferred stock does not ordinarily carry voting rights. In the event an issuer is liquidated or declares bankruptcy, the claims of secured and unsecured creditors and owners of bonds take precedence over the claims of those who

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own preferred stock, and the owners of preferred stock take precedence over the claims of those who own common stock.

Although owners of common stock are typically entitled to receive any dividends on such stock, owners of common stock participate in company profits on a pro-rata basis. Profits may be paid out in dividends or reinvested in the company to help it grow. Because increases and decreases in earnings are usually reflected in a company’s stock price, common stocks generally have the greatest appreciation and depreciation potential of all corporate securities.

Preferred stock, unlike common stock, often has a stated dividend rate payable from the corporation’s earnings. Preferred stock dividends may be cumulative or non-cumulative, participating or non-participating, or adjustable rate. Cumulative dividend provisions require all or a portion of prior unpaid dividends to be paid before dividends can be paid to the issuer’s common stock, while a passed dividend on non-cumulative preferred stock is generally gone forever. Participating preferred stock may be entitled to a dividend exceeding the declared dividend in certain cases, while non-participating preferred stock is limited to the stipulated dividend. Adjustable rate preferred stock pays a dividend that is adjustable, usually quarterly, based on changes in certain interest rates. Convertible preferred stock is exchangeable for a specified number of common stock shares and is typically more volatile than non-convertible preferred stock, which tends to behave more like a bond.

The funds may make equity investments in companies through initial public offerings and by entering into privately negotiated transactions involving equity securities that are not yet publicly traded on a stock exchange. Stocks may also be purchased on a “when-issued” basis, which is used to refer to a security that has not yet been issued but that will be issued in the future. The term may be used for new stocks and stocks that have split but have not yet started trading.

Debt Securities

· U.S. Government Obligations Bills, notes, bonds, and other debt securities issued by the U.S. Treasury and backed by the full faith and credit of the U.S. government. These are direct obligations of the U.S. government and differ mainly in the length of their maturities. U.S. Treasury Obligations may also include, among other things, the separately traded principal and interest components of securities guaranteed or issued by the U.S. Treasury if such components are traded independently under the Separate Trading of Registered Interest and Principal of Securities program (“STRIPS”), as well as Treasury inflation protected securities (“TIPS”) whose principal value is periodically adjusted according to the rate of inflation.

· U.S. Government Agency Securities Issued or guaranteed by U.S. government-sponsored enterprises and federal agencies. These include securities issued by the Federal National Mortgage Association (“Fannie Mae” or “FNMA”), GNMA, Federal Home Loan Bank, Federal Land Banks, Farmers Home Administration, Banks for Cooperatives, Federal Intermediate Credit Banks, Federal Financing Bank, Farm Credit Banks, the Small Business Association, and the Tennessee Valley Authority. Some of these securities are supported by the full faith and credit of the U.S. Treasury; the remainder are supported only by the credit of the instrumentality, which may or may not include the right of the issuer to borrow from the U.S. Treasury. These may also include securities issued by eligible private institutions that are guaranteed by certain U.S. government agencies under authorized programs.

· Bank Obligations Certificates of deposit, banker’s acceptances, and other short-term debt obligations. Certificates of deposit are short-term obligations of commercial banks. A banker’s acceptance is a time draft drawn on a commercial bank by a borrower, usually in connection with international commercial transactions. Certificates of deposit may have fixed or variable rates. The funds may invest in U.S. banks, foreign branches of U.S. banks, U.S. branches of foreign banks, and foreign branches of foreign banks.

· Savings and Loan Obligations Negotiable certificates of deposit and other short-term debt obligations of savings and loan associations.

· Supranational Agencies Securities of certain supranational entities, such as the International Development Bank.

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· Corporate Debt Securities Outstanding corporate debt securities (e.g., bonds and debentures). Corporate notes may have fixed, variable, or floating rates.

· Short-Term Corporate Debt Securities Outstanding nonconvertible corporate debt securities (e.g., bonds and debentures) which have one year or less remaining to maturity. Corporate notes may have fixed, variable, or floating rates.

· Commercial Paper and Commercial Notes Short-term promissory notes issued by corporations primarily to finance short-term credit needs. Certain notes may have floating or variable rates and may contain options, exercisable by either the buyer or the seller, that extend or shorten the maturity of the note.

· Foreign Government Securities Issued or guaranteed by a foreign government, province, instrumentality, political subdivision, or similar unit thereof.

· Funding Agreements Obligations of indebtedness negotiated privately between the funds and an insurance company. Often such instruments will have maturities with unconditional put features, exercisable by the funds, requiring return of principal within one year or less.

There are other types of securities that are or may become available that are similar to the foregoing, and the funds may invest in these securities.

Mortgage-Related Securities

· Mortgage-Backed Securities Mortgage-backed securities are securities representing an interest in a pool of mortgages. The mortgages may be of a variety of types, including adjustable rate, conventional 30-year and 15-year fixed rate, and graduated payment mortgages. Principal and interest payments made on the mortgages in the underlying mortgage pool are passed through to the funds. This is in contrast to traditional bonds where principal is normally paid back at maturity in a lump sum. Unscheduled prepayments of principal shorten the securities’ weighted average life and may lower their total return. (When a mortgage in the underlying mortgage pool is prepaid, an unscheduled principal prepayment is passed through to the funds. This principal is returned to the funds at par. As a result, if a mortgage security were trading at a premium, its total return would be lowered by prepayments, and if a mortgage security were trading at a discount, its total return would be increased by prepayments.) The value of these securities also may change because of changes in the market’s perception of the creditworthiness of the federal agency that issued them or a downturn in housing prices. In addition, the mortgage securities market in general may be adversely affected by changes in governmental regulation or tax policies.

· U.S. Government Agency Mortgage-Backed Securities These are obligations issued or guaranteed by the U.S. government or one of its agencies or instrumentalities, such as GNMA, FNMA, the Federal Home Loan Mortgage Corporation (“Freddie Mac” or “FHLMC”), and the Federal Agricultural Mortgage Corporation (“Farmer Mac” or “FAMC”). FNMA, FHLMC, and FAMC obligations are not backed by the full faith and credit of the U.S. government as GNMA certificates are, but they are supported by the instrumentality’s right to borrow from the U.S. Treasury. On September 7, 2008, FNMA and FHLMC were placed under conservatorship of the Federal Housing Finance Agency, an independent federal agency. U.S. Government Agency Mortgage-Backed Certificates provide for the pass-through to investors of their pro-rata share of monthly payments (including any prepayments) made by the individual borrowers on the pooled mortgage loans, net of any fees paid to the guarantor of such securities and the servicer of the underlying mortgage loans. Each of GNMA, FNMA, FHLMC, and FAMC guarantees timely distributions of interest to certificate holders. GNMA and FNMA guarantee timely distributions of scheduled principal. FHLMC has in the past guaranteed only the ultimate collection of principal of the underlying mortgage loan; however, FHLMC now issues mortgage-backed securities (FHLMC Gold PCS) which also guarantee timely payment of monthly principal reductions.

· GNMA Certificates GNMA is a wholly owned corporate instrumentality of the United States within the Department of Housing and Urban Development. The National Housing Act of 1934, as amended (the “Housing Act”), authorizes GNMA to guarantee the timely payment of the principal of, and interest on, certificates that are based on and backed by a pool of mortgage loans insured by the Federal Housing

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Administration under the Housing Act, or Title V of the Housing Act of 1949, or guaranteed by the Department of Veterans Affairs under the Servicemen’s Readjustment Act of 1944, as amended, or by pools of other eligible mortgage loans. The Housing Act provides that the full faith and credit of the U.S. government is pledged to the payment of all amounts that may be required to be paid under any guaranty. In order to meet its obligations under such guaranty, GNMA is authorized to borrow from the U.S. Treasury with no limitations as to amount.

· FNMA Certificates FNMA is a federally chartered and privately owned corporation organized and existing under the Federal National Mortgage Association Charter Act of 1938. FNMA Certificates represent a pro-rata interest in a group of mortgage loans purchased by FNMA. FNMA guarantees the timely payment of principal and interest on the securities it issues. The obligations of FNMA are not backed by the full faith and credit of the U.S. government.

· FHLMC Certificates FHLMC is a corporate instrumentality of the United States created pursuant to the Emergency Home Finance Act of 1970, as amended. FHLMC Certificates represent a pro-rata interest in a group of mortgage loans purchased by FHLMC. FHLMC guarantees timely payment of interest and principal on certain securities it issues and timely payment of interest and eventual payment of principal on other securities it issues. The obligations of FHLMC are obligations solely of FHLMC and are not backed by the full faith and credit of the U.S. government.

· FAMC Certificates FAMC is a federally chartered instrumentality of the United States established by Title VIII of the Farm Credit Act of 1971, as amended. FAMC was chartered primarily to attract new capital for financing of agricultural real estate by making a secondary market in certain qualified agricultural real estate loans. FAMC provides guarantees of timely payment of principal and interest on securities representing interests in, or obligations backed by, pools of mortgages secured by first liens on agricultural real estate. Similar to FNMA and FHLMC, FAMC Certificates are not supported by the full faith and credit of the U.S. government; rather, FAMC may borrow from the U.S. Treasury to meet its guaranty obligations.

As discussed above, prepayments on the underlying mortgages and their effect upon the rate of return of a mortgage-backed security is the principal investment risk for a purchaser of such securities, like the funds. Over time, any pool of mortgages will experience prepayments due to a variety of factors, including (1) sales of the underlying homes (including foreclosures), (2) refinancings of the underlying mortgages, and (3) increased amortization by the mortgagee. These factors, in turn, depend upon general economic factors, such as level of interest rates and economic growth. Thus, investors normally expect prepayment rates to increase during periods of strong economic growth or declining interest rates, and to decrease in recessions and rising interest rate environments. Accordingly, the life of the mortgage-backed security is likely to be substantially shorter than the stated maturity of the mortgages in the underlying pool. Because of such variation in prepayment rates, it is not possible to predict the life of a particular mortgage-backed security, but FHA statistics indicate that 25- to 30-year single family dwelling mortgages have an average life of approximately 12 years. The majority of GNMA Certificates are backed by mortgages of this type, and, accordingly, the generally accepted practice treats GNMA Certificates as 30-year securities which prepay in full in the 12th year. FNMA and FHLMC Certificates may have differing prepayment characteristics.

Fixed-rate mortgage-backed securities bear a stated “coupon rate” which represents the effective mortgage rate at the time of issuance, less certain fees to GNMA, FNMA, and FHLMC for providing the guarantee, and the issuer for assembling the pool and for passing through monthly payments of interest and principal.

Payments to holders of mortgage-backed securities consist of the monthly distributions of interest and principal less the applicable fees. The actual yield to be earned by a holder of mortgage-backed securities is calculated by dividing interest payments by the purchase price paid for the mortgage-backed securities (which may be at a premium or a discount from the face value of the certificate).

Monthly distributions of interest, as contrasted to semiannual distributions which are common for other fixed interest investments, have the effect of compounding and thereby raising the effective annual yield earned on mortgage-backed securities. Because of the variation in the life of the pools of mortgages which back various mortgage-backed securities, and because it is impossible to anticipate the rate of interest at which future principal payments may be reinvested, the actual yield earned from a portfolio of mortgage-backed securities

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will differ significantly from the yield estimated by using an assumption of a certain life for each mortgage-backed security included in such a portfolio as described above.

· Commercial Mortgage-Backed Securities (“CMBS”) These are securities created from a pool of commercial mortgage loans, such as loans for hotels, restaurants, shopping centers, office buildings, and apartment buildings. Interest and principal payments from the underlying loans are passed through to the funds according to a schedule of payments. CMBS are structured similarly to mortgage-backed securities in that both are backed by mortgage payments. However, CMBS involve loans related to commercial property, whereas mortgage-backed securities are based on loans relating to residential property. Because commercial mortgages tend to be structured with prepayment penalties, CMBS generally carry less prepayment risk than loans backed by residential mortgages. Credit quality depends primarily on the quality of the loans themselves and on the structure of the particular deal. However, the value of these securities may change because of actual or perceived changes in the creditworthiness of the individual borrowers, their tenants, and servicing agents, or due to deterioration in the general state of commercial real estate or overall economic conditions.

· Collateralized Mortgage Obligations (“CMOs”) CMOs are bonds that are collateralized by whole loan mortgages or mortgage pass-through securities. The bonds issued in a CMO deal are divided into groups, and each group of bonds is referred to as a “tranche.” Under the traditional CMO structure, the cash flows generated by the mortgages or mortgage pass-through securities in the collateral pool are used to first pay interest and then pay principal to the CMO bondholders. The bonds issued under such a CMO structure are retired sequentially as opposed to the pro-rata return of principal found in traditional pass-through obligations. Subject to the various provisions of individual CMO issues, the cash flow generated by the underlying collateral (to the extent it exceeds the amount required to pay the stated interest) is used to retire the bonds. Under the CMO structure, the repayment of principal among the different tranches is prioritized in accordance with the terms of the particular CMO issuance. The “fastest-pay” tranche of bonds, as specified in the prospectus for the issuance, would initially receive all principal payments. When that tranche of bonds is retired, the next tranche, or tranches, in the sequence, as specified in the prospectus, receive all of the principal payments until they are retired. The sequential retirement of bond groups continues until the last tranche, or group of bonds, is retired. Accordingly, the CMO structure allows the issuer to use cash flows of long maturity, monthly pay collateral to formulate securities with short, intermediate, and long final maturities and expected average lives.

New types of CMO tranches continue to evolve such as floating-rate CMOs, planned amortization classes, accrual bonds, and CMO residuals. Some newer structures could affect the amount and timing of principal and interest received by each tranche from the underlying collateral. Under certain structures, given classes of CMOs have priority over others with respect to the receipt of prepayments on the mortgages. Therefore, depending on the type of CMOs in which the funds invest, the investment may be subject to a greater or lesser risk of prepayment than other types of mortgage-related securities.

The primary risk of any mortgage security is the uncertainty of the timing of cash flows. For CMOs, the primary risk results from the rate of prepayments on the underlying mortgages serving as collateral and from the structure of the deal (priority of the individual tranches). An increase or decrease in prepayment rates (resulting from a decrease or increase in mortgage interest rates) will affect the yield, average life, and price of CMOs. The prices of certain CMOs, depending on their structure and the rate of prepayments, can be volatile. Some CMOs may also not be as liquid as other securities.

· U.S. Government Agency Multi-Class Pass-Through Securities Unlike CMOs, U.S. Government Agency Multi-Class Pass-Through Securities, which include FNMA Guaranteed Real Estate Mortgage Investment Conduit Pass-Through Certificates and FHLMC Multi-Class Mortgage Participation Certificates, are ownership interests in a pool of mortgage assets. Unless the context indicates otherwise, all references herein to CMOs include multi-class pass-through securities.

· Multi-Class Residential Mortgage Securities Such securities represent interests in pools of mortgage loans to residential home buyers made by commercial banks, savings and loan associations, or other financial institutions. Unlike GNMA, FNMA, and FHLMC securities, the payment of principal and interest on Multi-Class Residential Mortgage Securities is not guaranteed by the U.S. government or any of its agencies. Accordingly, yields on Multi-Class Residential Mortgage Securities have been historically higher than the

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yields on U.S. government mortgage securities. However, the risk of loss due to default on such instruments is higher since they are not guaranteed by the U.S. government or its agencies. Additionally, pools of such securities may be divided into senior or subordinated segments. Although subordinated mortgage securities may have a higher yield than senior mortgage securities, the risk of loss of principal is greater because losses on the underlying mortgage loans must be borne by persons holding subordinated securities before those holding senior mortgage securities.

· Privately Issued Mortgage-Backed Certificates These are pass-through certificates issued by nongovernmental issuers. Pools of conventional residential or commercial mortgage loans created by such issuers generally offer a higher rate of interest than government and government-related pools because there are no direct or indirect government guarantees of payment. Timely payment of interest and principal of these pools is, however, generally supported by various forms of insurance or guarantees, including individual loan, title, pool, and hazard insurance. The insurance and guarantees are issued by government entities, private insurance, or the mortgage poolers. Such insurance and guarantees and the creditworthiness of the issuers thereof will be considered in determining whether a mortgage-related security meets the funds’ quality standards. The funds may buy mortgage-related securities without insurance or guarantees if, through an examination of the loan experience and practices of the poolers, the investment manager determines that the securities meet the funds’ quality standards.

· Stripped Mortgage-Backed Securities These instruments represent interests in a pool of mortgages, the cash flow of which has been separated into its interest and principal components. Interest only securities (“IOs”) receive the interest portion of the cash flow while principal only securities (“POs”) receive the principal portion. IOs and POs are usually structured as tranches of a CMO. Stripped mortgage-backed securities may be issued by U.S. government agencies or by private issuers similar to those described above with respect to CMOs and privately issued mortgage-backed certificates. As interest rates rise and fall, the value of IOs tends to move in the same direction as interest rates. The value of the PO, as with other mortgage-backed securities described herein, and other debt instruments, will tend to move in the opposite direction compared to interest rates. Under the Code, POs may generate taxable income from the current accrual of original issue discount, without a corresponding distribution of cash to the funds.

The cash flows and yields on IO and PO classes are extremely sensitive to the rate of principal payments (including prepayments) on the related underlying mortgage assets. In the case of IOs, prepayments affect the amount of cash flows provided to the investor. In contrast, prepayments on the mortgage pool affect the timing of cash flows received by investors in POs. For example, a rapid or slow rate of principal payments may have a material adverse effect on the prices of IOs or POs, respectively. If the underlying mortgage assets experience greater than anticipated prepayments of principal, investors may fail to fully recoup their initial investment in an IO class of a stripped mortgage-backed security, even if the IO class is rated AAA or Aaa or is derived from a full faith and credit obligation. Conversely, if the underlying mortgage assets experience slower than anticipated prepayments of principal, the price on a PO class will be affected more severely than would be the case with a traditional mortgage-backed security.

The determination of whether a particular IO or PO is liquid is made on a case by case basis under guidelines and standards established by the funds’ Boards. The funds’ Boards have delegated to T. Rowe Price the authority to determine the liquidity of these instruments based on a number of factors such as: the type of issuer; type of collateral, including age and prepayment characteristics; rate of interest on coupon relative to current market rates and the effect of the rate on the potential for prepayments; complexity of the issue’s structure, including the number of tranches; and size of the issue and the number of dealers who make a market in the IO or PO.

· Adjustable Rate Mortgage Securities ARMs, like fixed-rate mortgages, have a specified maturity date, and the principal amount of the mortgage is repaid over the life of the mortgage. Unlike fixed-rate mortgages, the interest rate on ARMs is adjusted at regular intervals based on a specified, published interest rate “index” such as a Treasury rate index. The new rate is determined by adding a specific interest amount, the “margin,” to the interest rate of the index. Investment in ARMs allows the funds to participate in changing interest rate levels through regular adjustments in the coupons of the underlying mortgages, resulting in more variable current income and lower price volatility than longer-term fixed-rate mortgage securities. ARMs are a less effective

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means of locking in long-term rates than fixed-rate mortgages since the income from adjustable rate mortgages will increase during periods of rising interest rates and decline during periods of falling rates.

· TBAs and Dollar Rolls Funds that purchase or sell mortgage-backed securities may choose to purchase or sell certain mortgage-backed securities on a delayed delivery or forward commitment basis through the “to-be announced” (TBA) market. With TBA transactions, the fund would enter into a commitment to either purchase or sell mortgage-backed securities for a fixed price, with payment and delivery at a scheduled future date beyond the customary settlement period for mortgage-backed securities. These transactions are considered to be TBA because the fund commits to buy a pool of mortgages that have yet to be specifically identified but will meet certain standardized parameters (such as yield, duration, and credit quality) and contain similar loan characteristics. For either purchase or sale transactions, a fund may choose to extend the settlement through a “dollar roll” transaction in which it sells mortgage-backed securities to a dealer and simultaneously agrees to purchase substantially similar securities in the future at a predetermined price. These transactions have the potential to enhance the fund’s returns and reduce its administrative burdens when compared with holding mortgage-backed securities directly, although these transactions will increase the fund’s portfolio turnover rate. During the roll period, the fund forgoes principal and interest paid on the securities. However, the fund would be compensated by the difference between the current sale price and the forward price for the future purchase, as well as by the interest earned on the cash proceeds of the initial sale.

Although the particular TBA securities must meet industry-accepted “good delivery” standards, there can be no assurance that a security purchased on a forward commitment basis will ultimately be issued or delivered by the counterparty. During the settlement period, the fund will still bear the risk of any decline in the value of the security to be delivered. Dollar roll transactions involve the simultaneous purchase and sale of substantially similar TBA securities for different settlement dates. Because these transactions do not require the purchase and sale of identical securities, the characteristics of the security delivered to the fund may be less favorable than the security delivered to the dealer.

· Other Mortgage-Related Securities Governmental, government-related, or private entities may create mortgage loan pools offering pass-through investments in addition to those described above. The mortgages underlying these securities may be alternative mortgage instruments, that is, mortgage instruments whose principal or interest payments may vary or whose terms to maturity may differ from customary long-term fixed-rate mortgages. As new types of mortgage-related securities are developed and offered to investors, the investment manager will, consistent with the funds’ objectives, policies, and quality standards, consider making investments in such new types of securities.

Asset-Backed Securities

Background The asset-backed securities (“ABS”) market has been one of the fastest growing sectors of the U.S. fixed-income market since its inception in late 1985. Although initial ABS transactions were backed by auto loans and credit card receivables, today’s market has evolved to include a variety of asset types including home equity loans, student loans, equipment leases, stranded utility costs, and collateralized bond/loan obligations. For investors, securitization typically provides an opportunity to invest in high-quality securities with higher credit ratings and less downgrade/event risk than corporate bonds. Unlike mortgages, prepayments on ABS collateral are less sensitive to changes in interest rates. They can also be structured into classes that meet the market’s demand for various maturities and credit quality.

Structure Asset-backed securities are bonds that represent an ownership interest in a pool of receivables sold by originators into a special purpose vehicle (“SPV”). The collateral types can vary, so long as they are secured by homogeneous assets with relatively predictable cash flows. Assets that are transferred through a sale to a SPV are legally separated from those of the seller/servicer, which insulates investors from bankruptcy or other event risk associated with the seller/servicer of those assets. Most senior tranches of ABS are structured to a triple-A rated level through credit enhancement; however, ABS credit ratings range from AAA to non-investment grade. Many ABS transactions are structured to include payout events/performance triggers which provide added protection against deteriorating credit quality.

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ABS structures are generally categorized by two distinct types of collateral. Amortizing assets (such as home equity loans, auto loans, and equipment leases) typically pass through principal and interest payments directly to investors, while revolving assets (such as credit card receivables, home equity lines of credit, and dealer floor-plan loans) typically reinvest principal and interest payments in new collateral for a specified period of time. The majority of amortizing transactions are structured as straight sequential-pay transactions. In these structures, all principal amortization and prepayments are directed to the shortest maturity class until it is retired, then to the next shortest class and so on. The majority of revolving assets are structured as bullets, whereby investors receive periodic interest payments and only one final payment of principal at maturity.

Underlying Assets The asset-backed securities that may be purchased include securities backed by pools of mortgage-related receivables known as home equity loans, or of consumer receivables such as automobile loans or credit card loans. Other types of ABS may also be purchased. The credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the securities is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit support provided to the securities. The rate of principal payment on asset-backed securities generally depends on the rate of principal payments received on the underlying assets, which in turn may be affected by a variety of economic and other factors. As a result, the yield and return on any asset-backed security is difficult to predict with precision and actual return or yield to maturity may be more or less than the anticipated return or yield to maturity.

Methods of Allocating Cash Flows While some asset-backed securities are issued with only one class of security, many asset-backed securities are issued in more than one class, each with different payment terms. Multiple class asset-backed securities are issued for two main reasons. First, multiple classes may be used as a method of providing credit support. This is accomplished typically through creation of one or more classes whose right to payments on the asset-backed security is made subordinate to the right to such payments of the remaining class or classes. Second, multiple classes may permit the issuance of securities with payment terms, interest rates, or other characteristics differing both from those of each other and from those of the underlying assets. Asset-backed securities in which the payment streams on the underlying assets are allocated in a manner different than those described above may be issued in the future. The funds may invest in such asset-backed securities if the investment is otherwise consistent with the fund’s investment objectives, policies, and restrictions.

Types of Credit Support Asset-backed securities are typically backed by a pool of assets representing the obligations of a diversified pool of numerous obligors. To lessen the effect of failures by obligors on the ability of underlying assets to make payments, such securities may contain elements of credit support. Such credit support falls into two classes: liquidity protection and protection against ultimate default by an obligor on the underlying assets. Liquidity protection refers to the provision of advances, generally by the entity administering the pool of assets, to ensure that scheduled payments on the underlying pool are made in a timely fashion. Protection against ultimate default ensures ultimate payment of the obligations on at least a portion of the assets in the pool. Such protection may be provided through guarantees, insurance policies, or letters of credit obtained from third parties, “external credit enhancement,” through various means of structuring the transaction, “internal credit enhancement,” or through a combination of such approaches. Examples of asset-backed securities with credit support arising out of the structure of the transaction include:

· Excess Spread Typically, the first layer of protection against losses, equal to the cash flow from the underlying receivables remaining after deducting the sum of the investor coupon, servicing fees, and losses.

· Subordination Interest and principal that would have otherwise been distributed to a subordinate class is used to support the more senior classes. This feature is intended to enhance the likelihood that the holder of the senior class certificate will receive regular payments of interest and principal. Subordinate classes have a greater risk of loss than senior classes.

· Reserve Funds Cash that is deposited and/or captured in a designated account that may be used to cover any shortfalls in principal, interest, or servicing fees.

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· Overcollateralization A form of credit enhancement whereby the principal amount of collateral used to secure a given transaction exceeds the principal of the securities issued. Overcollateralization can be created at the time of issuance or may build over time.

· Surety Bonds Typically consist of third-party guarantees to irrevocably and unconditionally make timely payments of interest and ultimate repayment of principal in the event there are insufficient cash flows from the underlying collateral.

The degree of credit support provided on each issue is based generally on historical information respecting the level of credit risk associated with such payments. Depending upon the type of assets securitized, historical information on credit risk and prepayment rates may be limited or even unavailable. Delinquency or loss in excess of that anticipated could adversely affect the return on an investment in an asset-backed security. There is no guarantee that the amount of any type of credit enhancement available will be sufficient to protect against future losses on the underlying collateral.

Some of the specific types of ABS that the funds may invest in include the following:

· Home Equity Loans These ABS typically are backed by pools of mortgage loans made to subprime borrowers or borrowers with blemished credit histories. The underwriting standards for these loans are more flexible than the standards generally used by banks for borrowers with unblemished credit histories with regard to the borrower’s credit standing and repayment ability. Borrowers who qualify generally have impaired credit histories, which may include a record of major derogatory credit items such as outstanding judgments or prior bankruptcies. In addition, they may not have the documentation required to qualify for a standard mortgage loan.

As a result, the mortgage loans in the mortgage pool are likely to experience rates of delinquency, foreclosure, and bankruptcy that are higher, and that may be substantially higher, than those experienced by mortgage loans underwritten in a more traditional manner. Furthermore, changes in the values of the mortgaged properties, as well as changes in interest rates, may have a greater effect on the delinquency, foreclosure, bankruptcy, and loss experience of the mortgage loans in the mortgage pool than on mortgage loans originated in a more traditional manner.

With respect to first lien mortgage loans, the underwriting standards do not prohibit a mortgagor from obtaining, at the time of origination of the originator’s first lien mortgage loan, additional financing which is subordinate to that first lien mortgage loan, which subordinate financing would reduce the equity the mortgagor would otherwise appear to have in the related mortgaged property as indicated in the loan-to-value ratio.

Risk regarding mortgage rates

The pass-through rates on the adjustable-rate certificates may adjust monthly and are generally based on one-month LIBOR. The mortgage rates on the mortgage loans are either fixed or adjusted semiannually based on six-month LIBOR, which is referred to as a mortgage index. Because the mortgage index may respond to various economic and market factors different than those affecting one-month LIBOR, there is not necessarily a correlation in the movement between the interest rates on those mortgage loans and the pass-through rates of the adjustable rate certificates. As a result, the interest payable on the related interest-bearing certificates may be reduced because of the imposition of a pass-through rate cap called the “net rate cap.”

Yield and reinvestment could be adversely affected by unpredictability of prepayments

No one can accurately predict the level of prepayments that an asset-backed mortgage pool may experience. Factors which influence prepayment behavior include general economic conditions, the level of prevailing interest rates, the availability of alternative financing, the applicability of prepayment charges, and homeowner mobility. Reinvestment risk results from a faster or slower rate of principal payments than expected. A rising interest rate environment and the resulting slowing of prepayments could result in greater volatility of these securities. A falling interest rate environment and the resulting increase in prepayments could require reinvestment in lower yielding securities.

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· Credit Card-Backed Securities These ABS are backed by revolving pools of credit card receivables. Due to the revolving nature of these assets, the credit quality could change over time. Unlike most other asset-backed securities, credit card receivables are unsecured obligations of the cardholder and payments by cardholders are the primary source of payment on these securities. The revolving nature of these card accounts generally provides for monthly payments to the trust. In order to issue securities with longer dated maturities, most Credit Card-Backed Securities are issued with an initial “revolving” period during which collections are reinvested in new receivables. The revolving period may be shortened upon the occurrence of specified events which may signal a potential deterioration in the quality of the assets backing the security.

· Automobile Loans These ABS are backed by receivables from motor vehicle installment sales contracts or installment loans secured by motor vehicles. These securities are primarily discrete pools of assets which pay down over the life of the ABS. The securities are not obligations of the seller of the vehicle, or servicer of the loans. The primary source of funds for payments on the securities comes from payment on the underlying trust receivables as well as from credit support.

Inflation-Linked Securities

Inflation-linked securities are income-generating instruments whose interest and principal payments are adjusted for inflation—a sustained increase in prices that erodes the purchasing power of money. TIPS are inflation-linked securities issued by the U.S. government. Inflation-linked bonds are also issued by corporations, U.S. government agencies, states, and foreign countries. The inflation adjustment, which is typically applied monthly to the principal of the bond, follows a designated inflation index, such as the consumer price index. A fixed coupon rate is applied to the inflation-adjusted principal so that as inflation rises, both the principal value and the interest payments increase. This can provide investors with a hedge against inflation, as it helps preserve the purchasing power of your investment. Because of this inflation-adjustment feature, inflation-protected bonds typically have lower yields than conventional fixed-rate bonds. Municipal inflation bonds generally have a fixed principal amount and the inflation component is reflected in the nominal coupon.

Inflation-protected bonds normally will decline in price when real interest rates rise. (A real interest rate is calculated by subtracting the inflation rate from a nominal interest rate. For example, if a 10-year Treasury note is yielding 5% and the rate of inflation is 2%, the real interest rate is 3%.) If inflation is negative, the principal and income of an inflation-protected bond will decline and could result in losses for the fund.

Inflation adjustments or TIPS that exceed deflation adjustments for the year will be distributed by a fund as a short-term capital gain, resulting in ordinary income to shareholders. Net deflation adjustments for a year could result in all or a portion of dividends paid earlier in the year by a fund being treated as a return of capital.

Collateralized Bond or Loan Obligations

Collateralized Bond Obligations (“CBOs”) are bonds collateralized by corporate bonds, mortgages, or pools of asset-backed securities and Collateralized Loan Obligations (“CLOs”) are bonds collateralized by pools of bank loans. CBOs and CLOs are structured into tranches, and payments are allocated such that each tranche has a predictable cash flow stream and average life. Most CBOs tend to be collateralized by high-yield bonds or loans, with heavy credit enhancement.

Loan Participations and Assignments

Loan participations and assignments (collectively, “participations”) will typically be participating interests in loans made by a syndicate of banks, represented by an agent bank which has negotiated and structured the loan, to corporate borrowers to finance internal growth, mergers, acquisitions, stock repurchases, leveraged buyouts, and other corporate activities. Such loans may also have been made to governmental borrowers, especially governments of developing countries which is referred to as Loans to Developing Countries debt (“LDC debt”). LDC debt will involve the risk that the governmental entity responsible for the repayment of the debt may be unable or unwilling to meet its obligations when they become due. The loans underlying such

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participations may be secured or unsecured, and the funds may invest in loans collateralized by mortgages on real property or which have no collateral. The loan participations themselves may extend for the entire term of the loan or may extend only for short “strips” that correspond to a quarterly or monthly floating-rate interest period on the underlying loan. Thus, a term or revolving credit that extends for several years may be subdivided into shorter periods.

The loan participations in which the funds will invest will also vary in legal structure. Occasionally, lenders assign to another institution both the lender’s rights and obligations under a credit agreement. Since this type of assignment relieves the original lender of its obligations, it is called a novation. More typically, a lender assigns only its right to receive payments of principal and interest under a promissory note, credit agreement, or similar document. A true assignment shifts to the assignee the direct debtor-creditor relationship with the underlying borrower. Alternatively, a lender may assign only part of its rights to receive payments pursuant to the underlying instrument or loan agreement. Such partial assignments, which are more accurately characterized as “participating interests,” do not shift the debtor-creditor relationship to the assignee, who must rely on the original lending institution to collect sums due and to otherwise enforce its rights against the agent bank which administers the loan or against the underlying borrower.

The determination of whether particular loan participations are liquid is made on a case by case basis under guidelines and standards established by the funds’ Boards. The funds’ Boards have delegated to T. Rowe Price the authority to determine the liquidity of these investments based on a number of factors. These factors may include: the frequency of trades and quotes for the loan; number of dealers willing to purchase or sell and number of other potential purchasers; nature of the trading market, such as the time needed to dispose of the security, the method of soliciting offers and mechanics of the transfer; spreads between the bid and ask prices; and other factors relevant to loan participations taking into consideration their unique and longer settlement requirements.

If the funds purchase a participation interest in another lender’s loan, as opposed to acquiring a loan directly from a lender or through an agent or as an assignment from another lender, the funds will treat both the corporate borrower and the bank selling the participation interest as an issuer for purposes of its fundamental investment restriction on diversification.

Various service fees received by the funds from loan participations may be treated as non-interest income depending on the nature of the fee (commitment, takedown, commission, service, or loan origination). To the extent the service fees are not interest income, they will not qualify as income under Section 851(b) of the Code. Thus the sum of such fees plus any other nonqualifying income earned by the funds cannot exceed 10% of total income.

The Investment Managers will generally choose not to receive material nonpublic information about the issuers of loans who also issue publicly traded securities that a Price Fund owns or may want to own. As a result, the Investment Managers may have less information than other investors about certain of the loans in which they invest or seek to invest on behalf of the Price Funds or other client accounts. In some circumstances, the Investment Managers may receive material nonpublic information about an issuer as a result of a Price Fund’s ownership of a loan involving that issuer. In these situations, a fund may be unable to enter into a transaction in a publicly traded security issued by that borrower when it would otherwise be advantageous to do so due to prohibitions on trading in securities of issuers while in possession of material nonpublic information. Unlike registered securities, such as most stocks and bonds, loans are not registered or regulated under the federal securities laws. As a result, investors in loans have less protection against fraud and other improper practices than investors in registered securities because investors in loans (such as the funds) may not be entitled to rely on the protections of the federal securities laws.

Zero-Coupon and Pay-in-Kind Bonds

A zero-coupon security has no cash coupon payments. Instead, the issuer sells the security at a substantial discount from its maturity value. The interest received by the investor from holding this security to maturity is the difference between the maturity value and the purchase price. The advantage to the investor is that reinvestment risk of the income received during the life of the bond is eliminated. However, zero-coupon

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bonds, like other bonds, retain interest rate and credit risk and usually display more price volatility than those securities that pay a cash coupon.

Pay-in-Kind (“PIK”) Instruments are securities that pay interest in either cash or additional securities, at the issuer’s option, for a specified period. PIKs, like zero-coupon bonds, are designed to give an issuer flexibility in managing cash flow. PIK bonds can be either senior or subordinated debt and trade flat (i.e., without accrued interest). The price of PIK bonds is expected to reflect the market value of the underlying debt plus an amount representing accrued interest since the last payment. PIKs are usually less volatile than zero-coupon bonds, but more volatile than cash pay securities.

For federal income tax purposes, these types of bonds will require the recognition of gross income each year even though no cash may be paid to the funds until the maturity or call date of the bond. The funds will nonetheless be required to distribute substantially all of this gross income each year to comply with the Code, and such distributions could reduce the amount of cash available for investment by the funds.

Trade Claims

Trade claims are non-securitized rights of payment arising from obligations other than borrowed funds. Trade claims typically arise when, in the ordinary course of business, vendors and suppliers extend credit to a company by offering payment terms. Generally, when a company files for bankruptcy protection, payments on these trade claims cease and the claims are subject to compromise along with the other debts of the company. Trade claims typically are bought and sold at a discount reflecting the degree of uncertainty with respect to the timing and extent of recovery. In addition to the risks otherwise associated with low-quality obligations, trade claims have other risks, including the possibility that the amount of the claim may be disputed by the obligor.

Many vendors are either unwilling or lack the resources to hold their claim through the extended bankruptcy process with an uncertain outcome and timing. Some vendors are also aggressive in establishing reserves against these receivables, so that the sale of the claim at a discount may not result in the recognition of a loss.

Trade claims can represent an attractive investment opportunity because these claims typically are priced at a discount to comparable public securities. This discount is a reflection of a less liquid market, a smaller universe of potential buyers, and the risks peculiar to trade claim investing. It is not unusual for trade claims to be priced at a discount to public securities that have an equal or lower priority claim.

As noted above, investing in trade claims does carry some unique risks which include:

· Establishing the Amount of the Claim Frequently, the supplier’s estimate of its receivable will differ from the customer’s estimate of its payable. Resolution of these differences can result in a reduction in the amount of the claim. This risk can be reduced by only purchasing scheduled claims (claims already listed as liabilities by the debtor) and seeking representations from the seller.

· Defenses to Claims The debtor has a variety of defenses that can be asserted under the bankruptcy code against any claim. Trade claims are subject to these defenses, the most common of which for trade claims relates to preference payments. (Preference payments are all payments made by the debtor during the 90 days prior to the filing. These payments are presumed to have benefited the receiving creditor at the expense of the other creditors. The receiving creditor may be required to return the payment unless it can show the payments were received in the ordinary course of business.) While none of these defenses can result in any additional liability of the purchaser of the trade claim, they can reduce or wipe out the entire purchased claim. This risk can be reduced by seeking representations and indemnification from the seller.

· Documentation/Indemnification Each trade claim purchased requires documentation that must be negotiated between the buyer and seller. This documentation is extremely important since it can protect the purchaser from losses such as those described above. Legal expenses in negotiating a purchase agreement can be fairly high. Additionally, it is important to note that the value of an indemnification depends on the seller’s credit.

· Volatile Pricing Due to Illiquid Market There are only a handful of brokers for trade claims and the quoted price of these claims can be volatile. Generally, it is expected that trade claims would be considered illiquid investments.

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· No Current Yield/Ultimate Recovery Trade claims are almost never entitled to earn interest. As a result, the return on such an investment is very sensitive to the length of the bankruptcy, which is uncertain. Although not unique to trade claims, it is worth noting that the ultimate recovery on the claim is uncertain and there is no way to calculate a conventional yield to maturity on this investment. Additionally, the exit for this investment is a plan of reorganization which may include the distribution of new securities. These securities may be as illiquid as the original trade claim investment.

· Tax Issue Although the issue is not free from doubt, it is likely that trade claims would be treated as non-securities investments. As a result, any gains would be considered “nonqualifying” under the Code. The funds may have up to 10% of their gross income (including capital gains) derived from nonqualifying sources.

Municipal Securities

Subject to the investment objectives and programs described in the prospectus and the additional investment restrictions described in this SAI, the funds’ portfolios may consist of any combination of the various types of municipal securities described below or other types of municipal securities that may be developed. The amount of the funds’ assets invested in any particular type of municipal security can be expected to vary.

The term “municipal securities” means obligations issued by or on behalf of states, territories, and possessions of the United States and the District of Columbia and their political subdivisions, agencies, and instrumentalities, as well as certain other persons and entities, the interest from which is generally exempt from federal income tax. In determining the tax-exempt status of a municipal security, the funds rely on the opinion of the issuer’s bond counsel at the time of the issuance of the security. However, it is possible this opinion could be overturned, and, as a result, the interest received by the funds from a municipal security assumed to be tax-exempt might not be exempt from federal income tax.

Municipal securities are normally classified by maturity as notes, bonds, or adjustable rate securities. Municipal securities include the following:

Municipal notes generally are used to provide short-term operating or capital needs and generally have maturities of one year or less.

· Tax Anticipation Notes Tax anticipation notes are issued to finance working capital needs of municipalities. Generally, they are issued in anticipation of various seasonal tax revenue, such as income, property, use, and business taxes, and are payable from these specific future taxes.

· Revenue Anticipation Notes Revenue anticipation notes are issued in expectation of receipt of revenues, such as sales taxes, toll revenues, or water and sewer charges, that are used to pay off the notes.

· Bond Anticipation Notes Bond anticipation notes are issued to provide interim financing until long-term financing can be arranged. In most cases, the long-term bonds then provide the money for the repayment of the notes.

· Tax-Exempt Commercial Paper Tax-exempt commercial paper is a short-term obligation with a stated maturity of 270 days or less. It is issued by state and local governments or their agencies to finance seasonal working capital needs or as short-term financing in anticipation of longer-term financing.

Municipal bonds, which meet longer-term capital needs and generally have maturities of more than one year when issued, have two principal classifications: general obligation bonds and revenue bonds. Additional categories of potential purchases include municipal lease obligations, prerefunded/escrowed to maturity bonds, private activity bonds, industrial development bonds, and participation interests.

· General Obligation Bonds Issuers of general obligation bonds include states, counties, cities, towns, and special districts. The proceeds of these obligations are used to fund a wide range of public projects, including construction or improvement of schools, public buildings, highways and roads, and general projects not supported by user fees or specifically identified revenues. The basic security behind general obligation bonds is the issuer’s pledge of its full faith and credit and taxing power for the payment of principal and interest. The taxes that can be levied for the payment of debt service may be limited or unlimited as to the rate or amount of special assessments. In many cases voter approval is required before an issuer may sell this type of bond.

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· Revenue Bonds The principal security for a revenue bond is generally the net revenues derived from a particular facility or enterprise or, in some cases, the proceeds of a special charge or other pledged revenue source. Revenue bonds are issued to finance a wide variety of capital projects including: electric, gas, water, and sewer systems; highways, bridges, and tunnels; port and airport facilities; colleges and universities; and hospitals. Revenue bonds are sometimes used to finance various privately operated facilities provided they meet certain tests established for tax-exempt status.

Although the principal security behind these bonds may vary, many provide additional security in the form of a mortgage or debt service reserve fund. Some authorities provide further security in the form of the state’s ability (without obligation) to make up deficiencies in the debt service reserve fund. Revenue bonds usually do not require prior voter approval before they may be issued.

· Municipal Lease Obligations Municipal borrowers may also finance capital improvements or purchases with tax-exempt leases. The security for a lease is generally the borrower’s pledge to make annual appropriations for lease payments. The lease payment is treated as an operating expense subject to appropriation risk and not a full faith and credit obligation of the issuer. Lease revenue bonds and other municipal lease obligations are generally considered less secure than a general obligation or revenue bond and often do not include a debt service reserve fund. To the extent the funds’ Boards determine such securities are illiquid, they will be subject to the funds’ limit on illiquid securities. There have also been certain legal challenges to the use of lease revenue bonds in various states.

The liquidity of such securities will be determined based on a variety of factors which may include, among others: (1) the frequency of trades and quotes for the obligation; (2) the number of dealers willing to purchase or sell the security and the number of other potential buyers; (3) the willingness of dealers to undertake to make a market in the security; (4) the nature of the marketplace trades, including the time needed to dispose of the security, the method of soliciting offers, and the mechanics of transfer; and (5) the rating assigned to the obligation by an established rating agency or T. Rowe Price.

· Prerefunded/Escrowed to Maturity Bonds Certain municipal bonds have been refunded with a later bond issue from the same issuer. The proceeds from the later issue are used to defease the original issue. In many cases the original issue cannot be redeemed or repaid until the first call date or original maturity date. In these cases, the refunding bond proceeds typically are used to buy U.S. Treasury securities that are held in an escrow account until the original call date or maturity date. The original bonds then become “prerefunded” or “escrowed to maturity” and are considered high-quality investments. While still tax-exempt, the security is the proceeds of the escrow account. To the extent permitted by the SEC and the IRS, a fund’s investment in such securities refunded with U.S. Treasury securities will, for purposes of diversification rules applicable to the funds, be considered an investment in U.S. Treasury securities.

· Private Activity Bonds Under current tax law, all municipal debt is divided broadly into two groups: governmental purpose bonds and private activity bonds. Governmental purpose bonds are issued to finance traditional public purpose projects such as public buildings and roads. Private activity bonds may be issued by a state or local government or public authority but principally benefit private users and are considered taxable unless a specific exemption is provided.

The tax code currently provides exemptions for certain private activity bonds such as not-for-profit hospital bonds, small-issue industrial development revenue bonds, and mortgage subsidy bonds, which may still be issued as tax-exempt bonds. Interest on tax-exempt private activity bonds has generally been subject to alternative minimum tax (AMT). However, interest on all private activity bonds issued in 2009 or 2010 will be exempt from AMT. In addition, interest on private activity bonds that were issued after 2003, and refunded during 2009 or 2010, will be exempt from AMT.

· Industrial Development Bonds Industrial development bonds are considered municipal bonds if the interest paid is exempt from federal income tax. They are issued by or on behalf of public authorities to raise money to finance various privately operated facilities for business and manufacturing, housing, sports, and pollution control. These bonds are also used to finance public facilities such as airports, mass transit systems, ports, and parking. The payment of the principal and interest on such bonds is dependent solely on the ability of the

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facility’s user to meet its financial obligations and the pledge, if any, of real and personal property so financed as security for such payment.

· Build America Bonds The American Recovery and Reinvestment Act of 2009 created Build America Bonds, which allowed state and local governments to issue taxable bonds to finance any capital expenditures for which they otherwise could issue tax-exempt governmental bonds. State and local governments received a federal subsidy payment for a portion of their borrowing costs on these bonds equal to 35% of the total coupon interest paid to investors. The municipality could elect to either take the federal subsidy or it can pass a 35% tax credit along to bondholders. Investments in these bonds will result in taxable interest income and the funds may elect to pass through to shareholders any corresponding tax credits. The tax credits can generally be used to offset federal income taxes and the AMT, but those tax credits are generally not refundable.

· Participation Interests The funds may purchase from third parties participation interests in all or part of specific holdings of municipal securities. The purchase may take different forms: in the case of short-term securities, the participation may be backed by a liquidity facility that allows the interest to be sold back to the third party (such as a trust, broker, or bank) for a predetermined price of par at stated intervals. The seller may receive a fee from the funds in connection with the arrangement.

In the case of longer-term bonds, the funds may purchase interests in a pool of municipal bonds or a single municipal bond or lease without the right to sell the interest back to the third party.

The funds will not purchase participation interests unless a satisfactory opinion of counsel or ruling of the IRS has been issued that the interest earned from the municipal securities on which the funds hold participation interests is exempt from federal income tax to the funds. However, there is no guarantee the IRS would treat such interest income as tax-exempt.

When-Issued Securities

New issues of municipal securities are often offered on a when-issued basis; that is, delivery and payment for the securities normally takes place 15 to 45 days or more after the date of the commitment to purchase. The payment obligation and the interest rate that will be received on the securities are each fixed at the time the buyer enters into the commitment. The funds will only make a commitment to purchase such securities with the intention of actually acquiring the securities. However, the funds may sell these securities before the settlement date if it is deemed advisable as a matter of investment strategy. Each fund will maintain cash, high-grade marketable debt securities, or other suitable cover with its custodian bank equal in value to commitments for when-issued securities. Such securities either will mature or, if necessary, be sold on or before the settlement date. Securities purchased on a when-issued basis and the securities held in the funds’ portfolios are subject to changes in market value based upon the public perception of the creditworthiness of the issuer and changes in the level of interest rates (which will generally result in similar changes in value, i.e., both experiencing appreciation when interest rates decline and depreciation when interest rates rise). Therefore, to the extent the funds remain fully invested or almost fully invested at the same time that they have purchased securities on a when-issued basis, there will be greater fluctuations in their net asset value than if they solely set aside cash to pay for when-issued securities. In the case of the retail or government money funds, this could increase the possibility that the market value of the funds’ assets could vary from $1.00 per share. In addition, there will be a greater potential for the realization of capital gains, which are not exempt from federal income tax. When the time comes to pay for when-issued securities, the funds will meet their obligations from then-available cash flow, sale of securities, or, although it would not normally expect to do so, from sale of the when-issued securities themselves (which may have a value greater or less than the payment obligation). The policies described in this paragraph are not fundamental and may be changed by the funds upon notice to shareholders.

Forwards

In some cases, the funds may purchase bonds on a when-issued basis with longer-than-standard settlement dates, in some cases exceeding one to two years. In such cases, the funds must execute a receipt evidencing

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the obligation to purchase the bond on the specified issue date, and must segregate cash internally to meet that forward commitment. Municipal “forwards” typically carry a substantial yield premium to compensate the buyer for the risks associated with a long when-issued period, including: shifts in market interest rates that could materially impact the principal value of the bond, deterioration in the credit quality of the issuer, loss of alternative investment options during the when-issued period, changes in tax law or issuer actions that would affect the exempt interest status of the bonds and prevent delivery, failure of the issuer to complete various steps required to issue the bonds, and limited liquidity for the buyer to sell the escrow receipts during the when-issued period.

Residual Interest Bonds

Residual interest bonds are a type of high-risk derivative. The funds may purchase municipal bond issues that are structured as two-part, residual interest bond and variable rate security offerings. The issuer is obligated only to pay a fixed amount of tax-free income that is to be divided among the holders of the two securities. The interest rate for the holders of the short-term, variable rate securities will typically be determined by an index or auction process held approximately every seven to 35 days while the long-term bondholders will receive all interest paid by the issuer minus the amount given to the variable rate security holders and a nominal auction fee. Therefore, the coupon of the residual interest bonds, and thus the income received, will move inversely with respect to short-term, 7- to 35-day tax-exempt interest rates. There is no assurance that the auction will be successful and that the variable rate security will provide short-term liquidity. The issuer is not obligated to provide such liquidity. In general, these securities offer a significant yield advantage over standard municipal securities, due to the uncertainty of the shape of the yield curve (i.e., short-term versus long-term rates) and consequent income flows, but tend to be more volatile than other municipal securities of similar maturity and credit quality.

Unlike many adjustable rate securities, residual interest bonds are not necessarily expected to trade at par and in fact present significant market risks. In certain market environments, residual interest bonds may carry substantial premiums, trade at deep discounts, or have limited liquidity. Residual interest bonds entail varying degrees of leverage, which could result in greater volatility and losses greater than investing directly in the underlying municipal bond.

The funds may invest in other types of derivative instruments as they become available.

For the purpose of the funds’ investment restrictions, the identification of the “issuer” of municipal securities which are not general obligation bonds is made by T. Rowe Price, on the basis of the characteristics of the obligation as described previously, the most significant of which is the source of funds for the payment of principal and interest on such securities.

There are, of course, other types of securities that are or may become available that are similar to the foregoing, and the funds may invest in these securities.

Adjustable Rate Securities

Generally, the maturity of a security is deemed to be the period remaining until the date (noted on the face of the instrument) on which the principal amount must be paid or, in the case of an instrument called for redemption, the date on which the redemption payment must be made. However, certain securities may be issued with demand features or adjustable interest rates that are reset periodically by predetermined formulas or indexes in order to minimize movements in the principal value of the investment in accordance with Rule 2a-7 under the 1940 Act. Such securities may have long-term maturities, but may be treated as a short-term investment under certain conditions. Generally, as interest rates decrease or increase, the potential for capital appreciation or depreciation on these securities is less than for fixed rate obligations. These securities may take a variety of forms, including variable rate, floating rate, and put option securities.

Variable Rate Securities Variable rate instruments are those whose terms provide for the adjustment of their interest rates on set dates and which, upon such adjustment, can reasonably be expected to have a market value that approximates its par value. A variable rate instrument, the principal amount of which is scheduled to be paid in 397 days or less, is deemed to have a maturity equal to the period remaining until the next

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readjustment of the interest rate. A variable rate instrument which is subject to a demand feature entitles the purchaser to receive the principal amount of the underlying security or securities.

Forward Commitment Contracts

The price of such securities, which may be expressed in yield terms, is fixed at the time the commitment to purchase is made, but delivery and payment take place at a later date. Normally, the settlement date occurs within 90 days of the purchase for when-issueds, but may be substantially longer for forwards. During the period between purchase and settlement, no payment is made by the funds to the issuer and no interest accrues to the funds. The purchase of these securities will result in a loss if their values decline prior to the settlement date. This could occur, for example, if interest rates increase prior to settlement. The longer the period between purchase and settlement, the greater the risks. At the time the funds make the commitment to purchase these securities, it will record the transaction and reflect the value of the security in determining its net asset value. The funds will cover these securities by maintaining cash, liquid, high-grade debt securities, or other suitable cover as permitted by the SEC, with its custodian bank equal in value to its commitments for the securities during the time between the purchase and the settlement. Therefore, the longer this period, the longer the period during which alternative investment options are not available to the funds (to the extent of the securities used for cover). Such securities either will mature or, if necessary, be sold on or before the settlement date.

To the extent the funds remain fully or almost fully invested (in securities with a remaining maturity of more than one year) at the same time they purchase these securities, there will be greater fluctuations in the funds’ net asset value than if the funds did not purchase them.

Real Estate Investment Trusts (“REITs”)

Investments in REITs may experience many of the same risks involved with investing in real estate directly. These risks include: declines in real estate values, risks related to local or general economic conditions, particularly lack of demand, overbuilding and increased competition, increases in property taxes and operating expenses, changes in zoning laws, heavy cash flow dependency, possible lack of availability of mortgage funds, obsolescence, losses due to natural disasters, condemnation of properties, regulatory limitations on rents and fluctuations in rental income, variations in market rental rates, and possible environmental liabilities. REITs may own real estate properties (“Equity REITs”) and be subject to these risks directly, or may make or purchase mortgages (“Mortgage REITs”) and be subject to these risks indirectly through underlying construction, development, and long-term mortgage loans that may default or have payment problems.

Equity REITs can be affected by rising interest rates that may cause investors to demand a high annual yield from future distributions which, in turn, could decrease the market prices for the REITs. In addition, rising interest rates also increase the costs of obtaining financing for real estate projects. Since many real estate projects are dependent upon receiving financing, this could cause the value of the Equity REITs in which the funds invest to decline.

Mortgage REITs may hold mortgages that the mortgagors elect to prepay during periods of declining interest rates, which may diminish the yield on such REITs. In addition, borrowers may not be able to repay mortgages when due, which could have a negative effect on the funds.

Some REITs have relatively small market capitalizations which could increase their volatility. REITs tend to be dependent upon specialized management skills and have limited diversification so they are subject to risks inherent in operating and financing a limited number of properties. In addition, when the funds invest in REITs, a shareholder will bear his proportionate share of fund expenses and indirectly bear similar expenses of the REITs. REITs depend generally on their ability to generate cash flow to make distributions to shareholders. Certain REITs may be able to pay up to 90% of their dividends in the form of stock instead of cash. Even if a fund receives all or part of a REIT distribution in stock, the fund will still be deemed to have received 100% of the distribution in cash and the entire distribution will be part of the fund’s taxable income. In addition, both

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Equity and Mortgage REITs are subject to the risks of failing to qualify for tax-free status of income under the Code or failing to maintain their exemptions from the 1940 Act.

Partnerships

The funds may invest in securities issued by companies that are organized as publicly traded partnerships or master limited partnerships, as well as limited liability companies. These entities may be publicly traded on certain stock exchanges or markets, and are generally operated under the supervision of one or more managing partners or members. Limited partners, unit holders, or members (such as a fund that invests in a partnership) are not usually involved in the day-to-day management of the company, but are allocated income and capital gains associated with the partnership project in accordance with the terms of the partnership or limited liability company agreement.

Risks involved with investing in partnerships include, among other things, risks associated with the partnership structure itself and the specific industry or industries in which the partnership invests (for example, real estate development, oil, or gas). State law governing partnerships is often less restrictive than state law governing corporations. As a result, there may be less legal protections afforded to investors in a partnership than investors in a corporation. At times, partnerships may potentially offer relatively high yields compared to common stocks. Because partnerships are generally treated as “pass-through” entities for tax purposes, they do not ordinarily pay income taxes but instead pass their earnings on to unit holders (except in the case of some publicly traded partnerships that may be taxed as corporations).

Illiquid or Restricted Securities

Some fund holdings may be considered illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold in the ordinary course of business at approximately the price at which the fund values them. The determination of whether a holding is considered liquid or illiquid involves a variety of factors. Certain restricted securities may be sold only in privately negotiated transactions or in a public offering with respect to which a registration statement is in effect under the 1933 Act. Where registration is required, the fund may be obligated to pay all or part of the registration expenses, and a considerable period may elapse between the time of the decision to sell and the time the fund may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, the fund might obtain a less favorable price than that which prevailed when it decided to sell. Restricted securities will be priced at fair value as determined in accordance with procedures prescribed by the funds’ Boards. If, through the appreciation of illiquid securities or the depreciation of liquid securities, a fund should be in a position where more than the allowable amount of its net assets is invested in illiquid assets, including restricted securities, the fund will take appropriate steps to the extent possible, to increase the amount of its investments in liquid securities.

Notwithstanding the above, the funds may purchase securities which, while privately placed, are eligible for purchase and sale under Rule 144A under the 1933 Act. This rule permits certain qualified institutional buyers, such as the funds, to trade in privately placed securities even though such securities are not registered under the 1933 Act. The liquidity of these securities is monitored based on a variety of factors.

All Funds (other than the Money Funds)

Investments in Other Investment Companies

Unaffiliated Investment Companies The funds may invest in other investment companies that are not sponsored by T. Rowe Price, which include open-end funds, closed-end funds, exchange-traded funds (“ETFs”), unit investment trusts, and other investment companies that have elected to be treated as business development companies under the 1940 Act.

The funds may purchase shares of another investment company to temporarily gain exposure to a portion of the market while awaiting purchase of securities or as an efficient means of gaining exposure to a particular asset class. The funds might also purchase shares of another investment company to gain exposure to the securities in the investment company’s portfolio at times when the fund may not be able to buy those

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securities directly. Any investment in another investment company would be consistent with a fund’s objective and investment program.

Investing in another investment company involves risks similar to those of investing directly in the investment company’s portfolio securities, including the risk that the values of the portfolio securities may fluctuate due to changes in the financial condition of the securities’ issuers and other market factors. An investment company may not achieve its investment objective or execute its investment strategy effectively, which may adversely affect the fund’s performance. In addition, because closed-end funds trade on a stock exchange or in the OTC market and ETFs trade on a securities exchange, their shares may trade at a substantial premium or discount to the actual net asset value of its portfolio securities and their potential lack of liquidity could result in greater volatility.

If a fund invests in a non-T. Rowe Price investment company, the fund must pay its proportionate share of that investment company’s fees and expenses, which are in addition to the management fee and other operational expenses incurred by the fund. The expenses associated with certain investment companies, such as business development companies, may be significant. The fund could also incur a sales charge or redemption fee in connection with purchasing or redeeming an investment company security.

A Price Fund’s investments in non-T. Rowe Price registered investment companies are subject to the limits that apply to such investments under the 1940 Act unless the fund invests in reliance on exemptive relief which permits it to exceed the 1940 Act limits. The 1940 Act generally provides that a fund may invest up to 10% of its total assets in securities of other investment companies. In addition, a fund may not own more than 3% of the total outstanding voting stock of any investment company and not more than 5% of the fund’s total assets may be in invested in a particular investment company.

Affiliated Investment Companies The funds may also invest in certain Price Funds as a means of gaining efficient and cost-effective exposure to specific asset classes, provided the investment is consistent with an investing fund’s investment program and policies. Such an investment could allow the fund to obtain the benefits of a more diversified portfolio than might otherwise be available through direct investments in the asset class, and will subject the fund to the risks associated with the particular asset class. Examples of asset classes in which other Price Funds invest include high yield bonds, floating rate loans, inflation-linked securities, international bonds, emerging market bonds, and emerging market stocks. To ensure that the fund does not incur duplicate management fees as a result of its investment in another Price Fund, the management fee paid by the fund will be reduced in an amount sufficient to offset the fees paid by the underlying fund related to the investment.

Hedge Funds Investments in unregistered hedge funds may be used to gain exposure to certain asset classes. Hedge funds are not subject to the same regulatory requirements as mutual funds and other registered investment companies and an investing fund may not be able to rely on the protections under the 1940 Act that are available to investors in registered investment companies.

There are often advance notice requirements and withdrawal windows which limit investors’ ability to readily redeem shares of a hedge fund. If a hedge fund were to engage in activity deemed inappropriate by a fund or pursue a different strategy than the fund was led to believe, the fund may not be able to withdraw its investment in a hedge fund promptly after a decision has been made to do so, causing the fund to incur a significant loss and adversely affect its total return.

Hedge funds are not required to provide periodic pricing or valuation information to investors, and often engage in leveraging, short-selling, commodities investing and other speculative investment practices that are not fully disclosed and may increase the risk of investment loss. Their underlying holdings and investment strategies are not as transparent to investors or typically as diversified as those of traditional mutual funds; therefore, an investing fund is unable to look through to the hedge fund’s underlying investments in determining compliance with its own investment restrictions.

For the various reasons cited above, investments in a hedge fund are considered illiquid by an investing fund. Valuations of illiquid securities involve various judgments and consideration of factors that may be subjective, and there is a risk that inaccurate valuations of hedge fund positions could adversely affect the stated value of the fund. Fund investors should be aware that situations involving uncertainties as to the valuation of portfolio

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positions could have an adverse effect on the fund’s net assets, which, in turn, would affect amounts paid on redemptions of fund shares if the judgments made regarding appropriate valuations should be proven incorrect. If the net asset value of a fund is not accurate, purchasing or redeeming shareholders may pay or receive too little or too much for their shares and the interests of remaining shareholders may become overvalued or diluted.

Money Funds

Determination of Maturity of Money Market Securities

The funds may only purchase securities which at the time of investment have remaining maturities of 397 calendar days or less, or adjustable rate government securities that may have maturities longer than 397 days but have interest rate resets within 397 days. The other funds may also purchase money market securities. In determining the maturity of money market securities, funds will follow the provisions of Rule 2a-7 under the 1940 Act.

Eligible Money Market Securities Defined

Effective October 14, 2016, pursuant to amendments adopted by the SEC, Rule 2a-7 eliminated references to requisite NRSROs, credit ratings, and “first tier and second tier money market securities,” but continues to require money market funds to invest only in eligible securities, as defined in amended Rule 2a-7. Under amended Rule 2a-7, an eligible security is a security that (i) is issued by a registered investment company that is a money market fund; (ii) is a government security; and/or (iii) has a remaining maturity of 397 calendar days or less and has been determined by the fund’s Board (or its delegate) to present minimal credit risks to the fund. The credit risk determination must include an analysis of the capacity of the security’s issuer or guarantor (including the provider of a conditional demand feature, when applicable) to meet its financial obligations. In doing so, the analysis must include, to the extent appropriate, consideration of:

(a) the security’s issuer or guarantor’s financial condition;

(b) the security’s issuer or guarantor’s sources of liquidity;

(c) the security’s issuer or guarantor’s ability to react to future market-wide and issuer- or guarantor-

specific events, including ability to repay debt in a highly adverse situation; and

(d) the strength of the issuer or guarantor’s industry within the economy and relative to economic trends,

and issuer or guarantor’s competitive position within its industry.

The credit risk analysis may include additional factors that may be relevant in evaluating certain specific asset types, as described in amended Rule 2a-7.

DERIVATIVES

The funds may use derivatives whose characteristics are consistent with the funds’ investment programs.

A derivative is a financial instrument that has a value based on—or “derived from”—the value of other assets, reference rates, or indexes. Derivatives generally take the form of contracts under which the parties agree to payments between them based upon the performance of a wide variety of underlying references, such as stocks, bonds, commodities, interest rates, currency exchange rates, and various domestic and foreign indexes. The main types of derivatives are futures, options, forward contracts, swaps, and hybrid instruments.

Like most other fund investments, derivatives are subject to the risk that the market value of the underlying asset will change in a way detrimental to the funds’ interest. However, the risks associated with the use of derivatives are different from, and potentially much greater than, the risks associated with investing directly in the instruments on which the derivatives are based. Because some derivatives involve leverage, returns can be magnified, either positively or negatively, and adverse changes in the value or level of the underlying asset,

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reference rate, or index can result in a loss substantially greater than the amount invested in the derivative itself.

The funds may use derivatives for a variety of purposes. Potential uses include, but are not limited to, the following: adjusting duration; managing exposure to changes in interest rates, currency exchange rates, or credit quality; investing in broad segments of the market or certain asset classes with greater efficiency and at a lower cost than is possible through direct investment; enhancing income; improving risk-adjusted returns; expressing positive or negative views on a particular issuer, country, or currency; and managing cash flows into and out of a fund. The funds may use derivatives to take a short position in a currency, which allows a fund to sell a currency in excess of the value of its holdings denominated in that currency or to sell a currency even if it does not hold any assets denominated in the currency. The funds may also use derivatives to take short positions with respect to their exposure to a particular country or market. For example, a fund could sell futures contracts on a particular index where the value of the futures contract exceeds the value of the bonds or stocks represented in the index that are held by the fund, or the fund could sell futures or enter into interest rate swaps with respect to a particular bond market without owning any bonds in that market.

Some derivatives are traded on exchanges, while other derivatives are privately negotiated and entered into in the OTC market. Exchange-traded derivatives are traded via specialized derivatives exchanges or other securities exchanges. The exchange acts as an intermediary to the transactions and the terms for each type of contract are generally standardized. OTC derivatives are traded between two parties directly without going through a regulated exchange. The terms of the contract are subject to negotiation by the parties to the contract.

Certain OTC derivatives are subject to counterparty risk, whereas the exposure to default for exchange-traded derivatives is assumed by the exchange’s clearinghouse. Counterparty risk is the risk that a party to an OTC derivatives contract may fail to perform on its obligations. A loss may be sustained as a result of the insolvency or bankruptcy of the counterparty, or the failure of the counterparty to make required payments or comply with the terms of the contract. In the event of insolvency of the counterparty, the funds may be unable to liquidate a derivatives position. Because the purchase and sale of an OTC derivative does not have the guarantee of a central clearing organization, the creditworthiness of the counterparty is an additional risk factor that the funds need to consider and monitor.

In accordance with the 1940 Act and various SEC and SEC staff interpretive positions, the fund must “set aside” (often referred to as “asset segregation”) liquid assets, or engage in other SEC or staff-approved measures, to “cover” open positions with respect to certain kinds of derivative instruments. If a derivative agreement contractually requires a fund to settle in cash, the fund will determine its daily obligation to the counterparty and will maintain sufficient liquid assets to cover that obligation.

Futures Contracts

Futures contracts are a type of potentially high-risk derivative.

Transactions in Futures

The funds may enter into futures contracts including stock index, interest rate, and currency futures (“futures” or “futures contracts”).

Interest rate or currency futures contracts may be used as a hedge against changes in prevailing levels of interest rates or currency exchange rates in order to establish more definitely the effective return on securities or currencies held or intended to be acquired by the funds. Interest rate or currency futures can be sold as an offset against the effect of expected increases in interest rates or currency exchange rates and purchased as an offset against the effect of expected declines in interest rates or currency exchange rates.

Futures can also be used as an efficient means of regulating the funds’ exposure to the market.

Index Funds may only enter into futures contracts that are appropriate for their investment programs to provide an efficient means of maintaining liquidity while being invested in the market, to facilitate trading, or

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to reduce transaction costs. Otherwise, the nature of such futures and the regulatory limitations and risks to which they are subject are the same as those described below.

Stock index futures contracts may be used to provide a hedge for a portion of the funds’ portfolios, as a cash management tool, or as an efficient way to implement either an increase or decrease in portfolio market exposure in response to changing market conditions. The funds may purchase or sell futures contracts with respect to any stock index. Nevertheless, to hedge the funds’ portfolios successfully, the funds must sell futures contracts with respect to indices or subindices whose movements will have a significant correlation with movements in the prices of the funds’ portfolio securities.

The funds will enter into futures contracts that are traded on national (or foreign) futures exchanges and are standardized as to maturity date and underlying financial instrument. A public market exists in futures contracts covering various taxable fixed-income securities as well as municipal bonds. Futures exchanges and trading in the United States are regulated under the Commodity Exchange Act by the Commodity Futures Trading Commission (“CFTC”). Although techniques other than the sale and purchase of futures contracts could be used for the above-referenced purposes, futures contracts offer an effective and relatively low cost means of implementing the funds’ objectives in these areas.

Limitations on Futures

If the funds purchase or sell futures contracts or related options which do not qualify as bona fide hedging under applicable CFTC rules, the aggregate initial margin deposits and premium required to establish those positions cannot exceed 5% of the liquidation value of the funds after taking into account unrealized profits and unrealized losses on any such contracts they have entered into, provided, however, that in the case of an option that is in-the-money at the time of purchase, the in-the-money amount may be excluded in calculating the 5% limitation. For purposes of this policy, options on futures contracts and foreign currency options traded on a commodities exchange will be considered “related options.” This policy may be modified by the Boards without a shareholder vote and does not limit the percentage of the funds’ assets at risk to 5%.

In instances involving the purchase of futures contracts or the writing of call or put options thereon by the funds, the funds will determine daily an amount of cash, liquid assets, or other suitable cover (such as owning an offsetting position) as permitted by the SEC, equal to the market value of the futures and options contracts thereon (less any related margin deposits) to cover the position. As a result, the commitment of a large portion of the funds’ assets to cover open futures or options positions could impede portfolio management or the funds’ ability to meet redemption requests or other current obligations.

If the CFTC or other regulatory authorities adopt different (including less stringent) or additional restrictions, the funds would comply with such new restrictions.

The CFTC’s rules limit the ability of a mutual fund to use commodities, futures, swaps and certain other derivatives if its investment adviser does not register with the CFTC as a commodity pool operator (“CPO”) with respect to the fund. It is expected that all of the Price Funds will normally execute their investment programs within the limits and exemptions prescribed by the CFTC’s rules. As a result, T. Rowe Price does not intend to register with the CFTC as a CPO on behalf of any of the Price Funds. In the event one of the Price Funds engages in transactions that necessitate future registration with the CFTC, T. Rowe Price will register as a CPO and comply with applicable regulations with respect to that fund. Compliance with these additional regulatory requirements could increase the fund’s expenses.

For funds that utilize commodity interests, a notice has been filed on behalf of the funds with the National Futures Association claiming an exclusion from the definition of CPO under the Commodity Exchange Act, as amended, pursuant to CFTC Rule 4.5. Accordingly, the Price Funds’ Investment Manager has not been subject to registration or regulation as a CPO.

Trading in Futures Contracts

A futures contract provides for the future sale by one party and purchase by another party of a specified amount of a specific financial instrument (e.g., units of a stock index) for a specified price, date, time, and place designated at the time the contract is made. Brokerage fees are incurred when a futures contract is bought or sold and margin deposits must be maintained during the term of the contract. Entering into a

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contract to buy is commonly referred to as buying or purchasing a contract or holding a long position. Entering into a contract to sell is commonly referred to as selling a contract or holding a short position.

Unlike when the funds purchase or sell a security, no price would be paid or received by the funds upon the purchase or sale of a futures contract. Upon entering into a futures contract, and to maintain the funds’ open positions in futures contracts, the funds would be required to deposit in a segregated account with the clearing broker for the futures contract an amount of cash or liquid assets known as “initial margin.” The margin required for a particular futures contract is set by the exchange on which the contract is traded and may be significantly modified from time to time by the exchange during the term of the contract. Futures contracts are customarily purchased and sold on margins that may range upward from less than 5% of the value of the contract being traded.

Financial futures are valued daily at closing settlement prices. If the price of an open futures contract changes (by increase in the case of a sale or by decrease in the case of a purchase) so that the loss on the futures contract reaches a point at which the margin on deposit does not satisfy margin requirements, the clearing broker will require a payment by the funds (“variation margin”) to restore the margin account to the amount of the initial margin.

Subsequent payments (“mark-to-market payments”) to and from the futures clearing broker are made on a daily basis as the price of the underlying assets fluctuates, making the long and short positions in the futures contract more or less valuable. If the value of the open futures position increases in the case of a sale or decreases in the case of a purchase, the funds will pay the amount of the daily change in value to the clearing broker. However, if the value of the open futures position decreases in the case of a sale or increases in the case of a purchase, the clearing broker will pay the amount of the daily change in value to the funds.

Although certain futures contracts, by their terms, require actual future delivery of and payment for the underlying instruments, in practice, most futures contracts are usually closed out before the delivery date. Closing out an open futures contract purchase or sale is effected by entering into an offsetting futures contract sale or purchase, respectively, for the same aggregate amount of the identical securities and the same delivery date. If the offsetting purchase price is less than the original sale price, the funds realize a gain; if it is more, the funds realize a loss. Conversely, if the offsetting sale price is more than the original purchase price, the funds realize a gain; if it is less, the funds realize a loss. The transaction costs must also be included in these calculations. There can be no assurance, however, that the funds will be able to enter into an offsetting transaction with respect to a particular futures contract at a particular time. If the funds are not able to enter into an offsetting transaction, the funds will continue to be required to maintain the margin deposits on the futures contract.

As an example of an offsetting transaction in which the underlying instrument is not delivered, the contractual obligations arising from the sale of one contract of September Treasury bills on an exchange may be fulfilled at any time before delivery of the contract is required (i.e., on a specified date in September, the “delivery month”) by the purchase of one contract of September Treasury bills on the same exchange. In such instance, the difference between the price at which the futures contract was sold and the price paid for the offsetting purchase, after allowance for transaction costs, represents the profit or loss to the funds.

Settlement of a stock index futures contract may or may not be in the underlying security. If not in the underlying security, then settlement will be made in cash, equivalent over time to the difference between the contract price and the actual price of the underlying asset (as adjusted by a multiplier) at the time the stock index futures contract expires.

For example, the S&P 500 Stock Index is made up of 500 selected common stocks, most of which are listed on the New York Stock Exchange (“NYSE”). The S&P 500 Index assigns relative weightings to the common stocks included in the index, and the index fluctuates with changes in the market values of those common stocks. In the case of futures contracts on the S&P 500 Index, the contracts are to buy or sell 250 units. Thus, if the value of the S&P 500 Index were $150, one contract would be worth $37,500 (250 units x $150). The stock index futures contract specifies that no delivery of the actual stocks making up the index will take place. Instead, settlement in cash occurs. Over the life of the contract, the gain or loss realized by the funds will equal the difference between the purchase (or sale) price of the contract and the price at which the contract is

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terminated. For example, if the funds enter into a futures contract to buy 250 units of the S&P 500 Index at a specified future date at a contract price of $150 and the S&P 500 Index is at $154 on that future date, the funds will gain $1,000 (250 units x gain of $4). If the funds enter into a futures contract to sell 250 units of the stock index at a specified future date at a contract price of $150 and the S&P 500 Index is at $152 on that future date, the funds will lose $500 (250 units x loss of $2).

It is possible that hedging activities of funds investing in municipal securities will occur through the use of U.S. Treasury bond futures.

All funds (other than the Money Funds)

Special Risks of Transactions in Futures Contracts

· Volatility and Leverage The prices of futures contracts are volatile and are influenced, among other things, by actual and anticipated changes in the market and interest rates, which in turn are affected by fiscal and monetary policies and national and international political and economic events.

Most U.S. futures exchanges limit the amount of fluctuation permitted in futures contract prices during a single trading day. The daily limit establishes the maximum amount that the price of a futures contract may vary either up or down from the previous day’s settlement price at the end of a trading session. Once the daily limit has been reached in a particular type of futures contract, no trades may be made on that day at a price beyond that limit. The daily limit governs only price movement during a particular trading day and therefore does not limit potential losses because the limit may prevent the liquidation of unfavorable positions. Futures contract prices have occasionally moved to the daily limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and subjecting some futures traders to substantial losses.

Margin deposits required on futures trading are low. As a result, a relatively small price movement in a futures contract may result in immediate and substantial losses, as well as gains, to the investor. For example, if at the time of purchase, 10% of the value of the futures contract is deposited as margin, a subsequent 10% decrease in the value of the futures contract would result in a total loss of the margin deposit, before any deduction for the transaction costs, if the account were then closed out. A 15% decrease would result in a loss equal to 150% of the original margin deposit, if the contract were closed out. Thus, a purchase or sale of a futures contract may result in losses in excess of the amount invested in the futures contract.

· Fellow Customer Risk The funds are subject to “fellow-customer risk,” which is the risk that one or more customers of a futures commission merchant will default on their obligations and that the resulting losses will be so great that the futures commission merchant will default on its obligations and that margin posted by one customer will be used to cover a loss caused by a different customer.

There are rules that generally prohibit the use of one customer’s funds to meet the obligations of another customer, and that limit the ability to use customer margin posted by non-defaulting customers to satisfy losses caused by defaulting customers, by requiring the futures commission merchant to use its own funds to meet a defaulting customer’s obligations. While a customer’s loss would likely need to be substantial before other customers would be exposed to fellow customer risk, these rules nevertheless permit the commingling of margin and do not limit the mutualization of customer losses from investment losses, custodial failures, fraud, or other causes. If the loss is so great that, notwithstanding the application of the futures commission merchant’s own funds, there is a shortfall in the amount of customer funds required to be held in segregation, the futures commission merchant could default and be placed into bankruptcy. In these circumstances, the Bankruptcy Code provides that non-defaulting customers will share pro-rata in any shortfall. A shortfall in customer segregated funds may also make the transfer of the accounts of non-defaulting customers to another futures commission merchant more difficult.

· Liquidity The funds may elect to close some or all of their futures positions at any time prior to their expiration. The funds would do so to reduce exposure represented by long futures positions or short futures positions. The funds may close their position by taking opposite positions, which would operate to terminate the funds’ position in the futures contracts. Final determinations of mark-to-market payments would then be

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made, additional cash would be required to be paid by or released to the funds, and the funds would realize a loss or a gain.

Futures contracts may be closed out only on the exchange or board of trade where the contracts were initially traded. Although the funds intend to purchase or sell futures contracts only on exchanges or boards of trade where there appears to be an active market, there is no assurance that a liquid market on an exchange or board of trade will exist for any particular contract at any particular time. In such event, it might not be possible to close a futures contract, and in the event of adverse price movements, the funds would continue to be required to make daily mark-to-market and variation margin payments. However, in the event futures contracts have been used to hedge the underlying instruments, the funds would continue to hold the underlying instruments subject to the hedge until the futures contracts could be terminated. In such circumstances, an increase in the price of underlying instruments, if any, might partially or completely offset losses on the futures contract. However, as described next, there is no guarantee that the price of the underlying instruments will, in fact, correlate with the price movements in the futures contract and thus provide an offset to losses on a futures contract.

· Hedging Risk A decision whether, when, and how to hedge involves skill and judgment, and even a well-conceived hedge may be unsuccessful to some degree because of unexpected market or economic events. There are several risks in connection with the use by the funds of futures contracts as a hedging device. One risk arises because of the imperfect correlation between movements in the prices of the futures contracts and movements in the prices of the underlying instruments which are the subject of the hedge. T. Rowe Price will, however, attempt to reduce this risk by entering into futures contracts whose movements, in its judgment, will have a significant correlation with movements in the prices of the funds’ underlying instruments sought to be hedged.

Successful use of futures contracts by the funds for hedging purposes is also subject to T. Rowe Price’s ability to correctly predict movements in the direction of the market. It is possible that, when the funds have sold futures to hedge their portfolios against a decline in the market, the index, indices, or instruments’ underlying futures might advance, and the value of the underlying instruments held in the funds’ portfolios might decline. If this were to occur, the funds would lose money on the futures and also would experience a decline in value in their underlying instruments. However, while this might occur to a certain degree, T. Rowe Price believes that over time the value of the funds’ portfolios will tend to move in the same direction as the market indices used to hedge the portfolio. It is also possible that, if the funds were to hedge against the possibility of a decline in the market (adversely affecting the underlying instruments held in their portfolios) and prices instead increased, the funds would lose part or all of the benefit of increased value of those underlying instruments that it had hedged because it would have offsetting losses in their futures positions. In addition, in such situations, if the funds have insufficient cash, it might have to sell underlying instruments to meet daily mark-to-market and variation margin requirements. Such sales of underlying instruments might be, but would not necessarily be, at increased prices (which would reflect the rising market). The funds might have to sell underlying instruments at a time when it would be disadvantageous to do so.

In addition to the possibility that there might be an imperfect correlation, or no correlation at all, between price movements in the futures contracts and the portion of the portfolio being hedged, the price movements of futures contracts might not correlate perfectly with price movements in the underlying instruments due to certain market distortions. First, all participants in the futures market are subject to margin deposit and maintenance requirements. Rather than meeting additional margin deposit requirements, investors might close futures contracts through offsetting transactions, which could distort the normal relationship between the underlying instruments and futures markets. Second, the margin requirements in the futures market are less onerous than margin requirements in the securities markets and, as a result, the futures market might attract more speculators than the securities markets. Increased participation by speculators in the futures market might also cause temporary price distortions. Due to the possibility of price distortion in the futures market and also because of imperfect correlation between price movements in the underlying instruments and movements in the prices of futures contracts, even a correct forecast of general market trends by T. Rowe Price might not result in a successful hedging transaction over a very short time period.

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Options on Futures Contracts

Options (another type of potentially high-risk derivative) on futures are similar to options on underlying instruments, except that options on futures give the purchaser the right, in return for the premium paid, to assume a position in a futures contract (a long position if the option is a call and a short position if the option is a put), rather than to purchase or sell the futures contract at a specified exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the futures position by the writer of the option to the holder of the option will be accompanied by the delivery of the accumulated balance in the writer’s futures margin account, which represents the amount by which the market price of the futures contract, at exercise, exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the option on the futures contract. Purchasers of options who fail to exercise their options prior to the exercise date suffer a loss of the premium paid. Options on futures contracts are valued daily at the last sale price on its primary exchange at the time at which the net asset value per share of the funds are computed (close of the NYSE, normally at 4 p.m. ET), or, in the absence of such sale, the mean of closing bid and ask prices.

Writing a put option on a futures contract serves as a partial hedge against an increase in the value of securities the funds intend to acquire. If the futures price at expiration of the option is above the exercise price, the funds will retain the full amount of the option premium, which provides a partial hedge against any increase that may have occurred in the price of the debt securities the funds intend to acquire. If the futures price when the option is exercised is below the exercise price, however, the funds will incur a loss, which may be wholly or partially offset by the decrease in the price of the securities the funds intend to acquire.

Funds investing in municipal securities may trade in municipal bond index option futures or similar options on futures developed in the future. In addition, the funds may trade in options on futures contracts on U.S. government securities and any U.S. government securities futures index contract which might be developed.

From time to time, a single order to purchase or sell futures contracts (or options thereon) may be made on behalf of a fund and other T. Rowe Price funds. Such aggregated orders would be allocated among the fund and the other T. Rowe Price funds in a fair and nondiscriminatory manner.

Call and put options may be purchased or written on financial indices as an alternative to options on futures.

Special Risks of Transactions in Options on Futures Contracts

The risks described under “Special Risks of Transactions in Futures Contracts” are substantially the same as the risks of using options on futures. If the funds were to write an option on a futures contract, they would be required to deposit initial margin and maintain mark-to-market payments in the same manner as a regular futures contract. In addition, where the funds seek to close out an option position by writing or buying an offsetting option covering the same index, underlying instrument, or contract and having the same exercise price and expiration date, their ability to establish and close out positions on such options will be subject to the maintenance of a liquid secondary market. Reasons for the absence of a liquid secondary market on an exchange include the following: (1) there may be insufficient trading interest in certain options; (2) restrictions may be imposed by an exchange on opening transactions, closing transactions, or both; (3) trading halts, suspensions, or other restrictions may be imposed with respect to particular classes or series of options, or underlying instruments; (4) unusual or unforeseen circumstances may interrupt normal operations on an exchange; (5) the facilities of an exchange or a clearing corporation may not at all times be adequate to handle current trading volume; or (6) one or more exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the trading of options (or a particular class or series of options), in which event the secondary market on that exchange (or in the class or series of options) would cease to exist, although outstanding options on the exchange that had been issued by a clearing corporation as a result of trades on that exchange would continue to be exercisable in accordance with their terms. There is no assurance that higher-than-anticipated trading activity or other unforeseen events might not, at times, render certain of the facilities of any of the clearing corporations inadequate, and thereby result in the institution by an exchange of special procedures, which may interfere with the timely execution of customers’ orders.

In the event no such market exists for a particular contract in which the funds maintain a position, in the case of a written option, the funds would have to wait to sell the underlying securities or futures positions until the

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option expires or is exercised. The funds would be required to maintain margin deposits on payments until the contract is closed. Options on futures are treated for accounting purposes in the same way as the analogous option on securities are treated.

In addition, the correlation between movements in the price of options on futures contracts and movements in the price of the securities hedged can only be approximate. This risk is significantly increased when an option on a U.S. government securities future or an option on some type of index future is used as a proxy for hedging a portfolio consisting of other types of securities. Another risk is that if the movements in the price of options on futures contracts and the value of the call increase by more than the increase in the value of the securities held as cover, the funds may realize a loss on the call, which is not completely offset by the appreciation in the price of the securities held as cover and the premium received for writing the call.

The successful use of options on futures contracts requires special expertise and techniques different from those involved in portfolio securities transactions. A decision whether, when, and how to hedge involves skill and judgment, and even a well-conceived hedge may be unsuccessful to some degree because of unexpected market behavior or interest rate trends. During periods when municipal securities market prices are appreciating, the funds may experience poorer overall performance than if it had not entered into any options on futures contracts.

General Considerations Transactions by the funds in options on futures will be subject to limitations established by each of the exchanges, boards of trade, or other trading facilities governing the maximum number of options in each class which may be written or purchased by a single investor or group of investors acting in concert, regardless of whether the options are written on the same or different exchanges, boards of trade, or other trading facilities or are held or written in one or more accounts or through one or more brokers. Thus, the number of contracts which the funds may write or purchase may be affected by contracts written or purchased by other investment advisory clients of T. Rowe Price. An exchange, boards of trade, or other trading facility may order the liquidations of positions found to be in excess of these limits, and it may impose certain other sanctions.

Additional Futures and Options Contracts

Although the funds have no current intention of engaging in futures or options transactions other than those described above, it reserves the right to do so. Such futures and options trading might involve risks which differ from those involved in the futures and options described above.

Foreign Futures and Options

Participation in foreign futures and foreign options transactions involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade. Neither the National Futures Association nor any domestic exchange regulates activities of any foreign boards of trade, including the execution, delivery, and clearing of transactions, or has the power to compel enforcement of the rules of a foreign board of trade or any applicable foreign law. This is true even if the exchange is formally linked to a domestic market so that a position taken on the market may be liquidated by a transaction on another market. Moreover, such laws or regulations will vary depending on the foreign country in which the foreign futures or foreign options transaction occurs. For these reasons, when the funds trade foreign futures or foreign options contracts, it may not be afforded certain of the protective measures provided by the Commodity Exchange Act, the CFTC’s regulations, and the rules of the National Futures Association and any domestic exchange, including the right to use reparations proceedings before the CFTC and arbitration proceedings provided by the National Futures Association or any domestic futures exchange. In particular, proceeds derived from foreign futures or foreign options transactions may not be provided the same protections as proceeds derived from transactions on U.S. futures exchanges. In addition, the price of any foreign futures or foreign options contract and, therefore, the potential profit and loss thereon may be affected by any variance in the foreign exchange rate between the time the funds’ orders are placed and the time they are liquidated, offset, or exercised.

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U.S. Treasury Intermediate and U.S. Treasury Long-Term Funds

Limitations on Futures and Options

The funds will not purchase a futures contract or option thereon if, with respect to positions in futures or options on futures which do not represent bona fide hedging, the aggregate initial margin and premiums on such positions would exceed 5% of the funds’ net asset value. In addition, neither of the funds will enter into a futures transaction if it would be obligated to purchase or deliver amounts that would exceed 15% of the funds’ total assets.

The funds will not write a covered call or put option if, as a result, the aggregate market value of all portfolio securities covering call options or subject to delivery under put options exceeds 15% of the market value of the funds’ total assets.

The funds have no current intention of investing in options on individual securities. However, they reserve the right to do so in the future and could be subject to the following limitations: the funds may invest up to 15% of total assets in premiums on put options and 15% of total assets in premiums on call options. The total market value of the funds’ obligations under futures contracts and premiums on purchased options will not exceed 15% of each fund’s total assets.

All Funds (other than the Money Funds)

Currency Derivatives

The funds may use currency derivatives for a variety of purposes, such as settling trades in a foreign currency, attempting to protect a fund’s holdings from unfavorable changes in currency exchange rates, and various currency hedging techniques (for example, gaining exposure to a currency expected to appreciate in value versus other currencies).

The funds may settle trades of non-U.S. dollar-denominated holdings on a spot (i.e., cash) basis at the prevailing rate in the foreign currency exchange market. A foreign exchange spot transaction, also known as FX spot, is an agreement between two parties to buy one currency against selling another currency at an agreed price for settlement on the spot date. The exchange rate at which the transaction is done is called the spot exchange rate. Unlike forward currency exchange contracts and currency futures, which involve trading a particular amount of a currency pair at a predetermined price at some point in the future, the underlying currencies in a spot FX are exchanged following the settlement date.

A forward currency exchange contract involves an obligation to purchase or sell a specific currency at a future date, which may be any fixed number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are principally traded in the interbank market conducted directly between currency traders (usually large, commercial banks) and their customers. A forward contract generally has no deposit requirement, and no commissions are charged at any stage for trades. The funds may enter into forward contracts for a variety of purposes in connection with the management of the foreign securities portion of their portfolios. The funds’ use of such contracts would include, but not be limited to, the following:

First, when the funds enter into a contract for the purchase or sale of a security denominated in a foreign currency, they may desire to “lock in” the U.S. dollar price of the security. By entering into a forward contract for the purchase or sale, for a fixed amount of dollars, of the amount of currency involved in the underlying security transactions, the funds will be able to protect themselves against a possible loss resulting from an adverse change in the relationship between the U.S. dollar and the subject foreign currency during the period between the date the security is purchased or sold and the date on which payment is made or received.

Second, when T. Rowe Price believes that one currency may experience a substantial movement against another currency, including the U.S. dollar, it may enter into a forward contract to sell or buy the amount of the former foreign currency, approximating the value of some or all of the funds’ portfolio securities denominated in such foreign currency. Alternatively, where appropriate, the funds may hedge all or part of their foreign currency exposure through the use of a basket of currencies or a proxy currency where such

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currency or currencies act as an effective proxy for other currencies. In such a case, the funds may enter into a forward contract where the amount of the foreign currency to be sold exceeds the value of the securities denominated in such currency. The use of this basket hedging technique may be more efficient and economical than entering into separate forward contracts for each currency held in the funds. The precise matching of the forward contract amounts and the value of the securities involved will not generally be possible since the future value of such securities in foreign currencies will change as a consequence of market movements in the value of those securities between the date the forward contract is entered into and the date it matures. The projection of short-term currency market movement is extremely difficult, and the successful execution of a short-term hedging strategy is highly uncertain. Under normal circumstances, consideration of the prospect for relative currency values will be incorporated into the longer-term investment decisions made with regard to overall diversification strategies. However, T. Rowe Price believes that it is important to have the flexibility to enter into such forward contracts when it determines that the best interests of the funds will be served.

Third, the funds may use forward contracts when the funds wish to hedge out of the dollar into a foreign currency in order to create a synthetic bond or money market instrument–the security would be issued in U.S. dollars but the dollar component would be transformed into a foreign currency through a forward contract.

At the maturity of a forward contract, the funds may sell the portfolio security and make delivery of the foreign currency, or they may retain the security and either extend the maturity of the forward contract (by “rolling” that contract forward) or may initiate a new forward contract.

If the funds retain the portfolio security and engage in an offsetting transaction, the funds will incur a gain or a loss (as described below) to the extent that there has been movement in forward contract prices. If the funds engage in an offsetting transaction, they may subsequently enter into a new forward contract to sell the foreign currency. Should forward prices decline during the period between the funds’ entering into a forward contract for the sale of a foreign currency and the date they enter into an offsetting contract for the purchase of the foreign currency, the funds will realize a gain to the extent the price of the currency they have agreed to sell exceeds the price of the currency they have agreed to purchase. Should forward prices increase, the funds will suffer a loss to the extent the price of the currency they have agreed to purchase exceeds the price of the currency they have agreed to sell. A fund may net any offsetting positions when calculating its aggregate market exposure to a particular currency and in managing the portfolio within its limit on the use of foreign currency instruments. This may occur, for instance, where a fund has entered into two forward foreign currency exchange contracts with concurrent settlement dates, and one provides for delivery of currency A and receipt of currency B and the other contract provides for delivery of currency B and receipt of currency A.

The funds may also engage in non-deliverable forward transactions to manage currency risk, as well as to gain exposure to a currency, whether or not the fund owns securities denominated in that currency. A non-deliverable forward is a transaction that represents an agreement between a fund and a counterparty to buy or sell a specified amount of a particular currency at an agreed upon foreign exchange rate on a future date. Unlike other currency transactions, there is no physical delivery of the currency on the settlement of a non-deliverable forward transaction. Rather, the fund and the counterparty agree to net the settlement by making a payment in U.S. dollars or another fully convertible currency that represents any difference between the foreign exchange rate agreed upon at the inception of the non-deliverable forward agreement and the actual exchange rate on the agreed upon future date. When currency exchange rates do not move as anticipated, a fund could sustain losses on the non-deliverable forward transaction. This risk is heightened when the transactions involve currencies of emerging market countries.

The funds may enter into forward contracts for any purpose consistent with the funds’ investment objectives and programs. The funds will not enter into a forward contract, or maintain exposure to any such contract(s), if the amount of foreign currency required to be delivered thereunder would exceed the funds’ holdings of liquid assets as permitted by the SEC. In determining the amount to be delivered under a contract, the funds may net offsetting positions.

If the value of the assets being used as cover declines or the amount of the fund’s commitment increases because of changes in currency rates, the fund may need to provide additional cash or securities to satisfy its commitment under the forward agreement. The fund is also subject to the risk that it may be delayed or

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prevented from obtaining payments owed to it under the forward transaction as a result of the insolvency or bankruptcy of the counterparty or the failure of the counterparty to comply with the terms of the contract. There is no assurance that a fund would succeed in pursuing any contractual remedies available under the agreement.

Although most currency derivatives will generally be considered liquid investments, the funds may consider derivatives that involve particular currencies to be illiquid. The funds’ dealing in forward foreign currency exchange contracts will generally be limited to the transactions described above. However, the funds reserve the right to enter into forward foreign currency contracts for different purposes and under different circumstances. Of course, the funds are not required to enter into forward contracts with regard to their foreign currency-denominated securities and will not do so unless deemed appropriate by T. Rowe Price. It also should be realized that this method of hedging against a decline in the value of a currency does not eliminate fluctuations in the underlying prices of the securities. It simply establishes a rate of exchange at a future date. Additionally, although such contracts tend to minimize the risk of loss due to a decline in the value of the hedged currency, at the same time, they tend to limit any potential gain which might result from an increase in the value of that currency.

Although the funds value their assets daily in terms of U.S. dollars, they do not intend to convert their holdings of foreign currencies into U.S. dollars on a daily basis. They will do so from time to time, and there are costs associated with currency conversion. Although foreign exchange dealers do not charge a fee for conversion, they do realize a profit based on the difference between the prices at which they are buying and selling various currencies. Thus, a dealer may offer to sell a foreign currency to the funds at one rate, while offering a lesser rate of exchange should the funds desire to resell that currency to the dealer.

Regulation of OTC Derivatives

The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”), enacted in July 2010, includes provisions that comprehensively regulates OTC derivatives for the first time (including many of the trades previously described, such as forward currency exchange contracts and swap agreements. Dodd-Frank authorizes the SEC and the CFTC to mandate that a substantial portion of OTC derivatives must be executed on exchanges or “swap execution facilities,” and be submitted for clearing to regulated clearinghouses. OTC derivatives submitted for clearing will be subject to minimum initial and variation margin requirements set by the relevant clearinghouse, as well as possible margin requirements mandated by the SEC or the CFTC. OTC derivatives clearing firms typically demand the unilateral ability to increase a customer’s collateral requirements for cleared OTC derivatives beyond any regulatory and clearinghouse minimums. The regulators also have broad discretion to impose margin requirements on non-cleared OTC derivatives and impose new requirements to the holding of customer collateral by OTC derivatives dealers. It is possible that new requirements will increase the amount of collateral the funds are required to provide and the costs associated with providing it.

With respect to cleared OTC derivatives, the funds will not face a clearinghouse directly but rather through a clearing firm that is registered with the CFTC or SEC to act as a clearing member. The funds may face the indirect risk of the failure of another customer of the funds’ clearing firm to meet its obligations to such clearing member. This scenario could be triggered by a customer’s failure to meet its obligations to the clearing member or arise due to a default by the clearing member on its obligations to the clearinghouse.

The SEC and CFTC will also require most standardized swaps that are currently executed on a bilateral basis in the OTC markets to be executed through a derivatives exchange or a regulated entity created by Dodd-Frank called a swap execution facility. Certain CFTC-regulated derivatives are already subject to these rules and the CFTC expects to subject additional OTC derivatives to such trade execution rules in the future, which could hinder the funds in executing certain investment strategies. The SEC has not indicated when they will impose clearing or trade execution requirements on the OTC derivatives that they regulate. If a fund decides to become a direct member of one or more of these exchanges or execution facilities, such fund would be subject to all of the rules of the exchange or execution facility, which would bring additional risks and liabilities, and potential additional regulatory requirements.

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OTC derivative dealers are now required to register with the CFTC and will ultimately be required to register with the SEC. Dealers are subject to new minimum capital and margin requirements, business conduct standards, disclosure requirements, reporting and recordkeeping requirements, transparency requirements, position limits, limitations on conflicts of interest, and other regulatory burdens. These requirements further increase the overall costs for OTC derivative dealers, which costs may be passed along to the funds as market changes continue to be implemented. The overall impact of Dodd-Frank on each fund remains highly uncertain and it is unclear how the OTC derivatives markets will adapt to this new regulatory regime, along with additional, sometimes overlapping, regulatory requirements imposed by non-U.S. regulators.

Federal Tax Treatment of Options, Futures Contracts, and Forward Foreign Exchange Contracts

The funds may enter into certain options, futures, forward foreign exchange contracts, and swaps, including options and futures on currencies. Entering into such transactions can affect the timing and character of the income and gains realized by the funds and the timing and character of fund distributions.

Such contracts, if they qualify as Section 1256 contracts, will be considered to have been closed at the end of the funds’ taxable years and any gains or losses will be recognized for tax purposes at that time. Such gains or losses (as well as gains or losses from the normal closing or settlement of such transactions) will be characterized as 60% long-term capital gain (taxable at a maximum rate of 20%) or loss and 40% short-term capital gain or loss regardless of the holding period of the instrument (ordinary income or loss for foreign exchange contracts). The funds will be required to distribute net gains on such transactions to shareholders even though it may not have closed the transaction and received cash to pay such distributions, although swaps are now generally excluded from the definition of a Section 1256 contract.

Certain options, futures, forward foreign exchange contracts, and swaps, which offset another security in the fund, including options, futures, and forward exchange contracts on currencies, which offset a foreign dollar-denominated bond or currency position, may be considered straddles for tax purposes. Generally, a loss on any position in a straddle will be subject to deferral to the extent of any unrealized gain in an offsetting position. For securities that were held for one year or less at inception of the straddle, the holding period may be deemed not to begin until the straddle is terminated. If securities comprising a straddle have been held for more than one year at inception of the straddle, losses on offsetting positions may be treated as entirely long-term capital losses even if the offsetting positions have been held for less than one year. However, a fund may choose to comply with certain identification requirements for offsetting positions that are components of a straddle. Losses with respect to identified positions are not deferred, rather the basis of the identified position that offset the loss position is increased.

In order for the funds to continue to qualify for federal income tax treatment as regulated investment companies, at least 90% of their gross income for a taxable year must be derived from qualifying income, e.g., generally dividends, interest, income derived from loans of securities, and gains from the sale of securities or currencies. Tax regulations could be issued limiting the extent to which the net gain realized from options, futures, or forward foreign exchange contracts on currencies is qualifying income for purposes of the 90% requirement.

Entering into certain options, futures, forward foreign exchange contracts, or swaps may result in a “constructive sale” of offsetting stocks or debt securities of the funds. In such a case, the funds will be required to realize gain, but not loss, on the deemed sale of such positions as if the position were sold on that date.

For certain options, futures, forward foreign exchange contracts, or swaps, the IRS has not issued comprehensive rules relating to the timing and character of income and gains realized on such contracts. It is possible that new tax legislations and new IRS regulations could result in changes to the amounts recorded by the funds, potentially resulting in tax consequences to the funds.

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Options

All Funds (other than the Money Funds and the Multi-Strategy Total Return Fund)

Options are a type of potentially high-risk derivative. The funds may buy or sell listed options, also known as exchange-traded options, as well as buy or sell dealer options, also known as OTC options or over-the-counter options.

Writing Call Options

The funds may write (sell) American or European style “covered” call options and purchase options to close out options previously written. In writing covered call options, the funds expect to generate additional premium income, which should serve to enhance the funds’ total return and reduce the effect of any price decline of the security, index, or currency involved in the option. Call options will generally be written on securities, indexes, or currencies which, in T. Rowe Price’s opinion, are not expected to have any major price increases or moves in the near future but which, over the long term, are deemed to be attractive investments for the funds.

A call option gives the holder (buyer) the right to purchase, and the writer (seller) has the obligation to sell, a security or currency at a specified price (the exercise price) at expiration of the option (European style) or at any time until a certain date (the expiration date) (American style). Index options are option contracts in which the underlying value is based on the level of a particular securities index. So long as the obligation of the writer of a call option continues, he may be assigned an exercise notice by the broker-dealer through whom such option was sold, requiring him to deliver the underlying security or currency against payment of the exercise price. This obligation terminates upon the expiration of the call option or such earlier time at which the writer effects a closing purchase transaction by repurchasing an option identical to that previously sold. To secure his obligation to deliver the underlying security or currency in the case of a call option, a writer is required to deposit in escrow the underlying security or currency or other assets in accordance with the rules of a clearing corporation.

If a fund writes a covered call option, the fund will either own the security or currency subject to the option or an option to purchase the same underlying security or currency having an exercise price equal to or less than the exercise price of the “covered” option. From time to time, the funds will write a call option that is not covered as indicated above (for example, an option on an index). In this case, the fund will determine daily an amount of cash, liquid assets, or other suitable cover (such as owning an offsetting position) as permitted by the SEC, equal to the market value of the options contract thereon (less any related margin deposits) to cover the position. While such an option would be “covered” with sufficient collateral to satisfy SEC prohibitions on issuing senior securities, this type of strategy would expose the funds to the risks of writing uncovered options, which could result in unlimited losses.

Portfolio securities or currencies on which call options may be written will be purchased solely on the basis of investment considerations consistent with the funds’ investment objectives. The writing of covered call options is a conservative investment technique believed to involve relatively little risk (in contrast to the writing of naked or uncovered options, which the funds generally will not do) but capable of enhancing the funds’ total return. When writing a covered call option, the funds, in return for the premium, give up the opportunity for profit from a price increase in the underlying security or currency above the exercise price, but conversely retain the risk of loss should the price of the security or currency decline. Unlike one that owns securities or currencies not subject to an option, the funds have no control over when they may be required to sell the underlying securities or currencies, since they may be assigned an exercise notice at any time prior to the expiration of its obligation as a writer. If a call option the funds have written expires, the funds will realize a gain in the amount of the premium; however, such gain may be offset by a decline in the market value of the underlying security or currency during the option period. If the call option is exercised, the funds will realize a gain or loss from the sale of the underlying security or currency. The funds do not consider a security or currency covered by a call to be “pledged” as that term is used in the funds’ policy, which limits the pledging or mortgaging of assets. If the fund writes an uncovered option on a security as described above, it will bear the risk of having to purchase the security subject to the option at a price higher than the exercise price of the option. As the price of a security could appreciate substantially, the funds’ loss could be significant.

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The premium received is the market value of an option. The premium the funds will receive from writing a call option will reflect, among other things, the current market price of the underlying security or currency, the relationship of the exercise price to such market price, the historical price volatility of the underlying security or currency, and the length of the option period. Once the decision to write a call option has been made, T. Rowe Price, in determining whether a particular call option should be written on a particular security or currency, will consider the reasonableness of the anticipated premium and the likelihood that a liquid secondary market will exist for those options. The premium received by the funds for writing covered call options will be recorded as a liability of the funds. This liability will be adjusted daily to the option’s current market value, which will be the latest sale price on its primary exchange at the time at which the net asset values per share of the funds are computed (close of the NYSE, normally 4 p.m. ET) or, in the absence of such sale, the mean of closing bid and ask prices. The option will be terminated upon expiration of the option, the purchase of an identical option in a closing transaction, or delivery of the underlying security or currency upon the exercise of the option.

As the seller of an index call option, the fund receives a premium from the purchaser. The purchaser of an index call option has the right to any appreciation in the value of the index over a fixed price (the exercise price) by the expiration date of the option. If the purchaser does not exercise the option, the fund retains the premium. If the purchaser exercises the option, the fund pays the purchaser the difference between the value of the index and the exercise price of the option. The premium, the exercise price, and the value of the index determine the gain or loss realized by the fund as the seller of the index call option. The fund can also repurchase the call option prior to the expiration date, thereby ending its obligation. In this case, the difference between the cost of repurchasing the option and the premium received will determine the gain or loss realized by the fund.

Closing transactions will be effected in order to realize a profit on an outstanding call option, to prevent an underlying security or currency from being called, or to permit the sale of the underlying security or currency. Furthermore, effecting a closing transaction will permit the funds to write another call option on the underlying security or currency with either a different exercise price, expiration date, or both. If the funds desire to sell a particular security or currency from their portfolios on which they have written a call option or purchased a put option, they will seek to effect a closing transaction prior to, or concurrently with, the sale of the security or currency. There is, of course, no assurance that the funds will be able to effect such closing transactions at favorable prices. If the funds cannot enter into such a transaction, they may be required to hold a security or currency that they might otherwise have sold. When the funds write a covered call option, they run the risk of not being able to participate in the appreciation of the underlying securities or currencies above the exercise price, as well as the risk of being required to hold on to securities or currencies that are depreciating in value. This could result in higher transaction costs. The funds will pay transaction costs in connection with the writing of options to close out previously written options. Such transaction costs are normally higher than those applicable to purchases and sales of portfolio securities.

Call options written by the funds will normally have expiration dates of less than nine months from the date written. The exercise price of the options may be below, equal to, or above the current market values of the underlying securities or currencies at the time the options are written. From time to time, the funds may purchase an underlying security or currency for delivery in accordance with an exercise notice of a call option assigned to it, rather than delivering such security or currency from their portfolios. In such cases, additional costs may be incurred.

The funds will realize a profit or loss from a closing purchase transaction if the cost of the transaction is less or more than the premium received from the writing of the option. Because increases in the market price of a call option will generally reflect increases in the market price of the underlying security or currency, any loss resulting from the repurchase of a call option is likely to be offset in whole or in part by appreciation of the underlying security or currency owned by the funds.

The funds will not write a covered call option if, as a result, the aggregate market value of all portfolio securities or currencies covering written call or put options exceeds 25% of the market value of the funds’ total assets. In calculating the 25% limit, the funds will offset the value of securities underlying purchased calls and puts on identical securities or currencies with identical maturity dates.

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Writing Put Options

The funds may write American or European style covered put options and purchase options to close out options previously written by the funds. A put option gives the purchaser of the option the right to sell, and the writer (seller) has the obligation to buy, the underlying security, currency, or index option at the exercise price during the option period (American style) or at the expiration of the option (European style). So long as the obligation of the writer continues, he may be assigned an exercise notice by the broker-dealer through whom such option was sold, requiring him to make payment to the exercise price against delivery of the underlying security or currency. The operation of put options in other respects, including their related risks and rewards, is substantially identical to that of call options.

A fund may write put options on a covered basis, which means that the fund will maintain sufficient liquid assets to purchase the asset if the option is exercised, in an amount not less than the exercise price. Alternatively, the funds will own an option to sell the underlying security or currency subject to the option having an exercise price equal to or greater than the exercise price of the “covered” option at all times while the put option is outstanding. (The rules of the Options Clearing Corporation, the clearing house for options traded on an exchange, currently requires that such assets be deposited in escrow to secure payment of the exercise price.)

The funds would generally write covered put options in circumstances where T. Rowe Price wishes to purchase the underlying security or currency for the funds’ portfolios at a price lower than the current market price of the security or currency. In such event the funds would write a put option at an exercise price which, reduced by the premium received on the option, reflects the lower price it is willing to pay. Since the funds would also receive interest on debt securities or currencies maintained to cover the exercise price of the option, this technique could be used to enhance current return during periods of market uncertainty. The risk in such a transaction would be that the market price of the underlying security or currency would decline below the exercise price, less the premiums received. Such a decline could be substantial and result in a significant loss to the funds. In addition, the funds, because they do not own the specific securities or currencies which they may be required to purchase in exercise of the put, cannot benefit from appreciation, if any, with respect to such specific securities or currencies.

The funds will not write a covered put option if, as a result, the aggregate market value of all portfolio securities or currencies covering put or call options exceeds 25% of the market value of the funds’ total assets. In calculating the 25% limit, the funds will offset the value of securities underlying purchased puts and calls on identical securities or currencies with identical maturity dates.

The premium received by the funds for writing covered put options will be recorded as a liability of the funds. This liability will be adjusted daily to the option’s current market value, which will be the latest sale price on its primary exchange at the time at which the net asset value per share of the funds is computed (close of the NYSE, normally 4 p.m. ET), or, in the absence of such sale, the mean of the closing bid and ask prices.

Purchasing Put Options

The funds may purchase American or European style put options. As the holder of a put option, the funds have the right to sell the underlying security or currency at the exercise price at any time during the option period (American style) or at the expiration of the option (European style). The funds may enter into closing sale transactions with respect to such options, exercise them, or permit them to expire. The funds may purchase put options for defensive purposes in order to protect against an anticipated decline in the value of their securities or currencies.

The funds may purchase a put option on an underlying security or currency (a “protective put”) owned by the funds as a defensive technique in order to protect against an anticipated decline in the value of the security or currency. Such hedge protection is provided only during the life of the put option when the funds, as holder of the put option, are able to sell the underlying security or currency at the put exercise price regardless of any decline in the underlying security’s market price or currency’s exchange value. For example, a put option may be purchased in order to protect unrealized appreciation of a security or currency where T. Rowe Price deems it desirable to continue to hold the security or currency because of tax considerations. The

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premium paid for the put option and any transaction costs would reduce any capital gain otherwise available for distribution when the security or currency is eventually sold.

The funds may also purchase put options at a time when they do not own the underlying security or currency. By purchasing put options on a security or currency they do not own, the funds seek to benefit from a decline in the market price of the underlying security or currency. If the put option is not sold when it has remaining value and if the market price of the underlying security or currency remains equal to or greater than the exercise price during the life of the put option, the funds will lose their entire investment in the put option. In order for the purchase of a put option to be profitable, the market price of the underlying security or currency must decline sufficiently below the exercise price to cover the premium and transaction costs, unless the put option is sold in a closing sale transaction.

The funds will not commit more than 5% of total assets to premiums when purchasing put options. The premium paid by the funds when purchasing a put option will be recorded as an asset of the funds in the portfolio of investments. This asset will be adjusted daily to the option’s current market value, which will be the latest sale price on its primary exchange at the time at which the net asset values per share of the funds are computed (close of the NYSE, normally 4 p.m. ET) or, in the absence of such sale, the mean of closing bid and ask prices. This asset will be terminated upon expiration of the option, the selling (writing) of an identical option in a closing transaction, or the delivery of the underlying security or currency upon the exercise of the option.

Purchasing Call Options

The funds may purchase American or European style call options. As the holder of a call option, the funds have the right to purchase the underlying security or currency at the exercise price at any time during the option period (American style) or at the expiration of the option (European style). The funds may enter into closing sale transactions with respect to such options, exercise them, or permit them to expire. The funds may purchase call options for the purpose of increasing their current return or avoiding tax consequences which could reduce their current return. The funds may also purchase call options in order to acquire the underlying securities or currencies. Examples of such uses of call options are provided next.

Call options may be purchased by the funds for the purpose of acquiring the underlying securities or currencies for their portfolios. Utilized in this fashion, the purchase of call options enables the funds to acquire the securities or currencies at the exercise price of the call option plus the premium paid. At times the net cost of acquiring securities or currencies in this manner may be less than the cost of acquiring the securities or currencies directly. This technique may also be useful to the funds in purchasing a large block of securities or currencies that would be more difficult to acquire by direct market purchases. So long as the funds hold such a call option, rather than the underlying security or currency itself, the funds are partially protected from any unexpected decline in the market price of the underlying security or currency and in such event could allow the call option to expire, incurring a loss only to the extent of the premium paid for the option.

The funds may also purchase call options on underlying securities or currencies they own in order to protect unrealized gains on call options previously written by them. A call option would be purchased for this purpose where tax considerations make it inadvisable to realize such gains through a closing purchase transaction. Call options may also be purchased at times to avoid realizing losses.

The funds will not commit more than 5% of total assets to premiums when purchasing call and put options. The premium paid by the funds when purchasing a call option will be recorded as an asset of the funds in the portfolio of investments. This asset will be adjusted daily to the option’s current market value, which will be the latest sale price on its primary exchange at the time at which the net asset values per share of the funds are computed (close of the NYSE, normally 4 p.m. ET), or, in the absence of such sale, the mean of closing bid and ask prices.

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Multi-Strategy Total Return Fund

Writing Call Options

The fund may write covered calls. When a fund writes a call on an investment, it receives a premium and agrees to sell the callable investment to a purchaser of a corresponding call during the call period (usually not more than nine months) at a fixed exercise price (which may differ from the market price of the underlying investment) regardless of market price changes during the call period. The call may be exercised at any time during the call period. To terminate its obligation on a call it has written, a fund may purchase a corresponding call in a “closing purchase transaction.” A profit or loss will be realized, depending upon whether the net of the amount of option transaction costs and the premium received on the call a fund has written is more or less than the price of the call such fund subsequently purchased. A profit may also be realized if the call lapses unexercised because the fund retains the underlying investment and the premium received. If a fund could not effect a closing purchase transaction due to the lack of a market, it would have to hold the callable investment until the call lapsed or was exercised.

The fund may also write an uncovered call (i.e., the fund does not hold the underlying security) or calls on futures without owning a futures contract on deliverable securities, provided that at the time the call is written, the fund covers the call with an equivalent dollar value of deliverable securities or liquid assets. The fund will cover with additional liquid assets if the value of the segregated assets drops below 100% of the current market value of the underlying instrument. The seller of an uncovered call option assumes the risk of a theoretically unlimited increase in the market price of the underlying security above the exercise price of the option. The securities necessary to satisfy the exercise of an uncovered call option may be unavailable for purchase, except at much higher prices, thereby reducing or eliminating the value of the premium. Purchasing securities to cover the exercise price of an uncovered call option can cause the price of the securities to increase, thereby exacerbating the loss. In no circumstances would an exercise notice as to a future put a fund in a short futures position.

Writing Put Options

A put option on a security or futures contract gives the purchaser the right to sell, and the writer the obligation to buy, the underlying investment at the exercise price during the option period. The put may be exercised at any time during the option period. The premium a fund receives from writing a put option represents a profit, as long as the price of the underlying investment remains above the exercise price. However, the fund (as the writer of the put) has also assumed the obligation during the option period to buy the underlying investment from the buyer of the put at the exercise price, even though the value of the investment may fall below the exercise price. If the put expires unexercised, the fund (as the writer of the put) realizes a gain in the amount of the premium less transaction costs. If the put is exercised, the fund must fulfill its obligation to purchase the underlying investment at the exercise price, which will usually exceed the market value of the investment at that time. In that case, the fund may incur a loss, equal to the sum of the sale price of the underlying investment and the premium received minus the sum of the exercise price and any transaction costs incurred.

When writing put options on securities or futures contracts, to secure its obligation to pay for the underlying security or futures contract, the fund will either (i) segregate on its records cash or liquid assets equal to the exercise price of the option less margins or deposits; (ii) sell the underlying security short at a price at least equal to the strike price; or (iii) purchase a put option with a strike price at least equal to the strike price of the put option sold. The fund therefore may have to forego certain opportunities to invest the assets used to cover the obligation. As long as the obligation of the fund as the put writer continues, it may be assigned an exercise notice by the exchange or broker-dealer through whom such option was sold, requiring the fund to exchange currency at the specified rate of exchange (in the context of puts on currencies) or to take delivery of the underlying security against payment of the exercise price. The fund may have no control over when it may be required to purchase the underlying security, since it may be assigned an exercise notice at any time prior to the termination of its obligation as the writer of the put. This obligation terminates upon expiration of the put, or such earlier time at which the fund effects a closing purchase transaction by purchasing a put of the same

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series as that previously sold. Once the fund has been assigned an exercise notice, it is thereafter not allowed to effect a closing purchase transaction.

The fund may effect a closing purchase transaction to realize a profit on an outstanding put option it has written or to prevent an underlying security from being put. Furthermore, effecting such a closing purchase transaction will permit the fund to write another put option to the extent that the exercise price thereof is secured by the deposited assets, or to utilize the proceeds from the sale of such assets for other investments by that fund. The fund will realize a profit or loss from a closing purchase transaction if the cost of the transaction is less or more than the premium received from writing the option.

Purchasing Puts and Calls

The fund may purchase calls to protect against the possibility that the fund’s portfolio will not participate in an anticipated rise in the securities market. When a fund purchases a call (other than in a closing purchase transaction), it pays a premium and, except as to calls on stock indexes, has the right to buy the underlying investment from a seller of a corresponding call on the same investment during the call period at a fixed exercise price. In purchasing a call, the fund benefits only if the call is sold at a profit or if, during the call period, the market price of the underlying investment is above the sum of the exercise price, transaction costs, and the premium paid, and the call is exercised. If the call is not exercised or sold (whether or not at a profit), it will become worthless at its expiration date and the fund will lose its premium payment and the right to purchase the underlying investment. When a fund purchases a call on a stock index, it pays a premium, but settlement is in cash rather than by delivery of the underlying investment to the fund.

When a fund purchases a put, it pays a premium and, except as to puts on stock indexes, has the right to sell the underlying investment to a seller of a corresponding put on the same investment during the put period at a fixed exercise price. Buying a put on an investment a fund owns (a “protective put”) enables that fund to attempt to protect itself during the put period against a decline in the value of the underlying investment below the exercise price by selling the underlying investment at the exercise price to a seller of a corresponding put. If the market price of the underlying investment is equal to or above the exercise price and, as a result, the put is not exercised or resold, the put will become worthless at its expiration and the fund will lose the premium payment and the right to sell the underlying investment. However, the put may be sold prior to expiration (whether or not at a profit).

Puts and calls on securities indexes or securities index futures are similar to puts and calls on securities or futures contracts except that all settlements are in cash and gain or loss depends on changes in the index in question (and thus on price movements in the stock market generally) rather than on price movements of individual securities or futures contracts. When a fund buys a call on a securities index or securities index future, it pays a premium. If a fund exercises the call during the call period, a seller of a corresponding call on the same investment will pay the fund an amount of cash to settle the call if the closing level of the securities index or securities index future upon which the call is based is greater than the exercise price of the call. That cash payment is equal to the difference between the closing price of the call and the exercise price of the call times a specified multiple (the “multiplier”) which determines the total dollar value for each point of difference. When a fund buys a put on a securities index or securities index future, it pays a premium and has the right during the put period to require a seller of a corresponding put, upon the fund’s exercise of its put, to deliver cash to the fund to settle the put if the closing level of the securities index or securities index future upon which the put is based is less than the exercise price of the put. That cash payment is determined by the multiplier, in the same manner as described above as to calls.

When a fund purchases a put on a securities index, or on a securities index future not owned by it, the put protects the fund to the extent that the index moves in a similar pattern to the securities the fund holds. The fund can either resell the put or, in the case of a put on a stock index future, buy the underlying investment and sell it at the exercise price. The resale price of the put will vary inversely with the price of the underlying investment. If the market price of the underlying investment is above the exercise price, and as a result the put is not exercised, the put will become worthless on the expiration date. In the event of a decline in price of the underlying investment, the fund could exercise or sell the put at a profit to attempt to offset some or all of its loss on its portfolio securities.

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All Funds (other than the Money Funds)

Dealer (Over-the-Counter) Options

The funds may engage in transactions involving dealer options. Certain risks, including credit risk and counterparty risk, are specific to dealer options. While the funds would look to a clearing corporation to exercise exchange-traded options, if the funds were to purchase a dealer option, they would rely primarily on the dealer from whom they purchased the option to perform if the option were exercised. Failure by the dealer to do so could result in the loss of the premium paid by the funds as well as loss of the expected benefit of the transaction.

Exchange-traded options generally have a continuous liquid market, while dealer options are less liquid or could have no liquidity. Consequently, the funds will generally be able to realize the value of a dealer option they have purchased only by exercising it or reselling it to the dealer who issued it. Under certain conditions, the funds may also be able to resell or assign a purchased dealer option to another dealer on substantially the same terms. Similarly, when the funds write a dealer option, unless they can assign the option to another dealer, they generally will be able to close out the option prior to its expiration only by entering into a closing purchase transaction with the dealer to which the funds originally wrote the option. While the funds will seek to enter into dealer options only with dealers who will agree to and are expected to be capable of entering into closing transactions with the funds, there can be no assurance that the dealers will consent to the closing transaction nor is it assured that the funds will realize a favorable price. Until the funds, as a covered dealer call option writer, are able to effect a closing purchase transaction, they will not be able to liquidate securities (or other assets) or currencies used as cover until the option expires or is exercised. In the event of insolvency of the counter-party, the funds may be unable to liquidate a dealer option. With respect to options written by the funds, the inability to enter into a closing transaction may result in material losses to the funds.

The funds may consider OTC options to be liquid holdings; however, any OTC options that cannot be unwound, reassigned, or sold are generally considered to be illiquid. The funds may treat the cover used for written OTC options as liquid if the dealer agrees that the funds may repurchase the OTC option they have written for a maximum price to be calculated by a predetermined formula. In such cases, the OTC option would be considered illiquid only to the extent the maximum repurchase price under the formula exceeds the intrinsic value of the option.

In addition, for certain types of OTC options that have substantially similar terms to exchange-traded options, the funds may treat such options, and the underlying cover used for written options, as liquid based on factors such as: (1) the frequency and availability of dealer quotes and the comparability to prices available on an options exchange; (2) the number of dealers willing to purchase or accept assignments of such OTC options; and (3) the nature of the OTC options, their settlement terms and their termination provisions (i.e., the time needed to close out or terminate an OTC position, method of soliciting offers, and mechanics of transfer).

Warrants

Warrants can be highly volatile and have no voting rights, pay no dividends, and have no rights with respect to the assets of the corporation issuing them. Warrants basically are options to purchase securities at a specific price valid for a specific period of time. They do not represent ownership of the securities, but only the right to buy them. Warrants differ from call options in that warrants are issued by the issuer of the security which may be purchased on their exercise, whereas call options may be written or issued by anyone. The prices of warrants do not necessarily move parallel to the prices of the underlying securities.

There are, of course, other types of securities that are or may become available that are similar to the foregoing, and the funds may invest in these securities.

Hybrid Instruments

A hybrid instrument is a debt security, preferred stock, depository share, trust certificate, certificate of deposit, or other evidence of indebtedness on which a portion of or all interest payments, and/or the principal or stated amount payable at maturity, redemption, or retirement is determined by reference to prices, changes in prices,

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or differences between prices of securities, currencies, intangibles, goods, articles, or commodities (collectively, “underlying assets”) or by another objective index, economic factor, or other measure, such as interest rates, currency exchange rates, commodity indices, and securities indices (collectively, “benchmarks”). Thus, hybrid instruments may take a variety of forms, including, but not limited to, debt instruments with interest or principal payments or redemption terms determined by reference to the value of a currency or commodity or securities index at a future point in time, preferred stock with dividend rates determined by reference to the value of a currency, or convertible securities with the conversion terms related to a particular commodity.

Hybrid instruments can be an efficient means of creating exposure to a particular market, or segment of a market, with the objective of enhancing total return. For example, the funds may wish to take advantage of expected declines in interest rates in several European countries, but avoid the transaction costs associated with buying and currency-hedging the foreign bond positions. One solution would be to purchase a U.S. dollar-denominated hybrid instrument whose redemption price is linked to the average three-year interest rate in a designated group of countries. The redemption price formula would provide for payoffs of greater than par if the average interest rate was lower than a specified level, and payoffs of less than par if rates were above the specified level. Furthermore, the funds could limit the downside risk of the security by establishing a minimum redemption price so that the principal paid at maturity could not be below a predetermined minimum level if interest rates were to rise significantly. The purpose of this arrangement, known as a structured security with an embedded put option, would be to give the funds the desired European bond exposure while avoiding currency risk, limiting downside market risk, and lowering transaction costs. Of course, there is no guarantee that the strategy will be successful, and the funds could lose money if, for example, interest rates do not move as anticipated or credit problems develop with the issuer of the hybrid instruments.

The risks of investing in hybrid instruments reflect a combination of the risks of investing in securities, options, futures, and currencies. Thus, an investment in a hybrid instrument may entail significant risks that are not associated with a similar investment in a traditional debt instrument that has a fixed principal amount, is denominated in U.S. dollars, or bears interest either at a fixed rate or a floating rate determined by reference to a common, nationally published benchmark. The risks of a particular hybrid instrument will, of course, depend upon the terms of the instrument, but may include, without limitation, the possibility of significant changes in the benchmarks or the prices of underlying assets to which the instrument is linked. Such risks generally depend upon factors which are unrelated to the operations or credit quality of the issuer of the hybrid instrument and which may not be readily foreseen by the purchaser, such as economic and political events, the supply of and demand for the underlying assets, and interest rate movements. In addition, the various benchmarks and prices for underlying assets can be highly volatile. Reference is also made to the discussion of futures, options, and forward contracts herein for a discussion of the risks associated with such investments.

Hybrid instruments are potentially more volatile and can carry greater market risks than traditional debt instruments. Depending on the structure of the particular hybrid instrument, changes in a benchmark may be magnified by the terms of the hybrid instrument and have an even more dramatic and substantial effect upon the value of the hybrid instrument. Also, the prices of the hybrid instrument and the benchmark or underlying asset may not move in the same direction or at the same time.

Hybrid instruments may bear interest or pay preferred dividends at below market (or even relatively nominal) rates. Alternatively, hybrid instruments may bear interest at above market rates but bear an increased risk of principal loss (or gain). The latter scenario may result if “leverage” is used to structure the hybrid instrument. Leverage risk occurs when the hybrid instrument is structured so that a given change in a benchmark or underlying asset is multiplied to produce a greater value change in the hybrid instrument, thereby magnifying the risk of loss as well as the potential for gain.

Hybrid instruments may also carry liquidity risk since the instruments are often “customized” to meet the portfolio needs of a particular investor, and therefore, the number of investors that are willing and able to buy such instruments in the secondary market may be smaller than that for more traditional debt securities. In addition, because the purchase and sale of hybrid instruments could take place in an OTC market without the

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guarantee of a central clearing organization or in a transaction between the fund and the issuer of the hybrid instrument, the creditworthiness of the counterparty or issuer of the hybrid instrument would be an additional risk factor which the funds would have to consider and monitor. Hybrid instruments also may not be subject to regulation by the CFTC, which generally regulates the trading of commodity futures by U.S. persons, the SEC, which regulates the offer and sale of securities by and to U.S. persons, or any other governmental regulatory authority.

Swap Agreements

A number of the funds may enter into interest rate, index, total return, credit, and, to the extent they may invest in foreign currency-denominated securities, currency rate swap agreements. The funds may also enter into options on swap agreements (“swaptions”) on the types of swaps listed above as well as swap forwards. The funds may enter into swap agreements on either a bilateral basis or cleared basis, although many standardized swaps currently transacted bilaterally will eventually be cleared through regulated clearinghouses. In bilateral swap transactions, all aspects of an agreed trade are dealt with directly between the transacting parties and set forth in the agreements between the parties. Each party takes on the risk, known as counterparty risk, that the other party may default at some time during the life of the contract. Collateral for bilateral agreements is exchanged but subject to negotiations between the counterparties. With centralized clearing, the original buyer and seller of a contract are no longer counterparties to each other. The central clearinghouse becomes the buyer to every seller and the seller to every buyer. These trades require daily settlements of margin to act as collateral to mitigate counterparty risk.

Swap agreements are typically two-party contracts entered into primarily by institutional investors for a specified period of time. In a standard bilateral swap transaction, two parties agree on the terms to exchange the returns (or differentials in rates of return) earned or realized on a particular predetermined investment, index, or currency. The gross returns to be exchanged or swapped between the parties are generally calculated with respect to a notional amount, i.e., the return on or increase in value of a particular dollar amount invested at a particular interest rate, in a particular foreign currency, or in a basket of securities representing a particular index. A swaption is a contract that gives a counterparty the right (but not the obligation) to enter into a new swap agreement or to shorten, extend, cancel, or otherwise modify an existing swap agreement at some designated future time on specified terms. The funds may write (sell) and purchase put and call swaptions. A swap forward is an agreement to enter into a swap agreement at some point in the future, usually in 3 to 6 months.

One example of the use of swaps by the funds is to manage the interest rate sensitivity of the funds. The funds might receive or pay a fixed-rate interest rate of a particular maturity and pay or receive a floating rate in order to increase or decrease the duration of the funds. Or, the funds may buy or sell swaptions to effect the same result. The funds may also replicate a security by selling it, placing the proceeds in cash deposits, and receiving a fixed rate in the swap market.

Another example is the use of credit default swaps to buy or sell credit protection. A credit default swap is a contract that enables an investor to buy or sell protection against a predetermined issuer credit event. The seller of a credit default swap may enhance income by guaranteeing the creditworthiness of the debt issuer and the buyer is provided with protection against credit risks of the issuer. Market supply and demand factors may cause distortions between the cash securities market and the default swap market.

For centrally cleared swaps, the funds will maintain sufficient liquid assets to satisfy any unsettled variation margin payable; however, for bilateral OTC swaps, the funds will maintain sufficient liquid assets to meet the swaps confirmed settlement method (i.e., physical settlement or cash settlement). For cash settled swaps, the funds will maintain sufficient liquid assets to satisfy any unsettled variation margin payable. For long physically settled swap positions, the funds will generally maintain sufficient liquid assets to cover future payment obligations; however, for short physically settled contracts, the funds will maintain sufficient liquid assets to cover the notional amount. For example; when trading credit default swaps (“CDS”), a fund will maintain sufficient coverage for the full notional amount of the CDS when it sells CDS protection; however, when buying CDS protection, the fund will maintain sufficient liquid assets to satisfy its aggregate future payment obligations. The fund may net swap positions for purposes of asset coverage if the long and short

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positions have the same expiration date, reference obligation, and counterparty. The fund will net its obligations using notional amounts and will cover the net position with sufficient liquid assets.

The use of swap agreements by the funds entails certain risks. Interest rate and currency swaps could result in losses if interest rate or currency changes are not correctly anticipated by the funds. Total return swaps could result in losses if the reference index, security, or investments do not perform as anticipated by the funds. Credit default swaps could result in losses if the funds do not correctly evaluate the creditworthiness of the company on which the credit default swap is based.

The funds will generally incur a greater degree of risk when it writes a swaption than when it purchases a swaption. When the funds purchase a swaption it risks losing only the amount of the premium they have paid should they decide to let the option expire unexercised. However, when the funds write a swaption they will become obligated, upon exercise of the option, according to the terms of the underlying agreement.

Because swaps are two-party contracts and because they may have terms of greater than seven days, swap agreements may be considered to be illiquid. Moreover, the funds bear the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. The funds will enter into swap agreements only with counterparties that meet certain standards of creditworthiness. The swaps market is largely unregulated. It is possible that developments in the swaps market, including potential government regulation, could adversely affect the funds’ ability to terminate existing swap agreements or to realize amounts to be received under such agreements.

There are other types of securities that are or may become available that are similar to the foregoing, and the funds may invest in these securities.

PORTFOLIO MANAGEMENT PRACTICES

Lending of Portfolio Securities

Securities loans may be made by the funds to broker-dealers, institutional investors, or other persons pursuant to agreements requiring that the loans be continuously secured by collateral at least equal at all times to the value of the securities lent, marked to market on a daily basis. The collateral received will consist of cash, U.S. government securities, letters of credit, or such other collateral as may be permitted under the funds’ investment program. The collateral, in turn, is invested in short-term securities, including shares of a T. Rowe Price internal money fund or short-term bond fund. While the securities are being lent, the funds making the loan will continue to receive the equivalent of the reasonable interest and the dividends or other distributions paid by the issuer on the securities, as well as a portion of the interest on the investment of the collateral. Normally, the funds employ an agent to implement their securities lending program and the agent receives a reasonable fee from the funds for its services. The funds have a right to call each loan and obtain the securities within such period of time that coincides with the normal settlement period for purchases and sales of such securities in the respective markets. The funds will not have the right to vote on securities while they are being lent, but they may call a loan in anticipation of any important vote, when practical. The risks in lending portfolio securities, as with other extensions of secured credit, consist of a possible default by the borrower, delay in receiving additional collateral or in the recovery of the securities, or possible loss of rights in the collateral, should the borrower fail financially. Loans will be made only if, in the judgment of T. Rowe Price, the consideration to be earned from such loans would justify the risk. Additionally, the funds bear the risk that the reinvestment of collateral will result in a principal loss. Finally, there is also the risk that the price of the securities will increase while they are on loan and the collateral will not adequately cover their value.

Borrowing and Lending

The Price Funds are parties to an interfund lending exemptive order received from the SEC on December 8, 1998, amended on November 23, 1999, that permits them to borrow money from and/or lend money to other funds in the T. Rowe Price complex to help the funds meet short-term redemptions and liquidity needs. All

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loans are set at an interest rate between the rates charged on overnight repurchase agreements and short-term bank loans. All loans are subject to numerous conditions designed to ensure fair and equitable treatment of all participating funds. The program is subject to the oversight and periodic review of the Boards of the Price Funds.

In addition, to help certain funds meet short-term redemptions and liquidity needs, the Credit Opportunities Fund, Floating Rate Fund, Floating Rate Multi-Sector Account Portfolio, Institutional Credit Opportunities Fund, and Institutional Floating Rate Fund have entered into a committed line of credit facility administered by JPMorgan Chase Bank, N.A. (“JPMorgan”), with JP Morgan, Bank of New York Mellon, Bank of America, Wells Fargo, Citibank, Goldman Sachs, Morgan Stanley, and State Street Bank and Trust Company, Barclays Bank, Credit Suisse, HSBC Bank, and Royal Bank of Canada as lenders pursuant to which the funds may borrow up to $575 million in order to provide them with temporary liquidity on a first-come, first-served basis. Interest is charged to a borrowing fund at a rate equal to the Federal Funds Rate plus 1.00% per annum where the Federal Funds Rate for any day equals the greatest of (a) the Eurodollar Rate for a one-month interest period commencing two business days after such day, (b) the Federal Funds Effective Rate effective on such day, or (c) the Overnight Bank Funding Rate in effect on such day. A commitment fee, equal to 0.15% per year of the average daily undrawn commitment, is allocated to the participating funds based on each fund’s relative net assets. Loans are generally unsecured; however, the fund must collateralize any borrowings under the facility on an equivalent basis if it has other collateralized borrowings.

Repurchase Agreements

The funds may enter into a repurchase agreement through which an investor (such as the funds) purchases securities (known as the “underlying security”) from well-established securities dealers or banks that are members of the Federal Reserve System. Any such dealer or bank will be on T. Rowe Price’s approved list. At that time, the bank or securities dealer agrees to repurchase the underlying security at the same price, plus specified interest. Repurchase agreements are generally for a short period of time, often less than a week. Repurchase agreements that do not provide for payment within seven days will be treated as illiquid securities. The funds will enter into repurchase agreements only where (1) the underlying securities are of the type (excluding maturity limitations) which the funds’ investment guidelines would allow them to purchase directly, (2) the market value of the underlying security, including interest accrued, will be at all times equal to or exceed the value of the repurchase agreement, and (3) payment for the underlying security is made only upon physical delivery or evidence of book-entry transfer to the account of the custodian or a bank acting as agent. In the event of a bankruptcy or other default of a seller of a repurchase agreement, the funds could experience both delays in liquidating the underlying security and losses, including: (a) possible decline in the value of the underlying security during the period while the funds seek to enforce their rights thereto; (b) possible subnormal levels of income and lack of access to income during this period; and (c) expenses of enforcing their rights. To the extent required by the 1940 Act, the funds will only enter into repurchase agreements that are fully collateralized, as defined by the 1940 Act.

Reverse Repurchase Agreements

Although the funds have no current intention of engaging in reverse repurchase agreements, they reserve the right to do so. Reverse repurchase agreements are ordinary repurchase agreements in which a fund is the seller of, rather than the investor in, securities and agrees to repurchase them at an agreed upon time and price. Use of a reverse repurchase agreement may be preferable to a regular sale and later repurchase of the securities because it avoids certain market risks and transaction costs. A reverse repurchase agreement may be viewed as a type of borrowing by the funds, subject to Investment Restriction (1). (See “Investment Restrictions.”)

Cash Reserves

The funds may invest their cash reserves primarily in one or more money market funds or short-term bond funds established for the exclusive use of the T. Rowe Price family of mutual funds and other clients of T. Rowe Price. Currently, two such money market funds are in operation and used for cash reserves management: the T. Rowe Price Government Reserve Fund and T. Rowe Price Treasury Reserve Fund. In

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addition, two such short-term bond funds may be used for cash reserves management: the T. Rowe Price Short-Term Government Fund and T. Rowe Price Short-Term Fund. Cash collateral from securities lending is invested in the T. Rowe Price Short-Term Fund. Each of the four funds is a series of the T. Rowe Price Reserve Investment Funds, Inc. These funds were created and operate under an exemptive order issued by the SEC. Additional money market funds or short-term bond funds may be created in the future.

Government Reserve Fund and Treasury Reserve Fund comply with the requirements of Rule 2a-7 under the 1940 Act governing money market funds. Short-Term Government Fund and Short-Term Fund are short-term bond funds and are not regulated under Rule 2a-7 and do not use amortized cost in an effort to maintain a stable $1.00 share price. Treasury Reserve Fund and Government Reserve Fund operate as government money market funds in accordance with Rule 2a-7.

The TRP Reserve Funds provide an efficient means of managing the cash reserves of the T. Rowe Price funds. While none of the TRP Reserve Funds pays an advisory fee to T. Rowe Price, each will incur other expenses. However, the TRP Reserve Funds are expected by T. Rowe Price to operate at very low expense ratios. The Price Funds will only invest in the TRP Reserve Funds to the extent consistent with their investment objectives and programs.

None of the funds are insured or guaranteed by the FDIC or any other government agency. Although the Government Reserve Fund and Treasury Reserve Fund seek to maintain a stable net asset value of $1.00 per share, it is possible to lose money by investing in them.

Short Sales

Credit Opportunities, Floating Rate, Global High Income Bond, High Yield, Institutional Credit Opportunities, Institutional Floating Rate, Institutional High Yield, and U.S. High Yield Funds

The funds may make short sales for hedging purposes to protect them against companies whose credit is deteriorating. Short sales are transactions in which the funds sell a security they do not own in anticipation of a decline in the market value of that security. The funds’ short sales would be limited to situations where the funds own a debt security of a company and would sell short the common or preferred stock or another debt security at a different level of the capital structure of the same company. No securities will be sold short if, after the effect is given to any such short sale, the total market value of all securities sold short would exceed 2% of the value of the funds’ net assets.

Credit Opportunities, Floating Rate, Global High Income Bond, High Yield, Institutional Credit Opportunities, Institutional Floating Rate, Institutional High Yield, and Multi-Strategy Total Return Funds

To complete a short-sale transaction, the funds must borrow the security to make delivery to the buyer. The funds then are obligated to replace the security borrowed by purchasing it at the market price at the time of replacement. The price at such time may be more or less than the price at which the security was sold by the fund. Until the security is replaced, the funds are required to pay to the lender amounts equal to any dividends or interest which accrue during the period of the loan. To borrow the security, the funds also may be required to pay a premium, which would increase the cost of the security sold. The proceeds of the short sale will be retained by the broker, to the extent necessary to meet margin requirements, until the short position is closed out. A fund secures its obligation to replace borrowed securities by also depositing collateral with the broker, usually in cash, U.S. government securities or other liquid securities similar to those borrowed.

Until the funds replace a borrowed security in connection with a short sale, the funds will: (a) maintain daily a segregated account, containing cash, U.S. government securities, or other liquid securities as permitted by the SEC, at such a level that the amount deposited in the account plus the amount deposited with the broker as collateral will equal the current value of the security sold short; or (b) otherwise cover its short position.

The funds will incur a loss as a result of the short sale if the price of the security sold short increases between the date of the short sale and the date on which the funds replace the borrowed security. The funds will realize a gain if the security sold short declines in price between those dates. This result is the opposite of what one would expect from a cash purchase of a long position in a security. The amount of any gain will be decreased,

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and the amount of any loss increased, by the amount of any premium, dividends, or interest the funds may be required to pay in connection with a short sale. Any gain or loss on the security sold short would be separate from a gain or loss on the funds’ security being hedged by the short sale.

The Taxpayer Relief Act of 1997 requires a mutual fund to recognize gain upon entering into a constructive sale of stock, a partnership interest, or certain debt positions occurring after June 8, 1997. A constructive sale is deemed to occur if the funds enter into a short sale, an offsetting notional principal contract, or a futures or forward contract which is substantially identical to the appreciated position. Some of the transactions in which the funds are permitted to invest may cause certain appreciated positions in securities held by the funds to qualify as a “constructive sale,” in which case it would be treated as sold and the resulting gain subjected to tax or, in the case of a mutual fund, distributed to shareholders. If this were to occur, a fund would be required to distribute such gains even though it would receive no cash until the later sale of the security. Such distributions could reduce the amount of cash available for investment by the funds. Because these rules do not apply to “straight” debt transactions, it is not anticipated that they will have a significant impact on the funds; however, the effect cannot be determined until the issuance of clarifying regulations.

New Liquidity Risk Management Rules

In October 2016, the SEC adopted new liquidity risk management rules that will require significant compliance oversight and potentially change the way open-end mutual funds, such as the Price Funds, investing in certain asset classes are currently managed. The rules require open-end mutual funds to adopt liquidity risk management programs, and provide additional disclosures about a fund’s redemptions and liquidity risk. The Price Funds will be required to comply with the new rules by December 1, 2018. The SEC also adopted rules that permit an open-end mutual fund (other than an ETF or a money market fund) to implement “swing pricing,” which allows a fund to adjust its net asset value for the transaction costs related to large subscriptions and redemptions.

INVESTMENT RESTRICTIONS

Fundamental policies may not be changed without the approval of the lesser of (1) 67% of the funds’ shares present at a meeting of shareholders if the holders of more than 50% of the outstanding shares are present in person or by proxy or (2) more than 50% of the funds’ outstanding shares. Other restrictions in the form of operating policies are subject to change by the funds’ Boards without shareholder approval. Any investment restriction which involves a maximum percentage of securities or assets shall not be considered to be violated unless an excess over the percentage occurs immediately after, and is caused by, an acquisition of securities or assets of, or borrowings by, the funds. With the exception of the diversification test required by the Code, calculation of the funds’ total assets for compliance with any of the following fundamental or operating policies or any other investment restrictions set forth in the funds’ prospectuses or SAI will not include collateral held in connection with securities lending activities. For purposes of the tax diversification test, calculation of the funds’ total assets will include investments made with cash received by the funds as collateral for securities loaned. The diversification test required by the Code is set forth in the prospectuses of the funds referred to by name in restrictions (8) and (9) below.

Fundamental Policies

As a matter of fundamental policy, the funds may not:

(1) (a) Borrowing (All funds except Multi-Strategy Total Return and Spectrum Funds) Borrow money, except that the funds may (i) borrow for non-leveraging, temporary, or emergency purposes; and (ii) engage in reverse repurchase agreements and make other investments or engage in other transactions, which may involve a borrowing, in a manner consistent with the funds’ investment objectives and programs, provided that the combination of (i) and (ii) shall not exceed 33⅓% of the value of the funds’ total assets (including the amount borrowed) less liabilities (other than borrowings) or such

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other percentage permitted by law. Any borrowings which come to exceed this amount will be reduced in accordance with applicable law. The funds may borrow from banks, other Price Funds, or other persons to the extent permitted by applicable law;

(b) Borrowing (Multi-Strategy Total Return Fund) Borrow money, except that the fund may (i) borrow from other Price Funds for non-leveraging, temporary, or emergency purposes; and (ii) engage in reverse repurchase agreements and make other investments or engage in other transactions, which may involve a borrowing or the creation or increase of leverage, in a manner consistent with the fund’s investment objective and program, provided that the combination of (i) and (ii) shall not exceed 33⅓% of the value of the fund’s total assets (including the amount borrowed) less liabilities (other than borrowings) or such other percentage permitted by law. Any borrowings which come to exceed this amount will be reduced in accordance with applicable law. The fund may borrow from banks, other Price Funds, or other persons to the extent permitted by applicable law;

 (c) Borrowing (Spectrum Funds) Borrow money, except the funds may borrow from banks or other Price Funds as a temporary measure for extraordinary or emergency purposes, and then only in amounts not exceeding 30% of total assets valued at market. The funds will not borrow in order to increase income (leveraging), but only to facilitate redemption requests which might otherwise require untimely disposition of portfolio securities. Interest paid on any such borrowings will reduce net investment income;

(2) (a) Commodities (All Funds except Money Funds, Dividend Growth, Institutional High Yield, Institutional Large-Cap Growth, Institutional Large-Cap Value, Institutional Mid-Cap Equity Growth, Institutional Small-Cap Stock, New America Growth, QM U.S. Small-Cap Growth Equity, Short-Term, and Short-Term Government Funds, and Emerging Markets Local Multi-Sector Account Portfolio) Purchase or sell commodities, except to the extent permitted by applicable law;

 (b) Commodities (Dividend Growth, Institutional High Yield, Institutional Large-Cap Growth, Institutional Large-Cap Value, Institutional Mid-Cap Equity Growth, Institutional Small-Cap Stock, New America Growth, and QM U.S. Small-Cap Growth Equity Funds, and Emerging Markets Local Multi-Sector Account Portfolio) Purchase or sell physical commodities, except that the funds may enter into futures and options contracts thereon;

 (c) Commodities (Money Funds, Short-Term, and Short-Term Government Funds) Purchase or sell commodities;

(3) Equity Securities (Summit Municipal Money Market Fund) Purchase equity securities or securities convertible into equity securities;

(4) (a) Industry Concentration (All funds except Cash Reserves, Equity Index 500, Extended Equity Market Index, Financial Services, Global Real Estate, Government Money, Health Sciences, Institutional Cash Reserves, Institutional Frontier Markets Equity, International Equity Index, Mid-Cap Index, Real Estate, TRP Reserve, Small-Cap Index, Spectrum, Target Date, Total Equity Market Index, and U.S. Bond Enhanced Index Funds) Purchase the securities of any issuer if, as a result, more than 25% of the value of the funds’ net assets would be invested in the securities of issuers having their principal business activities in the same industry;

 (b) Industry Concentration (Financial Services, Global Real Estate, Health Sciences, Institutional Frontier Markets Equity, and Real Estate Funds) Purchase the securities of any issuer if, as a result, more than 25% of the value of the funds’ total assets would be invested in the securities of issuers having their principal business activities in the same industry, provided, however, that (i) the Health Sciences Fund will invest more than 25% of its total assets in the health sciences industry as defined in the fund’s prospectus; (ii) the Financial Services Fund will invest more than 25% of its total assets in the financial services industry as defined in the fund’s prospectus; (iii) the Global Real Estate and Real Estate Funds will invest more than 25% of their total assets in the real estate industry as defined in the funds’ prospectuses; and (iv) the Institutional Frontier Markets Equity Fund will invest more than 25% of its total assets in the banking industry;

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 (c) Industry Concentration (Equity Index 500, Extended Equity Market Index, International Equity Index, Mid-Cap Index, Small-Cap Index, Total Equity Market Index, and U.S. Bond Enhanced Index Funds) Purchase the securities of any issuer if, as a result, more than 25% of the value of the fund’s total assets would be invested in the securities of issuers having their principal business activities in the same industry, except that the fund will invest more than 25% of the value of its total assets in issuers having their principal business activities in the same industry to the extent necessary to replicate the index that the fund uses as its benchmark as set forth in its prospectus;

 (d) Industry Concentration (Cash Reserves, Government Money, Institutional Cash Reserves, and TRP Reserve Funds) Purchase the securities of any issuer if, as a result, more than 25% of the value of the funds’ net assets would be invested in the securities of issuers having their principal business activities in the same industry, provided, however, that this limitation does not apply to securities of the banking industry including, but not limited to, certificates of deposit and banker’s acceptances;

 (e) Industry Concentration (Spectrum Funds) Concentrate in any industry, except that the funds will concentrate (invest more than 25% of total assets) in the mutual fund industry;

 (f) Industry Concentration (Target Date Funds) Concentrate in any industry, except that the funds will concentrate (invest more than 25% of net assets) in the mutual fund industry;

(5) (a) Loans (All funds except Spectrum and Target Date Funds) Make loans, although the funds may (i) lend portfolio securities and participate in an interfund lending program with other Price Funds provided that no such loan may be made if, as a result, the aggregate of such loans would exceed 33⅓% of the value of the funds’ total assets; (ii) purchase money market securities and enter into repurchase agreements; and (iii) acquire publicly distributed or privately placed debt securities and purchase debt;

 (b) Loans (Spectrum and Target Date Funds) Make loans, although the funds may purchase money market securities and enter into repurchase agreements;

(6) Margin (Spectrum Funds) Purchase securities on margin, except for use of short-term credit necessary for clearance of purchases of portfolio securities;

(7) Mortgaging (Spectrum Funds) Mortgage, pledge, hypothecate, or, in any manner, transfer any security owned by the funds as security for indebtedness, except as may be necessary in connection with permissible borrowings, in which event such mortgaging, pledging, or hypothecating may not exceed 30% of the funds’ total assets, valued at market;

(8) Percent Limit on Assets Invested in Any One Issuer (All funds except Africa & Middle East, Asia Opportunities, Dynamic Global Bond, Emerging Europe, Emerging Markets Bond, Emerging Markets Corporate Multi-Sector Account Portfolio, Emerging Markets Local Currency Bond, Emerging Markets Local Multi-Sector Account Portfolio, Global Real Estate, Institutional Africa & Middle East, Institutional Emerging Markets Bond, Institutional Frontier Markets Equity, Institutional International Bond, Institutional International Concentrated Equity, Institutional Large-Cap Growth, International Bond, International Bond Fund (USD Hedged), International Concentrated Equity Fund, Latin America, Multi-Strategy Total Return, New Asia, RDFs, and Spectrum Funds, and the State Tax-Free Income Trust) Purchase a security if, as a result, with respect to 75% of the value of the funds’ total assets, more than 5% of the value of the funds’ total assets would be invested in the securities of a single issuer, except for cash, securities issued or guaranteed by the U.S. government, its agencies, or instrumentalities and securities of other investment companies;

(9) Percent Limit on Share Ownership of Any One Issuer (All funds except Africa & Middle East, Asia Opportunities, Dynamic Global Bond, Emerging Europe, Emerging Markets Bond, Emerging Markets Corporate Multi-Sector Account Portfolio, Emerging Markets Local Currency Bond, Emerging Markets Local Multi-Sector Account Portfolio, Global Real Estate, Institutional Africa & Middle East, Institutional Emerging Markets Bond, Institutional Frontier Markets Equity, Institutional International Bond, Institutional International Concentrated Equity, Institutional Large-Cap Growth, International Bond, International Bond Fund (USD Hedged), International Concentrated Equity, Latin America, Multi-

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Strategy Total Return, New Asia, RDFs, and Spectrum Funds, and the State Tax-Free Income Trust) Purchase a security if, as a result, with respect to 75% of the value of the funds’ total assets, more than 10% of the outstanding voting securities of any issuer would be held by the funds (other than obligations issued or guaranteed by the U.S. government, its agencies, or instrumentalities);

(10) (a) Real Estate (All funds except Spectrum and Target Date Funds) Purchase or sell real estate, including limited partnership interests therein, unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the funds from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business);

 (b) Real Estate (Spectrum and Target Date Funds) Purchase or sell real estate, including limited partnership interests therein, unless acquired as a result of ownership of securities or other instruments (although the funds may purchase money market securities secured by real estate or interests therein, or issued by companies or investment trusts which invest in real estate or interests therein);

(11) (a) Senior Securities (All funds except Spectrum Funds) Issue senior securities except in compliance with the 1940 Act;

 (b) Senior Securities (Spectrum Funds) Issue senior securities;

(12) Short Sales (Spectrum Funds) Effect short sales of securities;

(13) Taxable Securities (California Tax-Free Income Trust, State Tax-Free Income Trust, and Tax-Free Funds) During periods of normal market conditions, purchase any security if, as a result, less than 80% of the funds’ income would be exempt from federal and, if applicable, any state, city, or local income tax. Normally, the funds will not purchase a security if, as a result, more than 20% of the funds’ income would be subject to the AMT; or

(14) Underwriting Underwrite securities issued by other persons, except to the extent that the funds may be deemed to be an underwriter within the meaning of the 1933 Act in connection with the purchase and sale of fund portfolio securities in the ordinary course of pursuing their investment programs.

NOTES

 The following Notes should be read in connection with the above-described fundamental policies. The Notes are not fundamental policies.

 Money Funds With respect to investment restriction (1), the funds have no current intention of engaging in any borrowing transactions.

With respect to investment restriction (1)(b), when borrowing from other Price Funds, the Multi-Strategy Total Return Fund may only (i) engage in derivatives transactions that involve unwinding or closing out existing derivatives contracts or (ii) enter into new derivatives contracts that serve as a full or partial offset of one or more existing derivatives contracts.

 With respect to investment restriction (4)(d), each of the Government Money, Government Reserve, and Treasury Reserve Funds invests its assets in the manner necessary to qualify as a “government money market fund” under Rule 2a-7 under the 1940 Act. Accordingly, each of the Government Money, Government Reserve, and Treasury Reserve Funds will not invest more than 25% of its net assets in the securities of the banking industry including, but not limited to, certificates of deposit and banker’s acceptances, for so long as each fund intends to qualify as a “government money market fund.”

 Multi-Strategy Total Return Fund With respect to investment restriction 4(d), to the extent the fund invests in other Price Funds, the fund will look-through to any underlying Price Fund’s investments for purposes of determining the fund’s concentration in any particular industry. To the extent the fund invests in investment companies that are not Price Funds, the fund will consider those funds’ investments for purposes of determining the fund’s concentration in any industry as follows: if an unaffiliated fund that has a name suggesting it focuses its investments in a particular industry and a

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disclosed policy to invest at least 80% of its assets in that industry, or if the fund has a disclosed fundamental policy to concentrate its investments in a particular industry, the Multi-Strategy Total Return Fund will deem its investment in that fund to be invested in that industry (provided this approach is deemed by the Multi-Strategy Total Return Fund to be consistent with guidance from the SEC or its staff).

 All funds except Money Funds, Dividend Growth, Institutional High Yield, Institutional Large-Cap Growth, Institutional Large-Cap Value, Institutional Mid-Cap Equity Growth, Institutional Small-Cap Stock, New America Growth, QM U.S. Small-Cap Growth Equity, Short-Term, and Short-Term Government Funds, and Emerging Markets Local Multi-Sector Account Portfolio With respect to investment restriction (2), the funds may not directly purchase or sell commodities that require physical storage unless acquired as a result of ownership of securities or other instruments but the funds may invest in any derivatives and other financial instruments that involve commodities or represent interests in commodities to the extent permitted by the 1940 Act or other applicable law.

 Dividend Growth, Institutional High Yield, Institutional Large-Cap Growth, Institutional Large-Cap Value, Institutional Mid-Cap Equity Growth, Institutional Small-Cap Stock, New America Growth, and QM U.S. Small-Cap Growth Equity Funds, and Emerging Markets Local Multi-Sector Account Portfolio With respect to investment restriction (2), the funds do not consider currency contracts or hybrid investments to be commodities.

 All funds except Spectrum and Target Date Funds For purposes of investment restriction (4):

· U.S., state, or local governments, or related agencies or instrumentalities, are not considered an industry. With respect to the tax-free funds, each fund has adopted an operating policy requiring investments in industrial development bonds supported principally by the assets or revenues of non-governmental users related to the same industry (such as solid waste, nuclear utility, or airlines) to be limited to 25% of the fund’s total assets. Bonds which are refunded with escrowed U.S. government securities are not subject to the 25% limitation.

· For the International Equity Funds (except for the Japan Fund), Tax-Efficient Equity, and Equity Funds except Financial Services, Global Industrials, Global Technology, Media & Telecommunications, New Era, Real Assets, and Science & Technology Funds, industries are determined by reference to the classifications of industries and sub-industries set forth in the Morgan Stanley Capital International/Standard & Poor’s (MSCI/S&P) Global Industry Classification Standard. For the Japan Fund, industries are determined by reference to the industries and sub-industries set forth by the Tokyo Stock Price Index (TOPIX) industry structure. For Financial Services, Global Industrials, Global Technology, Media & Telecommunications, New Era, Real Assets, and Science & Technology Funds, industries are determined by reference to industry classifications set forth in their semiannual and annual reports. For the Corporate Income, Global Multi-Sector Bond, Inflation Protected Bond, Institutional Core Plus, Institutional Global Multi-Sector Bond, Institutional Long Duration Credit, Investment-Grade Corporate Multi-Sector Account Portfolio, Limited Duration Inflation Focused Bond, New Income, Short-Term Bond, Total Return, and U.S. Bond Enhanced Index Funds, and the fixed-income investments of the Balanced, Global Allocation, and Personal Strategy Funds, industries are determined by reference to the classifications of industries and sub-industries set forth in the Bloomberg Barclays Global Aggregate Bond Index. For the Capital Appreciation & Income, Credit Opportunities, Dynamic Global Bond, Emerging Markets Bond, Emerging Markets Corporate Multi-Sector Account Portfolio, Emerging Markets Corporate Bond, Emerging Markets Local Currency Bond, Emerging Markets Local Multi-Sector Account Portfolio, Floating Rate, Floating Rate Multi-Sector Account Portfolio, Global High Income Bond, GNMA, Government Money, High Yield, High Yield Multi-Sector Account Portfolio, Institutional Credit Opportunities, Institutional Cash Reserves, Institutional Emerging Markets Bond, Institutional Floating Rate, Institutional High Yield, Institutional International Bond, International Bond, International Bond Fund (USD Hedged), Mortgage-Backed Securities Multi-Sector Account Portfolio, Multi-Strategy Total Return, TRP Reserve, Summit Income, U.S. High Yield, U.S. Treasury, and Ultra Short-Term

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Bond Funds, industries are determined by reference to industry classifications set forth in their semiannual and annual reports. Periodic changes by MSCI/S&P, TOPIX, Bloomberg Barclays, and other index providers to their classifications will be implemented within 30 days after the effective date of the changes. T. Rowe Price reserves the right to classify a particular holding into a different industry or sub-industry than the classification made by MSCI/S&P, TOPIX, Bloomberg Barclays, or another index provider in situations where the index provider’s classification does not accurately reflect the company’s principal business activities or is deemed to no longer be appropriate (for example, due to significant changes to the company’s business or operations that were not yet taken into consideration by the index provider). The Africa & Middle East, Institutional Africa & Middle East, and Latin America Funds consider telecommunications and banking companies of a single country to be separate industries from telecommunications and banking companies of any other country. It is the position of the staff of the SEC that foreign governments are industries for purposes of this restriction. For as long as this staff position is in effect, the International Bond Funds will not invest more than 25% of total assets in the securities of any single foreign governmental issuer. For purposes of this restriction, governmental entities are considered separate issuers.

 All funds except Summit Income and U.S. Bond Enhanced Index Funds For purposes of investment restriction (5), the funds will consider the acquisition of a debt security to include the execution of a note or other evidence of an extension of credit with a term of more than nine months.

 All funds except Spectrum Funds For purposes of investment restrictions (8) and (9), the funds will treat bonds which are refunded with escrowed U.S. government securities as U.S. government securities.

 Taxable Bond and Money Funds For purposes of investment restrictions (8) and (9), the funds will consider a repurchase agreement fully collateralized with U.S. government securities to be U.S. government securities.

 With respect to investment restrictions (1) and (11), under the 1940 Act, open-end investment companies (such as the Price Funds) can borrow money from a bank provided that immediately after such borrowing there is asset coverage of at least 300% for all borrowings. If the asset coverage falls below 300%, the investment company must, within three days thereafter (not including Sundays and holidays), reduce the amount of its borrowings to satisfy the 300% requirement. Any borrowings by a Price Fund from a bank and transactions by a Price Fund that may be considered to result in the issuance of a senior security will comply with the requirements of the 1940 Act, including any interpretations of the 1940 Act by the Staff or the Commission. In addition, any transactions involving reverse repurchase agreements will be covered in accordance with the 1940 Act and applicable SEC guidance. Any borrowings from other Price Funds will comply with the terms and conditions of the Price Funds’ interfund lending exemptive order.

 For purposes of investment restriction (13), the funds measure the amount of their income from taxable securities, including AMT securities, over the course of the funds’ taxable year.

Operating Policies

As a matter of operating policy, the funds may not:

(1) Borrowing (All funds except Global Allocation Fund and Multi-Strategy Total Return Funds) Purchase additional securities when money borrowed exceeds 5% of total assets;

(2) Control of Portfolio Companies Invest in companies for the purpose of exercising management or control;

(3) Equity Securities (California Tax-Free Income Trust, State Tax-Free Income Trust, and Tax-Free Funds) Purchase any equity security or security convertible into an equity security, provided that the funds (other than the Money Funds) may invest up to 10% of total assets in equity securities, which pay tax-exempt dividends and which are otherwise consistent with the funds’ investment objectives and,

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further provided, that Money Funds may invest up to 10% of total assets in equity securities of other tax-free open-end money market funds;

(4) Forward Currency Contracts (RDFs and Spectrum Funds) Purchase forward currency contracts, although the funds reserve the right to do so in the future;

(5) (a) Futures Contracts (All funds except Money Funds, Spectrum Funds, and Target Date Funds) Purchase a futures contract or an option thereon if, with respect to positions in futures or options on futures which do not represent bona fide hedging, the aggregate initial margin and premiums on such options would exceed 5% of the funds’ net asset value;

 (b) Futures (Spectrum International and Target Date Funds) Purchase futures, although the funds reserve the right to do so in the future;

 (c) Futures (Spectrum Growth and Spectrum Income Funds) Invest in futures;

(6) Illiquid Securities Purchase illiquid securities if, as a result, more than 15% of net assets (10% of net assets for Spectrum Funds and 5% of total assets for Money Funds) would be invested in such securities;

(7) Investment Companies (All funds except Spectrum and Target Date Funds) Purchase securities of open-end or closed-end investment companies except (i) securities of the TRP Reserve Funds (provided that the investing fund does not invest more than 25% of its net assets in such funds); (ii) securities of other Price Funds; (iii) in the case of the Money Funds, only securities of other money market funds; or (iv) otherwise consistent with the 1940 Act;

(8) Margin (All funds except Spectrum Funds) Purchase securities on margin, except (i) for use of short-term credit necessary for clearance of purchases of portfolio securities and (ii) they may make margin deposits in connection with futures contracts or other permissible investments;

(9) Mortgaging (All funds except Spectrum Funds) Mortgage, pledge, hypothecate, or, in any manner, transfer any security owned by the funds as security for indebtedness, except as may be necessary in connection with permissible borrowings or investments, and then such mortgaging, pledging, or hypothecating may not exceed 33⅓% of the funds’ total assets at the time of borrowing or investment;

(10) Oil and Gas Programs Purchase participations or other direct interests in or enter into leases with respect to oil, gas, or other mineral exploration or development programs if, as a result thereof, more than 5% of the value of the total assets of the funds would be invested in such programs;

(11) (a) Options, etc. (All funds except Spectrum and Target Date Funds) Invest in options in excess of the limits set forth in the funds’ prospectuses and this SAI;

 (b) Options (Target Date Funds) Invest in options although the funds reserve the right to do so in the future;

 (c) Options (Spectrum Funds) Invest in options;

(12) (a) Short Sales (All funds except Credit Opportunities, Floating Rate, Global High Income Bond, High Yield, Institutional Credit Opportunities, Institutional Floating Rate, Institutional High Yield, Multi-Strategy Total Return, and U.S. High Yield Funds) Effect short sales of securities;

 (b) Short Sales (Credit Opportunities, Floating Rate, Global High Income Bond, High Yield, Institutional Credit Opportunities, Institutional Floating Rate, Institutional High Yield, Multi-Strategy Total Return, and U.S. High Yield Funds) Effect short sales of securities, other than as set forth in the funds’ prospectuses and SAI;

(13) Warrants (Other than the Multi-Strategy Total Return Fund) Invest in warrants if, as a result, more than 10% of the value of the fund’s net assets would be invested in warrants, provided that, the Money, Retirement, Spectrum, State Tax-Free, Tax-Free, and Summit Municipal Funds will not invest in warrants; and

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(14) Commodities (Real Assets Fund) Purchase or sell physical commodities, except that the fund reserves the right to do so in the future.

NOTES

The following Notes should be read in connection with the above-described operating policies. The Notes are not operating policies.

For purposes of investment restriction (8), margin purchases are not considered borrowings and effecting a short sale will be deemed to not constitute a margin purchase. If a fund is subject to an 80% name test as set forth in its prospectus, the 80% investment policy will be based on the fund’s net assets plus any borrowings for investment purposes. For purposes of determining whether a fund invests at least 80% of its net assets in a particular country or geographic region, the funds use the country assigned to an equity security by MSCI Inc. or another unaffiliated third-party data provider, and the funds use the country assigned to a fixed income security by Bloomberg or another unaffiliated third-party data provider. The funds generally follow this same process with respect to the remaining 20% of assets but may occasionally make an exception after assessing various factors relating to a company. The data providers use various criteria to determine the country to which a security is economically tied. Examples include the following: (1) the country under which the issuer is organized; (2) the location of the issuer’s principal place of business or principal office; (3) where the issuer’s securities are listed or traded principally on an exchange or over-the-counter market; and (4) where the issuer conducts the predominant part of its business activities or derives a significant portion (e.g., at least 50%) of its revenues or profits. In addition, for purposes of determining whether a particular country is considered a developed market or an emerging market, the stock funds consider a country to be an emerging market if it is not included in an MSCI Inc. developed market index and the bond funds consider a country to be an emerging market if it is either included in a JP Morgan emerging market bond index or not included in the International Monetary Fund’s listing of advanced economies.

A 30% withholding tax will be imposed on any dividends and redemption proceeds that are paid after December 31, 2012, to: (i) foreign financial institutions, including non-U.S. investment funds, unless they agree to collect and disclose to the IRS information regarding their direct and indirect U.S. account holders; and (ii) certain other foreign entities unless they certify certain information regarding their direct and indirect U.S. owners. To avoid withholding, foreign financial institutions will need to enter into agreements with the IRS stipulating that they will provide the IRS with certain information (including name, address and taxpayer identification number) for direct and indirect U.S. account holders, comply with due diligence procedures with respect to the identification of U.S. accounts, report to the IRS certain information with respect to U.S. accounts maintained, and agree to withhold tax on certain payments made to non-compliant foreign financial institutions or to account holders who fail to provide the required information. Other foreign entities will need to provide the name, address, and taxpayer identification number of each substantial U.S. owner or certifications of no substantial U.S. ownership unless certain exceptions apply.

Blue Chip Growth, Capital Opportunity, Financial Services, Global Technology, Health Sciences, High Yield, Institutional High Yield, Media & Telecommunications, Mid-Cap Value, Personal Strategy, QM U.S. Small-Cap Growth Equity, Real Estate, Summit Income, Summit Municipal, U.S. Bond Enhanced Index, and Value Funds

Notwithstanding anything in the previously listed fundamental and operating restrictions to the contrary, the funds listed above may invest all of their assets in a single investment company or a series thereof in connection with a “master-feeder” arrangement. Such an investment would be made where the funds (a “Feeder”), and one or more other funds with the same investment objective and program as the funds, sought to accomplish their investment objectives and programs by investing all of their assets in the shares of another investment company (the “Master”). The Master would, in turn, have the same investment objective and program as the funds. The funds would invest in this manner in an effort to achieve the economies of scale associated with having a Master fund make investments in portfolio companies on behalf of a number of Feeder funds.

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Foreign Investments

In addition to the restrictions previously described, some foreign countries limit, or prohibit, all direct foreign investment in the securities of their companies. However, P-notes may sometimes be used to gain access to these markets. In addition, the governments of some countries have authorized the organization of investment funds to permit indirect foreign investment in such securities. For tax purposes, these funds may be known as Passive Foreign Investment Companies. The funds are subject to certain percentage limitations under the 1940 Act relating to the purchase of securities of investment companies, and may be subject to the limitation that no more than 10% of the value of the fund’s total assets may be invested in such securities.

Funds-of-Funds

There is no limit on the amount the Spectrum Funds and Target Date Funds may own of the total outstanding voting securities of other Price Funds. The Funds-of-Funds, in accordance with their prospectuses, may invest more than 5% of their total assets in any single Price Fund and may invest more than 10% of their total assets, collectively, in one or more of the Price Funds.

CUSTODIAN AND FUND ACCOUNTING

State Street Bank and Trust Company is the custodian for the funds’ U.S. securities and cash, but it does not participate in the funds’ investment decisions. Portfolio securities purchased in the U.S. are maintained in the custody of the bank and may be entered into the Federal Reserve Book Entry System, or the security depository system of the Depository Trust Corporation, or any central depository system allowed by federal law. In addition, funds investing in municipal securities are authorized to maintain certain of their securities, in particular, variable rate demand notes, in uncertificated form, in the proprietary deposit systems of various dealers in municipal securities. State Street Bank’s main office is at 225 Franklin Street, Boston, Massachusetts 02110. State Street Bank maintains shares of the Funds-of-Funds in the book entry system of the funds’ transfer agent, T. Rowe Price Services, Inc.

All funds that can invest in foreign securities have entered into a Custodian Agreement with JPMorgan Chase Bank, London, pursuant to which portfolio securities which are purchased outside the United States are maintained in the custody of various foreign branches of JPMorgan Chase Bank and such other custodians, including foreign banks and foreign securities depositories as are approved in accordance with regulations under the 1940 Act. The address for JPMorgan Chase Bank, London is Woolgate House, Coleman Street, London, EC2P 2HD, England.

T. Rowe Price and The Bank of New York Mellon, subject to the oversight of T. Rowe Price, each provide certain fund accounting services to the Price Funds.

CODE OF ETHICS

The funds, their investment adviser and investment sub-adviser, if applicable (T. Rowe Price, T. Rowe Price International, Price Hong Kong, or Price Singapore), and their principal underwriter (T. Rowe Price Investment Services) have adopted a written Code of Ethics and Conduct pursuant to Rule 17j-1 of the 1940 Act which requires persons with access to investment information (“Access Persons”) to obtain prior clearance before engaging in most personal securities transactions. Transactions must be executed within three business days of their clearance. In addition, all Access Persons must report their personal securities transactions within 30 days after the end of the calendar quarter. Aside from certain limited transactions involving securities in certain issuers with high trading volumes, Access Persons are typically not permitted to effect transactions in a security if: there are pending client orders in the security; the security has been purchased or sold by a client within seven calendar days; the security is being considered for purchase for a client; a change has occurred in T. Rowe Price’s rating of the security within seven calendar days prior to the

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date of the proposed transaction; or the security is subject to internal trading restrictions. In addition, Access Persons are prohibited from profiting from short-term trading (e.g., purchases and sales involving the same security within 60 days). Any person becoming an Access Person must file a statement of personal securities holdings within 10 days of this date. All Access Persons are required to file an annual statement with respect to their personal securities holdings. Any material violation of the Code of Ethics is reported to the Boards of the funds. The Boards also review the administration of the Code of Ethics on an annual basis.

DISCLOSURE OF FUND PORTFOLIO INFORMATION

Each fund’s portfolio holdings are disclosed on a regular basis in its semiannual and annual reports to shareholders as well as Form N-Q which is filed with the SEC within 60 days of a fund’s first and third fiscal quarter-end. In addition, the funds’ Boards have adopted policies and procedures with respect to the disclosure of the funds’ portfolio securities and the disclosure of portfolio commentary and statistical information about the funds’ portfolios and their securities. T. Rowe Price has adopted and implemented policies and procedures reasonably designed to ensure compliance with the policies governing the disclosure of portfolio holdings, including the requirement to first confirm that an appropriate non-disclosure agreement has been obtained from each recipient of non-public holdings. The policies relating to the general manner in which the funds’ portfolio securities are disclosed, including the frequency with which portfolio holdings are disclosed and the length of time required between the effective date of the holdings information and the date on which the information is disclosed, are set forth in each fund’s prospectus. In addition, portfolio holdings with respect to periods prior to the most recent quarter-end may be disclosed upon request, subject to the sole discretion of T. Rowe Price.

This SAI sets forth details of the funds’ policy on portfolio holdings disclosure as well as the funds’ policy on disclosing information about the funds’ portfolios. In adopting the policies, the Boards of the funds took into account the views of the equity, fixed income and/or international steering committees of the funds’ investment advisers on what information should be disclosed and when and to whom it should be disclosed. The steering committees have oversight responsibilities for managing the T. Rowe Price funds. Each steering committee is comprised of senior investment management personnel of T. Rowe Price, T. Rowe Price International, Price Hong Kong, and/or Price Singapore. Each committee as a whole determines the funds’ policy on the disclosure of portfolio holdings and related information. The funds’ Boards believe the policies they have adopted are in the best interests of the funds and that they strike an appropriate balance between the desire of some persons for information about the funds’ portfolios and the need to protect the funds from potentially harmful disclosures.

From time to time, officers of the funds, the funds’ investment adviser (and investment sub-adviser, if applicable) or the funds’ distributor (collectively, “TRP”) may express their views orally or in writing on one or more of the funds’ portfolio securities or may state that the funds have recently purchased or sold one or more securities. Such views and statements may be made to members of the press, shareholders in the funds, persons considering investing in the funds or representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k) plan or a trust and their advisers and rating and ranking organizations such as Lipper Inc. and Morningstar, Inc. The nature and content of the views and statements provided to each of these persons may differ. The securities subject to these views and statements may be ones that were purchased or sold since the funds’ most recent quarter-end and therefore may not be reflected on the list of the funds’ most recent quarter-end portfolio holdings disclosed on the website.

Additionally, TRP may provide oral or written information (“portfolio commentary”) about the funds, including, but not limited to, how the funds’ investments are divided among various sectors, industries, countries, value and growth stocks, small-, mid-, and large-cap stocks, and among stocks, bonds, currencies, and cash, types of bonds, bond maturities, bond coupons, and bond credit quality ratings. This portfolio commentary may also include information on how these various weightings and factors contributed to fund performance. TRP may also provide oral or written information (“statistical information”) about various financial characteristics of the funds or their underlying portfolio securities including, but not limited to,

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alpha, beta, R-squared, duration, maturity, information ratio, Sharpe ratio, earnings growth, payout ratio, price/book value, projected earnings growth, return on equity, standard deviation, tracking error, weighted average quality, market capitalization, percent debt to equity, price to cash flow, dividend yield or growth, default rate, portfolio turnover, and risk and style characteristics. This portfolio commentary and statistical information about the funds may be based on the funds’ most recent quarter-end portfolio or on some other interim period such as month-end. The portfolio commentary and statistical information may be provided to members of the press, shareholders in the funds, persons considering investing in the funds or representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k) plan or a trust and their advisers and rating and ranking organizations. The content and nature of the information provided to each of these persons may differ.

None of the persons described above will receive any of the information described above if, in the sole judgment of TRP, the information could be used in a manner that would be harmful to the funds. The T. Rowe Price Code of Ethics contains a provision to this effect.

TRP also discloses portfolio holdings in connection with the day-to-day operations and management of the funds. Full portfolio holdings are disclosed to the funds’ custodians, accounting vendors, and auditors. Portfolio holdings are disclosed to the funds’ pricing service vendors and other persons who provide systems or software support in connection with fund operations, including accounting, compliance support, and pricing. Portfolio holdings may also be disclosed to persons assisting the funds in the voting of proxies. In connection with managing the funds, the funds’ investment advisers and investment sub-advisers may use analytical systems provided by third parties who may have access to the funds’ portfolio holdings. In all of these situations, the funds or TRP have entered into an agreement with the outside party under which the party undertakes to maintain the funds’ portfolio holdings on a confidential basis and to refrain from trading on the basis of the information. TRP relies on these non-disclosure agreements in determining that such disclosures are not harmful to the funds. The names of these persons and the services they provide are set forth in the following table under “Fund Service Providers.” The policies and procedures adopted by the funds’ Boards require that any additions to the list of “Fund Service Providers” be approved by specified officers at TRP.

In certain limited situations, the funds may provide non-public portfolio holdings when T. Rowe Price believes that such disclosure will not be harmful to the fund. Examples include providing holdings to an institutional client (or its custodian or other agent) when the client is effecting a redemption in-kind from one of the Price Funds and in connection with trial agreements with risk analytics vendors, data providers, and other service providers in order to fully evaluate the value of their services. In these situations, T. Rowe Price makes it clear through non-disclosure agreements or other means that the recipient must ensure that the confidential information is used only as necessary to effect the redemption-in-kind or allow T. Rowe Price to evaluate the services to be provided, and that the recipient will not trade on the information and will maintain the information in a manner designed to protect against unauthorized access or misuse.

Additionally, when purchasing and selling its securities through broker-dealers, requesting bids on securities, obtaining price quotations on securities as well as in connection with litigation involving the funds’ portfolio securities, the funds may disclose one or more of their securities.

Fund Service Providers

  

Service Provider

Service

Algorithmics

Systems Vendor

Barclays

Fixed Income Analytics

Bloomberg

Pricing and Data Vendor

Bloomberg Barclays

Fixed Income Analytics

Broadridge

Printing and Mailing Vendor

Broadridge Systems

Systems Vendor

Charles River

Systems Vendor

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Service Provider

Service

Citigroup

Fixed Income Analytics

COR-FS Ltd.

Systems Vendor

DG3

Typesetting Vendor

Donnelley Financial Solutions

Printing and Mailing Vendor

DST Systems

Systems Vendor

DTCC Derivatives Repository Ltd.

Derivatives Reporting Vendor

DTI Global

Transcription Vendor

Eagle

Systems Vendor

FactSet

Systems Vendor

Glass Lewis

Proxy and Systems Vendor

Interactive Data

Pricing and Systems Vendor

Investor Tools, Inc.

Fixed Income Analytics

ITG, Inc.

Pricing and Systems Vendor

Iron Mountain

Records Management Vendor

JPMorgan Chase

Custodian and Securities Lending Agent

JW Boarman

Printing Vendor

Lend Amend

Bank Debt Amendment Data Provider and Service

Lionbridge

Translation Vendor

Markit WSO Corporation

Bank Debt Reconciliation, Pricing, and Systems Vendor

McArdle Printing Company

Printing and Mailing Vendor

Omgeo LLC

Systems Vendor

Portware, LLC

Systems Vendor

PricewaterhouseCoopers LLP

Independent Registered Public Accounting Firm

RR Donnelley

Systems, Printing, and Mailing Vendor

SAP

Systems Vendor

SDL

Translation Vendor

Serena

Systems Vendor

SmartStream Technologies

Systems Vendor

SS&C Technologies Holdings

Systems Vendor

Standard & Poor’s

Pricing Vendor

State Street Bank

Custodian and Securities Lending Agent

Style Research

Systems Vendor

Sybase Inc.

Systems Vendor

The Bank of New York Mellon

Fund Accounting and Middle Office

Thomson Reuters

Pricing Vendor

TRADEcho

Transaction Reporting Vendor

TriOptima

Derivatives Reconciliation Systems Vendor

UnaVista

Transaction Reporting Vendor

Universal Wilde

Mailing Vendor

Veritas

Records Management Vendor

WCI Consulting

Systems Vendor

Wilshire

Systems Vendor

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PRICING OF SECURITIES

All Price Funds (except Money Funds and Funds-of-Funds)

Equity securities listed or regularly traded on a securities exchange or in the OTC market are valued at the last quoted sale price or, for certain markets, the official closing price at the time the valuations are made, except for OTC Bulletin Board securities, which are valued at the mean of the latest bid and asked prices. A security that is listed or traded on more than one exchange is valued at the quotation on the exchange determined to be the primary market for such security. Listed securities not traded on a particular day are valued at the mean of the latest bid and asked prices for domestic securities and the last quoted sale price for international securities.

Debt securities are generally traded in the OTC market. Securities with remaining maturities of one year or more at the time of acquisition are valued using prices furnished by dealers who make markets in such securities or by an independent pricing service, which considers the yield or price of bonds of comparable quality, coupon, maturity, and type, as well as prices quoted by dealers who make markets in such securities. Securities with remaining maturities of less than one year at the time of acquisition generally use amortized cost in local currency to approximate fair value. However, if amortized cost is deemed not to reflect fair value or the fund holds a significant amount of such securities with remaining maturities of more than 60 days, the securities are valued at prices furnished by dealers who make markets in such securities, or by an independent pricing service.

Investments in mutual funds are valued at the mutual fund’s closing net asset value per share on the day of valuation. Purchased and written listed options, and OTC options with a listed equivalent, are valued at the mean of the closing bid and asked prices. Exchange-traded options on futures contracts are valued at the closing settlement prices. Foreign currency forward contracts are valued using the prevailing forward exchange rate. Financial futures contracts are valued at closing settlement prices. Swaps are valued at prices furnished by independent swap dealers or by an independent pricing service.

Price Funds Investing in Foreign Securities

Assets, including investments, and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate, using the mean of the bid and asked prices of such currencies against U.S. dollars as quoted by a major bank. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction.

Trading in the portfolio securities of the funds may take place in various foreign markets on certain days (such as Saturday) when the funds are not open for business and do not calculate their net asset value. As a result, net asset values may be significantly affected by trading on days when shareholders cannot make transactions. In addition, trading in the funds’ portfolio securities may not occur on days when the funds are open.

If a fund determines that developments between the close of a foreign market and the close of the NYSE, normally 4 p.m. ET, will, in its judgment, materially affect the value of some or all of its portfolio securities, that fund will adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the NYSE. The fund uses outside pricing services to provide it with quoted prices and information to evaluate and/or adjust those prices. As a means of evaluating its security valuation process, the fund routinely compares closing prices, the next day’s opening prices in the same markets, and adjusted prices.

Money Funds

For all government and retail money funds, securities are valued at amortized cost in accordance with Rule 2a-7 under the 1940 Act. Transactions in the Institutional Cash Reserve Fund’s shares are based on a net asset value reflecting the current market-based values of its portfolio securities (i.e., a “floating’ net asset value).

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Price Funds Investing in Other Price Funds

Investments in the underlying Price Funds held by each fund are valued at their closing net asset value per share on the day of valuation.

Price Funds Investing in Hedge Funds

A fund relies primarily on the limited pricing and valuation information provided by the hedge fund managers in order to value its hedge fund investments. The funds attempt, to the extent they are able to do so, to review the valuation methodology utilized by a hedge fund to gauge whether its principles of fair value are consistent with those used by the funds for valuing their own investments. A fund will seek as much information as possible from the hedge fund in order to value its investment and determine the fair value of its interest in the hedge fund based on all relevant circumstances. This may include the most recent estimated net asset value and estimated returns reported by the hedge fund, as well as accrued management fees and any other relevant information available at the time the fund values its assets.

All Price Funds

The values assigned to private placements and other restricted securities, and to those investments for which the valuation procedures previously described are inappropriate, are stated at fair value as determined in good faith by the T. Rowe Price Valuation Committee (the “Valuation Committee”). The Valuation Committee has been established by the funds’ Board to ensure that financial instruments are appropriately priced at fair value in accordance with GAAP and the 1940 Act. Subject to oversight by the Board, the Valuation Committee regularly makes good faith judgments to establish and adjust the fair valuations of certain securities as events occur and circumstances warrant. For instance, in determining the fair value of an equity investment with limited market activity, such as a private placement or a thinly traded public company stock, the Valuation Committee considers a variety of factors, which may include, but are not limited to, the issuer’s business prospects, its financial standing and performance, recent investment transactions in the issuer, new rounds of financing, negotiated transactions of significant size between other investors in the company, relevant market valuations of peer companies, strategic events affecting the company, market liquidity for the issuer, and general economic conditions and events. In consultation with the investment and pricing teams, the Valuation Committee will determine an appropriate valuation technique based on available information, which may include both observable and unobservable inputs. The Valuation Committee typically will afford greatest weight to actual prices in arm’s length transactions, to the extent they represent orderly transactions between market participants; transaction information can be reliably obtained; and prices are deemed representative of fair value. However, the Valuation Committee may also consider other valuation methods such as market-based valuation multiples; a discount or premium from market value of a similar, freely traded security of the same issuer; or some combination. Fair value determinations are reviewed on a regular basis and updated as information becomes available, including actual purchase and sale transactions of the issue. Because any fair value determination involves a significant amount of judgment, there is a degree of subjectivity inherent in such pricing decisions and fair value prices determined by the Valuation Committee could differ from those of other market participants. The Price Funds rely on various sources to calculate their net asset values. The information may be provided by third parties that are believed to be reliable, but the information may not be accurate due to errors by fund accounting providers, pricing sources, technological issues or otherwise.

NET ASSET VALUE PER SHARE

The purchase and redemption price of the funds’ shares is equal to the funds’ net asset value per share or share price. The funds determine their net asset value per share by subtracting their liabilities (including accrued expenses and dividends payable) from their total assets (the market value of the securities the funds hold plus cash and other assets, including income accrued but not yet received) and dividing the result by the total number of shares outstanding. The net asset value per share of the funds is calculated as of the close of regular trading on the NYSE, normally 4 p.m. ET, every day the NYSE is open for trading. However, the net asset

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value may be calculated at a time other than the normal close of the NYSE if trading on the NYSE is restricted, if the NYSE closes earlier, or as may be permitted by the SEC.

Determination of net asset value (and the offering, sale, redemption, and purchase of shares) for the funds may be suspended at times (a) during which the NYSE is closed, other than customary weekend and holiday closings, (b) during which trading on the NYSE is restricted, (c) during which an emergency exists as a result of which disposal by the funds of securities owned by them is not reasonably practicable or it is not reasonably practicable for the funds fairly to determine the value of their net assets, or (d) during which a governmental body having jurisdiction over the funds may by order permit such a suspension for the protection of the funds’ shareholders, provided that applicable rules and regulations of the SEC (or any succeeding governmental authority) shall govern as to whether the conditions prescribed in (b), (c), or (d) exist. Under certain limited conditions, a money fund may accept and process purchase and redemption orders during times that the NYSE is not open for trading.

Money Funds

Maintenance of Retail and Government Money Funds’ Net Asset Value per Share at $1.00

It is the current policy of all TRP retail and government money market funds to attempt to maintain a net asset value of $1.00 per share by using the amortized cost method of valuation permitted by Rule 2a-7 under the 1940 Act. Under this method, securities are valued by reference to the funds’ acquisition costs as adjusted for amortization of premium or accumulation of discount, rather than by reference to their market value. Under Rule 2a-7:

(a) The Boards must establish written procedures reasonably designed, taking into account current market conditions and the funds’ investment objectives, to stabilize the funds’ net asset value per share, as computed for the purpose of distribution, redemption, and repurchase, at a single value;

(b) The funds must (i) maintain a dollar-weighted average portfolio maturity appropriate to their objective of maintaining a stable price per share; (ii) not purchase any instrument with a remaining maturity greater than 397 calendar days, except for certain adjustable rate government securities or other instruments that meet the requirements of Rule 2a-7; (iii) maintain a dollar-weighted average portfolio maturity of 60 calendar days or less; (iv) maintain a dollar-weighted average life of 120 calendar days or less; (v) not acquire any security other than a “weekly liquid asset,” as defined in Rule 2a-7, unless they hold at least 30% of their total assets in weekly liquid assets; and (vi) for the taxable funds, not acquire any security other than a “daily liquid asset,” as defined in Rule 2a-7, unless they hold at least 10% of their total assets in daily liquid assets;

(c) The funds must limit their purchase of portfolio instruments, including repurchase agreements, to those U.S. dollar-denominated instruments which the funds’ Boards determine present minimal credit risks and which are eligible securities as defined by Rule 2a-7; and

(d) The Boards must determine that (i) it is in the best interest of the funds and the shareholders to maintain a stable net asset value per share under the amortized cost method; and (ii) the funds will continue to use the amortized cost method only so long as the Boards believe that it fairly reflects the market-based net asset value per share.

Although each retail and government fund believes that it will be able to maintain its net asset value at $1.00 per share under most conditions, there can be no absolute assurance that they will be able to do so on a continuous basis. If a retail or government fund’s net asset value per share declined, or was expected to decline, below $1.00 (rounded to the nearest one cent), the Board of the fund might temporarily reduce or suspend dividend payments in an effort to maintain the net asset value at $1.00 per share. As a result of such reduction or suspension of dividends, an investor would receive less income during a given period than if such a reduction or suspension had not taken place. Such action could result in an investor receiving no dividend during this period and receiving, upon redemption, a price per share lower than the price paid. On the other hand, if the funds’ net asset value per share were to increase, or were anticipated to increase, above

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$1.00 (rounded to the nearest one cent), the Boards of the funds might supplement dividends in an effort to maintain the net asset value at $1.00 per share.

Liquidity Fees and Redemption Gates

Pursuant to Rule 2a-7, if a retail or institutional prime money market fund’s weekly liquid assets fall below 30% of its total assets, the fund’s Board, in its discretion, may impose liquidity fees of up to 2% of the value of the shares redeemed or temporarily suspend redemptions from the fund for up to 10 business days during any 90-day period (i.e., a “redemption gate”). In addition, if the fund’s weekly liquid assets fall below 10% of its total assets at the end of any business day, the fund must impose a 1% liquidity fee on shareholder redemptions unless the fund’s Board determines that not doing so is in the best interests of the fund.

Money market funds that are designated “government money market funds” pursuant to Rule 2a-7 are not required to impose a liquidity fee or redemption gate upon a sale of shares. However, the Board of a government money market fund reserves the right to impose liquidity fees in the future.

A money fund may permanently suspend redemptions and payment of redemptions if: the fund’s Board determines that the deviation between a fund’s amortized cost price per share and its market based net asset value per share may result in material dilution or unfair results; the Board has irrevocably approved the liquidation of the fund; and the fund notifies the SEC of its decision to liquidate prior to suspending redemptions. A money market fund’s Board may suspend redemptions and payment of redemption proceeds if the fund, at the end of a business day, has invested less than 10% of its total assets in weekly liquid assets.

DIVIDENDS AND DISTRIBUTIONS

Unless you elect otherwise, capital gain distributions, final quarterly dividends and annual dividends, if any, will be reinvested on the reinvestment date using the net asset values per share on that date. The reinvestment date normally precedes the payment date by one day, although the exact timing is subject to change and can be as great as 10 days.

IN-KIND REDEMPTIONS AND PURCHASES

Redemptions In-Kind

Certain Price Funds have filed with the SEC a notice of election under Rule 18f-1 of the 1940 Act. This election permits a fund to effect a redemption in-kind if, in any 90-day period, a shareholder redeems: (i) more than $250,000 from the fund; or (ii) redeems more than 1% of the fund’s net assets. If either of these conditions is met, the fund has the right to pay the difference between the redemption amount and the lesser of these two figures with securities from the fund’s portfolio rather than in cash.

In the unlikely event a shareholder receives an in-kind redemption of portfolio securities from a fund, it would be the responsibility of the shareholder to dispose of the securities. The shareholder would be subject to the risks that the value of the securities could decline prior to their sale, the securities could be difficult to sell, and brokerage fees could be incurred.

The Price Funds may also redeem securities in-kind to certain affiliates according to procedures adopted by the Price Funds’ Boards. The procedures generally require a pro-rata distribution of a fund’s securities subject to certain limited exceptions. Securities that may be excluded from an in-kind distribution include, among others: holdings that cannot be transferred or have other legal restrictions, such as certain types of derivatives; de minimis positions; positions being eliminated by the distributing fund and will not held by the receiving shareholder; and positions used as collateral. Any securities that are excluded from an in-kind distribution are not selected by either the affiliated shareholder nor any other party with the ability and the pecuniary incentive to influence the redemption in-kind.

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Purchases In-Kind

Transactions involving the issuance of fund shares for securities or assets other than cash will be limited to (1) bona fide reorganizations; (2) statutory mergers; or (3) other acquisitions of portfolio securities that: (a) meet the investment objectives and investment policies of the funds; (b) are generally acquired for investment and not for resale; (c) have a value that is readily ascertainable, which may include securities listed or traded in a recognized U.S. or international exchange or market; and (d) are not illiquid. The securities received in-kind must be deemed by the fund’s portfolio manager to be appropriate, in type and amount, for investment by the fund receiving the securities in light of its investment objectives, investment programs and policies, and its current holdings.

TAX STATUS

The tax discussion in the prospectus and this SAI provides only a brief summary of some of the tax consequences affecting the funds and the shareholders of the funds in general under the U.S. federal income tax law. You may also be subject to foreign, state, and local laws, which are not discussed here. No attempt has been made to discuss tax consequences specifically applicable to any particular shareholder. You should discuss with your tax advisor to determine tax consequences applicable to you and your investments.

Taxation of the Funds

The funds intend to qualify as “regulated investment companies” under Subchapter M of the Code. If, in any taxable year, a fund does not qualify as a regulated investment company under the Code: (1) the fund would be taxed at the normal corporate rates on the entire amount of its taxable income, if any, without a deduction for dividends or other distributions to shareholders; (2) the fund’s distributions, to the extent made out of the fund’s current or accumulated earnings and profits, would be taxable to shareholders as ordinary dividends regardless of whether they would otherwise have been considered capital gain dividends; (3) the fund may qualify for the 70% deduction for dividends received by corporations; and (4) foreign tax credits would not “pass through” to shareholders. A fund may avoid losing its qualification as a regulated investment company under certain circumstances by using remedies provided in recent legislation, but such remedies may still result in a significant tax penalty to the fund.

To be entitled to the special tax benefits applicable to regulated investment companies, the funds will be required to distribute the sum of 90% of their investment company taxable income and 90% of their net tax-exempt income, if any, each year. In order to avoid federal income tax, the funds must distribute all of their investment company taxable income and realized long-term capital gains for each fiscal year within 12 months after the end of the fiscal year. To avoid federal excise tax, the funds must declare dividends by December 31 of each year equal to at least 98% of ordinary income (as of December 31) and 98.2% of capital gains (as of October 31) and distribute such amounts prior to February 1 of the following calendar year. Shareholders are required to include such distributions in their income for federal income tax purposes whether dividends and capital gain distributions are paid in cash or in additional shares.

Taxation of Fund Shareholders

For individual shareholders, a portion of the funds’ ordinary dividends representing “qualified dividend income” may be subject to tax at the lower rate applicable to long-term capital gains, rather than ordinary income. “Qualified dividend income” is composed of certain dividends received from domestic and qualified foreign corporations. It excludes dividends representing payments in lieu of dividends related to loaned securities, dividends received on certain hedged positions, dividends on non-qualified foreign corporations, and dividends on stocks the funds have not held for more than 60 days during the 121-day period beginning 60 days before the stock became ex-dividend (90 and 181 days for certain preferred stock). Individual shareholders can only apply the lower rate to the qualified portion of the funds’ dividends if they have held the shares in the funds on which the dividends were paid for the holding period surrounding the ex-dividend date of the funds’ dividends. Little, if any, of the ordinary dividends paid by the Global Real Estate or Real Estate Funds, is expected to qualify for this lower rate.

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For corporate shareholders, a portion of the funds’ ordinary dividends may be eligible for the 70% deduction for dividends received by corporations to the extent the funds’ income consists of dividends paid by U.S. corporations. This deduction does not include dividends representing payments in lieu of dividends related to loaned securities, dividends received on certain hedged positions, dividends received from certain foreign corporations, and dividends on stocks the funds have not held for more than 45 days during the 90-day period beginning 45 days before the stock became ex-dividend (90 and 180 days for certain preferred stock). Corporate shareholders can only apply the lower rate to the qualified portion of the funds’ dividends if they have held the shares in the funds on which the dividends were paid for the holding period surrounding the ex-dividend date of the funds’ dividends. Little, if any, of the ordinary dividends paid by the international equity funds (and the global funds that hold significant non-U.S. securities) or the bond and money funds is expected to qualify for this deduction. Long-term capital gain distributions paid by the funds are not eligible for the dividends-received deduction.

Dividends and other distributions by a fund are generally treated under the Code as received by the shareholders at the time the dividend or distribution is made. However, any dividend declared by the fund in October, November, or December of any calendar year and payable to shareholders of record on a specified date in such a month shall be deemed to have been received by each shareholder on December 31 of such calendar year and to have been paid by the fund not later than such December 31, provided such dividend is actually paid by the fund during January of the following calendar year.

Dividends of net investment income and distributions of net realized short-term capital gains are taxable to a U.S. shareholder as ordinary income, whether paid in cash or in shares. Distributions of net realized long-term capital gains, if any, that a fund reports as capital gains dividends are taxable as long-term capital gains, whether paid in cash or in shares and regardless of how long a shareholder has held shares of the fund. Such dividends will not be eligible for the dividends received deduction. Dividends and distributions paid by a fund attributable to dividends on stock of U.S. corporations received by the fund, with respect to which the fund meets certain holding period requirements, will be eligible for the deduction for dividends received by corporations. Special rules apply, however, to regular dividends paid to individuals. Such a dividend may be subject to tax at the rates generally applicable to long-term capital gains for individuals, provided that the individual receiving the dividend satisfies certain holding period and other requirements.

The funds may treat a portion of amounts paid to redeem shares as a distribution of investment company taxable income and realized capital gains that are reflected in net asset value. This practice, commonly referred to as “equalization,” has no effect on redeeming shareholders or a fund’s total return, and reduces the amounts that would otherwise be required to be paid as taxable dividends to the remaining shareholders. Because of uncertainties surrounding some of the technical issues relating to computing the amount of equalization, it is possible that the IRS could challenge the funds’ equalization methodology or calculations, and any such challenge could result in additional tax, interest, or penalties to be paid by the funds.

At the time of your purchase of shares (except in retail and government money market funds), the funds’ net asset value may reflect undistributed income, capital gains, or net unrealized appreciation of securities held by the funds. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable as either dividend or capital gain distributions. The funds may be able to reduce the amount of such distributions by utilizing their capital loss carry-overs, if any. For federal income tax purposes, the funds are permitted to carry forward any net realized capital losses for eight years for any such losses incurred in taxable years beginning on or before December 22, 2010, or indefinitely for any such losses incurred in taxable years beginning after December 22, 2010, and use such losses, subject to applicable limitations, to offset net capital gains up to the amount of such losses without being required to pay taxes on, or distribute, such gains.

However, the amount of capital losses that can be carried forward and used in any single year may be limited if a fund experiences an “ownership change” within the meaning of Section 382 of the Code. An ownership change generally results when the shareholders owning 5% or more of the fund increase their aggregate holdings by more than 50 percentage points over a three-year period. An ownership change could result in capital loss carry-overs from taxable years beginning on or before December 22, 2010, to expire unused, thereby reducing a fund’s ability to offset capital gains with those losses. Capital loss carry-overs generated in

384

years beginning after December 22, 2010, are also subject to the ownership change limitation but will not expire. An increase in the amount of taxable gains distributed to a fund’s shareholders could result from an ownership change. The Price Funds undertake no obligation to avoid or prevent an ownership change, which can occur in the normal course of shareholder purchases and redemptions. Moreover, because of circumstances beyond a fund’s control, there can be no assurance that a fund will not experience, or has not already experienced, an ownership change.

Upon the sale or exchange of your shares in a fund, you will realize a taxable gain or loss equal to the difference between the amount realized and your basis in the shares. A redemption of shares by a fund will be treated as a sale for this purpose. Such gain or loss will be treated as capital gain or loss if the shares are capital assets in your hands, and will be long-term capital gain or loss if the shares are held for more than one year and short-term capital gain or loss if the shares are held for one year or less. Any loss realized on a sale or exchange will be disallowed to the extent the shares disposed of are replaced, including replacement through the reinvesting of dividends and capital gains distributions in the fund, within a 61-day period beginning 30 days before and ending 30 days after the disposition of the shares. In such a case, the basis of the shares acquired will be increased to reflect the disallowed loss. Any loss realized by a shareholder on the sale of a fund share held by the shareholder for six months or less will be treated for U.S. federal income tax purposes as a long-term capital loss to the extent of any distributions or deemed distributions of long-term capital gains received by the shareholder with respect to such share during such six month period.

A 3.8% net investment income tax is imposed on net investment income, including interest, dividends, and capital gain, of U.S. individuals with income exceeding $200,000 (or $250,000 if married filing jointly), and of estates and trusts.

Taxation of Foreign Shareholders

Foreign shareholders may be subject to U.S. tax on the sale of shares in any fund, or on distributions of ordinary income and/or capital gains realized by a fund, depending on a number of factors, including the foreign shareholder’s country of tax residence, its other U.S. operations (if any), and the nature of the distribution received. Foreign shareholders should consult their own tax adviser to determine the precise U.S. and local tax consequences to an investment in any fund.

A 30% withholding tax is currently imposed on all or a portion of any dividends paid, and will be imposed on redemption proceeds paid after December 31, 2018, to: (i) foreign financial institutions, including non-U.S. investment funds and trusts, unless they agree to collect and disclose to the IRS, or in certain cases to their country of residence, information regarding their direct and indirect U.S. account holders or are exempt from these requirements and certify as such; and (ii) certain other foreign entities unless they certify certain information regarding their direct and indirect U.S. owners. To avoid withholding, non-exempt foreign financial institutions will need to enter into agreements with the IRS (unless resident in a country that provides for an alternative regime through an intergovernmental agreement with the U.S.) stipulating that they will provide the IRS with certain information (including name, address and taxpayer identification number) for direct and indirect U.S. account holders, comply with due diligence procedures with respect to the identification of U.S. accounts, report to the IRS certain information with respect to U.S. accounts maintained, and agree to withhold tax on certain payments made to non-compliant foreign financial institutions or to account holders who fail to provide the required information. Other foreign entities will need to provide the name, address, and taxpayer identification number of each substantial U.S. owner or certifications of no substantial U.S. ownership unless certain exceptions apply.

Funds-of-Funds

Each Fund-of-Funds pursues its objective by investing in a diversified portfolio of underlying Price Funds that represent various asset classes and sectors. Dividends, interest and capital gains earned by the underlying Price Funds with respect to non-U.S. positions may give rise to withholding and other taxes imposed by non-U.S. countries. Tax conventions between certain countries and the United States may reduce or eliminate such taxes. If more than 50% of the total assets of any given underlying Price Fund at the close of a year consists of non-U.S. stocks or securities (and 50% of the total assets of the fund at the close of the year consists of foreign securities, or, at the close of each quarter, shares of underlying Price Funds), the fund may “pass through” to

385

you certain non-U.S. income taxes (including withholding taxes) paid by the fund or the underlying Price Fund. This means that you would be considered to have received as an additional dividend your share of such non-U.S. taxes, but you may be entitled to either a corresponding tax deduction in calculating your taxable income, or, subject to certain limitations, a credit in calculating your U.S. federal income tax.

Short-term capital gains earned by the underlying Price Funds will be ordinary income when distributed to the fund and will not be offset by the fund’s capital losses. Upon the sale or other disposition by the fund of shares of the underlying Price Fund, the fund will realize a capital gain or loss which will be long-term or short-term, generally depending on the fund’s holding period for the shares. Losses realized upon such redemptions may result in a substantial number of “wash sales” and deferral, perhaps indefinitely, of realized losses to the fund.

If you are neither a resident nor a citizen of the United States or if you are a non-U.S. entity, the fund’s ordinary income dividends (which include distributions of net short-term capital gains) will generally be subject to a 30% U.S. federal withholding tax, unless a lower treaty rate applies.

Distributions by the underlying Price Funds, redemptions of shares in the underlying Price Funds, and changes in asset allocations may result in taxable distributions of ordinary income or capital gains. In addition, the Funds-of-Funds will generally not be able to currently offset gains realized by one underlying Price Fund in which the Funds-of-Funds invest against losses realized by another underlying Price Fund. These factors could affect the amount, timing, and character of distributions to shareholders.

State Tax-Free and Tax-Free Funds

The funds anticipate that substantially all of the dividends to be paid by each fund will be exempt from federal income taxes. It is possible that a portion of the funds’ dividends is not exempt from federal income taxes. You will receive a Form 1099-DIV, or other IRS forms, as required, reporting the taxability of all dividends. The funds will also advise you of the percentage of your dividends, if any, which should be included in the computation of the AMT. Social Security recipients who receive income dividends from tax-free funds may have to pay taxes on a portion of their Social Security benefits.

Because the income dividends of the funds are expected to be derived from tax-exempt interest on municipal securities, any interest on money you borrow that is directly or indirectly used to purchase fund shares is not deductible. Further, entities or persons that are “substantial users” (or persons related to “substantial users”) of facilities financed by industrial development bonds should consult their tax advisers before purchasing shares of these funds. The income from such bonds may not be tax-exempt for such substantial users.

Foreign Income Taxes

Income received by the funds from sources within various foreign countries may be subject to foreign income taxes. Under the Code, if more than 50% of the value of the funds’ total assets at the close of the taxable year comprises securities issued by foreign corporations or governments, the funds may file an election to “pass through” to the funds’ shareholders any eligible foreign income taxes paid by the funds. Certain funds of funds may also be able to pass through foreign taxes paid by other mutual funds in which they are invested if at least 50% of the value of the funds’ total assets at the end of each fiscal quarter comprises interests in such regulated investment companies. There can be no assurance that the funds will be able to do so. Pursuant to this election, shareholders will be required to: (1) include in gross income, even though not actually received, their pro-rata share of foreign income taxes paid by the funds; (2) treat their pro-rata share of foreign income taxes as paid by them; and (3) either deduct their pro-rata share of foreign income taxes in computing their taxable income, or use it as a foreign tax credit against U.S. income taxes subject to certain limitations (but not both). A deduction for foreign income taxes may only be claimed by a shareholder who itemizes deductions.

Foreign Currency Gains and Losses

Foreign currency gains and losses, including the portion of gain or loss on the sale of debt securities attributable to foreign exchange rate fluctuations, are taxable as ordinary income. If the net effect of these transactions is a gain, the ordinary income dividend paid by the funds will be increased. If the result is a loss, the ordinary income dividend paid by the funds will be decreased, or, to the extent such dividend has already

386

been paid, it may be classified as a return of capital. Adjustments to reflect these gains and losses will be made at the end of the funds’ taxable year.

Passive Foreign Investment Companies

The funds may purchase, directly or indirectly, the securities of certain foreign investment funds or trusts, called “passive foreign investment companies” for U.S. tax purposes. Sometimes such investments are the only or primary way to invest in companies in certain countries. Some or all of the capital gains on the sale of such holdings may be considered ordinary income regardless of how long the funds held the investment. In addition, the funds may be subject to corporate income tax and/or an interest charge on certain dividends and capital gains earned from these investments, regardless of whether such income and gains are distributed to shareholders.

To avoid such tax and/or interest, the funds may treat these securities, when possible, as sold on the last day of each of their fiscal years and to recognize any gains for tax purposes at that time; deductions for losses may be allowable only to the extent of any gains resulting from these deemed sales in prior taxable years. Such gains and losses will be treated as ordinary income or losses. The funds will be required to distribute any resulting income, even though they have not sold the security and received cash to pay such distributions.

Investing in Mortgage Entities

Special tax rules may apply to the funds’ investments in entities which invest in or finance mortgage debt. Such investments include residual interests in Real Estate Mortgage Investment Conduits and interests in a REIT which qualifies as a taxable mortgage pool under the Code or has a qualified REIT subsidiary that is a taxable mortgage pool under the Code. Although it is the practice of the funds not to make such investments, there is no guarantee that the funds will be able to sustain this practice or avoid an inadvertent investment.

Such investments may result in the funds receiving excess inclusion income (“EII”) in which case a portion of its distributions will be characterized as EII and shareholders receiving such distributions, including shares held through nominee accounts, will be deemed to have received EII. This can result in the funds being required to pay tax on the portion allocated to disqualified organizations: certain cooperatives, agencies or instrumentalities of a government or international organization, and tax-exempt organizations that are not subject to tax on unrelated business taxable income. In addition, such amounts will be treated as unrelated business taxable income to tax-exempt organizations that are not disqualified organizations, and will be subject to a 30% withholding tax for shareholders who are not U.S. persons, notwithstanding any exemptions or rate reductions in any relevant tax treaties.

CAPITAL STOCK (MARYLAND CORPORATIONS)

All funds except Capital Appreciation, Equity Income, GNMA, and New America Growth Funds, and California Tax-Free Income Trust and State Tax-Free Income Trust

All of the funds, other than those listed immediately above, are organized as Maryland corporations (“Corporations”) or series thereof. The funds’ Charters authorize the Boards to classify and reclassify any and all shares which are then unissued, including unissued shares of capital stock into any number of classes or series; each class or series consisting of such number of shares and having such designations, such powers, preferences, rights, qualifications, limitations, and restrictions as shall be determined by the Boards subject to the 1940 Act and other applicable law. The shares of any such additional classes or series might therefore differ from the shares of the present class and series of capital stock and from each other as to preferences, conversions, or other rights, voting powers, restrictions, limitations as to dividends, qualifications, or terms or conditions of redemption, subject to applicable law, and might thus be superior or inferior to the capital stock or to other classes or series in various characteristics. The Boards may increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that the funds have authorized to issue without shareholder approval.

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Except to the extent that the funds’ Boards might provide that holders of shares of a particular class are entitled to vote as a class on specified matters presented for a vote of the holders of all shares entitled to vote on such matters, there would be no right of class vote unless and to the extent that such a right might be construed to exist under Maryland law. The directors have provided that as to any matter with respect to which a separate vote of any class is required by the 1940 Act, such requirement as to a separate vote by that class shall apply in lieu of any voting requirements established by the Maryland General Corporation Law. Otherwise, holders of each class of capital stock are not entitled to vote as a class on any matter. Accordingly, the preferences, rights, and other characteristics attaching to any class of shares might be altered or eliminated, or the class might be combined with another class or classes, by action approved by the vote of the holders of a majority of all the shares of all classes entitled to be voted on the proposal, without any additional right to vote as a class by the holders of the capital stock or of another affected class or classes.

Shareholders are entitled to one vote for each full share held (and fractional votes for fractional shares held) and will vote in the election of or removal of directors (to the extent hereinafter provided) and on other matters submitted to the vote of shareholders. There will normally be no meetings of shareholders for the purpose of electing directors unless and until such time as less than a majority of the directors holding office have been elected by shareholders, at which time the directors then in office will call a shareholders’ meeting for the election of directors. Except as set forth above, the directors shall continue to hold office and may appoint successor directors. Voting rights are not cumulative, so that the holders of more than 50% of the shares voting in the election of directors can, if they choose to do so, elect all the directors of the funds, in which event the holders of the remaining shares will be unable to elect any person as a director. As set forth in the By-Laws of the Corporations, a special meeting of shareholders of the Corporations shall be called by the secretary of the Corporations on the written request of shareholders entitled to cast (a) in the case of a meeting for the purpose of removing a director, at least 10% and (b) in the case of a meeting for any other purpose, at least 25%, in each case of all the votes entitled to be cast at such meeting, provided that any such request shall state the purpose or purposes of the meeting and the matters proposed to be acted on. Shareholders requesting such a meeting must pay to the Corporations the reasonably estimated costs of preparing and mailing the notice of the meeting. The Corporations, however, will otherwise assist the shareholders seeking to hold the special meeting in communicating to the other shareholders of the Corporations to the extent required by Section 16(c) of the 1940 Act.

The series (and classes) set forth in the following table have been established by the Boards under the Articles of Incorporation of the indicated Corporations. Each series represents a separate pool of assets of the Corporations’ shares and has different objectives and investment policies. Maryland law provides that the debts, liabilities, obligations, and expenses incurred with respect to a particular series or class are enforceable against the assets associated with that series or class only. The Articles of Incorporation also provide that the Boards may issue additional series of shares. Each share of each fund represents an equal proportionate share in that fund with each other share and is entitled to such dividends and distributions of income belonging to that fund as are declared by the directors. In the event of the liquidation of a fund, each share is entitled to a pro-rata share of the net assets of that fund. Classes represent separate shares in the funds but share the same portfolios as the indicated funds. Each fund is registered with the SEC under the 1940 Act as an open-end management investment company, commonly known as a “mutual fund.”

  

Maryland Corporations

Year of Inception

T. Rowe Price Balanced Fund, Inc. (corporation)

T. Rowe Price Balanced Fund (series)

T. Rowe Price Balanced Fund—I Class (class)

1939

1939

2015

T. Rowe Price Blue Chip Growth Fund, Inc. (corporation)

T. Rowe Price Blue Chip Growth Fund (series)

T. Rowe Price Blue Chip Growth Fund—Advisor Class (class)

T. Rowe Price Blue Chip Growth Fund—I Class (class)

T. Rowe Price Blue Chip Growth Fund—R Class (class)

1993

1993

2000

2015

2002

388

  

Maryland Corporations

Year of Inception

T. Rowe Price Capital Appreciation & Income Fund, Inc. (corporation)

T. Rowe Price Capital Appreciation & Income Fund (series)

T. Rowe Price Capital Appreciation & Income Fund—Advisor Class (class)

T. Rowe Price Capital Appreciation & Income Fund—I Class (class)

2017

2017

2017

2017

T. Rowe Price Capital Opportunity Fund, Inc. (corporation)

T. Rowe Price Capital Opportunity Fund (series)

T. Rowe Price Capital Opportunity Fund—Advisor Class (class)

T. Rowe Price Capital Opportunity Fund—I Class (class)

T. Rowe Price Capital Opportunity Fund—R Class (class)

1994

1994

2004

2016

2004

T. Rowe Price Corporate Income Fund, Inc. (corporation)

T. Rowe Price Corporate Income Fund (series)

T. Rowe Price Corporate Income Fund—I Class (class)

1995

1995

2015

T. Rowe Price Credit Opportunities Fund, Inc. (corporation)

T. Rowe Price Credit Opportunities Fund (series)

T. Rowe Price Credit Opportunities Fund—Advisor Class (class)

T. Rowe Price Credit Opportunities Fund—I Class (class)

2014

2014

2014

2016

T. Rowe Price Diversified Mid-Cap Growth Fund, Inc. (corporation)

T. Rowe Price Diversified Mid-Cap Growth Fund (series)

T. Rowe Price Diversified Mid-Cap Growth—I Class (class)

2003

2003

2017

T. Rowe Price Dividend Growth Fund, Inc. (corporation)

T. Rowe Price Dividend Growth Fund (series)

T. Rowe Price Dividend Growth Fund—Advisor Class (class)

T. Rowe Price Dividend Growth Fund—I Class (class)

1992

1992

2005

2015

T. Rowe Price Financial Services Fund, Inc. (corporation)

T. Rowe Price Financial Services Fund (series)

T. Rowe Price Financial Services Fund—I Class (class)

1996

1996

2016

T. Rowe Price Floating Rate Fund, Inc. (corporation)

T. Rowe Price Floating Rate Fund (series)

T. Rowe Price Floating Rate Fund—Advisor Class (class)

T. Rowe Price Floating Rate Fund—I Class (class)

2011

2011

2011

2016

T. Rowe Price Global Allocation Fund, Inc. (corporation)

T. Rowe Price Global Allocation Fund (series)

T. Rowe Price Global Allocation Fund—Advisor Class (class)

T. Rowe Price Global Allocation Fund—I Class (class)

2013

2013

2013

2016

T. Rowe Price Global Multi-Sector Bond Fund, Inc. (corporation)

T. Rowe Price Global Multi-Sector Bond Fund (series)

T. Rowe Price Global Multi-Sector Bond Fund—Advisor Class (class)

T. Rowe Price Global Multi-Sector Bond Fund—I Class (class)

2008

2008

2008

2016

T. Rowe Price Global Real Estate Fund, Inc. (corporation)

T. Rowe Price Global Real Estate Fund (series)

T. Rowe Price Global Real Estate Fund—Advisor Class (class)

T. Rowe Price Global Real Estate Fund—I Class (class)

2008

2008

2008

2016

T. Rowe Price Global Technology Fund, Inc. (corporation)

T. Rowe Price Global Technology Fund (series)

T. Rowe Price Global Technology Fund—I Class (class)

2000

2000

2016

T. Rowe Price Government Money Fund, Inc. (corporation)

T. Rowe Price Government Money Fund (series)

T. Rowe Price Government Money Fund—I Class (class)

1976

1976

2017

T. Rowe Price Growth & Income Fund, Inc. (corporation)

T. Rowe Price Growth & Income Fund (series)

T. Rowe Price Growth & Income Fund—I Class (class)

1982

1982

2016

389

  

Maryland Corporations

Year of Inception

T. Rowe Price Growth Stock Fund, Inc. (corporation)

T. Rowe Price Growth Stock Fund (series)

T. Rowe Price Growth Stock Fund—Advisor Class (class)

T. Rowe Price Growth Stock Fund—I Class (class)

T. Rowe Price Growth Stock Fund—R Class (class)

1950

1950

2001

2015

2002

T. Rowe Price Health Sciences Fund, Inc. (corporation)

T. Rowe Price Health Sciences Fund (series)

T. Rowe Price Health Sciences Fund—I Class (class)

1995

1995

2016

T. Rowe Price High Yield Fund, Inc. (corporation)

T. Rowe Price High Yield Fund (series)

T. Rowe Price High Yield Fund—Advisor Class (class)

T. Rowe Price High Yield Fund—I Class (class)

T. Rowe Price U.S. High Yield Fund (series)

T. Rowe Price U.S. High Yield Fund—Advisor Class (class)

T. Rowe Price U.S. High Yield Fund—I Class (class)

1984

1984

2000

2015

2017

2013(a)

2013(a)

T. Rowe Price Index Trust, Inc. (corporation)

T. Rowe Price Equity Index 500 Fund (series)

T. Rowe Price Equity Index 500 Fund—I Class (class)

T. Rowe Price Extended Equity Market Index Fund (series)

T. Rowe Price Mid-Cap Index Fund (series)

T. Rowe Price Mid-Cap Index Fund—I Class (class)

T. Rowe Price Small-Cap Index Fund (series)

T. Rowe Price Small-Cap Index Fund—I Class (class)

T. Rowe Price Total Equity Market Index Fund (series)

1989

1990

2015

1998

2015

2015

2015

2015

1998

T. Rowe Price Inflation Protected Bond Fund, Inc. (corporation)

T. Rowe Price Inflation Protected Bond Fund (series)

T. Rowe Price Inflation Protected Bond Fund—I Class (class)

2002

2002

2015

T. Rowe Price Institutional Equity Funds, Inc. (corporation)

T. Rowe Price Institutional Large-Cap Core Growth Fund (series)

T. Rowe Price Institutional Large-Cap Growth Fund (series)

T. Rowe Price Institutional Large-Cap Value Fund (series)

T. Rowe Price Institutional Mid-Cap Equity Growth Fund (series)

T. Rowe Price Institutional Small-Cap Stock Fund (series)

T. Rowe Price Institutional U.S. Structured Research Fund (series)

1996

2003

2001

2000

1996

2000

2007

T. Rowe Price Institutional Income Funds, Inc. (corporation)

T. Rowe Price Institutional Cash Reserves Fund (series)

T. Rowe Price Institutional Core Plus Fund (series)

T. Rowe Price Institutional Credit Opportunities Fund (series)

T. Rowe Price Institutional Floating Rate Fund (series)

T. Rowe Price Institutional Floating Rate Fund—F Class (class)

T. Rowe Price Institutional Global Multi-Sector Bond Fund (series)

T. Rowe Price Institutional High Yield Fund (series)

T. Rowe Price Institutional Long Duration Credit Fund (series)

2000

2016

2004

2014

2008

2010

2013

2002

2013

390

  

Maryland Corporations

Year of Inception

T. Rowe Price Institutional International Funds, Inc. (corporation)

T. Rowe Price Institutional Africa & Middle East Fund (series)

T. Rowe Price Institutional Emerging Markets Bond Fund (series)

T. Rowe Price Institutional Emerging Markets Equity Fund (series)

T. Rowe Price Institutional Frontier Markets Equity Fund (series)

T. Rowe Price Institutional Global Focused Growth Equity Fund (series)

T. Rowe Price Institutional Global Growth Equity Fund (series)

T. Rowe Price Institutional Global Value Equity Fund (series)

T. Rowe Price Institutional International Bond Fund (series)

T. Rowe Price Institutional International Concentrated Equity Fund (series)

T. Rowe Price Institutional International Core Equity Fund (series)

T. Rowe Price Institutional International Growth Equity Fund (series)

1989

2008

2006

2002

2014

2006

2008

2012

2007

2010

2010

1989

T. Rowe Price Intermediate Tax-Free High Yield Fund, Inc. (corporation)

2014

2014

2014

2017

T. Rowe Price Intermediate Tax-Free High Yield Fund (series)

T. Rowe Price Intermediate Tax-Free High Yield Fund—Advisor Class (class)

T. Rowe Price Intermediate Tax-Free High Yield Fund—I Class (class)

 

T. Rowe Price International Funds, Inc. (corporation)

T. Rowe Price Africa & Middle East Fund (series)

T. Rowe Price Africa & Middle East Fund—I Class (class)

T. Rowe Price Asia Opportunities Fund (series)

T. Rowe Price Asia Opportunities Fund—Advisor Class (class)

T. Rowe Price Asia Opportunities Fund—I Class (class)

T. Rowe Price Dynamic Global Bond Fund (series)

T. Rowe Price Dynamic Global Bond Fund—Advisor Class (class)

T. Rowe Price Dynamic Global Bond Fund—I Class (class)

T. Rowe Price Emerging Europe Fund (series)

T. Rowe Price Emerging Europe Fund—I Class (class)

T. Rowe Price Emerging Markets Bond Fund (series)

T. Rowe Price Emerging Markets Bond Fund—Advisor Class (class)

T. Rowe Price Emerging Markets Bond Fund—I Class (class)

T. Rowe Price Emerging Markets Corporate Bond Fund (series)

T. Rowe Price Emerging Markets Corporate Bond Fund—Advisor Class (class)

T. Rowe Price Emerging Markets Corporate Bond Fund—I Class (class)

T. Rowe Price Emerging Markets Local Currency Bond Fund (series)

T. Rowe Price Emerging Markets Local Currency Bond Fund—Advisor Class (class)

T. Rowe Price Emerging Markets Local Currency Bond Fund—I Class (class)

T. Rowe Price Emerging Markets Stock Fund (series)

T. Rowe Price Emerging Markets Stock Fund—I Class (class)

T. Rowe Price Emerging Markets Value Stock Fund (series)

T. Rowe Price Emerging Markets Value Stock Fund—Advisor Class (class)

T. Rowe Price Emerging Markets Value Stock Fund—I Class (class)

T. Rowe Price European Stock Fund (series)

T. Rowe Price European Stock Fund—I Class (class)

T. Rowe Price Global Consumer Fund (series)

T. Rowe Price Global Growth Stock Fund (series)

T. Rowe Price Global Growth Stock Fund—Advisor Class (class)

T. Rowe Price Global Growth Stock Fund—I Class (class)

T. Rowe Price Global High Income Bond Fund (series)

T. Rowe Price Global High Income Bond Fund—Advisor Class (class)

T. Rowe Price Global High Income Bond Fund—I Class (class)

T. Rowe Price Global Industrials Fund (series)

T. Rowe Price Global Industrials Fund—I Class (class)

T. Rowe Price Global Stock Fund (series)

1979

2007

2017

2014

2014

2017

2015

2015

2015

2000

2017

1994

2015

2015

2012

2012

2015

2011

2011

2015

1995

2015

2015

2015

2017

1990

2017

2016

2008

2008

2017

2015

2015

2015

2013

2017

1995

391

  

Maryland Corporations

Year of Inception

T. Rowe Price Global Stock Fund—Advisor Class (class)

T. Rowe Price Global Stock Fund—I Class (class)

T. Rowe Price International Bond Fund (series)

T. Rowe Price International Bond Fund—Advisor Class (class)

T. Rowe Price International Bond Fund—I Class (class)

T. Rowe Price International Bond Fund (USD Hedged) (series)

T. Rowe Price International Bond Fund (USD Hedged)—Advisor Class (class)

T. Rowe Price International Bond Fund (USD Hedged)—I Class (class)

T. Rowe Price International Concentrated Equity Fund (series)

T. Rowe Price International Concentrated Equity Fund—Advisor Class (class)

T. Rowe Price International Concentrated Equity Fund—I Class (class)

T. Rowe Price International Discovery Fund (series)

T. Rowe Price International Discovery Fund—I Class (class)

T. Rowe Price International Stock Fund (series)

T. Rowe Price International Stock Fund—Advisor Class (class)

T. Rowe Price International Stock Fund—I Class (class)

T. Rowe Price International Stock Fund—R Class (class)

T. Rowe Price International Value Equity Fund (series)

T. Rowe Price International Value Equity Fund—Advisor Class (class)

T. Rowe Price International Value Equity Fund—I Class (class)

T. Rowe Price International Value Equity Fund—R Class (class)

T. Rowe Price Japan Fund (series)

T. Rowe Price Japan Fund—I Class (class)

T. Rowe Price Latin America Fund (series)

T. Rowe Price Latin America Fund—I Class (class)

T. Rowe Price New Asia Fund (series)

T. Rowe Price New Asia Fund—I Class (class)

T. Rowe Price Overseas Stock Fund (series)

T. Rowe Price Overseas Stock Fund—Advisor Class (class)

T. Rowe Price Overseas Stock Fund—I Class (class)

2006

2017

1986

2000

2015

2017

2017

2017

2014

2014

2017

1988

2015

1980

2000

2015

2002

1998

2002

2015

2002

1991

2017

1993

2017

1990

2015

2006

2015

2015

T. Rowe Price International Index Fund, Inc. (corporation)

T. Rowe Price International Equity Index Fund (series)

2000

2000

T. Rowe Price Limited Duration Inflation Focused Bond Fund, Inc. (corporation)

T. Rowe Price Limited Duration Inflation Focused Bond Fund (series)

T. Rowe Price Limited Duration Inflation Focused Bond Fund—I Class (class)

2006

2006

2015

T. Rowe Price Media & Telecommunications Fund, Inc. (corporation)

T. Rowe Price Media & Telecommunications Fund (series)

T. Rowe Price Media & Telecommunications Fund—I Class (class)

1993

1993

2016

T. Rowe Price Mid-Cap Growth Fund, Inc. (corporation)

T. Rowe Price Mid-Cap Growth Fund (series)

T. Rowe Price Mid-Cap Growth Fund—Advisor Class (class)

T. Rowe Price Mid-Cap Growth Fund—I Class (class)

T. Rowe Price Mid-Cap Growth Fund—R Class (class)

1992

1992

2000

2015

2002

T. Rowe Price Mid-Cap Value Fund, Inc. (corporation)

T. Rowe Price Mid-Cap Value Fund (series)

T. Rowe Price Mid-Cap Value Fund—Advisor Class (class)

T. Rowe Price Mid-Cap Value Fund—I Class (class)

T. Rowe Price Mid-Cap Value Fund—R Class (class)

1996

1996

2002

2015

2002

T. Rowe Price Multi-Sector Account Portfolios, Inc. (corporation)

T. Rowe Price Emerging Markets Corporate Multi-Sector Account Portfolio (series)

T. Rowe Price Emerging Markets Local Multi-Sector Account Portfolio (series)

T. Rowe Price Floating Rate Multi-Sector Account Portfolio (series)

T. Rowe Price High Yield Multi-Sector Account Portfolio (series)

T. Rowe Price Investment-Grade Corporate Multi-Sector Account Portfolio (series)

T. Rowe Price Mortgage-Backed Securities Multi-Sector Account Portfolio (series)

2011

2012

2012

2012

2012

2012

2012

T. Rowe Price Multi-Strategy Total Return Fund, Inc. (corporation)

2017

392

  

Maryland Corporations

Year of Inception

T. Rowe Price Multi-Strategy Total Return Fund (series)

T. Rowe Price Multi-Strategy Total Return Fund—Advisor Class (class)

T. Rowe Price Multi-Strategy Total Return Fund—I Class (class)

2017

2017

2017

T. Rowe Price New Era Fund, Inc. (corporation)

T. Rowe Price New Era Fund (series)

T. Rowe Price New Era Fund—I Class (class)

1969

1969

2015

T. Rowe Price New Horizons Fund, Inc. (corporation)

T. Rowe Price New Horizons Fund (series)

T. Rowe Price New Horizons Fund—I Class (class)

1960

1960

2015

T. Rowe Price New Income Fund, Inc. (corporation)

T. Rowe Price New Income Fund (series)

T. Rowe Price New Income Fund—Advisor Class (class)

T. Rowe Price New Income Fund—I Class (class)

T. Rowe Price New Income Fund—R Class (class)

1973

1973

2002

2015

2002

T. Rowe Price Personal Strategy Funds, Inc. (corporation)

T. Rowe Price Personal Strategy Balanced Fund (series)

T. Rowe Price Personal Strategy Balanced Fund—I Class (class)

T. Rowe Price Personal Strategy Growth Fund (series)

T. Rowe Price Personal Strategy Growth Fund—I Class (class)

T. Rowe Price Personal Strategy Income Fund (series)

T. Rowe Price Personal Strategy Income Fund—I Class (class)

1994

1994

2016

1994

2016

1994

2016

T. Rowe Price Quantitative Management Funds, Inc. (corporation)

T. Rowe Price QM Global Equity Fund (series)

T. Rowe Price QM Global Equity Fund—Advisor Class (class)

T. Rowe Price QM Global Equity Fund—I Class (class)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund (series)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund—Advisor Class (class)

T. Rowe Price QM U.S. Small & Mid-Cap Core Equity Fund—I Class (class)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund (series)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund—Advisor Class (class)

T. Rowe Price QM U.S. Small-Cap Growth Equity Fund—I Class (class)

T. Rowe Price QM U.S. Value Equity Fund (series)

T. Rowe Price QM U.S. Value Equity Fund—Advisor Class (class)

T. Rowe Price QM U.S. Value Equity Fund—I Class (class)

1997

2016

2016

2016

2016

2016

2016

1997

2016

2016

2016

2016

2016

T. Rowe Price Real Assets Fund, Inc. (corporation)

T. Rowe Price Real Assets Fund (series)

T. Rowe Price Real Assets Fund—I Class (class)

2010

2010

2015

T. Rowe Price Real Estate Fund, Inc. (corporation)

T. Rowe Price Real Estate Fund (series)

T. Rowe Price Real Estate Fund—Advisor Class (class)

T. Rowe Price Real Estate Fund—I Class (class)

1997

1997

2004

2015

T. Rowe Price Reserve Investment Funds, Inc. (corporation)

T. Rowe Price Government Reserve Fund (series)

T. Rowe Price Short-Term Fund (series)

T. Rowe Price Short-Term Government Fund (series)

T. Rowe Price Treasury Reserve Fund (series)

1997

1997

2013

2013

2013

T. Rowe Price Retirement Funds, Inc. (corporation)

T. Rowe Price Retirement 2005 Fund (series)

T. Rowe Price Retirement 2005 Fund—Advisor Class (class)

T. Rowe Price Retirement 2005 Fund—R Class (class)

T. Rowe Price Retirement 2010 Fund (series)

T. Rowe Price Retirement 2010 Fund—Advisor Class (class)

T. Rowe Price Retirement 2010 Fund—R Class (class)

T. Rowe Price Retirement 2015 Fund (series)

T. Rowe Price Retirement 2015 Fund—Advisor Class (class)

T. Rowe Price Retirement 2015 Fund—R Class (class)

2002

2004

2007

2007

2002

2003

2003

2004

2007

2007

393

  

Maryland Corporations

Year of Inception

T. Rowe Price Retirement 2020 Fund (series)

T. Rowe Price Retirement 2020 Fund—Advisor Class (class)

T. Rowe Price Retirement 2020 Fund—R Class (class)

T. Rowe Price Retirement 2025 Fund (series)

T. Rowe Price Retirement 2025 Fund—Advisor Class (class)

T. Rowe Price Retirement 2025 Fund—R Class (class)

T. Rowe Price Retirement 2030 Fund (series)

T. Rowe Price Retirement 2030 Fund—Advisor Class (class)

T. Rowe Price Retirement 2030 Fund—R Class (class)

T. Rowe Price Retirement 2035 Fund (series)

T. Rowe Price Retirement 2035 Fund—Advisor Class (class)

T. Rowe Price Retirement 2035 Fund—R Class (class)

T. Rowe Price Retirement 2040 Fund (series)

T. Rowe Price Retirement 2040 Fund—Advisor Class (class)

T. Rowe Price Retirement 2040 Fund—R Class (class)

T. Rowe Price Retirement 2045 Fund (series)

T. Rowe Price Retirement 2045 Fund—Advisor Class (class)

T. Rowe Price Retirement 2045 Fund—R Class (class)

T. Rowe Price Retirement 2050 Fund (series)

T. Rowe Price Retirement 2050 Fund—Advisor Class (class)

T. Rowe Price Retirement 2050 Fund—R Class (class)

T. Rowe Price Retirement 2055 Fund (series)

T. Rowe Price Retirement 2055 Fund—Advisor Class (class)

T. Rowe Price Retirement 2055 Fund—R Class (class)

T. Rowe Price Retirement 2060 Fund (series)

T. Rowe Price Retirement 2060 Fund—Advisor Class (class)

T. Rowe Price Retirement 2060 Fund—R Class (class)

T. Rowe Price Retirement Balanced Fund (series)

T. Rowe Price Retirement Balanced Fund—Advisor Class (class)

T. Rowe Price Retirement Balanced Fund—R Class (class)

T. Rowe Price Retirement I 2005 Fund—I Class (series)

T. Rowe Price Retirement I 2010 Fund—I Class (series)

T. Rowe Price Retirement I 2015 Fund—I Class (series)

T. Rowe Price Retirement I 2020 Fund—I Class (series)

T. Rowe Price Retirement I 2025 Fund—I Class (series)

T. Rowe Price Retirement I 2030 Fund—I Class (series)

T. Rowe Price Retirement I 2035 Fund—I Class (series)

T. Rowe Price Retirement I 2040 Fund—I Class (series)

T. Rowe Price Retirement I 2045 Fund—I Class (series)

T. Rowe Price Retirement I 2050 Fund—I Class (series)

T. Rowe Price Retirement I 2055 Fund—I Class (series)

T. Rowe Price Retirement I 2060 Fund—I Class (series)

T. Rowe Price Retirement Balanced I Fund—I Class (series)

T. Rowe Price Retirement Income 2020 Fund (series)

T. Rowe Price Target 2005 Fund (series)

T. Rowe Price Target 2005 Fund—Advisor Class (class)

T. Rowe Price Target 2005 Fund—I Class (class)

T. Rowe Price Target 2010 Fund (series)

T. Rowe Price Target 2010 Fund—Advisor Class (class)

T. Rowe Price Target 2010 Fund—I Class (class)

T. Rowe Price Target 2015 Fund (series)

T. Rowe Price Target 2015 Fund—Advisor Class (class)

T. Rowe Price Target 2015 Fund—I Class (class)

T. Rowe Price Target 2020 Fund (series)

T. Rowe Price Target 2020 Fund—Advisor Class (class)

T. Rowe Price Target 2020 Fund—I Class (class)

T. Rowe Price Target 2025 Fund (series)

2002

2003

2003

2004

2007

2007

2002

2003

2003

2004

2007

2007

2002

2003

2003

2005

2007

2007

2006

2006

2006

2006

2007

2007

2014

2014

2014

2002

2003

2003

2015

2015

2015

2015

2015

2015

2015

2015

2015

2015

2015

2015

2015

2017

2013

2013

2016

2013

2013

2016

2013

2013

2016

2013

2013

2016

2013

394

  

Maryland Corporations

Year of Inception

T. Rowe Price Target 2025 Fund—Advisor Class (class)

T. Rowe Price Target 2025 Fund—I Class (class)

T. Rowe Price Target 2030 Fund (series)

T. Rowe Price Target 2030 Fund—Advisor Class (class)

T. Rowe Price Target 2030 Fund—I Class (class)

T. Rowe Price Target 2035 Fund (series)

T. Rowe Price Target 2035 Fund—Advisor Class (class)

T. Rowe Price Target 2035 Fund—I Class (class)

T. Rowe Price Target 2040 Fund (series)

T. Rowe Price Target 2040 Fund—Advisor Class (class)

T. Rowe Price Target 2040 Fund—I Class (class)

T. Rowe Price Target 2045 Fund (series)

T. Rowe Price Target 2045 Fund—Advisor Class (class)

T. Rowe Price Target 2045 Fund—I Class (class)

T. Rowe Price Target 2050 Fund (series)

T. Rowe Price Target 2050 Fund—Advisor Class (class)

T. Rowe Price Target 2050 Fund—I Class (class)

T. Rowe Price Target 2055 Fund (series)

T. Rowe Price Target 2055 Fund—Advisor Class (class)

T. Rowe Price Target 2055 Fund—I Class (class)

T. Rowe Price Target 2060 Fund (series)

T. Rowe Price Target 2060 Fund—Advisor Class (class)

T. Rowe Price Target 2060 Fund—I Class (class)

2013

2016

2013

2013

2016

2013

2013

2016

2013

2013

2016

2013

2013

2016

2013

2013

2016

2013

2013

2016

2014

2014

2016

T. Rowe Price Science & Technology Fund, Inc. (corporation)

T. Rowe Price Science & Technology Fund (series)

T. Rowe Price Science & Technology Fund—Advisor Class (class)

T. Rowe Price Science & Technology Fund—I Class (class)

1987

1987

2000

2016

T. Rowe Price Short-Term Bond Fund, Inc. (corporation)

T. Rowe Price Short-Term Bond Fund (series)

T. Rowe Price Short-Term Bond Fund—Advisor Class (class)

T. Rowe Price Short-Term Bond Fund—I Class (class)

T. Rowe Price Ultra Short-Term Bond Fund (series)

T. Rowe Price Ultra Short-Term Bond Fund—I Class (class)

1984

1984

2004

2015

2012

2017

T. Rowe Price Small-Cap Stock Fund, Inc. (corporation)

T. Rowe Price Small-Cap Stock Fund (series)

T. Rowe Price Small-Cap Stock Fund—Advisor Class (class)

T. Rowe Price Small-Cap Stock Fund—I Class (class)

1956

1956

2000

2015

T. Rowe Price Small-Cap Value Fund, Inc. (corporation)

T. Rowe Price Small-Cap Value Fund (series)

T. Rowe Price Small-Cap Value Fund—Advisor Class (class)

T. Rowe Price Small-Cap Value Fund—I Class (class)

1988

1988

2000

2015

T. Rowe Price Spectrum Fund, Inc. (corporation)

Spectrum Growth Fund (series)

Spectrum Income Fund (series)

Spectrum International Fund (series)

1987

1990

1990

1996

T. Rowe Price Summit Funds, Inc. (corporation)

T. Rowe Price Cash Reserves Fund (series)

1993

1993

T. Rowe Price Summit Municipal Funds, Inc. (corporation)

T. Rowe Price Summit Municipal Money Market Fund (series)

T. Rowe Price Summit Municipal Intermediate Fund (series)

T. Rowe Price Summit Municipal Intermediate Fund—Advisor Class (class)

T. Rowe Price Summit Municipal Income Fund (series)

T. Rowe Price Summit Municipal Income Fund—Advisor Class (class)

1993

1993

1993

2012

1993

2012

395

  

Maryland Corporations

Year of Inception

T. Rowe Price Tax-Efficient Funds, Inc. (corporation)

T. Rowe Price Tax-Efficient Equity Fund (series)

T. Rowe Price Tax-Efficient Equity Fund—I Class (class)

1997

2000

2017

T. Rowe Price Tax-Exempt Money Fund, Inc. (corporation)

T. Rowe Price Tax-Exempt Money Fund (series)

T. Rowe Price Tax-Exempt Money Fund—I Class(class)

1981

1981

2017

T. Rowe Price Tax-Free High Yield Fund, Inc. (corporation)

T. Rowe Price Tax-Free High Yield Fund (series)

T. Rowe Price Tax-Free High Yield Fund—Advisor Class (class)

T. Rowe Price Tax-Free High Yield Fund—I Class (class)

1985

1985

2012

2016

T. Rowe Price Tax-Free Income Fund, Inc. (corporation)

T. Rowe Price Tax-Free Income Fund (series)

T. Rowe Price Tax-Free Income Fund—Advisor Class (class)

T. Rowe Price Tax-Free Income Fund—I Class (class)

1976

1976

2002

2017

T. Rowe Price Tax-Free Short-Intermediate Fund, Inc. (corporation)

T. Rowe Price Tax-Free Short-Intermediate Fund (series)

T. Rowe Price Tax-Free Short-Intermediate Fund—Advisor Class (class)

T. Rowe Price Tax-Free Short-Intermediate Fund—I Class (class)

1983

1983

2012

2016

T. Rowe Price Total Return Fund, Inc. (corporation)

T. Rowe Price Total Return Fund (series)

T. Rowe Price Total Return Fund—Advisor Class (class)

T. Rowe Price Total Return Fund—I Class (class)

2016

2016

2016

2016

T. Rowe Price U.S. Bond Enhanced Index Fund, Inc. (corporation)

T. Rowe Price U.S. Bond Enhanced Index Fund (series)

2000

2000

T. Rowe Price U.S. Large-Cap Core Fund, Inc. (corporation)

T. Rowe Price U.S. Large-Cap Core Fund (series)

T. Rowe Price U.S. Large-Cap Core Fund—Advisor Class (class)

T. Rowe Price U.S. Large-Cap Core Fund—I Class (class)

2009

2009

2009

2016

T. Rowe Price U.S. Treasury Funds, Inc. (corporation)

U.S. Treasury Intermediate Fund (series)

U.S. Treasury Intermediate Fund—I Class (class)

U.S. Treasury Long-Term Fund (series)

U.S. Treasury Long-Term Fund—I Class (class)

U.S. Treasury Money Fund (series)

U.S. Treasury Money Fund—I Class (class)

1989

1989

2017

1989

2017

1982

2017

T. Rowe Price Value Fund, Inc. (corporation)

T. Rowe Price Value Fund (series)

T. Rowe Price Value Fund—Advisor Class (class)

T. Rowe Price Value Fund—I Class (class)

1994

1994

2000

2015

(a) Reflects the inception date of the Henderson High Yield Opportunities Fund. The U.S. High Yield Fund’s Investor Class incepted in 2017.

Balanced Fund

On August 31, 1992, the T. Rowe Price Balanced Fund acquired substantially all of the assets of the Axe-Houghton Fund B, a series of Axe-Houghton Funds, Inc. As a result of this acquisition, the SEC requires that the historical performance information of the Balanced Fund be based on the performance of Fund B. Therefore, all performance information of the Balanced Fund prior to September 1, 1992, reflects the performance of Fund B and investment managers other than T. Rowe Price. Performance information after August 31, 1992, reflects the combined assets of the Balanced Fund and Fund B.

Cash Reserves Fund

Effective August 1, 2016, the fund’s name was changed from T. Rowe Price Summit Cash Reserves Fund to T. Rowe Price Cash Reserves Fund.

396

Dynamic Global Bond Fund

Effective May 1, 2017, the fund’s name was changed from T. Rowe Price Global Unconstrained Bond Fund to T. Rowe Price Dynamic Global Bond Fund.

Emerging Europe Fund

Effective March 1, 2012, the fund’s name was changed from T. Rowe Price Emerging Europe & Mediterranean Fund to the T. Rowe Price Emerging Europe Fund.

Emerging Markets Corporate Multi-Sector Account Portfolio

Effective July 1, 2013, the fund’s name was changed from the T. Rowe Price Emerging Markets Bond Multi-Sector Account Portfolio to the T. Rowe Price Emerging Markets Corporate Multi-Sector Account Portfolio.

Equity Index 500 Fund

Effective January 30, 1998, the fund’s name was changed from T. Rowe Price Equity Index Fund to the T. Rowe Price Equity Index 500 Fund.

Global Growth Stock Fund and Global Growth Stock Fund—Advisor Class

Effective November 1, 2013, the funds’ names were changed from T. Rowe Price Global Large-Cap Stock Fund and T. Rowe Price Global Large-Cap Stock Fund—Advisor Class to the T. Rowe Price Global Growth Stock Fund and the T. Rowe Price Global Growth Stock Fund—Advisor Class, respectively.

Global Multi-Sector Bond Fund and Global Multi-Sector Bond Fund—Advisor Class

Effective July 1, 2015, the funds’ names were changed from T. Rowe Price Strategic Income Fund and T. Rowe Price Strategic Income Fund—Advisor Class to the T. Rowe Price Global Multi-Sector Bond Fund and the T. Rowe Price Global Multi-Sector Bond Fund—Advisor Class, respectively.

Government Money Fund

Effective August 1, 2016, the fund’s name was changed from T. Rowe Price Prime Reserve Fund to the T. Rowe Price Government Money Fund.

Government Reserve Fund

Effective August 1, 2016, the fund’s name was changed from T. Rowe Price Reserve Investment Fund to T. Rowe Price Government Reserve Fund.

Institutional Global Focused Growth Equity Fund

Effective November 1, 2013, the fund’s name was changed from T. Rowe Price Institutional Global Equity Fund to the T. Rowe Price Institutional Global Focused Growth Equity Fund.

Institutional Global Growth Equity Fund

Effective November 1, 2013, the fund’s name was changed from T. Rowe Price Institutional Global Large-Cap Equity Fund to the T. Rowe Price Institutional Global Growth Equity Fund.

Institutional International Concentrated Equity Fund

Effective November 1, 2014, the fund’s name was changed from T. Rowe Price Institutional Concentrated International Equity Fund to the T. Rowe Price Institutional International Concentrated Equity Fund.

Institutional International Growth Equity Fund

Effective June 1, 2010, the fund’s name was changed from T. Rowe Price Institutional Foreign Equity Fund to the T. Rowe Price Institutional International Growth Equity Fund.

International Value Equity Fund

Effective January 1, 2017, the fund’s name was changed from T. Rowe Price International Growth & Income Fund to the T. Rowe Price International Value Equity Fund.

397

Limited Duration Inflation Focused Bond Fund

Effective September 29, 2015, the fund’s name was changed from T. Rowe Price Inflation Focused Bond Fund to the T. Rowe Price Limited Duration Inflation Focused Bond Fund. Prior to July 7, 2010, the fund was named the T. Rowe Price Short-Term Income Fund.

Media & Telecommunications Fund

On July 28, 1997, the fund converted its status from a closed-end fund to an open-end mutual fund. Prior to the conversion, the fund was known as New Age Media Fund, Inc.

QM U.S. Small-Cap Growth Equity Fund

Effective February 24, 2016, the fund’s name was changed from the T. Rowe Price Diversified Small-Cap Growth Fund to the T. Rowe Price QM U.S. Small-Cap Growth Equity Fund.

Retirement Balanced Fund, Retirement Balanced Fund—Advisor Class, and Retirement Balanced Fund—R Class

Effective December 29, 2014, the funds’ names were changed from T. Rowe Price Retirement Income Fund, T. Rowe Price Retirement Income Fund—Advisor Class, and T. Rowe Price Retirement Income Fund—R Class to the T. Rowe Price Retirement Balanced Fund, T. Rowe Price Retirement Balanced Fund—Advisor Class, and T. Rowe Price Retirement Balanced Fund—R Class, respectively.

Short-Term Fund

Effective October 1, 2016, the fund’s name was changed from T. Rowe Price Short-Term Reserve Fund to T. Rowe Price Short-Term Fund.

Short-Term Government Fund

Effective October 1, 2016, the fund’s name was changed from T. Rowe Price Short-Term Government Reserve Fund to T. Rowe Price Short-Term Government Fund.

Small-Cap Stock Fund

Effective May 1, 1997, the fund’s name was changed from the T. Rowe Price OTC Fund to the T. Rowe Price Small-Cap Stock Fund.

Target 2005 Fund, Target 2010 Fund, Target 2015 Fund, Target 2020 Fund, Target 2025 Fund, Target 2030 Fund, Target 2035 Fund, Target 2040 Fund, Target 2045 Fund, Target 2050 Fund, Target 2055 Fund, Target 2060 Fund, Target 2005 Fund—Advisor Class, Target 2010 Fund—Advisor Class, Target 2015 Fund—Advisor Class, Target 2020 Fund—Advisor Class, Target 2025 Fund—Advisor Class, Target 2030 Fund—Advisor Class, Target 2035 Fund—Advisor Class, Target 2040 Fund—Advisor Class, Target 2045 Fund—Advisor Class, Target 2050 Fund—Advisor Class, Target 2055 Fund—Advisor Class, and Target 2060 Fund—Advisor Class

Effective February 24, 2016, the fund’s names were changed from Target Retirement 2005 Fund, Target Retirement 2010 Fund, Target Retirement 2015 Fund, Target Retirement 2020 Fund, Target Retirement 2025 Fund, Target Retirement 2030 Fund, Target Retirement 2035 Fund, Target Retirement 2040 Fund, Target Retirement 2045 Fund, Target Retirement 2050 Fund, Target Retirement 2055 Fund, Target Retirement 2060 Fund, Target Retirement 2005 Fund—Advisor Class, Target Retirement 2010 Fund—Advisor Class, Target Retirement 2015 Fund—Advisor Class, Target Retirement 2020 Fund—Advisor Class, Target Retirement 2025 Fund—Advisor Class, Target Retirement 2030 Fund—Advisor Class, Target Retirement 2035 Fund—Advisor Class, Target Retirement 2040 Fund—Advisor Class, Target Retirement 2045 Fund—Advisor Class, Target Retirement 2050 Fund—Advisor Class, Target Retirement 2055 Fund—Advisor Class, and Target Retirement 2060 Fund—Advisor Class to the Target 2005 Fund, Target 2010 Fund, Target 2015 Fund, Target 2020 Fund, Target 2025 Fund, Target 2030 Fund, Target 2035 Fund, Target 2040 Fund, Target 2045 Fund, Target 2050 Fund, Target 2055 Fund, Target 2060 Fund, Target 2005 Fund—Advisor Class, Target 2010 Fund—Advisor Class, Target 2015 Fund—Advisor Class, Target 2020 Fund—Advisor Class, Target 2025 Fund—Advisor Class, Target 2030 Fund—Advisor Class, Target 2035 Fund—Advisor Class, Target 2040

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Fund—Advisor Class, Target 2045 Fund—Advisor Class, Target 2050 Fund—Advisor Class, Target 2055 Fund—Advisor Class, and Target 2060 Fund—Advisor Class.

Treasury Reserve Fund

Effective August 1, 2016, the fund’s name was changed from T. Rowe Price Government Reserve Investment Fund to T. Rowe Price Treasury Reserve Fund.

U.S. Bond Enhanced Index Fund

Effective May 6, 2011, the fund’s name was changed from T. Rowe Price U.S. Bond Index Fund to the T. Rowe Price U.S. Bond Enhanced Index Fund.

U.S. High Yield Fund

On May 22, 2017, all of the assets and liabilities of the Henderson High Yield Opportunities Fund were transferred to the U.S. High Yield Fund in a tax-free reorganization as set forth in an agreement and plan of reorganization (the “Reorganization”). As a result of the Reorganization, Henderson High Yield Opportunities Fund’s shareholders received shares of the U.S. High Yield Fund based on the value of their accounts on May 19, 2017. The U.S. High Yield Fund’s Advisor Class assumed the performance and accounting history of the Henderson High Yield Opportunities Fund’s Class A, and the U.S. High Yield Fund’s I Class assumed the performance and accounting history of the Henderson High Yield Opportunities Fund’s Class I. Shareholders who owned Class A or Class C shares of the Henderson High Yield Opportunities Fund received Advisor Class shares of the U.S. High Yield Fund, and shareholders who owned Class I or Class R6 shares of the Henderson High Yield Opportunities Fund received I Class shares of the U.S. High Yield Fund in the Reorganization.

ORGANIZATION OF THE FUNDS (MASSACHUSETTS BUSINESS TRUSTS)

Capital Appreciation, Equity Income, GNMA, and New America Growth Funds, and California Tax-Free Income Trust and State Tax-Free Income Trust

For tax and business reasons, these funds were organized as Massachusetts business trusts (“Trusts”). Each fund is registered with the SEC under the 1940 Act as an open-end management investment company, commonly known as a “mutual fund.”

Each Declaration of Trust permits the Board to issue an unlimited number of full and fractional shares of a single class. Each Declaration of Trust also provides that the Board may issue additional series or classes of shares. Each share represents an equal proportionate beneficial interest in the funds. In the event of the liquidation of the funds, each share is entitled to a pro-rata share of the net assets of the funds.

Shareholders are entitled to one vote for each full share held (and fractional votes for fractional shares held) and will vote in the election of or removal of trustees (to the extent hereinafter provided) and on other matters submitted to the vote of shareholders. There will normally be no meetings of shareholders for the purpose of electing trustees unless and until such time as less than a majority of the trustees holding office have been elected by shareholders, at which time the trustees then in office will call a shareholders’ meeting for the election of trustees. Pursuant to Section 16(c) of the 1940 Act, holders of record of not less than two-thirds of the outstanding shares of the funds may remove a trustee by a vote cast in person or by proxy at a meeting called for that purpose. Except as set forth above, the trustees shall continue to hold office and may appoint successor trustees. Voting rights are not cumulative, so that the holders of more than 50% of the shares voting in the election of trustees can, if they choose to do so, elect all the trustees of the Trusts, in which event the holders of the remaining shares will be unable to elect any person as a trustee. No amendments may be made to the Declaration of Trust without the affirmative vote of a majority of the outstanding shares of the Trusts.

Shares have no preemptive or conversion rights; the right of redemption and the privilege of exchange are described in the prospectus. Shares are fully paid and nonassessable, except as set forth below. The Trusts may be terminated (i) upon the sale of their assets to another open-end management investment company, if approved by the vote of the holders of two-thirds of the outstanding shares of the Trusts, or (ii) upon

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liquidation and distribution of the assets of the Trusts, if approved by the vote of the holders of a majority of the outstanding shares of the Trusts. If not so terminated, the Trusts will continue indefinitely.

Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the funds. However, the Declaration of Trust disclaims shareholder liability for acts or obligations of the funds and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by the funds or trustees. The Declaration of Trust provides for indemnification from fund property for all losses and expenses of any shareholder held personally liable for the obligations of the funds. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which the funds themselves would be unable to meet their obligations, a possibility which T. Rowe Price believes is remote. Upon payment of any liability incurred by the funds, the shareholders of the funds paying such liability will be entitled to reimbursement from the general assets of the funds. The trustees intend to conduct the operations of the funds in such a way as to avoid, as far as possible, ultimate liability of the shareholders for liabilities of such funds.

The series and classes set forth in the following table have been established by the Boards under the Declaration of Trust of the indicated trusts.

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Massachusetts Business Trusts

Year of Inception

T. Rowe Price California Tax-Free Income Trust (trust)

California Tax-Free Bond Fund (series)

California Tax-Free Bond Fund—I Class (class)

California Tax-Free Money Fund (series)

California Tax-Free Money Fund—I Class (class)

1986

1986

2017

1986

2017

T. Rowe Price Capital Appreciation Fund (trust)

T. Rowe Price Capital Appreciation Fund (series)

T. Rowe Price Capital Appreciation Fund—Advisor Class (class)

T. Rowe Price Capital Appreciation Fund—I Class (class)

1986

1986

2004

2015

T. Rowe Price Equity Income Fund (trust)

T. Rowe Price Equity Income Fund (series)

T. Rowe Price Equity Income Fund—Advisor Class (class)

T. Rowe Price Equity Income Fund—I Class (class)

T. Rowe Price Equity Income Fund—R Class (class)

1985

1985

2000

2015

2002

T. Rowe Price GNMA Fund (trust)

T. Rowe Price GNMA Fund (series)

T. Rowe Price GNMA Fund—I Class (class)

1985

1985

2017

T. Rowe Price New America Growth Fund (trust)

T. Rowe Price New America Growth Fund (series)

T. Rowe Price New America Growth Fund—Advisor Class (class)

T. Rowe Price New America Growth Fund—I Class (class)

1985

1985

2005

2015

T. Rowe Price State Tax-Free Income Trust (trust)

Georgia Tax-Free Bond Fund (series)

Georgia Tax-Free Bond Fund—I Class (class)

Maryland Short-Term Tax-Free Bond Fund (series)

Maryland Short-Term Tax-Free Bond Fund—I Class (class)

Maryland Tax-Free Bond Fund (series)

Maryland Tax-Free Bond Fund—I Class (class)

Maryland Tax-Free Money Fund (series)

Maryland Tax-Free Money Fund—I Class (class)

New Jersey Tax-Free Bond Fund (series)

New Jersey Tax-Free Bond Fund—I Class (class)

New York Tax-Free Bond Fund (series)

New York Tax-Free Bond Fund—I Class (class)

New York Tax-Free Money Fund (series)

New York Tax-Free Money Fund—I Class (class)

Virginia Tax-Free Bond Fund (series)

Virginia Tax-Free Bond Fund—I Class (class)

1986

1993

2017

1993

2017

1987

2017

2001

2017

1991

2017

1986

2017

1986

2017

1991

2017

PROXY VOTING POLICIES

T. Rowe Price recognizes and adheres to the principle that one of the privileges of owning stock in a company is the right to vote on issues submitted to shareholder vote—such as election of directors and important matters affecting a company’s structure and operations. As an investment adviser with a fiduciary responsibility to its clients, T. Rowe Price analyzes the proxy statements of issuers whose stock is owned by the Price Funds, as well as other managed funds and institutional and private counsel clients who have delegated such responsibility to T. Rowe Price.

Proxy administration

The T. Rowe Price Proxy Committee develops our firm’s positions on all major proxy voting issues, creates guidelines, and oversees the voting process. The Proxy Committee, comprised of portfolio managers, investment analysts, operations managers and internal legal counsel, analyzes proxy policies based on whether

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they would adversely affect shareholders’ interests and make a company less attractive to own. In establishing our proxy policies each year, the Proxy Committee relies upon our own fundamental research, independent research provided by an outside proxy advisor, and information presented by company managements and shareholder groups.

Once the Proxy Committee establishes its recommendations, they are distributed to the firm’s portfolio managers as voting guidelines. Ultimately, the portfolio managers decide how to vote on the proxy proposals of companies held in their portfolios. Because portfolio managers may have differences of opinion on portfolio companies and their unique governance issues, the Price Funds may cast different votes at the same shareholder meeting. When portfolio managers cast votes that are counter to the Proxy Committee’s guidelines, they are required to document their reasons in writing to the Proxy Committee. Annually, the Proxy Committee reviews T. Rowe Price’s proxy voting process, policies, and voting records.

T. Rowe Price has retained Glass, Lewis & Co. (“Glass Lewis”), an expert in the proxy voting and corporate governance area, to provide fiduciary-level proxy advisory and voting services. These services include voting recommendations as well as vote execution and reporting for the handling of proxy voting responsibility. In order to reflect T. Rowe Price’s issue-by-issue voting guidelines as approved each year by the Proxy Committee, Glass Lewis maintains and implements a custom voting policy for the Price Funds and other client accounts.

Fiduciary considerations

T. Rowe Price’s decisions with respect to proxy issues are made in light of the anticipated impact of the issue on the desirability of investing in the portfolio company. Proxies are voted solely in the interests of the client, Price Fund shareholders or, where employee benefit plan assets are involved, in the interests of plan participants and beneficiaries. Practicalities and costs involved with international investing may make it impossible at times, and at other times disadvantageous, to vote proxies in every instance. For example, we might refrain from voting if we or our agents are required to appear in person at a shareholder meeting or if the exercise of voting rights results in the imposition of trading or other ownership restrictions.

Consideration Given Management Recommendations

One of the primary factors T. Rowe Price considers when determining the desirability of investing in a particular company is the quality and depth of its management. We recognize that a company’s management is entrusted with the day-to-day operations of the company, as well as its long-term direction and strategic planning, subject to the oversight of the company’s board of directors. Accordingly, our proxy voting guidelines are not intended to substitute our judgment for management’s with respect to the company’s day-to-day operations. Rather, our proxy voting guidelines are designed to promote accountability of a company’s management and board of directors to its shareholders; to align the interests of management with those of shareholders; and to encourage companies to adopt best practices in terms of their corporate governance. In addition to our proxy voting guidelines, we rely on a company’s disclosures, its board’s recommendations, a company’s track record, country-specific best practices codes, our research providers and, most importantly, our investment professionals’ views, in making voting decisions.

T. Rowe Price Voting Policies

Specific proxy voting guidelines have been adopted by the Proxy Committee for all regularly occurring categories of management and shareholder proposals. A detailed set of proxy voting guidelines is available through troweprice.com. The following is a summary of our guidelines on the most significant proxy voting topics:

Election of Directors

For U.S. companies, T. Rowe Price generally supports slates with a majority of independent directors. However, T. Rowe Price may vote against outside directors who do not meet our criteria relating to their independence, particularly when they serve on key board committees, such as compensation and nominating committees, for which we believe that all directors should be independent. Outside of the U.S., we expect

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companies to adhere to the minimum independence standard established by regional corporate governance codes. At a minimum, however, we believe boards in all regions should include a blend of executive and non-executive members, and we are likely to vote against senior executives at companies without any independent directors. We also vote against directors who are unable to dedicate sufficient time to their board duties due to their commitments to other boards. We may vote against certain directors who have served on company boards where we believe there has been a gross failure in governance or oversight. Additionally, we may vote against compensation committee members who approve excessive executive compensation or severance arrangements. We support efforts to elect all board members annually because boards with staggered terms lessen directors’ accountability to shareholders and act as deterrents to takeover proposals. To strengthen boards’ accountability, T. Rowe Price supports proposals calling for a majority vote threshold for the election of directors and we may withhold votes from an entire board if they fail to implement shareholder proposals that receive majority support.

Anti-Takeover, Capital Structure and Corporate Governance Issues

T. Rowe Price generally opposes anti-takeover measures since they adversely impact shareholder rights and limit the ability of shareholders to act on potential value-enhancing transactions. Such anti-takeover mechanisms include classified boards, supermajority voting requirements, dual share classes, and poison pills. When voting on capital structure proposals, T. Rowe Price will consider the dilutive impact to shareholders and the effect on shareholder rights. We may support shareholder proposals that call for the separation of the Chairman and CEO positions if we determine that insufficient governance safeguards are in place at the company.

Executive Compensation Issues

T. Rowe Price’s goal is to assure that a company’s equity-based compensation plan is aligned with shareholders’ long-term interests. We evaluate plans on a case-by-case basis, using a number of factors, including dilution to shareholders, problematic plan features, burn rate, and the equity compensation mix. Plans that are constructed to effectively and fairly align executives’ and shareholders’ incentives generally earn our approval. Conversely, we oppose compensation packages that provide what we view as excessive awards to few senior executives or contain the potential for excessive dilution relative to the company’s peers. We also may oppose equity plans at any company where we deem the overall compensation practices to be problematic. We generally oppose efforts to reprice options in the event of a decline in value of the underlying stock unless such plans appropriately balance shareholder and employee interests. For companies with particularly egregious pay practices such as excessive severance packages, executives with outsized pledged/hedged stock positions, executive perks, and bonuses that are not adequately linked to performance, we may vote against compensation committee members. We analyze management proposals requesting ratification of a company’s executive compensation practices (“Say-on-Pay” proposals) on a case-by-case basis, using a screen that assesses the long-term linkage between executive compensation and company performance as well as the presence of objectionable structural features in compensation plans. With respect to the frequency in which companies should seek advisory votes on compensation, we believe shareholders should be offered the opportunity to vote annually. Finally, we may withhold votes from compensation committee members or even the entire board if we have cast votes against a company’s “Say-on-Pay” vote in consecutive years.

Mergers and Acquisitions

T. Rowe Price considers takeover offers, mergers, and other extraordinary corporate transactions on a case-by-case basis to determine if they are beneficial to shareholders’ current and future earnings stream and to ensure that our Price Funds and clients are receiving fair consideration for their securities. We oppose a high proportion of proposals for the ratification of executive severance packages (“Say on Golden Parachute” proposals) in conjunction with merger transactions if we conclude these arrangements reduce the alignment of executives’ incentives with shareholders’ interests.

Corporate Social Responsibility Issues

T. Rowe Price analyzes corporate responsibility issues on a case-by-case basis utilizing research from Glass Lewis, company filings and sustainability reports, research from other investors and non-governmental

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organizations, and our internal industry research analysts. T. Rowe Price generally votes with a company’s management on social, environmental and corporate responsibility issues unless the issue has substantial investment implications for the company’s business or operations which have not been adequately addressed by management. T. Rowe Price supports well-targeted shareholder proposals on environmental and other public policy issues that are particularly relevant to a company’s businesses.

Monitoring and Resolving Conflicts of Interest

The Proxy Committee is also responsible for monitoring and resolving potential material conflicts between the interests of T. Rowe Price and those of its clients with respect to proxy voting. We have adopted safeguards to ensure that our proxy voting is not influenced by interests other than those of our fund shareholders. While membership on the Proxy Committee is diverse, it does not include individuals whose primary duties relate to client relationship management, marketing, or sales. Since T. Rowe Price’s voting guidelines are predetermined by the Proxy Committee, application of the guidelines by Price Fund portfolio managers to vote fund proxies should in most instances adequately address any potential conflicts of interest. However, for proxy votes inconsistent with T. Rowe Price guidelines, the Proxy Committee reviews all such proxy votes to determine whether the portfolio manager’s voting rationale appears reasonable. The Proxy Committee also assesses whether any business or other material relationships between T. Rowe Price and a portfolio company (unrelated to the ownership of the portfolio company’s securities) could have influenced an inconsistent vote on that company’s proxy.

Issues raising potential conflicts of interest are referred to designated members of the Proxy Committee for immediate resolution prior to the time T. Rowe Price casts its vote. With respect to personal conflicts of interest, T. Rowe Price’s Code of Ethics and Conduct requires all employees to avoid placing themselves in a “compromising position” in which their interests may conflict with those of our clients and restrict their ability to engage in certain outside business activities. Portfolio managers or Proxy Committee members with a personal conflict of interest regarding a particular proxy vote must recuse themselves and not participate in the voting decisions with respect to that proxy.

Index, Spectrum Funds, and Target Date Funds

Specific Conflict of Interest Situations

Voting of T. Rowe Price Group, Inc. common stock (sym: TROW) by certain T. Rowe Price Index Funds will be done in all instances in accordance with T. Rowe Price policy, and votes inconsistent with policy will not be permitted. In the event that there is no previously established guideline for a specific voting issue appearing on the T. Rowe Price Group proxy, the Price Funds will abstain on that voting item. In addition, T. Rowe Price has voting authority for proxies of the holdings of certain Price Funds that invest in other Price Funds. In cases where the underlying fund of an investing Price Fund, including a fund-of-funds, holds a proxy vote, T. Rowe Price will mirror vote the fund shares held by the upper-tier fund in the same proportion as the votes cast by the shareholders of the underlying funds (other than the T. Rowe Price Reserve Investment Funds).

Limitations on Voting Proxies of Banks

T. Rowe Price has obtained relief from the U.S. Federal Reserve Board (the “FRB Relief”) which permits, subject to a number of conditions, T. Rowe Price to acquire in the aggregate on behalf of its clients, 10% or more of the total voting stock of a bank, bank holding company, savings and loan holding company or savings association (each a “Bank”), not to exceed a 15% aggregate beneficial ownership maximum in such Bank. One such condition affects the manner in which T. Rowe Price will vote its clients’ shares of a Bank in excess of 10% of the Bank’s total voting stock (“Excess Shares”). The FRB Relief requires that T. Rowe Price use its best efforts to vote the Excess Shares in the same proportion as all other shares voted, a practice generally referred to as “mirror voting,” or in the event that such efforts to mirror vote are unsuccessful, Excess Shares will not be voted. With respect to a shareholder vote for a Bank of which T. Rowe Price has aggregate beneficial ownership of greater than 10% on behalf of its clients, T. Rowe Price will determine which of its clients’ shares are Excess Shares on a pro rata basis across all of its clients’ portfolios for which T. Rowe Price has the power to vote proxies.

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Proxy Vote Disclosure

The Price Funds make broad disclosure of their proxy votes on troweprice.com and on the SEC’s Internet site at http://www.sec.gov. All funds, regardless of their fiscal years, must file with the SEC by August 31, their proxy voting records for the most recent 12-month period ended June 30.

FEDERAL REGISTRATION OF SHARES

The funds’ shares (except for the TRP Reserve Funds) are registered for sale under the 1933 Act. Registration of the funds’ shares are not required under any state law, but the funds are required to make certain filings with and pay fees to the states in order to sell their shares in the states.

LEGAL COUNSEL

Willkie Farr & Gallagher LLP, whose address is 787 Seventh Avenue, New York, New York 10019, is legal counsel to the funds.

RATINGS OF COMMERCIAL PAPER

Moody’s P-1 superior capacity for repayment. P-2 strong capacity for repayment. P-3  acceptable capacity for repayment of short-term promissory obligations.

S&P A-1 highest category, degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation. A-2 satisfactory capacity to pay principal and interest. A-3 adequate capacity for timely payment, but are more vulnerable to adverse effects of changes in circumstances than higher-rated issues. B and C speculative capacity to pay principal and interest.

Fitch F-1+ exceptionally strong credit quality, strongest degree of assurance for timely payment. F-1 very strong credit quality. F-2 good credit quality, having a satisfactory degree of assurance for timely payment. F-3 fair credit quality, assurance for timely payment is adequate, but adverse changes could cause the securities to be rated below investment grade.

Moody’s The rating of Prime-1 is the highest commercial paper rating assigned by Moody’s. Among the factors considered by Moody’s in assigning ratings are the following: valuation of the management of the issuer; economic evaluation of the issuer’s industry or industries and an appraisal of speculative-type risks which may be inherent in certain areas; evaluation of the issuer’s products in relation to competition and customer acceptance; liquidity; amount and quality of long-term debt; trend of earnings over a period of 10 years; financial strength of the parent company and the relationships which exist with the issuer; and recognition by the management of obligations which may be present or may arise as a result of public interest questions and preparations to meet such obligations. These factors are all considered in determining whether the commercial paper is rated P-1, P-2, or P-3.

S&P Commercial paper rated A (highest quality) by S&P has the following characteristics: liquidity ratios are adequate to meet cash requirements; long-term senior debt is rated “A” or better, although in some cases “BBB” credits may be allowed. The issuer has access to at least two additional channels of borrowing. Basic earnings and cash flow have an upward trend with allowance made for unusual circumstances. Typically, the issuer’s industry is well established and the issuer has a strong position within the industry. The reliability and quality of management are unquestioned. The relative strength or weakness of the above factors determines whether the issuer’s commercial paper is rated A-1, A-2, or A-3.

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Fitch Fitch 1–Highest grade Commercial paper assigned this rating is regarded as having the strongest degree of assurance for timely payment. Fitch 2–Very good grade Issues assigned this rating reflect an assurance of timely payment only slightly less in degree than the strongest issues.

RATINGS OF CORPORATE DEBT SECURITIES

Moody’s

Aaa–Bonds rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as “gilt edged.”

Aa–Bonds rated Aa are judged to be of high quality by all standards. Together with the Aaa group, they comprise what are generally known as high-grade bonds.

A–Bonds rated A possess many favorable investment attributes and are to be considered as upper medium-grade obligations.

Baa–Bonds rated Baa are considered as medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present, but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.

Ba–Bonds rated Ba are judged to have speculative elements: their futures cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.

B–Bonds rated B generally lack the characteristics of a desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.

Caa–Bonds rated Caa are of poor standing. Such issues may be in default, or there may be present elements of danger with respect to repayment of principal or payment of interest.

Ca–Bonds rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.

C–Bonds rated C represent the lowest rated and have extremely poor prospects of attaining investment standing.

S&P

AAA–This is the highest rating assigned by Standard & Poor’s to a debt obligation and indicates an extremely strong capacity to pay principal and interest.

AA–Bonds rated AA also qualify as high-quality debt obligations. Capacity to pay principal and interest is very strong.

A–Bonds rated A have a strong capacity to pay principal and interest, although they are somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions.

BBB–Bonds rated BBB are regarded as having an adequate capacity to pay principal and interest. Whereas they normally exhibit adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay principal and interest for bonds in this category than for bonds in the A category.

BB, B, CCC, CC, C–Bonds rated BB, B, CCC, CC, and C are regarded on balance as predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal. BB indicates the lowest degree of

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speculation and C the highest degree of speculation. While such bonds will likely have some quality and protective characteristics, these are outweighed by large uncertainties or major risk exposures to adverse conditions.

D–In default.

Fitch

AAA–High grade, broadly marketable, suitable for investment by trustees and fiduciary institutions, and liable to slight market fluctuation other than through changes in the money rate. The prime feature of an AAA bond is the showing of earnings several times or many times interest requirements for such stability of applicable interest that safety is beyond reasonable question whenever changes occur in conditions. Other features may enter, such as wide margin of protection through collateral, security, or direct lien on specific property. Sinking funds or voluntary reduction of debt by call or purchase are often factors, while guarantee or assumption by parties other than the original debtor may influence the rating.

AA–Of safety virtually beyond question and readily salable. Their merits are not greatly unlike those of AAA class, but a bond so rated may be junior, though of strong lien, or the margin of safety is less strikingly broad. The issue may be the obligation of a small company, strongly secured, but influenced as to rating by the lesser financial power of the enterprise and more local type of market.

A–Bonds rated A are considered to be investment grade and of high credit quality. The obligor’s ability to pay interest and repay principal is considered to be strong but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.

BBB–Bonds rated BBB are considered to be investment grade and of satisfactory credit quality. The obligor’s ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances, however, are more likely to have adverse impact on these bonds and therefore impair timely payment. The likelihood that the ratings of these bonds will fall below investment grade is higher than for bonds with higher ratings.

BB, B, CCC, CC, and C–Bonds rated BB, B, CCC, CC, and C are regarded on balance as predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal in accordance with the terms of the obligation for bond issues not in default. BB indicates the lowest degree of speculation and C the highest degree of speculation. The rating takes into consideration special features of the issue, its relationship to other obligations of the issuer, and the current and prospective financial condition and operating performance of the issuer.

RATINGS OF MUNICIPAL NOTES AND VARIABLE RATE SECURITIES

Moody’s VMIG-1/MIG-1 the best quality. VMIG-2/MIG-2 high quality, with margins of protection ample, though not so large as in the preceding group. VMIG-3/MIG-3 favorable quality, with all security elements accounted for, but lacking the undeniable strength of the preceding grades. Market access for refinancing, in particular, is likely to be less well established. SG adequate quality, but there is specific risk.

S & P SP-1 very strong or strong capacity to pay principal and interest. Those issues determined to possess overwhelming safety characteristics will be given a plus (+) designation. SP-2 satisfactory capacity to pay interest and principal. SP-3 speculative capacity to pay principal and interest.

Fitch F-1+ exceptionally strong credit quality, strongest degree of assurance for timely payment. F-1 very strong credit quality. F-2 good credit quality, having a satisfactory degree of assurance for timely payment. F-3 fair credit quality, assurance for timely payment is adequate, but adverse changes could cause the securities to be rated below investment grade.

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