N-CSR 1 ar123119e500ind.htm DWS EQUITY 500 INDEX FUND

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

 

FORM N-CSR

 

Investment Company Act file number: 811-06071

 

Deutsche DWS Institutional Funds

(Exact Name of Registrant as Specified in Charter)

 

875 Third Avenue

New York, NY 10022-6225

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, including Area Code: (212) 454-4500

 

Diane Kenneally

One International Place

Boston, MA 02110

(Name and Address of Agent for Service)

 

Date of fiscal year end: 12/31
   
Date of reporting period: 12/31/2019

 

ITEM 1. REPORT TO STOCKHOLDERS

Table of Contents

LOGO

 

December 31, 2019

Annual Report

to Shareholders

DWS Equity 500 Index Fund

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s annual and semiannual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Fund’s Web site (dws.com), and you will be notified by mail each time a report is posted and provided with a Web site link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank), or if you are a direct investor, by calling (800) 728-3337 or sending an email request to service@dws.com.

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call (800) 728-3337 or send an email request to service@dws.com to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with DWS if you invest directly with the Fund.

 

LOGO

 


Table of Contents

Contents

 

 

 

This report must be preceded or accompanied by a prospectus. To obtain a summary prospectus, if available, or prospectus for any of our funds, refer to the Account Management Resources information provided in the back of this booklet. We advise you to consider the Fund’s objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the Fund. Please read the prospectus carefully before you invest.

Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. Various factors, including costs, cash flows and security selection, may cause the Fund’s performance to differ from that of the index. The Fund may lend securities to approved institutions. Stocks may decline in value. Please read the prospectus for details.

This Fund is not sponsored, endorsed, sold, nor promoted by Standard & Poor’s®, and Standard & Poor’s makes no representation regarding the advisability of investing in the portfolio.

The brand DWS represents DWS Group GmbH & Co. KGaA and any of its subsidiaries such as DWS Distributors, Inc. which offers investment products or DWS Investment Management Americas, Inc. and RREEF America L.L.C. which offer advisory services.

NOT FDIC/NCUA INSURED     NO BANK GUARANTEE     MAY LOSE VALUE

NOT A DEPOSIT     NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

 

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Letter to Shareholders

Dear Shareholder:

Following a very strong year for investors, the outlook remains generally positive for 2020. Continued economic growth along with other healthy macroeconomic conditions, such as employment levels, provide reasons to be confident despite certain potential risks for short-term setbacks. We however do not see greater than usual risk probabilities for a recession or bear-market losses.

Our Americas Chief Investment Officer (“CIO”), David Bianco, says that an economic or a market slump, while not expected, cannot be completely ruled out. We expect monetary policy to remain on hold in both the Eurozone and the U.S., with no further interest rate cuts by either the European Central Bank or the U.S. Federal Reserve. Concerns about economic slowing, soft capital expenditures and manufacturing, excess oil production, technological and geopolitical conflicts, and low interest rates are likely to remain in 2020, with the potential for unexpected flare-ups. Election concerns and political uncertainty will rise in 2020, in our opinion, but will likely be relieved post elections.

Basically, while it would be hard to match the strong returns seen in 2019, our economists are cautiously optimistic. The current cycle has demonstrated unusual staying power.

As always, we encourage you to visit the “Insights” section of our Web site, dws.com. There you will find our Global CIO View and Americas CIO View, which integrate the on-the-ground views of our worldwide network of economists, research analysts and investment professionals. This global perspective guides our strategic investment approach.

Thank you for trusting DWS to help serve your investment needs.

Best regards,

 

LOGO   

LOGO

Hepsen Uzcan

 

President, DWS Funds

Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.

 

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Portfolio Management Review    (Unaudited)

Market Overview and Fund Performance

All performance information below is historical and does not guarantee future results. Returns shown are for Institutional Class shares. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit dws.com for the most recent month-end performance of all share classes. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had. Please refer to pages 8 through 9 for more complete performance information.

 

Investment Strategy and Process

The Fund seeks to provide investment results that, before expenses, correspond to the total return of common stocks publicly traded in the United States, as represented by the Standard & Poor’s 500® Composite Stock Price Index (S&P 500® Index).

DWS Equity 500 Index Fund returned 31.21% in 2019. Since the Fund’s investment strategy is to replicate the performance of the Standard & Poor’s 500® Index (S&P 500®), its return is normally close to that of the index. The difference in performance is typically driven by transaction costs and Fund expenses.

The Fund periodically invested in equity index futures in order to keep the portfolio’s exposures in line with those of the index. This strategy had a neutral impact on performance.

Market Overview

Despite periodic volatility stemming from the ongoing U.S.-China trade dispute and concerns about slowing global growth, U.S. equities delivered a robust gain in 2019. The U.S. Federal Reserve’s (Fed’s) shift to an accommodative interest-rate policy was the key driver of the rally. The Fed cut rates by a quarter point on three occasions, bringing its benchmark fed funds rate to a range of 1.50% to 1.75%. Although the Fed indicated that it was unlikely to enact any more rate cuts barring a sharp slowdown in economic growth, it provided support to the markets through daily injections of liquidity from mid-September onward. Further, investors were encouraged by signals that foreign central banks would take the baton from the Fed with monetary easing of their own in 2020.

 

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The markets were further cheered by the fact that domestic growth remained in positive territory, calming the recession fears that pressured sentiment in late 2018. International growth, while sluggish, also held up relatively well and in fact showed signs of an uptick in the fourth quarter. Corporate earnings provided little support to the market, however. As of year-end, it appeared that profits were set for only a very small increase compared to their level of 2018. Still, prices were buttressed by consensus expectations that earnings were on track to rise nearly 10% in 2020. (Source: Factset)

“Despite periodic volatility stemming from the ongoing U.S.-China trade dispute and concerns about slowing global growth, U.S. equities delivered a robust gain in 2019.”

In a continuation of a longstanding trend, the growth style outperformed value. At a time of slowing economic conditions across the globe, investors continued to demonstrate a preference for faster-growing companies over those with attractive valuations and/or high dividends.

Information Technology, Financials, and Communication Services Lead the Way

Technology stocks delivered the largest gains at the sector level in 2019, accounting for nearly one-third of the gain for the S&P 500® Index. The mega-cap companies Apple, Inc. and Microsoft Corp. were the most important drivers of the sector’s rally. Semiconductor companies also played a role in technology’s market-beating return, led by Advanced Micro Devices, Inc. — the best performing stock in the index for the year.

Financials were boosted by a number of factors, including improving profit expectations and the steepening of the yield curve in the final four months of the year. The gains were broad-based throughout the sector, with banks and insurance companies acting as the primary source of positive performance. The banking stocks JPMorgan Chase & Co., Bank of America Corp., and Citigroup, Inc. were the sector’s top individual contributors.

Communication services was an additional area of strength for the index. As was the case with technology, the sector was propelled by investors’ continued gravitation to mega-cap growth stocks such as Alphabet, Inc. and Facebook, Inc. The sector was further aided by the strong

 

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performance of the legacy telecommunications companies AT&T, Inc. and Verizon Communications, Inc. Walt Disney Co., which was boosted by strong box-office receipts and the launch of its streaming service, was an additional contributor of note.

Outside of the Materials Sector, Economic Sensitivity Pays

Stocks poised to benefit from improving growth expectations generally performed well in 2019. Consumer discretionary stocks finished just behind the index, with strength in Amazon.com, Inc. and Home Depot, Inc. acting as the primary engine for the gains. Conversely, traditional mall-based retailers such as Macy’s, Inc. and Gap, Inc. posted losses and depressed the performance of the sector as a whole. Industrials also posted a healthy advance, with a rally in defense stocks outweighing uneven results for the transportation industry.

On the other hand, materials trailed the broader market by a notable margin amid uncertainty about the effect the prolonged U.S.-China trade dispute could have on raw-materials exports. China’s slowing economic growth further weighed on the sector given that the country’s role as the largest source of world commodity demand. Chemical stocks, in particular, stood out as weak performers in materials.

Defensive Equities Underperformed Somewhat

After performing well through late August, defensive market segments started to lag as investors’ appetite for risk gradually expanded over the final four months of the year. As a result, utilities and real estate — while posting returns north of 20% — failed to keep pace with the index in 2019. Both sectors tend to have above-average interest-rate sensitivity, which was an additional headwind given the uptrend in U.S. Treasury yields in the latter part of the year. Consumer staples finished somewhat behind the index, as well. Nevertheless, the sector outperformed its defensive peers due to the strong gains for a broad range of companies, including Procter & Gamble Co., Costco Wholesale Corp., Estee Lauder Companies, Inc., and Tyson Foods, Inc.

Energy Lags in 2019

Although energy generated a double-digit gain, it was nevertheless the year’s worst performer among the eleven major sectors. On one hand, healthy gains for mega-cap companies such as Exxon Mobil Corp. and

 

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Chevron Corp. helped keep the broader category in positive territory. Still, its overall return was dragged down by the weaker showing of smaller exploration and production companies. The industry came under pressure from both oil-price volatility and worries that domestic production may have peaked. Oil services stocks also experienced weakness amid expectations for subdued capital expenditures by the sector’s largest companies.

Subadvisor

Northern Trust Investments, Inc. (“NTI”), an indirect subsidiary of Northern Trust Corporation, is the subadvisor for the Fund.

Portfolio Manager

Brent Reeder. Senior Vice President of Northern Trust Investments, Inc.

Portfolio Manager of the Fund. Began managing the Fund in 2007.

 

Joined Northern Trust Investments, Inc. in 1993 and is responsible for the management of quantitative equity portfolios.

The views expressed reflect those of the portfolio management team only through the end of the period of the report as stated on the cover. The management team’s views are subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance is no guarantee of future results. Current and future portfolio holdings are subject to risk.

Terms to Know

The Standard & Poor’s 500® Index (S&P 500®) is an unmanaged, capitalization weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

Contribution and detraction incorporate both a stock’s total return and its weighting in the index.

The yield curve is a graph with a left to right line that shows how high or low yields are, from the shortest to the longest maturities. Typically the line rises from left to right as investors who are willing to tie up their money for a longer period of time are rewarded with higher yields.

The consumer discretionary sector represents industries that produce goods and services that are not necessities in everyday life.

Consumer staples are the industries that manufacture and sell products such as food and beverages, prescription drugs, and household products.

Futures contracts are contractual agreements to buy or sell a particular commodity or financial instrument at a predetermined price in the future.

 

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Performance Summary   December 31, 2019 (Unaudited)

 

Class R6         1-Year    

Life of

Class*

 
Average Annual Total Returns as of 12/31/19      
No Sales Charges       31.21%       14.18%  
S&P 500® Index       31.49%       14.18%  
Class S   1-Year     5-Year     10-Year  
Average Annual Total Returns as of 12/31/19      
No Sales Charges     31.14%       11.45%       13.28%  
S&P 500® Index     31.49%       11.70%       13.56%  
Institutional Class   1-Year     5-Year     10-Year  
Average Annual Total Returns as of 12/31/19      
No Sales Charges     31.21%       11.50%       13.34%  
S&P 500® Index     31.49%       11.70%       13.56%  

Performance in the Average Annual Total Returns table above and the Growth of an Assumed $1,000,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit dws.com for the Fund’s most recent month-end performance. Fund performance includes reinvestment of all distributions.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated May 1, 2019 are 0.23%, 0.34% and 0.33% for Class R6, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.

 

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Growth of an Assumed $1,000,000 Investment

 

LOGO

 

The growth of $1,000,000 is cumulative.

The minimum initial investment for the Institutional Class is $1,000,000.

Performance of other share classes will vary based on the fee structure of those classes.

 

*

Class R6 shares commenced operations on March 31, 2017.

 

 

Standard & Poor’s 500® Index (S&P 500®) is an unmanaged, capitalization-weighted index of 500 stocks. The index is designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries.

 

     Class R6      Class S      Institutional
Class
 
Net Asset Value         
12/31/19    $ 198.17      $ 194.65      $ 198.20  
12/31/18    $ 172.91      $ 170.17      $ 172.92  
Distribution Information as of 12/31/19         
Income Dividends, Twelve Months    $ 3.44      $ 3.27      $ 3.43  
Capital Gain Distributions, Twelve Months    $ 24.12      $ 24.12      $ 24.12  

 

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Portfolio Summary      (Unaudited)  
Asset Allocation (As a % of Investment Portfolio excluding
Securities Lending Collateral)
   12/31/19      12/31/18  
Common Stocks      98%        97%  
Cash Equivalents      2%        3%  
Government & Agency Obligations      0%        0%  
       100%        100%  
Sector Diversification (As a % of Common Stocks)    12/31/19      12/31/18  
Information Technology      23%        20%  
Health Care      14%        16%  
Financials      13%        13%  
Communication Services      11%        10%  
Consumer Discretionary      10%        10%  
Industrials      9%        9%  
Consumer Staples      7%        8%  
Energy      4%        5%  
Utilities      3%        3%  
Real Estate      3%        3%  
Materials      3%        3%  
       100%        100%  

 

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Ten Largest Equity Holdings at December 31, 2019 (23.3% of Net Assets)
  1    

Apple, Inc.

 

4.5%

       

Designs, manufactures and markets personal computers and related computing and mobile communication devices

   
  2    

Microsoft Corp.

 

4.4%

       

Develops, manufactures, licenses, sells and supports software products

   
  3    

Alphabet, Inc.

 

2.9%

       

Holding company with subsidiaries that provide web-based search, hardware products and various software applications

   
  4    

Amazon.com, Inc.

 

2.8%

       

Online retailer offering a wide range of products

   
  5    

Facebook, Inc.

 

1.8%

       

Operates a social networking Web site

   
  6    

Berkshire Hathaway, Inc.

 

1.6%

       

Holding company of insurance business and a variety of other businesses

   
  7    

JPMorgan Chase & Co.

 

1.6%

       

Provider of global financial services

   
  8    

Johnson & Johnson

 

1.4%

       

Provider of health care products

   
  9    

Visa, Inc.

 

1.2%

       

Operates a retail electronic payments network and manages global financial services

   
  10    

Procter & Gamble Co.

 

1.1%

       

Manufacturer of diversified consumer products

   

Portfolio holdings and characteristics are subject to change.

DWS Equity 500 Index Fund (the “Fund”) is a feeder fund that invests substantially all of its assets in a “master portfolio,” the Deutsche DWS Equity 500 Index Portfolio (the “Portfolio”), and owns a pro rata interest in the Portfolio’s net assets. The Asset Allocation, Sector Diversification and Ten Largest Equity Holdings at December 31, 2019 are based on the holdings of Deutsche DWS Equity 500 Index Portfolio.

For more complete details about the Portfolio’s investment portfolio, see page 30. A quarterly Fact Sheet is available on dws.com or upon request. Please see the Account Management Resources section on page 70 for contact information.

 

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Statement of Assets and Liabilities

 

as of December 31, 2019        
Assets        
Investments in Deutsche DWS Equity 500 Index Portfolio, at value   $ 627,728,711  
Receivable for Fund shares sold     338,642  
Other assets     16,892  
Total assets     628,084,245  
Liabilities        
Payable for Fund shares redeemed     105,890  
Accrued Trustees’ fees     1,536  
Accrued Service to shareholders fees     135,497  
Other accrued expenses and payables     85,949  
Total liabilities     328,872  
Net assets, at value   $ 627,755,373  
Net Assets Consist of        
Distributable earnings (loss)     475,872,865  
Paid-in capital     151,882,508  
Net assets, at value   $ 627,755,373  
Net Asset Value        

Class R6

 
Net Asset Value, offering and redemption price per share
($5,383,330 ÷ 27,165 outstanding shares of beneficial interest,
$.01 par value, unlimited number of shares authorized)
  $ 198.17  

Class S

 
Net Asset Value, offering and redemption price per share
($331,414,680 ÷ 1,702,627 outstanding shares of beneficial interest,
$.01 par value, unlimited number of shares authorized)
  $ 194.65  

Institutional Class

 
Net Asset Value, offering and redemption price per share
($290,957,363 ÷ 1,467,988 outstanding shares of beneficial interest,
$.01 par value, unlimited number of shares authorized)
  $ 198.20  

 

The accompanying notes are an integral part of the financial statements.

 

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Statement of Operations

 

for the year ended December 31, 2019        
Investment Income        
Income and expenses allocated from Deutsche DWS Equity 500 Index Portfolio:  
Dividends (net of foreign taxes withheld of $45,734)   $ 12,283,681  
Interest     18,468  
Income distributions — DWS Central Cash Management Government Fund     153,610  
Securities lending income, net of borrower rebates     10,296  
Expenses     (616,278
Net investment income allocated from Deutsche DWS Equity 500 Index Portfolio     11,849,777  
Expenses:  
Administration fee     613,865  
Services to shareholders     674,020  
Professional fees     50,200  
Reports to shareholders     74,938  
Registration fees     55,648  
Trustees’ fees and expenses     5,218  
Other     8,647  
Total expenses before expense reductions     1,482,536  
Expense reductions     (511,291
Total expenses after expense reductions     971,245  
Net investment income (loss)     10,878,532  
Realized and Unrealized Gain (Loss)        
Net realized gain (loss) allocated from Deutsche DWS Equity 500 Index Portfolio:  
Investments     43,194,892  
Futures     1,467,226  
      44,662,118  
Change in net unrealized appreciation (depreciation) allocated from Deutsche DWS Equity 500 Index Portfolio:  
Investments     108,523,584  
Futures     (70,586
      108,452,998  
Net gain (loss)     153,115,116  
Net increase (decrease) in net assets resulting from operations   $ 163,993,648  

 

The accompanying notes are an integral part of the financial statements.

 

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Statements of Changes in Net Assets

 

    Years Ended December 31,  
Increase (Decrease) in Net Assets  

2019

    2018  
Operations:    
Net investment income (loss)   $ 10,878,532     $ 11,896,300  
Net realized gain (loss)     44,662,118       72,219,910  
Change in net unrealized appreciation (depreciation)     108,452,998       (105,768,876
Net increase (decrease) in net assets resulting from operations     163,993,648       (21,652,666
Distributions to shareholders:    

Class R6

    (699,659     (819,832

Class S

    (44,938,584     (64,679,342

Institutional Shares

    (36,377,875     (46,814,789
Total distributions     (82,016,118     (112,313,963
Fund share transactions:    
Proceeds from shares sold     118,087,936       120,012,694  
Reinvestment of distributions     76,120,535       100,368,066  
Payments for shares redeemed     (199,150,345     (279,313,554
Net increase (decrease) in net assets from Fund share transactions     (4,941,874     (58,932,794
Increase (decrease) in net assets     77,035,656       (192,899,423
Net assets at beginning of period     550,719,717       743,619,140  
Net assets at end of period   $ 627,755,373     $ 550,719,717  

 

The accompanying notes are an integral part of the financial statements.

 

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Financial Highlights

 

    Years Ended
December 31,
    Period
Ended
 
Class R6   2019     2018     12/31/17a  
Selected Per Share Data                        
Net asset value, beginning of period     $172.91       $220.83       $221.70  
Income (loss) from investment operations:      

Net investment incomeb

    3.55       4.09       3.10  

Net realized and unrealized gain (loss)

    49.27       (12.67 )e      28.65  

Total from investment operations

    52.82       (8.58     31.75  
Less distributions from:      

Net investment income

    (3.44     (3.78     (3.08

Net realized gains

    (24.12     (35.56     (29.54

Total distributions

    (27.56     (39.34     (32.62
Net asset value, end of period     $198.17       $172.91       $220.83  
Total Return (%)     31.21 c      (4.23 )e      14.62 c** 
Ratios to Average Net Assets and Supplemental Data

 

               
Net assets, end of period ($ millions)     5       4       .01  
Ratio of expenses before expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .24       .23       .43 * 
Ratio of expenses after expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .23       .23       .24 * 
Ratio of net investment income (%)     1.80       1.82       1.80 * 
Portfolio turnover rate for Deutsche DWS Equity 500 Index Portfolio (%)     3       3       6 d 

 

a

For the period from March 31, 2017 (commencement of operations) to December 31, 2017.

 

b

Based on average shares outstanding during period.

 

c

Total return would have been lower had certain expenses not been reduced.

 

d 

Represents the Deutsche DWS Equity 500 Index Portfolio’s turnover rate for the year ended December 31, 2017.

 

e 

Includes a reimbursement from the sub-advisor to reimburse the effect of a loss incurred as a result of an operational error. The impact of this reimbursement amounted to $0.62 per share. Excluding this reimbursement, total return would have been .30% lower.

 

* 

Annualized

 

** 

Not annualized

 

The accompanying notes are an integral part of the financial statements.

 

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    Years Ended December 31,  
Class S   2019     2018     2017     2016     2015  
Selected Per Share Data

 

                               
Net asset value, beginning of period     $170.17       $217.91       $207.59       $207.73       $222.55  
Income (loss) from investment operations:

 

       

Net investment incomea

    3.40       3.80       3.90       4.10       4.00  

Net realized and unrealized gain (loss)

    48.47       (12.38 )c      39.77       19.82       (1.51

Total from investment operations

    51.87       (8.58     43.67       23.92       2.49  
Less distributions from:

 

       

Net investment income

    (3.27     (3.60     (3.81     (4.06     (3.37

Net realized gains

    (24.12     (35.56     (29.54     (20.00     (13.94

Total distributions

    (27.39     (39.16     (33.35     (24.06     (17.31
Net asset value, end of period     $194.65       $170.17       $217.91       $207.59       $207.73  
Total Return (%)b     31.14       (4.27 )c      21.42       11.55       1.13  
Ratios to Average Net Assets and Supplemental Data

 

Net assets, end of period ($ millions)     331       329       409       416       429  
Ratio of expenses before expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .39       .34       .37       .36       .35  
Ratio of expenses after expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .28       .29       .29       .30       .30  
Ratio of net investment income (%)     1.75       1.71       1.75       1.94       1.81  
Portfolio turnover rate for Deutsche DWS Equity 500 Index Portfolio (%)     3       3       6       3       3  

 

a

Based on average shares outstanding during period.

 

b

Total return would have been lower had certain expenses not been reduced.

 

c 

Includes a reimbursement from the sub-advisor to reimburse the effect of a loss incurred as a result of an operational error. The impact of this reimbursement amounted to $0.62 per share. Excluding this reimbursement, total return would have been .30% lower.

 

The accompanying notes are an integral part of the financial statements.

 

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    Years Ended December 31,  
Institutional Class   2019     2018     2017     2016     2015  
Selected Per Share Data

 

                               
Net asset value, beginning of period     $172.92       $220.85       $210.06       $209.98       $224.82  
Income (loss) from investment operations:

 

       

Net investment incomea

    3.56       3.94       4.06       4.26       4.12  

Net realized and unrealized gain (loss)

    49.27       (12.55 )c      40.24       20.03       (1.49

Total from investment operations

    52.83       (8.61     44.30       24.29       2.63  
Less distributions from:          

Net investment income

    (3.43     (3.76     (3.97     (4.21     (3.53

Net realized gains

    (24.12     (35.56     (29.54     (20.00     (13.94

Total distributions

    (27.55     (39.32     (33.51     (24.21     (17.47
Net asset value, end of period     $198.20       $172.92       $220.85       $210.06       $209.98  
Total Return (%)b     31.21       (4.23 )c      21.48       11.60       1.18  
Ratios to Average Net Assets and Supplemental Data

 

Net assets, end of period ($ millions)     291       217       335       374       417  
Ratio of expenses before expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .27       .33       .30       .28       .27  
Ratio of expenses after expense reductions, including expenses allocated from Deutsche DWS Equity 500 Index Portfolio (%)     .23       .24       .24       .25       .25  
Ratio of net investment income (%)     1.80       1.75       1.80       1.99       1.84  
Portfolio turnover rate for Deutsche DWS Equity 500 Index Portfolio (%)     3       3       6       3       3  

 

a

Based on average shares outstanding during the period.

 

b

Total return would have been lower had certain expenses not been reduced.

 

c

Includes a reimbursement from the sub-advisor to reimburse the effect of a loss incurred as a result of an operational error. The impact of this reimbursement amounted to $0.62 per share. Excluding this reimbursement, total return would have been .30% lower.

 

The accompanying notes are an integral part of the financial statements.

 

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Notes to Financial Statements  

A. Organization and Significant Accounting Policies

DWS Equity 500 Index Fund (the “Fund”) is a diversified series of Deutsche DWS Institutional Funds (the “Trust”), which is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”), as an open-end management investment company organized as a Massachusetts business trust.

The Fund, a feeder fund, seeks to achieve its investment objective by investing all of its investable assets in a master portfolio, Deutsche DWS Equity 500 Index Portfolio (the “Portfolio”), a diversified, open-end management investment company registered under the 1940 Act and organized as a New York trust advised by DWS Investment Management Americas, Inc. (“DIMA” or the “Advisor”), an indirect, wholly owned subsidiary of DWS Group GmbH & Co. KGaA (“DWS Group”). A master/feeder fund structure is one in which a fund (a “feeder fund”), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the “master fund”) with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. On December 31, 2019, the Fund owned approximately 37% of the Portfolio.

The Fund offers three classes of shares: Class R6, Class S and Institutional Class. Class R6 shares are not subject to initial or contingent deferred sales charges and are generally available only to certain retirement plans. Class S shares are not subject to initial or contingent deferred sales charges and are only available to a limited group of investors. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.

Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of all classes of shares, except that each class bears certain expenses unique to that class such as services to shareholders and certain other class specific expenses. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.

The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which require the use of management estimates. Actual results could differ from those estimates. The Fund qualifies as an

 

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investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Fund in the preparation of its financial statements. The financial statements of the Portfolio, including the Investment Portfolio, are contained elsewhere in this report and should be read in conjunction with the Fund’s financial statements.

Security Valuation. The Fund records its investment in the Portfolio at value, which reflects its proportionate interest in the net assets of the Portfolio and is categorized as Level 1. Valuation of the securities held by the Portfolio is discussed in the notes to the Portfolio’s financial statements included elsewhere in this report.

Disclosure about the classification of fair value measurements is included in a table following the Portfolio’s Investment Portfolio.

Federal Income Taxes. The Fund’s policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders. Accordingly, the Fund paid no federal income taxes and no federal income tax provision was required.

The Fund has reviewed the tax positions for the open tax years as of December 31, 2019, and has determined that no provision for income tax and/or uncertain tax positions is required in the Fund’s financial statements. The Fund’s federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Distributions from net investment income of the Fund are declared and distributed to shareholders quarterly. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.

The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to investments in futures contracts and certain securities sold at a loss. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

 

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At December 31, 2019, the Fund’s components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income*   $ 713,788  
Undistributed net long-term capital gains   $ 19,319,309  

At December 31, 2019, the tax character of distributions paid to shareholders by the Fund is summarized as follows:

 

    Years Ended December 31,  
     2019     2018  
Distributions from ordinary income*   $ 11,814,932     $ 11,532,224  
Distributions from long-term capital gains   $ 70,201,186     $ 100,781,739  

 

*

For tax purposes, short-term capital gain distributions are considered ordinary income distributions.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Other. The Fund receives a daily allocation of the Portfolio’s income, expenses and net realized and unrealized gains and losses in proportion to its investment in the Portfolio. Expenses directly attributed to a fund are charged to that fund, while expenses which are attributable to the Trust are allocated among the funds in the Trust on the basis of relative net assets.

B. Related Parties

Management Agreement. Under its Investment Management Agreement with the Fund, the Advisor serves as investment manager to the Fund. The Advisor receives a management fee from the Portfolio pursuant to the master/feeder structure noted above in Note A.

Pursuant to the Investment Management Agreement, the Fund pays no management fee to the Advisor so long as the Fund is a feeder fund that invests substantially all of its assets in the Portfolio. In the event the Board of Trustees determines it is in the best interests of the Fund to withdraw its investment from the Portfolio, the Advisor may become responsible for directly managing the assets of the Fund under the Investment Management Agreement. In such event, the Fund would pay the Advisor an annual fee (exclusive of any applicable waivers/reimbursements) of 0.05% of the Fund’s average daily net assets, accrued daily and payable monthly.

 

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For the period from January 1, 2019 through September 30, 2019 the Advisor had contractually agreed to waive its fees and/or reimburse fund expenses, including expenses of the Portfolio allocated to the Fund, to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expense) of each class as follows:

 

Class R6      .24%  
Class S      .29%  
Institutional Class      .24%  

Effective October 1, 2019 through September 30, 2020 the Advisor has contractually agreed to waive its fees and/or reimburse fund expenses, including expenses of the Portfolio allocated to the Fund, to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expense) of each class as follows:

 

Class R6      .20%  
Class S      .25%  
Institutional Class      .20%  

For the year ended December 31, 2019, fees waived and/or expenses reimbursed for each class are as follows:

 

Class R6   $ 461  
Class S     399,302  
Institutional Class     111,528  
    $ 511,291  

Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee (“Administration Fee”) of 0.10% of the Fund’s average daily net assets, computed and accrued daily and payable monthly. For the year ended December 31, 2019, the Administration Fee was $613,865, of which $52,927 is unpaid.

Service Provider Fees. DWS Service Company (“DSC”), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DSC and DST Systems, Inc. (“DST”), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing

 

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fee it receives from the Fund. For the year ended December 31, 2019, the amount charged to the Fund by DSC was as follows:

 

Services to Shareholders  

Total

Aggregated

   

Unpaid at

December 31, 2019

 
Class R6   $ 215     $ 36  
Class S     27,988       4,512  
Institutional Class     7,620       1,265  
    $ 35,823     $ 5,813  

In addition, for the year ended December 31, 2019, the amounts charged to the Fund for recordkeeping and other administrative services provided by unaffiliated third parties, included in the Statement of Operations under “Services to shareholders,” were as follows:

 

Sub-Recordkeeping   Total
Aggregated
 
Class S   $ 531,102  
Institutional Class     89,646  
    $ 620,748  

Typesetting and Filing Service Fees. Under an agreement with the Fund, DIMA is compensated for providing certain pre-press and regulatory filing services to the Fund. For the year ended December 31, 2019, the amount charged to the Fund by DIMA included in the Statement of Operations under “Reports to shareholders” aggregated $22,545, of which $8,850 is unpaid.

Trustees’ Fees and Expenses. The Fund paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and to each committee Chairperson.

C. Fund Share Transactions

The following table summarizes share and dollar activity in the Fund:

 

     Year Ended December 31, 2019      Year Ended December 31, 2018  
     Shares     Dollars      Shares     Dollars  
Shares sold                                 
Class R6     3,981     $ 775,057        22,727     $ 5,041,362  
Class S     219,733       41,842,746        200,205       43,673,352  
Institutional Shares     381,284       75,470,133        332,253       71,297,980  
            $ 118,087,936              $ 120,012,694  

 

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     Year Ended December 31, 2019      Year Ended December 31, 2018  
     Shares     Dollars      Shares     Dollars  
Shares issued to shareholders in reinvestment of distributions

 

Class R6     3,564     $ 699,659        4,587     $ 819,832  
Class S     230,375       44,454,123        361,872       63,968,279  
Institutional Shares     157,755       30,966,753        198,202       35,579,955  
            $ 76,120,535              $ 100,368,066  
Shares redeemed

 

Class R6     (6,010   $ (1,180,707      (1,736   $ (397,711
Class S     (682,928     (133,683,282      (503,250     (109,626,858
Institutional Shares     (325,543     (64,286,356      (791,372     (169,288,985
            $   (199,150,345            $   (279,313,554
     Year Ended December 31, 2019      Year Ended December 31, 2018  
     Shares     Dollars      Shares     Dollars  
Net increase (decrease)

 

                        
Class R6     1,535     $ 294,009        25,578     $ 5,463,483  
Class S     (232,820     (47,386,413      58,827       (1,985,227
Institutional Shares     213,496       42,150,530        (260,917     (62,411,050
            $ (4,941,874            $   (58,932,794

D. Change of Independent Registered Public Accounting Firm

On May 14, 2019, PricewaterhouseCoopers LLP (“PwC”) resigned as the independent registered public accounting firm to the Fund. PwC communicated its resignation to the Registrant’s Board of Trustees (the “Board of Trustees”).

PwC’s reports on the Fund’s financial statements for the fiscal years ended December 31, 2018 and December 31, 2017 contained no adverse opinion or disclaimer of opinion nor were they qualified or modified as to uncertainty, audit scope or accounting principle.

During the fiscal years ended December 31, 2018 and December 31, 2017 and during the subsequent interim period through May 14, 2019: (i) there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused PwC to make reference to the subject matter of the disagreements in connection with its reports on the Fund’s financial

 

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statements for such periods; and (ii) there were no “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

On May 15, 2019, the Audit Committee of the Board of Trustees and the Board of Trustees approved the selection of Ernst & Young LLP (“EY”) as the Fund’s independent registered public accounting firm for the fiscal year ending December 31, 2019. During the Fund’s fiscal years ended December 31, 2018 and December 31, 2017, and the subsequent interim period through May 15, 2019, neither the Fund, nor anyone on their behalf, consulted with EY on items which: (i) concerned the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Fund’s financial statements; or (ii) concerned the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or reportable events (as described in paragraph (a)(1)(v) of said Item 304).

 

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Deutsche DWS Institutional Funds and Shareholders of DWS Equity 500 Index Fund:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of DWS Equity 500 Index Fund (the “Fund”) (one of the funds constituting Deutsche DWS Institutional Funds) (the “Trust”) as of December 31, 2019, and the related statements of operations and changes in net assets and the financial highlights for the year then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting Deutsche DWS Institutional Funds) at December 31, 2019, the results of its operations, the changes in its net assets and its financial highlights for the year then ended, in conformity with U.S. generally accepted accounting principles.

The statement of changes in net assets for the year ended December 31, 2018, and the financial highlights for the years ended December 31, 2015, December 31, 2016, December 31, 2017 and December 31, 2018, were audited by another independent registered public accounting firm whose report, dated February 21, 2019, expressed an unqualified opinion on that statement of changes in net assets and those financial highlights.

Basis for Opinion

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

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not

 

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required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more investment companies in the DWS family of funds since at least 1979, but we are unable to determine the specific year.

Boston, Massachusetts

February 26, 2020

 

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Information About Your Fund’s Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees and other Fund expenses. Examples of transaction costs include sales charges (loads) and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had they not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (July 1, 2019 to December 31, 2019).

The tables illustrate your Fund’s expenses in two ways:

 

Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund’s actual return during the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the “Expenses Paid per $1,000” line under the share class you hold.

 

Hypothetical 5% Fund Return. This helps you to compare your Fund’s ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund’s actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The “Expenses Paid per $1,000” line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Class S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Class S shares during the period would be higher, and account value during the period would be lower, by this amount.

 

  DWS Equity 500 Index Fund   |     27  


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Expenses and Value of a $1,000 Investment
for the six months ended December 31, 2019 (Unaudited)
 
Actual Fund Return*   Class R6     Class S    

Institutional

Class

 
Beginning Account Value 7/1/19   $ 1,000.00     $ 1,000.00     $ 1,000.00  
Ending Account Value 12/31/19   $ 1,107.90     $ 1,107.70     $ 1,107.90  
Expenses Paid per $1,000**   $ 1.17     $ 1.43     $ 1.17  
Hypothetical 5% Fund Return   Class R6     Class S    

Institutional

Class

 
Beginning Account Value 7/1/19   $ 1,000.00     $ 1,000.00     $ 1,000.00  
Ending Account Value 12/31/19   $ 1,024.10     $ 1,023.84     $ 1,024.10  
Expenses Paid per $1,000**   $ 1.12     $ 1.38     $ 1.12  

 

*

Expenses include amounts allocated proportionally from the master portfolio.

 

**

Expenses are equal to the Fund’s annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 184 (the number of days in the most recent six-month period), then divided by 365.

 

Annualized Expense Ratios    Class R6     Class S     Institutional
Class
 
DWS Equity 500 Index Fund      .22     .27     .22

For more information, please refer to the Fund’s prospectuses.

For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to tools.finra.org/fund_analyzer/.

 

Tax Information   (Unaudited)

The Fund paid distributions of $23.60 per share from net long-term capital gains during its year ended December 31, 2019.

Pursuant to Section 852 of the Internal Revenue Code, the Fund designates $79,224,000 as capital gain dividends for its year ended December 31, 2019.

For corporate shareholders, 90% of the ordinary dividends (i.e., income dividends plus short-term capital gains) paid during the Fund’s fiscal year ended December 31, 2019, qualified for the dividends received deduction.

For federal income tax purposes, the Fund designates $11,057,000, or the maximum amount allowable under tax law, as qualified dividend income.

Please consult a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about your account please call (800) 728-3337.

 

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(The following financial statements of the

Deutsche DWS Equity 500 Index Portfolio should be read in

conjunction with the Fund’s financial statements.)

 

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Investment Portfolio   as of December 31, 2019

 

    Shares     Value ($)  
Common Stocks 97.7%  
Communication Services 10.2%

 

Diversified Telecommunication Services 2.0%

 

AT&T, Inc.

    451,354       17,638,915  

CenturyLink, Inc.

    61,249       809,099  

Verizon Communications, Inc.

    255,538       15,690,033  
   

 

 

 
    34,138,047  

Entertainment 1.9%

 

Activision Blizzard, Inc.

    47,378       2,815,201  

Electronic Arts, Inc.*

    18,035       1,938,943  

Live Nation Entertainment, Inc.*

    8,702       621,932  

Netflix, Inc.*

    27,079       8,761,952  

Take-Two Interactive Software, Inc.*

    7,034       861,172  

Walt Disney Co.

    111,402       16,112,071  
   

 

 

 
    31,111,271  

Interactive Media & Services 4.8%

 

Alphabet, Inc. “A”*

    18,517       24,801,485  

Alphabet, Inc. “C”*

    18,471       24,696,096  

Facebook, Inc. “A”*

    148,718       30,524,370  

Twitter, Inc.*

    48,180       1,544,169  
   

 

 

 
    81,566,120  

Media 1.4%

 

Charter Communications, Inc. “A”*

    9,691       4,700,910  

Comcast Corp. “A”

    280,629       12,619,886  

Discovery, Inc. “C”*

    20,719       631,722  

Discovery, Inc. “A”*

    9,653       316,039  

DISH Network Corp. “A”*

    15,600       553,332  

Fox Corp. “A”

    22,068       818,061  

Fox Corp. “B”*

    10,195       371,098  

Interpublic Group of Companies, Inc.

    23,687       547,170  

News Corp. “A”

    23,421       331,173  

News Corp. “B”

    6,691       97,087  

Omnicom Group, Inc.

    13,514       1,094,904  

ViacomCBS, Inc. “B”

    33,152       1,391,390  
   

 

 

 
    23,472,772  

Wireless Telecommunication Services 0.1%

 

T-Mobile U.S., Inc.*

    19,720       1,546,442  
Consumer Discretionary 9.5%

 

Auto Components 0.1%

 

Aptiv PLC

    15,729       1,493,783  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

BorgWarner, Inc.

    12,841       557,043  
   

 

 

 
    2,050,826  

Automobiles 0.3%

 

Ford Motor Co.

    240,590       2,237,487  

General Motors Co.

    77,656       2,842,210  

Harley-Davidson, Inc.

    9,665       359,441  
   

 

 

 
    5,439,138  

Distributors 0.1%

 

Genuine Parts Co.

    8,879       943,216  

LKQ Corp.*

    19,072       680,870  
   

 

 

 
    1,624,086  

Diversified Consumer Services 0.0%

 

H&R Block, Inc.

    12,176       285,892  

Hotels, Restaurants & Leisure 1.8%

 

Carnival Corp.

    24,955       1,268,463  

Chipotle Mexican Grill, Inc.*

    1,590       1,331,005  

Darden Restaurants, Inc.

    7,646       833,490  

Hilton Worldwide Holdings, Inc.

    17,424       1,932,496  

Las Vegas Sands Corp.

    20,759       1,433,201  

Marriott International, Inc. “A”

    16,751       2,536,604  

McDonald’s Corp.

    46,531       9,194,991  

MGM Resorts International

    31,751       1,056,356  

Norwegian Cruise Line Holdings Ltd.*

    13,004       759,564  

Royal Caribbean Cruises Ltd.

    10,712       1,430,159  

Starbucks Corp.

    72,949       6,413,676  

Wynn Resorts Ltd.

    6,017       835,581  

Yum! Brands, Inc.

    18,677       1,881,334  
   

 

 

 
    30,906,920  

Household Durables 0.4%

 

D.R. Horton, Inc.

    20,594       1,086,333  

Garmin Ltd.

    9,030       880,967  

Leggett & Platt, Inc.

    8,129       413,197  

Lennar Corp. “A”

    17,187       958,863  

Mohawk Industries, Inc.*

    3,652       498,060  

Newell Brands, Inc.

    24,185       464,835  

NVR, Inc.*

    214       815,000  

PulteGroup, Inc.

    15,925       617,890  

Whirlpool Corp.

    3,894       574,482  
   

 

 

 
    6,309,627  

Internet & Direct Marketing Retail 3.3%

 

Amazon.com, Inc.*

    25,738       47,559,706  

Booking Holdings, Inc.*

    2,586       5,310,946  

eBay, Inc.

    47,186       1,703,886  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

Expedia Group, Inc.

    8,714       942,332  
   

 

 

 
    55,516,870  

Leisure Products 0.1%

 

Hasbro, Inc.

    7,849       828,933  

Multiline Retail 0.5%

 

Dollar General Corp.

    15,725       2,452,786  

Dollar Tree, Inc.*

    14,742       1,386,485  

Kohl’s Corp.

    9,625       490,394  

Macy’s, Inc.

    19,397       329,749  

Nordstrom, Inc.

    6,469       264,776  

Target Corp.

    31,306       4,013,742  
   

 

 

 
    8,937,932  

Specialty Retail 2.2%

 

Advance Auto Parts, Inc.

    4,279       685,325  

AutoZone, Inc.*

    1,472       1,753,608  

Best Buy Co., Inc.

    14,063       1,234,731  

CarMax, Inc.*

    10,072       883,012  

Home Depot, Inc.

    67,417       14,722,525  

L Brands, Inc.

    13,825       250,509  

Lowe’s Companies, Inc.

    47,371       5,673,151  

O’Reilly Automotive, Inc.*

    4,677       2,049,742  

Ross Stores, Inc.

    22,341       2,600,939  

The Gap, Inc.

    13,867       245,169  

Tiffany & Co.

    6,662       890,376  

TJX Companies, Inc.

    74,912       4,574,127  

Tractor Supply Co.

    7,393       690,802  

Ulta Salon, Cosmetics & Fragrance, Inc.*

    3,530       893,584  
   

 

 

 
    37,147,600  

Textiles, Apparel & Luxury Goods 0.7%

 

Capri Holdings Ltd.*

    9,599       366,202  

Hanesbrands, Inc.

    22,122       328,512  

NIKE, Inc. “B”

    76,966       7,797,425  

PVH Corp.

    4,548       478,222  

Ralph Lauren Corp.

    3,059       358,576  

Tapestry, Inc.

    17,428       470,033  

Under Armour, Inc. “A”* (a)

    12,016       259,546  

Under Armour, Inc. “C”*

    12,584       241,361  

VF Corp.

    20,101       2,003,266  
   

 

 

 
    12,303,143  
Consumer Staples 7.0%

 

Beverages 1.8%

 

Brown-Forman Corp. “B”

    11,354       767,530  

Coca-Cola Co.

    238,349       13,192,617  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

Constellation Brands, Inc. “A”

    10,291       1,952,717  

Molson Coors Brewing Co. “B”

    11,539       621,952  

Monster Beverage Corp.*

    23,594       1,499,399  

PepsiCo, Inc.

    86,204       11,781,501  
   

 

 

 
    29,815,716  

Food & Staples Retailing 1.5%

 

Costco Wholesale Corp.

    27,297       8,023,134  

Kroger Co.

    49,789       1,443,383  

Sysco Corp.

    31,514       2,695,708  

Walgreens Boots Alliance, Inc.

    46,325       2,731,322  

Walmart, Inc.

    87,673       10,419,059  
   

 

 

 
    25,312,606  

Food Products 1.1%

 

Archer-Daniels-Midland Co.

    34,193       1,584,845  

Campbell Soup Co.

    10,352       511,596  

Conagra Brands, Inc.

    30,132       1,031,720  

General Mills, Inc.

    37,156       1,990,075  

Hormel Foods Corp.

    17,317       781,170  

Kellogg Co.

    15,507       1,072,464  

Kraft Heinz Co.

    38,798       1,246,580  

Lamb Weston Holdings, Inc.

    8,982       772,721  

McCormick & Co., Inc.

    7,674       1,302,508  

Mondelez International, Inc. “A”

    89,014       4,902,891  

The Hershey Co.

    9,120       1,340,458  

The JM Smucker Co.

    6,975       726,307  

Tyson Foods, Inc. “A”

    18,366       1,672,041  
   

 

 

 
    18,935,376  

Household Products 1.6%

 

Church & Dwight Co., Inc.

    15,050       1,058,617  

Clorox Co.

    7,680       1,179,187  

Colgate-Palmolive Co.

    53,046       3,651,687  

Kimberly-Clark Corp.

    21,203       2,916,473  

Procter & Gamble Co.

    154,159       19,254,459  
   

 

 

 
    28,060,423  

Personal Products 0.2%

 

Coty, Inc. “A”

    17,952       201,960  

Estee Lauder Companies, Inc. “A”

    13,789       2,847,980  
   

 

 

 
    3,049,940  

Tobacco 0.8%

 

Altria Group, Inc.

    115,445       5,761,860  

Philip Morris International, Inc.

    96,158       8,182,084  
   

 

 

 
    13,943,944  

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents
    Shares     Value ($)  
Energy 4.2%

 

Energy Equipment & Services 0.4%

 

Baker Hughes Co.

    40,573       1,039,886  

Halliburton Co.

    54,639       1,337,016  

Helmerich & Payne, Inc.

    6,662       302,655  

National Oilwell Varco, Inc.

    23,663       592,758  

Schlumberger Ltd.

    85,533       3,438,427  

TechnipFMC PLC

    25,799       553,130  
   

 

 

 
    7,263,872  

Oil, Gas & Consumable Fuels 3.8%

 

Apache Corp.

    23,003       588,647  

Cabot Oil & Gas Corp.

    25,421       442,580  

Chevron Corp.

    116,896       14,087,137  

Cimarex Energy Co.

    6,231       327,065  

Concho Resources, Inc.

    12,538       1,097,953  

ConocoPhillips

    67,854       4,412,546  

Devon Energy Corp.

    24,015       623,670  

Diamondback Energy, Inc.

    9,888       918,200  

EOG Resources., Inc.

    35,874       3,004,806  

Exxon Mobil Corp.

    261,589       18,253,680  

Hess Corp.

    16,145       1,078,647  

HollyFrontier Corp.

    9,072       460,041  

Kinder Morgan, Inc.

    120,154       2,543,660  

Marathon Oil Corp.

    49,083       666,547  

Marathon Petroleum Corp.

    40,148       2,418,917  

Noble Energy, Inc.

    29,251       726,595  

Occidental Petroleum Corp.

    55,125       2,271,701  

ONEOK, Inc.

    25,423       1,923,758  

Phillips 66

    27,487       3,062,327  

Pioneer Natural Resources Co.

    10,247       1,551,088  

Valero Energy Corp.

    25,394       2,378,148  

Williams Companies, Inc.

    74,536       1,767,994  
   

 

 

 
    64,605,707  
Financials 12.7%

 

Banks 5.5%

 

Bank of America Corp.

    500,396       17,623,947  

Citigroup, Inc.

    134,957       10,781,715  

Citizens Financial Group, Inc.

    26,816       1,088,998  

Comerica, Inc.

    8,904       638,862  

Fifth Third Bancorp.

    43,812       1,346,781  

First Republic Bank

    10,491       1,232,168  

Huntington Bancshares, Inc.

    64,581       973,881  

JPMorgan Chase & Co.

    193,853       27,023,108  

KeyCorp

    60,726       1,229,094  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

M&T Bank Corp.

    8,148       1,383,123  

People’s United Financial, Inc.

    27,009       456,452  

PNC Financial Services Group, Inc.

    27,073       4,321,663  

Regions Financial Corp.

    59,495       1,020,934  

SVB Financial Group*

    3,219       808,098  

Truist Financial Corp.

    82,842       4,665,661  

U.S. Bancorp.

    87,834       5,207,678  

Wells Fargo & Co.

    237,867       12,797,245  

Zions Bancorp. NA

    10,518       546,095  
   

 

 

 
    93,145,503  

Capital Markets 2.6%

 

Ameriprise Financial, Inc.

    7,822       1,302,989  

Bank of New York Mellon Corp.

    51,873       2,610,768  

BlackRock, Inc.

    7,273       3,656,137  

Cboe Global Markets, Inc.

    6,902       828,240  

Charles Schwab Corp.

    70,643       3,359,781  

CME Group, Inc.

    22,140       4,443,941  

E*TRADE Financial Corp.

    14,028       636,450  

Franklin Resources., Inc.

    17,299       449,428  

Intercontinental Exchange, Inc.

    34,393       3,183,072  

Invesco Ltd.

    23,009       413,702  

MarketAxess Holdings, Inc.

    2,338       886,359  

Moody’s Corp.

    10,038       2,383,122  

Morgan Stanley

    76,047       3,887,523  

MSCI, Inc.

    5,284       1,364,223  

Nasdaq, Inc.

    7,080       758,268  

Northern Trust Corp.

    13,088       1,390,469  

Raymond James Financial, Inc.

    7,547       675,155  

S&P Global, Inc.

    15,106       4,124,693  

State Street Corp.

    22,468       1,777,219  

T. Rowe Price Group, Inc.

    14,436       1,758,882  

The Goldman Sachs Group, Inc.

    19,708       4,531,460  
   

 

 

 
    44,421,881  

Consumer Finance 0.7%

 

American Express Co.

    41,476       5,163,347  

Capital One Financial Corp.

    28,808       2,964,632  

Discover Financial Services

    19,368       1,642,794  

Synchrony Financial

    36,707       1,321,819  
   

 

 

 
    11,092,592  

Diversified Financial Services 1.6%

 

Berkshire Hathaway, Inc. “B”*

    120,910       27,386,115  

Insurance 2.3%

 

Aflac, Inc.

    45,357       2,399,385  

Allstate Corp.

    20,008       2,249,900  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

American International Group, Inc.

    53,720       2,757,448  

Aon PLC

    14,462       3,012,290  

Arthur J. Gallagher & Co.

    11,572       1,102,002  

Assurant, Inc.

    3,704       485,520  

Chubb Ltd.

    28,002       4,358,791  

Cincinnati Financial Corp.

    9,467       995,455  

Everest Re Group Ltd.

    2,542       703,727  

Globe Life, Inc.

    6,256       658,444  

Hartford Financial Services Group, Inc.

    22,107       1,343,442  

Lincoln National Corp.

    12,379       730,485  

Loews Corp.

    15,710       824,618  

Marsh & McLennan Companies, Inc.

    31,181       3,473,875  

MetLife, Inc.

    48,370       2,465,419  

Principal Financial Group, Inc.

    16,093       885,115  

Progressive Corp.

    36,092       2,612,700  

Prudential Financial, Inc.

    24,780       2,322,877  

The Travelers Companies, Inc.

    15,944       2,183,531  

Unum Group

    12,551       365,987  

W.R. Berkley Corp.

    9,012       622,729  

Willis Towers Watson PLC

    7,921       1,599,567  
   

 

 

 
    38,153,307  
Health Care 13.9%

 

Biotechnology 2.0%

 

AbbVie, Inc.

    91,393       8,091,936  

Alexion Pharmaceuticals, Inc.*

    13,672       1,478,627  

Amgen, Inc.

    36,722       8,852,572  

Biogen., Inc.*

    11,152       3,309,133  

Gilead Sciences, Inc.

    78,196       5,081,176  

Incyte Corp.*

    11,128       971,697  

Regeneron Pharmaceuticals, Inc.*

    4,914       1,845,109  

Vertex Pharmaceuticals, Inc.*

    15,886       3,478,240  
   

 

 

 
    33,108,490  

Health Care Equipment & Supplies 3.5%

 

Abbott Laboratories

    109,245       9,489,021  

ABIOMED, Inc.*

    2,748       468,781  

Align Technology, Inc.*

    4,431       1,236,426  

Baxter International, Inc.

    31,522       2,635,870  

Becton, Dickinson & Co.

    16,715       4,545,979  

Boston Scientific Corp.*

    86,132       3,894,889  

Danaher Corp. (a)

    39,508       6,063,688  

DENTSPLY SIRONA, Inc.

    13,552       766,908  

Edwards Lifesciences Corp.*

    12,857       2,999,409  

Hologic, Inc.*

    16,466       859,690  

IDEXX Laboratories, Inc.*

    5,272       1,376,677  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

Intuitive Surgical, Inc.*

    7,141       4,221,402  

Medtronic PLC

    82,846       9,398,879  

ResMed, Inc.

    8,956       1,387,911  

STERIS PLC

    5,242       798,986  

Stryker Corp.

    19,873       4,172,138  

Teleflex, Inc.

    2,881       1,084,524  

The Cooper Companies, Inc.

    3,091       993,107  

Varian Medical Systems, Inc.*

    5,652       802,640  

Zimmer Biomet Holdings, Inc.

    12,796       1,915,305  
   

 

 

 
    59,112,230  

Health Care Providers & Services 2.8%

 

AmerisourceBergen Corp.

    9,140       777,083  

Anthem, Inc.

    15,679       4,735,528  

Cardinal Health, Inc.

    18,088       914,891  

Centene Corp.*

    25,367       1,594,823  

Cigna Corp. *

    23,089       4,721,470  

CVS Health Corp.

    80,442       5,976,036  

DaVita, Inc.*

    5,497       412,440  

HCA Healthcare, Inc.

    16,376       2,420,536  

Henry Schein, Inc.*

    8,897       593,608  

Humana, Inc.

    8,189       3,001,432  

Laboratory Corp. of America Holdings*

    5,949       1,006,392  

McKesson Corp.

    11,146       1,541,715  

Quest Diagnostics, Inc.

    8,405       897,570  

UnitedHealth Group, Inc.

    58,563       17,216,351  

Universal Health Services, Inc. “B”

    5,036       722,465  

WellCare Health Plans, Inc.*

    3,138       1,036,199  
   

 

 

 
    47,568,539  

Health Care Technology 0.1%

 

Cerner Corp.

    19,424       1,425,527  

Life Sciences Tools & Services 1.0%

 

Agilent Technologies, Inc.

    18,993       1,620,293  

Illumina, Inc.*

    9,084       3,013,526  

IQVIA Holdings, Inc.*

    11,159       1,724,177  

Mettler-Toledo International, Inc.*

    1,502       1,191,507  

PerkinElmer, Inc.

    6,930       672,903  

Thermo Fisher Scientific, Inc.

    24,788       8,052,878  

Waters Corp.*

    3,987       931,562  
   

 

 

 
    17,206,846  

Pharmaceuticals 4.5%

 

Allergan PLC

    20,293       3,879,413  

Bristol-Myers Squibb Co.

    144,893       9,300,682  

Eli Lilly & Co.

    52,238       6,865,640  

Johnson & Johnson

    162,673       23,729,111  

 

The accompanying notes are an integral part of the financial statements.

 

  Deutsche DWS Equity 500 Index Portfolio   |     37  


Table of Contents
    Shares     Value ($)  

Merck & Co., Inc.

    157,374       14,313,165  

Mylan NV*

    31,464       632,426  

Perrigo Co. PLC

    8,274       427,435  

Pfizer, Inc.

    342,086       13,402,929  

Zoetis, Inc.

    29,448       3,897,443  
   

 

 

 
    76,448,244  
Industrials 8.8%

 

Aerospace & Defense 2.4%

 

Arconic, Inc.

    24,069       740,603  

Boeing Co.

    33,041       10,763,436  

General Dynamics Corp.

    14,444       2,547,200  

Huntington Ingalls Industries, Inc.

    2,483       622,935  

L3Harris Technologies, Inc.

    13,652       2,701,321  

Lockheed Martin Corp.

    15,340       5,973,089  

Northrop Grumman Corp.

    9,681       3,329,974  

Raytheon Co.

    17,203       3,780,187  

Textron, Inc.

    14,363       640,590  

TransDigm Group, Inc.

    3,095       1,733,200  

United Technologies Corp.

    50,137       7,508,517  
   

 

 

 
    40,341,052  

Air Freight & Logistics 0.5%

 

C.H. Robinson Worldwide, Inc.

    8,453       661,025  

Expeditors International of Washington, Inc.

    10,673       832,707  

FedEx Corp.

    14,817       2,240,479  

United Parcel Service, Inc. “B”

    43,301       5,068,815  
   

 

 

 
    8,803,026  

Airlines 0.3%

 

Alaska Air Group, Inc.

    7,476       506,499  

American Airlines Group, Inc.

    24,324       697,612  

Delta Air Lines, Inc.

    35,554       2,079,198  

Southwest Airlines Co.

    29,261       1,579,509  

United Airlines Holdings, Inc.*

    13,463       1,185,956  
   

 

 

 
    6,048,774  

Building Products 0.2%

 

A.O. Smith Corp.

    8,546       407,131  

Allegion PLC

    5,716       711,871  

Fortune Brands Home & Security, Inc.

    8,459       552,711  

Johnson Controls International PLC

    47,674       1,940,808  

Masco Corp.

    17,517       840,641  
   

 

 

 
    4,453,162  

Commercial Services & Supplies 0.4%

 

Cintas Corp.

    5,176       1,392,758  

Copart, Inc.*

    12,566       1,142,752  

 

The accompanying notes are an integral part of the financial statements.

 

38   |   Deutsche DWS Equity 500 Index Portfolio  


Table of Contents
    Shares     Value ($)  

Republic Services, Inc.

    12,925       1,158,468  

Rollins, Inc.

    8,959       297,080  

Waste Management, Inc.

    24,109       2,747,462  
   

 

 

 
    6,738,520  

Construction & Engineering 0.1%

 

Jacobs Engineering Group, Inc.

    8,451       759,153  

Quanta Services, Inc.

    8,910       362,726  
   

 

 

 
    1,121,879  

Electrical Equipment 0.5%

 

AMETEK, Inc.

    14,232       1,419,500  

Eaton Corp. PLC

    25,535       2,418,675  

Emerson Electric Co.

    37,650       2,871,189  

Rockwell Automation, Inc.

    7,138       1,446,658  
   

 

 

 
    8,156,022  

Industrial Conglomerates 1.3%

 

3M Co.

    35,549       6,271,554  

General Electric Co.

    539,770       6,023,833  

Honeywell International, Inc.

    44,174       7,818,798  

Roper Technologies, Inc.

    6,412       2,271,323  
   

 

 

 
    22,385,508  

Machinery 1.6%

 

Caterpillar, Inc.

    34,158       5,044,454  

Cummins, Inc.

    9,464       1,693,678  

Deere & Co.

    19,459       3,371,466  

Dover Corp.

    9,072       1,045,639  

Flowserve Corp.

    8,128       404,531  

Fortive Corp.

    18,093       1,382,124  

IDEX Corp.

    4,709       809,948  

Illinois Tool Works, Inc.

    18,083       3,248,249  

Ingersoll-Rand PLC

    14,801       1,967,349  

PACCAR, Inc.

    21,290       1,684,039  

Parker-Hannifin Corp.

    7,894       1,624,743  

Pentair PLC

    10,302       472,553  

Snap-on, Inc.

    3,447       583,922  

Stanley Black & Decker, Inc.

    9,464       1,568,563  

Westinghouse Air Brake Technologies Corp.

    11,353       883,263  

Xylem, Inc.

    11,165       879,690  
   

 

 

 
    26,664,211  

Professional Services 0.3%

 

Equifax, Inc.

    7,553       1,058,326  

IHS Markit Ltd.*

    24,702       1,861,296  

Nielsen Holdings PLC

    21,616       438,805  

Robert Half International, Inc.

    7,143       451,081  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

Verisk Analytics, Inc.

    10,210       1,524,761  
   

 

 

 
    5,334,269  

Road & Rail 1.0%

 

CSX Corp.

    48,039       3,476,102  

J.B. Hunt Transport Services, Inc.

    5,260       614,263  

Kansas City Southern

    6,075       930,447  

Norfolk Southern Corp.

    16,104       3,126,269  

Old Dominion Freight Line, Inc.

    3,992       757,602  

Union Pacific Corp.

    42,896       7,755,168  
   

 

 

 
    16,659,851  

Trading Companies & Distributors 0.2%

 

Fastenal Co.

    35,147       1,298,682  

United Rentals, Inc.*

    4,592       765,808  

W.W. Grainger, Inc.

    2,679       906,895  
   

 

 

 
    2,971,385  
Information Technology 22.7%

 

Communications Equipment 0.9%

 

Arista Networks, Inc.*

    3,372       685,865  

Cisco Systems, Inc.

    262,139       12,572,187  

F5 Networks, Inc.*

    3,842       536,535  

Juniper Networks, Inc.

    20,478       504,373  

Motorola Solutions, Inc.

    10,567       1,702,766  
   

 

 

 
    16,001,726  

Electronic Equipment, Instruments & Components 0.6%

 

Amphenol Corp. “A”

    18,321       1,982,882  

CDW Corp.

    8,847       1,263,705  

Corning, Inc.

    47,589       1,385,316  

FLIR Systems, Inc.

    8,114       422,496  

IPG Photonics Corp.*

    2,140       310,129  

Keysight Technologies, Inc.*

    11,696       1,200,360  

TE Connectivity Ltd.

    20,683       1,982,259  

Zebra Technologies Corp. “A”*

    3,332       851,126  
   

 

 

 
    9,398,273  

IT Services 5.3%

 

Accenture PLC “A”

    39,251       8,265,083  

Akamai Technologies, Inc.*

    9,976       861,727  

Alliance Data Systems Corp.

    2,543       285,325  

Automatic Data Processing, Inc.

    26,733       4,557,976  

Broadridge Financial Solutions, Inc.

    7,125       880,223  

Cognizant Technology Solutions Corp. “A”

    33,845       2,099,067  

DXC Technology Co.

    15,814       594,448  

Fidelity National Information Services, Inc.

    37,967       5,280,830  

Fiserv, Inc.*

    35,286       4,080,120  

 

The accompanying notes are an integral part of the financial statements.

 

40   |   Deutsche DWS Equity 500 Index Portfolio  


Table of Contents
    Shares     Value ($)  

FleetCor Technologies, Inc.*

    5,395       1,552,249  

Gartner, Inc.*

    5,609       864,347  

Global Payments, Inc.

    18,557       3,387,766  

International Business Machines Corp.

    54,738       7,337,082  

Jack Henry & Associates, Inc.

    4,752       692,224  

Leidos Holdings, Inc.

    8,163       799,076  

MasterCard, Inc. “A”

    54,866       16,382,439  

Paychex, Inc.

    19,638       1,670,408  

PayPal Holdings, Inc.*

    72,558       7,848,599  

VeriSign, Inc.*

    6,370       1,227,372  

Visa, Inc. “A”

    105,798       19,879,444  

Western Union Co.

    25,524       683,533  
   

 

 

 
    89,229,338  

Semiconductors & Semiconductor Equipment 4.1%

 

Advanced Micro Devices, Inc.*

    68,810       3,155,627  

Analog Devices, Inc.

    22,751       2,703,729  

Applied Materials, Inc.

    57,074       3,483,797  

Broadcom, Inc.

    24,513       7,746,598  

Intel Corp.

    268,854       16,090,912  

KLA Corp.

    9,742       1,735,732  

Lam Research Corp.

    9,007       2,633,647  

Maxim Integrated Products, Inc.

    16,882       1,038,412  

Microchip Technology, Inc.

    14,841       1,554,150  

Micron Technology, Inc.*

    68,316       3,674,034  

NVIDIA Corp.

    37,821       8,899,281  

Qorvo, Inc.*

    7,128       828,487  

QUALCOMM., Inc.

    70,570       6,226,391  

Skyworks Solutions, Inc.

    10,484       1,267,306  

Texas Instruments, Inc.

    57,775       7,411,955  

Xilinx, Inc.

    15,490       1,514,457  
   

 

 

 
    69,964,515  

Software 6.9%

 

Adobe, Inc.*

    29,904       9,862,638  

ANSYS, Inc.*

    5,244       1,349,858  

Autodesk, Inc.*

    13,553       2,486,433  

Cadence Design Systems, Inc.*

    17,462       1,211,164  

Citrix Systems, Inc.

    7,651       848,496  

Fortinet, Inc.*

    8,846       944,399  

Intuit, Inc.

    16,076       4,210,787  

Microsoft Corp.

    471,463       74,349,715  

NortonLifeLock, Inc.

    35,445       904,556  

Oracle Corp.

    133,867       7,092,274  

salesforce.com, Inc.*

    54,800       8,912,672  

ServiceNow, Inc.*

    11,684       3,298,627  

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents
    Shares     Value ($)  

Synopsys, Inc.*

    9,368       1,304,026  
   

 

 

 
    116,775,645  

Technology Hardware, Storage & Peripherals 4.9%

 

Apple, Inc.

    258,142       75,803,398  

Hewlett Packard Enterprise Co.

    79,823       1,265,993  

HP, Inc.

    91,137       1,872,865  

NetApp, Inc.

    14,129       879,530  

Seagate Technology PLC

    14,300       850,850  

Western Digital Corp.

    18,454       1,171,276  

Xerox Holding Corp.*

    11,239       414,382  
   

 

 

 
    82,258,294  
Materials 2.6%

 

Chemicals 1.9%

 

Air Products & Chemicals, Inc.

    13,618       3,200,094  

Albemarle Corp.

    6,424       469,209  

Celanese Corp.

    7,467       919,337  

CF Industries Holdings, Inc.

    13,433       641,291  

Corteva, Inc.*

    46,669       1,379,536  

Dow, Inc.*

    45,812       2,507,291  

DuPont de Nemours, Inc.

    45,788       2,939,590  

Eastman Chemical Co.

    8,527       675,850  

Ecolab, Inc.

    15,465       2,984,590  

FMC Corp.

    8,119       810,439  

International Flavors & Fragrances, Inc. (a)

    6,656       858,757  

Linde PLC

    33,195       7,067,215  

LyondellBasell Industries NV “A”

    15,830       1,495,618  

PPG Industries, Inc.

    14,540       1,940,945  

The Mosaic Co.

    21,201       458,790  

The Sherwin-Williams Co.

    5,074       2,960,882  
   

 

 

 
    31,309,434  

Construction Materials 0.1%

 

Martin Marietta Materials, Inc.

    3,891       1,088,079  

Vulcan Materials Co.

    8,244       1,187,054  
   

 

 

 
    2,275,133  

Containers & Packaging 0.3%

 

Amcor PLC*

    100,922       1,093,994  

Avery Dennison Corp.

    5,155       674,377  

Ball Corp.

    20,204       1,306,593  

International Paper Co.

    24,001       1,105,246  

Packaging Corp. of America

    5,924       663,429  

Sealed Air Corp.

    9,325       371,415  

Westrock Co.

    15,719       674,502  
   

 

 

 
    5,889,556  

 

The accompanying notes are an integral part of the financial statements.

 

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    Shares     Value ($)  

Metals & Mining 0.3%

 

Freeport-McMoRan, Inc.

    90,273       1,184,382  

Newmont Goldcorp Corp.

    50,492       2,193,877  

Nucor Corp.

    18,900       1,063,692  
   

 

 

 
    4,441,951  
Real Estate 2.9%

 

Equity Real Estate Investment Trusts (REITs) 2.8%

 

Alexandria Real Estate Equities, Inc.

    7,070       1,142,371  

American Tower Corp.

    27,350       6,285,577  

Apartment Investment & Management Co. “A”

    9,321       481,430  

AvalonBay Communities, Inc.

    8,571       1,797,339  

Boston Properties, Inc.

    8,965       1,235,915  

Crown Castle International Corp.

    25,660       3,647,569  

Digital Realty Trust, Inc.

    12,989       1,555,303  

Duke Realty Corp.

    22,494       779,867  

Equinix, Inc.

    5,286       3,085,438  

Equity Residential

    21,411       1,732,578  

Essex Property Trust, Inc.

    4,099       1,233,225  

Extra Space Storage, Inc.

    8,018       846,861  

Federal Realty Investment Trust

    4,278       550,707  

Healthpeak Properties, Inc.

    30,637       1,056,057  

Host Hotels & Resorts, Inc.

    44,217       820,225  

Iron Mountain, Inc.

    17,809       567,573  

Kimco Realty Corp.

    26,377       546,268  

Mid-America Apartment Communities, Inc.

    7,107       937,129  

Prologis, Inc.

    38,977       3,474,410  

Public Storage

    9,238       1,967,324  

Realty Income Corp.

    20,185       1,486,222  

Regency Centers Corp.

    10,312       650,584  

SBA Communications Corp.

    6,943       1,673,194  

Simon Property Group, Inc.

    18,954       2,823,388  

SL Green Realty Corp.

    4,988       458,297  

UDR, Inc.

    18,235       851,574  

Ventas, Inc.

    23,228       1,341,185  

Vornado Realty Trust

    9,757       648,840  

Welltower, Inc.

    25,261       2,065,845  

Weyerhaeuser Co.

    46,456       1,402,971  
   

 

 

 
    47,145,266  

Real Estate Management & Development 0.1%

 

CBRE Group, Inc. “A”*

    20,570       1,260,735  
Utilities 3.2%

 

Electric Utilities 2.0%

 

Alliant Energy Corp.

    14,862       813,249  

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents
    Shares     Value ($)  

American Electric Power Co., Inc.

    30,496       2,882,177  

Duke Energy Corp.

    45,067       4,110,561  

Edison International

    22,317       1,682,925  

Entergy Corp.

    12,397       1,485,161  

Evergy, Inc.

    14,048       914,384  

Eversource Energy

    19,874       1,690,681  

Exelon Corp.

    59,992       2,735,035  

FirstEnergy Corp.

    33,176       1,612,354  

NextEra Energy, Inc.

    30,193       7,311,537  

Pinnacle West Capital Corp.

    6,821       613,412  

PPL Corp.

    45,028       1,615,605  

Southern Co.

    64,719       4,122,600  

Xcel Energy, Inc.

    32,302       2,050,854  
   

 

 

 
    33,640,535  

Gas Utilities 0.0%

 

Atmos Energy Corp.

    7,358       823,066  

Independent Power & Renewable Electricity Producers 0.1%

 

AES Corp.

    41,295       821,771  

NRG Energy, Inc.

    15,644       621,849  
   

 

 

 
    1,443,620  

Multi-Utilities 1.0%

 

Ameren Corp.

    15,316       1,176,269  

CenterPoint Energy, Inc.

    31,321       854,124  

CMS Energy Corp.

    17,718       1,113,399  

Consolidated Edison, Inc.

    20,679       1,870,829  

Dominion Energy, Inc

    50,828       4,209,575  

DTE Energy Co.

    11,834       1,536,881  

NiSource, Inc.

    23,058       641,935  

Public Service Enterprise Group, Inc.

    31,082       1,835,392  

Sempra Energy

    17,411       2,637,418  

WEC Energy Group, Inc.

    19,387       1,788,063  
   

 

 

 
      17,663,885  

Water Utilities 0.1%

   

American Water Works Co., Inc.

    11,257       1,382,922  

Total Common Stocks (Cost $519,561,927)

      1,653,824,030  
    Principal
Amount ($)
    Value ($)  
Government & Agency Obligations 0.1%    
U.S. Treasury Obligation    

U.S. Treasury Bill, 1.97%**, 1/9/2020 (b) (Cost $2,064,096)

    2,065,000       2,064,435  

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents
    Shares     Value ($)  
Securities Lending Collateral 0.4%    

DWS Government & Agency Securities Portfolio “DWS Government Cash Institutional Shares”, 1.50% (c) (d)
(Cost $6,277,602)

    6,277,602       6,277,602  
Cash Equivalents 2.1%    

DWS Central Cash Management Government Fund, 1.62% (c) (Cost $35,012,360)

    35,012,360       35,012,360  
    % of Net
Assets
    Value ($)  
Total Investment Portfolio (Cost $562,915,985)     100.3       1,697,178,427  
Other Assets and Liabilities, Net     (0.3     (4,661,196

 

 
Net Assets     100.0       1,692,517,231  

A summary of the Fund’s transactions with affiliated investments during the year ended December 31, 2019 are as follows:

 

Value ($)
at
12/31/2018
    Pur-
chases
Cost
($)
    Sales
Proceeds
($)
    Net
Real-
ized
Gain/
(Loss)
($)
    Net
Change
in
Unreal-
ized
Appreci-
ation
(Depreci-
ation)
($)
    Income
($)
    Capital
Gain
Distri-
butions
($)
    Number of
Shares at
12/31/2019
    Value ($)
at
12/31/2019
 
  Securities Lending Collateral 0.4%  
 
DWS Government & Agency Securities Portfolio “DWS Government Cash Institutional Shares”,
1.50% (c) (d)
 
 
  1,382,030       4,895,572(e)                         27,007             6,277,602       6,277,602  
  Cash Equivalents 2.1%  
  DWS Central Cash Management Government Fund, 1.62% (c)  
  37,277,171       218,857,803       221,122,614                   401,279             35,012,360       35,012,360  
  38,659,201       223,753,375       221,122,614                   428,286             41,289,962       41,289,962  

 

*

Non-income producing security.

 

**

Annualized yield at time of purchase; not a coupon rate.

 

(a)

All or a portion of these securities were on loan. In addition, “Other Assets and Liabilities, Net” may include pending sales that are also on loan. The value of securities loaned at December 31, 2019 amounted to $6,189,046, which is 0.4% of net assets.

 

(b)

At December 31, 2019, this security has been pledged, in whole or in part, to cover initial margin requirements for open futures contracts.

 

(c)

Affiliated fund managed by DWS Investment Management Americas, Inc. The rate shown is the annualized seven-day yield at period end.

 

(d)

Represents cash collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

 

(e)

Represents the net increase (purchase cost) or decrease (sales proceeds) in the amount invested in cash collateral for the year ended December 31, 2019.

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents

At December 31, 2019, open futures contracts purchased were as follows:

 

Futures   Currency     Expiration
Date
    Contracts     Notional
Amount ($)
    Notional
Value ($)
    Unrealized
Appreciation ($)
 
S&P 500 E-Mini Index     USD       3/20/2020       240       38,337,341       38,773,703       436,362  

 

Currency Abbreviation
USD United States Dollar

Fair Value Measurements

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Portfolio’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

The following is a summary of the inputs used as of December 31, 2019 in valuing the Portfolio’s investments. For information on the Portfolio’s policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

 

Assets   Level 1     Level 2     Level 3     Total  
Common Stocks (f)   $ 1,653,824,030     $     $             —     $ 1,653,824,030  
Government & Agency Obligations           2,064,435             2,064,435  
Short-Term Investments (f)     41,289,962                   41,289,962  
Derivatives (g)        

Futures Contracts

  $ 436,362     $     $     $ 436,362  
Total   $ 1,695,550,354     $ 2,064,435     $     $ 1,697,614,789  

 

(f)

See Investment Portfolio for additional detailed categorizations.

 

(g)

Derivatives include unrealized appreciation (depreciation) on open futures contracts.

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents

Statement of Assets and Liabilities

 

as of December 31, 2019

 

Assets

 

Investments in non-affiliated securities, at value (cost $521,626,023) — including $6,189,046 of securities loaned   $ 1,655,888,465  
Investment in DWS Government & Agency Securities Portfolio (cost $6,277,602)*     6,277,602  
Investment in DWS Central Cash Management Government Fund (cost $35,012,360)     35,012,360  
Cash     6,383  
Dividends receivable     1,684,299  
Interest receivable     37,003  
Receivable for variation margin on futures contracts     91,079  
Other assets     27,881  
Total assets     1,699,025,072  
Liabilities

 

Payable upon return of securities loaned     6,277,602  
Accrued management fee     71,080  
Accrued Trustees’ fees     20,358  
Other accrued expenses and payables     138,801  
Total liabilities     6,507,841  
Net assets, at value   $ 1,692,517,231  

 

*

Represents collateral on securities loaned.

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents

Statement of Operations

 

for the year ended December 31, 2019        
Investment Income        
Income:  
Dividends (net of foreign taxes withheld of $119,815)   $ 32,078,402  
Interest     48,230  
Income distributions — DWS Central Cash Management Government Fund     401,279  
Securities lending income, net of borrower rebates     27,007  
Total income     32,554,918  
Expenses:  
Management fee     802,529  
Administration fee     481,517  
Custodian fee     27,115  
Professional fees     106,870  
Reports to shareholders     25,586  
Trustees’ fees and expenses     62,545  
Insurance expense     48,945  
Other     54,237  
Total expenses     1,609,344  
Net investment income (loss)     30,945,574  
Realized and Unrealized Gain (Loss)        
Net realized gain (loss) from:  
Investments     114,217,919  
Futures     3,849,326  
      118,067,245  
Change in net unrealized appreciation (depreciation) on:  
Investments     282,067,114  
Futures     (185,847
      281,881,267  
Net gain (loss)     399,948,512  
Net increase (decrease) in net assets resulting from operations   $ 430,894,086  

 

The accompanying notes are an integral part of the financial statements.

 

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Table of Contents

Statements of Changes in Net Assets

 

   

Years Ended December 31,

 
Increase (Decrease) in Net Assets  

2019

   

2018

 
Operations:    
Net investment income (loss)   $ 30,945,574     $ 32,066,804  
Net realized gain (loss)     118,067,245       177,436,948  
Change in net unrealized appreciation (depreciation)     281,881,267       (264,328,120
Net increase (decrease) in net assets resulting from operations     430,894,086       (54,824,368
Capital transactions in shares of beneficial interest:    
Proceeds from capital invested     53,308,201       36,356,142  
Value of capital withdrawn     (248,400,566     (313,130,515
Net increase (decrease) in net assets from capital transactions in shares of beneficial interest     (195,092,365     (276,774,373
Increase (decrease) in net assets     235,801,721       (331,598,741
Net assets at beginning of period     1,456,715,510       1,788,314,251  
Net assets at end of period   $ 1,692,517,231     $ 1,456,715,510  

 

The accompanying notes are an integral part of the financial statements.

 

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Financial Highlights

 

    Years Ended December 31,  
     2019     2018     2017     2016     2015  
Ratios to Average Net Assets and Supplemental Data

 

Net assets, end of period ($ millions)     1,693       1,457       1,788       1,689       1,765  
Ratio of expenses (%)     .10       .10       .10       .10       .10  
Ratio of net investment income (%)     1.93       1.90       1.93       2.14       2.00  
Portfolio turnover rate (%)     3       3       6       3       3  
Total investment return (%)a     31.34       (4.09 )b      21.62       11.75       1.33  

 

a 

Total investment return for the Portfolio was derived from the performance of the Institutional Class of DWS Equity 500 Index Fund.

 

b 

Includes a reimbursement from the sub-advisor to reimburse the effect of a loss incurred as a result of an operational error. Excluding this reimbursement, total return would have been .30% lower.

 

The accompanying notes are an integral part of the financial statements.

 

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Notes to Financial Statements  

A. Organization and Significant Accounting Policies

Deutsche DWS Equity 500 Index Portfolio (the “Portfolio”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified open-end management investment company organized as a New York trust.

The Portfolio is a master fund; a master/feeder fund structure is one in which a fund (a “feeder fund”), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the “master fund”) with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. The Portfolio has two affiliated DWS feeder funds, with a significant ownership percentage of the Portfolio’s net assets. Investment activities of these feeder funds could have a material impact on the Portfolio. As of December 31, 2019, DWS S&P 500 Index Fund and DWS Equity 500 Index Fund owned approximately 63% and 37%, respectively, of the Portfolio.

The Portfolio’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which require the use of management estimates. Actual results could differ from those estimates. The Portfolio qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Portfolio in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Portfolio’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.

Equity securities are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. Securities for which no sales are reported are valued at the calculated mean between the most recent bid and asked

 

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quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation. Equity securities are generally categorized as Level 1.

Debt securities are valued at prices supplied by independent pricing services approved by the Portfolio’s Board. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, prepayment speeds and other data, as well as broker quotes. If the pricing services are unable to provide valuations, debt securities are valued at the average of the most recent reliable bid quotations or evaluated prices, as applicable, obtained from broker-dealers. These securities are generally categorized as Level 2.

Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

Futures contracts are generally valued at the settlement prices established each day on the exchange on which they are traded and are categorized as Level 1.

Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair value as determined in accordance with procedures approved by the Board and are generally categorized as Level 3. In accordance with the Portfolio’s valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security’s disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company’s or issuer’s financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Securities Lending. Brown Brothers Harriman & Co., as lending agent, lends securities of the Portfolio to certain financial institutions under the terms of its securities lending agreement. During the term of the loans, the Portfolio continues to receive interest and dividends generated by the securities and to participate in any changes in their market value. The Portfolio requires the borrowers of the securities to maintain collateral

 

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with the Portfolio consisting of either cash and/or U.S. Treasury Securities having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best efforts to obtain additional collateral on the next business day to meet required amounts under the securities lending agreement. During the year ended December 31, 2019, the Portfolio invested the cash collateral into a joint trading account in DWS Government & Agency Securities Portfolio, an affiliated money market fund managed by DWS Investment Management Americas, Inc. DWS Investment Management Americas, Inc. receives a management/administration fee (0.12% annualized effective rate as of December 31, 2019) on the cash collateral invested in DWS Government & Agency Securities Portfolio. The Portfolio receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Portfolio or the borrower may terminate the loan at any time, and the borrower, after notice, is required to return borrowed securities within a standard time period. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. If the Portfolio is not able to recover securities lent, the Portfolio may sell the collateral and purchase a replacement investment in the market, incurring the risk that the value of the replacement security is greater than the value of the collateral. The Portfolio is also subject to all investment risks associated with the reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

As of December 31, 2019, the Portfolio had securities on loan, which were classified as common stock in the Investment Portfolio. The value of the related collateral exceeded the value of the securities loaned at period end. As of period end, the remaining contractual maturity of the collateral agreements were overnight and continuous.

Federal Income Taxes. The Portfolio is considered a partnership under the Internal Revenue Code, as amended. Therefore, no federal income tax provision is necessary.

It is intended that the Portfolio’s assets, income and distributions will be managed in such a way that an investor in the Portfolio will be able to satisfy the requirements of Subchapter M of the Code, assuming that the investor invested all of its assets in the Portfolio.

At December 31, 2019, the aggregate cost of investments for federal income tax purposes was $600,509,532. The net unrealized appreciation for all investments based on tax cost was $1,096,668,895. This consisted of aggregate gross unrealized appreciation for all investments in which there was an excess of value over tax cost of $1,156,721,249 and aggregate gross unrealized depreciation for all investments in which was an excess of tax cost over value of $60,052,354.

 

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The Portfolio has reviewed the tax positions for the open tax years as of December 31, 2019 and has determined that no provision for income tax and/or uncertain tax positions is required in the Portfolio’s financial statements. The Portfolio’s federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Contingencies. In the normal course of business, the Portfolio may enter into contracts with service providers that contain general indemnification clauses. The Portfolio’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet been made. However, based on experience, the Portfolio expects the risk of loss to be remote.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date net of foreign withholding taxes. Realized gains and losses from investment transactions are recorded on an identified cost basis. Proceeds from litigation payments, if any, are included in net realized gain (loss) from investments.

The Portfolio makes a daily allocation of its net investment income and realized and unrealized gains and losses from securities, futures and foreign currency transactions to its investors in proportion to their investment in the Portfolio.

B. Derivative Instruments

Futures Contracts. A futures contract is an agreement between a buyer or seller and an established futures exchange or its clearinghouse in which the buyer or seller agrees to take or make a delivery of a specific amount of a financial instrument at a specified price on a specific date (settlement date). For the year ended December 31, 2019, the Portfolio invested in futures contracts to keep cash on hand to meet shareholder redemptions or other needs while maintaining exposure to the stock market.

Upon entering into a futures contract, the Portfolio is required to deposit with a financial intermediary cash or securities (“initial margin”) in an amount equal to a certain percentage of the face value indicated in the futures contract. Subsequent payments (“variation margin”) are made or received by the Portfolio dependent upon the daily fluctuations in the value and are recorded for financial reporting purposes as unrealized gains or losses by the Portfolio. Gains or losses are realized when the contract expires or is closed. Since all futures contracts are exchange traded, counterparty risk is minimized as the exchange’s clearinghouse acts as the counterparty, and guarantees the futures against default.

 

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Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market will limit the Portfolio’s ability to close out a futures contract prior to the settlement date and the risk that the futures contract is not well correlated with the security, index or currency to which it relates. Risk of loss may exceed amounts disclosed in the Statement of Assets and Liabilities.

A summary of the open futures contracts as of December 31, 2019 is included in a table following the Portfolio’s Investment Portfolio. For the year ended December 31, 2019, the investment in futures contracts purchased had a total notional value generally indicative of a range from approximately $22,422,000 to $38,774,000.

The following table summarizes the value of the Portfolio’s derivative instruments held as of December 31, 2019 presented by primary underlying risk exposure:

 

Asset Derivative   Futures
Contracts
 
Equity Contracts (a)   $ 436,362  

The above derivative is located in the following Statement of Assets and Liabilities account:

 

(a)

Includes cumulative appreciation of futures contracts as disclosed in the Investment Portfolio. Unsettled variation margin is disclosed separately within the Statement of Assets and Liabilities.

Additionally, the amount of unrealized and realized gains and losses on derivative instruments recognized in Portfolio earnings during the year ended December 31, 2019 and the related location in the accompanying Statement of Operations is summarized in the following tables by primary underlying risk exposure:

 

Realized Gain (Loss)   Futures
Contracts
 
Equity Contracts (b)   $ 3,849,326  

The above derivative is located in the following Statement of Operations account:

 

(b)

Net realized gain (loss) from futures

 

Change in Net Unrealized Appreciation (Depreciation)   Futures
Contracts
 
Equity Contracts (c)   $ (185,847

The above derivative is located in the following Statement of Operations account:

 

(c)

Change in net unrealized appreciation (depreciation) on futures

C. Purchases and Sales of Securities

During the year ended December 31, 2019, purchases and sales of investment securities (excluding short-term investments) aggregated $40,737,560 and $197,136,668, respectively.

 

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D. Related Parties

DWS Investment Management Americas, Inc. (“DIMA” or the “Advisor”), an indirect, wholly owned subsidiary of DWS Group GmbH & Co. KGaA (“DWS Group”), serves as the investment manager to the Portfolio.

Management Agreement. Under its Investment Management Agreement with the Portfolio, the Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Portfolio or delegates such responsibility to the Portfolio’s sub-advisor. Northern Trust Investments, Inc. (“NTI”) serves as sub-advisor to the Portfolio and is paid by the Advisor for its services. NTI is responsible for the day-to-day management of the Portfolio.

The management fee payable under the Investment Management Agreement is equal to an annual rate (exclusive of any applicable waivers/reimbursements) of 0.05% of the Portfolio’s average daily net assets, computed and accrued daily and payable monthly.

Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Portfolio. For all services provided under the Administrative Services Agreement, the Portfolio pays the Advisor an annual fee (“Administration Fee”) of 0.03% of the Portfolio’s average daily net assets, computed and accrued daily and payable monthly. For the year ended December 31, 2019, the Administration Fee was $481,517, of which $42,648 is unpaid.

Filing Service Fee. Under an agreement with the Portfolio, DIMA is compensated for providing certain regulatory filing services to the Portfolio. For the year ended December 31, 2019, the amount charged to the Portfolio by DIMA included in the Statement of Operations under “Reports to shareholders” aggregated $6,975, of which $214 is unpaid.

Trustees’ Fees and Expenses. The Portfolio paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and to each committee Chairperson.

Affiliated Cash Management Vehicles. The Portfolio may invest uninvested cash balances in DWS Central Cash Management Government Fund and DWS ESG Liquidity Fund, affiliated money market funds which are managed by the Advisor. Each affiliated money market fund is managed in accordance with Rule 2a-7 under the 1940 Act, which governs the quality, maturity, diversity and liquidity of instruments in which a money market fund may invest. DWS Central Cash Management Government Fund seeks to maintain a stable net asset value, and DWS ESG Liquidity Fund maintains a floating net asset value. The Portfolio indirectly bears its proportionate share of the expenses of each affiliated money market fund in which it invests. DWS Central Cash Management Government Fund does not pay the Advisor an investment management

 

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fee. To the extent that DWS ESG Liquidity Fund pays an investment management fee to the Advisor, the Advisor will waive an amount of the investment management fee payable to the Advisor by the Portfolio equal to the amount of the investment management fee payable on the Portfolio’s assets invested in DWS ESG Liquidity Fund.

E. Line of Credit

The Portfolio and other affiliated funds (the “Participants”) share in a $400 million revolving credit facility provided by a syndication of banks. The Portfolio may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee, which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if the one-month LIBOR exceeds the Federal Funds Rate, the amount of such excess. The Portfolio may borrow up to a maximum of 33 percent of its net assets under the agreement. The Portfolio had no outstanding loans at December 31, 2019.

F. Change of Independent Registered Public Accounting Firm

On May 14, 2019, PricewaterhouseCoopers LLP (“PwC”) resigned as the independent registered public accounting firm to the Portfolio. PwC communicated its resignation to the Registrant’s Board of Trustees (the “Board of Trustees”).

PwC’s reports on the Portfolio’s financial statements for the fiscal years ended December 31, 2018 and December 31, 2017 contained no adverse opinion or disclaimer of opinion nor were they qualified or modified as to uncertainty, audit scope or accounting principle.

During the fiscal years ended December 31, 2018 and December 31, 2017 and during the subsequent interim period through May 14, 2019: (i) there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused PwC to make reference to the subject matter of the disagreements in connection with its reports on the Portfolio’s financial statements for such periods; and (ii) there were no “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

On May 15, 2019, the Audit Committee of the Board of Trustees and the Board of Trustees approved the selection of Ernst & Young LLP (“EY”) as the Portfolio’s independent registered public accounting firm for the fiscal year ending December 31, 2019. During the Portfolio’s fiscal years ended

 

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December 31, 2018 and December 31, 2017, and the subsequent interim period through May 15, 2019, neither the Portfolio, nor anyone on their behalf, consulted with EY on items which: (i) concerned the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Portfolio’s financial statements; or (ii) concerned the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or reportable events (as described in paragraph (a)(1)(v) of said Item 304).

 

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Holders of Beneficial Interest in Deutsche DWS Equity 500 Index Portfolio:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Deutsche DWS Equity 500 Index Portfolio (the “Portfolio”), including the investment portfolio, as of December 31, 2019, and the related statements of operations and changes in net assets and the financial highlights for the year then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio at December 31, 2019, the results of its operations, the changes in its net assets and its financial highlights for the year then ended, in conformity with U.S. generally accepted accounting principles.

The statement of changes in net assets for the year ended December 31, 2018, and the financial highlights for the years ended December 31, 2015, December 31, 2016, December 31, 2017 and December 31, 2018, were audited by another independent registered public accounting firm whose report, dated February 21, 2019, expressed an unqualified opinion on that statement of changes in net assets and those financial highlights.

Basis for Opinion

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

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Portfolio is not required to have, nor were we engaged to perform, an audit of the

 

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Portfolio’s internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Portfolio’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2019, by correspondence with the custodian and others. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more investment companies in the DWS family of funds since at least 1979, but we are unable to determine the specific year.

Boston, Massachusetts

February 26, 2020

 

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Advisory Agreement Board Considerations and Fee Evaluation

DWS Equity 500 Index Fund (the “Fund”), a series of Deutsche DWS Institutional Funds, invests substantially all of its assets in Deutsche DWS Equity 500 Index Portfolio (the “Portfolio”) in order to achieve its investment objective. The Portfolio’s Board of Trustees approved the renewal of the Portfolio’s investment management agreement (the “Portfolio Agreement”) with DWS Investment Management Americas, Inc. (“DIMA”) and the sub-advisory agreement (the “Sub-Advisory Agreement”) between DIMA and Northern Trust Investments, Inc. (“NTI”), and the Fund’s Board of Trustees (which consists of the same members as the Board of Trustees of the Portfolio) approved the renewal of the Fund’s investment management agreement with DIMA (the “Fund Agreement” and together with the Portfolio Agreement and the Sub-Advisory Agreement, the “Agreements”) in September 2019. The Portfolio’s Board of Trustees and the Fund’s Board of Trustees are collectively referred to as the “Board” or “Trustees.”

In terms of the process that the Board followed prior to approving the Agreements, shareholders should know that:

 

During the entire process, all of the Portfolio’s and the Fund’s Trustees were independent of DIMA and its affiliates (the “Independent Trustees”).

 

The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board’s Contract Committee reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of performance, fees and expenses, and profitability from a fee consultant retained by the Independent Trustees (the “Fee Consultant”). Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board. The Board then reviewed the Contract Committee’s findings and recommendations.

 

The Board also received extensive information throughout the year regarding performance of the Portfolio and the Fund.

 

The Independent Trustees regularly met privately with counsel to discuss contract review and other matters. In addition, the Independent Trustees were advised by the Fee Consultant in the course of their review of the Portfolio’s and the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.

 

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In connection with reviewing the Agreements, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Portfolio and the Fund since their inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Portfolio and the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Portfolio and the Fund. DIMA is part of DWS Group GmbH & Co. KGaA (“DWS Group”). DWS Group is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. In 2018, approximately 20% of DWS Group’s shares were sold in an initial public offering, with Deutsche Bank AG owning the remaining shares.

As part of the contract review process, the Board carefully considered the fees and expenses of each DWS fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps. As part of these negotiations, the Board indicated that it would consider relaxing these caps in future years following sustained improvements in performance, among other considerations.

While shareholders may focus primarily on fund performance and fees, the Board considers these and many other factors, including the quality and integrity of DIMA’s and NTI’s personnel and administrative support services provided by DIMA, such as back-office operations, fund valuations, and compliance policies and procedures.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DIMA and NTI provide portfolio management services to the Portfolio and the Fund and that, pursuant to separate administrative services agreements, DIMA provides administrative services to the Portfolio and the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. Throughout the course of the year, the Board also received information regarding DIMA’s oversight of fund sub-advisors, including NTI. The Board reviewed the Portfolio’s and the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market

 

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index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar”), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review” (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2018, the Fund’s performance (Institutional Class shares) was in the 1st quartile of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers).

Fees and Expenses. The Board considered the Portfolio’s and the Fund’s investment management fee schedules, the Portfolio’s sub-advisory fee schedule, the Fund’s operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge”) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Portfolio and the Fund, which include 0.03% and 0.10% fees paid to DIMA under the respective administrative services agreements, were higher than the median (3rd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2018). The Board noted that, although shareholders of the Fund indirectly bear the Portfolio’s management fee, the Fund does not charge an additional investment management fee. With respect to the sub-advisory fee paid to NTI, the Board noted that the fee is paid by DIMA out of its fee and not directly by the Portfolio. The Board noted that the Fund’s Institutional Class shares total (net) operating expenses, which include Portfolio expenses allocated to the Fund, were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2018) (“Broadridge Universe Expenses”). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the management fee rate as compared to fees charged by DIMA to comparable DWS U.S. registered funds (“DWS Funds”) and considered differences between the Portfolio and the Fund and the comparable DWS Funds. The information requested by the Board as part of its review of fees and expenses also included information about

 

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institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds”) managed by DWS Group. The Board noted that DIMA indicated that DWS Group manages a DWS Europe Fund comparable to the Portfolio and the Fund, but does not manage any comparable institutional accounts. The Board took note of the differences in services provided to DWS Funds as compared to DWS Europe Funds and that such differences made comparison difficult.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA and NTI.

Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreements. The Board considered the estimated costs to DIMA, and pre-tax profits realized by DIMA, from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available information regarding the profitability of certain similar investment management firms. The Board noted that, while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the DWS Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available. The Board did not consider the profitability of NTI with respect to the Portfolio. The Board noted that DIMA pays NTI’s fee out of its management fee, and its understanding that the Portfolio’s sub-advisory fee schedule was the product of an arm’s length negotiation with DIMA.

Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Portfolio and the Fund and whether the Portfolio and the Fund benefit from any economies of scale. In this regard, the Board observed that while the Portfolio’s and the Fund’s current investment management fee schedule does not include breakpoints, the Portfolio’s and the Fund’s fee schedule represents an appropriate sharing between the Portfolio and the Fund and DIMA of such economies of scale as may exist in the management of the Portfolio and the Fund at current asset levels.

 

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Other Benefits to DIMA and NTI and Their Affiliates. The Board also considered the character and amount of other incidental or “fall-out” benefits received by DIMA and NTI and their affiliates, including any fees received by DIMA for administrative services provided to the Portfolio and to the Fund, any fees received by an affiliate of DIMA for transfer agency services provided to the Fund and any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA and NTI related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities. In addition, the Board considered the incidental public relations benefits to DIMA and NTI related to DWS Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Portfolio’s and the Fund’s management fees were reasonable.

Compliance. The Board considered the significant attention and resources dedicated by DIMA to its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers and (ii) the substantial commitment of resources by DIMA and its affiliates to compliance matters, including the retention of compliance personnel. The Board also considered the attention and resources dedicated by DIMA to the oversight of the investment sub-advisor’s compliance program and compliance with the applicable fund policies and procedures.

Based on all of the information considered and the conclusions reached, the Board determined that the continuation of the Agreements is in the best interests of the Portfolio and the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and counsel present. It is possible that individual Independent Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreements.

 

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Board Members and Officers

The following table presents certain information regarding the Board Members and Officers of the Trust/Corporation. Each Board Member’s year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is Keith R. Fox, DWS Funds Board Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199-3600. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the Trust/Corporation. Because the Fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period.

The Board Members may also serve in similar capacities with other funds in the fund complex. The number of funds in DWS fund complex shown in the table below includes all registered open- and closed-end funds (including all of their portfolios) advised by the Advisor and any registered funds that have an investment advisor that is an affiliated person of the Advisor.

 

Independent Board Members            
Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
  Business Experience and Directorships
During the Past Five Years
  Number of
Funds in
DWS Fund
Complex
Overseen
    Other
Directorships
Held by Board
Member

Keith R. Fox, CFA (1954)

 

Chairperson since 2017, and Board Member since 1996

 

Managing General Partner, Exeter Capital Partners (a series of private investment funds) (since 1986). Directorships: ICI Mutual Insurance Company; Progressive International Corporation (kitchen goods importer and distributor); former Chairman, National Association of Small Business Investment Companies; former Directorships: The Kennel Shop (retailer); BoxTop Media Inc. (advertising); Sun Capital Advisers Trust (mutual funds) (2011–2012)

    77    

 

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Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
  Business Experience and Directorships
During the Past Five Years
  Number of
Funds in
DWS Fund
Complex
Overseen
    Other
Directorships
Held by Board
Member

John W. Ballantine (1946)

 

Board Member since 1999

 

Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996–1998); Executive Vice President and Head of International Banking (1995–1996); former Directorships: Director and Chairman of the Board, Healthways, Inc.2 (population well-being and wellness services) (2003–2014); Stockwell Capital Investments PLC (private equity); Enron Corporation; FNB Corporation; Tokheim Corporation; First Oak Brook Bancshares, Inc.; Oak Brook Bank; and Prisma Energy International. Not-for-Profit Director/Trustee: Palm Beach Civic Association; Window to the World Communications (public media); Life Director of Harris Theater for Music and Dance (Chicago); Life Director of Hubbard Street Dance Chicago; former Not-for-Profit Directorships: Public Radio International

    77     Portland
General
Electric2
(utility
company)
(2003–
present)

Dawn-Marie Driscoll (1946)

 

Board Member since 1987

  Emeritus Executive Fellow, Center for Business Ethics, Bentley University; formerly: Partner, Palmer & Dodge (law firm) (1988–1990); Vice President of Corporate Affairs and General Counsel, Filene’s (retail) (1978–1988). Directorships: Advisory Board, Center for Business Ethics, Bentley University; Trustee and former Chairman of the Board, Southwest Florida Community Foundation (charitable organization); former Directorships: ICI Mutual Insurance Company (2007–2015); Sun Capital Advisers Trust (mutual funds) (2007–2012), Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees)     77    

Richard J. Herring (1946)

 

Board Member since 1990

  Jacob Safra Professor of International Banking and Professor of Finance, The Wharton School, University of Pennsylvania (since July 1972); Director, The Wharton Financial Institutions Center (since 1994); formerly: Vice Dean and Director, Wharton Undergraduate Division (1995–2000) and Director, The Lauder Institute of International Management Studies (2000–2006); Member FDIC Systemic Risk Advisory Committee since 2011, member Systemic Risk Council since 2012 and member of the Advisory Board at the Yale Program on Financial Stability since 2013; Formerly Co-Chair of the Shadow Financial Regulatory Committee (2003–2015), Executive Director of The Financial Economists Roundtable (2008–2015), Director of The Thai Capital Fund (2007–2013), Director of The Aberdeen Singapore Fund (2007–2018), and Nonexecutive Director of Barclays Bank DE (2010–2018)     77     Director,
Aberdeen
Japan Fund
(since 2007)

 

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Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
  Business Experience and Directorships
During the Past Five Years
  Number of
Funds in
DWS Fund
Complex
Overseen
    Other
Directorships
Held by Board
Member

William McClayton (1944)

 

Board Member since 2004

  Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001–2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966–2001); Trustee, Ravinia Festival     77    

Rebecca W. Rimel (1951)

 

Board Member since 1995

  President, Chief Executive Officer and Director, The Pew Charitable Trusts (charitable organization) (1994–present); formerly: Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983–2004); Board Member, Investor Education (charitable organization) (2004–2005); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001–2007); Director, Viasys Health Care2 (January 2007–June 2007); Trustee, Thomas Jefferson Foundation (charitable organization) (1994–2012)     77     Director,
Becton
Dickinson
and
Company2
(medical
technology
company)
(2012–
present);
Director,
BioTelemetry
Inc.2 (health
care) (2009–
present)

William N. Searcy, Jr. (1946)

 

Board Member since 1993

  Private investor since October 2003; formerly: Pension & Savings Trust Officer, Sprint Corporation2 (telecommunications) (November 1989–September 2003); Trustee, Sun Capital Advisers Trust (mutual funds) (1998–2012)     77    

 

Officers4     
Name, Year of Birth, Position
with the Trust/Corporation
and Length of Time Served5
 

Business Experience and Directorships During the

Past Five Years

Hepsen Uzcan6 (1974)

 

President and Chief Executive Officer, 2017–present

  Managing Director,3 DWS; Secretary, DWS USA Corporation (2018–present); Assistant Secretary, DWS Distributors, Inc. (2018–present); Director and Vice President, DWS Service Company (2018–present); Assistant Secretary, DWS Investment Management Americas, Inc. (2018–present); and Director and President, DB Investment Managers, Inc. (2018–present); formerly: Vice President for the Deutsche funds (2016–2017); Assistant Secretary for the DWS funds (2013–2019)

John Millette7 (1962)

 

Vice President and Secretary, 1999–present

  Director,3 DWS; Chief Legal Officer, DWS Investment Management Americas, Inc. (2015–present); Director and Vice President, DWS Trust Company (2016–present); and Assistant Secretary, DBX ETF Trust (2019–present); formerly: Secretary, Deutsche Investment Management Americas Inc. (2015–2017)

 

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Name, Year of Birth, Position
with the Trust/Corporation
and Length of Time Served5
 

Business Experience and Directorships During the

Past Five Years

Diane Kenneally7 (1966)

 

Chief Financial Officer and Treasurer, 2018–present

  Director,3 DWS; and Treasurer, Chief Financial Officer and Controller, DBX ETF Trust (2019–present); formerly: Assistant Treasurer for the DWS funds (2007–2018)

Paul Antosca7 (1957)

 

Assistant Treasurer, 2007–present

  Director,3 DWS; and Assistant Treasurer, DBX ETF Trust (2019–present)

Sheila Cadogan7 (1966)

 

Assistant Treasurer, 2017–present

  Director,3 DWS; Director and Vice President, DWS Trust Company (2018–present); and Assistant Treasurer, DBX ETF Trust (2019–present)

Scott D. Hogan7 (1970)

 

Chief Compliance Officer, 2016–present

  Director,3 DWS

Caroline Pearson7 (1962)

 

Chief Legal Officer, 2010–present

  Managing Director,3 DWS; formerly: Secretary, Deutsche AM Distributors, Inc. (2002–2017); and Secretary, Deutsche AM Service Company (2010–2017)

Wayne Salit6 (1967)

 

Anti-Money Laundering Compliance Officer, 2014–present

  Director,3 Deutsche Bank; and AML Officer, DWS Trust Company; formerly: Managing Director, AML Compliance Officer at BNY Mellon (2011–2014); and Director, AML Compliance Officer at Deutsche Bank (2004–2011)

Ciara Crawford8 (1984)

 

Assistant Secretary, (2019–present)

  Associate, DWS (since 2015); previously, Legal Assistant at Accelerated Tax Solutions.

 

1 

The length of time served represents the year in which the Board Member joined the board of one or more DWS funds currently overseen by the Board.

 

2 

A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

 

3 

Executive title, not a board directorship.

 

4 

As a result of their respective positions held with the Advisor or its affiliates, these individuals are considered “interested persons” of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the Fund.

 

5 

The length of time served represents the year in which the officer was first elected in such capacity for one or more DWS funds.

 

6 

Address: 875 Third Avenue, New York, NY 10022.

 

7 

Address: One International Place, Boston, MA 02110.

 

8 

Address: 5022 Gate Parkway, Suite 400, Jacksonville, FL 32256.

The Fund’s Statement of Additional Information (“SAI”) includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.

 

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Account Management Resources

 

For More Information   

The automated telephone system allows you to access personalized account information and obtain information on other DWS funds using either your voice or your telephone keypad. Certain account types within Class S also have the ability to purchase, exchange or redeem shares using this system.

 

For more information, contact your financial representative. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:

 

(800) 728-3337

Web Site   

dws.com

 

View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.

 

Obtain prospectuses and applications, news about DWS funds, insight from DWS economists and investment specialists and access to DWS fund account information.

Written Correspondence   

DWS

 

PO Box 219151

Kansas City, MO 64121-9151

Proxy Voting    The Fund’s policies and procedures for voting proxies for portfolio securities and information about how the Fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 are available on our Web site — dws.com/en-us/resources/proxy-voting — or on the SEC’s Web site — sec.gov. To obtain a written copy of the Fund’s policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings    Following the Fund’s fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-PORT. This Fund’s Form N-PORT will be available on the SEC’s Web site at sec.gov. The Fund’s portfolio holdings are also posted on dws.com from time to time. Please see the Fund’s current prospectus for more information.
Principal Underwriter   

If you have questions, comments or complaints, contact:

 

DWS Distributors, Inc.

 

222 South Riverside Plaza

Chicago, IL 60606-5808

(800) 621-1148

 

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Investment Management   

DWS Investment Management Americas, Inc. (“DIMA” or the “Advisor”), which is part of the DWS Group GmbH & Co. KGaA (“DWS Group”), is the investment advisor for the Fund. DIMA and its predecessors have more than 90 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients. DIMA is an indirect, wholly owned subsidiary of DWS Group.

 

DWS Group is a global organization that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts and an office network that reaches the world’s major investment centers. This well-resourced global investment platform brings together a wide variety of experience and investment insight across industries, regions, asset classes and investing styles.

      Class S    Institutional
Class
Nasdaq Symbol    BTIEX    BTIIX
CUSIP Number    25159R 205    25159R 106
Fund Number    815    565
For shareholders of Class R6
Automated Information Line   

DWS/Ascensus Plan Access (800) 728-3337

 

24-hour access to your retirement plan account.

Web Site   

dws.com

 

Obtain prospectuses and applications, news about DWS funds, insight from DWS economists and investment specialists and access to DWS fund account information.

 

Log in/register to manage retirement account assets at https://www.mykplan.com/participantsecure_net/login.aspx.

For More Information   

(800) 728-3337

 

To speak with a service representative.

Written Correspondence   

DWS Service Company

 

222 South Riverside Plaza

Chicago, IL 60606-5806

Nasdaq Symbol    BTIRX
CUSIP Number    25159R 866
Fund Number    1615

 

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LOGO

DE500-2

(R-025783-9 2/20)

   
ITEM 2. CODE OF ETHICS
   
 

As of the end of the period covered by this report, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR that applies to its Principal Executive Officer and Principal Financial Officer.

 

There have been no amendments to, or waivers from, a provision of the code of ethics during the period covered by this report that would require disclosure under Item 2.

 

A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

   
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
   
  The fund’s audit committee is comprised solely of trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The fund’s Board of Trustees has determined that there are several "audit committee financial experts" (as such term has been defined by the Regulations) serving on the fund’s audit committee including Mr. William McClayton, the chair of the fund’s audit committee.  An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933 and the designation or identification of a person as an “audit committee financial expert” does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification.
   
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
   

DWS equity 500 index fund

form n-csr disclosure re: AUDIT FEES

The following table shows the amount of fees that Ernst & Young LLP (“EY”), the Fund’s current Independent Registered Public Accounting Firm, billed to the Fund during the Fund’s fiscal year ended December 31, 2019 and the amount of fees that PricewaterhouseCoopers, LLP (“PwC”), the Fund’s prior Independent Registered Public Accounting Firm, billed to the Fund during the Fund’s fiscal year ended December 31, 2018. The Audit Committee approved in advance all audit services and non-audit services that EY or PwC provided to the Fund while serving as the Independent Registered Public Accounting Firm.

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Fund

Fiscal Year
Ended
December 31,
Audit Fees Billed to Fund Audit-Related
Fees Billed to Fund
Tax Fees Billed to Fund All
Other Fees Billed to Fund
2019 $29,504 $0 $11,267 $0
2018 $29,947 $0 $0 $0

 

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Adviser and Affiliated Fund Service Providers

The following table shows the amount of fees billed by EY to DWS Investment Management Americas, Inc. (“DIMA” or the “Adviser”), and any entity controlling, controlled by or under common control with DIMA (“Control Affiliate”) that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s fiscal year ended December 31, 2019 and the amount of fees billed by PwC to the Adviser and any Affiliated Fund Service provider for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s fiscal year ended December 31, 2018.

Fiscal Year
Ended
December 31,
Audit-Related
Fees Billed to Adviser and Affiliated Fund Service Providers
Tax Fees Billed to Adviser and Affiliated Fund Service Providers All
Other Fees Billed to Adviser and Affiliated Fund Service Providers
2019 $0 $740,482 $0
2018 $0 $0 $0

 

The above “Tax Fees” were billed in connection with tax compliance services and agreed upon procedures. EY also billed $470,936 for tax services during the Fund’s fiscal year ended December 31, 2018.

 

Non-Audit Services

The following table shows the amount of fees that EY billed during the Fund’s fiscal year ended December 31, 2019 and the amount of fees that PwC billed during the Fund’s fiscal year ended December 31, 2018 for non-audit services. The Audit Committee pre-approved all non-audit services that EY or PwC, while serving as Independent Registered Public Accounting Firm, provided to the Adviser and any Affiliated Fund Service Provider that related directly to the Fund’s operations and financial reporting. The Audit Committee requested and received information from EY and PwC about any non-audit services that EY or PwC rendered to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating EY’s and PwC’s independence.

 

Fiscal Year
Ended
December 31,

Total
Non-Audit Fees Billed to Fund

(A)

Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (engagements related directly to the operations and financial reporting of the Fund)

(B)

Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (all other engagements)

(C)

Total of (A), (B)
and (C)
2019 $11,267 $740,482 $0 $751,749
2018 $0 $0 $0 $0

 

 

All other engagement fees were billed for services in connection with agreed upon procedures and tax compliance for DIMA and other related entities. EY also billed $984,066 for tax services during the Fund’s fiscal year ended December 31, 2018.

 

Audit Committee Pre-Approval Policies and Procedures. Generally, each Fund’s Audit Committee must pre approve (i) all services to be performed for a Fund by a Fund’s Independent Registered Public Accounting Firm and (ii) all non-audit services to be performed by a Fund’s Independent Registered Public Accounting Firm for the DIMA Entities with respect to operations and financial reporting of the Fund, except that the Chairperson or Vice Chairperson of each Fund’s Audit Committee may grant the pre-approval for non-audit services described in items (i) and (ii) above for non-prohibited services for engagements of less than $100,000. All such delegated pre approvals shall be presented to each Fund’s Audit Committee no later than the next Audit Committee meeting.

 

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

 

According to each principal Independent Registered Public Accounting Firm, substantially all of the principal Independent Registered Public Accounting Firm's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal Independent Registered Public Accounting Firm.

***

In connection with the audit of the 2019 financial statements, the Fund entered into an engagement letter with EY. The terms of the engagement letter required by EY, and agreed to by the Audit Committee, include a provision mandating the use of mediation and arbitration to resolve any controversy or claim between the parties arising out of or relating to the engagement letter or services provided thereunder.

 

***

Pursuant to PCAOB Rule 3526, EY is required to describe in writing to the Fund’s Audit Committee, on at least an annual basis, all relationships between EY, or any of its affiliates, and the DWS Funds, including the Fund, or persons in financial reporting oversight roles at the DWS Funds that, as of the date of the communication, may reasonably be thought to bear on EY’s independence. Pursuant to PCAOB Rule 3526, EY has reported the matters set forth below that may reasonably be thought to bear on EY’s independence. With respect to each reported matter, individually and in the aggregate, EY advised the Audit Committee that, after careful consideration of the facts and circumstances and the applicable independence rules, it concluded that the matters do not and will not impair EY’s ability to exercise objective and impartial judgement in connection with the audits of the financial statements for the Fund and a reasonable investor with knowledge of all relevant facts and circumstances would conclude that EY has been and is capable of exercising objective and impartial judgment on all issues encompassed within EY’s audit engagements. EY also confirmed to the Audit Committee that it can continue act as the Independent Registered Public Accounting Firm for the Fund.

·EY advised the Fund’s Audit Committee of certain lending relationships of EY with owners of greater than 10% of the shares of certain investment companies within the DWS Funds Complex that EY had identified as inconsistent with Rule 2-01(c)(l)(ii)(A) of Regulation S-X (referred to as the “Loan Rule”). The Loan Rule specifically provides that an accounting firm would not be independent if it receives a loan from a lender that is a record or beneficial owner of more than ten percent of an audit client’s equity securities. For purposes of the Loan Rule, an audit client includes the Fund as well as all other investment companies in the DWS Funds Complex. EY’s lending relationships affect EY’s independence under the Loan Rule with respect to all investment companies in the DWS Funds Complex.

EY stated its belief that, in each lending relationship, the lender is or was not able to impact the impartiality of EY or assert any influence over the investment companies in the DWS Funds Complex whose shares the lender owns or owned, or the applicable investment company’s investment adviser. In addition, on June 20, 2016, the SEC Staff issued a “no-action” letter to another mutual fund complex, Fidelity Management & Research Company et al., SEC Staff No-Action Letter (June 20, 2016) (the “Fidelity Letter”), related to similar Loan Rule issues as those described above. In the Fidelity Letter, the SEC Staff confirmed that it would not recommend enforcement action against an investment company that relied on the audit services performed by an audit firm that was not in compliance with the Loan Rule in certain specified circumstances. With respect to each lending relationship identified by EY, the circumstances described in the Fidelity Letter appear to be substantially similar to the circumstances that affected EY’s independence under the Loan Rule with respect to the Fund, and, in each case, EY confirmed to the Audit Committee that it meets the conditions of the Fidelity Letter.

 

   
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
   
  Not applicable
   
ITEM 6. SCHEDULE OF INVESTMENTS
   
  Not applicable
   
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
   
  Not applicable
   
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
   
  Not applicable
   
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
   
  Not applicable
   
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
   
  There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board.  The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Keith R. Fox, DWS Funds Board Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199-3600.
   
ITEM 11. CONTROLS AND PROCEDURES
   
  (a) The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
   
  (b) There have been no changes in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting.
   
ITEM 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
   
  Not applicable
   
ITEM 13. EXHIBITS
   
  (a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.
   
  (a)(2) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
   
  (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Registrant: DWS Equity 500 Index Fund, a series of Deutsche DWS Institutional Funds
   
   
By:

/s/Hepsen Uzcan

Hepsen Uzcan

President

   
Date: 2/28/2020

 

 

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

 

 

By:

/s/Hepsen Uzcan

Hepsen Uzcan

President

   
Date: 2/28/2020
   
   
   
By:

/s/Diane Kenneally

Diane Kenneally

Chief Financial Officer and Treasurer

   
Date: 2/28/2020