UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act File Number: 811-02396
T. Rowe Price New Income Fund, Inc.
(Exact name of registrant as specified in charter)
100 East Pratt Street, Baltimore, MD 21202
(Address of principal executive offices)
David Oestreicher
100 East Pratt Street, Baltimore, MD 21202
(Name and address of agent for service)
Registrant’s telephone number, including area code: (410) 345-2000
Date of fiscal year end: May 31
Date of reporting period: May 31, 2024
Item 1. Reports to Shareholders
(a) Report pursuant to Rule 30e-1
Annual Shareholder Report
May 31, 2024
This annual shareholder report contains important information about New Income Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last year? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
New Income Fund - Z Class | $0 | 0.00% |
What drove fund performance during the past 12 months?
The U.S. investment-grade (IG) fixed income market generated positive results for the 12-month reporting period. Although U.S. Treasury yields generally moved higher, bond investors benefited from higher coupon payments as well as tighter credit spreads amid a resilient economy.
The fund’s underweight to Treasuries combined with allocations to high yield bonds and loans, Treasury inflation protected securities, and securitized credit contributed to relative performance versus the Bloomberg U.S. Aggregate Bond Index. Security selection within the IG corporate sector was also beneficial.
Tactical positioning adjustments on the yield curve detracted from performance versus the benchmark as competing concerns about growth and inflation led to elevated interest rate volatility. Security selection in the agency mortgage-backed securities sector also hurt performance as the fund’s positions in to-be-announced instruments generally underperformed cash bonds that offered more stable cash flows.
The fund seeks to maximize total return through income and capital appreciation by investing in a broadly diversified portfolio of mostly investment-grade debt instruments. After shifting to an underweight position earlier in the period, we moved back to an overweight in IG corporates as recession fears eased, and the sector represented our largest position in absolute and relative terms at period-end.
The fund held material exposure to derivatives, which had an overall negative effect on absolute returns. Specifically, the fund’s positions in interest rate derivatives, which are primarily used to manage exposure to certain parts of the yield curve, weighed on absolute performance.
How has the fund performed?
Cumulative Returns of a Hypothetical $10,000 Investment as of May 31, 2024
| Z Class | Regulatory/Strategy Benchmark |
---|
3/16/20 | 10,000 | 10,000 |
5/31/20 | 10,160 | 10,215 |
8/31/20 | 10,487 | 10,349 |
11/30/20 | 10,609 | 10,398 |
2/28/21 | 10,509 | 10,188 |
5/31/21 | 10,522 | 10,173 |
8/31/21 | 10,727 | 10,340 |
11/30/21 | 10,690 | 10,278 |
2/28/22 | 10,329 | 9,919 |
5/31/22 | 9,671 | 9,337 |
8/31/22 | 9,457 | 9,149 |
11/30/22 | 9,224 | 8,958 |
2/28/23 | 9,267 | 8,954 |
5/31/23 | 9,399 | 9,137 |
8/31/23 | 9,269 | 9,040 |
11/30/23 | 9,294 | 9,064 |
2/29/24 | 9,493 | 9,252 |
5/31/24 | 9,522 | 9,256 |
202405-3565004, 202407-3685382
Average Annual Total Returns
| 1 Year | Since Inception 3/16/2020 |
---|
New Income Fund (Z Class) | 1.30% | |
Bloomberg U.S. Aggregate Bond Index (Regulatory/Strategy Benchmark) | 1.31 | |
The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.
What are some fund statistics?
Total Net Assets (000s) | $16,586,966 |
Number of Portfolio Holdings | 1,554 |
Investment Advisory Fees Paid (000s) | $8,917 |
Portfolio Turnover Rate | 179.3% |
What did the fund invest in?
Credit Quality Allocation* (as a % of Net Assets)
AAA Rated | 6.0% |
AA Rated | 3.6 |
A Rated | 9.6 |
BBB Rated | 17.3 |
BB Rated and Below | 2.6 |
Not Rated | 0.7 |
U.S. Government Agency Securities | 28.5 |
U.S. Treasury Securities | 30.7 |
Reserves | 1.0 |
*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.
Top Ten Holdings (as a % of Net Assets)
U.S. Treasury Notes | 18.3% |
Federal National Mortgage Assn. | 14.8 |
U.S. Treasury Bonds | 8.4 |
Government National Mortgage Assn. | 6.9 |
Federal Home Loan Mortgage | 5.8 |
U.S. Treasury Inflation-Indexed Notes | 4.0 |
UMBS | 1.0 |
Bank of America | 0.7 |
UnitedHealth Group | 0.6 |
JPMorgan Chase | 0.6 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.
New Income Fund
Z Class (TRVZX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Annual Shareholder Report
May 31, 2024
This annual shareholder report contains important information about New Income Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last year? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
New Income Fund - R Class | $108 | 1.08% |
What drove fund performance during the past 12 months?
The U.S. investment-grade (IG) fixed income market generated positive results for the 12-month reporting period. Although U.S. Treasury yields generally moved higher, bond investors benefited from higher coupon payments as well as tighter credit spreads amid a resilient economy.
The fund’s underweight to Treasuries combined with allocations to high yield bonds and loans, Treasury inflation protected securities, and securitized credit contributed to relative performance versus the Bloomberg U.S. Aggregate Bond Index. Security selection within the IG corporate sector was also beneficial.
Tactical positioning adjustments on the yield curve detracted from performance versus the benchmark as competing concerns about growth and inflation led to elevated interest rate volatility. Security selection in the agency mortgage-backed securities sector also hurt performance as the fund’s positions in to-be-announced instruments generally underperformed cash bonds that offered more stable cash flows.
The fund seeks to maximize total return through income and capital appreciation by investing in a broadly diversified portfolio of mostly investment-grade debt instruments. After shifting to an underweight position earlier in the period, we moved back to an overweight in IG corporates as recession fears eased, and the sector represented our largest position in absolute and relative terms at period-end.
The fund held material exposure to derivatives, which had an overall negative effect on absolute returns. Specifically, the fund’s positions in interest rate derivatives, which are primarily used to manage exposure to certain parts of the yield curve, weighed on absolute performance.
How has the fund performed?
Cumulative Returns of a Hypothetical $10,000 Investment as of May 31, 2024
| R Class | Regulatory/Strategy Benchmark |
---|
2014 | 10,000 | 10,000 |
2014 | 10,082 | 10,090 |
2014 | 10,139 | 10,192 |
2015 | 10,246 | 10,318 |
2015 | 10,209 | 10,303 |
2015 | 10,101 | 10,247 |
2015 | 10,142 | 10,291 |
2016 | 10,216 | 10,473 |
2016 | 10,397 | 10,612 |
2016 | 10,643 | 10,859 |
2016 | 10,276 | 10,514 |
2017 | 10,382 | 10,621 |
2017 | 10,524 | 10,780 |
2017 | 10,645 | 10,912 |
2017 | 10,589 | 10,852 |
2018 | 10,432 | 10,674 |
2018 | 10,425 | 10,739 |
2018 | 10,467 | 10,798 |
2018 | 10,338 | 10,707 |
2019 | 10,628 | 11,013 |
2019 | 11,020 | 11,426 |
2019 | 11,433 | 11,896 |
2019 | 11,400 | 11,862 |
2020 | 11,730 | 12,299 |
2020 | 11,482 | 12,502 |
2020 | 11,817 | 12,666 |
2020 | 11,920 | 12,726 |
2021 | 11,774 | 12,470 |
2021 | 11,755 | 12,452 |
2021 | 11,961 | 12,655 |
2021 | 11,875 | 12,579 |
2022 | 11,444 | 12,140 |
2022 | 10,686 | 11,428 |
2022 | 10,420 | 11,198 |
2022 | 10,136 | 10,964 |
2023 | 10,156 | 10,960 |
2023 | 10,273 | 11,183 |
2023 | 10,117 | 11,064 |
2023 | 10,104 | 11,094 |
2024 | 10,293 | 11,324 |
2024 | 10,295 | 11,329 |
202405-3565004, 202407-3685382
Average Annual Total Returns
| 1 Year | 5 Years | 10 Years |
---|
New Income Fund (R Class) | 0.21% | | 0.29% |
Bloomberg U.S. Aggregate Bond Index (Regulatory/Strategy Benchmark) | 1.31 | | 1.26 |
The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.
What are some fund statistics?
Total Net Assets (000s) | $16,586,966 |
Number of Portfolio Holdings | 1,554 |
Investment Advisory Fees Paid (000s) | $8,917 |
Portfolio Turnover Rate | 179.3% |
What did the fund invest in?
Credit Quality Allocation* (as a % of Net Assets)
AAA Rated | 6.0% |
AA Rated | 3.6 |
A Rated | 9.6 |
BBB Rated | 17.3 |
BB Rated and Below | 2.6 |
Not Rated | 0.7 |
U.S. Government Agency Securities | 28.5 |
U.S. Treasury Securities | 30.7 |
Reserves | 1.0 |
*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.
Top Ten Holdings (as a % of Net Assets)
U.S. Treasury Notes | 18.3% |
Federal National Mortgage Assn. | 14.8 |
U.S. Treasury Bonds | 8.4 |
Government National Mortgage Assn. | 6.9 |
Federal Home Loan Mortgage | 5.8 |
U.S. Treasury Inflation-Indexed Notes | 4.0 |
UMBS | 1.0 |
Bank of America | 0.7 |
UnitedHealth Group | 0.6 |
JPMorgan Chase | 0.6 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.
New Income Fund
R Class (RRNIX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Annual Shareholder Report
May 31, 2024
This annual shareholder report contains important information about New Income Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last year? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
New Income Fund - Investor Class | $44 | 0.44% |
What drove fund performance during the past 12 months?
The U.S. investment-grade (IG) fixed income market generated positive results for the 12-month reporting period. Although U.S. Treasury yields generally moved higher, bond investors benefited from higher coupon payments as well as tighter credit spreads amid a resilient economy.
The fund’s underweight to Treasuries combined with allocations to high yield bonds and loans, Treasury inflation protected securities, and securitized credit contributed to relative performance versus the Bloomberg U.S. Aggregate Bond Index. Security selection within the IG corporate sector was also beneficial.
Tactical positioning adjustments on the yield curve detracted from performance versus the benchmark as competing concerns about growth and inflation led to elevated interest rate volatility. Security selection in the agency mortgage-backed securities sector also hurt performance as the fund’s positions in to-be-announced instruments generally underperformed cash bonds that offered more stable cash flows.
The fund seeks to maximize total return through income and capital appreciation by investing in a broadly diversified portfolio of mostly investment-grade debt instruments. After shifting to an underweight position earlier in the period, we moved back to an overweight in IG corporates as recession fears eased, and the sector represented our largest position in absolute and relative terms at period-end.
The fund held material exposure to derivatives, which had an overall negative effect on absolute returns. Specifically, the fund’s positions in interest rate derivatives, which are primarily used to manage exposure to certain parts of the yield curve, weighed on absolute performance.
How has the fund performed?
Cumulative Returns of a Hypothetical $10,000 Investment as of May 31, 2024
| Investor Class | Regulatory/Strategy Benchmark |
---|
2014 | 10,000 | 10,000 |
2014 | 10,107 | 10,090 |
2014 | 10,167 | 10,192 |
2015 | 10,299 | 10,318 |
2015 | 10,265 | 10,303 |
2015 | 10,171 | 10,247 |
2015 | 10,225 | 10,291 |
2016 | 10,324 | 10,473 |
2016 | 10,522 | 10,612 |
2016 | 10,774 | 10,859 |
2016 | 10,429 | 10,514 |
2017 | 10,552 | 10,621 |
2017 | 10,701 | 10,780 |
2017 | 10,852 | 10,912 |
2017 | 10,812 | 10,852 |
2018 | 10,657 | 10,674 |
2018 | 10,678 | 10,739 |
2018 | 10,740 | 10,798 |
2018 | 10,623 | 10,707 |
2019 | 10,926 | 11,013 |
2019 | 11,360 | 11,426 |
2019 | 11,804 | 11,896 |
2019 | 11,776 | 11,862 |
2020 | 12,137 | 12,299 |
2020 | 11,911 | 12,502 |
2020 | 12,280 | 12,666 |
2020 | 12,407 | 12,726 |
2021 | 12,264 | 12,470 |
2021 | 12,278 | 12,452 |
2021 | 12,501 | 12,655 |
2021 | 12,432 | 12,579 |
2022 | 12,000 | 12,140 |
2022 | 11,234 | 11,428 |
2022 | 10,973 | 11,198 |
2022 | 10,692 | 10,964 |
2023 | 10,717 | 10,960 |
2023 | 10,858 | 11,183 |
2023 | 10,709 | 11,064 |
2023 | 10,713 | 11,094 |
2024 | 10,930 | 11,324 |
2024 | 10,951 | 11,329 |
202405-3565004, 202407-3685382
Average Annual Total Returns
| 1 Year | 5 Years | 10 Years |
---|
New Income Fund (Investor Class) | 0.86% | | 0.91% |
Bloomberg U.S. Aggregate Bond Index (Regulatory/Strategy Benchmark) | 1.31 | | 1.26 |
The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.
What are some fund statistics?
Total Net Assets (000s) | $16,586,966 |
Number of Portfolio Holdings | 1,554 |
Investment Advisory Fees Paid (000s) | $8,917 |
Portfolio Turnover Rate | 179.3% |
What did the fund invest in?
Credit Quality Allocation* (as a % of Net Assets)
AAA Rated | 6.0% |
AA Rated | 3.6 |
A Rated | 9.6 |
BBB Rated | 17.3 |
BB Rated and Below | 2.6 |
Not Rated | 0.7 |
U.S. Government Agency Securities | 28.5 |
U.S. Treasury Securities | 30.7 |
Reserves | 1.0 |
*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.
Top Ten Holdings (as a % of Net Assets)
U.S. Treasury Notes | 18.3% |
Federal National Mortgage Assn. | 14.8 |
U.S. Treasury Bonds | 8.4 |
Government National Mortgage Assn. | 6.9 |
Federal Home Loan Mortgage | 5.8 |
U.S. Treasury Inflation-Indexed Notes | 4.0 |
UMBS | 1.0 |
Bank of America | 0.7 |
UnitedHealth Group | 0.6 |
JPMorgan Chase | 0.6 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.
New Income Fund
Investor Class (PRCIX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Annual Shareholder Report
May 31, 2024
This annual shareholder report contains important information about New Income Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last year? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
New Income Fund - Advisor Class | $92 | 0.92% |
What drove fund performance during the past 12 months?
The U.S. investment-grade (IG) fixed income market generated positive results for the 12-month reporting period. Although U.S. Treasury yields generally moved higher, bond investors benefited from higher coupon payments as well as tighter credit spreads amid a resilient economy.
The fund’s underweight to Treasuries combined with allocations to high yield bonds and loans, Treasury inflation protected securities, and securitized credit contributed to relative performance versus the Bloomberg U.S. Aggregate Bond Index. Security selection within the IG corporate sector was also beneficial.
Tactical positioning adjustments on the yield curve detracted from performance versus the benchmark as competing concerns about growth and inflation led to elevated interest rate volatility. Security selection in the agency mortgage-backed securities sector also hurt performance as the fund’s positions in to-be-announced instruments generally underperformed cash bonds that offered more stable cash flows.
The fund seeks to maximize total return through income and capital appreciation by investing in a broadly diversified portfolio of mostly investment-grade debt instruments. After shifting to an underweight position earlier in the period, we moved back to an overweight in IG corporates as recession fears eased, and the sector represented our largest position in absolute and relative terms at period-end.
The fund held material exposure to derivatives, which had an overall negative effect on absolute returns. Specifically, the fund’s positions in interest rate derivatives, which are primarily used to manage exposure to certain parts of the yield curve, weighed on absolute performance.
How has the fund performed?
Cumulative Returns of a Hypothetical $10,000 Investment as of May 31, 2024
| Advisor Class | Regulatory/Strategy Benchmark |
---|
2014 | 10,000 | 10,000 |
2014 | 10,101 | 10,090 |
2014 | 10,166 | 10,192 |
2015 | 10,282 | 10,318 |
2015 | 10,242 | 10,303 |
2015 | 10,141 | 10,247 |
2015 | 10,190 | 10,291 |
2016 | 10,283 | 10,473 |
2016 | 10,475 | 10,612 |
2016 | 10,720 | 10,859 |
2016 | 10,370 | 10,514 |
2017 | 10,486 | 10,621 |
2017 | 10,639 | 10,780 |
2017 | 10,772 | 10,912 |
2017 | 10,725 | 10,852 |
2018 | 10,575 | 10,674 |
2018 | 10,576 | 10,739 |
2018 | 10,629 | 10,798 |
2018 | 10,504 | 10,707 |
2019 | 10,796 | 11,013 |
2019 | 11,215 | 11,426 |
2019 | 11,644 | 11,896 |
2019 | 11,608 | 11,862 |
2020 | 11,955 | 12,299 |
2020 | 11,722 | 12,502 |
2020 | 12,076 | 12,666 |
2020 | 12,192 | 12,726 |
2021 | 12,040 | 12,470 |
2021 | 12,044 | 12,452 |
2021 | 12,252 | 12,655 |
2021 | 12,168 | 12,579 |
2022 | 11,707 | 12,140 |
2022 | 10,923 | 11,428 |
2022 | 10,661 | 11,198 |
2022 | 10,379 | 10,964 |
2023 | 10,428 | 10,960 |
2023 | 10,548 | 11,183 |
2023 | 10,390 | 11,064 |
2023 | 10,381 | 11,094 |
2024 | 10,580 | 11,324 |
2024 | 10,586 | 11,329 |
202405-3565004, 202407-3685382
Average Annual Total Returns
| 1 Year | 5 Years | 10 Years |
---|
New Income Fund (Advisor Class) | 0.36% | | 0.57% |
Bloomberg U.S. Aggregate Bond Index (Regulatory/Strategy Benchmark) | 1.31 | | 1.26 |
The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.
What are some fund statistics?
Total Net Assets (000s) | $16,586,966 |
Number of Portfolio Holdings | 1,554 |
Investment Advisory Fees Paid (000s) | $8,917 |
Portfolio Turnover Rate | 179.3% |
What did the fund invest in?
Credit Quality Allocation* (as a % of Net Assets)
AAA Rated | 6.0% |
AA Rated | 3.6 |
A Rated | 9.6 |
BBB Rated | 17.3 |
BB Rated and Below | 2.6 |
Not Rated | 0.7 |
U.S. Government Agency Securities | 28.5 |
U.S. Treasury Securities | 30.7 |
Reserves | 1.0 |
*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.
Top Ten Holdings (as a % of Net Assets)
U.S. Treasury Notes | 18.3% |
Federal National Mortgage Assn. | 14.8 |
U.S. Treasury Bonds | 8.4 |
Government National Mortgage Assn. | 6.9 |
Federal Home Loan Mortgage | 5.8 |
U.S. Treasury Inflation-Indexed Notes | 4.0 |
UMBS | 1.0 |
Bank of America | 0.7 |
UnitedHealth Group | 0.6 |
JPMorgan Chase | 0.6 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.
New Income Fund
Advisor Class (PANIX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Annual Shareholder Report
May 31, 2024
This annual shareholder report contains important information about New Income Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last year? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
New Income Fund - I Class | $36 | 0.36% |
What drove fund performance during the past 12 months?
The U.S. investment-grade (IG) fixed income market generated positive results for the 12-month reporting period. Although U.S. Treasury yields generally moved higher, bond investors benefited from higher coupon payments as well as tighter credit spreads amid a resilient economy.
The fund’s underweight to Treasuries combined with allocations to high yield bonds and loans, Treasury inflation protected securities, and securitized credit contributed to relative performance versus the Bloomberg U.S. Aggregate Bond Index. Security selection within the IG corporate sector was also beneficial.
Tactical positioning adjustments on the yield curve detracted from performance versus the benchmark as competing concerns about growth and inflation led to elevated interest rate volatility. Security selection in the agency mortgage-backed securities sector also hurt performance as the fund’s positions in to-be-announced instruments generally underperformed cash bonds that offered more stable cash flows.
The fund seeks to maximize total return through income and capital appreciation by investing in a broadly diversified portfolio of mostly investment-grade debt instruments. After shifting to an underweight position earlier in the period, we moved back to an overweight in IG corporates as recession fears eased, and the sector represented our largest position in absolute and relative terms at period-end.
The fund held material exposure to derivatives, which had an overall negative effect on absolute returns. Specifically, the fund’s positions in interest rate derivatives, which are primarily used to manage exposure to certain parts of the yield curve, weighed on absolute performance.
How has the fund performed?
Cumulative Returns of a Hypothetical $500,000 Investment as of May 31, 2024
| I Class | Regulatory/Strategy Benchmark |
---|
8/28/15 | 500,000 | 500,000 |
8/31/15 | 499,509 | 499,700 |
11/30/15 | 501,856 | 501,835 |
2/29/16 | 506,907 | 510,694 |
5/31/16 | 516,832 | 517,490 |
8/31/16 | 529,997 | 529,513 |
11/30/16 | 512,654 | 512,733 |
2/28/17 | 518,899 | 517,921 |
5/31/17 | 526,996 | 525,659 |
8/31/17 | 534,071 | 532,121 |
11/30/17 | 532,290 | 529,213 |
2/28/18 | 525,383 | 520,537 |
5/31/18 | 526,033 | 523,690 |
8/31/18 | 529,229 | 526,537 |
11/30/18 | 523,647 | 522,110 |
2/28/19 | 539,353 | 537,037 |
5/31/19 | 560,330 | 557,208 |
8/31/19 | 582,416 | 580,098 |
11/30/19 | 581,820 | 578,452 |
2/29/20 | 599,812 | 599,778 |
5/31/20 | 588,239 | 609,672 |
8/31/20 | 606,588 | 617,651 |
11/30/20 | 613,045 | 620,586 |
2/28/21 | 606,661 | 608,076 |
5/31/21 | 606,845 | 607,204 |
8/31/21 | 618,009 | 617,130 |
11/30/21 | 615,320 | 613,428 |
2/28/22 | 594,065 | 591,997 |
5/31/22 | 555,740 | 557,280 |
8/31/22 | 542,924 | 546,062 |
11/30/22 | 529,089 | 534,666 |
2/28/23 | 531,075 | 534,444 |
5/31/23 | 538,185 | 545,338 |
8/31/23 | 530,263 | 539,546 |
11/30/23 | 531,209 | 540,974 |
2/29/24 | 541,433 | 552,226 |
5/31/24 | 542,567 | 552,458 |
202405-3565004, 202407-3685382
Average Annual Total Returns
| 1 Year | 5 Years | Since Inception 8/28/2015 |
---|
New Income Fund (I Class) | 0.81% | | 0.94% |
Bloomberg U.S. Aggregate Bond Index (Regulatory/Strategy Benchmark) | 1.31 | | 1.15 |
The preceding line graph shows the value of a hypothetical $500,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.
What are some fund statistics?
Total Net Assets (000s) | $16,586,966 |
Number of Portfolio Holdings | 1,554 |
Investment Advisory Fees Paid (000s) | $8,917 |
Portfolio Turnover Rate | 179.3% |
What did the fund invest in?
Credit Quality Allocation* (as a % of Net Assets)
AAA Rated | 6.0% |
AA Rated | 3.6 |
A Rated | 9.6 |
BBB Rated | 17.3 |
BB Rated and Below | 2.6 |
Not Rated | 0.7 |
U.S. Government Agency Securities | 28.5 |
U.S. Treasury Securities | 30.7 |
Reserves | 1.0 |
*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.
Top Ten Holdings (as a % of Net Assets)
U.S. Treasury Notes | 18.3% |
Federal National Mortgage Assn. | 14.8 |
U.S. Treasury Bonds | 8.4 |
Government National Mortgage Assn. | 6.9 |
Federal Home Loan Mortgage | 5.8 |
U.S. Treasury Inflation-Indexed Notes | 4.0 |
UMBS | 1.0 |
Bank of America | 0.7 |
UnitedHealth Group | 0.6 |
JPMorgan Chase | 0.6 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.
New Income Fund
I Class (PRXEX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Item 1. (b) Notice pursuant to Rule 30e-3.
Not applicable.
Item 2. Code of Ethics.
The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.
Item 3. Audit Committee Financial Expert.
The registrant’s Board of Directors has determined that Mr. Paul F. McBride qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. McBride is considered independent for purposes of Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
(a) – (d) Aggregate fees billed for the last two fiscal years for professional services rendered to, or on behalf of, the registrant by the registrant’s principal accountant were as follows:
| | | | | | | | | | |
| | | | 2024 | | | 2023 | |
| Audit Fees | | $ | 33,841 | | | $ | 33,192 | |
| Audit-Related Fees | | | - | | | | - | |
| Tax Fees | | | - | | | | - | |
| All Other Fees | | | - | | | | - | |
Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.
(e)(1) The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.
(2) No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.
(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $1,230,000 and $1,521,000, respectively.
(h) All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.
(i) Not applicable.
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) Not applicable. The complete schedule of investments is included in Item 7 of this Form N-CSR.
(b) Not applicable.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
(a – b) Report pursuant to Regulation S-X.
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
Financial
Statements
and
Other
Information
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
PRCIX
New
Income
Fund
–
.
PANIX
New
Income
Fund–
.
Advisor Class
RRNIX
New
Income
Fund–
.
R Class
PRXEX
New
Income
Fund–
.
I Class
TRVZX
New
Income
Fund–
.
Z Class
Go
Paperless
Going
paperless
offers
a
host
of
benefits,
which
include:
Timely
delivery
of
important
documents
Convenient
access
to
your
documents
anytime,
anywhere
Strong
security
protocols
to
safeguard
sensitive
data
Waive
your
account
service
fee
by
going
paperless.*
To
Enroll:
˃
If
you
invest
directly
with
T.
Rowe
Price,
go
to
troweprice.com/paperless
.
If
you
invest
through
a
financial
intermediary
such
as
an
investment
advisor,
a
bank,
or
a
brokerage
firm,
please
contact
that
organization
and
ask
if
it
can
provide
electronic
documentation.
Log
in
to
your
account
at
troweprice.com
for
more
information.
*
An
account
service
fee
will
be
charged
annually
for
each
T.
Rowe
Price
mutual
fund
account
unless
you
meet
criteria
for
a
fee
waiver.
Go
to
troweprice.com/personal-investing/
help/fees-and-minimums.html
to
learn
more
about
this
account
service
fee,
including
other
ways
to
waive
it.
For
a
share
outstanding
throughout
each
period
Investor
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
NET
ASSET
VALUE
Beginning
of
period
$
8.11
$
8.66
$
9.71
$
9.70
$
9.51
Investment
activities
Net
investment
income
(1)(2)
0.33
0.26
0.15
0.19
0.26
Net
realized
and
unrealized
gain/loss
(0.27)
(0.55)
(0.96)
0.11
0.20
Total
from
investment
activities
0.06
(0.29)
(0.81)
0.30
0.46
Distributions
Net
investment
income
(0.33)
(0.26)
(0.14)
(0.20)
(0.27)
Net
realized
gain
—
—
(0.10)
(0.09)
—
Total
distributions
(0.33)
(0.26)
(0.24)
(0.29)
(0.27)
NET
ASSET
VALUE
End
of
period
$
7.84
$
8.11
$
8.66
$
9.71
$
9.70
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
Ratios/Supplemental
Data
Total
return
(2)(3)
0.86%
(3.35)%
(8.50)%
3.08%
4.85%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/payments
by
Price
Associates
0.54%
0.53%
0.45%
0.47%
0.51%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.44%
0.44%
0.45%
0.47%
0.49%
Net
investment
income
4.17%
3.13%
1.51%
1.96%
2.68%
Portfolio
turnover
rate
(4)
179.3%
171.6%
229.1%
126.4%
153.7%
Portfolio
turnover
rate,
excluding
mortgage
dollar
roll
transactions
90.7%
111.9%
93.1%
74.6%
69.5%
Net
assets,
end
of
period
(in
millions)
$715
$819
$1,000
$2,911
$4,430
0%
0%
0%
0%
0%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
(4)
The
portfolio
turnover
rate
calculation
includes
purchases
and
sales
from
the
mortgage
dollar
roll
transactions.
For
a
share
outstanding
throughout
each
period
Advisor
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
NET
ASSET
VALUE
Beginning
of
period
$
8.09
$
8.64
$
9.69
$
9.68
$
9.49
Investment
activities
Net
investment
income
(1)(2)
0.29
0.25
0.06
0.16
0.22
Net
realized
and
unrealized
gain/loss
(0.26)
(0.55)
(0.95)
0.11
0.21
Total
from
investment
activities
0.03
(0.30)
(0.89)
0.27
0.43
Distributions
Net
investment
income
(0.30)
(0.25)
(0.06)
(0.17)
(0.24)
Net
realized
gain
—
—
(0.10)
(0.09)
—
Total
distributions
(0.30)
(0.25)
(0.16)
(0.26)
(0.24)
NET
ASSET
VALUE
End
of
period
$
7.82
$
8.09
$
8.64
$
9.69
$
9.68
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Advisor
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
Ratios/Supplemental
Data
Total
return
(2)(3)
0.36%
(3.43)%
(9.31)%
2.75%
4.52%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/payments
by
Price
Associates
1.29%
0.52%
1.31%
0.80%
0.83%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.92%
0.52%
1.31%
0.80%
0.82%
Net
investment
income
3.69%
2.99%
0.65%
1.62%
2.32%
Portfolio
turnover
rate
(4)
179.3%
171.6%
229.1%
126.4%
153.7%
Portfolio
turnover
rate,
excluding
mortgage
dollar
roll
transactions
90.7%
111.9%
93.1%
74.6%
69.5%
Net
assets,
end
of
period
(in
thousands)
$7,769
$9,209
$14,228
$20,183
$45,409
0%
0%
0%
0%
0%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
(4)
The
portfolio
turnover
rate
calculation
includes
purchases
and
sales
from
the
mortgage
dollar
roll
transactions.
For
a
share
outstanding
throughout
each
period
R
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
NET
ASSET
VALUE
Beginning
of
period
$
8.11
$
8.65
$
9.70
$
9.69
$
9.50
Investment
activities
Net
investment
income
(1)(2)
0.28
0.20
0.08
0.12
0.20
Net
realized
and
unrealized
gain/loss
(0.27)
(0.53)
(0.95)
0.11
0.20
Total
from
investment
activities
0.01
(0.33)
(0.87)
0.23
0.40
Distributions
Net
investment
income
(0.28)
(0.21)
(0.08)
(0.13)
(0.21)
Net
realized
gain
—
—
(0.10)
(0.09)
—
Total
distributions
(0.28)
(0.21)
(0.18)
(0.22)
(0.21)
NET
ASSET
VALUE
End
of
period
$
7.84
$
8.11
$
8.65
$
9.70
$
9.69
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
R
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
Ratios/Supplemental
Data
Total
return
(2)(3)
0.21%
(3.86)%
(9.10)%
2.38%
4.19%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/payments
by
Price
Associates
1.25%
1.08%
1.16%
1.30%
1.31%
Net
expenses
after
waivers/
payments
by
Price
Associates
1.08%
1.08%
1.11%
1.15%
1.14%
Net
investment
income
3.54%
2.47%
0.84%
1.26%
2.03%
Portfolio
turnover
rate
(4)
179.3%
171.6%
229.1%
126.4%
153.7%
Portfolio
turnover
rate,
excluding
mortgage
dollar
roll
transactions
90.7%
111.9%
93.1%
74.6%
69.5%
Net
assets,
end
of
period
(in
thousands)
$1,043
$1,012
$1,407
$2,024
$2,927
0%
0%
0%
0%
0%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
(4)
The
portfolio
turnover
rate
calculation
includes
purchases
and
sales
from
the
mortgage
dollar
roll
transactions.
For
a
share
outstanding
throughout
each
period
I
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
NET
ASSET
VALUE
Beginning
of
period
$
8.11
$
8.65
$
9.70
$
9.69
$
9.50
Investment
activities
Net
investment
income
(1)(2)
0.34
0.27
0.16
0.20
0.27
Net
realized
and
unrealized
gain/loss
(0.28)
(0.54)
(0.96)
0.11
0.20
Total
from
investment
activities
0.06
(0.27)
(0.80)
0.31
0.47
Distributions
Net
investment
income
(0.34)
(0.27)
(0.15)
(0.21)
(0.28)
Net
realized
gain
—
—
(0.10)
(0.09)
—
Total
distributions
(0.34)
(0.27)
(0.25)
(0.30)
(0.28)
NET
ASSET
VALUE
End
of
period
$
7.83
$
8.11
$
8.65
$
9.70
$
9.69
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
..
Year
..
..
Ended
.
5/31/24
5/31/23
5/31/22
5/31/21
5/31/20
Ratios/Supplemental
Data
Total
return
(2)(3)
0.81%
(3.16)%
(8.42)%
3.16%
4.98%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/payments
by
Price
Associates
0.36%
0.36%
0.36%
0.39%
0.39%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.36%
0.36%
0.36%
0.39%
0.37%
Net
investment
income
4.26%
3.22%
1.67%
2.04%
2.79%
Portfolio
turnover
rate
(4)
179.3%
171.6%
229.1%
126.4%
153.7%
Portfolio
turnover
rate,
excluding
mortgage
dollar
roll
transactions
90.7%
111.9%
93.1%
74.6%
69.5%
Net
assets,
end
of
period
(in
millions)
$2,561
$2,663
$3,015
$2,543
$3,695
0%
0%
0%
0%
0%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
(4)
The
portfolio
turnover
rate
calculation
includes
purchases
and
sales
from
the
mortgage
dollar
roll
transactions.
For
a
share
outstanding
throughout
each
period
Z
Class
(1)
..
Year
..
..
Ended
.
3/16/20
(1)
Through
5/31/20
5/31/24
5/31/23
5/31/22
5/31/21
NET
ASSET
VALUE
Beginning
of
period
$
8.11
$
8.65
$
9.70
$
9.69
$
9.60
Investment
activities
Net
investment
income
(2)(3)
0.36
0.29
0.18
0.23
0.06
Net
realized
and
unrealized
gain/loss
(0.26)
(0.54)
(0.94)
0.12
0.09
Total
from
investment
activities
0.10
(0.25)
(0.76)
0.35
0.15
Distributions
Net
investment
income
(0.37)
(0.29)
(0.19)
(0.25)
(0.06)
Net
realized
gain
—
—
(0.10)
(0.09)
—
Total
distributions
(0.37)
(0.29)
(0.29)
(0.34)
(0.06)
NET
ASSET
VALUE
End
of
period
$
7.84
$
8.11
$
8.65
$
9.70
$
9.69
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Z
Class
(1)
..
Year
..
..
Ended
.
3/16/20
(1)
Through
5/31/20
5/31/24
5/31/23
5/31/22
5/31/21
Ratios/Supplemental
Data
Total
return
(3)(4)
1.30%
(2.81)%
(8.09)%
3.56%
1.60%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
0.32%
0.32%
0.34%
0.38%
0.38%
(5)
Net
expenses
after
waivers/
payments
by
Price
Associates
0.00%
0.00%
0.00%
0.00%
0.00%
(5)
Net
investment
income
4.63%
3.58%
1.93%
2.37%
3.01%
(5)
Portfolio
turnover
rate
(6)
179.3%
171.6%
229.1%
126.4%
153.7%
Portfolio
turnover
rate,
excluding
mortgage
dollar
roll
transactions
90.7%
111.9%
93.1%
74.6%
69.5%
Net
assets,
end
of
period
(in
millions)
$13,302
$12,355
$13,847
$15,804
$13,684
0%
0%
0%
0%
0%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(4)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
(5)
Annualized
(6)
The
portfolio
turnover
rate
calculation
includes
purchases
and
sales
from
the
mortgage
dollar
roll
transactions.
T.
ROWE
PRICE
New
Income
Fund
May
31,
2024
Par/Shares
$
Value
(Amounts
in
000s)
‡
ASSET-BACKED
SECURITIES
7.2%
Car
Loan
2.4%
AmeriCredit
Automobile
Receivables
Trust
Series
2021-1,
Class
C
0.89%,
10/19/26
11,618
11,305
AmeriCredit
Automobile
Receivables
Trust
Series
2021-1,
Class
D
1.21%,
12/18/26
10,301
9,833
AmeriCredit
Automobile
Receivables
Trust
Series
2022-1,
Class
D
3.23%,
2/18/28
36,840
34,665
AmeriCredit
Automobile
Receivables
Trust
Series
2023-1,
Class
C
5.80%,
12/18/28
10,995
11,074
Bayview
Opportunity
Master
Fund
VII
Series
2024-CAR1,
Class
A,
FRN
SOFR30A
+
1.10%,
6.424%,
12/26/31 (1)
10,705
10,734
Bayview
Opportunity
Master
Fund
VII
Series
2024-CAR1,
Class
C,
FRN
SOFR30A
+
1.50%,
6.824%,
12/26/31 (1)
233
233
CarMax
Auto
Owner
Trust
Series
2022-1,
Class
C
2.20%,
11/15/27
11,975
11,242
CarMax
Auto
Owner
Trust
Series
2023-3,
Class
B
5.47%,
2/15/29
8,750
8,739
CarMax
Auto
Owner
Trust
Series
2024-1,
Class
B
5.17%,
8/15/29
2,585
2,567
Carvana
Auto
Receivables
Trust
Series
2022-N1,
Class
C
3.32%,
12/11/28 (1)
1,144
1,102
Carvana
Auto
Receivables
Trust
Series
2022-P1,
Class
C
3.30%,
4/10/28
13,955
12,969
Carvana
Auto
Receivables
Trust
Series
2023-N3,
Class
A
6.41%,
9/10/27 (1)
2,003
2,009
Carvana
Auto
Receivables
Trust
Series
2024-N1,
Class
A3
5.60%,
3/10/28 (1)
6,580
6,562
Carvana
Auto
Receivables
Trust
Series
2024-N1,
Class
B
5.63%,
5/10/30 (1)
7,995
7,977
Par/Shares
$
Value
(Amounts
in
000s)
Enterprise
Fleet
Financing
Series
2024-1,
Class
A2
5.23%,
3/20/30 (1)
13,620
13,541
Enterprise
Fleet
Financing
Series
2024-1,
Class
A3
5.16%,
9/20/30 (1)
10,280
10,207
Exeter
Automobile
Receivables
Trust
Series
2021-2A,
Class
D
1.40%,
4/15/27
8,374
8,028
Exeter
Automobile
Receivables
Trust
Series
2022-1A,
Class
D
3.02%,
6/15/28
35,405
33,956
Exeter
Automobile
Receivables
Trust
Series
2022-3A,
Class
C
5.30%,
9/15/27
19,445
19,349
Exeter
Automobile
Receivables
Trust
Series
2023-1A,
Class
D
6.69%,
6/15/29
3,250
3,281
Ford
Credit
Auto
Lease
Trust
Series
2023-B,
Class
B
6.20%,
2/15/27
2,545
2,567
Ford
Credit
Auto
Lease
Trust
Series
2023-B,
Class
C
6.43%,
4/15/27
9,545
9,677
Ford
Credit
Auto
Lease
Trust
Series
2023-B,
Class
D
6.97%,
6/15/28
7,830
7,974
Ford
Credit
Auto
Lease
Trust
Series
2024-A,
Class
A4
5.05%,
6/15/27
4,465
4,433
Ford
Credit
Auto
Owner
Trust
Series
2023-1,
Class
A
4.85%,
8/15/35 (1)
33,720
33,242
GM
Financial
Automobile
Leasing
Trust
Series
2023-1,
Class
C
5.76%,
1/20/27
6,550
6,547
Hyundai
Auto
Lease
Securitization
Trust
Series
2024-A,
Class
A4
5.07%,
2/15/28 (1)
5,515
5,481
Navistar
Financial
Dealer
Note
Master
Owner
Trust
Series
2024-1,
Class
A
5.59%,
4/25/29 (1)
10,780
10,779
Nissan
Auto
Lease
Trust
Series
2024-A,
Class
A4
4.97%,
9/15/28
5,945
5,885
Par/Shares
$
Value
(Amounts
in
000s)
Santander
Bank
Series
2021-1A,
Class
B
1.833%,
12/15/31 (1)
947
938
Santander
Bank
Auto
Credit-Linked
Notes
Series
2023-B,
Class
B
5.64%,
12/15/33 (1)
575
573
Santander
Drive
Auto
Receivables
Trust
Series
2020-4,
Class
E
2.85%,
4/17/28 (1)
41,920
40,666
Santander
Drive
Auto
Receivables
Trust
Series
2022-2,
Class
C
3.76%,
7/16/29
17,240
16,739
SBNA
Auto
Lease
Trust
Series
2024-A,
Class
A3
5.39%,
11/20/26 (1)
6,285
6,269
SBNA
Auto
Lease
Trust
Series
2024-A,
Class
A4
5.24%,
1/22/29 (1)
6,020
5,997
SFS
Auto
Receivables
Securitization
Trust
Series
2024-1A,
Class
A4
4.94%,
1/21/31 (1)
4,615
4,560
SFS
Auto
Receivables
Securitization
Trust
Series
2024-1A,
Class
C
5.51%,
1/20/32 (1)
2,340
2,316
SFS
Auto
Receivables
Securitization
Trust
Series
2024-2A,
Class
A3
5.33%,
11/20/29 (1)
13,590
13,563
SFS
Auto
Receivables
Securitization
Trust
Series
2024-2A,
Class
B
5.41%,
8/20/30 (1)
2,920
2,912
U.S.
Bank
Series
2023-1,
Class
B
6.789%,
8/25/32 (1)
1,350
1,355
401,846
Other
Asset-Backed
Securities
4.5%
522
Funding
Series
2019-5A,
Class
BR,
CLO,
FRN
3M
TSFR
+
1.85%,
7.179%,
4/15/35 (1)
16,085
16,090
Amur
Equipment
Finance
Receivables
XIII
Series
2024-1A,
Class
A2
5.38%,
1/21/31 (1)
14,510
14,453
Applebee's
Funding
Series
2023-1A,
Class
A2
7.824%,
3/5/53 (1)
7,880
8,136
Crown
Point
Series
2018-7A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.23%,
6.556%,
10/20/31 (1)
20,450
20,424
Par/Shares
$
Value
(Amounts
in
000s)
CyrusOne
Data
Centers
Issuer
I
Series
2024-1A,
Class
A2
4.76%,
3/22/49 (1)
3,475
3,286
CyrusOne
Data
Centers
Issuer
I
Series
2024-2A,
Class
A2
4.50%,
5/20/49 (1)
41,120
37,855
CyrusOne
Data
Centers
Issuer
I
Series
2024-3A,
Class
A2
4.65%,
5/20/49 (1)
15,975
14,396
Dell
Equipment
Finance
Trust
Series
2023-3,
Class
C
6.17%,
4/23/29 (1)
4,328
4,369
Dell
Equipment
Finance
Trust
Series
2024-1,
Class
A3
5.39%,
3/22/30 (1)
7,015
7,019
Dell
Equipment
Finance
Trust
Series
2024-1,
Class
C
5.73%,
3/22/30 (1)
100
100
DLLST
Series
2024-1A,
Class
A3
5.05%,
8/20/27 (1)
6,895
6,833
DLLST
Series
2024-1A,
Class
A4
4.93%,
4/22/30 (1)
1,630
1,609
Driven
Brands
Funding
Series
2019-1A,
Class
A2
4.641%,
4/20/49 (1)
5,539
5,376
Driven
Brands
Funding
Series
2021-1A,
Class
A2
2.791%,
10/20/51 (1)
14,021
12,176
Dryden
Series
2020-86A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.362%,
6.679%,
7/17/34 (1)
21,235
21,256
Elara
HGV
Timeshare
Issuer
Series
2023-A,
Class
A
6.16%,
2/25/38 (1)
6,434
6,475
Elara
HGV
Timeshare
Issuer
Series
2023-A,
Class
B
6.53%,
2/25/38 (1)
5,165
5,195
Elmwood
Series
2022-7A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.50%,
6.823%,
1/17/37 (1)
10,910
10,887
Elmwood
VIII
Series
2021-1A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.55%,
6.877%,
4/20/37 (1)
7,690
7,727
Par/Shares
$
Value
(Amounts
in
000s)
Golub
Capital
Partners
Series
2022-60A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.31%,
10/25/34 (1)(2)
11,190
11,190
Hardee's
Funding
Series
2021-1A,
Class
A2
2.865%,
6/20/51 (1)
4,094
3,472
Hardee's
Funding
Series
2024-1A,
Class
A2
7.253%,
3/20/54 (1)
22,315
22,222
HPEFS
Equipment
Trust
Series
2022-1A,
Class
C
1.96%,
5/21/29 (1)
5,736
5,637
HPEFS
Equipment
Trust
Series
2022-1A,
Class
D
2.40%,
11/20/29 (1)
12,510
12,108
HPEFS
Equipment
Trust
Series
2022-2A,
Class
C
4.43%,
9/20/29 (1)
4,445
4,390
HPEFS
Equipment
Trust
Series
2023-2A,
Class
B
6.25%,
1/21/31 (1)
1,285
1,294
HPEFS
Equipment
Trust
Series
2023-2A,
Class
C
6.48%,
1/21/31 (1)
5,005
5,052
HPEFS
Equipment
Trust
Series
2023-2A,
Class
D
6.97%,
7/21/31 (1)
3,320
3,369
Invesco
U.S.
Series
2023-1A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.57%,
6.856%,
4/22/37 (1)
18,315
18,455
KKR
Series
2022-43A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.75%,
7.079%,
1/15/36 (1)
11,620
11,717
KKR
Series
40A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.30%,
10/20/34 (1)(2)
14,140
14,140
Kubota
Credit
Owner
Trust
Series
2023-1A,
Class
A4
5.07%,
2/15/29 (1)
5,255
5,209
Madison
Park
Funding
LXI
Series
2023-61A,
Class
A,
CLO,
FRN
3M
TSFR
+
1.73%,
7.037%,
1/20/37 (1)
11,305
11,382
Madison
Park
Funding
XLVII
Series
2020-47A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.54%,
6.867%,
4/19/37 (1)
5,495
5,499
Par/Shares
$
Value
(Amounts
in
000s)
Madison
Park
Funding
XLVII
Series
2020-47A,
Class
BR,
CLO,
FRN
3M
TSFR
+
1.95%,
7.277%,
4/19/37 (1)
4,000
4,010
MidOcean
Credit
XI
Series
2022-11A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.73%,
7.057%,
10/18/33 (1)
16,090
16,125
MMAF
Equipment
Finance
Series
2021-A,
Class
A5
1.19%,
11/13/43 (1)
5,020
4,626
MMAF
Equipment
Finance
Series
2024-A,
Class
A3
4.95%,
7/14/31 (1)
23,220
22,958
MVW
Series
2023-1A,
Class
A
4.93%,
10/20/40 (1)
21,584
21,280
MVW
Series
2023-2A,
Class
A
6.18%,
11/20/40 (1)
5,995
6,085
MVW
Series
2023-2A,
Class
B
6.33%,
11/20/40 (1)
4,017
4,066
Northwoods
Capital
XIV-B
Series
2018-14BA,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.25%,
6.574%,
11/13/31 (1)
18,825
18,880
Octagon
Investment
Partners
49
Series
2020-5A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.52%,
6.811%,
4/15/37 (1)
24,110
24,206
Octane
Receivables
Trust
Series
2023-1A,
Class
A
5.87%,
5/21/29 (1)
3,037
3,037
Octane
Receivables
Trust
Series
2023-3A,
Class
B
6.48%,
7/20/29 (1)
3,023
3,046
Octane
Receivables
Trust
Series
2023-3A,
Class
C
6.74%,
8/20/29 (1)
1,160
1,177
Octane
Receivables
Trust
Series
2024-1A,
Class
A2
5.68%,
5/20/30 (1)
9,625
9,619
Palmer
Square
Series
2020-3A,
Class
A1R2,
CLO,
FRN
3M
TSFR
+
1.65%,
6.972%,
11/15/36 (1)
17,485
17,646
Post
Road
Equipment
Finance
Series
2024-1A,
Class
A2
5.59%,
11/15/29 (1)
4,705
4,699
Par/Shares
$
Value
(Amounts
in
000s)
Progress
Residential
Trust
Series
2020-SFR3,
Class
A
1.294%,
10/17/27 (1)
2,836
2,676
Progress
Residential
Trust
Series
2020-SFR3,
Class
B
1.495%,
10/17/27 (1)
2,980
2,811
RR
28
Series
2024-28RA,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.55%,
6.841%,
4/15/37 (1)
21,300
21,247
SEB
Funding
Series
2024-1A,
Class
A2
7.386%,
4/30/54 (1)
26,380
26,347
Sierra
Timeshare
Receivables
Funding
Series
2022-3A,
Class
B
6.32%,
7/20/39 (1)
1,554
1,557
Signal
Peak
Series
2018-5A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.55%,
6.876%,
4/25/37 (1)
29,505
29,431
Symphony
XVI
Series
2015-16A,
Class
ARR,
CLO,
FRN
3M
TSFR
+
1.20%,
6.523%,
10/15/31 (1)
38,270
38,222
Symphony
XXXI
Series
2022-31A,
Class
B,
CLO,
FRN
3M
TSFR
+
1.85%,
7.175%,
4/22/35 (1)
14,150
14,100
TIAA
Series
2016-1A,
Class
ARR,
CLO,
FRN
3M
TSFR
+
1.25%,
6.575%,
7/20/31 (1)
26,960
27,029
Tricon
Residential
Trust
Series
2024-SFR2,
Class
A
4.75%,
6/17/40 (1)
24,035
23,221
Trinitas
VI
Series
2017-6A,
Class
ARRR,
CLO,
FRN
3M
TSFR
+
1.33%,
1/25/34 (1)(2)
41,700
41,700
Verdant
Receivables
Series
2024-1A,
Class
A2
5.68%,
12/12/31 (1)
5,520
5,522
Verizon
Master
Trust
Series
2023-1,
Class
C
4.98%,
1/22/29
9,270
9,125
743,246
Student
Loan
0.3%
Navient
Private
Education
Loan
Trust
Series
2017-A,
Class
B
3.91%,
12/16/58 (1)
7,437
7,247
Navient
Private
Education
Refi
Loan
Trust
Series
2020-CA,
Class
B
2.83%,
11/15/68 (1)
20,755
17,309
Par/Shares
$
Value
(Amounts
in
000s)
SMB
Private
Education
Loan
Trust
Series
2018-C,
Class
A2A
3.63%,
11/15/35 (1)
4,460
4,323
SMB
Private
Education
Loan
Trust
Series
2021-A,
Class
APT1
1.07%,
1/15/53 (1)
13,095
11,502
40,381
Total
Asset-Backed
Securities
(Cost
$1,197,916)
1,185,473
BANK
LOANS
2.4%
(3)
FINANCIAL
INSTITUTIONS
0.7%
Brokerage
Asset
Managers
Exchanges
0.3%
Citadel
Securities,
FRN
1M
TSFR
+
2.25%,
7.579%,
7/29/30
54,354
54,653
54,653
Insurance
0.4%
AssuredPartners,
FRN
1M
TSFR
+
3.50%,
8.829%,
2/14/31
8,575
8,639
Asurion,
FRN
1M
TSFR
+
3.25%,
8.694%,
12/23/26
3,466
3,440
Asurion,
FRN
1M
TSFR
+
4.25%,
9.679%,
8/19/28
5,007
4,965
Asurion,
FRN
1M
TSFR
+
5.25%,
10.694%,
1/31/28
5,993
5,624
Asurion,
FRN
1M
TSFR
+
5.25%,
10.694%,
1/20/29
3,580
3,326
HUB
International,
FRN
1M
TSFR
+
3.25%,
8.575%,
6/20/30
15,048
15,143
Truist
Insurance
Holdings,
FRN
1M
TSFR
+
3.25%,
8.586%,
5/6/31
13,665
13,745
54,882
Total
Financial
Institutions
109,535
INDUSTRIAL
1.4%
Capital
Goods
0.1%
Charter
Next
Generation,
FRN
1M
TSFR
+
3.50%,
8.829%,
12/1/27
8,499
8,535
Summit
Materials,
FRN
1M
TSFR
+
2.50%,
7.799%,
1/12/29
5,485
5,523
TransDigm,
FRN
1M
TSFR
+
2.75%,
8.059%,
3/22/30
89
89
14,147
Par/Shares
$
Value
(Amounts
in
000s)
Communications
0.1%
Lamar
Media,
FRN
1M
TSFR
+
1.50%,
6.929%,
2/5/27
14,435
14,399
14,399
Consumer
Cyclical
0.4%
Caesars
Entertainment,
FRN
1M
TSFR
+
2.75%,
8.097%,
2/6/31
2,375
2,379
Delta
2,
FRN
1M
TSFR
+
2.25%,
7.559%,
1/15/30
8,755
8,799
Hilton
Domestic
Operating,
FRN
1M
TSFR
+
1.75%,
7.175%,
6/21/28
26,840
26,903
Hilton
Domestic
Operating,
FRN
1M
TSFR
+
2.00%,
7.425%,
11/8/30
26,840
26,919
UFC
Holdings,
FRN
1M
TSFR
+
2.75%,
8.336%,
4/29/26
11,084
11,113
76,113
Consumer
Non-Cyclical
0.3%
ICON
Luxembourg,
FRN
1M
TSFR
+
2.00%,
7.309%,
7/3/28
1,432
1,440
IQVIA,
FRN
1M
TSFR
+
2.00%,
7.309%,
1/2/31
41,022
41,253
Medline
Borrower,
FRN
1M
TSFR
+
2.75%,
8.079%,
10/23/28
7,140
7,184
49,877
Technology
0.5%
Applied
Systems,
FRN
1M
TSFR
+
3.50%,
8.809%,
2/24/31
22,906
23,090
Applied
Systems,
FRN
1M
TSFR
+
5.25%,
10.559%,
2/23/32
323
334
Ascend
Learning,
FRN
1M
TSFR
+
3.50%,
8.929%,
12/11/28
6,023
6,015
AthenaHealth
Group,
FRN
1M
TSFR
+
3.25%,
8.579%,
2/15/29
4,991
4,977
Boost
Newco
Borrower,
FRN
1M
TSFR
+
3.00%,
8.309%,
1/31/31
7,935
7,956
Boxer
Parent,
FRN
1M
TSFR
+
4.00%,
9.329%,
12/29/28
5,075
5,110
Epicor
Software,
FRN
1M
TSFR
+
3.25%,
8.694%,
7/30/27 (2)
8,208
8,235
Epicor
Software,
FRN
1M
TSFR
+
3.75%,
9.079%,
7/30/27
529
529
Epicor
Software,
FRN
1M
USD
LIBOR
+
3.25%,
5/23/31 (2)
1,260
1,265
Gen
Digital,
FRN
1M
TSFR
+
1.50%,
6.929%,
9/10/27
4,481
4,483
Par/Shares
$
Value
(Amounts
in
000s)
UKG,
FRN
1M
TSFR
+
3.50%,
8.82%,
2/10/31
19,475
19,614
81,608
Transportation
0.0%
Mileage
Plus
Holdings,
FRN
3M
TSFR
+
5.25%,
10.733%,
6/21/27
1,829
1,869
1,869
Total
Industrial
238,013
UTILITY
0.3%
Electric
0.3%
NRG
Energy,
FRN
1M
TSFR
+
2.00%,
7.328%,
4/16/31
41,270
41,415
Vistra
Zero
Operating,
FRN
1M
TSFR
+
2.75%,
8.075%,
4/30/31
1,535
1,545
Total
Utility
42,960
Total
Bank
Loans
(Cost
$387,625)
390,508
BOND
MUTUAL
FUNDS
0.0%
Trusts
&
Mutual
Funds
0.0%
T.
Rowe
Price
Institutional
Floating
Rate
Fund
-
Z
Class,
8.97% (4)
(5)
34
322
Total
Bond
Mutual
Funds
(Cost
$299)
322
CORPORATE
BONDS
26.4%
FINANCIAL
INSTITUTIONS
10.3%
Banking
6.9%
Banco
Bilbao
Vizcaya
Argentaria,
VR,
6.033%,
3/13/35 (6)
24,400
24,435
Bank
of
America,
VR,
1.898%,
7/23/31 (6)
76,106
61,977
Bank
of
America,
VR,
2.299%,
7/21/32 (6)
13,098
10,603
Bank
of
America,
VR,
2.496%,
2/13/31 (6)
23,595
20,180
Bank
of
America,
VR,
5.819%,
9/15/29 (6)
25,037
25,375
Bank
of
New
York
Mellon,
VR,
5.188%,
3/14/35 (6)
15,100
14,817
Bank
of
New
York
Mellon,
VR,
6.474%,
10/25/34 (6)
18,245
19,622
Barclays,
VR,
2.852%,
5/7/26 (6)
8,973
8,741
Barclays,
VR,
5.304%,
8/9/26 (6)
5,668
5,635
Barclays,
VR,
5.69%,
3/12/30 (6)
14,150
14,148
Barclays,
VR,
6.692%,
9/13/34 (6)
25,860
27,369
BNP
Paribas,
VR,
5.738%,
2/20/35 (1)(6)(7)
20,535
20,388
CaixaBank,
VR,
6.037%,
6/15/35 (1)(6)
19,705
19,677
Par/Shares
$
Value
(Amounts
in
000s)
CaixaBank,
VR,
6.208%,
1/18/29 (1)(6)
21,910
22,223
CaixaBank,
VR,
6.684%,
9/13/27 (1)(6)
16,185
16,456
CaixaBank,
VR,
6.84%,
9/13/34 (1)(6)
9,695
10,280
Capital
One
Financial,
3.75%,
3/9/27
23,993
22,957
Capital
One
Financial,
VR,
2.359%,
7/29/32 (6)
4,669
3,641
Capital
One
Financial,
VR,
3.273%,
3/1/30 (6)
9,245
8,288
Capital
One
Financial,
VR,
5.247%,
7/26/30 (6)
3,340
3,252
Capital
One
Financial,
VR,
5.70%,
2/1/30 (6)(7)
3,361
3,348
Capital
One
Financial,
VR,
6.051%,
2/1/35 (6)(7)
9,260
9,309
Capital
One
Financial,
VR,
7.624%,
10/30/31 (6)
3,005
3,275
Citigroup,
4.45%,
9/29/27
5,040
4,897
Citigroup,
VR,
2.561%,
5/1/32 (6)
10,603
8,761
Citigroup,
VR,
3.106%,
4/8/26 (6)
12,300
12,026
Citigroup,
VR,
5.827%,
2/13/35 (6)
57,900
57,330
Danske
Bank,
VR,
3.244%,
12/20/25 (1)(6)
21,957
21,632
Danske
Bank,
VR,
5.705%,
3/1/30 (1)(6)
12,075
12,075
Deutsche
Bank,
VR,
3.961%,
11/26/25 (6)
11,345
11,237
Fifth
Third
Bancorp,
2.375%,
1/28/25
3,260
3,188
Fifth
Third
Bancorp,
2.55%,
5/5/27
2,040
1,891
Fifth
Third
Bancorp,
VR,
5.631%,
1/29/32 (6)
5,270
5,220
Fifth
Third
Bancorp,
VR,
6.339%,
7/27/29 (6)(7)
12,345
12,606
Fifth
Third
Bancorp,
VR,
6.361%,
10/27/28 (6)
2,875
2,923
Fifth
Third
Bank,
2.25%,
2/1/27
830
765
Fifth
Third
Bank,
3.85%,
3/15/26
2,345
2,266
Fifth
Third
Bank,
3.95%,
7/28/25
1,630
1,598
Goldman
Sachs
Group,
VR,
2.383%,
7/21/32 (6)
17,802
14,400
Goldman
Sachs
Group,
VR,
3.615%,
3/15/28 (6)
20,205
19,260
Goldman
Sachs
Group,
VR,
3.691%,
6/5/28 (6)
6,770
6,446
Goldman
Sachs
Group,
VR,
4.482%,
8/23/28 (6)
22,790
22,181
Huntington
National
Bank,
VR,
5.699%,
11/18/25 (6)
3,380
3,368
ING
Groep,
VR,
6.114%,
9/11/34 (6)
9,190
9,477
JPMorgan
Chase,
VR,
1.764%,
11/19/31 (6)
42,600
34,260
JPMorgan
Chase,
VR,
2.522%,
4/22/31 (6)
4,475
3,836
JPMorgan
Chase,
VR,
2.739%,
10/15/30 (6)
12,398
10,811
JPMorgan
Chase,
VR,
2.956%,
5/13/31 (6)
38,833
33,585
JPMorgan
Chase,
VR,
5.04%,
1/23/28 (6)
9,645
9,518
JPMorgan
Chase,
VR,
5.336%,
1/23/35 (6)
8,860
8,727
Morgan
Stanley,
VR,
1.512%,
7/20/27 (6)
22,190
20,428
Morgan
Stanley,
VR,
5.173%,
1/16/30 (6)
15,220
15,100
PNC
Financial
Services
Group,
VR,
5.30%,
1/21/28 (6)
4,985
4,952
PNC
Financial
Services
Group,
VR,
6.875%,
10/20/34 (6)
16,895
18,288
Santander
Holdings
USA,
VR,
6.124%,
5/31/27 (6)
4,460
4,479
Santander
Holdings
USA,
VR,
6.342%,
5/31/35 (6)
21,625
21,662
Par/Shares
$
Value
(Amounts
in
000s)
Santander
UK
Group
Holdings,
VR,
1.532%,
8/21/26 (6)
48,133
45,570
Societe
Generale,
VR,
5.519%,
1/19/28 (1)(6)
33,760
33,317
Societe
Generale,
VR,
5.634%,
1/19/30 (1)(6)(7)
19,725
19,541
Standard
Chartered,
VR,
1.456%,
1/14/27 (1)(6)
10,354
9,657
Standard
Chartered,
VR,
5.905%,
5/14/35 (1)(6)
28,730
28,742
U.S.
Bancorp,
VR,
5.384%,
1/23/30 (6)
6,380
6,340
U.S.
Bancorp,
VR,
5.678%,
1/23/35 (6)
28,985
28,859
UBS,
5.65%,
9/11/28
4,755
4,845
UBS
AG,
7.50%,
2/15/28
4,460
4,757
UBS
Group,
4.55%,
4/17/26
3,670
3,606
UBS
Group,
VR,
1.305%,
2/2/27 (1)(6)
16,210
15,018
UBS
Group,
VR,
1.364%,
1/30/27 (1)(6)
14,633
13,628
UBS
Group,
VR,
2.193%,
6/5/26 (1)(6)
15,135
14,602
UBS
Group,
VR,
2.746%,
2/11/33 (1)(6)
7,329
5,991
UBS
Group,
VR,
3.091%,
5/14/32 (1)(6)
15,685
13,377
UBS
Group,
VR,
4.751%,
5/12/28 (1)(6)
4,085
3,997
UBS
Group,
VR,
5.711%,
1/12/27 (1)(6)
4,035
4,035
UBS
Group,
VR,
6.246%,
9/22/29 (1)(6)
3,135
3,221
UBS
Group,
VR,
6.301%,
9/22/34 (1)(6)
12,855
13,378
UBS
Group,
VR,
6.537%,
8/12/33 (1)(6)
1,600
1,685
UBS
Group,
VR,
9.25% (1)(6)(8)
2,250
2,402
Wells
Fargo,
VR,
2.572%,
2/11/31 (6)
49,550
42,612
Wells
Fargo,
VR,
4.478%,
4/4/31 (6)
16,431
15,610
Wells
Fargo,
VR,
5.198%,
1/23/30 (6)
19,905
19,650
1,149,629
Brokerage
Asset
Managers
Exchanges
0.3%
HAT
Holdings
I,
8.00%,
6/15/27 (1)
10,245
10,591
Jane
Street
Group,
7.125%,
4/30/31 (1)
11,795
11,972
Lseg
U.S.
Fin,
5.297%,
3/28/34 (1)
12,015
11,879
LSEGA
Financing,
2.50%,
4/6/31 (1)
14,998
12,555
LSEGA
Financing,
3.20%,
4/6/41 (1)
6,705
4,977
51,974
Finance
Companies
0.3%
AerCap
Ireland
Capital,
3.30%,
1/30/32
10,508
8,964
AerCap
Ireland
Capital,
5.10%,
1/19/29
7,745
7,599
Navient,
9.375%,
7/25/30
6,025
6,258
Navient,
11.50%,
3/15/31
4,955
5,438
OneMain
Finance,
9.00%,
1/15/29
11,155
11,699
39,958
Financial
Other
0.0%
Howard
Hughes,
5.375%,
8/1/28 (1)
3,050
2,871
2,871
Insurance
2.2%
Alliant
Holdings
Intermediate,
6.75%,
4/15/28 (1)
6,565
6,573
Par/Shares
$
Value
(Amounts
in
000s)
Alliant
Holdings
Intermediate,
7.00%,
1/15/31 (1)
2,450
2,456
AmWINS
Group,
6.375%,
2/15/29 (1)
4,935
4,898
Aon,
2.80%,
5/15/30
3,835
3,337
Athene
Global
Funding,
5.684%,
2/23/26 (1)
22,515
22,452
Centene,
2.50%,
3/1/31
23,230
18,947
Centene,
3.00%,
10/15/30
8,330
7,049
Centene,
3.375%,
2/15/30
9,455
8,321
Centene,
4.25%,
12/15/27
3,340
3,177
Centene,
4.625%,
12/15/29
41,038
38,473
CNO
Financial
Group,
5.25%,
5/30/25
9,713
9,652
Corebridge
Financial,
3.85%,
4/5/29
3,495
3,243
Corebridge
Financial,
3.90%,
4/5/32
16,445
14,696
Corebridge
Global
Funding,
5.20%,
1/12/29 (1)
3,270
3,242
Elevance
Health,
5.125%,
2/15/53
8,335
7,659
HUB
International,
7.25%,
6/15/30 (1)
13,485
13,704
Humana,
3.95%,
3/15/27
6,275
6,045
Humana,
4.875%,
4/1/30
15,720
15,289
Humana,
5.375%,
4/15/31
15,235
15,034
Humana,
5.75%,
4/15/54 (7)
6,310
6,080
Humana,
5.95%,
3/15/34 (7)
9,325
9,485
Jones
Deslauriers
Insurance
Management,
8.50%,
3/15/30 (1)
7,898
8,293
Marsh
&
McLennan,
5.70%,
9/15/53
20,305
20,368
Metropolitan
Life
Global
Funding
I,
5.15%,
3/28/33 (1)
9,335
9,159
Panther
Escrow
Issuer,
7.125%,
6/1/31 (1)
4,685
4,714
UnitedHealth
Group,
4.50%,
4/15/33 (7)
16,060
15,280
UnitedHealth
Group,
5.00%,
4/15/34
22,045
21,561
UnitedHealth
Group,
5.05%,
4/15/53
41,794
38,911
UnitedHealth
Group,
5.875%,
2/15/53
28,585
29,774
367,872
Real
Estate
Investment
Trusts
0.6%
Alexandria
Real
Estate
Equities,
5.25%,
5/15/36
2,525
2,420
Brixmor
Operating
Partnership,
3.90%,
3/15/27
30,217
28,870
Brixmor
Operating
Partnership,
4.05%,
7/1/30
1,984
1,821
Brixmor
Operating
Partnership,
4.125%,
6/15/26
55,609
53,960
Essex
Portfolio,
1.65%,
1/15/31 (7)
10,099
7,954
Invitation
Homes
Operating
Partnership,
5.45%,
8/15/30
4,206
4,190
99,215
Total
Financial
Institutions
1,711,519
INDUSTRIAL
13.1%
Basic
Industry
0.2%
AngloGold
Ashanti
Holdings,
3.375%,
11/1/28 (7)
3,725
3,329
Freeport-McMoRan,
4.375%,
8/1/28
6,681
6,405
Freeport-McMoRan,
5.00%,
9/1/27
1,558
1,533
Par/Shares
$
Value
(Amounts
in
000s)
Westlake,
1.625%,
7/17/29
(EUR)
20,686
19,873
31,140
Capital
Goods
0.8%
AGCO,
5.80%,
3/21/34
4,170
4,151
BAE
Systems,
5.30%,
3/26/34 (1)
10,970
10,799
Boeing,
3.25%,
2/1/28
3,405
3,099
Boeing,
3.75%,
2/1/50
5,030
3,278
Boeing,
5.04%,
5/1/27
8,010
7,828
Boeing,
6.388%,
5/1/31 (1)
8,645
8,751
Boeing,
6.528%,
5/1/34 (1)
19,815
20,075
Boeing,
6.858%,
5/1/54 (1)
6,405
6,491
Ingersoll
Rand,
5.314%,
6/15/31 (7)
8,185
8,191
Ingersoll
Rand,
5.45%,
6/15/34 (7)
6,700
6,691
Ingersoll
Rand,
5.70%,
6/15/54
5,610
5,673
Owens
Corning,
5.70%,
6/15/34
8,985
9,008
Owens
Corning,
5.95%,
6/15/54 (7)
9,090
9,123
Ritchie
Bros
Holdings,
7.75%,
3/15/31 (1)
5,237
5,453
Stanley
Black
&
Decker,
2.75%,
11/15/50
6,891
3,929
TransDigm,
6.875%,
12/15/30 (1)
4,195
4,232
TransDigm,
7.125%,
12/1/31 (1)
7,965
8,134
124,906
Communications
3.3%
Altice
Financing,
5.00%,
1/15/28 (1)(7)
3,861
3,021
Altice
Financing,
9.625%,
7/15/27 (1)
10,603
9,781
American
Tower,
5.20%,
2/15/29
6,015
5,973
American
Tower,
5.45%,
2/15/34
17,660
17,453
AT&T,
3.50%,
9/15/53
11,088
7,471
CCO
Holdings,
6.375%,
9/1/29 (1)
8,250
7,703
CCO
Holdings,
7.375%,
3/1/31 (1)
1,460
1,409
Cellnex
Finance,
2.00%,
9/15/32
(EUR)
12,400
11,451
Cellnex
Finance,
2.00%,
2/15/33
(EUR)
9,200
8,411
Cellnex
Telecom,
1.75%,
10/23/30
(EUR) (7)
5,400
5,116
Charter
Communications
Operating,
2.80%,
4/1/31
20,830
16,959
Charter
Communications
Operating,
3.75%,
2/15/28
8,600
7,971
Charter
Communications
Operating,
5.25%,
4/1/53 (7)
21,850
17,220
Charter
Communications
Operating,
6.484%,
10/23/45
5,900
5,432
Charter
Communications
Operating,
6.65%,
2/1/34 (7)
19,440
19,687
Comcast,
3.25%,
11/1/39
23,223
17,703
Crown
Castle,
5.60%,
6/1/29
12,885
12,959
Crown
Castle,
5.80%,
3/1/34
8,360
8,416
Crown
Castle
Towers,
3.663%,
5/15/25 (1)
50,986
49,865
CSC
Holdings,
11.75%,
1/31/29 (1)
2,965
2,350
Interpublic
Group,
4.65%,
10/1/28
7,525
7,320
Meta
Platforms,
5.60%,
5/15/53
26,215
26,500
Par/Shares
$
Value
(Amounts
in
000s)
Netflix,
4.625%,
5/15/29
(EUR)
7,605
8,565
Rogers
Communications,
3.80%,
3/15/32
10,875
9,619
Rogers
Communications,
4.35%,
5/1/49
1,365
1,080
Rogers
Communications,
4.55%,
3/15/52
56,583
45,924
Rogers
Communications,
5.00%,
2/15/29
18,431
18,096
Rogers
Communications,
5.30%,
2/15/34 (7)
20,675
20,085
SBA
Tower
Trust,
1.84%,
4/15/27 (1)
21,685
19,348
SBA
Tower
Trust,
2.593%,
10/15/31 (1)
17,515
14,128
Sirius
XM
Radio,
4.00%,
7/15/28 (1)
4,365
3,885
Sirius
XM
Radio,
5.00%,
8/1/27 (1)
4,168
3,944
Sprint
Capital,
6.875%,
11/15/28
24,540
25,828
Sprint
Capital,
8.75%,
3/15/32
15,530
18,500
T-Mobile
USA,
5.75%,
1/15/54
34,110
33,939
T-Mobile
USA,
6.00%,
6/15/54 (7)
9,255
9,553
Vmed
O2
U.K.
Financing
I,
7.75%,
4/15/32 (1)
13,850
13,504
Walt
Disney,
3.60%,
1/13/51
9,955
7,402
Warnermedia
Holdings,
3.755%,
3/15/27
19,535
18,508
542,079
Consumer
Cyclical
1.5%
Caesars
Entertainment,
7.00%,
2/15/30 (1)
5,700
5,757
Carnival,
7.00%,
8/15/29 (1)
3,575
3,669
Carnival,
10.50%,
6/1/30 (1)(7)
7,385
7,994
Clarios
Global,
6.75%,
5/15/28 (1)
4,857
4,893
Daimler
Truck
Finance
North
America,
5.375%,
1/18/34 (1)
2,275
2,250
Dollar
General,
5.45%,
7/5/33 (7)
1,352
1,334
Ford
Motor,
9.625%,
4/22/30
8,295
9,609
Ford
Motor
Credit,
4.95%,
5/28/27
6,895
6,709
Ford
Motor
Credit,
5.80%,
3/5/27
6,545
6,524
Ford
Motor
Credit,
6.798%,
11/7/28
5,070
5,236
Ford
Motor
Credit,
6.80%,
5/12/28
4,760
4,894
Ford
Motor
Credit,
7.122%,
11/7/33
5,050
5,368
Ford
Motor
Credit,
7.35%,
11/4/27
1,255
1,304
General
Motors
Financial,
5.55%,
7/15/29
12,735
12,687
General
Motors
Financial,
5.80%,
6/23/28
6,420
6,461
GLP
Capital,
3.35%,
9/1/24
6,162
6,114
Hilton
Domestic
Operating,
6.125%,
4/1/32 (1)
4,605
4,536
Hyundai
Capital
America,
5.35%,
3/19/29 (1)
5,630
5,588
Hyundai
Capital
America,
5.40%,
1/8/31 (1)(7)
3,290
3,268
Hyundai
Capital
America,
5.50%,
3/30/26 (1)(7)
5,370
5,359
Hyundai
Capital
America,
6.50%,
1/16/29 (1)
6,620
6,864
Las
Vegas
Sands,
3.50%,
8/18/26
10,677
10,142
Las
Vegas
Sands,
5.90%,
6/1/27
3,795
3,800
Lowe's,
4.25%,
4/1/52
4,402
3,455
Par/Shares
$
Value
(Amounts
in
000s)
Lowe's,
5.625%,
4/15/53
6,080
5,873
Lowe's,
5.75%,
7/1/53
5,950
5,855
Match
Group
Holdings
II,
5.00%,
12/15/27 (1)
4,992
4,730
Rivian
Holdings,
FRN,
6M
TSFR
+
6.028%,
11.31%,
10/15/26 (1)
5,270
5,165
Ross
Stores,
1.875%,
4/15/31 (7)
20,720
16,788
Royal
Caribbean
Cruises,
6.25%,
3/15/32 (1)
1,990
1,972
Royal
Caribbean
Cruises,
8.25%,
1/15/29 (1)
7,470
7,881
Six
Flags
Entertainment,
6.625%,
5/1/32 (1)
7,020
6,994
VF,
2.95%,
4/23/30 (7)
16,259
13,142
Volkswagen
Group
of
America
Finance,
4.75%,
11/13/28 (1)
13,610
13,260
Volkswagen
Group
of
America
Finance,
5.60%,
3/22/34 (1)
14,705
14,565
Yum!
Brands,
5.375%,
4/1/32
4,970
4,734
ZF
North
America
Capital,
6.75%,
4/23/30 (1)
3,890
3,929
ZF
North
America
Capital,
6.875%,
4/23/32 (1)
4,735
4,830
ZF
North
America
Capital,
7.125%,
4/14/30 (1)
1,690
1,739
245,272
Consumer
Non-Cyclical
3.6%
AbbVie,
4.05%,
11/21/39
13,104
11,354
AbbVie,
4.25%,
11/21/49
14,924
12,396
AbbVie,
4.50%,
5/14/35
20,682
19,421
AbbVie,
4.875%,
11/14/48
28,471
26,187
AbbVie,
5.05%,
3/15/34
22,365
22,113
Anheuser-Busch
InBev
Worldwide,
5.55%,
1/23/49
22,565
22,520
Astrazeneca
Finance,
5.00%,
2/26/34
25,165
24,845
BAT
Capital,
2.259%,
3/25/28
5,565
4,960
BAT
Capital,
6.00%,
2/20/34
8,890
8,995
BAT
Capital,
6.343%,
8/2/30
3,090
3,225
BAT
Capital,
7.079%,
8/2/43
8,280
8,809
BAT
Capital,
7.081%,
8/2/53 (7)
26,775
28,837
Bayer
U.S.
Finance,
6.25%,
1/21/29 (1)
7,686
7,806
Bayer
U.S.
Finance,
6.375%,
11/21/30 (1)
11,085
11,307
Bayer
U.S.
Finance
II,
4.25%,
12/15/25 (1)
8,165
7,953
Becton
Dickinson
&
Company,
2.823%,
5/20/30
10,563
9,237
Bimbo
Bakeries
USA,
5.375%,
1/9/36 (1)
3,410
3,296
Bimbo
Bakeries
USA,
6.40%,
1/15/34 (1)
3,390
3,575
Bristol-Myers
Squibb,
5.55%,
2/22/54
7,205
7,076
Bristol-Myers
Squibb,
5.65%,
2/22/64
9,630
9,417
Bristol-Myers
Squibb,
6.25%,
11/15/53
11,112
11,919
CVS
Health,
5.05%,
3/25/48
37,769
32,613
CVS
Health,
5.625%,
2/21/53
16,520
15,373
CVS
Health,
5.875%,
6/1/53
9,060
8,725
Eli
Lilly,
4.70%,
2/9/34
25,605
24,871
HCA,
3.50%,
9/1/30
18,270
16,306
Par/Shares
$
Value
(Amounts
in
000s)
Icon
Investments
Six,
5.849%,
5/8/29
4,535
4,578
Icon
Investments
Six,
6.00%,
5/8/34
5,710
5,809
IQVIA,
6.25%,
2/1/29
13,440
13,726
IQVIA,
6.50%,
5/15/30 (1)
435
438
Mars,
4.75%,
4/20/33 (1)
16,610
16,036
Mattel,
5.875%,
12/15/27 (1)(7)
16,405
16,282
Medline
Borrower,
6.25%,
4/1/29 (1)
11,715
11,700
Mondelez
International,
2.75%,
4/13/30
4,714
4,138
Pfizer
Investment
Enterprises,
5.30%,
5/19/53
10,425
9,975
Pfizer
Investment
Enterprises,
5.34%,
5/19/63
17,625
16,551
Philip
Morris
International,
5.125%,
2/15/30
10,740
10,657
Revvity,
1.90%,
9/15/28
13,950
12,091
Revvity,
2.25%,
9/15/31
7,580
6,147
Revvity,
3.30%,
9/15/29
10,440
9,441
Sartorius
Finance,
4.875%,
9/14/35
(EUR)
14,300
16,238
Solventum,
5.40%,
3/1/29 (1)
15,605
15,508
Solventum,
5.60%,
3/23/34 (1)
16,310
16,024
Solventum,
5.90%,
4/30/54 (1)
16,480
15,821
Solventum,
6.00%,
5/15/64 (1)
16,455
15,702
Sutter
Health,
5.164%,
8/15/33
5,265
5,237
Teva
Pharmaceutical
Finance
Netherlands
III,
8.125%,
9/15/31
4,195
4,578
589,813
Energy
3.1%
Boardwalk
Pipelines,
3.40%,
2/15/31
15,531
13,527
Cheniere
Corpus
Christi
Holdings,
5.125%,
6/30/27
10,066
9,965
Cheniere
Energy,
4.625%,
10/15/28
6,820
6,581
Cheniere
Energy,
5.65%,
4/15/34 (1)
16,590
16,463
Cheniere
Energy
Partners,
4.50%,
10/1/29
4,379
4,160
Cheniere
Energy
Partners,
5.75%,
8/15/34 (1)
25,305
25,080
Cheniere
Energy
Partners,
5.95%,
6/30/33
13,221
13,304
Columbia
Pipelines
Holding,
5.681%,
1/15/34 (1)
16,685
16,334
Continental
Resources,
4.375%,
1/15/28
3,430
3,271
Diamondback
Energy,
5.15%,
1/30/30
5,650
5,588
Diamondback
Energy,
5.40%,
4/18/34
25,974
25,530
Diamondback
Energy,
5.75%,
4/18/54
8,900
8,564
Diamondback
Energy,
5.90%,
4/18/64
11,060
10,645
Diamondback
Energy,
6.25%,
3/15/53
3,420
3,526
Enbridge,
5.30%,
4/5/29
9,800
9,761
Enbridge,
5.625%,
4/5/34
13,535
13,407
Enbridge,
6.20%,
11/15/30
5,155
5,378
Enbridge,
6.70%,
11/15/53
8,130
8,868
Energy
Transfer,
2.90%,
5/15/25
8,697
8,459
Energy
Transfer,
5.55%,
5/15/34
8,960
8,808
Par/Shares
$
Value
(Amounts
in
000s)
Energy
Transfer,
5.95%,
5/15/54
5,935
5,701
Energy
Transfer,
6.40%,
12/1/30
11,100
11,599
Energy
Transfer,
6.55%,
12/1/33
5,350
5,640
Eni,
5.50%,
5/15/34 (1)
12,625
12,554
Eni,
5.95%,
5/15/54 (1)
15,730
15,585
Hilcorp
Energy
I,
8.375%,
11/1/33 (1)
8,416
8,963
Kinetik
Holdings,
5.875%,
6/15/30 (1)
2,861
2,786
Kinetik
Holdings,
6.625%,
12/15/28 (1)
593
597
Occidental
Petroleum,
6.125%,
1/1/31
13,454
13,740
Occidental
Petroleum,
6.20%,
3/15/40
3,705
3,719
Occidental
Petroleum,
6.375%,
9/1/28 (7)
4,630
4,752
Occidental
Petroleum,
6.45%,
9/15/36
3,105
3,237
Occidental
Petroleum,
6.625%,
9/1/30
4,570
4,776
Occidental
Petroleum,
7.50%,
5/1/31
12,010
13,226
Occidental
Petroleum,
8.50%,
7/15/27
5,295
5,672
Occidental
Petroleum,
8.875%,
7/15/30
26,910
30,711
ONEOK,
5.65%,
11/1/28
3,150
3,185
ONEOK,
5.80%,
11/1/30
9,460
9,628
ONEOK,
6.05%,
9/1/33
9,310
9,548
Ovintiv,
5.65%,
5/15/28
6,425
6,484
Raizen
Fuels
Finance,
6.45%,
3/5/34 (1)
5,330
5,415
Raizen
Fuels
Finance,
6.95%,
3/5/54 (1)
4,930
4,976
Sabine
Pass
Liquefaction,
4.20%,
3/15/28
3,320
3,191
Sunoco,
7.00%,
5/1/29 (1)
1,950
1,984
Sunoco,
7.25%,
5/1/32 (1)
3,641
3,714
Tallgrass
Energy
Partners,
7.375%,
2/15/29 (1)
940
942
Targa
Resources,
6.15%,
3/1/29
15,155
15,549
Targa
Resources
Partners,
5.00%,
1/15/28
3,285
3,195
Targa
Resources
Partners,
5.50%,
3/1/30
5,907
5,811
Targa
Resources
Partners,
6.875%,
1/15/29
3,817
3,917
TER
Finance
Jersey,
Series
21,
Zero
Coupon,
1/2/25 (1)(9)
23,600
22,715
Venture
Global
Calcasieu
Pass,
4.125%,
8/15/31 (1)
5,595
4,931
Venture
Global
Calcasieu
Pass,
6.25%,
1/15/30 (1)
3,960
3,955
Venture
Global
LNG,
8.375%,
6/1/31 (1)
3,230
3,331
Venture
Global
LNG,
9.50%,
2/1/29 (1)
15,710
16,986
Western
Midstream
Operating,
4.50%,
3/1/28
3,365
3,239
Western
Midstream
Operating,
6.35%,
1/15/29
3,190
3,287
Williams,
2.60%,
3/15/31
29,960
25,207
521,667
Industrial
Other
0.0%
Booz
Allen
Hamilton,
5.95%,
8/4/33
7,290
7,481
7,481
Technology
0.5%
Atlassian,
5.25%,
5/15/29
5,055
5,036
Par/Shares
$
Value
(Amounts
in
000s)
Boost
Newco
Borrower,
7.50%,
1/15/31 (1)
4,410
4,559
Broadcom,
2.60%,
2/15/33 (1)
11,876
9,458
Broadcom,
3.419%,
4/15/33 (1)
16,816
14,338
Fiserv,
4.20%,
10/1/28
3,380
3,228
Micron
Technology,
6.75%,
11/1/29
11,330
11,996
Motorola
Solutions,
5.00%,
4/15/29
6,750
6,647
Motorola
Solutions,
5.40%,
4/15/34
7,860
7,766
Oracle,
4.90%,
2/6/33
16,745
16,147
UKG,
6.875%,
2/1/31 (1)
6,580
6,621
85,796
Transportation
0.1%
Autostrade
per
l'Italia,
2.00%,
1/15/30
(EUR)
17,020
16,475
Genesee
&
Wyoming,
6.25%,
4/15/32 (1)
5,025
4,962
21,437
Total
Industrial
2,169,591
UTILITY
3.0%
Electric
2.8%
American
Electric
Power,
5.20%,
1/15/29
11,820
11,724
Baltimore
Gas
&
Electric,
5.40%,
6/1/53 (7)
7,960
7,634
DTE
Energy,
4.875%,
6/1/28
3,220
3,169
DTE
Energy,
5.10%,
3/1/29
22,930
22,598
Duke
Energy,
5.00%,
8/15/52
21,270
18,533
Duke
Energy,
6.10%,
9/15/53
10,092
10,331
Edison
International,
6.95%,
11/15/29
3,045
3,229
Eversource
Energy,
5.85%,
4/15/31
12,870
12,980
Eversource
Energy,
5.95%,
7/15/34
24,805
24,917
Exelon,
5.45%,
3/15/34
8,675
8,604
Exelon,
5.60%,
3/15/53
26,830
25,858
FirstEnergy,
2.65%,
3/1/30 (7)
5,829
5,021
FirstEnergy,
Series
B,
2.25%,
9/1/30
2,840
2,353
FirstEnergy,
Series
C,
3.40%,
3/1/50
19,676
12,985
Georgia
Power,
4.95%,
5/17/33
17,255
16,751
Georgia
Power,
5.25%,
3/15/34
18,800
18,674
Indianapolis
Power
&
Light,
5.70%,
4/1/54 (1)
5,430
5,297
IPALCO
Enterprises,
5.75%,
4/1/34 (1)
9,230
9,075
MidAmerican
Energy,
5.85%,
9/15/54
6,460
6,624
NextEra
Energy
Capital
Holdings,
2.44%,
1/15/32
9,941
8,137
Niagara
Mohawk
Power,
5.664%,
1/17/54 (1)
9,190
8,832
NRG
Energy,
4.45%,
6/15/29 (1)
9,592
9,005
Pacific
Gas
&
Electric,
2.10%,
8/1/27
7,517
6,770
Pacific
Gas
&
Electric,
2.50%,
2/1/31
21,478
17,726
Pacific
Gas
&
Electric,
3.30%,
12/1/27
3,550
3,294
Pacific
Gas
&
Electric,
3.95%,
12/1/47 (7)
10,551
7,602
Par/Shares
$
Value
(Amounts
in
000s)
Pacific
Gas
&
Electric,
4.55%,
7/1/30 (7)
17,647
16,663
Pacific
Gas
&
Electric,
5.80%,
5/15/34
12,560
12,531
Pacific
Gas
&
Electric,
6.70%,
4/1/53 (7)
5,775
6,095
Pacific
Gas
&
Electric,
6.75%,
1/15/53
12,830
13,532
Pacific
Gas
&
Electric,
6.95%,
3/15/34
9,445
10,190
PacifiCorp,
5.30%,
2/15/31
14,010
13,871
Palomino
Funding
Trust
I,
7.233%,
5/17/28 (1)
9,700
10,075
Southern,
5.70%,
3/15/34
27,500
27,915
Southern
California
Edison,
5.45%,
6/1/31
4,600
4,614
Southern
California
Edison,
5.70%,
3/1/53
8,250
8,031
Talen
Energy
Supply,
8.625%,
6/1/30 (1)
12,143
13,023
Vistra,
VR,
8.00% (1)(6)(8)
16,305
16,468
Vistra,
Series
C,
VR,
8.875% (1)(6)(8)
8,200
8,487
Vistra
Operations,
6.00%,
4/15/34 (1)
5,820
5,832
Vistra
Operations,
6.95%,
10/15/33 (1)
7,385
7,839
Vistra
Operations,
7.75%,
10/15/31 (1)
8,110
8,414
471,303
Natural
Gas
0.2%
Boston
Gas,
6.119%,
7/20/53 (1)(7)
5,860
5,781
Engie,
5.25%,
4/10/29 (1)
6,335
6,296
Engie,
5.625%,
4/10/34 (1)
7,835
7,845
NiSource,
5.25%,
3/30/28
3,395
3,382
Sempra,
3.40%,
2/1/28
3,450
3,238
Sempra,
3.70%,
4/1/29
5,350
4,983
31,525
Total
Utility
502,828
Total
Corporate
Bonds
(Cost
$4,522,544)
4,383,938
FOREIGN
GOVERNMENT
OBLIGATIONS
&
MUNICIPALITIES
1.4%
Owned
No
Guarantee
0.8%
Corp.
Nacional
del
Cobre
de
Chile,
6.30%,
9/8/53
3,735
3,664
Corp.
Nacional
del
Cobre
de
Chile,
6.44%,
1/26/36 (1)
9,730
9,939
Freeport
Indonesia,
5.315%,
4/14/32 (7)
6,785
6,548
Gaci
First
Investment,
4.875%,
2/14/35
17,430
16,394
Gaci
First
Investment,
5.125%,
2/14/53
28,255
24,190
Petroleos
Mexicanos,
6.50%,
3/13/27
42,050
39,808
Republic
of
Chile,
3.625%,
8/1/27
7,685
7,258
Republic
of
Chile,
6.30%,
9/8/53 (1)
20,560
20,169
127,970
Sovereign
0.6%
Kingdom
of
Saudi
Arabia,
5.75%,
1/16/54 (1)
12,140
11,755
Par/Shares
$
Value
(Amounts
in
000s)
Republic
of
Panama,
7.50%,
3/1/31
32,770
33,928
Republic
of
Romania,
5.875%,
1/30/29 (1)
18,690
18,547
United
Mexican
States,
5.00%,
5/7/29
16,700
16,306
United
Mexican
States,
6.00%,
5/7/36
15,680
15,426
95,962
Total
Foreign
Government
Obligations
&
Municipalities
(Cost
$223,689)
223,932
MUNICIPAL
SECURITIES
0.0%
California
0.0%
Los
Angeles
Dept.
of
Airports,
Build
America,
6.582%,
5/15/39
3,140
3,346
3,346
Illinois
0.0%
Illinois,
Build
America,
GO,
7.35%,
7/1/35
3,651
3,916
3,916
Total
Municipal
Securities
(Cost
$7,196)
7,262
NON-U.S.
GOVERNMENT
MORTGAGE-BACKED
SECURITIES
2.4%
Collateralized
Mortgage
Obligations
0.9%
BINOM
Securitization
Trust
Series
2021-INV1,
Class
A1,
CMO,
ARM
2.034%,
6/25/56 (1)
8,699
7,492
Citigroup
Mortgage
Loan
Trust
Series
2022-INV1,
Class
A4B,
CMO,
ARM
3.00%,
11/27/51 (1)
7,278
5,874
Connecticut
Avenue
Securities
Series
2017-C06,
Class
2ED1,
CMO,
ARM
SOFR30A
+
1.114%,
6.438%,
2/25/30
78
78
Connecticut
Avenue
Securities
Series
2022-R01,
Class
1M2,
CMO,
ARM
SOFR30A
+
1.90%,
7.224%,
12/25/41 (1)
19,620
19,840
Flagstar
Mortgage
Trust
Series
2018-6RR,
Class
2A4,
CMO,
ARM
4.00%,
9/25/48 (1)
814
773
Flagstar
Mortgage
Trust
Series
2020-1INV,
Class
A11,
CMO,
ARM
1M
TSFR
+
0.964%,
6.00%,
3/25/50 (1)
3,485
3,282
Flagstar
Mortgage
Trust
Series
2021-5INV,
Class
A16,
CMO,
ARM
2.50%,
7/25/51 (1)
9,296
7,192
Par/Shares
$
Value
(Amounts
in
000s)
Flagstar
Mortgage
Trust
Series
2021-8INV,
Class
A18,
CMO,
ARM
2.50%,
9/25/51 (1)
8,488
6,567
FWD
Securitization
Trust
Series
2020-INV1,
Class
A3,
CMO,
ARM
2.44%,
1/25/50 (1)
1,013
928
Galton
Funding
Mortgage
Trust
Series
2018-1,
Class
A23,
CMO,
ARM
3.50%,
11/25/57 (1)
731
642
Galton
Funding
Mortgage
Trust
Series
2018-2,
Class
A22,
CMO,
ARM
4.00%,
10/25/58 (1)
1,563
1,413
GS
Mortgage-Backed
Securities
Trust
Series
2014-EB1A,
Class
2A1,
CMO,
ARM
5.802%,
7/25/44 (1)
331
325
GS
Mortgage-Backed
Securities
Trust
Series
2020-INV1,
Class
A14,
CMO,
ARM
2.921%,
10/25/50 (1)
15,510
12,771
Imperial
Fund
Mortgage
Trust
Series
2021-NQM2,
Class
A1,
CMO,
ARM
1.073%,
9/25/56 (1)
11,011
8,923
JPMorgan
Mortgage
Trust
Series
2019-INV3,
Class
A3,
CMO,
ARM
3.50%,
5/25/50 (1)
4,315
3,797
JPMorgan
Mortgage
Trust
Series
2020-INV1,
Class
A11,
CMO,
ARM
1M
TSFR
+
0.944%,
6.00%,
8/25/50 (1)
2,187
2,068
JPMorgan
Mortgage
Trust
Series
2020-INV1,
Class
A3,
CMO,
ARM
3.50%,
8/25/50 (1)
3,698
3,197
JPMorgan
Mortgage
Trust
Series
2020-LTV1,
Class
A15,
CMO,
ARM
3.50%,
6/25/50 (1)
243
236
JPMorgan
Mortgage
Trust
Series
2020-LTV1,
Class
A3,
CMO,
ARM
3.50%,
6/25/50 (1)
602
585
Morgan
Stanley
Residential
Mortgage
Loan
Trust
Series
2023-NQM1,
Class
A2,
CMO,
STEP
7.53%,
9/25/68 (1)
5,508
5,599
New
Residential
Mortgage
Loan
Trust
Series
2021-INV1,
Class
A4,
CMO,
ARM
2.50%,
6/25/51 (1)
5,822
4,516
New
Residential
Mortgage
Loan
Trust
Series
2021-INV2,
Class
A4,
CMO,
ARM
2.50%,
9/25/51 (1)
10,728
8,381
Par/Shares
$
Value
(Amounts
in
000s)
OBX
Trust
Series
2019-INV2,
Class
A25,
CMO,
ARM
4.00%,
5/27/49 (1)
906
813
OBX
Trust
Series
2019-INV2,
Class
A5,
CMO,
ARM
4.00%,
5/27/49 (1)
2,451
2,201
OBX
Trust
Series
2020-EXP1,
Class
1A8,
CMO,
ARM
3.50%,
2/25/60 (1)
6,317
5,500
OBX
Trust
Series
2023-NQM9,
Class
A2,
CMO,
STEP
7.513%,
10/25/63 (1)
1,285
1,301
Sequoia
Mortgage
Trust
Series
2018-CH1,
Class
A2,
CMO,
ARM
3.50%,
3/25/48 (1)
598
528
Sequoia
Mortgage
Trust
Series
2018-CH2,
Class
A3,
CMO,
ARM
4.00%,
6/25/48 (1)
2,750
2,501
Sequoia
Mortgage
Trust
Series
2018-CH3,
Class
A2,
CMO,
ARM
4.00%,
8/25/48 (1)
543
526
SG
Residential
Mortgage
Trust
Series
2019-3,
Class
A1,
CMO,
ARM
2.703%,
9/25/59 (1)
246
241
Structured
Agency
Credit
Risk
Debt
Notes
Series
2024-DNA2,
Class
A1,
CMO,
ARM
SOFR30A
+
1.25%,
6.574%,
5/25/44 (1)
12,690
12,706
Towd
Point
Mortgage
Trust
Series
2019-HY3,
Class
A1A,
CMO,
ARM
1M
TSFR
+
1.114%,
6.439%,
10/25/59 (1)
3,030
3,077
Verus
Securitization
Trust
Series
2019-INV2,
Class
A3,
CMO,
ARM
4.219%,
7/25/59 (1)
1,609
1,577
Verus
Securitization
Trust
Series
2019-INV3,
Class
A3,
CMO,
ARM
4.10%,
11/25/59 (1)
3,056
2,962
Verus
Securitization
Trust
Series
2020-INV1,
Class
A1,
CMO,
ARM
2.977%,
3/25/60 (1)
8
8
Verus
Securitization
Trust
Series
2022-1,
Class
A1,
CMO,
STEP
2.724%,
1/25/67 (1)
5,332
4,791
Vista
Point
Securitization
Trust
Series
2020-2,
Class
A1,
CMO,
ARM
1.475%,
4/25/65 (1)
1,720
1,568
144,779
Par/Shares
$
Value
(Amounts
in
000s)
Commercial
Mortgage-Backed
Securities
1.5%
Austin
Fairmont
Hotel
Trust
Series
2019-FAIR,
Class
B,
ARM
1M
TSFR
+
1.297%,
6.614%,
9/15/32 (1)
6,970
6,953
BBCMS
Mortgage
Trust
Series
2019-BWAY,
Class
D,
ARM
1M
TSFR
+
2.274%,
7.591%,
11/15/34 (1)
10,230
1,325
BX
Commercial
Mortgage
Trust
Series
2024-MDHS,
Class
A,
ARM
1M
TSFR
+
1.641%,
6.991%,
5/15/41 (1)
41,870
41,922
BX
Trust
Series
2021-ARIA,
Class
B,
ARM
1M
TSFR
+
1.411%,
6.728%,
10/15/36 (1)
6,815
6,736
Cantor
Commercial
Real
Estate
Lending
Series
2019-CF2,
Class
B
3.267%,
11/15/52
9,752
8,060
Citigroup
Commercial
Mortgage
Trust
Series
2019-C7,
Class
805A,
ARM
3.79%,
12/15/72 (1)
12,000
4,838
Citigroup
Commercial
Mortgage
Trust
Series
2020-555,
Class
C
3.031%,
12/10/41 (1)
8,370
7,032
Citigroup
Commercial
Mortgage
Trust
Series
2020-555,
Class
D
3.233%,
12/10/41 (1)
5,500
4,582
Cold
Storage
Trust
Series
2020-ICE5,
Class
A,
ARM
1M
TSFR
+
1.014%,
6.334%,
11/15/37 (1)
9,255
9,240
Cold
Storage
Trust
Series
2020-ICE5,
Class
B,
ARM
1M
TSFR
+
1.414%,
6.734%,
11/15/37 (1)
11,083
11,079
Eleven
Madison
Mortgage
Trust
Series
2015-11MD,
Class
A,
ARM
3.555%,
9/10/35 (1)
8,908
8,478
GS
Mortgage
Securities
Trust
Series
2019-GC40,
Class
B
3.543%,
7/10/52
12,730
10,679
JPMorgan
Chase
Commercial
Mortgage
Securities
Trust
Series
2018-WPT,
Class
AFX
4.248%,
7/5/33 (1)
9,825
9,088
JPMorgan
Chase
Commercial
Mortgage
Securities
Trust
Series
2018-WPT,
Class
BFX
4.549%,
7/5/33 (1)
7,620
6,606
JPMorgan
Chase
Commercial
Mortgage
Securities
Trust
Series
2018-WPT,
Class
CFX
4.95%,
7/5/33 (1)
11,395
9,297
Par/Shares
$
Value
(Amounts
in
000s)
MARQ
Trust
Series
2024-HOU,
Class
A,
ARM
1M
TSFR
+
1.591%,
6.91%,
6/15/29 (1)
7,965
7,945
MED
Commercial
Mortgage
Trust
Series
2024-MOB,
Class
A,
ARM
1M
TSFR
+
1.592%,
6.908%,
5/15/41 (1)
13,149
13,150
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust
Series
2014-C17,
Class
B,
ARM
4.464%,
8/15/47
20,470
20,204
SDR
Commercial
Mortgage
Trust
Series
2024-DSNY,
Class
A,
ARM
1M
TSFR
+
1.392%,
6.692%,
5/15/39 (1)
24,450
24,473
UBS
Commercial
Mortgage
Trust
Series
2018-C9,
Class
AS,
ARM
4.318%,
3/15/51
7,230
6,505
VNDO
Trust
Series
2016-350P,
Class
D,
ARM
3.903%,
1/10/35 (1)
8,849
8,016
WB
Commercial
Mortgage
Trust
Series
2024-HQ,
Class
A,
ARM
5.937%,
3/15/40 (1)
6,965
6,951
Worldwide
Plaza
Trust
Series
2017-WWP,
Class
A
3.526%,
11/10/36 (1)
19,849
14,436
247,595
Total
Non-U.S.
Government
Mortgage-Backed
Securities
(Cost
$447,352)
392,374
U.S.
GOVERNMENT
&
AGENCY
MORTGAGE-BACKED
SECURITIES
28.5%
U.S.
Government
Agency
Obligations
21.6%
Federal
Home
Loan
Mortgage
2.50%,
5/1/30
4,056
3,811
3.00%,
12/1/42
-
4/1/47
14,971
13,148
3.50%,
9/1/42
-
3/1/46
70,086
63,682
4.00%,
10/1/40
-
8/1/45
7,414
6,926
4.50%,
6/1/39
-
5/1/42
11,380
10,995
5.00%,
7/1/25
-
8/1/40
3,088
3,049
5.50%,
4/1/26
-
12/1/39
3,007
3,022
6.00%,
10/1/32
-
8/1/38
1,870
1,910
6.50%,
2/1/36
-
9/1/39
757
774
7.00%,
12/1/24
-
6/1/32
18
18
7.50%,
6/1/24
—
—
Federal
Home
Loan
Mortgage,
ARM
Par/Shares
$
Value
(Amounts
in
000s)
1Y
CMT
+
2.25%,
6.34%,
10/1/36
27
28
RFUCCT1Y
+
1.832%,
6.081%,
3/1/36
75
76
RFUCCT1Y
+
1.842%,
6.091%,
1/1/37
119
119
RFUCCT1Y
+
1.917%,
6.291%,
2/1/37
65
65
RFUCCT1Y
+
1.93%,
6.187%,
12/1/36
76
76
RFUCCT1Y
+
2.031%,
6.276%,
11/1/36
109
109
Federal
Home
Loan
Mortgage,
CMO,
PO,
Zero
Coupon,
8/15/28
4
4
Federal
Home
Loan
Mortgage,
UMBS
1.50%,
2/1/36
26,010
22,200
2.00%,
8/1/36
-
5/1/52
304,252
240,644
2.50%,
4/1/37
-
9/1/52
322,849
264,946
3.00%,
7/1/34
-
8/1/52
112,207
97,718
3.50%,
6/1/47
-
11/1/52
64,281
57,090
4.00%,
6/1/37
-
2/1/50
27,414
25,663
4.50%,
9/1/37
-
11/1/52
65,786
61,685
5.00%,
8/1/52
-
11/1/53
28,683
27,628
5.50%,
8/1/53
-
2/1/54
48,309
47,623
6.50%,
1/1/54
2,387
2,431
Federal
National
Mortgage
Assn.
3.00%,
6/1/33
-
8/1/46
5,726
4,952
3.50%,
6/1/42
-
5/1/46
42,360
38,414
4.00%,
11/1/40
7,339
6,918
Federal
National
Mortgage
Assn.,
ARM
RFUCCT1Y
+
1.34%,
5.59%,
12/1/35
62
62
RFUCCT1Y
+
1.597%,
5.839%,
7/1/36
188
192
RFUCCT1Y
+
1.655%,
5.905%,
8/1/37
44
44
RFUCCT1Y
+
1.87%,
6.12%,
8/1/36
113
113
Federal
National
Mortgage
Assn.,
CMO,
IO,
6.50%,
2/25/32
20
3
Federal
National
Mortgage
Assn.,
UMBS
1.50%,
2/1/37
-
1/1/42
65,351
54,468
2.00%,
11/1/35
-
7/1/52
995,426
791,433
2.50%,
5/1/30
-
9/1/52
533,237
439,185
3.00%,
6/1/27
-
7/1/52
392,025
342,784
3.50%,
11/1/32
-
3/1/52
121,767
110,497
4.00%,
7/1/35
-
12/1/52
188,690
175,157
4.50%,
7/1/39
-
7/1/52
96,694
92,498
5.00%,
3/1/25
-
9/1/53
94,639
91,992
5.50%,
4/1/34
-
2/1/54
105,507
104,280
6.00%,
11/1/32
-
1/1/54
162,203
163,459
6.50%,
8/1/27
-
1/1/54
39,297
40,148
7.00%,
10/1/29
-
4/1/37
94
97
UMBS,
TBA (10)
3.50%,
6/1/54
28,465
24,955
Par/Shares
$
Value
(Amounts
in
000s)
5.00%,
6/1/54
55,185
53,108
5.50%,
6/1/54
14,690
14,452
6.00%,
6/1/54
11,280
11,295
6.50%,
6/1/54
56,435
57,359
3,573,305
U.S.
Government
Obligations
6.9%
Government
National
Mortgage
Assn.
1.50%,
8/20/36
-
6/20/37
10,131
8,544
2.00%,
1/20/51
-
3/20/52
242,015
194,111
2.50%,
8/20/50
-
3/20/52
250,798
209,120
3.00%,
9/15/42
-
6/20/52
187,643
163,070
3.50%,
9/15/41
-
7/20/52
137,513
124,351
4.00%,
2/20/41
-
10/20/52
121,879
112,844
4.50%,
7/15/26
-
4/20/53
86,876
82,739
5.00%,
9/15/33
-
6/20/48
34,272
33,993
5.50%,
10/20/32
-
3/20/49
14,645
14,857
6.00%,
1/20/34
-
12/20/38
1,850
1,914
6.50%,
1/15/26
-
12/15/31
35
35
7.00%,
5/20/28
-
11/20/28
10
10
7.50%,
7/15/28
-
8/15/28
33
33
8.00%,
9/15/27
-
10/15/27
70
71
8.50%,
9/20/26
—
—
Government
National
Mortgage
Assn.,
CMO
3.00%,
11/20/47
-
12/20/47
2,764
2,462
3.50%,
10/20/50
9,510
7,707
Government
National
Mortgage
Assn.,
CMO,
IO
3.50%,
5/20/43
2,682
406
4.00%,
2/20/43
1,930
196
Government
National
Mortgage
Assn.,
TBA (10)
2.50%,
6/20/54
26,135
21,782
5.00%,
6/20/54
40,940
39,733
5.50%,
6/20/54
64,425
63,905
6.00%,
6/20/54
47,285
47,575
6.50%,
6/20/54
19,365
19,656
1,149,114
Total
U.S.
Government
&
Agency
Mortgage-Backed
Securities
(Cost
$5,104,701)
4,722,419
U.S.
GOVERNMENT
AGENCY
OBLIGATIONS
(EXCLUDING
MORTGAGE-BACKED)
30.7%
U.S.
Treasury
Obligations
30.7%
U.S.
Treasury
Bonds,
3.375%,
8/15/42
300,420
250,945
U.S.
Treasury
Bonds,
3.875%,
2/15/43 (11)
159,815
142,909
Par/Shares
$
Value
(Amounts
in
000s)
U.S.
Treasury
Bonds,
4.00%,
11/15/42 (11)
304,955
277,985
U.S.
Treasury
Bonds,
4.25%,
2/15/54
309,420
290,275
U.S.
Treasury
Bonds,
4.50%,
2/15/44
442,680
429,676
U.S.
Treasury
Inflation-Indexed
Notes,
1.375%,
7/15/33
125,991
118,530
U.S.
Treasury
Inflation-Indexed
Notes,
1.75%,
1/15/34
561,970
543,267
U.S.
Treasury
Notes,
0.625%,
12/31/27
206,375
179,546
U.S.
Treasury
Notes,
0.625%,
8/15/30
60,645
48,042
U.S.
Treasury
Notes,
1.50%,
1/31/27
308,150
283,546
U.S.
Treasury
Notes,
3.25%,
6/30/27
234,665
225,352
U.S.
Treasury
Notes,
3.875%,
11/30/27
212,795
207,741
U.S.
Treasury
Notes,
4.125%,
6/15/26
23,040
22,712
U.S.
Treasury
Notes,
4.125%,
9/30/27
228,435
224,901
U.S.
Treasury
Notes,
4.125%,
10/31/27
7,870
7,746
U.S.
Treasury
Notes,
4.25%,
2/28/29
37,790
37,377
U.S.
Treasury
Notes,
4.50%,
7/15/26
249,905
248,187
U.S.
Treasury
Notes,
4.625%,
2/28/26
159,700
158,852
U.S.
Treasury
Notes,
4.625%,
9/15/26 (11)
737,622
734,741
U.S.
Treasury
Notes,
4.625%,
10/15/26 (11)
346,295
345,105
U.S.
Treasury
Notes,
4.625%,
9/30/28
312,765
313,645
Total
U.S.
Government
Agency
Obligations
(Excluding
Mortgage-Backed)
(Cost
$5,188,362)
5,091,080
SHORT-TERM
INVESTMENTS
3.6%
Money
Market
Funds
3.6%
T.
Rowe
Price
Government
Reserve
Fund,
5.39% (4)(12)
600,784
600,784
Total
Short-Term
Investments
(Cost
$600,784)
600,784
SECURITIES
LENDING
COLLATERAL
0.5%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
JPMORGAN
CHASE
BANK 0.0%
Money
Market
Funds 0.0%
T.
Rowe
Price
Government
Reserve
Fund,
5.39% (4)(12)
3,030
3,030
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
JPMorgan
Chase
Bank
3,030
Par/Shares
$
Value
(Amounts
in
000s)
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
BANK
AND
TRUST
COMPANY 0.5%
Money
Market
Funds 0.5%
T.
Rowe
Price
Government
Reserve
Fund,
5.39% (4)(12)
87,901
87,901
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
Bank
and
Trust
Company
87,901
Total
Securities
Lending
Collateral
(Cost
$90,931)
90,931
(Amounts
in
000s,
except
for
contracts)
OPTIONS
PURCHASED 0.1%
Exchange-Traded
Options
Purchased 0.0%
Description
Contracts
Notional
Amount
$
Value
U.S.
Treasury
10-Year
Notes
Futures,
Put,
6/21/24
@
$107.75 (13)
4,582
498,507
1,074
Total
Exchange-Traded
Options
Purchased
(Cost
$2,298)
1,074
OTC
Options
Purchased 0.1%
Counterparty
Description
Contracts
Notional
Amount
$
Value
Barclays
Bank
30
Year
Interest
Rate
Swap,
8/12/54
Pay
Fixed
3.80%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/8/24
@
3.80%* (13)
1
114,982
3,446
Barclays
Bank
30
Year
Interest
Rate
Swap,
8/13/54
Pay
Fixed
3.80%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
3.80%* (13)
1
202,750
6,110
Goldman
Sachs
30
Year
Interest
Rate
Swap,
8/13/54
Pay
Fixed
3.80%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
3.80%* (13)
1
101,375
3,055
Morgan
Stanley
30
Year
Interest
Rate
Swap,
8/12/54
Pay
Fixed
3.80%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/8/24
@
3.80%* (13)
1
101,375
3,039
(Amounts
in
000s,
except
for
contracts)
Counterparty
Description
Contracts
Notional
Amount
$
Value
Morgan
Stanley
30
Year
Interest
Rate
Swap,
8/13/54
Pay
Fixed
3.80%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
3.80%* (13)
1
202,750
6,110
Total
OTC
Options
Purchased
(Cost
$22,816)
21,760
Total
Options
Purchased
(Cost
$25,114)
22,834
Total
Investments
in
Securities
103.2%
of
Net
Assets
(Cost
$17,796,513)
$
17,111,857
‡
Par/Shares
and
Notional
Amount
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
*
Exercise
Spread
(1)
Security
was
purchased
pursuant
to
Rule
144A
under
the
Securities
Act
of
1933
and
may
be
resold
in
transactions
exempt
from
registration
only
to
qualified
institutional
buyers.
Total
value
of
such
securities
at
period-end
amounts
to
$2,577,516
and
represents
15.5%
of
net
assets.
(2)
All
or
a
portion
of
this
loan
is
unsettled
as
of
May
31,
2024.
The
interest
rate
for
unsettled
loans
will
be
determined
upon
settlement
after
period
end.
(3)
Bank
loan
positions
may
involve
multiple
underlying
tranches.
In
those
instances,
the
position
presented
reflects
the
aggregate
of
those
respective
underlying
tranches
and
the
rate
presented
reflects
the
weighted
average
rate
of
the
settled
positions.
(4)
Affiliated
Companies
(5)
SEC
30-day
yield
(6)
Security
is
a
fix-to-float
security,
which
carries
a
fixed
coupon
until
a
certain
date,
upon
which
it
switches
to
a
floating
rate.
Reference
rate
and
spread
are
provided
if
the
rate
is
currently
floating.
(7)
See
Note
4
.
All
or
a
portion
of
this
security
is
on
loan
at
May
31,
2024.
(8)
Perpetual
security
with
no
stated
maturity
date.
(9)
See
Note
2.
Level
3
in
fair
value
hierarchy.
(10)
See
Note
4
.
To-Be-Announced
purchase
commitment.
Total
value
of
such
securities
at
period-end
amounts
to
$353,820
and
represents
2.1%
of
net
assets.
(11)
At
May
31,
2024,
all
or
a
portion
of
this
security
is
pledged
as
collateral
and/
or
margin
deposit
to
cover
future
funding
obligations.
(12)
Seven-day
yield
(13)
Non-income
producing
.
.
.
.
.
.
.
.
.
.
1M
TSFR
One
month
term
SOFR
(Secured
overnight
financing
rate)
1M
USD
LIBOR
One
month
USD
LIBOR
(London
interbank
offered
rate)
3M
TSFR
Three
month
term
SOFR
(Secured
overnight
financing
rate)
6M
TSFR
Six
month
Term
SOFR
(Secured
overnight
financing
rate)
1Y
CMT
One
year
U.S.
Treasury
note
constant
maturity
ARM
Adjustable
Rate
Mortgage
(ARM);
rate
shown
is
effective
rate
at
period-end.
The
rates
for
certain
ARMs
are
not
based
on
a
published
reference
rate
and
spread
but
may
be
determined
using
a
formula
based
on
the
rates
of
the
underlying
loans.
AUD
Australian
Dollar
CAD
Canadian
Dollar
CHF
Swiss
Franc
CLO
Collateralized
Loan
Obligation
CMO
Collateralized
Mortgage
Obligation
EUR
Euro
FRN
Floating
Rate
Note
GBP
British
Pound
GO
General
Obligation
IO
Interest-only
security
for
which
the
fund
receives
interest
on
notional
principal
JPY
Japanese
Yen
NOK
Norwegian
Krone
NZD
New
Zealand
Dollar
OTC
Over-the-counter
PO
Principal-only
security
for
which
the
fund
receives
regular
cash
flows
based
on
principal
repayments
RFUCCT1Y
Twelve
month
Refinitiv
USD
IBOR
Consumer
Cash
Fallback
SEK
Swedish
Krona
SOFR
Secured
overnight
financing
rate
SOFR30A
30-day
Average
SOFR
(Secured
overnight
financing
rate)
STEP
Stepped
coupon
bond
for
which
the
coupon
rate
of
interest
adjusts
on
specified
date(s);
rate
shown
is
effective
rate
at
period-end.
TBA
To-Be-Announced
UMBS
Uniform
Mortgage-Backed
Securities
USD
U.S.
Dollar
VR
Variable
Rate;
rate
shown
is
effective
rate
at
period-end.
The
rates
for
certain
variable
rate
securities
are
not
based
on
a
published
reference
rate
and
spread
but
are
determined
by
the
issuer
or
agent
and
based
on
current
market
conditions.
(Amounts
in
000s,
except
for
contracts)
OPTIONS
WRITTEN
(0.3)%
OTC
Options
Written (0.3)%
Counterparty
Description
Contracts
Notional
Amount
$
Value
Barclays
Bank
2
Year
Interest
Rate
Swap,
8/12/26
Pay
Fixed
4.20%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/8/24
@
4.20%*
1
922,538
(8,461)
Barclays
Bank
2
Year
Interest
Rate
Swap,
8/13/26
Pay
Fixed
4.20%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
4.20%*
1
1,634,708
(14,970)
Goldman
Sachs
2
Year
Interest
Rate
Swap,
8/13/26
Pay
Fixed
4.20%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
4.20%*
1
804,779
(7,370)
Morgan
Stanley
2
Year
Interest
Rate
Swap,
8/12/26
Pay
Fixed
4.20%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/8/24
@
4.20%*
1
839,988
(7,704)
Morgan
Stanley
2
Year
Interest
Rate
Swap,
8/13/26
Pay
Fixed
4.20%
Annually,
Receive
Variable
5.34%
(SOFR)
Annually,
8/9/24
@
4.20%*
1
1,634,707
(14,970)
Total
Options
Written
(Premiums
$(21,870))
$
(53,475)
(Amounts
in
000s)
SWAPS
0.3%
Description
Notional
Amount
$
Value
Upfront
Payments/
$
(Receipts)
**
Unrealized
$
Gain/(Loss)
BILATERAL
SWAPS
0.0%
Credit
Default
Swaps,
Protection
Bought
0.0%
Goldman
Sachs,
Protection
Bought
(Relevant
Credit:
Markit
CMBX.
NA.AAA-S15,
40
Year
Index),
Pay
0.50%
Monthly,
Receive
upon
credit
default,
11/18/64
2,883
35
72
(37)
Morgan
Stanley,
Protection
Bought
(Relevant
Credit:
Markit
CMBX.
NA.AAA-S15,
40
Year
Index),
Pay
0.50%
Monthly,
Receive
upon
credit
default,
11/18/64
315,508
3,857
8,168
(4,311)
Total
Bilateral
Credit
Default
Swaps,
Protection
Bought
8,240
(4,348)
Credit
Default
Swaps,
Protection
Sold
0.0%
JPMorgan
Chase,
Protection
Sold
(Relevant
Credit:
Barclays
Bank,
Baa1*),
Receive
1.00%
Quarterly,
Pay
upon
credit
default,
6/20/24
(EUR)
*
5,778
15
7
8
Total
Bilateral
Credit
Default
Swaps,
Protection
Sold
7
8
Total
Return
Swaps
(0.0)%
JPMorgan
Chase,
Receive
Underlying
Reference:
iBoxx
USD
Liquid
Investment
Grade
Index
at
Maturity,
Pay
Variable
5.343%
(SOFR
+
0.00%)
at
Maturity,
6/20/24
18,662
(176)
(179)
3
Morgan
Stanley,
Receive
Underlying
Reference:
iBoxx
USD
Liquid
Investment
Grade
Index
at
Maturity,
Pay
Variable
5.310%
(SOFR
+
0.00%)
at
Maturity,
6/20/24
21,113
153
(137)
290
Morgan
Stanley,
Receive
Underlying
Reference:
iBoxx
USD
Liquid
Investment
Grade
Index
at
Maturity,
Pay
Variable
5.343%
(SOFR
+
0.00%)
at
Maturity,
6/20/24
21,113
(204)
(153)
(51)
(Amounts
in
000s)
Description
Notional
Amount
$
Value
Upfront
Payments/
$
(Receipts)**
Unrealized
$
Gain/(Loss)
Morgan
Stanley,
Receive
Underlying
Reference:
iBoxx
USD
Liquid
Investment
Grade
Index
at
Maturity,
Pay
Variable
5.343%
(SOFR
+
0.00%)
at
Maturity,
6/20/24
21,113
(140)
(171)
31
Total
Bilateral
Total
Return
Swaps
(640)
273
Total
Bilateral
Swaps
7,607
(4,067)
Description
Notional
Amount
$
Value
Initial
$
Value
**
Unrealized
$
Gain/(Loss)
CENTRALLY
CLEARED
SWAPS
0.3%
Credit
Default
Swaps,
Protection
Sold
0.3%
Protection
Sold
(Relevant
Credit:
Freeport-McMoRan,
Baa2*),
Receive
1.00%
Quarterly,
Pay
upon
credit
default,
6/20/29
*
27,140
306
(14)
320
Protection
Sold
(Relevant
Credit:
Markit
CDX.NA.HY-S42,
5
Year
Index),
Receive
5.00%
Quarterly,
Pay
upon
credit
default,
6/20/29
143,875
11,207
10,720
487
Protection
Sold
(Relevant
Credit:
Markit
CDX.NA.IG-S42,
5
Year
Index),
Receive
1.00%
Quarterly,
Pay
upon
credit
default,
6/20/29
1,617,675
39,558
36,035
3,523
Protection
Sold
(Relevant
Credit:
United
Mexican
States,
Baa2*),
Receive
1.00%
Quarterly,
Pay
upon
credit
default,
6/20/29
*
328,877
1,457
823
634
Total
Centrally
Cleared
Credit
Default
Swaps,
Protection
Sold
4,964
Total
Centrally
Cleared
Swaps
4,964
Net
payments
(receipts)
of
variation
margin
to
date
(4,473)
Variation
margin
receivable
(payable)
on
centrally
cleared
swaps
$
491
*
Credit
ratings
as
of
May
31,
2024.
Ratings
shown
are
from
Moody’s
Investors
Service
and
if
Moody’s
does
not
rate
a
security,
then
Standard
&
Poor’s
(S&P)
is
used.
Fitch
is
used
for
securities
that
are
not
rated
by
either
Moody’s
or
S&P.
**
Includes
interest
purchased
or
sold
but
not
yet
collected
of
$1,333.
(Amounts
in
000s)
FORWARD
CURRENCY
EXCHANGE
CONTRACTS
Counterparty
Settlement
Receive
Deliver
Unrealized
Gain/(Loss)
Bank
of
America
7/19/24
NOK
326,845
USD
29,462
$
1,716
Bank
of
America
7/19/24
NZD
13,020
USD
7,691
312
Canadian
Imperial
Bank
of
Commerce
7/19/24
CAD
3,484
USD
2,540
19
Canadian
Imperial
Bank
of
Commerce
7/19/24
USD
29,581
CAD
40,690
(304)
Citibank
7/19/24
AUD
2,744
USD
1,830
(2)
Citibank
7/19/24
JPY
4,321,605
USD
28,303
(615)
Citibank
7/19/24
NOK
12,101
USD
1,154
1
Citibank
7/19/24
USD
1,293
CHF
1,172
(13)
Citibank
7/19/24
USD
917
NOK
9,951
(32)
Deutsche
Bank
7/19/24
USD
28,174
NOK
310,433
(1,438)
Deutsche
Bank
8/23/24
USD
820
EUR
751
2
Deutsche
Bank
8/30/24
USD
672
SEK
7,140
(10)
Goldman
Sachs
7/19/24
NZD
3,490
USD
2,150
(5)
Goldman
Sachs
7/19/24
USD
1,335
CAD
1,815
2
Goldman
Sachs
7/19/24
USD
1,002
NOK
10,680
(16)
Goldman
Sachs
7/19/24
USD
1,660
NZD
2,760
(36)
HSBC
Bank
7/19/24
USD
2,669
CAD
3,645
(8)
HSBC
Bank
8/23/24
USD
419
GBP
330
(1)
JPMorgan
Chase
7/19/24
USD
1,155
JPY
175,650
30
JPMorgan
Chase
7/19/24
USD
11,199
JPY
1,749,660
(11)
JPMorgan
Chase
7/19/24
USD
990
NOK
10,878
(47)
JPMorgan
Chase
7/19/24
USD
662
NZD
1,109
(20)
JPMorgan
Chase
8/23/24
GBP
2,783
USD
3,556
(8)
Morgan
Stanley
7/19/24
USD
830
JPY
128,075
9
Morgan
Stanley
7/19/24
USD
1,656
NOK
17,939
(56)
Morgan
Stanley
7/19/24
USD
664
NZD
1,105
(15)
RBC
Dominion
Securities
7/19/24
USD
1,075
AUD
1,636
(15)
Standard
Chartered
8/30/24
USD
2,029
SEK
21,589
(32)
UBS
Investment
Bank
7/19/24
CHF
9,555
USD
10,463
186
UBS
Investment
Bank
7/19/24
USD
1,494
CAD
2,040
(5)
UBS
Investment
Bank
7/19/24
USD
37,514
CHF
33,836
(198)
UBS
Investment
Bank
8/23/24
EUR
27,483
USD
29,993
(58)
UBS
Investment
Bank
8/23/24
USD
84,537
EUR
77,462
164
Wells
Fargo
7/19/24
AUD
7,668
USD
4,943
167
Net
unrealized
gain
(loss)
on
open
forward
currency
exchange
contracts
$
(337)
FUTURES
CONTRACTS
($000s)
Expiration
Date
Notional
Amount
Value
and
Unrealized
Gain
(Loss)
Long,
629
Commonwealth
of
Australia
ten
year
bond
contracts
6/24
47,148
$
(329)
Short,
325
Euro
BUND
contracts
6/24
(45,611)
321
Long,
4,949
U.S.
Treasury
Notes
five
year
contracts
9/24
523,589
(200)
Short,
15,000
U.S.
Treasury
Notes
two
year
contracts
9/24
(3,055,547)
(1,428)
Long,
5,515
Ultra
U.S.
Treasury
Bonds
contracts
9/24
675,243
(7,227)
Short,
6,761
Ultra
U.S.
Treasury
Notes
ten
year
contracts
9/24
(757,443)
1,537
Net
payments
(receipts)
of
variation
margin
to
date
9,295
Variation
margin
receivable
(payable)
on
open
futures
contracts
$
1,969
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
year
ended
May
31,
2024.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Institutional
Floating
Rate
Fund
-
Z
Class,
8.97%
$
—
$
9
$
29
T.
Rowe
Price
Government
Reserve
Fund,
5.39%
—
—
60,623++
Totals
$
—#
$
9
$
60,652+
Supplementary
Investment
Schedule
Affiliate
Value
05/31/23
Purchase
Cost
Sales
Cost
Value
05/31/24
T.
Rowe
Price
Institutional
Floating
Rate
Fund
-
Z
Class,
8.97%
$
284
$
29
$
—
$
322
T.
Rowe
Price
Government
Reserve
Fund,
5.39%
2,018,913
¤
¤
691,715
Total
$
692,037^
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$0
of
the
net
realized
gain
(loss).
++
Excludes
earnings
on
securities
lending
collateral,
which
are
subject
to
rebates
and
fees
as
described
in
Note
4
.
+
Investment
income
comprised
$60,652
of
dividend
income
and
$0
of
interest
income.
¤
Purchase
and
sale
information
not
shown
for
cash
management
funds.
^
The
cost
basis
of
investments
in
affiliated
companies
was
$692,014.
T.
ROWE
PRICE
New
Income
Fund
May
31,
2024
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$17,796,513)
$
17,111,857
Interest
receivable
125,597
Receivable
for
investment
securities
sold
35,537
Cash
25,883
Bilateral
swap
premiums
paid
8,247
Receivable
for
shares
sold
5,644
Due
from
affiliates
3,341
Unrealized
gain
on
forward
currency
exchange
contracts
2,608
Variation
margin
receivable
on
futures
contracts
1,969
Variation
margin
receivable
on
centrally
cleared
swaps
491
Foreign
currency
(cost
$339)
340
Unrealized
gain
on
bilateral
swaps
332
Other
assets
4,149
Total
assets
17,325,995
Liabilities
Payable
for
investment
securities
purchased
567,318
Obligation
to
return
securities
lending
collateral
90,931
Options
written
(premiums
$21,870)
53,475
Payable
for
shares
redeemed
12,779
Investment
management
fees
payable
4,414
Unrealized
loss
on
bilateral
swaps
4,399
Unrealized
loss
on
forward
currency
exchange
contracts
2,945
Bilateral
swap
premiums
received
640
Payable
to
directors
9
Other
liabilities
2,119
Total
liabilities
739,029
Commitments
and
Contingent
Liabilities
(note
6
)
NET
ASSETS
$
16,586,966
T.
ROWE
PRICE
New
Income
Fund
May
31,
2024
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Net
Assets
Consist
of:
Total
distributable
earnings
(loss)
$
(3,410,634)
Paid-in
capital
applicable
to
2,117,073,832
shares
of
$1.00
par
value
capital
stock
outstanding;
12,000,000,000
shares
authorized
19,997,600
NET
ASSETS
$
16,586,966
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$715,044;
Shares
outstanding:
91,215,022)
$
7.84
Advisor
Class
(Net
assets:
$7,769;
Shares
outstanding:
993,356)
$
7.82
R
Class
(Net
assets:
$1,043;
Shares
outstanding:
133,064)
$
7.84
I
Class
(Net
assets:
$2,560,689;
Shares
outstanding:
327,033,118)
$
7.83
Z
Class
(Net
assets:
$13,302,421;
Shares
outstanding:
1,697,699,272)
$
7.84
Year
Ended
5/31/24
Investment
Income
(Loss)
Income
Interest
$
686,891
Dividend
60,652
Securities
lending
787
Other
26
Total
income
748,356
Expenses
Investment
management
51,063
Shareholder
servicing
Investor
Class
$
1,588
Advisor
Class
59
R
Class
5
I
Class
881
2,533
Rule
12b-1
fees
Advisor
Class
20
R
Class
5
25
Prospectus
and
shareholder
reports
Investor
Class
80
Advisor
Class
1
I
Class
29
Z
Class
7
117
Custody
and
accounting
553
Registration
114
Directors
56
Legal
and
audit
39
Proxy
and
annual
meeting
37
Miscellaneous
167
Waived
/
paid
by
Price
Associates
(42,146)
Total
expenses
12,558
Net
investment
income
735,798
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
Ended
5/31/24
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
gain
(loss)
Securities
(537,999)
Futures
(85,792)
Swaps
6,126
Forward
currency
exchange
contracts
(6,179)
Foreign
currency
transactions
733
Net
realized
loss
(623,111)
Change
in
net
unrealized
gain
/
loss
Securities
120,256
Futures
(953)
Swaps
(4,608)
Options
written
(31,605)
Forward
currency
exchange
contracts
2,484
Other
assets
and
liabilities
denominated
in
foreign
currencies
6
Change
in
net
unrealized
gain
/
loss
85,580
Net
realized
and
unrealized
gain
/
loss
(537,531)
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
198,267
Statement
of
Changes
in
Net
Assets
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
5/31/24
5/31/23
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
735,798
$
554,808
Net
realized
loss
(623,111)
(1,247,623)
Change
in
net
unrealized
gain
/
loss
85,580
178,559
Increase
(decrease)
in
net
assets
from
operations
198,267
(514,256)
Distributions
to
shareholders
Net
earnings
Investor
Class
(31,917)
(27,221)
Advisor
Class
(312)
(332)
R
Class
(36)
(30)
I
Class
(108,732)
(87,651)
Z
Class
(601,311)
(438,273)
Decrease
in
net
assets
from
distributions
(742,308)
(553,507)
Capital
share
transactions
*
Shares
sold
Investor
Class
88,418
82,621
Advisor
Class
751
857
R
Class
205
119
I
Class
563,765
472,373
Z
Class
2,671,232
1,093,418
Distributions
reinvested
Investor
Class
30,533
25,930
Advisor
Class
307
327
R
Class
36
30
I
Class
105,199
84,613
Z
Class
605,052
438,273
Shares
redeemed
Investor
Class
(194,789)
(230,029)
Advisor
Class
(2,198)
(5,277)
R
Class
(173)
(463)
I
Class
(682,641)
(727,108)
Z
Class
(1,902,211)
(2,198,371)
Increase
(decrease)
in
net
assets
from
capital
share
transactions
1,283,486
(962,687)
Statement
of
Changes
in
Net
Assets
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
5/31/24
5/31/23
Net
Assets
Increase
(decrease)
during
period
739,445
(2,030,450)
Beginning
of
period
15,847,521
17,877,971
End
of
period
$
16,586,966
$
15,847,521
*Share
information
(000s)
Shares
sold
Investor
Class
11,176
10,027
Advisor
Class
95
104
R
Class
26
14
I
Class
71,644
57,367
Z
Class
338,515
133,534
Distributions
reinvested
Investor
Class
3,872
3,166
Advisor
Class
39
40
R
Class
4
4
I
Class
13,352
10,336
Z
Class
76,787
53,524
Shares
redeemed
Investor
Class
(24,713)
(27,871)
Advisor
Class
(279)
(654)
R
Class
(22)
(56)
I
Class
(86,380)
(87,780)
Z
Class
(241,018)
(263,861)
Increase
(decrease)
in
shares
outstanding
163,098
(112,106)
NOTES
TO
FINANCIAL
STATEMENTS
T.
Rowe
Price
New
Income
Fund,
Inc. (the
fund) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act)
as a
diversified, open-
end
management
investment
company.
The
fund
seeks
to
maximize
total
return
through
income
and
capital
appreciation.
The
fund
has five classes
of
shares:
the
New
Income
Fund
(Investor
Class),
the
New
Income
Fund–
Advisor
Class
(Advisor
Class),
the
New
Income
Fund–R
Class
(R
Class),
the
New
Income
Fund–I
Class
(I
Class)
and
the
New
Income
Fund–Z
Class
(Z
Class).
Advisor
Class
shares
are
sold
only
through
various
brokers
and
other
financial
intermediaries,
and
R
Class
shares
are
available
through
financial
intermediaries
for
employer-sponsored
defined
contribution
retirement
plans
and
certain
other
retirement
accounts.
I
Class
shares
require
a
$500,000
initial
investment
minimum,
although
the
minimum
generally
is
waived
or
reduced
for
financial
intermediaries,
eligible
retirement
plans,
and
certain
other
accounts.
The
Z
Class
is
only
available
to
funds
advised
by
T.
Rowe
Price
Associates,
Inc.
and
its
affiliates
and
other
clients
that
are
subject
to
a
contractual
fee
for
investment
management
services.
The
Advisor
Class
and
R
Class
each
operate
under
separate
Board-approved
Rule
12b-1
plans,
pursuant
to
which
each
class
compensates
financial
intermediaries
for
distribution,
shareholder
servicing,
and/
or
certain
administrative
services;
the
Investor,
I
and
Z
Classes
do
not
pay
Rule
12b-1
fees. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
all
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
classes.
NOTE
1
-
SIGNIFICANT
ACCOUNTING
POLICIES
Basis
of
Preparation
The fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946
(ASC
946).
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP),
including,
but
not
limited
to,
ASC
946.
GAAP
requires
the
use
of
estimates
made
by
management.
Management
believes
that
estimates
and
valuations
are
appropriate;
however,
actual
results
may
differ
from
those
estimates,
and
the
valuations
reflected
in
the
accompanying
financial
statements
may
differ
from
the
value
ultimately
realized
upon
sale
or
maturity.
Investment
Transactions,
Investment
Income,
and
Distributions
Investment
transactions
are
accounted
for
on
the
trade
date
basis.
Income
and
expenses
are
recorded
on
the
accrual
basis.
Realized
gains
and
losses
are
reported
on
the
identified
cost
basis. Premiums
and
discounts
on
debt
securities
are
amortized
for
financial
reporting
purposes. Paydown
gains
and
losses
are
recorded
as
an
adjustment
to
interest
income. Inflation
adjustments
to
the
principal
amount
of
inflation-indexed
bonds
are
reflected
as
interest
income. Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense. Dividends
received
from other
investment
companies are
reflected
as
dividend income;
capital
gain
distributions
are
reflected
as
realized
gain/loss. Dividend
income and
capital
gain
distributions
are
recorded
on
the
ex-dividend
date. Earnings
on
investments
recognized
as
partnerships
for
federal
income
tax
purposes
reflect
the
tax
character
of
such
earnings. Non-cash
dividends,
if
any,
are
recorded
at
the
fair
market
value
of
the
asset
received. Proceeds
from
litigation
payments,
if
any,
are
included
in
either
net
realized
gain
(loss)
or
change
in
net
unrealized
gain/loss
from
securities. Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date. Income
distributions,
if
any, are
declared
by
each
class daily
and
paid
monthly. A
capital
gain
distribution,
if
any, may
also
be
declared
and
paid
by
the
fund
annually.
Currency
Translation
Assets,
including
investments,
and
liabilities
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
values
each
day
at
the
prevailing
exchange
rate,
using
the
mean
of
the
bid
and
asked
prices
of
such
currencies
against
U.S.
dollars
as
provided
by
an
outside
pricing
service.
Purchases
and
sales
of
securities,
income,
and
expenses
are
translated
into
U.S.
dollars
at
the
prevailing
exchange
rate
on
the
respective
date
of
such
transaction.
The
effect
of
changes
in
foreign
currency
exchange
rates
on
realized
and
unrealized
security
gains
and
losses
is
not
bifurcated
from
the
portion
attributable
to
changes
in
market
prices.
Class
Accounting
Shareholder
servicing,
prospectus,
and
shareholder
report
expenses
incurred
by
each
class
are
charged
directly
to
the
class
to
which
they
relate.
Expenses
common
to
all
classes
and
investment
income
are
allocated
to
the
classes
based
upon
the
relative
daily
net
assets
of
each
class’s
settled
shares;
realized
and
unrealized
gains
and
losses
are
allocated
based
upon
the
relative
daily
net
assets
of
each
class’s
outstanding
shares.
The
Advisor
Class
and
R
Class
each
pay
Rule
12b-1
fees,
in
an
amount
not
exceeding
0.25%
and
0.50%,
respectively,
of
the
class’s
average
daily
net
assets.
Capital
Transactions
Each
investor’s
interest
in
the
net
assets
of the
fund
is
represented
by
fund
shares. The
fund’s
net
asset
value
(NAV)
per
share
is
computed
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
However,
the
NAV
per
share
may
be
calculated
at
a
time
other
than
the
normal
close
of
the
NYSE
if
trading
on
the
NYSE
is
restricted,
if
the
NYSE
closes
earlier,
or
as
may
be
permitted
by
the
SEC.
Purchases
and
redemptions
of
fund
shares
are
transacted
at
the
next-computed
NAV
per
share,
after
receipt
of
the
transaction
order
by
T.
Rowe
Price
Associates,
Inc.,
or
its
agents.
Indemnification
In
the
normal
course
of
business, the
fund
may
provide
indemnification
in
connection
with
its
officers
and
directors,
service
providers,
and/or
private
company
investments. The
fund’s
maximum
exposure
under
these
arrangements
is
unknown;
however,
the
risk
of
material
loss
is
currently
considered
to
be
remote.
NOTE
2
-
VALUATION
Fair
Value
The
fund’s
financial
instruments
are
valued
at
the
close
of
the
NYSE
and
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date. The fund’s
Board
of
Directors
(the
Board)
has
designated
T.
Rowe
Price
Associates,
Inc.
as
the
fund’s
valuation
designee
(Valuation
Designee).
Subject
to
oversight
by
the
Board,
the
Valuation
Designee
performs
the
following
functions
in
performing
fair
value
determinations:
assesses
and
manages
valuation
risks;
establishes
and
applies
fair
value
methodologies;
tests
fair
value
methodologies;
and
evaluates
pricing
vendors
and
pricing
agents.
The
duties
and
responsibilities
of
the
Valuation
Designee
are
performed
by
its
Valuation
Committee. The
Valuation
Designee provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
Level
1
–
quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
Level
2
–
inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
Level
3
–
unobservable
inputs
(including
the Valuation
Designee’s assumptions
in
determining
fair
value)
Observable
inputs
are
developed
using
market
data,
such
as
publicly
available
information
about
actual
events
or
transactions,
and
reflect
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
Unobservable
inputs
are
those
for
which
market
data
are
not
available
and
are
developed
using
the
best
information
available
about
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
GAAP
requires
valuation
techniques
to
maximize
the
use
of
relevant
observable
inputs
and
minimize
the
use
of
unobservable
inputs.
When
multiple
inputs
are
used
to
derive
fair
value,
the
financial
instrument
is
assigned
to
the
level
within
the
fair
value
hierarchy
based
on
the
lowest-level
input
that
is
significant
to
the
fair
value
of
the
financial
instrument.
Input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level
but
rather
the
degree
of
judgment
used
in
determining
those
values.
Valuation
Techniques
Debt
securities
generally
are
traded
in
the over-the-
counter
(OTC)
market
and
are
valued
at
prices
furnished
by
independent
pricing
services
or
by
broker
dealers
who
make
markets
in
such
securities.
When
valuing
securities,
the
independent
pricing
services
consider
factors
such
as,
but
not
limited
to,
the
yield
or
price
of
bonds
of
comparable
quality,
coupon,
maturity,
and
type,
as
well
as
prices
quoted
by
dealers
who
make
markets
in
such
securities.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
closing
NAV
per
share
on
the
day
of
valuation.
Listed
options,
and
OTC
options
with
a
listed
equivalent,
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
and
exchange-traded
options
on
futures
contracts
are
valued
at
closing
settlement
prices.
Futures
contracts
are
valued
at
closing
settlement
prices.
Forward
currency
exchange
contracts
are
valued
using
the
prevailing
forward
exchange
rate.
Swaps
are
valued
at
prices
furnished
by
an
independent
pricing
service
or
independent
swap
dealers.
Assets
and
liabilities
other
than
financial
instruments,
including
short-term
receivables
and
payables,
are
carried
at
cost,
or
estimated
realizable
value,
if
less,
which
approximates
fair
value.
Investments
for
which
market
quotations are
not
readily
available
or
deemed
unreliable
are
valued
at
fair
value
as
determined
in
good
faith
by
the
Valuation
Designee.
The
Valuation
Designee
has
adopted
methodologies
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
or
deemed
unreliable,
including
the
use
of
other
pricing
sources.
Factors
used
in
determining
fair
value
vary
by
type
of
investment
and
may
include
market
or
investment
specific
considerations.
The
Valuation
Designee typically
will
afford
greatest
weight
to
actual
prices
in
arm’s
length
transactions,
to
the
extent
they
represent
orderly
transactions
between
market
participants,
transaction
information
can
be
reliably
obtained,
and
prices
are
deemed
representative
of
fair
value.
However,
the
Valuation
Designee may
also
consider
other
valuation
methods
such
as
market-based
valuation
multiples;
a
discount
or
premium
from
market
value
of
a
similar,
freely
traded
security
of
the
same
issuer;
discounted
cash
flows;
yield
to
maturity;
or
some
combination.
Fair
value
determinations
are
reviewed
on
a
regular
basis.
Because
any
fair
value
determination
involves
a
significant
amount
of
judgment,
there
is
a
degree
of
subjectivity
inherent
in
such
pricing
decisions. Fair
value
prices
determined
by
the
Valuation
Designee could
differ
from
those
of
other
market
participants,
and
it
is
possible
that
the
fair
value
determined
for
a
security
may
be
materially
different
from
the
value
that
could
be
realized
upon
the
sale
of
that
security.
Valuation
Inputs
The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
May
31,
2024
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Fixed
Income
Securities
1
$
—
$
12,013,048
$
—
$
12,013,048
Bond
Mutual
Funds
322
—
—
322
Corporate
Bonds
—
4,361,223
22,715
4,383,938
Short-Term
Investments
600,784
—
—
600,784
Securities
Lending
Collateral
90,931
—
—
90,931
Options
Purchased
1,074
21,760
—
22,834
Total
Securities
693,111
16,396,031
22,715
17,111,857
Swaps*
—
9,024
—
9,024
Forward
Currency
Exchange
Contracts
—
2,608
—
2,608
Futures
Contracts*
1,858
—
—
1,858
Total
$
694,969
$
16,407,663
$
22,715
$
17,125,347
Liabilities
Options
Written
$
—
$
53,475
$
—
$
53,475
Swaps
—
520
—
520
Forward
Currency
Exchange
Contracts
—
2,945
—
2,945
Futures
Contracts*
9,184
—
—
9,184
Total
$
9,184
$
56,940
$
—
$
66,124
1
Includes
Asset-Backed
Securities,
Bank
Loans,
Foreign
Government
Obligations
&
Municipalities,
Municipal
Securities,
Non-U.S.
Government
Mortgage-Backed
Securities,
U.S.
Government
&
Agency
Mortgage-Backed
Securities
and
U.S.
Government
Agency
Obligations
(Excluding
Mortgage-Backed).
*
The
fair
value
presented
includes
cumulative
gain
(loss)
on
open
futures
contracts
and
centrally
cleared
swaps;
however,
the
net
value
reflected
on
the
accompanying
Portfolio
of
Investments
is
only
the
unsettled
variation
margin
receivable
(payable)
at
that
date.
NOTE
3
-
DERIVATIVE
INSTRUMENTS
During
the
year ended
May
31,
2024,
the
fund
invested
in
derivative
instruments.
As
defined
by
GAAP,
a
derivative
is
a
financial
instrument
whose
value
is
derived
from
an
underlying
security
price,
foreign
exchange
rate,
interest
rate,
index
of
prices
or
rates,
or
other
variable;
it
requires
little
or
no
initial
investment
and
permits
or
requires
net
settlement.
The
fund
invests
in
derivatives
only
if
the
expected
risks
and
rewards
are
consistent
with
its
investment
objectives,
policies,
and
overall
risk
profile,
as
described
in
its
prospectus
and
Statement
of
Additional
Information.
The
fund
may
use
derivatives
for
a
variety
of
purposes
and
may
use
them
to
establish
both
long
and
short
positions
within
the
fund’s
portfolio.
Potential
uses
include
to
hedge
against
declines
in
principal
value,
increase
yield,
invest
in
an
asset
with
greater
efficiency
and
at
a
lower
cost
than
is
possible
through
direct
investment,
to
enhance
return,
or
to
adjust
portfolio
duration
and
credit
exposure.
The
risks
associated
with
the
use
of
derivatives
are
different
from,
and
potentially
much
greater
than,
the
risks
associated
with
investing
directly
in
the
instruments
on
which
the
derivatives
are
based.
The
fund
values
its
derivatives
at
fair
value
and
recognizes
changes
in
fair
value
currently
in
its
results
of
operations.
Accordingly,
the
fund
does
not
follow
hedge
accounting,
even
for
derivatives
employed
as
economic
hedges.
Generally,
the
fund
accounts
for
its
derivatives
on
a
gross
basis.
It
does
not
offset
the
fair
value
of
derivative
liabilities
against
the
fair
value
of
derivative
assets
on
its
financial
statements,
nor
does
it
offset
the
fair
value
of
derivative
instruments
against
the
right
to
reclaim
or
obligation
to
return
collateral.
The
following
table
summarizes
the
fair
value
of
the
fund’s
derivative
instruments
held
as
of
May
31,
2024,
and
the
related
location
on
the
accompanying
Statement
of
Assets
and
Liabilities,
presented
by
primary
underlying
risk
exposure:
($000s)
Location
on
Statement
of
Assets
and
Liabilities
Fair
Value*
Assets
Interest
rate
derivatives
Futures,
Securities^
$
24,692
Foreign
exchange
derivatives
Forwards
2,608
Credit
derivatives
Bilateral
Swaps
and
Premiums,
Centrally
Cleared
Swaps
9,024
^
,*
Total
$
36,324
^
,*
Liabilities
Interest
rate
derivatives
Futures,
Options
Written
$
62,659
Foreign
exchange
derivatives
Forwards
2,945
Credit
derivatives
Bilateral
Swaps
and
Premiums
520
Total
$
66,124
*
The
fair
value
presented
includes
cumulative
gain
(loss)
on
open
futures
contracts
and
centrally
cleared
swaps;
however,
the
value
reflected
on
the
accompanying
Statement
of
Assets
and
Liabilities
is
only
the
unsettled
variation
margin
receivable
(payable)
at
that
date.
^
Options
purchased
are
reported
as
securities
and
are
reflected
in
the
accompanying
Portfolio
of
Investments.
Additionally,
the
amount
of
gains
and
losses
on
derivative
instruments
recognized
in
fund
earnings
during
the
year ended
May
31,
2024,
and
the
related
location
on
the
accompanying
Statement
of
Operations
is
summarized
in
the
following
table
by
primary
underlying
risk
exposure:
Counterparty
Risk
and
Collateral
The
fund
invests
in
derivatives
in
various
markets,
which
expose
it
to
differing
levels
of
counterparty
risk.
Counterparty
risk
on
exchange-traded
and
centrally
cleared
derivative
contracts,
such
as
futures,
exchange-traded
options,
and
centrally
cleared
swaps,
is
minimal
($000s)
Location
of
Gain
(Loss)
on
Statement
of
Operations
Securities^
Options
Written
Futures
Forward
Currency
Exchange
Contracts
Swaps
Total
Realized
Gain
(Loss)
Interest
rate
derivatives
$
536
$
—
$
(85,792)
$
—
$
(32,727)
$
(117,983)
Foreign
exchange
derivatives
(5,972)
—
—
(6,179)
—
(12,151)
Credit
derivatives
(2,060)
—
—
—
38,853
36,793
Total
$
(7,496)
$
—
$
(85,792)
$
(6,179)
$
6,126
$
(93,341)
Change
in
Unrealized
Gain
(Loss)
Interest
rate
derivatives
$
(2,280)
$
(31,605)
$
(953)
$
—
$
—
$
(34,838)
Foreign
exchange
derivatives
3,390
—
—
2,484
—
5,874
Credit
derivatives
—
—
—
—
(4,608)
(4,608)
Total
$
1,110
$
(31,605)
$
(953)
$
2,484
$
(4,608)
$
(33,572)
^
Options
purchased
are
reported
as
securities.
because
the
clearinghouse
provides
protection
against
counterparty
defaults.
For
futures
and
centrally
cleared
swaps,
the
fund
is
required
to
deposit
collateral
in
an
amount
specified
by
the
clearinghouse
and
the
clearing
firm
(margin
requirement),
and
the
margin
requirement
must
be
maintained
over
the
life
of
the
contract.
Each
clearinghouse
and
clearing
firm,
in
its
sole
discretion,
may
adjust
the
margin
requirements
applicable
to
the
fund.
Derivatives,
such
as
non-cleared bilateral
swaps,
forward
currency
exchange
contracts,
and
OTC
options,
that
are
transacted
and
settle
directly
with
a
counterparty
(bilateral
derivatives)
may
expose
the
fund
to
greater
counterparty
risk.
To
mitigate
this
risk,
the
fund
has
entered
into
master
netting
arrangements
(MNAs)
with
certain
counterparties
that
permit
net
settlement
under
specified
conditions
and,
for
certain
counterparties,
also
require
the
exchange
of
collateral
to
cover
mark-to-market
exposure.
MNAs
may
be
in
the
form
of
International
Swaps
and
Derivatives
Association
master
agreements
(ISDAs)
or
foreign
exchange
letter
agreements
(FX
letters).
MNAs
provide
the
ability
to
offset
amounts
the
fund
owes
a
counterparty
against
amounts
the
counterparty
owes
the
fund
(net
settlement).
Both
ISDAs
and
FX
letters
generally
allow
termination
of
transactions
and
net
settlement
upon
the
occurrence
of
contractually
specified
events,
such
as
failure
to
pay
or
bankruptcy.
In
addition,
ISDAs
specify
other
events,
the
occurrence
of
which
would
allow
one
of
the
parties
to
terminate.
For
example,
a
downgrade
in
credit
rating
of
a
counterparty
below
a
specified
rating
would
allow
the
fund
to
terminate,
while
a
decline
in
the
fund’s
net
assets
of
more
than
a
specified
percentage
would
allow
the
counterparty
to
terminate.
Upon
termination,
all
transactions
with
that
counterparty
would
be
liquidated
and
a
net
termination
amount
settled.
ISDAs
typically
include
collateral
agreements
whereas
FX
letters
do
not.
Collateral
requirements
are
determined
daily
based
on
the
net
aggregate
unrealized
gain
or
loss
on
all
bilateral
derivatives
with
a
counterparty,
subject
to
minimum
transfer
amounts
that
typically
range
from
$100,000
to
$250,000.
Any
additional
collateral
required
due
to
changes
in
security
values
is
typically
transferred
the
next
business
day.
Collateral
may
be
in
the
form
of
cash
or
debt
securities
issued
by
the
U.S.
government
or
related
agencies,
although
other
securities
may
be
used
depending
on
the
terms
outlined
in
the
applicable
MNA.
Cash
posted
by
the
fund
is
reflected
as
cash
deposits
in
the
accompanying
financial
statements
and
generally
is
restricted
from
withdrawal
by
the
fund;
securities
posted
by
the
fund
are
so
noted
in
the
accompanying
Portfolio
of
Investments;
both
remain
in
the
fund’s
assets.
Collateral
pledged
by
counterparties
is
not
included
in
the
fund’s
assets
because
the
fund
does
not
obtain
effective
control
over
those
assets.
For
bilateral
derivatives,
collateral
posted
or
received
by
the
fund
is
held
in
a
segregated
account
at
the
fund’s
custodian.
While
typically
not
sold
in
the
same
manner
as
equity
or
fixed
income
securities,
exchange-traded
or
centrally
cleared
derivatives
may
be
closed
out
only
on
the
exchange
or
clearinghouse
where
the
contracts
were
cleared,
and
OTC
and
bilateral
derivatives
may
be
unwound
with
counterparties
or
transactions
assigned
to
other
counterparties
to
allow
the
fund
to
exit
the
transaction.
This
ability
is
subject
to
the
liquidity
of
underlying
positions. As
of
May
31,
2024,
securities
valued
at $34,223,000 had
been
pledged
or
posted
by
the
fund
to
counterparties
for
bilateral
derivatives. As
of
May
31,
2024,
collateral
pledged
by
counterparties
to
the
fund
for
bilateral
derivatives
consisted
of
securities
valued
at
$2,056,000. As
of
May
31,
2024,
securities
valued
at $297,007,000
had
been
posted
by
the
fund
for
exchange-
traded
and/or
centrally
cleared
derivatives.
Forward
Currency
Exchange
Contracts
The
fund
is
subject
to
foreign
currency
exchange
rate
risk
in
the
normal
course
of
pursuing
its
investment
objectives.
It may use
forward
currency
exchange
contracts
(forwards)
primarily
to
protect
its
non-U.S.
dollar-denominated
securities
from
adverse
currency
movements
or
to
increase
exposure
to
a
particular
foreign
currency,
to
shift
the
fund’s
foreign
currency
exposure
from
one
country
to
another,
or
to
enhance
the
fund’s
return.
A
forward
involves
an
obligation
to
purchase
or
sell
a
fixed
amount
of
a
specific
currency
on
a
future
date
at
a
price
set
at
the
time
of
the
contract.
Although
certain
forwards
may
be
settled
by
exchanging
only
the
net
gain
or
loss
on
the
contract,
most
forwards
are
settled
with
the
exchange
of
the
underlying
currencies
in
accordance
with
the
specified
terms.
Forwards
are
valued
at
the
unrealized
gain
or
loss
on
the
contract,
which
reflects
the
net
amount
the
fund
either
is
entitled
to
receive
or
obligated
to
deliver,
as
measured
by
the
difference
between
the
forward
exchange
rates
at
the
date
of
entry
into
the
contract
and
the
forward
rates
at
the
reporting
date.
Appreciated
forwards
are
reflected
as
assets
and
depreciated
forwards
are
reflected
as
liabilities
on
the
accompanying
Statement
of
Assets
and
Liabilities.
When
a
contract
is
closed,
a
realized
gain
or
loss
is
recorded
on
the
accompanying
Statement
of
Operations.
Risks
related
to
the
use
of
forwards
include
the
possible
failure
of
counterparties
to
meet
the
terms
of
the
agreements;
that
anticipated
currency
movements
will
not
occur,
thereby
reducing
the
fund’s
total
return;
and
the
potential
for
losses
in
excess
of
the
fund’s
initial
investment.
During
the
year ended
May
31,
2024,
the
volume
of
the
fund’s
activity
in
forwards,
based
on
underlying
notional
amounts,
was
generally
less
than
1%
of
net
assets.
Futures
Contracts
The
fund
is
subject
to interest
rate
risk in
the
normal
course
of
pursuing
its
investment
objectives
and
uses
futures
contracts
to
help
manage
such
risk.
The fund
may
enter
into
futures
contracts
to
manage
exposure
to
interest
rate
and
yield
curve
movements,
security
prices,
foreign
currencies,
credit
quality,
and
mortgage
prepayments;
as
an
efficient
means
of
adjusting
exposure
to
all
or
part
of
a
target
market;
to
enhance
income;
as
a
cash
management
tool;
or
to
adjust
portfolio
duration
and
credit
exposure. A
futures
contract
provides
for
the
future
sale
by
one
party
and
purchase
by
another
of
a
specified
amount
of
a
specific
underlying
financial
instrument
at
an
agreed-
upon
price,
date,
time,
and
place.
The
fund
currently
invests
only
in
exchange-
traded
futures,
which
generally
are
standardized
as
to
maturity
date,
underlying
financial
instrument,
and
other
contract
terms.
Payments
are
made
or
received
by
the
fund
each
day
to
settle
daily
fluctuations
in
the
value
of
the
contract
(variation
margin),
which
reflect
changes
in
the
value
of
the
underlying
financial
instrument.
Variation
margin
is
recorded
as
unrealized
gain
or
loss
until
the
contract
is
closed.
The
value
of
a
futures
contract
included
in
net
assets
is
the
amount
of
unsettled
variation
margin;
net
variation
margin
receivable
is
reflected
as
an
asset
and
net
variation
margin
payable
is
reflected
as
a
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
When
a
contract
is
closed,
a
realized
gain
or
loss
is
recorded
on
the
accompanying
Statement
of
Operations.
Risks
related
to
the
use
of
futures
contracts
include
possible
illiquidity
of
the
futures
markets,
contract
prices
that
can
be
highly
volatile
and
imperfectly
correlated
to
movements
in
hedged
security
values
and/or
interest
rates,
and
potential
losses
in
excess
of
the
fund’s
initial
investment.
During
the
year ended
May
31,
2024,
the
volume
of
the
fund’s
activity
in
futures,
based
on
underlying
notional
amounts,
was
generally
between
21%
and
39%
of
net
assets.
Options
The
fund
is
subject
to interest
rate
risk,
foreign
currency
exchange
rate
risk
and
credit
risk in
the
normal
course
of
pursuing
its
investment
objectives
and
uses
options
to
help
manage
such
risks.
The
fund
may
use
options
to
manage
exposure
to
security
prices,
interest
rates,
foreign
currencies,
and
credit
quality;
as
an
efficient
means
of
adjusting
exposure
to
all
or
a
part
of
a
target
market;
to
enhance
income;
as
a
cash
management
tool;
or
to
adjust
credit
exposure.
The
fund
may
buy
or
sell
options
that
can
be
settled
either
directly
with
the
counterparty
(OTC
option)
or
through
a
central
clearinghouse
(exchange-traded
option).
Options
are
included
in
net
assets
at
fair
value,
options
purchased
are
included
in
Investments
in
Securities,
and
options
written
are
separately
reflected
as
a
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
Premiums
on
unexercised,
expired
options
are
recorded
as
realized
gains
or
losses
on
the
accompanying
Statement
of
Operations;
premiums
on
exercised
options
are
recorded
as
an
adjustment
to
the
proceeds
from
the
sale
or
cost
of
the
purchase.
The
difference
between
the
premium
and
the
amount
received
or
paid
in
a
closing
transaction
is
also
treated
as
realized
gain
or
loss
on
the
accompanying
Statement
of
Operations.
In
return
for
a
premium
paid,
currency
options
give
the
holder
the
right,
but
not
the
obligation,
to
buy
and
sell
currency
at
a
specified
exchange
rate;
although
certain
currency
options
may
be
settled
by
exchanging
only
the
net
gain
or
loss
on
the
contract.
In
return
for
a
premium
paid,
call
and
put
options
on
futures
give
the
holder
the
right,
but
not
the
obligation,
to
purchase
or
sell,
respectively,
a
position
in
a
particular
futures
contract
at
a
specified
exercise
price.
In
return
for
a
premium
paid,
options
on
swaps
give
the
holder
the
right,
but
not
the
obligation,
to
enter
a
specified
swap
contract
on
predefined
terms.
The
exercise
price
of
an
option
on
a
credit
default
swap
is
stated
in
terms
of
a
specified
spread
that
represents
the
cost
of
credit
protection
on
the
reference
asset,
including
both
the
upfront
premium
to
open
the
position
and
future
periodic
payments.
The
exercise
price
of
an
interest
rate
swap
is
stated
in
terms
of
a
fixed
interest
rate;
generally,
there
is
no
upfront
payment
to
open
the
position. Risks related
to
the
use
of
options
include
possible
illiquidity
of
the
options
markets;
trading
restrictions
imposed
by
an
exchange
or
counterparty;
possible
failure
of
counterparties
to
meet
the
terms
of
the
agreements;
movements
in
the
underlying
asset
values,
interest
rates,
currency
values
and
credit
ratings;
and,
for
options
written,
the
potential
for
losses
to
exceed
any
premium
received
by
the
fund.
During
the
year ended
May
31,
2024,
the
volume
of
the
fund’s
activity
in
options,
based
on
underlying
notional
amounts,
was
generally
between
0%
and
53%
of
net
assets.
Swaps
The
fund
is
subject
to
interest
rate
risk
and
credit
risk in
the
normal
course
of
pursuing
its
investment
objectives
and
uses
swap
contracts
to
help
manage
such
risks.
The
fund
may
use
swaps
in
an
effort
to
manage
both
long
and
short
exposure
to
changes
in
interest
rates,
inflation
rates,
and
credit
quality;
to
adjust
overall
exposure
to
certain
markets;
to
enhance
total
return
or
protect
the
value
of
portfolio
securities;
to
serve
as
a
cash
management
tool;
or
to
adjust
portfolio
duration
and
credit
exposure.
Swap
agreements
can
be
settled
either
directly
with
the
counterparty
(bilateral
swap)
or
through
a
central
clearinghouse
(centrally
cleared
swap).
Fluctuations
in
the
fair
value
of
a
contract
are
reflected
in
unrealized
gain
or
loss
and
are
reclassified
to
realized
gain
or
loss
on
the
accompanying
Statement
of
Operations upon
contract
termination
or
cash
settlement.
Net
periodic
receipts
or
payments
required
by
a
contract
increase
or
decrease,
respectively,
the
value
of
the
contract
until
the
contractual
payment
date,
at
which
time
such
amounts
are
reclassified
from
unrealized
to
realized
gain
or
loss
on
the
accompanying
Statement
of
Operations.
For
bilateral
swaps,
cash
payments
are
made
or
received
by
the
fund
on
a
periodic
basis
in
accordance
with
contract
terms;
unrealized
gain
on
contracts
and
premiums
paid
are
reflected
as
assets
and
unrealized
loss
on
contracts
and
premiums
received
are
reflected
as
liabilities
on
the
accompanying
Statement
of
Assets
and
Liabilities.
For
bilateral
swaps,
premiums
paid
or
received
are
amortized
over
the
life
of
the
swap
and
are
recognized
as
realized
gain
or
loss
on
the
accompanying
Statement
of
Operations.
For
centrally
cleared
swaps,
payments
are
made
or
received
by
the
fund
each
day
to
settle
the
daily
fluctuation
in
the
value
of
the
contract
(variation
margin).
Accordingly,
the
value
of
a
centrally
cleared
swap
included
in
net
assets
is
the
unsettled
variation
margin;
net
variation
margin
receivable
is
reflected
as
an
asset
and
net
variation
margin
payable
is
reflected
as
a
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
Interest
rate
swaps
are
agreements
to
exchange
cash
flows
based
on
the
difference
between
specified
interest
rates
applied
to
a
notional
principal
amount
for
a
specified
period
of
time.
Risks
related
to
the
use
of
interest
rate
swaps
include
the
potential
for
unanticipated
movements
in
interest
or
currency
rates,
the
possible
failure
of
a
counterparty
to
perform
in
accordance
with
the
terms
of
the
swap
agreements,
potential
government
regulation
that
could
adversely
affect
the
fund’s
swap
investments,
and
potential
losses
in
excess
of
the
fund’s
initial
investment.
Credit
default
swaps
are
agreements
where
one
party
(the
protection
buyer)
agrees
to
make
periodic
payments
to
another
party
(the
protection
seller)
in
exchange
for
protection
against
specified
credit
events,
such
as
certain
defaults
and
bankruptcies
related
to
an
underlying
credit
instrument,
or
issuer
or
index
of
such
instruments.
Upon
occurrence
of
a
specified
credit
event,
the
protection
seller
is
required
to
pay
the
buyer
the
difference
between
the
notional
amount
of
the
swap
and
the
value
of
the
underlying
credit,
either
in
the
form
of
a
net
cash
settlement
or
by
paying
the
gross
notional
amount
and
accepting
delivery
of
the
relevant
underlying
credit.
For
credit
default
swaps
where
the
underlying
credit
is
an
index,
a
specified
credit
event
may
affect
all
or
individual
underlying
securities
included
in
the
index
and
will
be
settled
based
upon
the
relative
weighting
of
the
affected
underlying
security(ies)
within
the
index. Generally,
the
payment
risk
for
the
seller
of
protection
is
inversely
related
to
the
current
market
price
or
credit
rating
of
the
underlying
credit
or
the
market
value
of
the
contract
relative
to
the
notional
amount,
which
are
indicators
of
the
markets’
valuation
of
credit
quality.
As
of
May
31,
2024,
the
notional
amount
of
protection
sold
by
the
fund
totaled $2,123,836,000
(12.8%
of
net
assets),
which
reflects
the
maximum
potential
amount
the
fund
could
be
required
to
pay
under
such
contracts.
Risks
related
to
the
use
of
credit
default
swaps
include
the
possible
inability
of
the
fund
to
accurately
assess
the
current
and
future
creditworthiness
of
underlying
issuers,
the
possible
failure
of
a
counterparty
to
perform
in
accordance
with
the
terms
of
the
swap
agreements,
potential
government
regulation
that
could
adversely
affect
the
fund’s
swap
investments,
and
potential
losses
in
excess
of
the
fund’s
initial
investment.
Total
return
swaps
are
agreements
in
which
one
party
makes
payments
based
on
a
set
rate,
either
fixed
or
variable,
while
the
other
party
makes
payments
based
on
the
return
of
an
underlying
asset
(reference
asset),
such
as
an
index,
equity
security,
fixed
income
security
or
commodity-based
exchange-
traded
fund,
which
includes
both
the
income
it
generates
and
any
change
in
its
value.
Risks
related
to
the
use
of
total
return
swaps
include
the
potential
for
unfavorable
changes
in
the
reference
asset,
the
possible
failure
of
a
counterparty
to
perform
in
accordance
with
the
terms
of
the
swap
agreements,
potential
government
regulation
that
could
adversely
affect
the
fund’s
swap
investments,
and
potential
losses
in
excess
of
the
fund’s
initial
investment.
During
the
year ended
May
31,
2024,
the
volume
of
the
fund’s
activity
in
swaps,
based
on
underlying
notional
amounts,
was
generally
between
3%
and
23%
of
net
assets.
NOTE
4
-
OTHER
INVESTMENT
TRANSACTIONS
Consistent
with
its
investment
objective, the
fund
engages
in
the
following
practices
to
manage
exposure
to
certain
risks
and/or
to
enhance
performance.
The
investment
objective,
policies,
program,
and
risk
factors
of the
fund
are
described
more
fully
in the
fund’s prospectus
and
Statement
of
Additional
Information.
Restricted
Securities
The
fund
invests
in
securities
that
are
subject
to
legal
or
contractual
restrictions
on
resale.
Prompt
sale
of
such
securities
at
an
acceptable
price
may
be
difficult
and
may
involve
substantial
delays
and
additional
costs.
Collateralized
Loan
Obligations
The
fund
invests
in
collateralized
loan
obligations
(CLOs)
which
are
entities
backed
by
a
diversified
pool
of
syndicated
bank
loans.
The
cash
flows
of
the
CLO
can
be
split
into
multiple
segments,
called
“tranches”
or
“classes”,
which
will
vary
in
risk
profile
and
yield.
The
riskiest
segments,
which
are
the
subordinate
or
“equity”
tranches,
bear
the
greatest
risk
of
loss
from
defaults
in
the
underlying
assets
of
the
CLO
and
serve
to
protect
the
other,
more
senior,
tranches.
Senior
tranches
will
typically
have
higher
credit
ratings
and
lower
yields
than
the
securities
underlying
the
CLO.
Despite
the
protection
from
the
more
junior
tranches,
senior
tranches
can
experience
substantial
losses.
Mortgage-Backed
Securities
The
fund
invests
in
mortgage-backed
securities
(MBS
or
pass-through
certificates)
that
represent
an
interest
in
a
pool
of
specific
underlying
mortgage
loans
and
entitle
the
fund
to
the
periodic
payments
of
principal
and
interest
from
those
mortgages.
MBS
may
be
issued
by
government
agencies
or
corporations,
or
private
issuers.
Most
MBS
issued
by
government
agencies
are
guaranteed;
however,
the
degree
of
protection
differs
based
on
the
issuer.
The
fund
also
invests
in
stripped
MBS,
created
when
a
traditional
MBS
is
split
into
an
interest-only
(IO)
and
a
principal-only
(PO)
strip.
MBS,
including
IOs
and
POs, are
sensitive
to
changes
in
economic
conditions
that
affect
the
rate
of
prepayments
and
defaults
on
the
underlying
mortgages;
accordingly,
the
value,
income,
and
related
cash
flows
from
MBS
may
be
more
volatile
than
other
debt
instruments.
IOs
also
risk
loss
of
invested
principal
from
faster-than-anticipated
prepayments.
TBA
Purchase,
Sale
Commitments
and
Forward
Settling
Mortgage
Obligations
The
fund
enters
into
to-be-announced
(TBA)
purchase
or
sale
commitments
(collectively,
TBA
transactions),
pursuant
to
which
it
agrees
to
purchase
or
sell,
respectively,
mortgage-backed
securities
for
a
fixed
unit
price,
with
payment
and
delivery
at
a
scheduled
future
date
beyond
the
customary
settlement
period
for
such
securities.
With
TBA
transactions,
the
particular
securities
to
be
received
or
delivered
by
the
fund
are
not
identified
at
the
trade
date;
however,
the
securities
must
meet
specified
terms,
including
rate
and
mortgage
term,
and
be
within
industry-accepted
“good
delivery”
standards.
The
fund
may
enter
into
TBA
transactions
with
the
intention
of
taking
possession
of
or
relinquishing
the
underlying
securities,
may
elect
to
extend
the
settlement
by
“rolling”
the
transaction,
and/or
may
use
TBA
transactions
to
gain
or
reduce
interim
exposure
to
underlying
securities.
To
mitigate
counterparty
risk,
the
fund
has
entered
into
Master
Securities
Forward
Transaction
Agreements
(MSFTA)
with
counterparties
that
provide
for
collateral
and
the
right
to
offset
amounts
due
to
or
from
those
counterparties
under
specified
conditions.
Subject
to
minimum
transfer
amounts,
collateral
requirements
are
determined
and
transfers
made
based
on
the
net
aggregate
unrealized
gain
or
loss
on
all
TBA
commitments
and
other
forward
settling
mortgage
obligations
with
a
particular
counterparty
(collectively,
MSFTA
Transactions).
At
any
time,
the
fund’s
risk
of
loss
from
a
particular
counterparty
related
to
its
MSFTA
Transactions
is
the
aggregate
unrealized
gain
on
appreciated
MSFTA
Transactions
in
excess
of
unrealized
loss
on
depreciated
MSFTA
Transactions
and
collateral
received,
if
any,
from
such
counterparty. As
of
May
31,
2024,
securities
valued
at
$440,000 had
been
posted
by
the
fund
to
counterparties
for
MSFTA
Transactions. Collateral
pledged
by
counterparties
to
the
fund
for
MSFTA
Transactions
consisted
of $149,000
cash
and
securities
valued
at
$458,000
as
of
May
31,
2024.
Dollar
Rolls
The
fund
enters
into
dollar
roll
transactions,
pursuant
to
which
it
sells
a
mortgage-backed
TBA
or
security
and
simultaneously
agrees
to
purchase
a
similar,
but
not
identical,
TBA
with
the
same
issuer,
rate,
and
terms
on
a
later
date
at
a
set
price
from
the
same
counterparty.
The
fund
may
execute
a
“roll”
to
obtain
better
underlying
mortgage
securities
or
to
enhance
returns.
While
the
fund
may
enter
into
dollar
roll
transactions
with
the
intention
of
taking
possession
of
the
underlying
mortgage
securities,
it
may
also
close
a
contract
prior
to
settlement
or
“roll”
settlement
to
a
later
date
if
deemed
to
be
in
the
best
interest
of
shareholders.
Actual
mortgages
received
by
the
fund
may
be
less
favorable
than
those
anticipated.
The
fund
accounts
for
dollar
roll
transactions
as
purchases
and
sales,
which
has
the
effect
of
increasing
its
portfolio
turnover
rate.
Bank
Loans
The
fund
invests
in
bank
loans,
which
represent
an
interest
in
amounts
owed
by
a
borrower
to
a
syndicate
of
lenders.
Bank
loans
are
generally
noninvestment
grade
and
often
involve
borrowers
whose
financial
condition
is
highly
leveraged.
The
fund
may
invest
in
fixed
and
floating
rate
loans,
which
may
include
senior
floating
rate
loans;
secured
and
unsecured
loans,
second
lien
or
more
junior
loans;
and
bridge
loans
or
bridge
facilities.
Certain
bank
loans
may
be
revolvers
which
are
a
form
of
senior
bank
debt,
where
the
borrower
can
draw
down
the
credit
of
the
revolver
when
it
needs
cash
and
repays
the
credit
when
the
borrower
has
excess
cash.
Certain
loans
may
be
“covenant-lite”
loans,
which
means
the
loans
contain
fewer
maintenance
covenants
than
other
loans
(in
some
cases,
none)
and
do
not
include
terms
which
allow
the
lender
to
monitor
the
performance
of
the
borrower
and
declare
a
default
if
certain
criteria
are
breached.
As
a
result
of
these
risks,
the
fund’s
exposure
to
losses
may
be
increased.
Bank
loans
may
be
in
the
form
of
either
assignments
or
participations.
A
loan
assignment
transfers
all
legal,
beneficial,
and
economic
rights
to
the
buyer,
and
transfer
typically
requires
consent
of
both
the
borrower
and
agent.
In
contrast,
a
loan
participation
generally
entitles
the
buyer
to
receive
the
cash
flows
from
principal,
interest,
and
any
fee
payments
on
a
portion
of
a
loan;
however,
the
seller
continues
to
hold
legal
title
to
that
portion
of
the
loan.
As
a
result,
the
buyer
of
a
loan
participation
generally
has
no
direct
recourse
against
the
borrower
and
is
exposed
to
credit
risk
of
both
the
borrower
and
seller
of
the
participation.
Bank
loans
often
have
extended
settlement
periods,
generally
may
be
repaid
at
any
time
at
the
option
of
the
borrower,
and
may
require
additional
principal
to
be
funded
at
the
borrowers’
discretion
at
a
later
date
(e.g.
unfunded
commitments
and
revolving
debt
instruments).
Until
settlement,
the
fund
maintains
liquid
assets
sufficient
to
settle
its
unfunded
loan
commitments.
The
fund
reflects
both
the
funded
portion
of
a
bank
loan
as
well
as
its
unfunded
commitment
in
the
Portfolio
of
Investments.
However,
if
a
credit
agreement
provides
no
initial
funding
of
a
tranche,
and
funding
of
the
full
commitment
at
a
future
date(s)
is
at
the
borrower’s
discretion
and
considered
uncertain,
a
loan
is
reflected
in
the
Portfolio
of
Investments
only
if,
and
only
to
the
extent
that,
the
fund
has
actually
settled
a
funding
commitment.
Securities
Lending
The fund
may
lend
its
securities
to
approved
borrowers
to
earn
additional
income.
Its
securities
lending
activities
are
administered
by
a
lending
agent
in
accordance
with
a
securities
lending
agreement.
Security
loans
generally
do
not
have
stated
maturity
dates,
and
the
fund
may
recall
a
security
at
any
time.
The
fund
receives
collateral
in
the
form
of
cash
or
U.S.
government
securities.
Collateral
is
maintained
over
the
life
of
the
loan
in
an
amount
not
less
than
the
value
of
loaned
securities;
any
additional
collateral
required
due
to
changes
in
security
values
is
delivered
to
the
fund
the
next
business
day.
Cash
collateral
is
invested
in
accordance
with
investment
guidelines
approved
by
fund
management.
Additionally,
the
lending
agent
indemnifies
the
fund
against
losses
resulting
from
borrower
default.
Although
risk
is
mitigated
by
the
collateral
and
indemnification,
the
fund
could
experience
a
delay
in
recovering
its
securities
and
a
possible
loss
of
income
or
value
if
the
borrower
fails
to
return
the
securities,
collateral
investments
decline
in
value,
and
the
lending
agent
fails
to
perform.
Securities
lending
revenue
consists
of
earnings
on
invested
collateral
and
borrowing
fees,
net
of
any
rebates
to
the
borrower,
compensation
to
the
lending
agent,
and
other
administrative
costs.
In
accordance
with
GAAP,
investments
made
with
cash
collateral
are
reflected
in
the
accompanying
financial
statements,
but
collateral
received
in
the
form
of
securities
is
not.
At
May
31,
2024,
the
value
of
loaned
securities
was
$88,335,000;
the
value
of
cash
collateral
and
related
investments
was
$90,931,000.
Other
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
short-term and
U.S.
government
securities
aggregated $5,738,065,000 and
$4,594,541,000,
respectively,
for
the
year ended
May
31,
2024.
Purchases
and
sales
of
U.S.
government
securities
aggregated
$24,025,173,000 and
$23,328,510,000,
respectively,
for
the
year ended
May
31,
2024.
NOTE
5
-
FEDERAL
INCOME
TAXES
Generally,
no
provision
for
federal
income
taxes
is
required
since
the
fund
intends
to continue
to
qualify
as
a
regulated
investment
company
under
Subchapter
M
of
the
Internal
Revenue
Code
and
distribute
to
shareholders
all
of
its taxable
income
and
gains.
Distributions
determined
in
accordance
with
federal
income
tax
regulations
may
differ
in
amount
or
character
from
net
investment
income
and
realized
gains
for
financial
reporting
purposes.
The
fund
files
U.S.
federal,
state,
and
local
tax
returns
as
required.
The
fund’s
tax
returns
are
subject
to
examination
by
the
relevant
tax
authorities
until
expiration
of
the
applicable
statute
of
limitations,
which
is
generally
three
years
after
the
filing
of
the
tax
return
but
which
can
be
extended
to
six
years
in
certain
circumstances.
Tax
returns
for
open
years
have
incorporated
no
uncertain
tax
positions
that
require
a
provision
for
income
taxes.
Capital
accounts
within
the
financial
reporting
records
are
adjusted
for
permanent
book/tax
differences
to
reflect
tax
character
but
are
not
adjusted
for
temporary
differences.
The
permanent
book/tax
adjustments,
if
any,
have
no
impact
on
results
of
operations
or
net
assets.
The
permanent
book/tax
adjustments
relate
primarily
to
the
character
of
net
currency
gains
or
losses
and
the
character
of
income
on
swaps.
The
tax
character
of
distributions
paid
for
the
periods
presented
was
as
follows:
($000s)
May
31,
2024
May
31,
2023
Ordinary
income
(including
short-term
capital
gains,
if
any)
$
742,308
$
553,507
At
May
31,
2024,
the
tax-basis
cost
of
investments
(including
derivatives,
if
any)
and
gross
unrealized
appreciation
and
depreciation
were as
follows:
At
May
31,
2024,
the
tax-basis
components
of
accumulated
net
earnings
(loss)
were
as
follows:
Temporary
differences
between
book-basis
and
tax-basis
components
of
total
distributable
earnings
(loss)
arise
when
certain
items
of
income,
gain,
or
loss
are
recognized
in
different
periods
for
financial
statement
purposes
versus
for
tax
purposes;
these
differences
will
reverse
in
a
subsequent
reporting
period.
The
temporary
differences
relate
primarily
to
the
deferral
of
losses
from
wash
sales
and
the
realization
of
gains/losses
on
certain
open
derivative
contracts.
The
loss
carryforwards
and
deferrals
primarily
relate
to
capital
loss
carryforwards
and
straddle
deferrals.
Capital
loss
carryforwards
are
available
indefinitely
to
offset
future
realized
capital
gains.
NOTE
6
-
RELATED
PARTY
TRANSACTIONS
The
fund
is
managed
by
T.
Rowe
Price
Associates,
Inc.
(Price
Associates),
a
wholly
owned
subsidiary
of
T.
Rowe
Price
Group,
Inc.
(Price
Group). Price
Associates
has
entered
into
a
sub-advisory
agreement(s)
with
one
or
more
of
its
wholly
owned
subsidiaries,
to
provide
investment
advisory
services
to
the
fund. The
investment
management
agreement
between
the
fund
and
Price
Associates
provides
for
an
annual
investment
management
fee,
which
is
computed
daily
and
paid
monthly.
The
fee
consists
of
an
individual
fund
fee
equal
to
0.03%
of
the fund’s
average
daily
net
assets,
and
a
group
fee.
($000s)
Cost
of
investments
$
17,832,095
Unrealized
appreciation
$
44,884
Unrealized
depreciation
(762,523)
Net
unrealized
appreciation
(depreciation)
$
(717,639)
($000s)
Overdistributed
ordinary
income
$
(15,428)
Net
unrealized
appreciation
(depreciation)
(717,639)
Loss
carryforwards
and
deferrals
(2,677,567)
Total
distributable
earnings
(loss)
$
(3,410,634)
The
group
fee
rate
is
calculated
based
on
the
combined
net
assets
of
certain
mutual
funds
sponsored
by
Price
Associates
(the
group)
applied
to
a
graduated
fee
schedule,
with
rates
ranging
from
0.48%
for
the
first
$1
billion
of
assets
to
0.260%
for
assets
in
excess
of
$845
billion.
The
fund’s
group
fee
is
determined
by
applying
the
group
fee
rate
to
the
fund’s
average
daily
net
assets.
At May
31,
2024,
the
effective
annual
group
fee
rate
was
0.29%. Effective
October
1,
2023,
Price
Associates
has
contractually
agreed,
at
least
through
July
31,
2026,
to
waive
a
portion
of
its
management
fee
so
that
an
individual
fund
fee
of 0.0255%
is
applied
to
the
fund’s
average
daily
net
assets
that
are
equal
to
or
greater
than $20 billion.
Thereafter,
this
agreement
will
automatically
renew
for
one-year
terms
unless
terminated
by
the
fund’s
Board.
Any
fees
waived
under
this
agreement
are
not
subject
to
reimbursement
to
Price
Associates
by
the
fund. No
management
fees
were
waived
under
this
arrangement
for
the
year ended
May
31,
2024.
The Investor
Class and R
Class are
each
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
dates
indicated
in
the
table
below.
Effective
June
1,
2023,
the Advisor
Class is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
Prior
to
June
1,
2023,
the
Advisor
Class was
not
subject
to
a
contractual
expense
limitation.
During
the
limitation
period,
Price
Associates
is required
to
waive
or
pay
any
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
that
would
otherwise
cause
the
class’s
ratio
of
annualized
total
expenses
to
average
net
assets
(net
expense
ratio)
to
exceed
its
expense
limitation.
Each
class
is
required
to
repay
Price
Associates
for
expenses
previously
waived/paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
net
expense
ratio
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
expense
limitation
in
place
at
the
time
such
amounts
were
waived;
or
(2)
the
class’s
current
expense
limitation.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
I
Class
is
also
subject
to
an
operating
expense
limitation
(I
Class
Limit)
pursuant
to
which
Price
Associates
is
contractually
required
to
pay
all
operating
expenses
of
the
I
Class,
excluding
management
fees;
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage; non-recurring,
extraordinary expenses; and
acquired
fund
fees
and
expenses, to
the
extent
such
operating
expenses,
on
an
annualized
basis,
exceed
the
I
Class
Limit. This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
The
I
Class
is
required
to
repay
Price
Associates
for
expenses
previously
paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
operating
expenses
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
I
Class
Limit
in
place
at
the
time
such
amounts
were
paid;
or
(2)
the
current
I
Class
Limit.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
Z
Class
is
also
subject
to
a
contractual
expense
limitation
agreement
whereby
Price
Associates
has
agreed
to
waive
and/or
bear
all
of
the
Z
Class’
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
in
their
entirety.
This
fee
waiver
and/or
expense
reimbursement
arrangement
is
expected
to
remain
in
place
indefinitely,
and
the
agreement
may
only
be
amended
or
terminated
with
approval
by
the
fund’s
Board.
Expenses
of
the
fund
waived/paid
by
the
manager
are
not
subject
to
later
repayment
by
the
fund.
Pursuant
to
these
agreements,
expenses
were
waived/paid
by
and/or
repaid
to
Price
Associates
during
the
year ended May
31,
2024
as
indicated
in
the
table
below.
Including these
amounts,
expenses
previously
waived/paid
by
Price
Associates
in
the
amount
of $1,780,000 remain
subject
to
repayment
by
the
fund
at
May
31,
2024.
Any
repayment
of
expenses
previously
waived/
paid
by
Price
Associates
during
the
period
would
be
included
in
the
net
investment
income
and
expense
ratios
presented
on
the
accompanying
Financial
Highlights.
Investor
Class
Advisor
Class
R
Class
I
Class
Z
Class
Expense
limitation/I
Class
Limit
0.44%
0.92%
1.08%
0.05%
0.00%
Expense
limitation
date
09/30/25
09/30/25
09/30/25
09/30/25
N/A
(Waived)/
repaid
during
the
period
($000s)
$(765)
$(31)
$(2)
$—
$(41,348)
In
addition,
the
fund
has
entered
into
service
agreements
with
Price
Associates
and
two
wholly
owned
subsidiaries
of
Price
Associates,
each
an
affiliate
of
the
fund
(collectively,
Price).
Price
Associates
provides
certain
accounting
and
administrative
services
to
the
fund.
T.
Rowe
Price
Services,
Inc.
provides
shareholder
and
administrative
services
in
its
capacity
as
the
fund’s
transfer
and
dividend-disbursing
agent.
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
provides
subaccounting
and
recordkeeping
services
for
certain
retirement
accounts
invested
in
the
Investor
Class,
R
Class
and
Advisor
Class.
For
the
year
ended
May
31,
2024,
expenses
incurred
pursuant
to
these
service
agreements
were
$111,000
for
Price
Associates;
$1,584,000
for
T.
Rowe
Price
Services,
Inc.;
and
$149,000
for
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities.
T.
Rowe
Price
Investment
Services,
Inc.
(Investment
Services)
serves
as
distributor
to
the
fund.
Pursuant
to
an
underwriting
agreement,
no
compensation
for
any
distribution
services
provided
is
paid
to
Investment
Services
by
the
fund
(except
for
12b-1
fees
under
a
Board-approved
Rule
12b-1
plan).
Additionally,
the
fund
is
one
of
several
mutual
funds
in
which
certain
college
savings
plans
managed
by
Price
Associates invests.
As
approved
by
the
fund’s
Board
of
Directors,
shareholder
servicing
costs
associated
with
each
college
savings
plan
are
borne
by
the
fund
in
proportion
to
the
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Price
has
agreed
to waive/reimburse
shareholder
servicing
costs in
excess
of
0.05%
of
the
fund’s
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Any
amounts
waived/
paid
by
Price
under
this
voluntary
agreement
are
not
subject
to
repayment
by
the
fund.
Price
may
amend
or
terminate
this
voluntary
arrangement
at
any
time
without
prior
notice.
For
the
year ended
May
31,
2024,
the
fund
was
charged $358,000 for
shareholder
servicing
costs
related
to
the
college
savings
plans, of
which
$310,000
was
for
services
provided
by
Price.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities. At
May
31,
2024,
approximately
28%
of
the
outstanding
shares
of
the
I
Class
were
held
by
college
savings
plans.
Mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
(collectively,
Price
Funds
and
accounts)
may
invest
in
the
fund.
No
Price
fund
or
account
may
invest
for
the
purpose
of
exercising
management
or
control
over
the
fund.
At
May
31,
2024, 100%
of
the
Z
Class's
outstanding
shares
were
held
by
Price
Funds
and
accounts.
The fund
may
invest
its
cash
reserves
in
certain
open-end
management
investment
companies
managed
by
Price
Associates
and
considered
affiliates
of
the
fund:
the
T.
Rowe
Price
Government
Reserve
Fund
or
the
T.
Rowe
Price
Treasury
Reserve
Fund,
organized
as
money
market
funds
(together,
the
Price
Reserve
Funds).
The
Price
Reserve
Funds
are
offered
as
short-term
investment
options
to
mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
and
are
not
available
for
direct
purchase
by
members
of
the
public.
Cash
collateral
from
securities
lending,
if
any,
is
invested
in
the
T.
Rowe
Price
Government
Reserve Fund. The
Price
Reserve
Funds
pay
no
investment
management
fees.
The
fund
may
also
invest
in
certain
other
T.
Rowe
Price
funds
(Price
Funds)
as
a
means
of
gaining
efficient
and
cost-effective
exposure
to
certain
markets.
The
fund
does
not
invest
for
the
purpose
of
exercising
management
or
control;
however,
investments
by
the
fund
may
represent
a
significant
portion
of
an
underlying
Price
Fund’s
net
assets.
Each
underlying
Price
Fund
is
an
open-
end
management
investment
company
managed
by
Price
Associates
and
is
considered
an
affiliate
of
the
fund.
To
ensure
that
the
fund
does
not
incur
duplicate
management
fees
(paid
by
the
underlying
Price
Fund(s)
and
the
fund),
the
fund
invests
in
the
Z
Class
of
each
underlying
Price
Fund,
for
which
Price
Associates
is
contractually
obligated
to
waive
and/or
bear
all
of
the
Z
Class’s
expenses,
other
than
interest;
expenses
related
to
borrowings,
taxes
and
brokerage;
nonrecurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses.
The fund may
participate
in
securities
purchase
and
sale
transactions
with
other
funds
or
accounts
advised
by
Price
Associates
(cross
trades),
in
accordance
with
procedures
adopted
by the
fund’s
Board
and
Securities
and
Exchange
Commission
rules,
which
require,
among
other
things,
that
such
purchase
and
sale
cross
trades
be
effected
at
the
independent
current
market
price
of
the
security.
During
the
year
ended
May
31,
2024,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
NOTE
7
-
OTHER
MATTERS
Unpredictable environmental,
political,
social
and
economic
events,
including
but
not
limited
to,
environmental
or
natural
disasters,
war
and
conflict
(including
Russia’s
military
invasion
of
Ukraine
and
the
conflict
in
Israel,
Gaza
and
surrounding
areas),
terrorism,
geopolitical
developments
(including
trading
and
tariff
arrangements,
sanctions
and
cybersecurity
attacks),
and
public
health
epidemics
(including
the
global
outbreak
of
COVID-19)
and
similar
public
health
threats,
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
a
fund
invests.
The
extent
and
duration
of
such
events
and
resulting
market
disruptions
cannot
be
predicted.
These
and
other
similar
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
fund’s
performance
could
be
negatively
impacted
if
the
value
of
a
portfolio
holding
were
harmed
by
these
or
such
events.
Management
actively
monitors
the
risks
and
financial
impacts
arising
from
such
events.
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
To
the
Board
of
Directors
and
Shareholders
of
T.
Rowe
Price
New
Income
Fund,
Inc.
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
portfolio
of
investments,
of
T.
Rowe
Price
New
Income
Fund,
Inc.
(the
"Fund")
as
of
May
31,
2024,
the
related
statement
of
operations
for
the
year
ended
May
31,
2024,
the
statement
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
May
31,
2024,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
periods
indicated
therein
(collectively
referred
to
as
the
“financial
statements”).
In
our
opinion,
the
financial
statements
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
May
31,
2024,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
May
31,
2024
and
the
financial
highlights
for
each
of
the
periods
indicated
therein,
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Fund’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Fund’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements.
Our
procedures
included
confirmation
of
securities
owned
as
of
May
31,
2024
by
correspondence
with
the
custodians,
transfer
agent
and
brokers;
when
replies
were
not
received
from
brokers,
we
performed
other
auditing
procedures.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
/s/
PricewaterhouseCoopers
LLP
Baltimore,
Maryland
July
18,
2024
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
T.
Rowe
Price
group
of
investment
companies
since
1973.
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
(continued)
TAX
INFORMATION
(UNAUDITED)
FOR
THE
TAX
YEAR
ENDED 5/31/24
We
are
providing
this
information
as
required
by
the
Internal
Revenue
Code.
The
amounts
shown
may
differ
from
those
elsewhere
in
this
report
because
of
differences
between
tax
and
financial
reporting
requirements.
For
shareholders
subject
to
interest
expense
deduction
limitation
under
Section
163(j),
$675,882,000
of
the
fund’s
income
qualifies
as
a
Section
163(j)
interest
dividend
and
can
be
treated
as
interest
income
for
purposes
of
Section
163(j),
subject
to
holding
period
requirements
and
other
limitations.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
Each
year,
the
fund’s
Board
of
Directors
(Board)
considers
the
continuation
of
the
investment
management
agreement
(Advisory
Contract)
between
the
fund
and
its
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser),
as
well
as
the
investment
subadvisory
agreements
(Subadvisory
Contracts)
that
the
Adviser
has
entered
into
with
T.
Rowe
Price
International
Ltd
and
T.
Rowe
Price
Hong
Kong
Limited
(Subadvisers)
on
behalf
of
the
fund.
In
that
regard,
at
a
meeting
held
on
March
11–12,
2024
(Meeting),
the
Board,
including
all
of
the
fund’s
independent
directors
present
in
person
at
the
Meeting,
approved
the
continuation
of
the
fund’s
Advisory
Contract
and
Subadvisory
Contracts.
At
the
Meeting,
the
Board
considered
the
factors
and
reached
the
conclusions
described
below
relating
to
the
selection
of
the
Adviser
and
Subadvisers
and
the
approval
of
the
Advisory
Contract
and
Subadvisory
Contracts.
The
independent
directors
were
assisted
in
their
evaluation
of
the
Advisory
Contract
and
Subadvisory
Contracts
by
independent
legal
counsel
from
whom
they
received
separate
legal
advice
and
with
whom
they
met
separately.
In
providing
information
to
the
Board,
the
Adviser
was
guided
by
a
detailed
set
of
requests
for
information
submitted
by
independent
legal
counsel
on
behalf
of
the
independent
directors.
In
considering
and
approving
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contracts,
the
Board
considered
the
information
it
believed
was
relevant,
including,
but
not
limited
to,
the
information
discussed
below.
The
Board
considered
not
only
the
specific
information
presented
in
connection
with
the
Meeting,
but
also
the
knowledge
gained
over
time
through
interaction
with
the
Adviser
and
Subadvisers
about
various
topics.
The
Board
meets
regularly
and,
at
each
of
its
meetings,
covers
an
extensive
agenda
of
topics
and
materials
and
considers
factors
that
are
relevant
to
its
annual
consideration
of
the
renewal
of
the
T.
Rowe
Price
funds’
advisory
contracts,
including
performance
and
the
services
and
support
provided
to
the
funds
and
their
shareholders.
Services
Provided
by
the
Adviser
and
Subadvisers
The
Board
considered
the
nature,
quality,
and
extent
of
the
services
provided
to
the
fund
by
the
Adviser
and
Subadvisers.
These
services
included,
but
were
not
limited
to,
directing
the
fund’s
investments
in
accordance
with
its
investment
program
and
the
overall
management
of
the
fund’s
portfolio,
as
well
as
a
variety
of
related
activities
such
as
financial,
investment
operations,
and
administrative
services;
compliance;
maintaining
the
fund’s
records
and
registrations;
and
shareholder
communications.
The
Board
also
reviewed
the
background
and
experience
of
the
Adviser’s
and
Subadvisers’
senior
management
teams
and
investment
personnel
involved
in
the
management
of
the
fund,
as
well
as
the
Adviser’s
compliance
record.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
nature,
quality,
and
extent
of
the
services
provided
by
the
Adviser
and
Subadvisers,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contracts.
Investment
Performance
of
the
Fund
The
Board
took
into
account
discussions
with
the
Adviser
and
detailed
reports
that
it
regularly
receives
throughout
the
year
on
relative
and
absolute
performance
for
the
T.
Rowe
Price
funds.
In
connection
with
the
Meeting,
the
Board
reviewed
information
provided
by
the
Adviser
that
compared
the
fund’s
total
returns,
as
well
as
a
wide
variety
of
other
previously
agreed-upon
performance
measures
and
market
data,
against
relevant
benchmark
indexes
and
peer
groups
of
funds
with
similar
investment
programs
for
various
periods
through
December
31,
2023.
Additionally,
the
Board
reviewed
the
fund’s
relative
performance
information
as
of
September
30,
2023,
which
ranked
the
returns
of
the
fund’s
Investor
Class
for
various
periods
against
a
universe
of
funds
with
similar
investment
programs
selected
by
Broadridge,
an
independent
provider
of
mutual
fund
data.
In
the
course
of
its
deliberations,
the
Board
considered
performance
information
provided
throughout
the
year
and
in
connection
with
the
Advisory
Contract
review
at
the
Meeting,
as
well
as
information
provided
during
investment
review
meetings
conducted
with
portfolio
managers
and
senior
investment
personnel
during
the
course
of
the
year
regarding
the
fund’s
performance.
The
Board
also
considered
relevant
factors,
such
as
overall
market
conditions
and
trends
that
could
adversely
impact
the
fund’s
performance,
the
length
of
the
fund’s
performance
track
record,
and
how
closely
the
fund’s
strategies
align
with
its
benchmarks
and
peer
groups.
The
Board
noted
that,
as
of
December
31,
2023,
the
fund
lagged
its
benchmark
for
most
performance
periods
and
the
fund’s
total
returns
ranked
in
the
fourth
quartile
for
most
periods
when
compared
with
performance
peer
groups
selected
by
third-
party
data
providers.
The
Adviser
provided
the
Board
with
information
addressing
the
fund’s
performance
relative
to
its
benchmarks
and
performance
peers
during
the
applicable
periods,
the
primary
reasons
for
such
results,
and
efforts
being
undertaken
to
improve
performance.
The
Board
considered
the
Adviser’s
responses
and
its
efforts
and
plans
to
improve
the
fund’s
investment
performance
and
noted
that
it
will
continue
to
periodically
review
the
fund’s
performance.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
fund’s
performance,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contracts.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
(continued)
Costs,
Benefits,
Profits,
and
Economies
of
Scale
The
Board
reviewed
detailed
information
regarding
the
revenues
received
by
the
Adviser
under
the
Advisory
Contract
and
other
direct
and
indirect
benefits
that
the
Adviser
(and
its
affiliates,
including
the
Subadvisers)
may
have
realized
from
its
relationship
with
the
fund.
In
considering
soft-dollar
arrangements
pursuant
to
which
research
may
be
received
from
broker-dealers
that
execute
the
fund’s
portfolio
transactions,
the
Board
noted
that
during
2023
the
Adviser
paid
the
costs
of
research
services
for
all
client
accounts
that
it
advises,
including
the
T.
Rowe
Price
funds.
However,
effective
January
1,
2024,
the
Adviser
will
begin
using
brokerage
commissions
in
connection
with
certain
T.
Rowe
Price
funds’
securities
transactions
to
pay
for
research
when
permissible.
The
Board
received
information
on
the
estimated
costs
incurred
and
profits
realized
by
the
Adviser
from
managing
the
T.
Rowe
Price
funds.
The
Board
also
reviewed
estimates
of
the
profits
realized
from
managing
the
fund
in
particular,
and
the
Board
concluded
that
the
Adviser’s
profits
were
reasonable
in
light
of
the
services
provided
to
the
fund.
Board
also
considered
whether
the
fund
benefits
under
the
fee
levels
set
forth
in
the
Advisory
Contract
or
otherwise
from
any
economies
of
scale
realized
by
the
Adviser.
Under
the
Advisory
Contract,
the
fund
pays
a
fee
to
the
Adviser
for
investment
management
services
composed
of
two
components—a
group
fee
rate
based
on
the
combined
average
net
assets
of
most
of
the
T.
Rowe
Price
funds
(including
the
fund)
that
declines
at
certain
asset
levels
and
an
individual
fund
fee
rate
based
on
the
fund’s
average
daily
net
assets—and
the
fund
pays
its
own
expenses
of
operations.
Under
each
Subadvisory
Contract,
the
Adviser
may
pay
the
Subadviser
up
to
60%
of
the
advisory
fees
that
the
Adviser
receives
from
the
fund.
The
group
fee
rate
decreases
as
total
T.
Rowe
Price
fund
assets
grow,
which
reduces
the
management
fee
rate
for
any
fund
that
has
a
group
fee
component
to
its
management
fee,
and
reflects
that
certain
resources
utilized
to
operate
the
fund
are
shared
with
other
T.
Rowe
Price
funds,
thus
allowing
shareholders
of
those
funds
to
share
potential
economies
of
scale.
In
addition,
the
fund’s
individual
fund
fee
contains
a
breakpoint
that
reduces
the
individual
fund
fee
rate
once
the
fund’s
assets
reach
a
certain
level
and
provides
additional
opportunities
for
sharing
potential
economies
of
scale.
The
fund’s
shareholders
benefit
from
potential
economies
of
scale
through
a
decline
in
certain
operating
expenses
as
the
fund
grows
in
size.
However,
the
fund
is
also
subject
to
contractual
expense
limitations
that
require
the
Adviser
to
waive
its
fees
and/or
bear
any
expenses
that
would
otherwise
cause
the
expenses
of
a
share
class
of
the
fund
to
exceed
a
certain
percentage
based
on
the
class’s
net
assets.
The
expense
limitations
mitigate
the
potential
for
an
increase
in
operating
expenses
above
a
certain
level
that
could
impact
shareholders.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
(continued)
The
fund
also
offers
a
Z
Class,
which
serves
as
an
underlying
investment
within
certain
T.
Rowe
Price
fund
of
funds
arrangements.
The
Adviser
waives
its
advisory
fee
on
the
Z
Class
and
waives
or
bears
the
Z
Class’s
other
operating
expenses,
with
certain
exceptions.
The
Board
considered
whether
the
advisory
fee
and
operating
expense
waivers
on
the
Z
Class
may
present
a
means
for
cross-
subsidization
of
the
Z
Class
by
other
share
classes
of
the
fund.
In
that
regard,
the
Board
noted
that
the
Z
Class
operating
expenses
are
largely
covered
by
the
all-inclusive
fees
charged
by
the
investing
T.
Rowe
Price
fund
of
funds
and
that
any
Z
Class
operating
expenses
not
covered
by
the
investing
T.
Rowe
Price
fund
of
funds’
fees
are
paid
by
the
Adviser
and
not
by
shareholders
of
any
other
share
class
of
the
fund.
In
addition,
the
Board
noted
that
the
fund
potentially
shares
in
indirect
economies
of
scale
through
the
Adviser’s
and
Subadvisers’
ongoing
investments
in
their
business
in
support
of
the
T.
Rowe
Price
funds,
including
investments
in
trading
systems,
technology,
and
regulatory
support
enhancements,
and
the
ability
to
possibly
negotiate
lower
fee
arrangements
with
third-party
service
providers.
The
Board
concluded
that
the
advisory
fee
structure
for
the
fund
provides
for
a
reasonable
sharing
of
benefits
from
any
economies
of
scale
with
the
fund’s
investors.
Fees
and
Expenses
The
Board
was
provided
with
information
regarding
industry
trends
in
management
fees
and
expenses.
Among
other
things,
the
Board
reviewed
data
for
peer
groups
that
were
compiled
by
Broadridge,
which
compared:
(i)
contractual
management
fees,
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
group
of
competitor
funds
selected
by
Broadridge
(Investor
Class
Expense
Group);
(ii)
actual
management
fees
and
total
expenses
of
the
Advisor
Class
of
the
fund
with
a
group
of
competitor
funds
selected
by
Broadridge
(Advisor
Class
Expense
Group);
and
(iii)
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
broader
set
of
funds
within
the
Lipper
investment
classification
(Expense
Universe).
The
Board
considered
the
fund’s
contractual
management
fee
rate,
actual
management
fee
rate
(which
reflects
the
management
fees
actually
received
from
the
fund
by
the
Adviser
after
any
applicable
waivers,
reductions,
or
reimbursements),
operating
expenses,
and
total
expenses
(which
reflect
the
net
total
expense
ratio
of
the
fund
after
any
waivers,
reductions,
or reimbursements)
in
comparison
with
the
information
for
the
Broadridge
peer
groups.
Broadridge
generally
constructed
the
peer
groups
by
seeking
the
most
comparable
funds
based
on
similar
investment
classifications
and
objectives,
expense
structure,
asset
size,
and
operating
components
and
attributes
and
ranked
funds
into
quintiles,
with
the
first
quintile
representing
the
funds
with
the
lowest
relative
expenses
and
the
fifth
quintile
representing
the
funds
with
the
highest
relative
expenses.
The
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
(continued)
information
provided
to
the
Board
indicated
that
the
fund’s
contractual
management
fee
ranked
in
the
second
quintile
(Investor
Class
Expense
Group),
the
fund’s
actual
management
fee
rate
ranked
in
the
first
quintile
(Investor
Class
Expense
Group
and
Expense
Universe)
and
second
quintile
(Advisor
Class
Expense
Group),
and
the
fund’s
total
expenses
ranked
in
the
second
quintile
(Investor
Class
Expense
Group
and
Expense
Universe)
and
first
quintile
(Advisor
Class
Expense
Group).
The
Board
also
reviewed
the
fee
schedules
for
other
investment
portfolios
with
similar
mandates
that
are
advised
or
subadvised
by
the
Adviser
and
its
affiliates,
including
separately
managed
accounts
for
institutional
and
individual
investors;
subadvised
funds;
and
other
sponsored
investment
portfolios,
including
collective
investment
trusts
and
pooled
vehicles
organized
and
offered
to
investors
outside
the
United
States.
Management
provided
the
Board
with
information
about
the
Adviser’s
responsibilities
and
services
provided
to
subadvisory
and
other
institutional
account
clients,
including
information
about
how
the
requirements
and
economics
of
the
institutional
business
are
fundamentally
different
from
those
of
the
proprietary
mutual
fund
business.
The
Board
considered
information
showing
that
the
Adviser’s
mutual
fund
business
is
generally
more
complex
from
a
business
and
compliance
perspective
than
its
institutional
account
business
and
considered
various
relevant
factors,
such
as
the
broader
scope
of
operations
and
oversight,
more
extensive
shareholder
communication
infrastructure,
greater
asset
flows,
heightened
business
risks,
and
differences
in
applicable
laws
and
regulations
associated
with
the
Adviser’s
proprietary
mutual
fund
business.
In
assessing
the
reasonableness
of
the
fund’s
management
fee
rate,
the
Board
considered
the
differences
in
the
nature
of
the
services
required
for
the
Adviser
to
manage
its
mutual
fund
business
versus
managing
a
discrete
pool
of
assets
as
a
subadviser
to
another
institution’s
mutual
fund
or
for
an
institutional
account
and
that
the
Adviser
generally
performs
significant
additional
services
and
assumes
greater
risk
in
managing
the
fund
and
other
T.
Rowe
Price
funds
than
it
does
for
institutional
account
clients,
including
subadvised
funds.
On
the
basis
of
the
information
provided
and
the
factors
considered,
the
Board
concluded
that
the
fees
paid
by
the
fund
under
the
Advisory
Contract
are
reasonable.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
(continued)
Approval
of
the
Advisory
Contract
and
Subadvisory
Contracts
As
noted,
the
Board
approved
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contracts.
No
single
factor
was
considered
in
isolation
or
to
be
determinative
to
the
decision.
Rather,
the
Board
concluded,
in
light
of
a
weighting
and
balancing
of
all
factors
considered,
that
it
was
in
the
best
interests
of
the
fund
and
its
shareholders
for
the
Board
to
approve
the
continuation
of
the
Advisory
Contract
and
Subadvisory
Contracts
(including
the
fees
to
be
charged
for
services
thereunder).
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
AND
SUBADVISORY
AGREEMENTS
(continued)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
F43-050
7/24
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Remuneration paid to Directors is included in Item 7 of this Form N-CSR.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
If applicable, see Item 7.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders.
There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
Item 16. Controls and Procedures.
(a) The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.
(b) The registrant’s principal executive officer and principal financial officer are aware of no change 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 control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable.
Item 19. Exhibits.
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.
| | | | |
T. Rowe Price New Income Fund |
By | | /s/ David Oestreicher | | |
| | David Oestreicher | | |
| | Principal Executive Officer | | |
| | |
Date | | July 18, 2024 | | |
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/ David Oestreicher | | |
| | David Oestreicher | | |
| | Principal Executive Officer | | |
| | |
Date | | July 18, 2024 | | |
| | | | |
By | | /s/ Alan S. Dupski | | |
| | Alan S. Dupski | | |
| | Principal Financial Officer | | |
| | |
Date | | July 18, 2024 | | |