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: 811-06275
T. Rowe Price Balanced 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: December 31
Date of reporting period: December 31, 2023
Item 1. Reports to Shareholders
(a) Report pursuant to Rule 30e-1
Highlights
and
Market
Commentary
Management’s
Discussion
of
Fund
Performance
Performance
and
Expenses
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
RPBAX
Balanced
Fund
–
.
RBAIX
Balanced
Fund–
.
I Class
HIGHLIGHTS
The
Balanced
Fund
outperformed
its
combined
index
portfolio
and
its
Lipper
peer
benchmark
for
the
12-month
period
ended
December
31,
2023.
Security
selection
drove
relative
outperformance,
while
exposure
to
diversifying
sectors
not
included
in
the
benchmark
and
tactical
decisions
to
overweight
or
underweight
various
asset
classes
detracted.
We
maintain
a
balanced
view
on
equities
supported
by
positive
earnings
trends
and
loosening
financial
conditions
against
a
backdrop
of
softening
growth
and
elevated
valuations.
Given
the
uncertain
impact
of
the
forces
driving
global
financial
markets,
we
believe
that
the
Balanced
Fund’s
broad
diversification
and
the
strength
of
T.
Rowe
Price’s
fundamental
research
platform
should
benefit
our
investors
over
time
across
a
range
of
market
and
economic
environments.
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.
T.
ROWE
PRICE
Balanced
Fund
Market
Commentary
Dear
Shareholder
Global
stock
and
bond
indexes
were
broadly
positive
during
2023
as
most
economies
managed
to
avoid
the
recession
that
was
widely
predicted
at
the
start
of
the
year.
Technology
companies
benefited
from
investor
enthusiasm
for
artificial
intelligence
developments
and
led
the
equity
rally,
while
fixed
income
benchmarks
rebounded
late
in
the
year
amid
falling
interest
rates.
For
the
12-month
period,
the
technology-oriented
Nasdaq
Composite
Index
rose
about
43%,
reaching
a
record
high
and
producing
the
strongest
result
of
the
major
benchmarks.
Growth
stocks
outperformed
value
shares,
and
developed
market
stocks
generally
outpaced
their
emerging
markets
counterparts.
Currency
movements
were
mixed
over
the
period,
although
a
weaker
dollar
versus
major
European
currencies
was
beneficial
for
U.S.
investors
in
European
securities.
Within
the
S&P
500
Index,
which
finished
the
year
just
short
of
the
record
level
it
reached
in
early
2022,
the
information
technology,
communication
services,
and
consumer
discretionary
sectors
were
all
lifted
by
the
tech
rally
and
recorded
significant
gains.
A
small
group
of
tech-oriented
mega-cap
companies
helped
drive
much
of
the
market’s
advance.
Conversely,
the
defensive
utilities
sector
had
the
weakest
returns
in
the
growth-focused
environment,
and
the
energy
sector
also
lost
ground
amid
declining
oil
prices.
The
financials
sector
bounced
back
from
the
failure
of
three
large
regional
banks
in
the
spring
and
was
one
of
the
top-performing
segments
in
the
second
half
of
the
year.
The
U.S.
economy
was
the
strongest
among
the
major
markets
during
the
period,
with
gross
domestic
product
growth
coming
in
at
4.9%
in
the
third
quarter,
the
highest
since
the
end
of
2021.
Corporate
fundamentals
were
also
broadly
supportive.
Year-over-year
earnings
growth
contracted
in
the
first
and
second
quarters
of
2023,
but
results
were
better
than
expected,
and
earnings
growth
turned
positive
again
in
the
third
quarter.
Markets
remained
resilient
despite
a
debt
ceiling
standoff
in
the
U.S.,
the
outbreak
of
war
in
the
Middle
East,
the
continuing
conflict
between
Russia
and
Ukraine,
and
a
sluggish
economic
recovery
in
China.
Inflation
remained
a
concern,
but
investors
were
encouraged
by
the
slowing
pace
of
price
increases
as
well
as
the
possibility
that
the
Federal
Reserve
was
nearing
the
end
of
its
rate-hiking
cycle.
The
Fed
held
rates
steady
after
raising
its
short-term
lending
benchmark
rate
to
a
target
range
of
5.25%
to
5.50%
in
July,
the
highest
level
since
March
2001,
and
at
its
final
meeting
of
the
year
in
December,
the
central
bank
indicated
that
there
could
be
three
25-basis-point
rate
cuts
in
2024.
The
yield
of
the
benchmark
10-year
U.S.
Treasury
note
briefly
reached
5.00%
in
October
for
the
first
time
since
late
2007
before
falling
back
to
3.88%
by
period-end,
the
same
level
where
it
started
the
year,
amid
cooler-than-expected
inflation
readings
and
less-hawkish
Fed
rhetoric.
Fixed
income
benchmarks
were
lifted
late
in
the
year
by
falling
yields.
Investment-grade
and
high
yield
corporate
bonds
produced
solid
returns,
supported
by
the
higher
coupons
that
have
become
available
over
the
past
year,
as
well
as
increasing
hopes
that
the
economy
might
be
able
to
avoid
a
recession.
Global
economies
and
markets
showed
surprising
resilience
in
2023,
but
considerable
uncertainty
remains
as
we
look
ahead.
Geopolitical
events,
the
path
of
monetary
policy,
and
the
impact
of
the
Fed’s
rate
hikes
on
the
economy
all
raise
the
potential
for
additional
volatility.
We
believe
this
environment
makes
skilled
active
management
a
critical
tool
for
identifying
risks
and
opportunities,
and
our
investment
teams
will
continue
to
use
fundamental
research
to
help
identify
securities
that
can
add
value
to
your
portfolio
over
the
long
term.
Thank
you
for
your
continued
confidence
in
T.
Rowe
Price.
Sincerely,
Robert
Sharps
CEO
and
President
T.
ROWE
PRICE
Balanced
Fund
Management’s
Discussion
of
Fund
Performance
INVESTMENT
OBJECTIVE
The
fund
seeks
to
provide
capital
growth,
current
income,
and
preservation
of
capital
through
a
portfolio
of
stocks
and
fixed
income
securities.
FUND
COMMENTARY
How
did
the
fund
perform
in
the
past
12
months?
The
Balanced
Fund
returned
17.99%
for
the
12
months
ended
December
31,
2023,
and
outperformed
its
combined
index
portfolio—a
custom-weighted
benchmark
composed
of
multiple
indexes
that
represent
the
asset
classes
in
which
the
fund
invests—the
Lipper
Mixed-Asset
Target
Allocation
Growth
Funds
Index,
and
the
Morningstar
Moderate
Target
Risk
Index.
(Returns
for
the
I
Class
varied
slightly,
reflecting
its
different
fee
structure.
Past
performance
cannot
guarantee
future
results.
)
What
factors
influenced
the
fund’s
performance?
Security
selection
drove
relative
outperformance
for
the
year.
Security
selection
within
the
U.S.
large-cap
growth
equity
allocation
delivered
strong
results,
contributing
to
relative
performance
as
our
holdings
in
companies
involved
with
the
development
of
artificial
intelligence
in
the
information
technology
(IT)
sector
were
beneficial.
Our
selection
of
IT
stocks
in
our
U.S.
large-cap
core
equity
allocation
also
lifted
performance.
Conversely,
selection
among
U.S.
large-cap
value
stocks
held
back
relative
performance.
In
an
environment
led
by
a
relatively
small
group
of
high-
growth,
technology-oriented
mega-cap
companies,
our
underweight
to
the
communication
services
and
IT
sectors
detracted.
Exposure
to
diversifying
sectors
not
included
in
the
fund’s
benchmark
weighed
on
relative
performance.
Out-of-benchmark
exposure
to
real
assets
equities
held
back
performance
as
global
equities
outperformed
real
assets
for
the
year.
While
real
assets
produced
positive
returns,
performance
was
hampered
by
PERFORMANCE
COMPARISON
Total
Return
Periods
Ended
12/31/23
6
Months
12
Months
Balanced
Fund
–
.
6.40%
17.99%
Balanced
Fund–
.
I Class
6.47
18.10
Morningstar
Moderate
Target
Risk
Index
5.90
13.22
Combined
Index
Portfolio*
6.01
17.24
Lipper
Mixed-Asset
Target
Allocation
Growth
Funds
Index
6.52
16.54
*
For
a
definition
of
the
benchmark,
please
see
the
Benchmark
Information
section.
falling
energy
prices.
However,
exposure
to
high
yield
debt
moderated
this
impact.
High
yield
bonds,
which
are
less
sensitive
to
interest
rate
movements
and
more
sensitive
to
credit-related
trends,
strongly
outperformed
higher-
quality
bonds
for
the
period.
Tactical
decisions
to
overweight
and
underweight
asset
classes
weighed
on
relative
returns.
A
modest
underweight
to
equity
and
overweight
to
cash
for
part
of
the
period
had
a
negative
impact
as
equities
delivered
strong
double-
digit
performance.
Following
market
declines
in
the
late
summer
and
early
fall,
we
increased
our
equity
allocation
to
neutral
at
more
attractive
valuation
levels.
Conversely,
our
overweight
to
high
yield
bonds
was
beneficial.
How
is
the
fund
positioned?
Stocks
We
maintain
a
balanced
view
on
equities
supported
by
positive
earnings
trends
and
loosening
financial
conditions
against
a
backdrop
of
softening
growth
and
elevated
valuations.
We
remain
overweight
areas
of
the
market
with
supportive
valuations
that
could
benefit
from
lower
interest
rates
or
a
broader
easing
of
financial
conditions,
such
as
large-cap
core
equities.
Following
a
period
of
weakness,
we
added
to
our
position
in
real
assets
equities—shifting
to
an
overweight
in
June—as
a
potential
hedge
if
inflation
remains
elevated
or
inflects
higher.
SECURITY
DIVERSIFICATION
Balanced
Fund
Bonds
Within
fixed
income,
we
remain
modestly
overweight
cash
relative
to
bonds.
Cash
continues
to
provide
attractive
yields
and
liquidity
to
take
advantage
of
potential
market
dislocations.
We
added
to
U.S.
Treasury
inflation-protected
securities
on
more
attractive
valuations
and
as
a
hedge
against
a
reversal
in
recently
favorable
inflation
trends.
We
remain
overweight
to
high
yield
on
still
attractive
absolute
yield
levels
and
reasonably
supportive
fundamentals.
What
is
portfolio
management’s
outlook?
The
rally
in
global
markets
during
the
fourth
quarter
reversed
the
downward
trend
from
the
previous
quarter
and
ended
the
year
on
a
strong
note
for
both
equities
and
fixed
income.
Economic
data
during
the
year
suggested
that
tight
financial
conditions
have
had
the
intended
effect
of
reining
in
inflation,
as
consumer
spending
slowed,
labor
markets
softened,
and
manufacturing
data
trended
lower.
Against
this
backdrop,
we
have
seen
growing
optimism
for
an
engineered
soft
landing
for
the
U.S.
economy.
Indeed,
after
more
than
a
year
and
a
half
of
unprecedented
tightening
from
global
central
banks,
the
Fed
signaled
a
long-awaited
pivot
in
*
Sources:
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.
If
the
rating
agencies
differ,
the
highest
rating
is
applied
to
the
security.
If
a
rating
is
not
available,
the
security
is
classified
as
Not
Rated.
T.
Rowe
Price
uses
the
rating
of
the
underlying
investment
vehicle
to
determine
the
creditworthiness
of
credit
default
swaps
and
sovereign
securities.
The
fund
is
not
rated
by
any
agency.
**
U.S.
government
agency
securities
are
issued
or
guaranteed
by
a
U.S.
government
agency
and
may
include
conventional
pass-through
securities
and
collateralized
mortgage
obligations;
unlike
Treasuries,
government
agency
securities
are
not
issued
directly
by
the
U.S.
government
and
are
generally
unrated
but
may
have
credit
support
from
the
U.S.
Treasury
(e.g.,
FHLMC
and
FNMA
issues)
or
a
direct
government
guarantee
(e.g.,
GNMA
issues).
Therefore,
this
category
may
include
rated
and
unrated
securities.
***
U.S.
Treasury
securities
are
issued
by
the
U.S.
Treasury
and
are
backed
by
the
full
faith
and
credit
of
the
U.S.
government.
The
ratings
of
U.S.
Treasury
securities
are
derived
from
the
ratings
on
the
U.S.
government.
BOND
PORTFOLIO
PROFILE
Periods
Ended
6/30/23
12/31/23
Weighted
Average
Effective
Duration
(years)
6.0
5.8
Weighted
Average
Maturity
(years)
8.4
8.2
Credit
Quality
Diversification*
U.S.
Government
Agencies**
25.9%
26.2%
U.S.
Treasuries***
26.5
25.6
AAA
5.1
5.1
AA
5.3
5.6
A
11.7
12.2
BBB
12.3
12.3
BB
and
Below
12.9
12.7
Not
Rated
0.3
0.3
Total
100.0%
100.0%
monetary
policy
in
mid-December.
While
central
banks
in
Europe
and
other
major
developed
regions
did
not
immediately
follow
suit
with
the
Fed’s
dovish
rhetoric,
expectations
that
rates
could
fall
faster
and
sooner
than
previously
anticipated
mounted
as
2023
drew
to
a
close.
A
pivot
toward
looser
monetary
policy
could
certainly
represent
a
tailwind
for
growth,
but
risks
remain,
particularly
if
further
economic
data
suggesting
stickier
inflation
prompt
a
more
cautious
approach
that
disappoints
market
hopes.
Divergent
approaches
to
monetary
policy
present
an
additional
concern,
as
inflation
remains
elevated
in
Europe
giving
the
European
Central
Bank
cause
for
caution,
and
the
Bank
of
Japan,
meanwhile,
has
only
recently
begun
to
contemplate
incremental
tightening.
With
the
path
for
monetary
policy
and
economic
growth
still
uncertain,
we
expect
volatility
to
continue
as
markets
look
for
clarity
in
the
near-term
forecast.
Key
risks
to
global
markets
include
a
deeper-than-expected
decline
in
growth,
central
bank
missteps,
a
reacceleration
in
inflation,
the
trajectory
of
Chinese
growth,
and
geopolitical
tensions.
While
we
elected
to
add
to
risk
assets
during
the
recent
period,
we
continue
to
evaluate
long‐term
valuations
and
early
indications
of
stabilization
or
improvement
in
macroeconomic
conditions
as
we
assess
compelling
opportunities
and
potential
risks
in
the
year
ahead.
The
views
expressed
reflect
the
opinions
of
T.
Rowe
Price
as
of
the
date
of
this
report
and
are
subject
to
change
based
on
changes
in
market,
economic,
or
other
conditions.
These
views
are
not
intended
to
be
a
forecast
of
future
events
and
are
no
guarantee
of
future
results.
RISKS
OF
INVESTING
As
with
all
stock
mutual
funds,
the
fund’s
share
price
can
fall
because
of
weakness
in
the
stock
market,
a
particular
industry,
or
specific
holdings.
Stock
markets
can
decline
for
many
reasons,
including
adverse
political
or
economic
developments,
changes
in
investor
psychology,
or
heavy
institutional
selling.
The
prospects
for
an
industry
or
company
may
deteriorate
because
of
a
variety
of
factors,
including
disappointing
earnings
or
changes
in
the
competitive
environment.
In
addition,
the
investment
manager’s
assessment
of
companies
held
in
a
fund
may
prove
incorrect,
resulting
in
losses
or
poor
performance
even
in
rising
markets.
Funds
that
invest
overseas
generally
carry
more
risk
than
funds
that
invest
strictly
in
U.S.
assets.
Risks
can
result
from
varying
stages
of
economic
and
political
development;
differing
regulatory
environments,
trading
days,
and
accounting
standards;
currency
fluctuations;
and
higher
transaction
costs
of
non-U.S.
markets.
Investments
outside
the
United
States
could
be
subject
to
governmental
actions
such
as
capital
or
currency
controls,
nationalization
of
a
company
or
industry,
expropriation
of
assets,
or
imposition
of
high
taxes.
Funds
that
invest
in
bonds
are
subject
to
interest
rate
risk,
the
decline
in
bond
prices
that
usually
accompanies
a
rise
in
interest
rates.
Longer-maturity
bonds
typically
decline
more
than
those
with
shorter
maturities.
Funds
that
invest
in
bonds
are
also
subject
to
credit
risk,
the
chance
that
any
fund
holding
could
have
its
credit
rating
downgraded
or
that
a
bond
issuer
will
default
(fail
to
make
timely
payments
of
interest
or
principal),
potentially
reducing
the
fund’s
income
level
and
share
price.
For
a
thorough
discussion
of
risks,
please
see
the
fund’s
prospectus.
BENCHMARK
INFORMATION
Combined
index
portfolio:
An
unmanaged
portfolio
of
45.5%
domestic
stocks
(S&P
500
Index),
19.5%
international
stocks
(MSCI
EAFE
Index
Net),
and 35.0%
bonds
(Bloomberg
U.S.
Aggregate
Bond
Index).
Note:
©2024
Morningstar,
Inc.
All
rights
reserved.
The
information
contained
herein:
(1)
is
proprietary
to
Morningstar
and/or
its
content
providers;
(2)
may
not
be
copied
or
distributed;
and
(3)
is
not
warranted
to
be
accurate,
complete,
or
timely.
Neither
Morningstar
nor
its
content
providers
are
responsible
for
any
damages
or
losses
arising
from
any
use
of
this
information.
Past
performance
is
no
guarantee
of
future
results.
Note:
Portions
of
the
mutual
fund
information
contained
in
this
report
was
supplied
by
Lipper,
a
Refinitiv
Company,
subject
to
the
following:
Copyright
2024
©
Refinitiv.
All
rights
reserved.
Any
copying,
republication
or
redistribution
of
Lipper
content
is
expressly
prohibited
without
the
prior
written
consent
of
Lipper.
Lipper
shall
not
be
liable
for
any
errors
or
delays
in
the
content,
or
for
any
actions
taken
in
reliance
thereon.
Note:
The
S&P
500
Index
is
a
product
of
S&P
Dow
Jones
Indices
LLC,
a
division
of
S&P
Global,
or
its
affiliates
(“SPDJI”)
and
has
been
licensed
for
use
by
T.
Rowe
Price.
Standard
& Poor’s
®
and
S&P
®
are
registered
trademarks of
Standard
&
Poor’s
Financial
Services
LLC,
a
division
of
S&P
Global (“S&P”);
Dow
Jones
®
is
a
registered
trademark
of
Dow
Jones
Trademark
Holdings
LLC
(“Dow
Jones”);
T.
Rowe
Price
is
not
sponsored,
endorsed,
sold
or
promoted
by
SPDJI,
Dow
Jones,
S&P,
or
their
respective
affiliates,
and
none
of
such
parties
make
any
representation
regarding
the
advisability
of
investing
in
such
product(s)
nor
do
they
have
any
liability
for
any
errors,
omissions,
or
interruptions
of
the
S&P
500
Index.
Note:
MSCI
and
its
affiliates
and
third-party
sources
and
providers
(collectively,
“MSCI”)
makes
no
express
or
implied
warranties
or
representations
and
shall
have
no
liability
whatsoever
with
respect
to
any
MSCI
data
contained
herein.
The
MSCI
data
may
not
be
further
redistributed
or
used
as
a
basis
for
other
indices
or
any
securities
or
financial
products.
This
report
is
not
approved,
reviewed,
or
produced
by
MSCI.
Historical
MSCI
data
and
analysis
should
not
be
taken
as
an
indication
or
guarantee
of
any
future
performance
analysis,
forecast
or
prediction.
None
of
the
MSCI
data
is
intended
to
constitute
investment
advice
or
a
recommendation
to
make
(or
refrain
from
making)
any
kind
of
investment
decision
and
may
not
be
relied
on
as
such.
Note:
Bloomberg
®
and Bloomberg
U.S.
Aggregate
Bond
Index
are
service
marks
of
Bloomberg
Finance
L.P.
and
its
affiliates,
including
Bloomberg
Index
Services
Limited
(“BISL”),
the
administrator
of
the
index
(collectively,
“Bloomberg”)
and
have
been
licensed
for
use
for
certain
purposes
by
T.
Rowe
Price.
Bloomberg
is
not
affiliated
with
T.
Rowe
Price,
and
Bloomberg
does
not
approve,
endorse,
review,
or
recommend
its
products.
Bloomberg
does
not
guarantee
the
timeliness,
accurateness,
or
completeness
of
any
data
or
information
relating
to
its
products.
BENCHMARK
INFORMATION
(continued)
T.
Rowe
Price
Real
Assets
Fund
–
I
Class
Federal
National
Mortgage
Association
–
Mortgages
T.
Rowe
Price
Institutional
High
Yield
Fund
Government
National
Mortgage
Association
Federal
Home
Loan
Mortgage
Corporation
–
Mortgages
PORTFOLIO
HIGHLIGHTS
LARGEST
HOLDINGS
Stocks
Percent
of
Net
Assets
12/31/23
Bonds
Percent
of
Net
Assets
12/31/23
Note:
The
information
shown
does
not
reflect
any
exchange-traded
funds
(ETFs),
cash
reserves,
or
collateral
for
securities
lending
that
may
be
held
in
the
portfolio.
GROWTH
OF
$10,000
This
chart
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
result
is
compared
with
benchmarks,
which
include
a
broad-based
market
index
and
may
also
include
a
peer
group
average
or
index.
Market
indexes
do
not
include
expenses,
which
are
deducted
from
fund returns
as
well
as
mutual fund
averages
and
indexes.
BALANCED
FUND
Note:
Performance
for
the I
Class share
will
vary
due
to
its differing
fee
structure.
See
the
Average
Annual
Compound
Total
Return
table
on
the
next
page.
AVERAGE
ANNUAL
COMPOUND
TOTAL
RETURN
EXPENSE
RATIO
FUND
EXPENSE
EXAMPLE
As
a
mutual
fund
shareholder,
you
may
incur
two
types
of
costs:
(1)
transaction
costs,
such
as
redemption
fees
or
sales
loads,
and
(2)
ongoing
costs,
including
management
fees,
distribution
and
service
(12b-1)
fees,
and
other
fund
expenses.
The
following
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
most
recent
six-month
period
and
held
for
the
entire
period.
Please
note
that
the
fund
has
two
share
classes:
The
original
share
class
(Investor
Class)
charges
no
distribution
and
service
(12b-1)
fee,
and
the
I
Class
shares
are
also
available
to
institutionally
oriented
clients
and
impose
no
12b-1
or
administrative
fee
payment.
Each
share
class
is
presented
separately
in
the
table.
Periods
Ended
12/31/23
1
Year
5
Years
10
Years
Since
Inception
Inception
Date
Balanced
Fund
–
.
17.99%
8.89%
6.85%
–
–
Balanced
Fund–
.
I Class
18.10
9.03
–
7.90%
12/17/15
The
fund’s
performance
information
represents
only
past
performance
and
is
not
necessarily
an
indication
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
cited.
Share
price,
principal
value,
and
return
will
vary,
and
you
may
have
a
gain
or
loss
when
you
sell
your
shares.
For
the
most
recent
month-end
performance,
please
visit
our
website
(troweprice.com)
or
contact
a
T.
Rowe
Price
representative
at
1
-
800
-
225
-
5132
or,
for
0.02
I
Class
shares,
1-800-638-8790.
This
table
shows
how
the
fund
would
have
performed
each
year
if
its
actual
(or
cumulative)
returns
for
the
periods
shown
had
been
earned
at
a
constant
rate.
Average
annual
total
return
figures
include
changes
in
principal
value,
reinvested
dividends,
and
capital
gain
distributions.
Returns
do
not
reflect
taxes
that
the
shareholder
may
pay
on
fund
distributions
or
the
redemption
of
fund
shares.
When
assessing
performance,
investors
should
consider
both
short-
and
long-term
returns.
Balanced
Fund
0.65%
Balanced
Fund–I
Class
0.51
The
expense
ratio
shown
is
as
of
the
fund’s
most
recent
prospectus.
This
number
may
vary
from
the
expense
ratio
shown
elsewhere
in
this
report
because
it
is
based
on
a
different
time
period
and,
if
applicable,
includes
acquired
fund
fees
and
expenses
but
does
not
include
fee
or
expense
waivers.
Actual
Expenses
The
first
line
of
the
following
table
(Actual)
provides
information
about
actual
account
values
and
expenses
based
on
the
fund’s
actual
returns.
You
may
use
the
information
on
this
line,
together
with
your
account
balance,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
on
the
first
line
under
the
heading
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
this
period.
Hypothetical
Example
for
Comparison
Purposes
The
information
on
the
second
line
of
the
table
(Hypothetical)
is
based
on
hypothetical
account
values
and
expenses
derived
from
the
fund’s
actual
expense
ratio
and
an
assumed
5%
per
year
rate
of
return
before
expenses
(not
the
fund’s
actual
return).
You
may
compare
the
ongoing
costs
of
investing
in
the
fund
with
other
funds
by
contrasting
this
5%
hypothetical
example
and
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
the
other
funds.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
Note:
T.
Rowe
Price
charges
an
annual
account
service
fee
of
$20,
generally
for
accounts
with
less
than
$10,000.
The
fee
is
waived
for
any
investor
whose
T.
Rowe
Price
mutual
fund
accounts
total
$50,000
or
more;
accounts
electing
to
receive
electronic
delivery
of
account
statements,
transaction
confirmations,
prospectuses,
and
shareholder
reports;
or
accounts
of
an
investor
who
is
a
T.
Rowe
Price
Personal
Services
or
Enhanced
Personal
Services
client
(enrollment
in
these
programs
generally
requires
T.
Rowe
Price
assets
of
at
least
$250,000).
This
fee
is
not
included
in
the
accompanying
table.
If
you
are
subject
to
the
fee,
keep
it
in
mind
when
you
are
estimating
the
ongoing
expenses
of
investing
in
the
fund
and
when
comparing
the
expenses
of
this
fund
with
other
funds.
You
should
also
be
aware
that
the
expenses
shown
in
the
table
highlight
only
your
ongoing
costs
and
do
not
reflect
any
transaction
costs,
such
as
redemption
fees
or
sales
loads.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
To
the
extent
a
fund
charges
transaction
costs,
however,
the
total
cost
of
owning
that
fund
is
higher.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
BALANCED
FUND
Beginning
Account
Value
7/1/23
Ending
Account
Value
12/31/23
Expenses
Paid
During
Period*
7/1/23
to
12/31/23
Investor
Class
Actual
$1,000.00
$1,064.00
$2.86
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,022.43
2.80
I
Class
Actual
1,000.00
1,064.70
2.19
Hypothetical
(assumes
5%
return
before
expenses)
1,000.00
1,023.09
2.14
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(184),
and
divided
by
the
days
in
the
year
(365)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.55%,
and
the
2
I Class
was
0.42%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
..
Year
..
..
Ended
.
12/31/23
12/31/22
12/31/21
12/31/20
12/31/19
NET
ASSET
VALUE
Beginning
of
period
$
22
.22
$
28
.20
$
27
.24
$
24
.94
$
21
.39
Investment
activities
Net
investment
income
(1)(2)
0
.51
0
.43
0
.37
0
.40
0
.48
Net
realized
and
unrealized
gain/
loss
3
.45
(
5
.29
)
3
.22
3
.15
3
.92
Total
from
investment
activities
3
.96
(
4
.86
)
3
.59
3
.55
4
.40
Distributions
Net
investment
income
(
0
.52
)
(
0
.44
)
(
0
.38
)
(
0
.41
)
(
0
.50
)
Net
realized
gain
(
0
.44
)
(
0
.68
)
(
2
.25
)
(
0
.84
)
(
0
.35
)
Total
distributions
(
0
.96
)
(
1
.12
)
(
2
.63
)
(
1
.25
)
(
0
.85
)
NET
ASSET
VALUE
End
of
period
$
25
.22
$
22
.22
$
28
.20
$
27
.24
$
24
.94
Ratios/Supplemental
Data
Total
return
(2)(3)
17
.99
%
(
17
.26
)
%
13
.36
%
14
.57
%
20
.74
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0
.60
%
0
.61
%
0
.57
%
0
.58
%
0
.58
%
Net
expenses
after
waivers/
payments
by
Price
Associates
0
.55
%
0
.57
%
0
.53
%
0
.55
%
0
.55
%
Net
investment
income
2
.15
%
1
.74
%
1
.27
%
1
.63
%
2
.03
%
Portfolio
turnover
rate
40
.9
%
97
.7
%
91
.9
%
75
.7
%
53
.3
%
Net
assets,
end
of
period
(in
millions)
$2,490
$2,318
$4,224
$4,087
$3,893
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
See
Note
7
for
details
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.
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
..
Year
..
..
Ended
.
12/31/23
12/31/22
12/31/21
12/31/20
12/31/19
NET
ASSET
VALUE
Beginning
of
period
$
22
.21
$
28
.20
$
27
.23
$
24
.94
$
21
.39
Investment
activities
Net
investment
income
(1)(2)
0
.54
0
.49
0
.41
0
.43
0
.50
Net
realized
and
unrealized
gain/
loss
3
.44
(
5
.31
)
3
.22
3
.14
3
.94
Total
from
investment
activities
3
.98
(
4
.82
)
3
.63
3
.57
4
.44
Distributions
Net
investment
income
(
0
.55
)
(
0
.49
)
(
0
.41
)
(
0
.44
)
(
0
.54
)
Net
realized
gain
(
0
.44
)
(
0
.68
)
(
2
.25
)
(
0
.84
)
(
0
.35
)
Total
distributions
(
0
.99
)
(
1
.17
)
(
2
.66
)
(
1
.28
)
(
0
.89
)
NET
ASSET
VALUE
End
of
period
$
25
.20
$
22
.21
$
28
.20
$
27
.23
$
24
.94
Ratios/Supplemental
Data
Total
return
(2)(3)
18
.10
%
(
17
.12
)
%
13
.51
%
14
.67
%
20
.94
%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0
.47
%
0
.47
%
0
.45
%
0
.46
%
0
.46
%
Net
expenses
after
waivers/
payments
by
Price
Associates
0
.42
%
0
.43
%
0
.41
%
0
.43
%
0
.43
%
Net
investment
income
2
.28
%
2
.02
%
1
.39
%
1
.74
%
2
.11
%
Portfolio
turnover
rate
40
.9
%
97
.7
%
91
.9
%
75
.7
%
53
.3
%
Net
assets,
end
of
period
(in
thousands)
$1,889,561
$1,668,770
$1,173,380
$870,716
$734,319
0
%
0
%
0
%
0
%
0
%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
See
Note
7
for
details
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.
T.
ROWE
PRICE
Balanced
Fund
December
31,
2023
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
ASSET-BACKED
SECURITIES
0.9%
AmeriCredit
Automobile
Receivables
Trust
Series 2020-1,
Class
C
1.59%,
10/20/25
540,919
537
AmeriCredit
Automobile
Receivables
Trust
Series 2021-2,
Class
D
1.29%,
6/18/27
2,100,000
1,939
Avis
Budget
Rental
Car
Funding
AESOP
Series 2019-2A,
Class
B
3.55%,
9/22/25 (1)
1,165,000
1,147
BRE
Grand
Islander
Timeshare
Issuer
Series 2019-A,
Class
A
3.28%,
9/26/33 (1)
219,521
210
Carlyle
U.S.
Series 2019-4A,
Class
A11R,
CLO,
FRN
3M
TSFR
+
1.32%,
6.714%,
4/15/35 (1)
2,195,000
2,175
CarMax
Auto
Owner
Trust
Series 2021-1,
Class
D
1.28%,
7/15/27
1,205,000
1,135
CarMax
Auto
Owner
Trust
Series 2023-3,
Class
A3
5.28%,
5/15/28
735,000
743
CarMax
Auto
Owner
Trust
Series 2023-3,
Class
B
5.47%,
2/15/29
580,000
582
Carvana
Auto
Receivables
Trust
Series 2021-P4,
Class
C
2.33%,
2/10/28
1,715,000
1,521
CIFC
Funding
Series 2021-3A,
Class
A,
CLO,
FRN
3M
TSFR
+
1.402%,
6.795%,
7/15/36 (1)
1,380,000
1,375
Driven
Brands
Funding
Series 2020-1A,
Class
A2
3.786%,
7/20/50 (1)
653,063
602
Driven
Brands
Funding
Series 2020-2A,
Class
A2
3.237%,
1/20/51 (1)
1,205,900
1,076
Driven
Brands
Funding
Series 2021-1A,
Class
A2
2.791%,
10/20/51 (1)
1,509,200
1,291
Dryden
Series 2020-77A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.382%,
6.749%,
5/20/34 (1)
1,935,000
1,921
Elara
HGV
Timeshare
Issuer
Series 2017-A,
Class
A
2.69%,
3/25/30 (1)
99,984
97
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Elara
HGV
Timeshare
Issuer
Series 2023-A,
Class
A
6.16%,
2/25/38 (1)
877,329
896
Elara
HGV
Timeshare
Issuer
Series 2023-A,
Class
B
6.53%,
2/25/38 (1)
445,627
454
Exeter
Automobile
Receivables
Trust
Series 2022-2A,
Class
C
3.85%,
7/17/28
915,000
897
Ford
Credit
Auto
Owner
Trust
Series 2020-2,
Class
C
1.74%,
4/15/33 (1)
1,665,000
1,547
Ford
Credit
Auto
Owner
Trust
Series 2023-1,
Class
A
4.85%,
8/15/35 (1)
2,565,000
2,572
Ford
Credit
Floorplan
Master
Owner
Trust
Series 2020-2,
Class
B
1.32%,
9/15/27
1,275,000
1,187
GM
Financial
Consumer
Automobile
Receivables
Trust
Series 2020-3,
Class
D
1.91%,
9/16/27
1,355,000
1,326
Hardee's
Funding
Series 2018-1A,
Class
A2II
4.959%,
6/20/48 (1)
1,880,788
1,801
JPMorgan
Chase
Bank
Series 2021-2,
Class
C
0.969%,
12/26/28 (1)
122,518
120
KKR
Series 2022-43A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.75%,
7.095%,
1/15/36 (1)
1,075,000
1,072
Madison
Park
Funding
XXXIII
Series 2019-33A,
Class
AR,
CLO,
FRN
3M
TSFR
+
1.29%,
6.684%,
10/15/32 (1)
1,205,000
1,201
MidOcean
Credit
XI
Series 2022-11A,
Class
A1R,
CLO,
FRN
3M
TSFR
+
1.73%,
7.096%,
10/18/33 (1)
1,210,000
1,207
MVW
Series 2019-2A,
Class
A
2.22%,
10/20/38 (1)
620,553
589
Navient
Private
Education
Refi
Loan
Trust
Series 2019-CA,
Class
A2
3.13%,
2/15/68 (1)
559,889
537
Navient
Private
Education
Refi
Loan
Trust
Series 2020-GA,
Class
A
1.17%,
9/16/69 (1)
326,144
292
Palmer
Square
Series 2020-3A,
Class
A1R2,
CLO,
FRN
3M
TSFR
+
1.65%,
7.025%,
11/15/36 (1)
1,405,000
1,405
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Santander
Bank
Auto
Credit-Linked
Notes
Series 2022-C,
Class
B
6.451%,
12/15/32 (1)
1,227,720
1,229
ServiceMaster
Funding
Series 2021-1,
Class
A2I
2.865%,
7/30/51 (1)
1,563,861
1,350
SMB
Private
Education
Loan
Trust
Series 2018-B,
Class
A2A
3.60%,
1/15/37 (1)
390,015
377
SMB
Private
Education
Loan
Trust
Series 2020-B,
Class
A1A
1.29%,
7/15/53 (1)
854,336
771
SMB
Private
Education
Loan
Trust
Series 2021-A,
Class
APT1
1.07%,
1/15/53 (1)
1,697,739
1,486
Synchrony
Card
Funding
Series 2023-A1,
Class
A
5.54%,
7/15/29
585,000
596
U.S.
Bank
Series 2023-1,
Class
B
6.789%,
8/25/32 (1)
250,000
251
Verdant
Receivables
Series 2023-1A,
Class
A2
6.24%,
1/13/31 (1)
425,000
427
Total
Asset-Backed
Securities
(Cost
$41,760)
39,941
BOND
MUTUAL
FUNDS
4.6%
T.
Rowe
Price
Inflation
Protected
Bond
Fund
-
I
Class,
1.39% (2)(3)
1,433
15
T.
Rowe
Price
Institutional
High
Yield
Fund
-
Institutional
Class,
7.29% (2)(3)
25,914,429
203,169
T.
Rowe
Price
Limited
Duration
Inflation
Focused
Bond
Fund
-
I
Class,
1.62% (2)(3)
24,074
111
Total
Bond
Mutual
Funds
(Cost
$219,413)
203,295
COMMON
STOCKS
61.4%
COMMUNICATION
SERVICES
4.6%
Diversified
Telecommunication
Services
0.4%
AT&T
17,700
297
KT
(KRW) (4)
126,340
3,369
Nippon
Telegraph
&
Telephone
(JPY)
9,597,500
11,719
Verizon
Communications
28,573
1,077
16,462
Entertainment
0.4%
Netflix (4)
27,766
13,519
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Sea,
ADR (4)
28,003
1,134
Walt
Disney
22,139
1,999
16,652
Interactive
Media
&
Services
3.0%
Alphabet,
Class
A (4)
140,597
19,640
Alphabet,
Class
C (4)
408,775
57,609
LY
(JPY)
746,300
2,639
Meta
Platforms,
Class
A (4)
134,517
47,613
NAVER
(KRW) (4)
15,895
2,750
Tencent
Holdings
(HKD)
36,100
1,363
131,614
Media
0.3%
Charter
Communications,
Class
A (4)
1,400
544
Comcast,
Class
A
68,682
3,012
CyberAgent
(JPY)
375,200
2,350
WPP
(GBP)
552,417
5,277
11,183
Wireless
Telecommunication
Services
0.5%
T-Mobile
U.S.
115,480
18,515
Vodafone
Group,
ADR (5)
316,128
2,750
21,265
Total
Communication
Services
197,176
CONSUMER
DISCRETIONARY
6.4%
Automobile
Components
0.5%
Aptiv (4)
11,428
1,025
Autoliv,
SDR
(SEK)
46,486
5,113
Denso
(JPY)
354,900
5,328
Dowlais
Group
(GBP)
1,027,528
1,397
Magna
International (5)
90,302
5,335
Stanley
Electric
(JPY)
106,300
1,994
20,192
Automobiles
1.0%
General
Motors
20,400
733
Honda
Motor
(JPY)
178,800
1,844
Rivian
Automotive,
Class
A (4)(5)
24,726
580
Suzuki
Motor
(JPY)
85,700
3,652
Tesla (4)
105,367
26,182
Toyota
Motor
(JPY)
523,300
9,589
42,580
Broadline
Retail
1.8%
Alibaba
Group
Holding,
ADR
17,123
1,327
Amazon.com (4)
479,762
72,895
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Next
(GBP)
50,068
5,176
79,398
Diversified
Consumer
Services
0.1%
Service
Corp
International
33,557
2,297
2,297
Hotels,
Restaurants
&
Leisure
1.3%
Airbnb,
Class
A (4)
2,500
340
Amadeus
IT
Group
(EUR)
58,055
4,170
Booking
Holdings (4)
4,031
14,299
Chipotle
Mexican
Grill (4)
3,446
7,881
Compass
Group
(GBP)
301,799
8,258
DoorDash,
Class
A (4)
16,170
1,599
Hilton
Worldwide
Holdings
19,520
3,554
Las
Vegas
Sands
22,912
1,128
Marriott
International,
Class
A
2,862
645
McDonald's
33,418
9,909
Norwegian
Cruise
Line
Holdings (4)
92,600
1,856
Royal
Caribbean
Cruises (4)
10,741
1,391
Starbucks
12,373
1,188
Wynn
Resorts
6,961
634
56,852
Household
Durables
0.4%
NVR (4)
234
1,638
Panasonic
Holdings
(JPY)
396,300
3,903
Persimmon
(GBP)
169,611
2,998
Sony
Group
(JPY)
78,100
7,391
15,930
Specialty
Retail
0.9%
AutoZone (4)
2,374
6,138
Bath
&
Body
Works
7,600
328
Burlington
Stores (4)
3,109
605
Carvana (4)(5)
29,862
1,581
Home
Depot
27,151
9,409
Kingfisher
(GBP)
1,887,834
5,849
Lowe's
5,499
1,224
O'Reilly
Automotive (4)
1,602
1,522
Ross
Stores
38,815
5,372
TJX
45,230
4,243
Tractor
Supply (5)
7,700
1,656
Ulta
Beauty (4)
7,262
3,558
41,485
Textiles,
Apparel
&
Luxury
Goods
0.4%
Dr.
Martens
(GBP)
71,968
81
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Kering
(EUR)
8,975
3,975
Lululemon
Athletica (4)
8,180
4,182
Moncler
(EUR)
74,201
4,569
NIKE,
Class
B
39,766
4,317
Samsonite
International
(HKD) (4)
763,500
2,519
19,643
Total
Consumer
Discretionary
278,377
CONSUMER
STAPLES
4.3%
Beverages
0.8%
Coca-Cola
141,785
8,355
Constellation
Brands,
Class
A
4,943
1,195
Diageo
(GBP)
172,893
6,275
Heineken
(EUR)
66,473
6,754
Keurig
Dr
Pepper
51,245
1,707
Kirin
Holdings
(JPY) (5)
154,300
2,259
Monster
Beverage (4)
17,286
996
PepsiCo
36,822
6,254
33,795
Consumer
Staples
Distribution
&
Retail
0.7%
Costco
Wholesale
7,492
4,945
Dollar
General
34,070
4,632
Dollar
Tree (4)
1,211
172
Seven
&
i
Holdings
(JPY)
151,400
5,988
Sysco
9,339
683
Target
9,000
1,282
Walmart
80,772
12,733
Welcia
Holdings
(JPY)
66,900
1,169
31,604
Food
Products
1.1%
Barry
Callebaut
(CHF)
1,834
3,096
Kraft
Heinz
64,317
2,378
Mondelez
International,
Class
A
196,144
14,207
Nestle
(CHF)
191,690
22,221
Tyson
Foods,
Class
A
4,365
235
Wilmar
International
(SGD)
1,700,300
4,593
46,730
Household
Products
0.6%
Clorox
500
71
Colgate-Palmolive
103,200
8,226
Procter
&
Gamble
115,804
16,970
25,267
Personal
Care
Products
0.8%
elf
Beauty (4)
2,752
397
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Kenvue
529,545
11,401
L'Oreal
(EUR)
15,559
7,756
Unilever
(GBP)
281,025
13,605
33,159
Tobacco
0.3%
Altria
Group
9,929
400
Philip
Morris
International
137,857
12,970
13,370
Total
Consumer
Staples
183,925
ENERGY
2.7%
Energy
Equipment
&
Services
0.4%
Halliburton
230,647
8,338
NOV
31,822
645
Schlumberger
184,976
9,626
18,609
Oil,
Gas
&
Consumable
Fuels
2.3%
Chesapeake
Energy
2,500
192
Chevron
77,473
11,556
ConocoPhillips
105,135
12,203
Diamondback
Energy
18,300
2,838
EOG
Resources
14,119
1,708
EQT
197,024
7,617
Equinor
(NOK)
331,327
10,501
Exxon
Mobil
138,820
13,879
Hess
4,723
681
Kinder
Morgan
247,617
4,368
Marathon
Petroleum
11,720
1,739
Phillips
66
3,600
479
Pioneer
Natural
Resources
8,305
1,868
Range
Resources
187,123
5,696
Shell,
ADR
102,706
6,758
Suncor
Energy (5)
11,497
368
TotalEnergies
(EUR)
191,224
13,003
Valero
Energy
4,018
522
Williams
81,421
2,836
98,812
Total
Energy
117,421
FINANCIALS
10.6%
Banks
3.3%
ANZ
Group
Holdings
(AUD)
189,790
3,353
Bank
of
America
479,578
16,147
BNP
Paribas
(EUR)
80,071
5,560
Citigroup
51,259
2,637
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
DBS
Group
Holdings
(SGD)
148,000
3,743
DNB
Bank
(NOK)
436,676
9,284
East
West
Bancorp
26,153
1,882
Erste
Group
Bank
(EUR)
40,534
1,642
Fifth
Third
Bancorp
41,136
1,419
HDFC
Bank
(INR)
238,689
4,886
Huntington
Bancshares
69,036
878
ING
Groep
(EUR)
682,160
10,229
Intesa
Sanpaolo
(EUR)
1,096,474
3,209
JPMorgan
Chase
163,970
27,891
Lloyds
Banking
Group
(GBP)
6,953,630
4,218
Mitsubishi
UFJ
Financial
Group
(JPY)
661,500
5,677
National
Bank
of
Canada
(CAD) (5)
102,424
7,807
PNC
Financial
Services
Group
31,109
4,817
Standard
Chartered
(GBP)
298,210
2,531
Sumitomo
Mitsui
Trust
Holdings
(JPY)
115,108
2,204
Svenska
Handelsbanken,
Class
A
(SEK)
558,697
6,072
Truist
Financial
12,800
472
United
Overseas
Bank
(SGD)
281,200
6,069
Wells
Fargo
270,880
13,333
Western
Alliance
Bancorp
5,500
362
146,322
Capital
Markets
1.5%
Ares
Management,
Class
A
5,959
709
Bank
of
New
York
Mellon
18,997
989
BlackRock
1,035
840
Bridgepoint
Group
(GBP)
642,572
2,276
Brookfield
(CAD)
118,844
4,767
Cboe
Global
Markets
3,595
642
Charles
Schwab
173,785
11,956
CME
Group
28,596
6,022
Goldman
Sachs
Group
25,729
9,926
Intercontinental
Exchange
14,607
1,876
Julius
Baer
Group
(CHF)
73,866
4,144
KKR
6,500
539
LPL
Financial
Holdings
2,500
569
Macquarie
Group
(AUD)
32,532
4,072
MarketAxess
Holdings
800
234
Moody's
1,587
620
Morgan
Stanley
52,047
4,853
MSCI
1,835
1,038
S&P
Global
13,816
6,086
Tradeweb
Markets,
Class
A
3,652
332
XP,
Class
A
82,556
2,152
64,642
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Consumer
Finance
0.3%
American
Express
53,691
10,058
Discover
Financial
Services
7,700
866
Synchrony
Financial
3,800
145
11,069
Financial
Services
2.7%
Adyen
(EUR) (4)
2,288
2,954
ANT
Group,
Acquisition
Date:
8/14/23,
Cost $411 (4)(6)(7)
411,083
403
Apollo
Global
Management
7,657
714
Berkshire
Hathaway,
Class
B (4)
82,741
29,510
Challenger
(AUD)
325,045
1,439
Corebridge
Financial
170,655
3,696
Equitable
Holdings
28,265
941
Fiserv (4)
127,938
16,995
FleetCor
Technologies (4)
13,995
3,955
Global
Payments
19,251
2,445
Mastercard,
Class
A
51,579
21,999
Mitsubishi
HC
Capital
(JPY)
368,200
2,467
Visa,
Class
A
113,896
29,653
117,171
Insurance
2.8%
AIA
Group
(HKD)
691,000
6,014
Allstate
39,876
5,582
American
International
Group
44,392
3,008
AXA
(EUR)
363,044
11,856
Chubb
60,077
13,577
Definity
Financial
(CAD)
64,510
1,828
Hartford
Financial
Services
Group
64,877
5,215
Mandatum
(EUR) (4)
141,858
636
Marsh
&
McLennan
28,892
5,474
MetLife
140,787
9,310
Munich
Re
(EUR)
29,759
12,344
Ping
An
Insurance
Group,
Class
H
(HKD)
245,500
1,111
Progressive
35,639
5,677
RenaissanceRe
Holdings
5,990
1,174
Sampo,
Class
A
(EUR)
147,088
6,444
Storebrand
(NOK)
503,026
4,460
Sun
Life
Financial
(CAD)
116,250
6,029
Tokio
Marine
Holdings
(JPY)
283,800
7,067
Travelers
45,515
8,670
Zurich
Insurance
Group
(CHF)
14,911
7,796
123,272
Total
Financials
462,476
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
HEALTH
CARE
8.1%
Biotechnology
0.5%
AbbVie
28,855
4,472
Amgen
32,888
9,472
Biogen (4)
4,126
1,068
BioMarin
Pharmaceutical (4)
2,200
212
Genmab
(DKK) (4)
9,413
3,001
Gilead
Sciences
9,693
785
Moderna (4)
1,652
164
Regeneron
Pharmaceuticals (4)
1,450
1,274
Vertex
Pharmaceuticals (4)
6,903
2,809
23,257
Health
Care
Equipment
&
Supplies
1.5%
Abbott
Laboratories
17,440
1,920
Alcon
(CHF)
43,663
3,416
Align
Technology (4)
1,417
388
Baxter
International
19,977
772
Becton
Dickinson
&
Company
10,434
2,544
Boston
Scientific (4)
18,655
1,078
Dexcom (4)
9,648
1,197
Edwards
Lifesciences (4)
14,728
1,123
Elekta,
Class
B
(SEK)
341,076
2,793
EssilorLuxottica
(EUR)
24,781
4,976
GE
HealthCare
Technologies
72,054
5,571
Hologic (4)
13,100
936
Intuitive
Surgical (4)
35,430
11,953
Koninklijke
Philips
(EUR) (4)
213,351
4,993
Medtronic
58,139
4,790
Penumbra (4)
799
201
Siemens
Healthineers
(EUR)
120,512
6,997
Stryker
19,055
5,706
Teleflex
5,754
1,435
Zimmer
Biomet
Holdings
11,846
1,442
64,231
Health
Care
Providers
&
Services
2.1%
Cardinal
Health
1,900
192
Cencora
61,313
12,592
Centene (4)
2,700
200
Cigna
Group
8,864
2,654
CVS
Health
7,400
584
Elevance
Health
48,449
22,847
Fresenius
(EUR)
134,206
4,160
HCA
Healthcare
20,680
5,598
Humana
14,960
6,849
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
McKesson
4,323
2,001
Molina
Healthcare (4)
1,730
625
Tenet
Healthcare (4)
52,469
3,965
UnitedHealth
Group
57,391
30,215
92,482
Health
Care
Technology
0.0%
Veeva
Systems,
Class
A (4)
6,897
1,328
1,328
Life
Sciences
Tools
&
Services
0.7%
Agilent
Technologies
11,131
1,548
Avantor (4)
9,828
224
Bio-Techne
7,500
579
Danaher
44,987
10,407
Evotec
(EUR) (4)
83,281
1,953
ICON (4)
2,000
566
IQVIA
Holdings (4)
769
178
Repligen (4)
1,400
252
Thermo
Fisher
Scientific
30,564
16,223
31,930
Pharmaceuticals
3.3%
Astellas
Pharma
(JPY)
556,100
6,614
AstraZeneca,
ADR
289,941
19,527
Bayer
(EUR)
102,257
3,794
Bristol-Myers
Squibb
18,948
972
Catalent (4)
10,700
481
Eli
Lilly
49,077
28,608
GSK,
ADR (5)
103,792
3,846
Johnson
&
Johnson
83,655
13,112
Merck
108,542
11,833
Novartis
(CHF)
115,538
11,671
Novo
Nordisk,
ADR
6,526
675
Novo
Nordisk,
Class
B
(DKK)
101,687
10,538
Otsuka
Holdings
(JPY)
52,400
1,960
Pfizer
37,460
1,078
Roche
Holding
(CHF)
40,505
11,775
Sanofi
(EUR)
119,023
11,828
Viatris
102,553
1,111
Zoetis
31,445
6,206
145,629
Total
Health
Care
358,857
INDUSTRIALS
&
BUSINESS
SERVICES
6.0%
Aerospace
&
Defense
0.9%
Boeing (4)
18,622
4,854
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
General
Dynamics
23,980
6,227
Howmet
Aerospace
18,200
985
Huntington
Ingalls
Industries
1,886
490
L3Harris
Technologies
32,717
6,891
Lockheed
Martin
1,489
675
Melrose
Industries
(GBP)
779,278
5,633
Northrop
Grumman
7,014
3,283
RTX
16,854
1,418
Safran
(EUR)
34,383
6,062
TransDigm
Group
3,142
3,178
39,696
Air
Freight
&
Logistics
0.0%
FedEx
5,212
1,318
1,318
Building
Products
0.1%
Carrier
Global
77,848
4,472
Johnson
Controls
International
9,345
539
Trane
Technologies
1,790
437
5,448
Commercial
Services
&
Supplies
0.3%
Cintas
3,406
2,053
Copart (4)
23,389
1,146
Element
Fleet
Management
(CAD)
419,455
6,825
Republic
Services
3,440
567
Veralto
30,717
2,527
Waste
Connections
8,952
1,336
14,454
Construction
&
Engineering
0.1%
WillScot
Mobile
Mini
Holdings (4)
3,200
142
Worley
(AUD)
406,944
4,851
4,993
Electrical
Equipment
0.8%
ABB
(CHF)
206,264
9,158
AMETEK
34,767
5,733
Emerson
Electric
1,300
127
Legrand
(EUR)
61,939
6,450
Mitsubishi
Electric
(JPY)
479,500
6,782
Prysmian
(EUR)
137,795
6,281
Rockwell
Automation
1,572
488
35,019
Ground
Transportation
0.9%
Canadian
National
Railway (5)
9,429
1,185
Canadian
Pacific
Kansas
City (5)
5,971
472
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Central
Japan
Railway
(JPY)
108,000
2,741
CSX
329,311
11,417
JB
Hunt
Transport
Services
2,526
504
Norfolk
Southern
21,354
5,048
Old
Dominion
Freight
Line
10,701
4,337
Saia (4)
2,443
1,071
Uber
Technologies (4)
41,300
2,543
Union
Pacific
33,679
8,272
37,590
Industrial
Conglomerates
1.3%
3M
5,503
602
DCC
(GBP)
52,286
3,847
General
Electric
133,209
17,001
Honeywell
International
14,818
3,108
Roper
Technologies
11,517
6,279
Siemens
(EUR)
137,095
25,720
56,557
Machinery
0.9%
Caterpillar
3,152
932
Cummins
29,730
7,122
Deere
8,968
3,586
Dover
7,900
1,215
Esab
2,700
234
IDEX
19,955
4,332
Ingersoll
Rand
18,348
1,419
KION
Group
(EUR)
67,096
2,864
Otis
Worldwide
5,816
520
PACCAR
5,110
499
Sandvik
(SEK)
222,832
4,841
SMC
(JPY)
4,000
2,140
Stanley
Black
&
Decker
21,442
2,103
THK
(JPY)
97,000
1,896
Westinghouse
Air
Brake
Technologies
56,032
7,111
40,814
Passenger
Airlines
0.0%
Southwest
Airlines
19,622
567
United
Airlines
Holdings (4)
5,500
227
794
Professional
Services
0.3%
Broadridge
Financial
Solutions
4,574
941
Equifax
2,514
622
Recruit
Holdings
(JPY)
122,600
5,126
TechnoPro
Holdings
(JPY)
139,400
3,659
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Teleperformance
(EUR)
17,744
2,598
12,946
Trading
Companies
&
Distributors
0.4%
Ashtead
Group
(GBP)
84,224
5,854
Bunzl
(GBP)
95,874
3,896
Mitsubishi
(JPY)
268,200
4,272
SiteOne
Landscape
Supply (4)
900
146
Sumitomo
(JPY)
240,400
5,232
United
Rentals
383
220
19,620
Total
Industrials
&
Business
Services
269,249
INFORMATION
TECHNOLOGY
13.9%
Communications
Equipment
0.2%
Arista
Networks (4)
4,336
1,021
Cisco
Systems
38,975
1,969
LM
Ericsson,
Class
B
(SEK)
815,199
5,130
8,120
Electronic
Equipment,
Instruments
&
Components
0.6%
Amphenol,
Class
A
52,193
5,174
Hamamatsu
Photonics
(JPY)
74,200
3,044
Largan
Precision
(TWD)
19,000
1,775
Murata
Manufacturing
(JPY)
226,500
4,786
Omron
(JPY)
45,600
2,122
TE
Connectivity
46,096
6,477
Teledyne
Technologies (4)
2,577
1,150
Zebra
Technologies,
Class
A (4)
1,300
355
24,883
IT
Services
0.5%
Accenture,
Class
A
16,958
5,951
MongoDB (4)
8,490
3,471
NTT
Data
Group
(JPY)
512,100
7,239
Shopify,
Class
A (4)
49,965
3,892
Snowflake,
Class
A (4)
6,562
1,306
21,859
Semiconductors
&
Semiconductor
Equipment
5.0%
Advanced
Micro
Devices (4)
40,797
6,014
Analog
Devices
18,186
3,611
Applied
Materials
42,198
6,839
ASML
Holding
(EUR)
19,729
14,893
ASML
Holding
11,936
9,035
Broadcom
18,791
20,975
Entegris
14,920
1,788
First
Solar (4)
902
155
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Intel
128,510
6,458
KLA
4,656
2,706
Lam
Research
12,535
9,818
Lattice
Semiconductor (4)
4,823
333
Marvell
Technology
9,841
593
Micron
Technology
60,462
5,160
Monolithic
Power
Systems
6,983
4,405
NVIDIA
122,424
60,627
NXP
Semiconductors
72,887
16,741
ON
Semiconductor (4)
7,448
622
QUALCOMM
72,728
10,519
Renesas
Electronics
(JPY) (4)
196,400
3,512
Taiwan
Semiconductor
Manufacturing
(TWD)
787,969
15,106
Taiwan
Semiconductor
Manufacturing,
ADR
19,238
2,001
Texas
Instruments
66,000
11,250
Tokyo
Electron
(JPY)
36,300
6,452
219,613
Software
4.9%
Adobe (4)
9,119
5,440
Atlassian,
Class
A (4)
9,371
2,229
Autodesk (4)
1,600
389
BILL
Holdings (4)
15,226
1,242
Cadence
Design
Systems (4)
6,081
1,656
Canva,
Acquisition
Date:
8/16/21
-
12/17/21,
Cost $668 (4)(6)(7)
392
418
Confluent,
Class
A (4)
30,711
719
Crowdstrike
Holdings,
Class
A (4)
5,212
1,331
Datadog,
Class
A (4)
10,229
1,242
Descartes
Systems
Group (4)
8,226
691
DocuSign (4)
38,250
2,274
Fair
Isaac (4)
500
582
Fortinet (4)
24,691
1,445
Gen
Digital
51,455
1,174
Gusto,
Acquisition
Date:
10/4/21,
Cost $216 (4)(6)(7)
7,517
116
Intuit
17,821
11,139
Microsoft
360,678
135,629
Palo
Alto
Networks (4)
3,024
892
Salesforce (4)
37,703
9,921
Samsara,
Class
A (4)
10,900
364
SAP
(EUR)
61,015
9,391
ServiceNow (4)
21,476
15,173
Synopsys (4)
18,521
9,537
Workday,
Class
A (4)
1,500
414
Zscaler (4)
3,997
886
214,294
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Technology
Hardware,
Storage
&
Peripherals
2.7%
Apple
554,829
106,821
Pure
Storage,
Class
A (4)
29,324
1,046
Samsung
Electronics
(KRW)
162,551
9,866
Western
Digital (4)
17,921
939
118,672
Total
Information
Technology
607,441
MATERIALS
2.4%
Chemicals
1.2%
Air
Liquide
(EUR)
37,899
7,379
Akzo
Nobel
(EUR)
56,617
4,688
Asahi
Kasei
(JPY)
390,400
2,881
BASF
(EUR)
71,289
3,839
CF
Industries
Holdings
10,765
856
Covestro
(EUR) (4)
76,393
4,452
Johnson
Matthey
(GBP)
139,170
3,010
Linde
34,843
14,310
Nutrien
37,412
2,107
RPM
International
3,794
424
Sherwin-Williams
13,765
4,293
Tosoh
(JPY)
39,200
500
Umicore
(EUR)
115,328
3,172
51,911
Construction
Materials
0.1%
Martin
Marietta
Materials
3,442
1,717
Vulcan
Materials
3,871
879
2,596
Containers
&
Packaging
0.1%
Amcor,
CDI
(AUD)
143,128
1,387
Avery
Dennison
3,048
616
Ball
14,494
834
Packaging
Corp.
of
America
2,114
344
Westrock
12,096
502
3,683
Metals
&
Mining
0.9%
Agnico
Eagle
Mines
8,100
444
Antofagasta
(GBP)
230,932
4,938
BHP
Group
(AUD)
120,793
4,127
BHP
Group
(GBP)
171,804
5,873
Franco-Nevada
21,000
2,327
Freeport-McMoRan
160,452
6,830
IGO
(AUD)
437,530
2,697
Pilbara
Minerals
(AUD)
1,436,095
3,855
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
South32
(AUD)
1,088,164
2,461
Southern
Copper
17,869
1,538
Steel
Dynamics
8,504
1,004
Wheaton
Precious
Metals
59,010
2,912
39,006
Paper
&
Forest
Products
0.1%
Stora
Enso,
Class
R
(EUR)
302,563
4,192
West
Fraser
Timber (5)
10,256
878
5,070
Total
Materials
102,266
REAL
ESTATE
1.0%
Health
Care
Real
Estate
Investment
Trusts
0.0%
Welltower,
REIT
12,969
1,169
1,169
Industrial
Real
Estate
Investment
Trusts
0.2%
Prologis,
REIT
45,587
6,077
Rexford
Industrial
Realty,
REIT
20,027
1,123
7,200
Office
Real
Estate
Investment
Trusts
0.0%
Great
Portland
Estates
(GBP)
336,747
1,799
1,799
Real
Estate
Management
&
Development
0.2%
CBRE
Group,
Class
A (4)
4,200
391
CoStar
Group (4)
6,721
588
Mitsui
Fudosan
(JPY)
277,600
6,787
7,766
Residential
Real
Estate
Investment
Trusts
0.1%
American
Homes
4
Rent,
Class
A,
REIT
9,686
348
AvalonBay
Communities,
REIT
3,911
732
Camden
Property
Trust,
REIT
1,400
139
Equity
LifeStyle
Properties,
REIT
47,764
3,369
Essex
Property
Trust,
REIT
3,636
902
Sun
Communities,
REIT
1,090
146
5,636
Retail
Real
Estate
Investment
Trusts
0.1%
Kimco
Realty,
REIT
7,852
167
Scentre
Group
(AUD)
2,277,585
4,638
Simon
Property
Group,
REIT
4,024
574
5,379
Specialized
Real
Estate
Investment
Trusts
0.4%
American
Tower,
REIT
12,171
2,628
Equinix,
REIT
1,980
1,595
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Extra
Space
Storage,
REIT
16,138
2,587
Public
Storage,
REIT
21,783
6,644
Weyerhaeuser,
REIT
116,400
4,047
17,501
Total
Real
Estate
46,450
UTILITIES
1.4%
Electric
Utilities
0.7%
Constellation
Energy
85,865
10,037
Evergy
2,335
122
FirstEnergy
67,159
2,462
NextEra
Energy
167,455
10,171
NRG
Energy
27,200
1,406
PG&E
152,563
2,751
PPL
25,500
691
Southern
70,029
4,910
32,550
Gas
Utilities
0.0%
Beijing
Enterprises
Holdings
(HKD)
387,500
1,348
1,348
Independent
Power
&
Renewable
Electricity
Producers
0.1%
Electric
Power
Development
(JPY)
182,600
2,961
2,961
Multi-Utilities
0.6%
Ameren
77,330
5,594
CenterPoint
Energy
11,700
334
CMS
Energy
20,238
1,175
Dominion
Energy
54,274
2,551
Engie
(EUR)
558,726
9,843
National
Grid
(GBP)
468,630
6,313
NiSource
7,800
207
26,017
Total
Utilities
62,876
Total
Common
Stocks
(Cost
$1,363,333)
2,686,514
CONVERTIBLE
PREFERRED
STOCKS
0.0%
INFORMATION
TECHNOLOGY
0.0%
Software
0.0%
Canva,
Series
A,
Acquisition
Date:
11/4/21
-
12/17/21,
Cost $43 (4)(6)(7)
25
27
Canva,
Series
A-3,
Acquisition
Date:
12/17/21,
Cost $4 (4)(6)(7)
2
2
Databricks,
Series
G,
Acquisition
Date:
2/1/21,
Cost $229 (4)(6)(7)
3,879
285
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Databricks,
Series
H,
Acquisition
Date:
8/31/21,
Cost $625 (4)(6)
(7)
8,505
625
Databricks,
Series
I,
Acquisition
Date:
9/14/23,
Cost $112 (4)(6)(7)
1,526
112
Gusto,
Series
E,
Acquisition
Date:
7/13/21,
Cost $317 (4)(6)(7)
10,431
161
Total
Information
Technology
1,212
Total
Convertible
Preferred
Stocks
(Cost
$1,330)
1,212
CORPORATE
BONDS
7.5%
AbbVie,
2.95%,
11/21/26 (5)
920,000
882
AbbVie,
3.20%,
5/14/26
420,000
407
AbbVie,
4.50%,
5/14/35
1,900,000
1,857
AbbVie,
4.70%,
5/14/45
915,000
872
ABN
AMRO
Bank,
4.75%,
7/28/25 (1)
940,000
923
AerCap
Ireland
Capital,
2.45%,
10/29/26
935,000
865
AerCap
Ireland
Capital,
5.75%,
6/6/28 (5)
1,840,000
1,881
AerCap
Ireland
Capital,
6.15%,
9/30/30
225,000
236
AerCap
Ireland
Capital,
6.50%,
7/15/25
365,000
369
AHS
Hospital,
5.024%,
7/1/45
1,600,000
1,567
AIA
Group,
3.20%,
3/11/25 (1)
1,020,000
999
AIB
Group,
VR,
6.608%,
9/13/29 (1)(8)
650,000
684
Alcon
Finance,
2.60%,
5/27/30 (1)
1,300,000
1,126
Alexandria
Real
Estate
Equities,
3.95%,
1/15/27
655,000
633
Allstate,
5.55%,
5/9/35
1,000,000
1,035
Ally
Financial,
2.20%,
11/2/28 (5)
700,000
594
Altria
Group,
2.35%,
5/6/25
415,000
400
Amazon.com,
2.80%,
8/22/24
1,055,000
1,039
Amazon.com,
3.875%,
8/22/37
1,645,000
1,528
Ameren,
5.70%,
12/1/26 (5)
1,820,000
1,855
America
Movil
SAB
de
CV,
2.875%,
5/7/30
2,525,000
2,251
America
Movil
SAB
de
CV,
6.375%,
3/1/35 (5)
300,000
336
American
Airlines
PTT,
Series 2016-1,
Class
B,
5.25%,
1/15/24
1,102,010
1,100
American
Express,
VR,
6.489%,
10/30/31 (5)(8)
2,785,000
3,012
American
Honda
Finance,
0.75%,
8/9/24
2,335,000
2,270
American
Honda
Finance,
5.65%,
11/15/28
1,655,000
1,732
Amgen,
2.77%,
9/1/53
447,000
286
Anheuser-Busch
InBev
Worldwide,
5.55%,
1/23/49
2,120,000
2,278
APA
Infrastructure,
4.25%,
7/15/27 (1)
620,000
601
Appalachian
Power,
4.45%,
6/1/45
2,450,000
2,075
Apple,
1.65%,
5/11/30 (5)
2,345,000
2,007
AT&T,
2.25%,
2/1/32 (5)
1,400,000
1,156
AT&T,
3.50%,
6/1/41 (5)
680,000
542
Atmos
Energy,
4.15%,
1/15/43
1,500,000
1,345
AutoZone,
3.125%,
4/21/26 (5)
650,000
625
AutoZone,
5.05%,
7/15/26
2,690,000
2,710
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Banco
Santander,
3.49%,
5/28/30
200,000
180
Banco
Santander
Chile,
2.70%,
1/10/25 (1)
1,322,000
1,287
Banco
Santander
Mexico
Institucion
de
Banca
Multiple
Grupo
Financiero
Santand,
5.375%,
4/17/25 (1)
1,110,000
1,109
Bank
of
America,
4.20%,
8/26/24
600,000
594
Bank
of
America,
6.11%,
1/29/37
900,000
961
Bank
of
America,
6.75%,
6/1/28
700,000
752
Bank
of
America,
VR,
2.299%,
7/21/32 (8)
2,240,000
1,831
Bank
of
America,
VR,
2.676%,
6/19/41 (8)
3,450,000
2,470
Bank
of
America,
Series N,
VR,
2.651%,
3/11/32 (8)
2,325,000
1,959
Bank
of
Montreal,
2.65%,
3/8/27
2,035,000
1,917
Bank
of
New
York
Mellon,
VR,
6.474%,
10/25/34 (8)
1,885,000
2,087
Banner
Health,
1.897%,
1/1/31 (5)
670,000
555
Barclays,
VR,
2.852%,
5/7/26 (8)
1,880,000
1,812
BAT
Capital,
4.39%,
8/15/37
1,385,000
1,153
Bayer
U.S.
Finance,
6.375%,
11/21/30 (1)
1,540,000
1,585
Baylor
Scott
&
White
Holdings,
3.967%,
11/15/46
1,850,000
1,591
Becton
Dickinson
&
Company,
2.823%,
5/20/30
1,380,000
1,232
Becton
Dickinson
&
Company,
3.70%,
6/6/27
1,956,000
1,896
Berkshire
Hathaway
Energy,
5.15%,
11/15/43 (5)
1,350,000
1,336
BNP
Paribas,
VR,
2.219%,
6/9/26 (1)(8)
1,315,000
1,257
BNP
Paribas,
VR,
2.871%,
4/19/32 (1)(8)
3,100,000
2,615
Boardwalk
Pipelines,
4.45%,
7/15/27
385,000
378
Boardwalk
Pipelines,
4.95%,
12/15/24
780,000
774
Booking
Holdings,
3.65%,
3/15/25
1,515,000
1,489
Boston
Properties,
3.65%,
2/1/26
1,165,000
1,119
BPCE,
4.50%,
3/15/25 (1)
1,000,000
979
Brighthouse
Financial
Global
Funding,
1.55%,
5/24/26 (1)
1,110,000
1,015
Brixmor
Operating
Partnership,
3.90%,
3/15/27
565,000
538
Brixmor
Operating
Partnership,
4.125%,
6/15/26
1,220,000
1,180
Burlington
Northern
Santa
Fe,
4.375%,
9/1/42
1,400,000
1,296
Burlington
Northern
Santa
Fe,
6.15%,
5/1/37
650,000
729
Cameron
LNG,
2.902%,
7/15/31 (1)
575,000
506
Cameron
LNG,
3.701%,
1/15/39 (1)
475,000
405
Canadian
National
Railway,
5.85%,
11/1/33
1,155,000
1,273
Canadian
Natural
Resources,
2.95%,
7/15/30 (5)
1,700,000
1,495
Canadian
Pacific
Railway,
1.75%,
12/2/26
930,000
857
Canadian
Pacific
Railway,
3.50%,
5/1/50
1,695,000
1,303
Capital
One
Financial,
3.65%,
5/11/27
1,215,000
1,160
Cardinal
Health,
3.41%,
6/15/27 (5)
1,570,000
1,508
Cardinal
Health,
3.75%,
9/15/25
1,005,000
984
Carvana,
12.00%,
12/1/28,
(12.00%
PIK) (1)(9)
256,000
220
Carvana,
13.00%,
6/1/30,
(13.00%
PIK) (1)(9)
384,000
323
Carvana,
14.00%,
6/1/31,
(14.00%
PIK) (1)(9)
454,000
388
Celulosa
Arauco
y
Constitucion,
4.20%,
1/29/30 (1)(5)
505,000
467
Charter
Communications
Operating,
3.70%,
4/1/51
1,425,000
925
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Charter
Communications
Operating,
4.908%,
7/23/25
2,465,000
2,441
Citigroup,
VR,
2.976%,
11/5/30 (8)
2,750,000
2,450
Citigroup,
VR,
4.075%,
4/23/29 (8)
2,000,000
1,926
CMS
Energy,
4.70%,
3/31/43
840,000
752
CMS
Energy,
4.875%,
3/1/44
1,200,000
1,143
CNO
Global
Funding,
2.65%,
1/6/29 (1)
3,255,000
2,824
Coca-Cola
Europacific
Partners,
1.50%,
1/15/27 (1)
2,400,000
2,165
Comcast,
4.15%,
10/15/28 (5)
2,455,000
2,421
CommonSpirit
Health,
2.76%,
10/1/24
960,000
939
CommonSpirit
Health,
2.782%,
10/1/30
755,000
654
Corebridge
Financial,
4.40%,
4/5/52
4,505,000
3,767
Cox
Communications,
2.95%,
10/1/50 (1)
2,775,000
1,770
CRH
America
Finance,
3.95%,
4/4/28 (1)
2,600,000
2,510
Crown
Castle,
2.25%,
1/15/31
1,440,000
1,195
Crown
Castle,
2.90%,
3/15/27
735,000
687
Crown
Castle
Towers,
3.663%,
5/15/25 (1)
485,000
470
CVS
Health,
1.875%,
2/28/31
1,745,000
1,436
CVS
Health,
2.70%,
8/21/40 (5)
660,000
472
Daimler
Trucks
Finance
North
America,
3.65%,
4/7/27 (1)(5)
2,155,000
2,074
Danske
Bank,
VR,
3.244%,
12/20/25 (1)(8)
2,940,000
2,869
Discover
Bank,
2.70%,
2/6/30
2,000,000
1,698
Discover
Financial
Services,
3.75%,
3/4/25
590,000
577
Duke
Energy,
2.65%,
9/1/26
640,000
607
Duke
Energy,
3.75%,
9/1/46
500,000
390
Elevance
Health,
4.65%,
1/15/43
915,000
845
Enbridge,
4.25%,
12/1/26
590,000
582
Enbridge,
6.20%,
11/15/30 (5)
345,000
368
Enbridge
Energy
Partners,
5.50%,
9/15/40
245,000
241
Energy
Transfer,
3.75%,
5/15/30
765,000
709
Energy
Transfer,
5.25%,
4/15/29
1,225,000
1,233
Equitable
Financial
Life
Global
Funding,
1.40%,
7/7/25 (1)
780,000
734
ERAC
USA
Finance,
3.85%,
11/15/24 (1)
435,000
429
ERAC
USA
Finance,
4.50%,
2/15/45 (1)
505,000
457
Essex
Portfolio,
2.65%,
3/15/32 (5)
1,430,000
1,195
Fidelity
National
Financial,
4.50%,
8/15/28
2,065,000
2,012
Fifth
Third
Bancorp,
VR,
6.339%,
7/27/29 (8)
460,000
477
First
American
Financial,
4.60%,
11/15/24
415,000
410
FirstEnergy
Transmission,
4.35%,
1/15/25 (1)
1,310,000
1,289
Fiserv,
3.20%,
7/1/26
1,100,000
1,060
Ford
Motor
Credit,
7.122%,
11/7/33
640,000
690
GATX,
4.35%,
2/15/24
2,105,000
2,100
General
Motors,
4.00%,
4/1/25
1,120,000
1,099
General
Motors
Financial,
2.40%,
4/10/28 (5)
3,205,000
2,872
George
Washington
University,
Series 2014,
4.30%,
9/15/44
975,000
889
Goldman
Sachs
Group,
6.75%,
10/1/37
700,000
766
Goldman
Sachs
Group,
VR,
2.615%,
4/22/32 (8)
1,300,000
1,089
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Goldman
Sachs
Group,
VR,
2.908%,
7/21/42 (8)
1,710,000
1,237
Hasbro,
3.00%,
11/19/24 (5)
1,550,000
1,515
Hasbro,
3.55%,
11/19/26
1,760,000
1,668
HCA,
4.125%,
6/15/29
1,895,000
1,812
HCA,
4.375%,
3/15/42
775,000
654
Healthcare
Realty
Holdings,
3.625%,
1/15/28
1,075,000
993
Healthpeak
OP,
2.125%,
12/1/28
655,000
575
Healthpeak
OP,
2.875%,
1/15/31 (5)
360,000
312
High
Street
Funding
Trust
I,
4.111%,
2/15/28 (1)(5)
1,800,000
1,711
HSBC
Bank
USA,
5.875%,
11/1/34
950,000
980
HSBC
Holdings,
VR,
7.399%,
11/13/34 (8)
1,445,000
1,586
Humana,
2.15%,
2/3/32
1,145,000
939
Humana,
3.70%,
3/23/29 (5)
1,120,000
1,074
Humana,
5.95%,
3/15/34
830,000
887
Hyundai
Capital
America,
2.00%,
6/15/28 (1)(5)
2,435,000
2,121
Hyundai
Capital
America,
6.50%,
1/16/29 (1)
420,000
442
Iberdrola
International,
6.75%,
9/15/33
1,000,000
1,040
Illinois
Tool
Works,
3.90%,
9/1/42
1,200,000
1,073
Interpublic
Group,
4.20%,
4/15/24
293,000
292
Intuit,
5.125%,
9/15/28
2,800,000
2,891
IQVIA,
6.25%,
2/1/29 (1)
730,000
762
Jackson
National
Life
Global
Funding,
1.75%,
1/12/25 (1)
3,430,000
3,288
JDE
Peet's,
1.375%,
1/15/27 (1)
2,240,000
2,002
John
Deere
Capital,
2.125%,
3/7/25
1,955,000
1,895
JPMorgan
Chase,
VR,
2.956%,
5/13/31 (8)
3,820,000
3,346
JPMorgan
Chase,
VR,
5.299%,
7/24/29 (8)
3,125,000
3,168
Kilroy
Realty,
3.45%,
12/15/24
1,350,000
1,317
Kilroy
Realty,
4.375%,
10/1/25
480,000
467
L3Harris
Technologies,
3.832%,
4/27/25
570,000
559
Liberty
Mutual
Group,
4.85%,
8/1/44 (1)
1,700,000
1,485
Marsh
&
McLennan,
3.50%,
6/3/24
3,060,000
3,030
Mayo
Clinic,
Series 2013,
4.00%,
11/15/47
1,500,000
1,299
McDonald's,
1.45%,
9/1/25
940,000
890
MedStar
Health,
Series 20A,
3.626%,
8/15/49
905,000
688
Micron
Technology,
4.185%,
2/15/27
880,000
862
Mid-Atlantic
Interstate
Transmission,
4.10%,
5/15/28 (1)
2,640,000
2,547
Mississippi
Power,
3.95%,
3/30/28 (5)
1,435,000
1,394
Mitsubishi
UFJ
Financial
Group,
2.193%,
2/25/25
2,200,000
2,126
Mohawk
Industries,
5.85%,
9/18/28 (5)
1,385,000
1,434
Moody's,
2.00%,
8/19/31 (5)
2,195,000
1,816
Morgan
Stanley,
4.30%,
1/27/45
1,150,000
1,028
Morgan
Stanley,
6.25%,
8/9/26
755,000
778
Morgan
Stanley,
VR,
3.217%,
4/22/42 (8)
1,445,000
1,116
National
Bank
of
Canada,
5.60%,
12/18/28 (5)
2,560,000
2,626
NextEra
Energy
Capital
Holdings,
2.44%,
1/15/32
1,895,000
1,590
NextEra
Energy
Capital
Holdings,
5.749%,
9/1/25
680,000
687
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
NiSource,
3.49%,
5/15/27
1,730,000
1,666
NiSource,
3.95%,
3/30/48 (5)
1,775,000
1,446
Nucor,
2.70%,
6/1/30
455,000
413
Nucor,
3.95%,
5/1/28 (5)
2,140,000
2,089
Nutrien,
4.00%,
12/15/26 (5)
830,000
812
Omnicom
Group,
3.60%,
4/15/26
830,000
808
O'Reilly
Automotive,
3.60%,
9/1/27 (5)
1,825,000
1,759
O'Reilly
Automotive,
5.75%,
11/20/26
390,000
399
PACCAR
Financial,
0.90%,
11/8/24
2,875,000
2,773
Pacific
Gas
&
Electric,
2.10%,
8/1/27
1,340,000
1,207
Packaging
Corp.
of
America,
3.65%,
9/15/24
785,000
774
PayPal
Holdings,
2.40%,
10/1/24 (5)
2,720,000
2,660
Perrigo
Finance
Unlimited,
4.65%,
6/15/30
1,510,000
1,370
Pioneer
Natural
Resources,
1.125%,
1/15/26
755,000
702
PPL
Capital
Funding,
3.10%,
5/15/26 (5)
2,200,000
2,113
Principal
Financial
Group,
3.40%,
5/15/25 (5)
2,460,000
2,395
Public
Storage
Operating,
1.95%,
11/9/28 (5)
1,210,000
1,080
QUALCOMM,
3.25%,
5/20/27 (5)
1,120,000
1,083
Realty
Income,
3.10%,
12/15/29
2,130,000
1,931
Realty
Income,
3.95%,
8/15/27 (5)
1,490,000
1,449
RELX
Capital,
3.00%,
5/22/30
945,000
870
Republic
Services,
3.375%,
11/15/27 (5)
1,045,000
1,004
Republic
Services,
5.00%,
12/15/33 (5)
2,235,000
2,278
Rogers
Communications,
3.625%,
12/15/25 (5)
610,000
593
Rogers
Communications,
4.50%,
3/15/42
2,935,000
2,593
Roper
Technologies,
2.95%,
9/15/29
380,000
347
Roper
Technologies,
3.80%,
12/15/26
1,085,000
1,062
Ross
Stores,
1.875%,
4/15/31
450,000
371
Sabine
Pass
Liquefaction,
4.20%,
3/15/28
1,335,000
1,306
Sabine
Pass
Liquefaction,
4.50%,
5/15/30
560,000
546
Santander
Holdings
USA,
VR,
2.49%,
1/6/28 (5)(8)
1,365,000
1,248
Santander
U.K.
Group
Holdings,
VR,
2.469%,
1/11/28 (8)
1,605,000
1,466
SBA
Tower
Trust,
2.836%,
1/15/25 (1)
1,135,000
1,097
Sempra,
3.30%,
4/1/25
835,000
814
Simon
Property
Group,
2.65%,
2/1/32
1,810,000
1,547
Simon
Property
Group,
3.80%,
7/15/50
1,865,000
1,473
Southern,
5.70%,
3/15/34
500,000
526
Spectra
Energy
Partners,
3.375%,
10/15/26 (5)
480,000
461
Spectra
Energy
Partners,
4.75%,
3/15/24
1,145,000
1,142
Standard
Chartered,
VR,
1.822%,
11/23/25 (1)(8)
2,005,000
1,931
Standard
Chartered,
VR,
2.608%,
1/12/28 (1)(8)
1,000,000
915
T-Mobile
USA,
5.75%,
1/15/34
1,860,000
1,974
Tampa
Electric,
6.15%,
5/15/37
1,000,000
1,058
Teachers
Insurance
&
Annuity
Assn.
of
America,
4.90%,
9/15/44 (1)
1,800,000
1,704
Texas
Instruments,
1.375%,
3/12/25
650,000
625
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Thomson
Reuters,
3.35%,
5/15/26
405,000
389
Time
Warner
Cable,
6.55%,
5/1/37
450,000
441
Time
Warner
Cable,
6.75%,
6/15/39
530,000
526
TJX,
1.60%,
5/15/31 (5)
375,000
310
TotalEnergies
Capital
International,
2.986%,
6/29/41
2,630,000
2,049
Transcontinental
Gas
Pipe
Line,
4.60%,
3/15/48
1,645,000
1,482
Transurban
Finance,
2.45%,
3/16/31 (1)
1,445,000
1,203
Transurban
Finance,
3.375%,
3/22/27 (1)
395,000
375
Transurban
Finance,
4.125%,
2/2/26 (1)
335,000
328
Travelers,
6.25%,
6/15/37 (5)
750,000
847
Trinity
Health,
4.125%,
12/1/45
725,000
637
UBS
Group,
VR,
2.593%,
9/11/25 (1)(8)
2,095,000
2,049
United
Airlines
PTT,
Series 2019-1,
Class
AA,
4.15%,
8/25/31
919,602
845
UnitedHealth
Group,
3.75%,
7/15/25
645,000
637
Verizon
Communications,
2.10%,
3/22/28 (5)
460,000
415
Verizon
Communications,
2.65%,
11/20/40
2,470,000
1,791
Verizon
Communications,
4.00%,
3/22/50
2,000,000
1,659
Vistra
Operations,
3.55%,
7/15/24 (1)
1,370,000
1,349
VMware,
1.40%,
8/15/26
3,125,000
2,854
Vodafone
Group,
4.25%,
9/17/50
775,000
646
Vodafone
Group,
4.875%,
6/19/49
2,045,000
1,863
Volkswagen
Group
of
America
Finance,
3.35%,
5/13/25 (1)
1,395,000
1,357
Volkswagen
Group
of
America
Finance,
6.45%,
11/16/30 (1)(5)
2,015,000
2,146
Vulcan
Materials,
4.50%,
6/15/47
590,000
533
Walt
Disney,
3.70%,
10/15/25
525,000
516
Warnermedia
Holdings,
5.05%,
3/15/42 (5)
1,570,000
1,390
Waste
Connections,
3.20%,
6/1/32
2,315,000
2,079
Weibo,
3.50%,
7/5/24
1,390,000
1,375
Wells
Fargo,
VR,
2.393%,
6/2/28 (8)
3,915,000
3,582
Wells
Fargo,
VR,
3.068%,
4/30/41 (8)
3,995,000
3,019
Wells
Fargo,
VR,
6.303%,
10/23/29 (5)(8)
905,000
951
Williams,
5.10%,
9/15/45
1,735,000
1,632
Willis
North
America,
4.50%,
9/15/28
1,370,000
1,331
Woodside
Finance,
3.70%,
9/15/26 (1)
738,000
709
Woodside
Finance,
3.70%,
3/15/28 (1)
1,187,000
1,112
Workday,
3.70%,
4/1/29
750,000
720
WP
Carey,
3.85%,
7/15/29
1,470,000
1,374
WPP
Finance
2010,
3.75%,
9/19/24
1,310,000
1,285
Total
Corporate
Bonds
(Cost
$353,204)
327,039
EQUITY
MUTUAL
FUNDS
4.1%
T.
Rowe
Price
Real
Assets
Fund
-
I
Class (2)
12,813,044
179,767
Total
Equity
Mutual
Funds
(Cost
$158,416)
179,767
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
FOREIGN
GOVERNMENT
OBLIGATIONS
&
MUNICIPALITIES
0.4%
Autoridad
del
Canal
de
Panama,
4.95%,
7/29/35 (1)
510,000
461
Corp
Nacional
del
Cobre
de
Chile,
3.00%,
9/30/29 (1)
2,645,000
2,362
Province
of
British
Columbia
Canada,
4.20%,
7/6/33 (5)
2,648,000
2,620
Province
of
Manitoba
Canada,
4.30%,
7/27/33
2,595,000
2,578
Republic
of
Panama,
3.298%,
1/19/33
2,100,000
1,664
Republic
of
Poland,
3.25%,
4/6/26
1,030,000
1,000
United
Mexican
States,
2.659%,
5/24/31
3,439,000
2,916
United
Mexican
States,
3.50%,
2/12/34
2,315,000
1,964
Total
Foreign
Government
Obligations
&
Municipalities
(Cost
$17,187)
15,565
MUNICIPAL
SECURITIES
0.8%
California
0.2%
Bay
Area
Toll
Auth.,
Series S-10,
3.176%,
4/1/41
2,900,000
2,222
California,
Build
America,
GO,
7.625%,
3/1/40
2,200,000
2,761
Inland
Valley
Dev.
Agency,
Tax
Allocation,
Series B,
5.50%,
3/1/33 (10)
695,000
696
Los
Angeles
Airport,
Build
America,
Series C,
7.053%,
5/15/40
1,000,000
1,194
Univ.
of
California
Regents,
Series J,
4.131%,
5/15/45
365,000
333
Univ.
of
California
Regents,
Build
America,
5.77%,
5/15/43
750,000
811
8,017
Illinois
0.0%
Chicago
O'Hare
Int'l
Airport,
Build
America,
Series B,
6.395%,
1/1/40
755,000
858
Chicago
O'Hare
Int'l
Airport,
Senior
Lien,
Series D,
2.346%,
1/1/30
975,000
862
Illinois
Toll
Highway
Auth.,
Build
America,
Series A,
6.184%,
1/1/34
470,000
516
Metropolitan
Water
Reclamation
Dist.
of
Greater
Chicago,
Build
America,
GO,
5.72%,
12/1/38
500,000
533
2,769
Maryland
0.1%
Maryland
HHEFA,
Univ.
of
Maryland
Medical
System,
Series B,
4.665%,
7/1/36
1,800,000
1,741
1,741
Michigan
0.1%
Detroit
City
School
Dist.,
Qualified
School
Construction
Bonds,
GO,
6.645%,
5/1/29
2,000,000
2,173
2,173
New
Jersey
0.0%
New
Jersey
Turnpike
Auth.,
Build
America,
Series F,
7.414%,
1/1/40
415,000
517
517
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
New
York
0.0%
Metropolitan
Transportation
Auth.,
Build
America,
7.336%,
11/15/39
240,000
298
Metropolitan
Transportation
Auth.,
Build
America,
Series A-1,
5.871%,
11/15/39
700,000
718
New
York
City
Transitional
Fin.
Auth.
Future
Tax
Secured
Revenue,
Build
America,
5.508%,
8/1/37
950,000
979
New
York
City
Water
&
Sewer
System,
Build
America,
6.011%,
6/15/42
245,000
276
New
York
State
Dormitory
Auth.,
Build
America,
Series F,
5.628%,
3/15/39
1,300,000
1,346
Port
Auth.
of
New
York
&
New
Jersey,
3.139%,
2/15/51
800,000
602
Port
Auth.
of
New
York
&
New
Jersey,
Series 182,
5.31%,
8/1/46
1,400,000
1,371
5,590
Ohio
0.0%
JobsOhio
Beverage
System,
Liquid
Profits,
Series B,
3.985%,
1/1/29
1,040,000
1,026
1,026
Pennsylvania
0.0%
Philadelphia
Auth.
for
IDA,
3.964%,
4/15/26
600,000
591
591
South
Carolina
0.1%
South
Carolina
Public
Service
Auth.,
Series C,
5.784%,
12/1/41
2,000,000
2,059
2,059
Texas
0.1%
Central
Texas
Turnpike
System,
Series C,
3.029%,
8/15/41
1,820,000
1,367
Dallas/Fort
Worth
Int'l
Airport,
Series A,
2.994%,
11/1/38
1,155,000
965
Tarrant
County
Cultural
Ed.
Fac.
Fin.,
Series A,
4.366%,
11/15/47
1,200,000
1,041
Texas
Private
Activity
Bond
Surface
Transportation,
North
Tarrant
Express,
Series B,
3.922%,
12/31/49
1,900,000
1,538
4,911
Utah
0.0%
Utah
Transit
Auth.,
Build
America,
Series B,
5.937%,
6/15/39
900,000
981
981
Virginia
0.1%
Univ.
of
Virginia,
Series B,
2.584%,
11/1/51
3,675,000
2,509
Virginia
Commonwealth
Transportation
Board,
Build
America,
Series B,
5.35%,
5/15/35
690,000
710
Virginia
Public
Building
Auth.,
Build
America,
Series B-2,
5.90%,
8/1/30
695,000
737
3,956
Wisconsin
0.1%
PFA,
Bayhealth
Medical
Center,
Series B,
3.405%,
7/1/51
2,910,000
2,137
2,137
Total
Municipal
Securities
(Cost
$39,630)
36,468
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
NON-U.S.
GOVERNMENT
MORTGAGE-BACKED
SECURITIES
2.3%
Angel
Oak
Mortgage
Trust,
Series 2020-6,
Class
A2,
CMO,
ARM,
1.518%,
5/25/65 (1)
259,886
226
Angel
Oak
Mortgage
Trust,
Series 2021-1,
Class
A1,
CMO,
ARM,
0.909%,
1/25/66 (1)
928,453
787
Angel
Oak
Mortgage
Trust,
Series 2021-2,
Class
A1,
CMO,
ARM,
0.985%,
4/25/66 (1)
900,604
760
Angel
Oak
Mortgage
Trust,
Series 2023-3,
Class
A1,
CMO,
STEP,
4.80%,
9/26/67 (1)
1,938,057
1,903
Barclays
Mortgage
Loan
Trust,
Series 2021-NQM1,
Class
A3,
CMO,
ARM,
2.189%,
9/25/51 (1)
927,868
800
BBCMS
Mortgage
Trust,
Series 2019-BWAY,
Class
D,
ARM,
1M
TSFR
+
2.274%,
7.636%,
11/15/34 (1)
605,000
218
BBCMS
Mortgage
Trust,
Series 2020-BID,
Class
A,
ARM,
1M
TSFR
+
2.254%,
7.616%,
10/15/37 (1)
2,590,000
2,560
BFLD,
Series 2019-DPLO,
Class
C,
ARM,
1M
TSFR
+
1.654%,
7.016%,
10/15/34 (1)
2,080,000
2,063
BIG
Commercial
Mortgage
Trust,
Series 2022-BIG,
Class
A,
ARM,
1M
TSFR
+
1.342%,
6.704%,
2/15/39 (1)
3,254,374
3,188
BWAY
Mortgage
Trust,
Series 2022-26BW,
Class
A,
3.402%,
2/10/44 (1)
2,025,000
1,537
BX
Commercial
Mortgage
Trust,
Series 2022-LP2,
Class
C,
ARM,
1M
TSFR
+
1.562%,
6.924%,
2/15/39 (1)
2,948,653
2,864
Cantor
Commercial
Real
Estate
Lending,
Series 2019-CF1,
Class
65A,
ARM,
4.411%,
5/15/52 (1)
800,000
499
Chase
Home
Lending
Mortgage
Trust,
Series 2023-RPL1,
Class
A1,
CMO,
ARM,
3.50%,
6/25/62 (1)
2,866,594
2,585
Citigroup
Commercial
Mortgage
Trust,
Series 2014-GC21,
Class
AS,
4.026%,
5/10/47
235,000
229
Citigroup
Mortgage
Loan
Trust,
Series 2020-EXP2,
Class
A3,
CMO,
ARM,
2.50%,
8/25/50 (1)
900,722
755
Cold
Storage
Trust,
Series 2020-ICE5,
Class
B,
ARM,
1M
TSFR
+
1.414%,
6.772%,
11/15/37 (1)
2,118,345
2,094
Commercial
Mortgage
Trust,
Series 2015-LC21,
Class
A4,
3.708%,
7/10/48
3,700,000
3,589
Commercial
Mortgage
Trust,
Series 2017-PANW,
Class
A,
3.244%,
10/10/29 (1)
2,160,000
1,913
Connecticut
Avenue
Securities
Trust,
Series 2022-R01,
Class
1M1,
CMO,
ARM,
SOFR30A
+
1.00%,
6.337%,
12/25/41 (1)
337,863
337
Connecticut
Avenue
Securities
Trust,
Series 2023-R04,
Class
1M1,
CMO,
ARM,
SOFR30A
+
2.30%,
7.637%,
5/25/43 (1)
2,282,686
2,331
Ellington
Financial
Mortgage
Trust,
Series 2019-2,
Class
A3,
CMO,
ARM,
3.046%,
11/25/59 (1)
167,931
157
Ellington
Financial
Mortgage
Trust,
Series 2021-2,
Class
A1,
CMO,
ARM,
0.931%,
6/25/66 (1)
540,286
431
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Extended
Stay
America
Trust,
Series 2021-ESH,
Class
B,
ARM,
1M
TSFR
+
1.494%,
6.856%,
7/15/38 (1)
1,143,464
1,125
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K057,
Class
A1,
2.206%,
6/25/25
487,626
477
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K068,
Class
A1,
2.952%,
2/25/27
687,414
668
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K137,
Class
A2,
ARM,
2.347%,
11/25/31
10,510,000
9,059
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K-150,
Class
A2,
ARM,
3.71%,
9/25/32
4,580,000
4,338
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K-156,
Class
A2,
ARM,
4.43%,
2/25/33
3,645,000
3,638
Federal
Home
Loan
Mortgage
Multifamily
Structured
PTC,
Series K753,
Class
A2,
4.40%,
10/25/30
6,100,000
6,085
Flagstar
Mortgage
Trust,
Series 2021-5INV,
Class
A2,
CMO,
ARM,
2.50%,
7/25/51 (1)
2,351,178
1,925
Fontainebleau
Miami
Beach
Trust,
Series 2019-FBLU,
Class
C,
3.75%,
12/10/36 (1)
2,635,000
2,551
Galton
Funding
Mortgage
Trust,
Series 2018-1,
Class
A23,
CMO,
ARM,
3.50%,
11/25/57 (1)
80,468
73
Great
Wolf
Trust,
Series 2019-WOLF,
Class
C,
ARM,
1M
TSFR
+
1.747%,
7.309%,
12/15/36 (1)
1,130,000
1,121
GS
Mortgage
Securities
Trust,
Series 2015-GC32,
Class
A4,
3.764%,
7/10/48
950,000
922
GS
Mortgage
Securities
Trust,
Series 2018-GS9,
Class
A4,
ARM,
3.992%,
3/10/51
1,250,000
1,178
GS
Mortgage-Backed
Securities
Trust,
Series 2020-INV1,
Class
A14,
CMO,
ARM,
2.925%,
10/25/50 (1)
285,249
247
JPMorgan
Barclays
Bank
Commercial
Mortgage
Securities
Trust,
Series 2015-C31,
Class
A3,
3.801%,
8/15/48
2,023,395
1,943
JPMorgan
Chase
Commercial
Mortgage
Securities
Trust,
Series 2020-609M,
Class
A,
ARM,
1M
TSFR
+
1.734%,
7.096%,
10/15/33 (1)
2,510,000
2,372
JPMorgan
Chase
Commercial
Mortgage
Securities
Trust,
Series 2022-OPO,
Class
B,
3.377%,
1/5/39 (1)
760,000
600
JPMorgan
Mortgage
Trust,
Series 2019-INV3,
Class
A15,
CMO,
ARM,
3.50%,
5/25/50 (1)
528,215
464
JPMorgan
Mortgage
Trust,
Series 2019-INV3,
Class
A3,
CMO,
ARM,
3.50%,
5/25/50 (1)
611,935
539
MHC
Commercial
Mortgage
Trust,
Series 2021-MHC,
Class
B,
ARM,
1M
TSFR
+
1.215%,
6.577%,
4/15/38 (1)
3,316,355
3,275
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust,
Series 2014-
C17,
Class
B,
ARM,
4.464%,
8/15/47
1,670,000
1,571
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust,
Series 2015-
C24,
Class
AS,
ARM,
4.036%,
5/15/48
1,375,000
1,311
Morgan
Stanley
Bank
of
America
Merrill
Lynch
Trust,
Series 2015-
C27,
Class
AS,
4.068%,
12/15/47
2,775,000
2,602
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Morgan
Stanley
Capital
I
Trust,
Series 2014-150E,
Class
A,
3.912%,
9/9/32 (1)
2,140,000
1,758
Morgan
Stanley
Residential
Mortgage
Loan
Trust,
Series 2021-2,
Class
A9,
CMO,
ARM,
2.50%,
5/25/51 (1)
483,735
386
Morgan
Stanley
Residential
Mortgage
Loan
Trust,
Series 2023-
NQM1,
Class
A2,
CMO,
STEP,
7.53%,
9/25/68 (1)
423,072
431
New
Residential
Mortgage
Loan
Trust,
Series 2022-INV1,
Class
A4,
CMO,
ARM,
3.00%,
3/25/52 (1)
1,719,580
1,430
OBX
Trust,
Series 2019-EXP3,
Class
1A9,
CMO,
ARM,
3.50%,
10/25/59 (1)
162,379
146
OBX
Trust,
Series 2019-EXP3,
Class
2A2,
CMO,
ARM,
1M
TSFR
+
1.214%,
6.57%,
10/25/59 (1)
60,160
59
OBX
Trust,
Series 2023-NQM9,
Class
A2,
CMO,
STEP,
7.513%,
10/25/63 (1)
111,982
115
Provident
Funding
Mortgage
Trust,
Series 2019-1,
Class
B1,
CMO,
ARM,
3.19%,
12/25/49 (1)
1,256,864
1,041
PSMC
Trust,
Series 2021-2,
Class
A3,
CMO,
ARM,
2.50%,
5/25/51 (1)
1,966,049
1,729
Sequoia
Mortgage
Trust,
Series 2018-CH2,
Class
A3,
CMO,
ARM,
4.00%,
6/25/48 (1)
169,058
157
SFO
Commercial
Mortgage
Trust,
Series 2021-555,
Class
B,
ARM,
1M
TSFR
+
1.614%,
6.976%,
5/15/38 (1)
1,560,000
1,414
SG
Residential
Mortgage
Trust,
Series 2019-3,
Class
A1,
CMO,
ARM,
2.703%,
9/25/59 (1)
22,009
21
Starwood
Mortgage
Residential
Trust,
Series 2019-INV1,
Class
A3,
CMO,
ARM,
2.916%,
9/27/49 (1)
665,614
639
Starwood
Mortgage
Residential
Trust,
Series 2020-INV1,
Class
A1,
CMO,
ARM,
1.027%,
11/25/55 (1)
321,557
288
Structured
Agency
Credit
Risk
Debt
Notes,
Series 2021-DNA3,
Class
M2,
CMO,
ARM,
SOFR30A
+
2.10%,
7.437%,
10/25/33 (1)
835,000
838
Structured
Agency
Credit
Risk
Debt
Notes,
Series 2021-DNA7,
Class
M1,
CMO,
ARM,
SOFR30A
+
0.85%,
6.187%,
11/25/41 (1)
1,298,415
1,291
Towd
Point
Mortgage
Trust,
Series 2017-1,
Class
A1,
CMO,
ARM,
2.75%,
10/25/56 (1)
8,188
8
Towd
Point
Mortgage
Trust,
Series 2018-1,
Class
A1,
CMO,
ARM,
3.00%,
1/25/58 (1)
120,001
117
Verus
Securitization
Trust,
Series 2019-4,
Class
A1,
CMO,
STEP,
3.642%,
11/25/59 (1)
256,935
249
Verus
Securitization
Trust,
Series 2019-INV3,
Class
A1,
CMO,
ARM,
3.692%,
11/25/59 (1)
470,946
458
Verus
Securitization
Trust,
Series 2021-1,
Class
A1,
CMO,
ARM,
0.815%,
1/25/66 (1)
443,798
379
Verus
Securitization
Trust,
Series 2021-7,
Class
A1,
CMO,
ARM,
1.829%,
10/25/66 (1)
2,654,566
2,305
Verus
Securitization
Trust,
Series 2023-6,
Class
A2,
CMO,
STEP,
6.939%,
9/25/68 (1)
492,673
498
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Verus
Securitization
Trust,
Series 2023-7,
Class
A2,
CMO,
STEP,
7.272%,
10/25/68 (1)
1,537,356
1,563
Verus
Securitization
Trust,
Series 2023-INV1,
Class
A1,
CMO,
STEP,
5.999%,
2/25/68 (1)
1,113,922
1,114
WFRBS
Commercial
Mortgage
Trust,
Series 2014-C19,
Class
B,
ARM,
4.723%,
3/15/47
610,000
602
Total
Non-U.S.
Government
Mortgage-Backed
Securities
(Cost
$105,343)
98,946
PREFERRED
STOCKS
0.1%
CONSUMER
DISCRETIONARY
0.1%
Automobiles
0.1%
Dr.
Ing.
h.c.
F.
Porsche
(EUR)
47,229
4,160
Total
Consumer
Discretionary
4,160
Total
Preferred
Stocks
(Cost
$4,035)
4,160
U.S.
GOVERNMENT
&
AGENCY
MORTGAGE-BACKED
SECURITIES
8.0%
U.S.
Government
Agency
Obligations
6.0%
Federal
Home
Loan
Mortgage
2.50%,
5/1/30
642,637
611
3.00%,
1/1/29
-
8/1/43
3,035,123
2,801
3.50%,
3/1/42
-
3/1/46
4,938,373
4,652
4.00%,
9/1/40
-
6/1/42
1,532,020
1,494
4.50%,
6/1/39
-
5/1/42
893,270
892
5.00%,
12/1/35
-
8/1/40
405,770
414
5.50%,
1/1/38
-
12/1/39
130,367
134
6.00%,
2/1/28
-
8/1/38
14,123
14
6.50%,
8/1/32
6,152
6
7.00%,
6/1/32
11,383
12
Federal
Home
Loan
Mortgage,
ARM
1Y
CMT
+
2.25%,
6.34%,
10/1/36
3,058
3
RFUCCT1Y
+
1.726%,
5.965%,
7/1/35
17,894
18
RFUCCT1Y
+
1.75%,
4.125%,
2/1/35
12,689
13
RFUCCT1Y
+
1.917%,
4.292%,
2/1/37
12,947
13
RFUCCT1Y
+
1.93%,
6.187%,
12/1/36
35,302
35
RFUCCT1Y
+
2.03%,
6.276%,
11/1/36
20,443
20
Federal
Home
Loan
Mortgage,
CMO,
IO,
4.50%,
5/25/50
579,243
112
Federal
Home
Loan
Mortgage,
UMBS
1.50%,
2/1/36
-
4/1/37
2,063,579
1,798
2.00%,
8/1/36
-
5/1/52
26,286,699
21,733
2.50%,
11/1/36
-
5/1/52
30,249,749
25,909
3.00%,
11/1/34
-
9/1/52
6,470,708
5,762
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
3.50%,
6/1/33
247,577
241
4.00%,
12/1/49
-
2/1/50
1,685,429
1,614
4.50%,
9/1/37
-
11/1/52
3,035,861
2,947
5.00%,
10/1/51
-
5/1/53
2,452,333
2,428
5.50%,
8/1/53
2,266,500
2,277
Federal
National
Mortgage
Assn.
3.50%,
6/1/42
-
1/1/44
2,077,287
1,952
4.00%,
11/1/40
600,145
591
4.50%,
7/1/40
430,862
422
Federal
National
Mortgage
Assn.,
ARM
RFUCCT1Y
+
1.553%,
5.242%,
7/1/35
8,742
9
RFUCCT1Y
+
1.855%,
4.105%,
1/1/37
2,855
3
Federal
National
Mortgage
Assn.,
UMBS
1.50%,
4/1/37
-
1/1/42
6,195,107
5,291
2.00%,
5/1/36
-
5/1/52
69,991,292
58,483
2.50%,
10/1/31
-
5/1/52
35,626,899
30,963
3.00%,
1/1/27
-
3/1/52
31,282,700
28,573
3.50%,
11/1/26
-
10/1/52
17,872,865
16,771
4.00%,
11/1/40
-
9/1/52
11,337,846
10,937
4.50%,
4/1/37
-
7/1/53
10,169,785
9,985
5.00%,
2/1/34
-
7/1/53
3,024,047
3,029
5.50%,
2/1/35
-
3/1/53
3,488,829
3,556
6.00%,
3/1/28
-
10/1/53
6,831,361
7,034
6.50%,
3/1/24
-
11/1/53
2,126,408
2,190
7.00%,
9/1/25
-
4/1/32
14,754
14
7.50%,
9/1/26
73
—
8.00%,
8/1/24
-
7/1/26
104
—
UMBS,
TBA (11)
3.50%,
1/1/54
670,000
615
5.00%,
1/1/54
5,680,000
5,619
5.50%,
1/1/54
1,000,000
1,004
6.00%,
1/1/54
1,915,000
1,944
264,938
U.S.
Government
Obligations
2.0%
Government
National
Mortgage
Assn.
1.50%,
12/20/36
-
5/20/37
1,285,981
1,111
2.00%,
3/20/51
-
3/20/52
18,786,837
15,904
2.50%,
8/20/50
-
1/20/52
17,104,403
14,959
3.00%,
9/15/42
-
6/20/52
14,756,577
13,407
3.50%,
9/15/41
-
1/20/49
9,363,427
8,839
4.00%,
2/15/41
-
10/20/52
9,078,011
8,731
4.50%,
6/15/39
-
4/20/53
6,315,934
6,217
5.00%,
12/20/34
-
6/20/49
4,145,188
4,185
5.50%,
2/20/34
-
3/20/49
1,270,664
1,306
6.00%,
8/20/34
-
4/15/36
52,086
55
6.50%,
5/15/24
-
3/15/26
211
—
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
7.50%,
5/15/24
-
9/15/26
1,849
1
8.00%,
11/15/24
-
11/15/25
3,116
4
8.50%,
6/20/25
-
6/20/26
1,322
2
Government
National
Mortgage
Assn.,
CMO
3.00%,
11/20/47
-
12/20/47
136,936
125
3.50%,
10/20/50
1,010,000
857
Government
National
Mortgage
Assn.,
TBA (11)
5.00%,
1/20/54
1,130,000
1,122
5.50%,
1/20/54
7,300,000
7,352
6.00%,
1/20/54
1,610,000
1,637
6.50%,
1/20/54
1,645,000
1,684
87,498
Total
U.S.
Government
&
Agency
Mortgage-Backed
Securities
(Cost
$373,687)
352,436
U.S.
GOVERNMENT
AGENCY
OBLIGATIONS
(EXCLUDING
MORTGAGE-BACKED)
8.4%
U.S.
Treasury
Obligations
8.4%
U.S.
Treasury
Bonds,
1.125%,
5/15/40
1,715,000
1,108
U.S.
Treasury
Bonds,
1.375%,
8/15/50
2,415,000
1,352
U.S.
Treasury
Bonds,
1.75%,
8/15/41
4,815,000
3,358
U.S.
Treasury
Bonds,
1.875%,
2/15/51
8,550,000
5,448
U.S.
Treasury
Bonds,
2.00%,
2/15/50
24,845,000
16,413
U.S.
Treasury
Bonds,
2.00%,
8/15/51
6,795,000
4,457
U.S.
Treasury
Bonds,
2.25%,
2/15/52
4,225,000
2,942
U.S.
Treasury
Bonds,
2.375%,
5/15/51
3,665,000
2,627
U.S.
Treasury
Bonds,
2.50%,
2/15/46
2,975,000
2,239
U.S.
Treasury
Bonds,
2.75%,
8/15/47
16,080,000
12,570
U.S.
Treasury
Bonds,
2.875%,
8/15/45
4,185,000
3,385
U.S.
Treasury
Bonds,
3.00%,
11/15/44
2,990,000
2,482
U.S.
Treasury
Bonds,
3.00%,
5/15/45
10,640,000
8,801
U.S.
Treasury
Bonds,
3.00%,
11/15/45
11,185,000
9,228
U.S.
Treasury
Bonds,
3.00%,
2/15/47
1,150,000
943
U.S.
Treasury
Bonds,
3.00%,
2/15/48
2,000,000
1,636
U.S.
Treasury
Bonds,
3.00%,
8/15/48
3,905,000
3,191
U.S.
Treasury
Bonds,
3.00%,
8/15/52
1,565,000
1,285
U.S.
Treasury
Bonds,
3.375%,
8/15/42
1,755,000
1,570
U.S.
Treasury
Bonds,
3.625%,
2/15/53
1,320,000
1,224
U.S.
Treasury
Bonds,
3.625%,
5/15/53
7,555,000
7,016
U.S.
Treasury
Bonds,
3.875%,
2/15/43
1,500,000
1,435
U.S.
Treasury
Bonds,
3.875%,
5/15/43
4,035,000
3,860
U.S.
Treasury
Bonds,
4.00%,
11/15/52
3,985,000
3,948
U.S.
Treasury
Bonds,
4.75%,
11/15/53
2,000,000
2,253
U.S.
Treasury
Notes,
0.375%,
11/30/25
14,900,000
13,836
U.S.
Treasury
Notes,
0.625%,
5/15/30
16,700,000
13,657
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
U.S.
Treasury
Notes,
0.75%,
3/31/26
5,970,000
5,541
U.S.
Treasury
Notes,
0.75%,
8/31/26
7,815,000
7,167
U.S.
Treasury
Notes,
0.75%,
1/31/28
1,185,000
1,045
U.S.
Treasury
Notes,
0.875%,
6/30/26
41,745,000
38,608
U.S.
Treasury
Notes,
0.875%,
11/15/30
5,770,000
4,746
U.S.
Treasury
Notes,
1.125%,
2/15/31
7,555,000
6,312
U.S.
Treasury
Notes,
1.875%,
2/28/27
28,890,000
27,093
U.S.
Treasury
Notes,
1.875%,
2/15/32
7,175,000
6,176
U.S.
Treasury
Notes,
2.25%,
8/15/27 (12)
27,540,000
25,974
U.S.
Treasury
Notes,
2.75%,
7/31/27
6,145,000
5,900
U.S.
Treasury
Notes,
2.75%,
8/15/32
16,360,000
15,005
U.S.
Treasury
Notes,
2.875%,
5/15/32
2,930,000
2,719
U.S.
Treasury
Notes,
3.375%,
5/15/33
280,000
269
U.S.
Treasury
Notes,
3.50%,
2/15/33
1,365,000
1,326
U.S.
Treasury
Notes,
3.625%,
5/31/28
19,595,000
19,399
U.S.
Treasury
Notes,
3.875%,
4/30/25
12,570,000
12,458
U.S.
Treasury
Notes,
4.00%,
2/29/28
4,225,000
4,241
U.S.
Treasury
Notes,
4.00%,
6/30/28
8,590,000
8,634
U.S.
Treasury
Notes,
4.125%,
9/30/27
8,000,000
8,055
U.S.
Treasury
Notes,
4.125%,
10/31/27
21,610,000
21,755
U.S.
Treasury
Notes,
4.125%,
11/15/32
2,850,000
2,901
U.S.
Treasury
Notes,
4.50%,
11/15/33
9,090,000
9,559
367,147
Total
U.S.
Government
Agency
Obligations
(Excluding
Mortgage-Backed)
(Cost
$408,078)
367,147
SHORT-TERM
INVESTMENTS
1.7%
Money
Market
Funds
1.4%
T.
Rowe
Price
Treasury
Reserve
Fund,
5.40% (2)(13)
62,473,019
62,473
62,473
U.S.
Treasury
Obligations
0.3%
U.S.
Treasury
Bills,
5.373%,
1/11/24
13,940,000
13,922
13,922
Total
Short-Term
Investments
(Cost
$76,393)
76,395
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
SECURITIES
LENDING
COLLATERAL
1.1%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
JPMORGAN
CHASE
BANK
0.2%
Money
Market
Funds
0.2%
T.
Rowe
Price
Government
Reserve
Fund,
5.42% (2)(13)
9,373,715
9,374
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
JPMorgan
Chase
Bank
9,374
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
BANK
AND
TRUST
COMPANY
0.9%
Money
Market
Funds
0.9%
T.
Rowe
Price
Government
Reserve
Fund,
5.42% (2)(13)
37,948,517
37,948
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
Bank
and
Trust
Company
37,948
Total
Securities
Lending
Collateral
(Cost
$47,322)
47,322
Total
Investments
in
Securities
101.3%
of
Net
Assets
(Cost
$3,209,131)
$
4,436,207
‡
Shares/Par
and
Notional
Amount
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(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
$157,748
and
represents
3.6%
of
net
assets.
(2)
Affiliated
Companies
(3)
SEC
30-day
yield
(4)
Non-income
producing
(5)
See
Note
4.
All
or
a
portion
of
this
security
is
on
loan
at
December
31,
2023.
(6)
Security
cannot
be
offered
for
public
resale
without
first
being
registered
under
the
Securities
Act
of
1933
and
related
rules
("restricted
security").
Acquisition
date
represents
the
day
on
which
an
enforceable
right
to
acquire
such
security
is
obtained
and
is
presented
along
with
related
cost
in
the
security
description.
The
fund
may
have
registration
rights
for
certain
restricted
securities.
Any
costs
related
to
such
registration
are
generally
borne
by
the
issuer.
The
aggregate
value
of
restricted
securities
(excluding
144A
holdings)
at
period
end
amounts
to
$2,149
and
represents
0.0%
of
net
assets.
(7)
See
Note
2.
Level
3
in
fair
value
hierarchy.
.
.
.
.
.
.
.
.
.
.
(8)
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.
(9)
Security
has
the
ability
to
pay
in-kind
or
pay
in
cash.
When
applicable,
separate
rates
of
such
payments
are
disclosed.
(10)
Insured
by
Assured
Guaranty
Municipal
Corporation
(11)
See
Note
4
.
To-Be-Announced
purchase
commitment.
Total
value
of
such
securities
at
period-end
amounts
to
$20,977
and
represents
0.5%
of
net
assets.
(12)
At
December
31,
2023,
all
or
a
portion
of
this
security
is
pledged
as
collateral
and/or
margin
deposit
to
cover
future
funding
obligations.
(13)
Seven-day
yield
1M
TSFR
One
month
term
SOFR
(Secured
overnight
financing
rate)
3M
TSFR
Three
month
term
SOFR
(Secured
overnight
financing
rate)
1Y
CMT
One
year
U.S.
Treasury
note
constant
maturity
ADR
American
Depositary
Receipts
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
CDI
CHESS
or
CREST
Depositary
Interest
CHF
Swiss
Franc
CLO
Collateralized
Loan
Obligation
CMO
Collateralized
Mortgage
Obligation
DKK
Danish
Krone
EUR
Euro
FRN
Floating
Rate
Note
GBP
British
Pound
GO
General
Obligation
HHEFA
Health
&
Higher
Educational
Facility
Authority
HKD
Hong
Kong
Dollar
IDA
Industrial
Development
Authority/Agency
INR
Indian
Rupee
IO
Interest-only
security
for
which
the
fund
receives
interest
on
notional
principal
JPY
Japanese
Yen
KRW
South
Korean
Won
NOK
Norwegian
Krone
PFA
Public
Finance
Authority/Agency
PIK
Payment-in-kind
PTT
Pass-Through
Trust
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
RFUCCT1Y
Twelve
month
Refinitiv
USD
IBOR
Consumer
Cash
Fallback
SDR
Swedish
Depository
Receipts
.
.
.
.
.
.
.
.
.
.
SEK
Swedish
Krona
SGD
Singapore
Dollar
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
TWD
Taiwan
Dollar
UMBS
Uniform
Mortgage-Backed
Securities
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.
FUTURES
CONTRACTS
($000s)
Expiration
Date
Notional
Amount
Value
and
Unrealized
Gain
(Loss)
Long,
545
U.S.
Treasury
Notes
five
year
contracts
3/24
59,282
$
1,472
Long,
55
U.S.
Treasury
Notes
ten
year
contracts
3/24
6,209
196
Long,
66
U.S.
Treasury
Notes
two
year
contracts
3/24
13,590
131
Net
payments
(receipts)
of
variation
margin
to
date
(
1,744
)
Variation
margin
receivable
(payable)
on
open
futures
contracts
$
55
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
December
31,
2023.
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
Inflation
Protected
Bond
Fund
-
I
Class,
1.39%
$
—
$
—
$
1
T.
Rowe
Price
Institutional
High
Yield
Fund
-
Institutional
Class,
7.29%
(
7,380
)
20,228
13,485
T.
Rowe
Price
Limited
Duration
Inflation
Focused
Bond
Fund
-
I
Class,
1.62%
—
(
1
)
4
T.
Rowe
Price
Real
Assets
Fund
-
I
Class
(
359
)
7,861
3,310
T.
Rowe
Price
Government
Reserve
Fund,
5.42%
—
—
—
++
T.
Rowe
Price
Treasury
Reserve
Fund,
5.40%
—
—
4,705
Totals
$
(
7,739
)
#
$
28,088
$
21,505
+
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Supplementary
Investment
Schedule
Affiliate
Value
12/31/22
Purchase
Cost
Sales
Cost
Value
12/31/23
T.
Rowe
Price
Inflation
Protected
Bond
Fund
-
I
Class,
1.39%
$
14
$
1
$
—
$
15
T.
Rowe
Price
Institutional
High
Yield
Fund
-
Institutional
Class,
7.29%
214,481
13,445
44,985
203,169
T.
Rowe
Price
Limited
Duration
Inflation
Focused
Bond
Fund
-
I
Class,
1.62%
108
4
—
111
T.
Rowe
Price
Real
Assets
Fund
-
I
Class
131,450
43,655
3,199
179,767
T.
Rowe
Price
Government
Reserve
Fund,
5.42%
15,456
¤
¤
47,322
T.
Rowe
Price
Treasury
Reserve
Fund,
5.40%
81,872
¤
¤
62,473
Total
$
492,857
^
#
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
$21,505
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
$487,624.
T.
ROWE
PRICE
Balanced
Fund
December
31,
2023
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$3,209,131)
$
4,436,207
Interest
and
dividends
receivable
10,163
Receivable
for
investment
securities
sold
3,918
Receivable
for
shares
sold
2,830
Foreign
currency
(cost
$453)
461
Variation
margin
receivable
on
futures
contracts
55
Cash
2
Other
assets
5,438
Total
assets
4,459,074
Liabilities
Obligation
to
return
securities
lending
collateral
47,322
Payable
for
investment
securities
purchased
28,151
Payable
for
shares
redeemed
2,482
Investment
management
fees
payable
1,419
Due
to
affiliates
251
Payable
to
directors
4
Other
liabilities
328
Total
liabilities
79,957
NET
ASSETS
$
4,379,117
T.
ROWE
PRICE
Balanced
Fund
December
31,
2023
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)
$
1,198,458
Paid-in
capital
applicable
to
173,717,113
shares
of
$0.01
par
value
capital
stock
outstanding;
1,000,000,000
shares
authorized
3,180,659
NET
ASSETS
$
4,379,117
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$2,489,556;
Shares
outstanding:
98,728,255)
$
25.22
I
Class
(Net
assets:
$1,889,561;
Shares
outstanding:
74,988,858)
$
25.20
Year
Ended
12/31/23
Investment
Income
(Loss)
Income
Dividend
(net
of
foreign
taxes
of
$2,870)
$
70,101
Interest
42,264
Securities
lending
231
Other
6
Total
income
112,602
Expenses
Investment
management
18,158
Shareholder
servicing
Investor
Class
$
3,465
I
Class
287
3,752
Prospectus
and
shareholder
reports
Investor
Class
79
I
Class
24
103
Custody
and
accounting
390
Registration
76
Legal
and
audit
61
Proxy
and
annual
meeting
40
Directors
15
Miscellaneous
64
Waived
/
paid
by
Price
Associates
(
1,913
)
Total
expenses
20,746
Net
investment
income
91,856
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
Ended
12/31/23
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
gain
(loss)
Securities
(net
of
foreign
taxes
of
$14)
141,204
Futures
(
2,900
)
Foreign
currency
transactions
(
144
)
Net
realized
gain
138,160
Change
in
net
unrealized
gain
/
loss
Securities
457,194
Futures
1,764
Other
assets
and
liabilities
denominated
in
foreign
currencies
365
Change
in
net
unrealized
gain
/
loss
459,323
Net
realized
and
unrealized
gain
/
loss
597,483
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
689,339
Statement
of
Changes
in
Net
Assets
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
12/31/23
12/31/22
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
91,856
$
83,216
Net
realized
gain
138,160
25,806
Change
in
net
unrealized
gain
/
loss
459,323
(
1,031,259
)
Increase
(decrease)
in
net
assets
from
operations
689,339
(
922,237
)
Distributions
to
shareholders
Net
earnings
Investor
Class
(
94,011
)
(
116,625
)
I
Class
(
72,647
)
(
86,391
)
Decrease
in
net
assets
from
distributions
(
166,658
)
(
203,016
)
Capital
share
transactions
*
Shares
sold
Investor
Class
250,084
302,049
I
Class
180,759
1,158,107
Distributions
reinvested
Investor
Class
90,614
112,380
I
Class
69,982
83,453
Shares
redeemed
Investor
Class
(
469,857
)
(
1,576,814
)
I
Class
(
251,684
)
(
364,462
)
Decrease
in
net
assets
from
capital
share
transactions
(
130,102
)
(
285,287
)
Statement
of
Changes
in
Net
Assets
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
12/31/23
12/31/22
Net
Assets
Increase
(decrease)
during
period
392,579
(
1,410,540
)
Beginning
of
period
3,986,538
5,397,078
End
of
period
$
4,379,117
$
3,986,538
*Share
information
(000s)
Shares
sold
Investor
Class
10,489
12,101
I
Class
7,582
45,305
Distributions
reinvested
Investor
Class
3,702
4,973
I
Class
2,862
3,683
Shares
redeemed
Investor
Class
(
19,757
)
(
62,548
)
I
Class
(
10,600
)
(
15,453
)
Decrease
in
shares
outstanding
(
5,722
)
(
11,939
)
NOTES
TO
FINANCIAL
STATEMENTS
T.
Rowe
Price
Balanced
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
provide
capital
growth,
current
income,
and
preservation
of
capital
through
a
portfolio
of
stocks
and
fixed-income
securities.
The
fund
has two classes
of
shares:
the
Balanced
Fund
(Investor
Class)
and
the
Balanced
Fund–I
Class
(I
Class).
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. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
both
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
class.
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. Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense. Dividends
received
from other
investment
companies are
reflected
as 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. Distributions
from
REITs
are
initially
recorded
as
dividend
income
and,
to
the
extent
such
represent
a
return
of
capital
or
capital
gain
for
tax
purposes,
are
reclassified
when
such
information
becomes
available. 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
and
paid
by
each
class quarterly. 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.
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.
New
Accounting
Guidance
In
June
2022,
the
FASB
issued
Accounting
Standards
Update
(ASU),
ASU
2022-03,
Fair
Value
Measurement
(Topic
820)
–
Fair
Value
Measurement
of
Equity
Securities
Subject
to
Contractual
Sale
Restrictions,
which
clarifies
that
a
contractual
restriction
on
the
sale
of
an
equity
security
is
not
considered
part
of
the
unit
of
account
of
the
equity
security
and,
therefore,
is
not
considered
in
measuring
fair
value.
The
amendments
under
this
ASU
are
effective
for
fiscal
years
beginning
after
December
15,
2023;
however,
the
fund
opted
to
early
adopt,
as
permitted,
effective
December
1,
2022. Adoption
of
the
guidance
did not
have
a
material
impact
on
the fund's
financial statements.
The
FASB
issued
Accounting
Standards
Update
(ASU),
ASU
2020–04,
Reference
Rate
Reform
(Topic
848) –
Facilitation
of
the
Effects
of
Reference
Rate
Reform
on
Financial
Reporting
in
March
2020
and
ASU
2021-01
in
January
2021
which
provided
further
amendments
and
clarifications
to
Topic
848.
These
ASUs provide
optional,
temporary
relief
with
respect
to
the
financial
reporting
of
contracts
subject
to
certain
types
of
modifications
due
to
the
planned
discontinuation
of
the
London
Interbank
Offered
Rate
(LIBOR),
and
other
interbank-offered
based
reference
rates,
through December
31,
2022.
In
December
2022,
FASB
issued
ASU
2022-06
which
defers
the
sunset
date
of
Topic
848
from
December
31,
2022
to
December
31,
2024,
after
which
entities
will
no
longer
be
permitted
to
apply
the
relief
in
Topic
848.
Management
intends
to
rely
upon
the
relief
provided
under
Topic
848,
which
is
not
expected to
have
a
material
impact
on
the fund's
financial statements.
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
Equity
securities,
including
exchange-traded
funds, listed
or
regularly
traded
on
a
securities
exchange
or
in
the
over-the-counter
(OTC)
market
are
valued
at
the
last
quoted
sale
price
or,
for
certain
markets,
the
official
closing
price
at
the
time
the
valuations
are
made.
OTC
Bulletin
Board
securities
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices.
A
security
that
is
listed
or
traded
on
more
than
one
exchange
is
valued
at
the
quotation
on
the
exchange
determined
to
be
the
primary
market
for
such
security.
Listed
securities
not
traded
on
a
particular
day
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
for
domestic
securities
and
the
last
quoted
sale
or
closing
price
for
international
securities.
The
last
quoted
prices
of
non-U.S.
equity
securities
may
be
adjusted
to
reflect
the
fair
value
of
such
securities
at
the
close
of
the
NYSE,
if
the Valuation
Designee
determines
that
developments
between
the
close
of
a
foreign
market
and
the
close
of
the
NYSE
will
affect
the
value
of
some
or
all
of
the fund’s portfolio
securities.
Each
business
day,
the
Valuation
Designee uses
information
from
outside
pricing
services
to
evaluate
the
quoted
prices
of
portfolio
securities
and,
if
appropriate,
decide whether
it
is
necessary
to
adjust
quoted
prices
to
reflect
fair
value
by
reviewing
a
variety
of
factors,
including
developments
in
foreign
markets,
the
performance
of
U.S.
securities
markets,
and
the
performance
of
instruments
trading
in
U.S.
markets
that
represent
foreign
securities
and
baskets
of
foreign
securities. The Valuation
Designee
uses
outside
pricing
services
to
provide
it
with
quoted
prices
and
information
to
evaluate
or
adjust
those
prices.
The Valuation
Designee
cannot
predict
how
often
it
will
use
quoted
prices
and
how
often
it
will
determine
it
necessary
to
adjust
those
prices
to
reflect
fair
value.
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.
Futures
contracts
are
valued
at
closing
settlement
prices.
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
December
31,
2023
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
NOTE
3
-
DERIVATIVE
INSTRUMENTS
During
the
year ended
December
31,
2023,
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
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Fixed
Income
Securities
1
$
—
$
1,237,542
$
—
$
1,237,542
Bond
Mutual
Funds
203,295
—
—
203,295
Common
Stocks
1,923,243
762,334
937
2,686,514
Convertible
Preferred
Stocks
—
—
1,212
1,212
Equity
Mutual
Funds
179,767
—
—
179,767
Preferred
Stocks
—
4,160
—
4,160
Short-Term
Investments
62,473
13,922
—
76,395
Securities
Lending
Collateral
47,322
—
—
47,322
Total
Securities
2,416,100
2,017,958
2,149
4,436,207
Futures
Contracts*
1,799
—
—
1,799
Total
$
2,417,899
$
2,017,958
$
2,149
$
4,438,006
1
Includes
Asset-Backed
Securities,
Corporate
Bonds,
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;
however,
the
net
value
reflected
on
the
accompanying
Portfolio
of
Investments
is
only
the
unsettled
variation
margin
receivable
(payable)
at
that
date.
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
December
31,
2023,
and
the
related
location
on
the
accompanying
Statement
of
Assets
and
Liabilities,
presented
by
primary
underlying
risk
exposure:
Additionally,
the
amount
of
gains
and
losses
on
derivative
instruments
recognized
in
fund
earnings
during
the
year ended
December
31,
2023,
and
the
related
location
on
the
accompanying
Statement
of
Operations
is
summarized
in
the
following
table
by
primary
underlying
risk
exposure:
($000s)
Location
on
Statement
of
Assets
and
Liabilities
Fair
Value*
Assets
Interest
rate
derivatives
Futures
$
1,799
*
Total
$
1,799
*
The
fair
value
presented
includes
cumulative
gain
(loss)
on
open
futures
contracts;
however,
the
value
reflected
on
the
accompanying
Statement
of
Assets
and
Liabilities
is
only
the
unsettled
variation
margin
receivable
(payable)
at
that
date.
($000s)
Location
of
Gain
(Loss)
on
Statement
of
Operations
Futures
Realized
Gain
(Loss)
Interest
rate
derivatives
$
(2,900)
Total
$
(2,900)
Counterparty
Risk
and
Collateral
The
fund
invests
in
exchange-traded
and/or
centrally
cleared
derivative
contracts,
such
as
futures,
exchange-traded
options,
and
centrally
cleared
swaps.
Counterparty
risk
on
such
derivatives
is
minimal
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.
Collateral may
be
in
the
form
of
cash
or
debt
securities
issued
by
the
U.S.
government
or
related
agencies.
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.
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.
This
ability
is
subject
to
the
liquidity
of
underlying
positions. As
of
December
31,
2023,
securities
valued
at $1,036,000
had
been
posted
by
the
fund
for
exchange-traded
and/or
centrally
cleared
derivatives.
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
($000s)
Location
of
Gain
(Loss)
on
Statement
of
Operations
Futures
Change
in
Unrealized
Gain
(Loss)
Interest
rate
derivatives
$
1,764
Total
$
1,764
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
December
31,
2023,
the
volume
of
the
fund’s
activity
in
futures,
based
on
underlying
notional
amounts,
was
generally
between
1%
and
3%
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.
Emerging
and
Frontier
Markets
The fund
invests,
either
directly
or
through
investments
in
other
T.
Rowe
Price
funds,
in
securities
of
companies
located
in,
issued
by
governments
of,
or
denominated
in
or
linked
to
the
currencies
of
emerging
and
frontier
market
countries.
Emerging
markets,
and
to
a
greater
extent
frontier
markets, tend
to
have
economic
structures
that
are
less
diverse
and
mature,
less
developed
legal
and
regulatory
regimes,
and
political
systems
that
are
less
stable,
than
those
of
developed
countries.
These
markets
may
be
subject
to
greater
political,
economic,
and
social
uncertainty
and
differing
accounting
standards
and
regulatory
environments
that
may
potentially
impact
the
fund’s
ability
to
buy
or
sell
certain
securities
or
repatriate
proceeds
to
U.S.
dollars.
Emerging
markets
securities
exchanges
are
more
likely
to
experience
delays
with
the
clearing
and
settling
of
trades,
as
well
as
the
custody
of
holdings
by
local
banks,
agents,
and
depositories.
Such
securities
are
often
subject
to
greater
price
volatility,
less
liquidity,
and
higher
rates
of
inflation
than
U.S.
securities.
Investing
in
frontier
markets
is
typically
significantly
riskier
than
investing
in
other
countries,
including
emerging
markets.
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
December
31,
2023,
no
collateral
had
been
posted
by
the
fund
to
counterparties
for
MSFTA
Transactions. Collateral
pledged
by
counterparties
to
the
fund
for
MSFTA
Transactions
consisted
of $151,000
cash
and
securities
valued
at
$389,000
as
of
December
31,
2023.
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
December
31,
2023,
the
value
of
loaned
securities
was
$45,760,000;
the
value
of
cash
collateral
and
related
investments
was
$47,322,000.
Other
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
short-term and
U.S.
government
securities
aggregated $928,684,000 and
$1,216,114,000,
respectively,
for
the
year ended
December
31,
2023.
Purchases
and
sales
of
U.S.
government
securities
aggregated
$739,466,000 and
$671,798,000,
respectively,
for
the
year ended
December
31,
2023.
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
deemed
distributions
on
shareholder
redemptions
and
the
character
of
income
on
passive
foreign
investment
companies.
The
tax
character
of
distributions
paid
for
the
periods
presented
was
as
follows:
($000s)
December
31,
2023
December
31,
2022
Ordinary
income
(including
short-term
capital
gains,
if
any)
$
91,897
$
96,168
Long-term
capital
gain
74,761
106,848
Total
distributions
$
166,658
$
203,016
At
December
31,
2023,
the
tax-basis
cost
of
investments
(including
derivatives,
if
any)
and
gross
unrealized
appreciation
and
depreciation
were as
follows:
At
December
31,
2023,
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
passive
foreign
investment
companies.
NOTE
6
-
FOREIGN TAXES
The
fund
is
subject
to
foreign
income
taxes
imposed
by
certain
countries
in
which
it
invests.
Additionally,
capital
gains
realized
upon
disposition
of
securities
issued
in
or
by
certain
foreign
countries
are
subject
to
capital
gains
tax
imposed
by
those
countries.
All
taxes
are
computed
in
accordance
with
the
applicable
foreign
tax
law,
and,
to
the
extent
permitted,
capital
losses
are
used
to
offset
capital
gains.
Taxes
attributable
to
income
are
accrued
by
the
fund
as
a
reduction
of
income.
Current
and
deferred
tax
expense
attributable
to
capital
gains
is
reflected
as
a
component
of
realized
or
change
in
unrealized
gain/loss
on
securities
in
the
accompanying
financial
statements.
To
the
extent
that
the
fund
has
country
specific
capital
loss
carryforwards,
such
carryforwards
($000s)
Cost
of
investments
$
3,258,699
Unrealized
appreciation
$
1,410,194
Unrealized
depreciation
(232,405)
Net
unrealized
appreciation
(depreciation)
$
1,177,789
($000s)
Undistributed
ordinary
income
$
2,249
Undistributed
long-term
capital
gain
18,420
Net
unrealized
appreciation
(depreciation)
1,177,789
Total
distributable
earnings
(loss)
$
1,198,458
are
applied
against
net
unrealized
gains
when
determining
the
deferred
tax
liability.
Any
deferred
tax
liability
incurred
by
the
fund
is
included
in
either
Other
liabilities
or
Deferred
tax
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
NOTE
7
-
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).
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
0.15%
of
the
fund’s
average
daily
net
assets,
and
a
group
fee.
The
group
fee
rate
is
calculated
based
on
the
combined
net
assets
of
certain
mutual
funds
sponsored
by
Price
Associates
(the
group)
applied
to
a
graduated
fee
schedule,
with
rates
ranging
from
0.48%
for
the
first
$1
billion
of
assets
to
0.260%
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
December
31,
2023,
the
effective
annual
group
fee
rate
was
0.29%.
Effective
November
1,
2023,
the Investor Class
is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
Prior
to
November
1,
2023,
the
Investor Class
was
not
subject
to
a
contractual
expense
limitation.
During
the
limitation
period,
Price
Associates
was 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.
The
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.
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.
For
the
year
ended
December
31,
2023,
expenses
incurred
pursuant
to
these
service
agreements
were
$116,000
for
Price
Associates;
$1,496,000
for
T.
Rowe
Price
Services,
Inc.;
and
$857,000
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).
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.
Investor
Class
I
Class
Expense
limitation/I
Class
Limit
0.79%
0.05%
Repayment
date
04/30/26
04/30/26
(Waived)/repaid
during
the
period
($000s)
$—
$—
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),
Price
Associates
has
agreed
to
permanently
waive
a
portion
of
its
management
fee
charged
to
the
fund
in
an
amount
sufficient
to
fully
offset
that
portion
of
management
fees
paid
by
each
underlying
Price
Fund
related
to
the
fund’s
investment
therein.
Annual
management
fee
rates
and
amounts
waived
related
to
investments
in
the
underlying
Price
Fund(s)
for
the
year
ended
December
31,
2023,
are
as
follows:
Total
management
fee
waived
was
allocated
ratably
in
the
amounts
of
$1,101,000
and
$812,000 for
the
Investor
Class
and
I
Class,
respectively,
for
the
year ended
December
31,
2023.
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
December
31,
2023,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
Price
Associates
has
voluntarily
agreed
to
reimburse
the
fund
from
its
own
resources
on
a
monthly
basis
for
the
cost
of
investment
research
embedded
in
the
cost
of
the
fund’s
securities
trades.
This
agreement
may
be
rescinded
at
any
time.
For
the
year ended
December
31,
2023,
this
reimbursement
amounted
to
$57,000,
which
is
included
in
Net
realized
gain
(loss)
on
Securities
in
the
Statement
of
Operations.
($000s)
Effective
Management
Fee
Rate
Management
Fee
Waived
T.
Rowe
Price
Inflation
Protected
Bond
Fund
-
I
Class
0.17%
$
—
T.
Rowe
Price
Institutional
High
Yield
Fund
-
Institutional
Class
0.50%
997
T.
Rowe
Price
Limited
Duration
Inflation
Focused
Bond
Fund
-
I
Class
0.25%
—
T.
Rowe
Price
Real
Assets
Fund
-
I
Class
0.64%
916
Total
Management
Fee
Waived
$
1,913
NOTE
8
-
OTHER
MATTERS
Unpredictable
events
such
as
environmental
or
natural
disasters,
war
and
conflict,
terrorism,
geopolitical
events,
and
public
health
epidemics and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
the fund
invests.
Certain
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
global
outbreak
of
COVID-19
and
the
related
governmental
and
public
responses
have
led
and
may
continue
to
lead
to
increased
market
volatility
and
the
potential
for
illiquidity
in
certain
classes
of
securities
and
sectors
of
the
market
either
in
specific
countries
or
worldwide.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict,
leading
to
economic
sanctions imposed
on
Russia
that
target certain
of
its
citizens
and
issuers
and
sectors
of
the
Russian
economy,
creating
impacts
on
Russian-related
stocks
and
debt
and
greater
volatility
in
global
markets.
In
March
2023,
the
banking
industry
experienced
heightened
volatility,
which
sparked
concerns
of
potential
broader
adverse
market
conditions.
The
extent
of
impact
of
these
events
on
the
US
and
global
markets
is
highly
uncertain.
These
are
recent
examples
of
global
events
which
may
have
a
negative
impact
on
the
values
of
certain
portfolio
holdings
or
the
fund's
overall
performance.
Management
is
actively
monitoring
the
risks
and
financial
impacts
arising
from
these
events.
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
To
the
Board
of
Directors
and
Shareholders
of
T.
Rowe
Price
Balanced
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
Balanced
Fund,
Inc.
(the
"Fund")
as
of
December
31,
2023,
the
related
statement
of
operations
for
the
year
ended
December
31,
2023,
the
statement
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
December
31,
2023,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
December
31,
2023
(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
December
31,
2023,
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
December
31,
2023
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
December
31,
2023
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
December
31,
2023
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
February
16,
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 12/31/23
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.
The
fund’s
distributions
to
shareholders
included
$82,846,000 from
long-term
capital
gains,
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%.
For
taxable
non-corporate
shareholders,
$45,693,000 of
the
fund's
income
represents
qualified
dividend
income
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%.
For
corporate
shareholders,
$21,910,000
of
the
fund's
income
qualifies
for
the
dividends-
received
deduction.
For
individuals
and
certain
trusts
and
estates
which
are
entitled
to
claim
a
deduction
of
up
to
20%
of
their
combined
qualified
real
estate
investment
trust
(REIT)
dividends,
$985,000 of
the
fund's
income
qualifies
as
qualified
real
estate
investment
trust
(REIT)
dividends.
For
shareholders
subject
to
interest
expense
deduction
limitation
under
Section
163(j), $46,100,000 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.
INFORMATION
ON
PROXY
VOTING
POLICIES,
PROCEDURES,
AND
RECORDS
A
description
of
the
policies
and
procedures
used
by
T.
Rowe
Price
funds
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
is
available
in
each
fund’s
Statement
of
Additional
Information.
You
may
request
this
document
by
calling
1-800-225-5132
or
by
accessing
the
SEC’s
website,
sec.gov.
The
description
of
our
proxy
voting
policies
and
procedures
is
also
available
on
our
corporate
website.
To
access
it,
please
visit
the
following
Web
page:
https://www.troweprice.com/corporate/us/en/utility/policies.html
Scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Guidelines.”
Click
on
the
links
in
the
shaded
box.
Each
fund’s
most
recent
annual
proxy
voting
record
is
available
on
our
website
and
through
the
SEC’s
website.
To
access
it
through
T.
Rowe
Price,
visit
the
website
location
shown
above,
and
scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Records.”
Click
on
the
Proxy
Voting
Records
link
in
the
shaded
box.
HOW
TO
OBTAIN
QUARTERLY
PORTFOLIO
HOLDINGS
The
fund
files
a
complete
schedule
of
portfolio
holdings
with
the
Securities
and
Exchange
Commission
(SEC)
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
reports
on
Form
N-PORT.
The
fund’s
reports
on
Form
N-PORT
are
available
electronically
on
the
SEC’s
website
(sec.gov).
In
addition,
most
T.
Rowe
Price
funds
disclose
their
first
and
third
fiscal
quarter-end
holdings
on
troweprice.com
.
TAILORED
SHAREHOLDER
REPORTS
FOR
MUTUAL
FUNDS
AND
EXCHANGE
TRADED
FUNDS
In
October
2022,
the
Securities
and
Exchange
Commission
(SEC)
adopted
rule
and
form
amendments
requiring
Mutual
Funds
and
Exchange-Traded
Funds
to
transmit
concise
and
visually
engaging
streamlined
annual
and
semiannual
reports
that
highlight
key
information
to
shareholders.
Other
information,
including
financial
statements,
will
no
longer
appear
in
the
funds’
shareholder
reports
but
will
be
available
online,
delivered
free
of
charge
upon
request,
and
filed
on
a
semiannual
basis
on
Form
N-CSR.
The
rule
and
form
amendments
have
a
compliance
date
of
July
24,
2024.
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
In
accordance
with
Rule
22e-4
(Liquidity
Rule)
under
the
Investment
Company
Act
of
1940,
as
amended,
the
fund
has
established
a
liquidity
risk
management
program
(Liquidity
Program)
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk,
which
generally
represents
the
risk
that
the
fund
would
not
be
able
to
meet
redemption
requests
without
significant
dilution
of
remaining
investors’
interests
in
the
fund.
The
fund’s
Board
of
Directors
(Board)
has
appointed
the
fund’s
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser),
as
the
administrator
of
the
Liquidity
Program.
As
administrator,
the
Adviser
is
responsible
for
overseeing
the
day-to-day
operations
of
the
Liquidity
Program
and,
among
other
things,
is
responsible
for
assessing,
managing,
and
reviewing
with
the
Board
at
least
annually
the
liquidity
risk
of
each
T.
Rowe
Price
fund.
The
Adviser
has
delegated
oversight
of
the
Liquidity
Program
to
a
Liquidity
Risk
Committee
(LRC),
which
is
a
cross-functional
committee
composed
of
personnel
from
multiple
departments
within
the
Adviser.
The Liquidity
Program’s
principal
objectives
include
supporting
the
T.
Rowe
Price
funds’
compliance
with
limits
on
investments
in
illiquid
assets
and
mitigating
the
risk
that
the
fund
will
be
unable
to
timely
meet
its
redemption
obligations.
The
Liquidity
Program
also
includes
a
number
of
elements
that
support
the
management
and
assessment
of
liquidity
risk,
including
an
annual
assessment
of
factors
that
influence
the
fund’s
liquidity
and
the
periodic
classification
and
reclassification
of
a
fund’s
investments
into
categories
that
reflect
the
LRC’s
assessment
of
their
relative
liquidity
under
current
market
conditions.
Under
the
Liquidity
Program,
every
investment
held
by
the
fund
is
classified
at
least
monthly
into
one
of
four
liquidity
categories
based
on
estimations
of
the
investment’s
ability
to
be
sold
during
designated
time
frames
in
current
market
conditions
without
significantly
changing
the
investment’s
market
value.
As
required
by
the
Liquidity
Rule,
at
a
meeting
held
on
July
24,
2023,
the
Board
was
presented
with
an
annual
assessment
that
was
prepared
by
the
LRC
on
behalf
of
the
Adviser
and
addressed
the
operation
of
the
Liquidity
Program
and
assessed
its
adequacy
and
effectiveness
of
implementation,
including
any
material
changes
to
the
Liquidity
Program
and
the
determination
of
each
fund’s
Highly
Liquid
Investment
Minimum
(HLIM).
The
annual
assessment
included
consideration
of
the
following
factors,
as
applicable:
the
fund’s
investment
strategy
and
liquidity
of
portfolio
investments
during
normal
and
reasonably
foreseeable
stressed
conditions,
including
whether
the
investment
strategy
is
appropriate
for
an
open-end
fund,
the
extent
to
which
the
strategy
involves
a
relatively
concentrated
portfolio
or
large
positions
in
particular
issuers,
and
the
use
of
borrowings
for
investment
purposes
and
derivatives;
short-term
and
long-term
cash
flow
projections
covering
both
normal
and
reasonably
foreseeable
stressed
conditions;
and
holdings
of
cash
and
cash
equivalents,
as
well
as
available
borrowing
arrangements.
For the
fund
and
other
T.
Rowe
Price
funds,
the
annual
assessment
incorporated
a
report
related
to
a
fund’s
holdings,
shareholder
and
portfolio
concentration,
any
borrowings
during
the
period,
cash
flow
projections,
and
other
relevant
data
for
the
period
of
April
1,
2022,
through
March
31,
2023.
The
report
described
the
methodology
for
classifying
a
fund’s
investments
(including
any
derivative
transactions)
into
one
of
four
liquidity
categories,
as
well
as
the
percentage
of
a
fund’s
investments
assigned
to
each
category.
It
also
explained
the
methodology
for
establishing
a
fund’s
HLIM
and
noted
that
the
LRC
reviews
the
HLIM
assigned
to
each
fund
no
less
frequently
than
annually.
During the
period
covered
by
the
annual
assessment,
the
LRC
has
concluded,
and
reported
to
the
Board,
that
the
Liquidity
Program
continues
to
operate
adequately
and
effectively
and
is
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk.
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
(continued)
ABOUT
THE
FUND'S
DIRECTORS
AND
OFFICERS
Your
fund
is
overseen
by
a
Board
of
Directors
(Board)
that
meets
regularly
to
review
a
wide
variety
of
matters
affecting
or
potentially
affecting
the
fund,
including
performance,
investment
programs,
compliance
matters,
advisory
fees
and
expenses,
service
providers,
and
business
and
regulatory
affairs.
The
Board
elects
the
fund’s
officers,
who
are
listed
in
the
final
table.
The
directors
who
are
also
employees
or
officers
of
T.
Rowe
Price
are
considered
to
be
“interested”
directors
as
defined
in
Section
2(a)(19)
of
the
1940
Act
because
of
their
relationships
with
T.
Rowe
Price
Associates,
Inc. (T.
Rowe
Price),
and
its
affiliates.
The
business
address
of
each
director
and
officer
is
100
East
Pratt
Street,
Baltimore,
Maryland
21202.
The
Statement
of
Additional
Information
includes
additional
information
about
the
fund
directors
and
is
available
without
charge
by
calling
a
T.
Rowe
Price
representative
at
1-800-638-5660.
INDEPENDENT
DIRECTORS
(a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Teresa
Bryce
Bazemore
(1959)
2018
[209]
President
and
Chief
Executive
Officer,
Federal
Home
Loan
Bank
of
San
Francisco
(2021
to
present);
Chief
Executive
Officer,
Bazemore
Consulting
LLC
(2018
to
2021);
Director,
Chimera
Investment
Corporation
(2017
to
2021);
Director,
First
Industrial
Realty
Trust
(2020
to
present);
Director,
Federal
Home
Loan
Bank
of
Pittsburgh
(2017
to
2019)
Melody
Bianchetto
(1966)
2023
[209]
Vice
President
for
Finance,
University
of
Virginia
(2015
to
2023)
Bruce
W.
Duncan
(1951)
2013
[209]
President,
Chief
Executive
Officer,
and
Director,
CyrusOne,
Inc.
(2020
to
2021);
Chair
of
the
Board
(2016
to
2020)
and
President
(2009
to
2016),
First
Industrial
Realty
Trust,
owner
and
operator
of
industrial
properties;
Member,
Investment
Company
Institute
Board
of
Governors
(2017
to
2019);
Member,
Independent
Directors
Council
Governing
Board
(2017
to
2019);
Senior
Advisor,
KKR
(2018
to
2022);
Director,
Boston
Properties
(2016
to
present);
Director,
Marriott
International,
Inc.
(2016
to
2020)
Robert
J.
Gerrard,
Jr.
(1952)
2012
[209]
Chair
of
the
Board,
all
funds
(July
2018
to
present)
Paul
F.
McBride
(1956)
2013
[209]
Advisory
Board
Member,
Vizzia
Technologies
(2015
to
present);
Board
Member,
Dunbar
Armored
(2012
to
2018)
INTERESTED DIRECTORS
(a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Mark
J.
Parrell
(1966)
2023
[209]
Board
of
Trustees
Member
and
Chief
Executive
Officer
(2019
to
present),
President
(2018
to
present),
Executive
Vice
President
and
Chief
Financial
Officer
(2007
to
2018),
and
Senior
Vice
President
and
Treasurer
(2005
to
2007),
EQR;
Member,
Nareit
Dividends
Through
Diversity,
Equity
&
Inclusion
CEO
Council
and
Chair,
Nareit
2021
Audit
and
Investment
Committee
(2021);
Advisory
Board,
Ross
Business
School
at
University
of
Michigan
(2015
to
2016);
Member,
National
Multifamily
Housing
Council
and
served
as
Chair
of
the
Finance
Committee
(2015
to
2016);
Member,
Economic
Club
of
Chicago;
Director,
Brookdale
Senior
Living,
Inc.
(2015
to
2017);
Director,
Aviv
REIT,
Inc.
(2013
to
2015);
Director,
Real
Estate
Roundtable
and
the
2022
Executive
Board
Nareit;
Board
of
Directors
and
Chair
of
the
Finance
Committee,
Greater
Chicago
Food
Depository
Kellye
L.
Walker
(1966)
2021
[209]
Executive
Vice
President
and
Chief
Legal
Officer,
Eastman
Chemical
Company
(April
2020
to
present);
Executive
Vice
President
and
Chief
Legal
Officer,
Huntington
Ingalls
Industries,
Inc.
(January
2015
to
March
2020);
Director,
Lincoln
Electric
Company
(October
2020
to
present)
(a)
All
information
about
the
independent
directors
was
current
as
of
December
31,
2022,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
David
Oestreicher
(1967)
2018
[209]
Director,
Vice
President,
and
Secretary,
T.
Rowe
Price,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Services,
Inc.;
Director
and
Secretary,
T.
Rowe
Price
Investment
Management,
Inc.
(Price
Investment
Management);
Vice
President
and
Secretary,
T.
Rowe
Price
International
(Price
International);
Vice
President,
T.
Rowe
Price
Hong
Kong
(Price
Hong
Kong),
T. Rowe
Price
Japan
(Price
Japan),
and
T.
Rowe
Price
Singapore
(Price
Singapore);
General
Counsel,
Vice
President,
and
Secretary,
T.
Rowe
Price
Group,
Inc.;
Chair
of
the
Board,
Chief
Executive
Officer,
President,
and
Secretary,
T.
Rowe
Price
Trust
Company;
Principal
Executive
Officer
and
Executive
Vice
President,
all
funds
INDEPENDENT
DIRECTORS
(a)
(CONTINUED)
OFFICERS
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Eric
L.
Veiel,
CFA
(1972)
2022
[209]
Director
and
Vice
President,
T.
Rowe
Price;
Vice
President,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
Vice
President,
Global
Funds
(a)
All
information
about
the
interested
directors
was
current
as
of
December
31,
2022,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Position
Held
With Balanced
Fund
Principal
Occupation(s)
Armando
(Dino)
Capasso
(1974)
Chief
Compliance
Officer
and
Vice
President
Chief
Compliance
Officer
and
Vice
President,
T.
Rowe
Price
and
Price
Investment
Management;
Vice
President,
T.
Rowe
Price
Group,
Inc.;
formerly,
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
AST
Investment
Services,
Inc.
(ASTIS)
(to
2022);
Chief
Compliance
Officer,
PGIM
Retail
Funds
complex
and
Prudential
Insurance
Funds
(to
2022);
Vice
President
and
Deputy
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
ASTIS
(to
2019)
Alan
S.
Dupski,
CPA
(1982)
Principal
Financial
Officer,
Vice
President,
and
Treasurer
Vice
President,
Price
Investment
Management,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Cheryl
Emory
(1963)
Assistant
Secretary
Assistant
Vice
President
and
Assistant
Secretary,
T.
Rowe
Price;
Assistant
Secretary,
T.
Rowe
Price
Group,
Inc.,
Price
Investment
Management,
Price
International,
Price
Hong
Kong,
Price
Singapore,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Cheryl
Hampton,
CPA
(1969)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
formerly,
Tax
Director,
Invesco
Ltd.
(to
2021);
Vice
President,
Oppenheimer
Funds,
Inc.
(to
2019)
Benjamin
Kersse,
CPA
(1989)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Trust
Company
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
INTERESTED DIRECTORS
(a)
(CONTINUED)
Name
(Year
of
Birth)
Position
Held
With Balanced
Fund
Principal
Occupation(s)
Paul
J.
Krug,
CPA
(1964)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Robert
M.
Larkins,
CFA
(1973)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Wyatt
A.
Lee,
CFA
(1971)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Robert
P.
McDavid
(1972)
Vice
President
Vice
President,
T.
Rowe
Price, Price
Investment
Management, T.
Rowe
Price
Investment
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Raymond
A.
Mills,
Ph.D.,
CFA
(1960)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
Price
International,
and
T.
Rowe
Price
Trust
Company
Christina
D.
Noonan
(1988)
Vice
President
Vice
President,
T.
Rowe
Price
Sébastien
Page
(1977)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Fran
M.
Pollack-Matz
(1961)
Vice
President
and
Secretary
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
T.
Rowe
Price
Investment
Services,
Inc., T.
Rowe
Price
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Rodney
M.
Rayburn,
CFA
(1970)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Amelia
Seman,
CFA
(1969)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Investment
Services,
Inc.
Richard
Sennett,
CPA
(1970)
Assistant
Treasurer
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Charles
M.
Shriver,
CFA
(1967)
Co-president
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
Price
International,
and
T.
Rowe
Price
Trust
Company
Guido
F.
Stubenrauch,
CFA
(1970)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Toby
M.
Thompson,
CAIA,
CFA
(1971)
Co-president
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
Price
International,
and
T.
Rowe
Price
Trust
Company
Ellen
York
(1988)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
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.
202402
-
3281383
F68-050
2/24
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:
| | | | | | | | | | |
| | | 2023 | | | 2022 | | | |
Audit Fees | | $ | 34,808 | | | $ | 30,858 | |
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 $1,524,000 and $2,037,000, 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.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
Item 11. 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 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13. 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 Balanced Fund, Inc. |
| | |
| By | | /s/ David Oestreicher | | |
| | David Oestreicher | | |
| | Principal Executive Officer | | |
| | |
| Date | | February 16, 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 | | February 16, 2024 | | |
| | | | |
| By | | /s/ Alan S. Dupski | | |
| | Alan S. Dupski | | |
| | Principal Financial Officer | | |
| | |
| Date | | February 16, 2024 | | |
