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: 811-07639
T. Rowe Price Equity Funds, 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: June 30, 2024
Item 1. Reports to Shareholders
(a) Report pursuant to Rule 30e-1
Semi-Annual Shareholder Report
June 30, 2024
This semi-annual shareholder report contains important information about Hedged Equity Fund (the "fund") for the period of January 1, 2024 to June 30, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last six months? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
Hedged Equity Fund - Investor Class | $40 | 0.75% |
What are some fund statistics?
Total Net Assets (000s) | $3,541,340 |
Number of Portfolio Holdings | 339 |
| |
Portfolio Turnover Rate | 18.7% |
What did the fund invest in?
Sector Allocation (as a % of Net Assets)
Information Technology | 29.2% |
Financials | 12.2 |
Health Care | 11.8 |
Consumer Discretionary | 8.8 |
Communication Services | 8.0 |
Industrials & Business Services | 7.3 |
Consumer Staples | 5.8 |
Energy | 3.3 |
Utilities | 2.5 |
Other | 11.1 |
Top Ten Holdings (as a % of Net Assets)
Microsoft | 6.3% |
NVIDIA | 5.8 |
Apple | 5.7 |
Alphabet | 3.5 |
Amazon.com | 3.2 |
Meta Platforms | 2.0 |
Eli Lilly | 1.7 |
Broadcom | 1.3 |
U.S. Treasury Bills | 1.1 |
Visa | 1.1 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Hedged Equity Fund
Investor Class (PHEFX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Semi-Annual Shareholder Report
June 30, 2024
This semi-annual shareholder report contains important information about Hedged Equity Fund (the "fund") for the period of January 1, 2024 to June 30, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last six months? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
Hedged Equity Fund - I Class | $24 | 0.46% |
What are some fund statistics?
Total Net Assets (000s) | $3,541,340 |
Number of Portfolio Holdings | 339 |
| |
Portfolio Turnover Rate | 18.7% |
What did the fund invest in?
Sector Allocation (as a % of Net Assets)
Information Technology | 29.2% |
Financials | 12.2 |
Health Care | 11.8 |
Consumer Discretionary | 8.8 |
Communication Services | 8.0 |
Industrials & Business Services | 7.3 |
Consumer Staples | 5.8 |
Energy | 3.3 |
Utilities | 2.5 |
Other | 11.1 |
Top Ten Holdings (as a % of Net Assets)
Microsoft | 6.3% |
NVIDIA | 5.8 |
Apple | 5.7 |
Alphabet | 3.5 |
Amazon.com | 3.2 |
Meta Platforms | 2.0 |
Eli Lilly | 1.7 |
Broadcom | 1.3 |
U.S. Treasury Bills | 1.1 |
Visa | 1.1 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Hedged Equity Fund
I Class (PHEIX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Semi-Annual Shareholder Report
June 30, 2024
This semi-annual shareholder report contains important information about Hedged Equity Fund (the "fund") for the period of January 1, 2024 to June 30, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary.
What were the fund costs for the last six months? (based on a hypothetical $10,000 investment)
| Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment |
---|
Hedged Equity Fund - Z Class | $0 | 0.00% |
What are some fund statistics?
Total Net Assets (000s) | $3,541,340 |
Number of Portfolio Holdings | 339 |
| |
Portfolio Turnover Rate | 18.7% |
What did the fund invest in?
Sector Allocation (as a % of Net Assets)
Information Technology | 29.2% |
Financials | 12.2 |
Health Care | 11.8 |
Consumer Discretionary | 8.8 |
Communication Services | 8.0 |
Industrials & Business Services | 7.3 |
Consumer Staples | 5.8 |
Energy | 3.3 |
Utilities | 2.5 |
Other | 11.1 |
Top Ten Holdings (as a % of Net Assets)
Microsoft | 6.3% |
NVIDIA | 5.8 |
Apple | 5.7 |
Alphabet | 3.5 |
Amazon.com | 3.2 |
Meta Platforms | 2.0 |
Eli Lilly | 1.7 |
Broadcom | 1.3 |
U.S. Treasury Bills | 1.1 |
Visa | 1.1 |
If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.
Hedged Equity Fund
Z Class (PZHEX)
T. Rowe Price Investment Services, Inc.
100 East Pratt Street
Baltimore, MD 21202
Item 1. (b) Notice pursuant to Rule 30e-3.
Not applicable.
Item 2. Code of Ethics.
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 is filed as an exhibit to the registrant’s annual Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the registrant’s most recent fiscal half-year.
Item 3. Audit Committee Financial Expert.
Disclosure required in registrant’s annual Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Disclosure required in registrant’s annual Form N-CSR.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) Not applicable. The complete schedule of investments is included in Item 7 of this Form N-CSR.
(b) Not applicable.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
(a – b) Report pursuant to Regulation S-X.
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
Financial
Statements
and
Other
Information
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
PHEFX
Hedged
Equity
Fund
PHEIX
Hedged
Equity
Fund–
.
I Class
PZHEX
Hedged
Equity
Fund–
.
Z Class
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
(1)
6
Months
.
Ended
6/30/24
7/5/23
(1)
Through
12/31/23
NET
ASSET
VALUE
Beginning
of
period
$
10
.67
$
10
.00
Investment
activities
Net
investment
income
(2)(3)
0
.05
0
.06
Net
realized
and
unrealized
gain/loss
1
.29
0
.67
Total
from
investment
activities
1
.34
0
.73
Distributions
Net
investment
income
—
(
0
.05
)
Net
realized
gain
—
(
0
.01
)
Total
distributions
—
(
0
.06
)
NET
ASSET
VALUE
End
of
period
$
12
.01
$
10
.67
Ratios/Supplemental
Data
Total
return
(3)(4)
12
.56
%
7
.24
%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
1
.00
%
(5)
1
.35
%
(5)
Net
expenses
after
waivers/payments
by
Price
Associates
0
.75
%
(5)
0
.82
%
(5)
Net
investment
income
0
.90
%
(5)
1
.21
%
(5)
Portfolio
turnover
rate
18
.7
%
16
.1
%
Net
assets,
end
of
period
(in
thousands)
$2,162
$353
0
%
0
%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(4)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
(5)
Annualized
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
(1)
6
Months
.
Ended
6/30/24
7/5/23
(1)
Through
12/31/23
NET
ASSET
VALUE
Beginning
of
period
$
10
.68
$
10
.00
Investment
activities
Net
investment
income
(2)(3)
0
.07
0
.08
Net
realized
and
unrealized
gain/loss
1
.28
0
.66
Total
from
investment
activities
1
.35
0
.74
Distributions
Net
investment
income
—
(
0
.05
)
Net
realized
gain
—
(
0
.01
)
Total
distributions
—
(
0
.06
)
NET
ASSET
VALUE
End
of
period
$
12
.03
$
10
.68
Ratios/Supplemental
Data
Total
return
(3)(4)
12
.64
%
7
.37
%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
0
.46
%
(5)
0
.53
%
(5)
Net
expenses
after
waivers/payments
by
Price
Associates
0
.46
%
(5)
0
.53
%
(5)
Net
investment
income
1
.17
%
(5)
1
.54
%
(5)
Portfolio
turnover
rate
18
.7
%
16
.1
%
Net
assets,
end
of
period
(in
millions)
$205
$113
0
%
0
%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(4)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
(5)
Annualized
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Z
Class
(1)
6
Months
.
Ended
6/30/24
7/5/23
(1)
Through
12/31/23
NET
ASSET
VALUE
Beginning
of
period
$
10
.71
$
10
.00
Investment
activities
Net
investment
income
(2)(3)
0
.09
0
.10
Net
realized
and
unrealized
gain/loss
1
.29
0
.68
Total
from
investment
activities
1
.38
0
.78
Distributions
Net
investment
income
—
(
0
.06
)
Net
realized
gain
—
(
0
.01
)
Total
distributions
—
(
0
.07
)
NET
ASSET
VALUE
End
of
period
$
12
.09
$
10
.71
Ratios/Supplemental
Data
Total
return
(3)(4)
12
.89
%
7
.81
%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
0
.46
%
(5)
0
.53
%
(5)
Net
expenses
after
waivers/payments
by
Price
Associates
0
.00
%
(5)
0
.00
%
(5)
Net
investment
income
1
.63
%
(5)
2
.05
%
(5)
Portfolio
turnover
rate
18
.7
%
16
.1
%
Net
assets,
end
of
period
(in
millions)
$3,335
$3,071
0
%
0
%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(4)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
(5)
Annualized
T.
ROWE
PRICE
Hedged
Equity
Fund
June
30,
2024
(Unaudited)
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
COMMON
STOCKS
92.1%
COMMUNICATION
SERVICES
8.0%
Diversified
Telecommunication
Services
0.2%
AT&T
106,764
2,040
Verizon
Communications
165,713
6,834
8,874
Entertainment
1.0%
Electronic
Arts
11,401
1,589
Netflix (1)
39,185
26,445
Walt
Disney
59,562
5,914
33,948
Interactive
Media
&
Services
5.5%
Alphabet,
Class
A
279,855
50,976
Alphabet,
Class
C
393,518
72,179
Meta
Platforms,
Class
A
140,070
70,626
193,781
Media
0.4%
Comcast,
Class
A
303,739
11,894
Omnicom
Group
21,659
1,943
13,837
Wireless
Telecommunication
Services
0.9%
T-Mobile
U.S.
174,584
30,758
30,758
Total
Communication
Services
281,198
CONSUMER
DISCRETIONARY
8.8%
Automobile
Components
0.0%
Aptiv (1)
13,199
930
930
Automobiles
1.0%
General
Motors
29,777
1,384
Rivian
Automotive,
Class
A (1)(2)
88,755
1,191
Tesla (1)
174,804
34,590
37,165
Broadline
Retail
3.2%
Amazon.com (1)
590,707
114,154
114,154
Hotels,
Restaurants
&
Leisure
2.2%
Airbnb,
Class
A (1)
32,972
5,000
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Booking
Holdings
2,414
9,563
Chipotle
Mexican
Grill (1)
179,200
11,227
Domino's
Pizza
9,670
4,993
Hilton
Worldwide
Holdings
25,975
5,668
Las
Vegas
Sands
78,834
3,488
Marriott
International,
Class
A
21,058
5,091
McDonald's
65,139
16,600
Norwegian
Cruise
Line
Holdings (1)
71,950
1,352
Royal
Caribbean
Cruises (1)
30,265
4,825
Starbucks
19,012
1,480
Wingstop
6,800
2,874
Wynn
Resorts
27,254
2,439
Yum!
Brands
17,500
2,318
76,918
Household
Durables
0.2%
Garmin
7,096
1,156
NVR (1)
836
6,344
7,500
Specialty
Retail
2.1%
AutoZone (1)
3,584
10,623
Bath
&
Body
Works
20,291
792
Burlington
Stores (1)
10,153
2,437
Home
Depot
80,053
27,557
Lowe's
31,840
7,020
O'Reilly
Automotive (1)
8,780
9,272
Ross
Stores
39,895
5,798
TJX
96,151
10,586
Ulta
Beauty (1)
3,200
1,235
75,320
Textiles,
Apparel
&
Luxury
Goods
0.1%
NIKE,
Class
B
33,931
2,557
2,557
Total
Consumer
Discretionary
314,544
CONSUMER
STAPLES
5.8%
Beverages
1.7%
Coca-Cola
347,054
22,090
Constellation
Brands,
Class
A
18,704
4,812
Keurig
Dr
Pepper
198,310
6,623
Molson
Coors
Beverage,
Class
B
42,449
2,158
Monster
Beverage (1)
39,776
1,987
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
PepsiCo
135,760
22,391
60,061
Consumer
Staples
Distribution
&
Retail
1.8%
Costco
Wholesale
27,174
23,097
Dollar
General
35,882
4,745
Sysco
18,400
1,313
Target
42,527
6,296
Walmart
415,415
28,128
63,579
Food
Products
0.3%
Kraft
Heinz
89,947
2,898
Mondelez
International,
Class
A
78,604
5,144
Tyson
Foods,
Class
A
17,723
1,013
9,055
Household
Products
1.4%
Colgate-Palmolive
151,477
14,699
Kimberly-Clark
37,977
5,248
Procter
&
Gamble
188,876
31,150
51,097
Personal
Care
Products
0.1%
Kenvue
296,747
5,395
5,395
Tobacco
0.5%
Altria
Group
23,713
1,080
Philip
Morris
International
159,294
16,141
17,221
Total
Consumer
Staples
206,408
ENERGY
3.3%
Energy
Equipment
&
Services
0.3%
Halliburton
87,254
2,947
Schlumberger
134,051
6,325
9,272
Oil,
Gas
&
Consumable
Fuels
3.0%
Chesapeake
Energy
11,672
959
Chevron
95,894
15,000
ConocoPhillips
145,993
16,699
Devon
Energy
41,700
1,977
Diamondback
Energy
24,512
4,907
EOG
Resources
67,060
8,441
EQT
51,284
1,896
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Exxon
Mobil
291,930
33,607
Hess
8,050
1,188
Kinder
Morgan
311,847
6,196
Marathon
Petroleum
42,856
7,435
Phillips
66
13,400
1,892
Suncor
Energy
33,624
1,281
Targa
Resources
28,300
3,644
Valero
Energy
13,533
2,121
107,243
Total
Energy
116,515
FINANCIALS
12.2%
Banks
2.6%
Bank
of
America
457,142
18,181
Citigroup
206,138
13,081
East
West
Bancorp
18,137
1,328
Fifth
Third
Bancorp
115,540
4,216
Huntington
Bancshares
306,939
4,045
JPMorgan
Chase
168,588
34,099
PNC
Financial
Services
Group
14,200
2,208
Popular
9,100
805
Truist
Financial
36,212
1,407
Wells
Fargo
217,885
12,940
Western
Alliance
Bancorp
20,062
1,260
93,570
Capital
Markets
2.4%
Ares
Management,
Class
A
28,338
3,777
Bank
of
New
York
Mellon
119,462
7,155
BlackRock
5,176
4,075
Blackstone
20,000
2,476
Cboe
Global
Markets
52,650
8,954
Charles
Schwab
156,133
11,505
FactSet
Research
Systems
1,300
531
Goldman
Sachs
Group
19,973
9,034
Intercontinental
Exchange
44,928
6,150
KKR
49,500
5,209
LPL
Financial
Holdings
4,995
1,395
Moody's
11,533
4,855
Morgan
Stanley
83,606
8,126
MSCI
1,813
873
S&P
Global
17,757
7,920
Tradeweb
Markets,
Class
A
32,315
3,425
85,460
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Consumer
Finance
0.5%
Ally
Financial
69,100
2,741
American
Express
45,662
10,573
Discover
Financial
Services
21,192
2,772
16,086
Financial
Services
3.9%
Apollo
Global
Management
19,997
2,361
Berkshire
Hathaway,
Class
B (1)
88,682
36,076
Corebridge
Financial
145,662
4,242
Corpay (1)
20,408
5,437
Equitable
Holdings
58,225
2,379
Fiserv (1)
78,851
11,752
Global
Payments
44,562
4,309
Mastercard,
Class
A
67,518
29,786
Visa,
Class
A
142,650
37,441
Voya
Financial
63,527
4,520
138,303
Insurance
2.8%
Aflac
34,339
3,067
Allstate
38,900
6,211
American
Financial
Group
22,893
2,816
American
International
Group
112,621
8,361
Arthur
J
Gallagher
3,573
926
Axis
Capital
Holdings
15,368
1,086
Chubb
81,266
20,729
Hartford
Financial
Services
Group
119,168
11,981
Marsh
&
McLennan
71,242
15,012
MetLife
89,845
6,306
Progressive
26,502
5,505
RenaissanceRe
Holdings
35,684
7,976
Travelers
41,000
8,337
98,313
Total
Financials
431,732
HEALTH
CARE
11.8%
Biotechnology
1.9%
AbbVie
137,187
23,530
Amgen
41,351
12,920
Biogen (1)
13,976
3,240
Gilead
Sciences
112,422
7,713
Moderna (1)
5,654
672
Regeneron
Pharmaceuticals (1)
6,473
6,803
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Vertex
Pharmaceuticals (1)
28,483
13,351
68,229
Health
Care
Equipment
&
Supplies
2.1%
Abbott
Laboratories
53,435
5,552
Becton
Dickinson
&
Company
51,505
12,037
Boston
Scientific (1)
75,169
5,789
Dexcom (1)
47,723
5,411
Edwards
Lifesciences (1)
72,294
6,678
Hologic (1)
47,139
3,500
IDEXX
Laboratories (1)
3,200
1,559
Intuitive
Surgical (1)
28,558
12,704
Medtronic
64,518
5,078
Stryker
30,579
10,405
Zimmer
Biomet
Holdings
56,941
6,180
74,893
Health
Care
Providers
&
Services
2.7%
Cardinal
Health
19,700
1,937
Cencora
30,187
6,801
Cigna
Group
36,756
12,150
Elevance
Health
27,902
15,119
HCA
Healthcare
3,160
1,015
Humana
8,287
3,097
McKesson
23,485
13,716
Molina
Healthcare (1)
10,316
3,067
Tenet
Healthcare (1)
30,796
4,097
UnitedHealth
Group
67,552
34,402
95,401
Life
Sciences
Tools
&
Services
1.1%
Charles
River
Laboratories
International (1)
2,200
454
Danaher
52,467
13,109
ICON (1)
8,678
2,720
IQVIA
Holdings (1)
2,911
616
Mettler-Toledo
International (1)
1,700
2,376
Repligen (1)
18,400
2,320
Thermo
Fisher
Scientific
32,037
17,716
39,311
Pharmaceuticals
4.0%
AstraZeneca,
ADR
81,596
6,364
Bristol-Myers
Squibb
133,565
5,547
Elanco
Animal
Health (1)
172,600
2,491
Eli
Lilly
65,663
59,450
Johnson
&
Johnson
158,584
23,179
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Merck
207,871
25,734
Novo
Nordisk,
ADR
41,108
5,868
Pfizer
95,868
2,682
Sanofi,
ADR
17,400
844
Viatris
301,512
3,205
Zoetis
39,364
6,824
142,188
Total
Health
Care
420,022
INDUSTRIALS
&
BUSINESS
SERVICES
7.3%
Aerospace
&
Defense
1.7%
Boeing (1)
48,222
8,777
General
Dynamics
15,232
4,419
General
Electric
94,298
14,990
Howmet
Aerospace
44,782
3,476
Huntington
Ingalls
Industries
2,629
648
L3Harris
Technologies
28,038
6,297
Lockheed
Martin
10,435
4,874
Northrop
Grumman
13,032
5,681
RTX
40,906
4,107
TransDigm
Group
5,593
7,146
60,415
Air
Freight
&
Logistics
0.2%
FedEx
18,437
5,528
5,528
Building
Products
0.3%
Carrier
Global
68,361
4,312
Johnson
Controls
International
38,196
2,539
Trane
Technologies
11,091
3,648
10,499
Commercial
Services
&
Supplies
0.8%
Cintas
5,267
3,688
Copart (1)
66,288
3,590
Republic
Services
33,038
6,421
Veralto
5,057
483
Waste
Connections
62,733
11,001
Waste
Management
23,561
5,026
30,209
Electrical
Equipment
0.6%
Emerson
Electric
17,580
1,937
GE
Vernova (1)
48,972
8,399
Hubbell
9,600
3,509
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Rockwell
Automation
22,142
6,095
Vertiv
Holdings,
Class
A
12,900
1,117
21,057
Ground
Transportation
1.2%
Canadian
National
Railway
22,488
2,657
CSX
338,070
11,308
JB
Hunt
Transport
Services
9,471
1,515
Norfolk
Southern
21,742
4,668
Old
Dominion
Freight
Line
50,521
8,922
Saia (1)
5,697
2,702
Uber
Technologies (1)
170,100
12,363
44,135
Industrial
Conglomerates
0.9%
Honeywell
International
64,830
13,844
Roper
Technologies
30,243
17,047
30,891
Machinery
1.1%
Caterpillar
10,772
3,588
Cummins
39,080
10,822
Deere
15,703
5,867
Dover
29,645
5,349
Esab
12,633
1,193
IDEX
11,573
2,329
Ingersoll
Rand
41,267
3,749
Stanley
Black
&
Decker
93,173
7,444
Xylem
2,100
285
40,626
Passenger
Airlines
0.1%
Southwest
Airlines
55,945
1,601
United
Airlines
Holdings (1)
25,963
1,263
2,864
Professional
Services
0.4%
Broadridge
Financial
Solutions
8,872
1,748
Equifax
9,873
2,394
Leidos
Holdings
18,161
2,649
SS&C
Technologies
Holdings
33,360
2,091
Verisk
Analytics
13,700
3,693
12,575
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Trading
Companies
&
Distributors
0.0%
SiteOne
Landscape
Supply (1)
7,501
911
911
Total
Industrials
&
Business
Services
259,710
INFORMATION
TECHNOLOGY
29.2%
Communications
Equipment
0.6%
Arista
Networks (1)
10,024
3,513
Cisco
Systems
239,727
11,389
Motorola
Solutions
20,077
7,751
22,653
Electronic
Equipment,
Instruments
&
Components
1.2%
Amphenol,
Class
A
263,946
17,782
Keysight
Technologies (1)
39,664
5,424
TE
Connectivity
67,689
10,183
Teledyne
Technologies (1)
9,664
3,750
Zebra
Technologies,
Class
A (1)
13,150
4,062
41,201
IT
Services
1.5%
Accenture,
Class
A
79,229
24,039
Amdocs
24,289
1,917
Cognizant
Technology
Solutions,
Class
A
53,376
3,629
Gartner (1)
1,900
853
GoDaddy,
Class
A (1)
42,600
5,952
International
Business
Machines
79,508
13,751
Shopify,
Class
A (1)
27,400
1,810
VeriSign (1)
15,204
2,703
54,654
Semiconductors
&
Semiconductor
Equipment
10.0%
Advanced
Micro
Devices (1)
42,517
6,897
Analog
Devices
23,666
5,402
Applied
Materials
13,600
3,209
Broadcom
27,524
44,191
Entegris
35,070
4,749
First
Solar (1)
3,972
896
KLA
16,864
13,905
Lam
Research
16,736
17,821
Lattice
Semiconductor (1)
18,665
1,082
Microchip
Technology
30,300
2,772
Micron
Technology
85,967
11,307
Monolithic
Power
Systems
4,438
3,647
NVIDIA
1,672,497
206,620
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
QUALCOMM
98,611
19,641
Teradyne
23,100
3,426
Texas
Instruments
42,376
8,243
353,808
Software
10.0%
Adobe (1)
34,691
19,272
Autodesk (1)
36,775
9,100
Cadence
Design
Systems (1)
21,589
6,644
Crowdstrike
Holdings,
Class
A (1)
9,100
3,487
Descartes
Systems
Group (1)
16,353
1,584
Dynatrace (1)
42,100
1,884
Fair
Isaac (1)
2,525
3,759
Fortinet (1)
144,660
8,719
Gen
Digital
225,208
5,626
Intuit
15,563
10,228
Microsoft
496,542
221,929
Oracle
86,981
12,282
Palo
Alto
Networks (1)
8,098
2,745
Salesforce
102,409
26,329
ServiceNow (1)
7,467
5,874
Synopsys (1)
17,612
10,480
Workday,
Class
A (1)
14,556
3,254
353,196
Technology
Hardware,
Storage
&
Peripherals
5.9%
Apple
962,230
202,665
Pure
Storage,
Class
A (1)
28,971
1,860
Western
Digital (1)
39,858
3,020
207,545
Total
Information
Technology
1,033,057
MATERIALS
1.7%
Chemicals
0.9%
CF
Industries
Holdings
37,862
2,806
Linde
43,983
19,300
Mosaic
70,300
2,032
RPM
International
29,704
3,199
Sherwin-Williams
17,113
5,107
32,444
Construction
Materials
0.1%
Vulcan
Materials
13,758
3,421
3,421
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
Containers
&
Packaging
0.2%
Ball
50,636
3,039
Packaging
Corp.
of
America
31,289
5,712
8,751
Metals
&
Mining
0.4%
Agnico
Eagle
Mines
29,900
1,955
Franco-Nevada
11,700
1,387
Freeport-McMoRan
114,376
5,559
Steel
Dynamics
29,583
3,831
12,732
Paper
&
Forest
Products
0.1%
West
Fraser
Timber
34,461
2,649
2,649
Total
Materials
59,997
REAL
ESTATE
1.5%
Health
Care
Real
Estate
Investment
Trusts
0.1%
Welltower,
REIT
44,904
4,681
4,681
Industrial
Real
Estate
Investment
Trusts
0.3%
Prologis,
REIT
65,592
7,366
Rexford
Industrial
Realty,
REIT
93,131
4,153
11,519
Real
Estate
Management
&
Development
0.1%
CBRE
Group,
Class
A (1)
14,949
1,332
CoStar
Group (1)
17,560
1,302
2,634
Residential
Real
Estate
Investment
Trusts
0.3%
American
Homes
4
Rent,
Class
A,
REIT
36,452
1,355
AvalonBay
Communities,
REIT
11,737
2,428
Camden
Property
Trust,
REIT
5,300
578
Essex
Property
Trust,
REIT
12,234
3,330
Sun
Communities,
REIT
16,300
1,962
9,653
Retail
Real
Estate
Investment
Trusts
0.1%
Kimco
Realty,
REIT
53,668
1,044
Regency
Centers,
REIT
18,000
1,120
Simon
Property
Group,
REIT
8,666
1,316
3,480
Specialized
Real
Estate
Investment
Trusts
0.6%
American
Tower,
REIT
36,917
7,176
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
CubeSmart,
REIT
28,800
1,301
Equinix,
REIT
8,842
6,690
Extra
Space
Storage,
REIT
3,816
593
Public
Storage,
REIT
12,112
3,484
Weyerhaeuser,
REIT
26,101
741
19,985
Total
Real
Estate
51,952
UTILITIES
2.5%
Electric
Utilities
1.6%
Constellation
Energy
24,859
4,978
Duke
Energy
35,918
3,600
Evergy
42,964
2,276
Exelon
30,000
1,038
FirstEnergy
72,714
2,783
NextEra
Energy
187,190
13,255
PG&E
496,569
8,670
PPL
22,035
609
Southern
120,083
9,315
Xcel
Energy
175,802
9,390
55,914
Gas
Utilities
0.1%
Atmos
Energy
21,800
2,543
2,543
Independent
Power
&
Renewable
Electricity
Producers
0.1%
Vistra
23,585
2,028
2,028
Multi-Utilities
0.7%
Ameren
120,672
8,581
CenterPoint
Energy
131,901
4,086
Consolidated
Edison
21,996
1,967
Dominion
Energy
88,133
4,319
NiSource
222,159
6,400
WEC
Energy
Group
7,265
570
25,923
Total
Utilities
86,408
Total
Common
Stocks
(Cost
$2,637,232)
3,261,543
T.
ROWE
PRICE
Hedged
Equity
Fund
Shares/Par
$
Value
(Cost
and
value
in
$000s)
‡
SHORT-TERM
INVESTMENTS
7.9%
Money
Market
Funds
6.8%
T.
Rowe
Price
Treasury
Reserve
Fund,
5.37% (3)(4)
239,152,441
239,152
239,152
U.S.
Treasury
Obligations
1.1%
U.S.
Treasury
Bills,
5.291%,
9/19/24 (5)
34,288,000
33,891
U.S.
Treasury
Bills,
5.313%,
8/6/24
4,890,000
4,864
38,755
Total
Short-Term
Investments
(Cost
$277,910)
277,907
SECURITIES
LENDING
COLLATERAL
0.0%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
AND
TRUST
COMPANY 0.0%
Money
Market
Funds 0.0%
T.
Rowe
Price
Government
Reserve
Fund,
5.38% (3)(4)
596,430
596
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
and
Trust
Company
596
Total
Securities
Lending
Collateral
(Cost
$596)
596
(Amounts
in
000s,
except
for
contracts)
OPTIONS
PURCHASED 0.0%
OTC
Options
Purchased 0.0%
Counterparty
Description
Contracts
Notional
Amount
$
Value
Morgan
Stanley
S&P
500
Index,
Put,
9/20/24
@
$5,000.00 (1)
630
344,010
1,446
Wells
Fargo
Bank
S&P
500
Index,
Put,
9/20/24
@
$5,000.00 (1)
197
107,571
452
Total
Options
Purchased
(Cost
$4,249)
1,898
Total
Investments
in
Securities
100.0%
of
Net
Assets
(Cost
$2,919,987)
$
3,541,944
T.
ROWE
PRICE
Hedged
Equity
Fund
‡
Shares/Par
and
Notional
Amount
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(1)
Non-income
producing
(2)
See
Note
4
.
All
or
a
portion
of
this
security
is
on
loan
at
June
30,
2024.
(3)
Seven-day
yield
(4)
Affiliated
Companies
(5)
At
June
30,
2024,
all
or
a
portion
of
this
security
is
pledged
as
collateral
and/
or
margin
deposit
to
cover
future
funding
obligations.
ADR
American
Depositary
Receipts
OTC
Over-the-counter
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
T.
ROWE
PRICE
Hedged
Equity
Fund
FUTURES
CONTRACTS
($000s)
Expiration
Date
Notional
Amount
Value
and
Unrealized
Gain
(Loss)
Short,
952
S&P
500
E-Mini
Index
contracts
9/24
(262,824)
$
(
430
)
Long,
3,991
U.S.
Treasury
Notes
ten
year
contracts
9/24
438,948
3,641
Net
payments
(receipts)
of
variation
margin
to
date
(
3,105
)
Variation
margin
receivable
(payable)
on
open
futures
contracts
$
106
T.
ROWE
PRICE
Hedged
Equity
Fund
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
six
months
ended
June
30,
2024.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Government
Reserve
Fund,
5.38%
$
—
$
—
$
—
++
T.
Rowe
Price
Treasury
Reserve
Fund,
5.37%
—
—
6,136
Totals
$
—
#
$
—
$
6,136
+
Supplementary
Investment
Schedule
Affiliate
Value
12/31/23
Purchase
Cost
Sales
Cost
Value
06/30/24
T.
Rowe
Price
Government
Reserve
Fund,
5.38%
$
—
¤
¤
$
596
T.
Rowe
Price
Treasury
Reserve
Fund,
5.37%
226,763
¤
¤
239,152
Total
$
239,748
^
#
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
$6,136
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
$239,748.
T.
ROWE
PRICE
Hedged
Equity
Fund
June
30,
2024
(Unaudited)
Statement
of
Assets
and
Liabilities
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$2,919,987)
$
3,541,944
Receivable
for
investment
securities
sold
7,038
Dividends
receivable
1,694
Due
from
affiliates
1,237
Receivable
for
shares
sold
321
Variation
margin
receivable
on
futures
contracts
106
Foreign
currency
(cost
$12)
12
Cash
3
Other
assets
47
Total
assets
3,552,402
Liabilities
Payable
for
investment
securities
purchased
6,923
Payable
for
shares
redeemed
2,223
Investment
management
fees
payable
1,281
Obligation
to
return
securities
lending
collateral
596
Payable
to
directors
3
Other
liabilities
36
Total
liabilities
11,062
Commitments
and
Contingent
Liabilities
(note
7
)
NET
ASSETS
$
3,541,340
T.
ROWE
PRICE
Hedged
Equity
Fund
June
30,
2024
(Unaudited)
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)
$
595,554
Paid-in
capital
applicable
to
292,947,182
shares
of
$0.0001
par
value
capital
stock
outstanding;
2,000,000,000,
shares
authorized
2,945,786
NET
ASSETS
$
3,541,340
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$2,162;
Shares
outstanding:
180,005)
$
12.01
I
Class
(Net
assets:
$204,594;
Shares
outstanding:
17,000,094)
$
12.03
Z
Class
(Net
assets:
$3,334,584;
Shares
outstanding:
275,767,083)
$
12.09
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
6
Months
Ended
6/30/24
Investment
Income
(Loss)
Income
Dividend
(net
of
foreign
taxes
of
$38)
$
26,429
.
Interest
944
Securities
lending
38
Total
income
27,411
Expenses
Investment
management
7,481
Shareholder
servicing
Investor
Class
$
3
I
Class
3
6
Prospectus
and
shareholder
reports
Z
Class
4
Custody
and
accounting
167
Legal
and
audit
16
Registration
9
Directors
6
Organization
costs
4
Miscellaneous
12
Waived
/
paid
by
Price
Associates
(
7,397
)
Total
expenses
308
Net
investment
income
27,103
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
6/30/24
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
gain
(loss)
Securities
40,380
Futures
(
56,274
)
Net
realized
loss
(
15,894
)
Change
in
net
unrealized
gain
/
loss
Securities
396,526
Futures
3,137
Change
in
net
unrealized
gain
/
loss
399,663
Net
realized
and
unrealized
gain
/
loss
383,769
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
410,872
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
6
Months
Ended
6/30/24
7/5/23
Through
12/31/23
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
27,103
$
19,866
Net
realized
loss
(
15,894
)
(
40,159
)
Change
in
net
unrealized
gain
/
loss
399,663
225,505
Increase
in
net
assets
from
operations
410,872
205,212
Distributions
to
shareholders
Net
earnings
Investor
Class
–
(
1
)
I
Class
–
(
580
)
Z
Class
–
(
19,939
)
Decrease
in
net
assets
from
distributions
–
(
20,520
)
Capital
share
transactions
*
Shares
sold
Investor
Class
2,084
353
I
Class
98,849
105,698
Z
Class
146,511
2,895,248
Distributions
reinvested
Investor
Class
–
1
I
Class
–
579
Z
Class
–
19,939
Shares
redeemed
Investor
Class
(
399
)
(
11
)
I
Class
(
22,925
)
–
Z
Class
(
277,814
)
(
22,337
)
Increase
(decrease)
in
net
assets
from
capital
share
transactions
(
53,694
)
2,999,470
T.
ROWE
PRICE
Hedged
Equity
Fund
(Unaudited)
Statement
of
Changes
in
Net
Assets
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
Months
Ended
6/30/24
7/5/23
Through
12/31/23
Net
Assets
Increase
during
period
357,178
3,184,162
Beginning
of
period
3,184,162
–
End
of
period
$
3,541,340
$
3,184,162
*Share
information
(000s)
Shares
sold
Investor
Class
182
34
I
Class
8,441
10,481
Z
Class
13,066
287,154
Distributions
reinvested
Investor
Class
–
–
(1)
I
Class
–
55
Z
Class
–
1,881
Shares
redeemed
Investor
Class
(
35
)
(
1
)
I
Class
(
1,977
)
–
Z
Class
(
24,170
)
(
2,164
)
Increase
(decrease)
in
shares
outstanding
(
4,493
)
297,440
(1)
Amount
rounds
to
less
than
1,000
shares
T.
ROWE
PRICE
Hedged
Equity
Fund
Unaudited
NOTES
TO
FINANCIAL
STATEMENTS
T.
Rowe
Price
Equity
Funds,
Inc. (the
corporation) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act).
The
Hedged
Equity
Fund
(the
fund)
is a
nondiversified, open-end
management
investment
company
established
by
the
corporation. The
fund
incepted
on
July
5,
2023. The
fund
seeks
to
provide
long-term
capital
growth.
The
fund
has three classes
of
shares:
the
Hedged
Equity
Fund
(Investor
Class),
the
Hedged
Equity
Fund–I
Class
(I
Class)
and
the
Hedged
Equity
Fund–Z
Class
(Z
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.
The
Z
Class
is
only
available
to
funds
advised
by
T.
Rowe
Price
Associates,
Inc.
and
its
affiliates
and
other
clients
that
are
subject
to
a
contractual
fee
for
investment
management
services. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
all
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
classes.
NOTE
1
-
SIGNIFICANT
ACCOUNTING
POLICIES
Basis
of
Preparation
The fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946
(ASC
946).
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP),
including,
but
not
limited
to,
ASC
946.
GAAP
requires
the
use
of
estimates
made
by
management.
Management
believes
that
estimates
and
valuations
are
appropriate;
however,
actual
results
may
differ
from
those
estimates,
and
the
valuations
reflected
in
the
accompanying
financial
statements
may
differ
from
the
value
ultimately
realized
upon
sale
or
maturity.
Investment
Transactions,
Investment
Income,
and
Distributions
Investment
transactions
are
accounted
for
on
the
trade
date
basis.
Income
and
expenses
are
recorded
on
the
accrual
basis.
Realized
gains
and
losses
are
reported
on
the
identified
cost
basis. Premiums
and
discounts
on
debt
securities
are
amortized
for
financial
reporting
purposes. Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense. Dividends
received
from other
investment
companies are
reflected
as
dividend income;
capital
gain
distributions
are
reflected
as
realized
gain/loss. Dividend
income and
capital
gain
distributions
are
recorded
on
the
ex-dividend
date. Distributions
from
REITs
T.
ROWE
PRICE
Hedged
Equity
Fund
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 annually. 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,
investment
income,
and
realized
and
unrealized
gains
and
losses
are
allocated
to
the
classes
based
upon
the
relative
daily
net
assets
of
each
class.
Capital
Transactions
Each
investor’s
interest
in
the
net
assets
of the
fund
is
represented
by
fund
shares. The
fund’s
net
asset
value
(NAV)
per
share
is
computed
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
However,
the
NAV
per
share
may
be
calculated
at
a
time
other
than
the
normal
close
of
the
NYSE
if
trading
on
the
NYSE
is
restricted,
if
the
NYSE
closes
earlier,
or
as
may
be
permitted
by
the
SEC.
Purchases
and
redemptions
of
fund
shares
are
transacted
at
the
next-computed
NAV
per
share,
after
receipt
of
the
transaction
order
by
T.
Rowe
Price
Associates,
Inc.,
or
its
agents.
Indemnification
In
the
normal
course
of
business, the
fund
may
provide
indemnification
in
connection
with
its
officers
and
directors,
service
providers,
and/or
private
company
investments. The
fund’s
maximum
exposure
under
these
arrangements
is
unknown;
however,
the
risk
of
material
loss
is
currently
considered
to
be
remote.
T.
ROWE
PRICE
Hedged
Equity
Fund
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
T.
ROWE
PRICE
Hedged
Equity
Fund
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.
Debt
securities
generally
are
traded
in
the over-the-counter
(OTC)
market
and
are
valued
at
prices
furnished
by
independent
pricing
services
or
by
broker
dealers
who
make
markets
in
such
securities.
When
valuing
securities,
the
independent
pricing
services
consider
factors
such
as,
but
not
limited
to,
the
yield
or
price
of
bonds
of
comparable
quality,
coupon,
maturity,
and
type,
as
well
as
prices
quoted
by
dealers
who
make
markets
in
such
securities.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
closing
NAV
per
share
on
the
day
of
valuation.
Listed
options,
and
OTC
options
with
a
listed
equivalent,
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
and
exchange-traded
options
on
futures
contracts
are
valued
at
closing
settlement
prices.
Futures
contracts
are
valued
at
closing
settlement
prices.
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;
T.
ROWE
PRICE
Hedged
Equity
Fund
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
June
30,
2024
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
3,261,543
$
—
$
—
$
3,261,543
Short-Term
Investments
239,152
38,755
—
277,907
Securities
Lending
Collateral
596
—
—
596
Options
Purchased
—
1,898
—
1,898
Total
Securities
3,501,291
40,653
—
3,541,944
Futures
Contracts*
3,641
—
—
3,641
Total
$
3,504,932
$
40,653
$
—
$
3,545,585
Liabilities
Futures
Contracts*
$
430
$
—
$
—
$
430
*
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.
T.
ROWE
PRICE
Hedged
Equity
Fund
NOTE
3
-
DERIVATIVE
INSTRUMENTS
During
the
six
months ended
June
30,
2024,
the
fund
invested
in
derivative
instruments.
As
defined
by
GAAP,
a
derivative
is
a
financial
instrument
whose
value
is
derived
from
an
underlying
security
price,
foreign
exchange
rate,
interest
rate,
index
of
prices
or
rates,
or
other
variable;
it
requires
little
or
no
initial
investment
and
permits
or
requires
net
settlement.
The
fund
invests
in
derivatives
only
if
the
expected
risks
and
rewards
are
consistent
with
its
investment
objectives,
policies,
and
overall
risk
profile,
as
described
in
its
prospectus
and
Statement
of
Additional
Information.
The
fund
may
use
derivatives
for
a
variety
of
purposes
and
may
use
them
to
establish
both
long
and
short
positions
within
the
fund’s
portfolio.
Potential
uses
include
to
hedge
against
declines
in
principal
value,
increase
yield,
invest
in
an
asset
with
greater
efficiency
and
at
a
lower
cost
than
is
possible
through
direct
investment,
to
enhance
return,
or
to
adjust
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
June
30,
2024,
and
the
related
location
on
the
accompanying
Statement
of
Assets
and
Liabilities,
presented
by
primary
underlying
risk
exposure:
T.
ROWE
PRICE
Hedged
Equity
Fund
($000s)
Location
on
Statement
of
Assets
and
Liabilities
Fair
Value*
Assets
Interest
rate
derivatives
Futures
$
3,641
Equity
derivatives
Securities^
1,898
^
,*
Total
$
5,539
^
,*
Liabilities
Equity
derivatives
Futures
$
430
Total
$
430
*
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.
^
Options
purchased
are
reported
as
securities
and
are
reflected
in
the
accompanying
Portfolio
of
Investments.
T.
ROWE
PRICE
Hedged
Equity
Fund
Additionally,
the
amount
of
gains
and
losses
on
derivative
instruments
recognized
in
fund
earnings
during
the
six
months ended
June
30,
2024,
and
the
related
location
on
the
accompanying
Statement
of
Operations
is
summarized
in
the
following
table
by
primary
underlying
risk
exposure:
Counterparty
Risk
and
Collateral
The
fund
invests
in
derivatives
in
various
markets,
which
expose
it
to
differing
levels
of
counterparty
risk.
Counterparty
risk
on
exchange-traded
and
centrally
cleared
derivative
contracts,
such
as
futures,
exchange-traded
options,
and
centrally
cleared
swaps,
is
minimal
because
the
clearinghouse
provides
protection
against
counterparty
defaults.
For
futures
and
centrally
cleared
swaps,
the
fund
is
required
to
deposit
collateral
in
an
amount
specified
by
the
clearinghouse
and
the
clearing
firm
(margin
requirement),
and
the
margin
requirement
must
be
maintained
over
the
life
of
the
contract.
Each
clearinghouse
and
clearing
firm,
in
its
sole
discretion,
may
adjust
the
margin
requirements
applicable
to
the
fund.
Derivatives,
such
as
non-cleared bilateral
swaps,
forward
currency
exchange
contracts,
and
OTC
options,
that
are
transacted
and
settle
directly
with
a
counterparty
(bilateral
derivatives)
may
expose
the
fund
to
greater
counterparty
risk.
To
mitigate
this
risk,
the
fund
has
entered
into
master
netting
arrangements
(MNAs)
with
certain
counterparties
that
permit
net
settlement
under
specified
conditions
and,
for
certain
counterparties,
also
require
the
exchange
of
collateral
($000s)
Location
of
Gain
(Loss)
on
Statement
of
Operations
Securities^
Futures
Total
Realized
Gain
(Loss)
Interest
rate
derivatives
$
—
$
(5,799)
$
(5,799)
Equity
derivatives
(7,981)
(50,475)
(58,456)
Total
$
(7,981)
$
(56,274)
$
(64,255)
Change
in
Unrealized
Gain
(Loss)
Interest
rate
derivatives
$
—
$
(7,970)
$
(7,970)
Equity
derivatives
72
11,107
11,179
Total
$
72
$
3,137
$
3,209
^
Options
purchased
are
reported
as
securities.
T.
ROWE
PRICE
Hedged
Equity
Fund
to
cover
mark-to-market
exposure.
MNAs
may
be
in
the
form
of
International
Swaps
and
Derivatives
Association
master
agreements
(ISDAs)
or
foreign
exchange
letter
agreements
(FX
letters).
MNAs
provide
the
ability
to
offset
amounts
the
fund
owes
a
counterparty
against
amounts
the
counterparty
owes
the
fund
(net
settlement).
Both
ISDAs
and
FX
letters
generally
allow
termination
of
transactions
and
net
settlement
upon
the
occurrence
of
contractually
specified
events,
such
as
failure
to
pay
or
bankruptcy.
In
addition,
ISDAs
specify
other
events,
the
occurrence
of
which
would
allow
one
of
the
parties
to
terminate.
For
example,
a
downgrade
in
credit
rating
of
a
counterparty
below
a
specified
rating
would
allow
the
fund
to
terminate,
while
a
decline
in
the
fund’s
net
assets
of
more
than
a
specified
percentage
would
allow
the
counterparty
to
terminate.
Upon
termination,
all
transactions
with
that
counterparty
would
be
liquidated
and
a
net
termination
amount
settled.
ISDAs
typically
include
collateral
agreements
whereas
FX
letters
do
not.
Collateral
requirements
are
determined
daily
based
on
the
net
aggregate
unrealized
gain
or
loss
on
all
bilateral
derivatives
with
a
counterparty,
subject
to
minimum
transfer
amounts
that
typically
range
from
$100,000
to
$250,000.
Any
additional
collateral
required
due
to
changes
in
security
values
is
typically
transferred
the
next
business
day.
Collateral
may
be
in
the
form
of
cash
or
debt
securities
issued
by
the
U.S.
government
or
related
agencies,
although
other
securities
may
be
used
depending
on
the
terms
outlined
in
the
applicable
MNA.
Cash
posted
by
the
fund
is
reflected
as
cash
deposits
in
the
accompanying
financial
statements
and
generally
is
restricted
from
withdrawal
by
the
fund;
securities
posted
by
the
fund
are
so
noted
in
the
accompanying
Portfolio
of
Investments;
both
remain
in
the
fund’s
assets.
Collateral
pledged
by
counterparties
is
not
included
in
the
fund’s
assets
because
the
fund
does
not
obtain
effective
control
over
those
assets.
For
bilateral
derivatives,
collateral
posted
or
received
by
the
fund
is
held
in
a
segregated
account
at
the
fund’s
custodian.
While
typically
not
sold
in
the
same
manner
as
equity
or
fixed
income
securities,
exchange-traded
or
centrally
cleared
derivatives
may
be
closed
out
only
on
the
exchange
or
clearinghouse
where
the
contracts
were
cleared,
and
OTC
and
bilateral
derivatives
may
be
unwound
with
counterparties
or
transactions
assigned
to
other
counterparties
to
allow
the
fund
to
exit
the
transaction.
This
ability
is
subject
to
the
liquidity
of
underlying
positions. As
of
June
30,
2024,
no
collateral had
been
pledged
or
posted
by
the
fund
to
counterparties
for
bilateral
derivatives. As
of
June
30,
2024,
collateral
pledged
by
counterparties
to
the
fund
for
bilateral
derivatives
T.
ROWE
PRICE
Hedged
Equity
Fund
consisted
of $2,178,000 cash. As
of
June
30,
2024,
securities
valued
at $20,238,000
had
been
posted
by
the
fund
for
exchange-traded
and/or
centrally
cleared
derivatives.
Futures
Contracts
The
fund
is
subject
to interest
rate
risk
and
equity
price
risk in
the
normal
course
of
pursuing
its
investment
objectives
and
uses
futures
contracts
to
help
manage
such
risks.
The fund
may
enter
into
futures
contracts
to
manage
exposure
to
interest
rates,
security
prices,
foreign
currencies,
and
credit
quality;
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
credit
exposure. A
futures
contract
provides
for
the
future
sale
by
one
party
and
purchase
by
another
of
a
specified
amount
of
a
specific
underlying
financial
instrument
at
an
agreed-upon
price,
date,
time,
and
place.
The
fund
currently
invests
only
in
exchange-traded
futures,
which
generally
are
standardized
as
to
maturity
date,
underlying
financial
instrument,
and
other
contract
terms.
Payments
are
made
or
received
by
the
fund
each
day
to
settle
daily
fluctuations
in
the
value
of
the
contract
(variation
margin),
which
reflect
changes
in
the
value
of
the
underlying
financial
instrument.
Variation
margin
is
recorded
as
unrealized
gain
or
loss
until
the
contract
is
closed.
The
value
of
a
futures
contract
included
in
net
assets
is
the
amount
of
unsettled
variation
margin;
net
variation
margin
receivable
is
reflected
as
an
asset
and
net
variation
margin
payable
is
reflected
as
a
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
When
a
contract
is
closed,
a
realized
gain
or
loss
is
recorded
on
the
accompanying
Statement
of
Operations.
Risks
related
to
the
use
of
futures
contracts
include
possible
illiquidity
of
the
futures
markets,
contract
prices
that
can
be
highly
volatile
and
imperfectly
correlated
to
movements
in
hedged
security
values
and/
or
interest
rates,
and
potential
losses
in
excess
of
the
fund’s
initial
investment.
During
the
six
months ended
June
30,
2024,
the
volume
of
the
fund’s
activity
in
futures,
based
on
underlying
notional
amounts,
was
generally
between
17%
and
24%
of
net
assets.
Options
The
fund
is
subject
to equity
price
risk in
the
normal
course
of
pursuing
its
investment
objectives
and
uses
options
to
help
manage
such
risk.
The
fund
may
use
options
to
manage
exposure
to
security
prices,
interest
rates,
foreign
currencies,
and
credit
quality;
as
an
efficient
means
of
adjusting
exposure
to
all
or
a
part
of
a
target
market;
to
enhance
income;
as
a
cash
management
tool;
or
to
adjust
credit
exposure.
The
fund
may
buy
or
sell
options
that
can
be
settled
either
directly
with
the
counterparty
(OTC
option)
or
through
a
central
clearinghouse
(exchange-traded
option).
Options
are
included
in
net
assets
at
fair
value,
options
purchased
are
included
in
Investments
in
Securities,
and
options
written
are
separately
reflected
as
a
liability
on
the
accompanying
T.
ROWE
PRICE
Hedged
Equity
Fund
Statement
of
Assets
and
Liabilities.
Premiums
on
unexercised,
expired
options
are
recorded
as
realized
gains
or
losses
on
the
accompanying
Statement
of
Operations;
premiums
on
exercised
options
are
recorded
as
an
adjustment
to
the
proceeds
from
the
sale
or
cost
of
the
purchase.
The
difference
between
the
premium
and
the
amount
received
or
paid
in
a
closing
transaction
is
also
treated
as
realized
gain
or
loss
on
the
accompanying
Statement
of
Operations.
In
return
for
a
premium
paid,
call
and
put
index
options
give
the
holder
the
right,
but
not
the
obligation,
to
receive
cash
equal
to
the
difference
between
the
value
of
the
reference
index
on
the
exercise
date
and
the
exercise
price
of
the
option. Risks related
to
the
use
of
options
include
possible
illiquidity
of
the
options
markets;
trading
restrictions
imposed
by
an
exchange
or
counterparty;
possible
failure
of
counterparties
to
meet
the
terms
of
the
agreements;
movements
in
the
underlying
asset
values
and,
for
options
written,
the
potential
for
losses
to
exceed
any
premium
received
by
the
fund.
During
the
six
months ended
June
30,
2024,
the
volume
of
the
fund’s
activity
in
options,
based
on
underlying
notional
amounts,
was
generally
between
11%
and
13%
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.
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
T.
ROWE
PRICE
Hedged
Equity
Fund
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
June
30,
2024,
the
value
of
loaned
securities
was
$534,000;
the
value
of
cash
collateral
and
related
investments
was
$596,000.
Other
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
and short-term securities
aggregated $579,951,000 and
$678,156,000,
respectively,
for
the
six
months ended
June
30,
2024.
NOTE
5
-
FEDERAL
INCOME
TAXES
Generally,
no
provision
for
federal
income
taxes
is
required
since
the
fund
intends
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.
Financial
reporting
records
are
adjusted
for
permanent
book/tax
differences
to
reflect
tax
character
but
are
not
adjusted
for
temporary
differences.
The
amount
and
character
of
tax-basis
distributions
and
composition
of
net
assets
are
finalized
at
fiscal
year-end;
accordingly,
tax-basis
balances
have
not
been
determined
as
of
the
date
of
this
report.
At
June
30,
2024,
the
cost
of
investments
(including
derivatives,
if
any)
for
federal
income
tax
purposes
was
$2,924,253,000.
Net
unrealized
gain
aggregated
$620,902,000
at
period-end,
of
which
$663,324,000
related
to
appreciated
investments
and
$42,422,000
related
to
depreciated
investments.
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
T.
ROWE
PRICE
Hedged
Equity
Fund
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
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
0.16%
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
June
30,
2024,
the
effective
annual
group
fee
rate
was
0.29%.
The Investor
Class is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
During
the
limitation
period,
Price
Associates
is required
to
waive
or
pay
any
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
that
would
otherwise
cause
the class's ratio
of
annualized
total
expenses
to
average
net
assets
(net
expense
ratio)
to
exceed
its
expense
limitation.
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.
T.
ROWE
PRICE
Hedged
Equity
Fund
The
I
Class
is
also
subject
to
an
operating
expense
limitation
(I
Class
Limit)
pursuant
to
which
Price
Associates
is
contractually
required
to
pay
all
operating
expenses
of
the
I
Class,
excluding
management
fees;
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage; non-recurring,
extraordinary expenses; and
acquired
fund
fees
and
expenses, to
the
extent
such
operating
expenses,
on
an
annualized
basis,
exceed
the
I
Class
Limit. This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
The
I
Class
is
required
to
repay
Price
Associates
for
expenses
previously
paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
operating
expenses
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
I
Class
Limit
in
place
at
the
time
such
amounts
were
paid;
or
(2)
the
current
I
Class
Limit.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
Z
Class
is
also
subject
to
a
contractual
expense
limitation
agreement
whereby
Price
Associates
has
agreed
to
waive
and/or
bear
all
of
the
Z
Class’
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
in
their
entirety.
This
fee
waiver
and/or
expense
reimbursement
arrangement
is
expected
to
remain
in
place
indefinitely,
and
the
agreement
may
only
be
amended
or
terminated
with
approval
by
the
fund’s
Board.
Expenses
of
the
fund
waived/paid
by
the
manager
are
not
subject
to
later
repayment
by
the
fund.
Pursuant
to
these
agreements,
expenses
were
waived/paid
by
and/or
repaid
to
Price
Associates
during
the
six
months ended June
30,
2024
as
indicated
in
the
table
below.
Including these
amounts,
expenses
previously
waived/paid
by
Price
Associates
in
the
amount
of $2,000 remain
subject
to
repayment
by
the
fund
at
June
30,
2024.
Any
repayment
of
expenses
previously
waived/paid
by
Price
Associates
during
the
period
would
be
included
in
the
net
investment
income
and
expense
ratios
presented
on
the
accompanying
Financial
Highlights.
Investor
Class
I
Class
Z
Class
Expense
limitation/I
Class
Limit
0.90%
0.05%
0.00%
Expense
limitation
date
02/28/27
02/28/27
N/A
(Waived)/repaid
during
the
period
($000s)
$(2)
$—
$(7,395)
T.
ROWE
PRICE
Hedged
Equity
Fund
In
addition,
the
fund
has
entered
into
service
agreements
with
Price
Associates
and
a
wholly
owned
subsidiary
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.
For
the
six
months
ended
June
30,
2024,
expenses
incurred
pursuant
to
these
service
agreements
were
$64,000
for
Price
Associates
and
$4,000
for
T.
Rowe
Price
Services,
Inc.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities.
T.
Rowe
Price
Investment
Services,
Inc.
(Investment
Services)
serves
as
distributor
to
the
fund.
Pursuant
to
an
underwriting
agreement,
no
compensation
for
any
distribution
services
provided
is
paid
to
Investment
Services
by
the
fund
(except
for
12b-1
fees
under
a
Board-approved
Rule
12b-1
plan).
Additionally,
the
fund
is
one
of
several
mutual
funds
in
which
certain
college
savings
plans
managed
by
Price
Associates invests.
As
approved
by
the
fund’s
Board
of
Directors,
shareholder
servicing
costs
associated
with
each
college
savings
plan
are
borne
by
the
fund
in
proportion
to
the
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Price
has
agreed
to waive/reimburse
shareholder
servicing
costs in
excess
of
0.05%
of
the
fund’s
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Any
amounts
waived/
paid
by
Price
under
this
voluntary
agreement
are
not
subject
to
repayment
by
the
fund.
Price
may
amend
or
terminate
this
voluntary
arrangement
at
any
time
without
prior
notice.
For
the
six
months ended
June
30,
2024,
the
fund
was
charged $2,000 for
shareholder
servicing
costs
related
to
the
college
savings
plans, of
which
$1,000
was
for
services
provided
by
Price.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities. At
June
30,
2024,
approximately
44%
of
the
outstanding
shares
of
the
I
Class
were
held
by
college
savings
plans.
Mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
(collectively,
Price
Funds
and
accounts)
may
invest
in
the
fund.
No
Price
fund
or
account
may
invest
for
the
purpose
of
exercising
management
or
control
over
the
fund.
At
June
30,
2024, 100%
of
the
Z
Class's
outstanding
shares
were
held
by
Price
Funds
and
accounts.
The fund
may
invest
its
cash
reserves
in
certain
open-end
management
investment
companies
managed
by
Price
Associates
and
considered
affiliates
of
the
fund:
the
T.
Rowe
Price
Government
Reserve
Fund
or
the
T.
Rowe
Price
T.
ROWE
PRICE
Hedged
Equity
Fund
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.
As
of
June
30,
2024,
T.
Rowe
Price
Group,
Inc.,
or
its
wholly
owned
subsidiaries,
owned
9,500
shares
of
the
Investor
Class,
representing
5%
of
the
Investor
Class's
net
assets,
and
9,500
shares
of
the
I
Class,
representing
less
than
1%
of
the
I
Class's
net
assets.
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
six
months
ended
June
30,
2024,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
NOTE
8
-
OTHER
MATTERS
Unpredictable environmental,
political,
social
and
economic
events,
including
but
not
limited
to,
environmental
or
natural
disasters,
war
and
conflict
(including
Russia’s
military
invasion
of
Ukraine
and
the
conflict
in
Israel,
Gaza
and
surrounding
areas),
terrorism,
geopolitical
developments
(including
trading
and
tariff
arrangements,
sanctions
and
cybersecurity
attacks),
and
public
health
epidemics
(including
the
global
outbreak
of
COVID-19)
and
similar
public
health
threats,
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
a
fund
invests.
The
extent
and
duration
of
such
events
and
resulting
market
disruptions
cannot
be
predicted.
These
and
other
similar
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
fund’s
performance
could
be
negatively
impacted
if
the
value
of
a
portfolio
holding
were
harmed
by
these
or
such
events.
Management
actively
monitors
the
risks
and
financial
impacts
arising
from
such
events.
T.
ROWE
PRICE
Hedged
Equity
Fund
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
Each
year,
the
fund’s
Board
of
Directors
(Board)
considers
the
continuation
of
the
investment
management
agreement
(Advisory
Contract)
between
the
fund
and
its
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser).
In
that
regard,
at
a
meeting
held
on
March
11–12,
2024
(Meeting),
the
Board,
including
all
of
the
fund’s
independent
directors
present
in
person
at
the
Meeting,
approved
the
continuation
of
the
fund’s
Advisory
Contract.
At
the
Meeting,
the
Board
considered
the
factors
and
reached
the
conclusions
described
below
relating
to
the
selection
of
the
Adviser
and
the
approval
of
the
Advisory
Contract.
The
independent
directors
were
assisted
in
their
evaluation
of
the
Advisory
Contract
by
independent
legal
counsel
from
whom
they
received
separate
legal
advice
and
with
whom
they
met
separately.
In
providing
information
to
the
Board,
the
Adviser
was
guided
by
a
detailed
set
of
requests
for
information
submitted
by
independent
legal
counsel
on
behalf
of
the
independent
directors.
In
considering
and
approving
the
continuation
of
the
Advisory
Contract,
the
Board
considered
the
information
it
believed
was
relevant,
including,
but
not
limited
to,
the
information
discussed
below.
The
Board
considered
not
only
the
specific
information
presented
in
connection
with
the
Meeting,
but
also
the
knowledge
gained
over
time
through
interaction
with
the
Adviser
about
various
topics.
The
Board
meets
regularly
and,
at
each
of
its
meetings,
covers
an
extensive
agenda
of
topics
and
materials
and
considers
factors
that
are
relevant
to
its
annual
consideration
of
the
renewal
of
the
T.
Rowe
Price
funds’
advisory
contracts,
including
performance
and
the
services
and
support
provided
to
the
funds
and
their
shareholders.
Services
Provided
by
the
Adviser
The
Board
considered
the
nature,
quality,
and
extent
of
the
services
provided
to
the
fund
by
the
Adviser.
These
services
included,
but
were
not
limited
to,
directing
the
fund’s
investments
in
accordance
with
its
investment
program
and
the
overall
management
of
the
fund’s
portfolio,
as
well
as
a
variety
of
related
activities
such
as
financial,
investment
operations,
and
administrative
services;
compliance;
maintaining
the
fund’s
records
and
registrations;
and
shareholder
communications.
The
Board
also
reviewed
the
background
and
experience
of
the
Adviser’s
senior
management
team
and
investment
personnel
involved
in
the
management
of
the
fund,
as
well
as
the
Adviser’s
compliance
record.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
nature,
quality,
and
extent
of
the
services
provided
by
the
Adviser,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract.
T.
ROWE
PRICE
Hedged
Equity
Fund
Investment
Performance
of
the
Fund
The
Board
took
into
account
discussions
with
the
Adviser
and
detailed
reports
that
it
regularly
receives
throughout
the
year
on
relative
and
absolute
performance
for
the
T.
Rowe
Price
funds.
In
connection
with
the
Meeting,
the
Board
reviewed
information
provided
by
the
Adviser
that
compared
the
fund’s
total
returns,
as
well
as
a
wide
variety
of
other
previously
agreed-upon
performance
measures
and
market
data,
against
relevant
benchmark
indexes
and
peer
groups
of
funds
with
similar
investment
programs
for
various
periods
through
December
31,
2023.
In
the
course
of
its
deliberations,
the
Board
considered
that
the
fund
only
recently
incepted
in
July
2023
and
does
not
yet
have
a
meaningful
performance
track
record.
The
Board
also
considered
relevant
factors,
such
as
overall
market
conditions
and
trends
that
could
adversely
impact
the
fund’s
performance,
the
fund’s
limited
operating
history,
and
how
closely
the
fund’s
strategies
align
with
its
benchmarks
and
peer
groups.
The
Board
concluded
that
the
information
it
considered
with
respect
to
the
fund’s
performance,
as
well
as
the
other
factors
considered
at
the
Meeting,
supported
the
Board’s
approval
of
the
continuation
of
the
Advisory
Contract.
Costs,
Benefits,
Profits,
and
Economies
of
Scale
The
Board
reviewed
detailed
information
regarding
the
revenues
received
by
the
Adviser
under
the
Advisory
Contract
and
other
direct
and
indirect
benefits
that
the
Adviser
(and
its
affiliates)
may
have
realized
from
its
relationship
with
the
fund.
In
considering
soft-dollar
arrangements
pursuant
to
which
research
may
be
received
from
broker-dealers
that
execute
the
fund’s
portfolio
transactions,
the
Board
noted
that
during
2023
the
Adviser
paid
the
costs
of
research
services
for
all
client
accounts
that
it
advises,
including
the
T.
Rowe
Price
funds.
However,
effective
January
1,
2024,
the
Adviser
will
begin
using
brokerage
commissions
in
connection
with
certain
T.
Rowe
Price
funds’
securities
transactions
to
pay
for
research
when
permissible.
The
Board
received
information
on
the
estimated
costs
incurred
and
profits
realized
by
the
Adviser
from
managing
the
T.
Rowe
Price
funds.
While
the
Board
did
not
review
information
regarding
profits
realized
from
managing
the
fund
in
particular
because
the
fund
had
either
not
achieved
sufficient
portfolio
asset
size
or
not
recognized
sufficient
revenues
to
produce
meaningful
profit
margin
percentages,
the
Board
concluded
that
the
Adviser’s
profits
were
reasonable
in
light
of
the
services
provided
to
the
T.
Rowe
Price
funds.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
(continued)
T.
ROWE
PRICE
Hedged
Equity
Fund
The
Board
also
considered
whether
the
fund
benefits
under
the
fee
levels
set
forth
in
the
Advisory
Contract
or
otherwise
from
any
economies
of
scale
realized
by
the
Adviser.
Under
the
Advisory
Contract,
the
fund
pays
a
fee
to
the
Adviser
for
investment
management
services
composed
of
two
components—a
group
fee
rate
based
on
the
combined
average
net
assets
of
most
of
the
T.
Rowe
Price
funds
(including
the
fund)
that
declines
at
certain
asset
levels
and
an
individual
fund
fee
rate
based
on
the
fund’s
average
daily
net
assets—and
the
fund
pays
its
own
expenses
of
operations.
The
group
fee
rate
decreases
as
total
T.
Rowe
Price
fund
assets
grow,
which
reduces
the
management
fee
rate
for
any
fund
that
has
a
group
fee
component
to
its
management
fee,
and
reflects
that
certain
resources
utilized
to
operate
the
fund
are
shared
with
other
T.
Rowe
Price
funds,
thus
allowing
shareholders
of
those
funds
to
share
potential
economies
of
scale.
The
fund’s
shareholders
also
benefit
from
potential
economies
of
scale
through
a
decline
in
certain
operating
expenses
as
the
fund
grows
in
size.
However,
the
fund
is
also
subject
to
contractual
expense
limitations
that
require
the
Adviser
to
waive
its
fees
and/or
bear
any
expenses
that
would
otherwise
cause
the
expenses
of
a
share
class
of
the
fund
to
exceed
a
certain
percentage
based
on
the
class’s
net
assets.
The
expense
limitations
protect
shareholders
from
relatively
high
expenses
until
the
fund
reaches
greater
scale
and
mitigate
the
potential
for
an
increase
in
operating
expenses
above
a
certain
level
that
could
impact
shareholders.
The
fund
also
offers
a
Z
Class,
which
serves
as
an
underlying
investment
within
certain
T.
Rowe
Price
fund
of
funds
arrangements.
The
Adviser
waives
its
advisory
fee
on
the
Z
Class
and
waives
or
bears
the
Z
Class’s
other
operating
expenses,
with
certain
exceptions.
The
Board
considered
whether
the
advisory
fee
and
operating
expense
waivers
on
the
Z
Class
may
present
a
means
for
cross-
subsidization
of
the
Z
Class
by
other
share
classes
of
the
fund.
In
that
regard,
the
Board
noted
that
the
Z
Class
operating
expenses
are
largely
covered
by
the
all-inclusive
fees
charged
by
the
investing
T.
Rowe
Price
fund
of
funds
and
that
any
Z
Class
operating
expenses
not
covered
by
the
investing
T.
Rowe
Price
fund
of
funds’
fees
are
paid
by
the
Adviser
and
not
by
shareholders
of
any
other
share
class
of
the
fund.
In
addition,
the
Board
noted
that
the
fund
potentially
shares
in
indirect
economies
of
scale
through
the
Adviser’s
ongoing
investments
in
its
business
in
support
of
the
T.
Rowe
Price
funds,
including
investments
in
trading
systems,
technology,
and
regulatory
support
enhancements,
and
the
ability
to
possibly
negotiate
lower
fee
arrangements
with
third-party
service
providers.
The
Board
concluded
that
the
advisory
fee
structure
for
the
fund
provides
for
a
reasonable
sharing
of
benefits
from
any
economies
of
scale
with
the
fund’s
investors.
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
(continued)
T.
ROWE
PRICE
Hedged
Equity
Fund
Fees
and
Expenses
The
Board
was
provided
with
information
regarding
industry
trends
in
management
fees
and
expenses.
Among
other
things,
the
Board
reviewed
data
for
peer
groups
that
were
compiled
by
Broadridge,
which
compared:
(i)
contractual
management
fees,
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
group
of
competitor
funds
selected
by
Broadridge
(Expense
Group)
and
(ii)
actual
management
fees,
nonmanagement
expenses,
and
total
expenses
of
the
Investor
Class
of
the
fund
with
a
broader
set
of
funds
within
the
Lipper
investment
classification
(Expense
Universe).
The
Board
considered
the
fund’s
contractual
management
fee
rate,
actual
management
fee
rate
(which
reflects
the
management
fees
actually
received
from
the
fund
by
the
Adviser
after
any
applicable
waivers,
reductions,
or
reimbursements),
operating
expenses,
and
total
expenses
(which
reflect
the
net
total
expense
ratio
of
the
fund
after
any
waivers,
reductions,
or
reimbursements)
in
comparison
with
the
information
for
the
Broadridge
peer
groups.
Broadridge
generally
constructed
the
peer
groups
by
seeking
the
most
comparable
funds
based
on
similar
investment
classifications
and
objectives,
expense
structure,
asset
size,
and
operating
components
and
attributes
and
ranked
funds
into
quintiles,
with
the
first
quintile
representing
the
funds
with
the
lowest
relative
expenses
and
the
fifth
quintile
representing
the
funds
with
the
highest
relative
expenses,
although
were
not
sufficient
funds
in
the
Expense
Group
to
rank
within
quintiles.
The
information
provided
to
the
Board
indicated
that
the
fund’s
contractual
management
fee
ranked
in
the
first
quintile
(Expense
Group),
the
fund’s
actual
management
fee
rate
ranked
in
the
first
quintile
(Expense
Group)
and
second
quintile
(Expense
Universe),
and
the
fund’s
total
expenses
ranked
in
the
first
quintile
(Expense
Group)
and
second
quintile
(Expense
Universe).
The
Board
also
reviewed
the
fee
schedules
for
other
investment
portfolios
with
similar
mandates
that
are
advised
or
subadvised
by
the
Adviser
and
its
affiliates,
including
separately
managed
accounts
for
institutional
and
individual
investors;
subadvised
funds;
and
other
sponsored
investment
portfolios,
including
collective
investment
trusts
and
pooled
vehicles
organized
and
offered
to
investors
outside
the
United
States.
Management
provided
the
Board
with
information
about
the
Adviser’s
responsibilities
and
services
provided
to
subadvisory
and
other
institutional
account
clients,
including
information
about
how
the
requirements
and
economics
of
the
institutional
business
are
fundamentally
different
from
those
of
the
proprietary
mutual
fund
business.
The
Board
considered
information
showing
that
the
Adviser’s
mutual
fund
business
is
generally
more
complex
from
a
business
and
compliance
perspective
than
its
institutional
account
business
and
considered
various
relevant
factors,
such
as
the
broader
scope
of
operations
and
oversight,
more
extensive
shareholder
communication
infrastructure,
greater
asset
flows,
heightened
business
risks,
and
differences
in
applicable
laws
and
regulations
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
(continued)
T.
ROWE
PRICE
Hedged
Equity
Fund
associated
with
the
Adviser’s
proprietary
mutual
fund
business.
In
assessing
the
reasonableness
of
the
fund’s
management
fee
rate,
the
Board
considered
the
differences
in
the
nature
of
the
services
required
for
the
Adviser
to
manage
its
mutual
fund
business
versus
managing
a
discrete
pool
of
assets
as
a
subadviser
to
another
institution’s
mutual
fund
or
for
an
institutional
account
and
that
the
Adviser
generally
performs
significant
additional
services
and
assumes
greater
risk
in
managing
the
fund
and
other
T.
Rowe
Price
funds
than
it
does
for
institutional
account
clients,
including
subadvised
funds.
On
the
basis
of
the
information
provided
and
the
factors
considered,
the
Board
concluded
that
the
fees
paid
by
the
fund
under
the
Advisory
Contract
are
reasonable.
Approval
of
the
Advisory
Contract
As
noted,
the
Board
approved
the
continuation
of
the
Advisory
Contract.
No
single
factor
was
considered
in
isolation
or
to
be
determinative
to
the
decision.
Rather,
the
Board
concluded,
in
light
of
a
weighting
and
balancing
of
all
factors
considered,
that
it
was
in
the
best
interests
of
the
fund
and
its
shareholders
for
the
Board
to
approve
the
continuation
of
the
Advisory
Contract
(including
the
fees
to
be
charged
for
services
thereunder).
APPROVAL
OF
INVESTMENT
MANAGEMENT
AGREEMENT
(continued)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
F1544-051
8/24
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Remuneration paid to Directors is included in Item 7 of this Form N-CSR and/or the Statement of Additional Information.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
If applicable, see Item 7.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders.
There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
Item 16. Controls and Procedures.
(a) The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.
(b) The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable.
Item 19. Exhibits.
(a)(1) | The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is filed with the registrant’s annual Form N-CSR. |
(2) | Listing standards relating to recovery of erroneously awarded compensation: Not applicable. |
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 Hedged Equity Fund |
By | | /s/ David Oestreicher | | |
| | David Oestreicher | | |
| | Principal Executive Officer | | |
| | |
Date | | August 20, 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 | | August 20, 2024 | | |
| | | | |
By | | /s/ Alan S. Dupski | | |
| | Alan S. Dupski | | |
| | Principal Financial Officer | | |
| | |
Date | | August 20, 2024 | | |