T. Rowe Price Institutional Income Funds N-CSR Certified annual shareholder report (management investment company)

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: 811-21055

T. Rowe Price Institutional Income 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:  May 31

Date of reporting period:  May 31, 2023

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Annual

REPORT

May

31,

2023

Institutional

Long

Duration

Credit

Fund

T.

ROWE

PRICE

For

more

insights

from

T.

Rowe

Price

investment

professionals,

go

to

troweprice.com

.

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

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

HIGHLIGHTS

The

Institutional

Long

Duration

Credit

Fund

underperformed

its

benchmark

in

the

12-month

period

ended

May

31,

2023.

The

fund’s

underweight

in

investment-grade

corporate

bonds

and

security

selection

within

the

sector

both

detracted

from

relative

returns.

We

switched

to

a

more

conservative

positioning

in

terms

of

overall

credit

risk

exposure,

moving

to

a

more

underweight

posture

compared

with

the

benchmark.

We

continue

to

look

to

earn

yield

in

the

portfolio

above

the

benchmark

and

to

use

our

research

capabilities

to

take

advantage

of

the

structural

inefficiencies

that

are

prevalent

in

fixed

income

markets

and

benchmarks.

Log

in

to

your

account

at

troweprice.com

for

more

information.

*

Certain

mutual

fund

accounts

that

are

assessed

an

annual

account

service

fee

can

also

save

money

by

switching

to

e-delivery.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Market

Commentary

1

Dear

Investor

Major

global

stock

and

bond

indexes

produced

mixed

returns

during

your

fund’s

fiscal

year,

the

12-month

period

ended

May

31,

2023.

Rising

interest

rates

weighed

on

returns

in

the

first

half

of

the

period,

but

many

sectors

rebounded

over

the

past

six

months

as

growth

remained

positive

in

the

major

economies

and

corporate

earnings

results

came

in

stronger

than

expected.

For

the

12-month

period,

growth

stocks

outperformed

value

shares,

and

developed

market

shares

generally

outpaced

their

emerging

market

counterparts.

In

the

U.S.,

the

Russell

1000

Growth

Index

and

Nasdaq

Composite

Index

performed

the

best.

Most

currencies

weakened

versus

the

U.S.

dollar

over

the

period,

which

weighed

on

returns

for

U.S.

investors

in

international

securities.

Within

the

S&P

500

Index,

the

information

technology

sector

had,

by

far,

the

strongest

returns.

Big

tech

companies

rebounded

strongly

at

the

start

of

2023,

helped

in

part

by

growing

investor

enthusiasm

for

artificial

intelligence

applications.

Meanwhile,

falling

prices

for

various

commodities

weighed

on

returns

for

the

materials

and

energy

sectors,

and

turmoil

in

the

banking

sector,

which

included

the

failure

of

three

large

regional

banks,

hurt

the

financials

segment.

Real

estate

stocks

also

came

under

pressure

amid

concerns

about

the

ability

of

some

commercial

property

owners

to

refinance

their

debt.

Cheaper

oil

contributed

to

slowing

inflation

during

the

period,

although

core

inflation

readings—which

exclude

volatile

food

and

energy

prices—remained

stubbornly

high.

April’s

consumer

price

index

data

(the

latest

available

in

our

reporting

period)

showed

a

headline

inflation

rate

of

4.9%

on

a

12-month

basis,

down

from

more

than

8%

at

the

start

of

the

period

but

still

well

above

the

Fed’s

long-term

2%

inflation

target.

In

response

to

persistent

inflation,

the

Fed

raised

its

short-

term

lending

benchmark

rate

from

around

1.00%

at

the

start

of

the

period

to

a

range

of

5.00%

to

5.25%

by

the

end

of

May,

the

highest

level

since

2007.

However,

Fed

officials

have

recently

suggested

that

they

might

soon

be

ready

to

pause

additional

rate

hikes

as

they

wait

to

see

how

the

economy

is

progressing.

Bond

yields

increased

considerably

across

the

U.S.

Treasury

yield

curve

as

the

Fed

tightened

monetary

policy,

with

the

yield

on

the

benchmark

10-year

note

climbing

from

2.85%

at

the

start

of

the

period

to

3.64%

at

the

end

of

May.

Significant

inversions

in

the

yield

curve,

which

are

often

considered

a

warning

sign

of

a

coming

recession,

occurred

during

the

period

as

shorter-maturity

Treasuries

experienced

the

largest

yield

increases.

At

the

end

of

May,

the

yield

on

the

three-month

Treasury

bill

was

188

basis

points

(1.88

percentage

point)

higher

than

the

yield

on

the

10-year

Treasury

note.

Increasing

yields

led

to

weak

results

across

most

of

the

fixed

income

market,

although

high

yield

bonds,

which

are

less

sensitive

to

rising

rates,

held

up

relatively

well.

Global

economies

and

markets

showed

surprising

resilience

in

recent

months,

but,

moving

into

the

second

half

of

2023,

we

believe

investors

could

face

potential

challenges.

The

economic

impact

of

the

Fed’s

rate

hikes

has

yet

to

be

fully

felt

in

the

economy,

and

while

the

regional

banking

turmoil

appears

to

have

been

contained

by

the

swift

actions

of

regulators,

it

could

continue

to

have

an

impact

on

credit

conditions.

Moreover,

the

market

consensus

still

seems

to

forecast

a

global

recession

starting

later

this

year

or

in

early

2024,

although

it

could

be

a

mild

downturn.

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

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

Institutional

Long

Duration

Credit

Fund

Management’s

Discussion

of

Fund

Performance

2

INVESTMENT

OBJECTIVE 

The

fund

seeks

to

provide

high

income.

FUND

COMMENTARY

How

did

the

fund

perform

in

the

past 12

months?

The

Institutional

Long

Duration

Credit

Fund

returned

-5.14%

in

the

12

months

ended

May

31,

2023,

underperforming

its

benchmark,

the

Bloomberg

U.S.

Long

Credit

Bond

Index.

(

Past

performance

cannot

guarantee

future

results.

)

What

factors

influenced

the

fund’s

performance?

Despite

experiencing

a

rebound

in

the

year-to-date

period,

the

U.S.

long-duration

credit

market,

as

measured

by

the

Bloomberg

U.S.

Long

Credit

Bond

Index,

generated

negative

absolute

returns

over

the

past

12

months.

Climbing

Treasury

yields

weighed

broadly

on

bond

market

performance.

The

fund’s

underweight

in

investment-grade

(IG)

corporate

bonds

and

credit

selection

within

the

sector

dampened

performance

for

the

period.

Similarly,

the

fund’s

out-of-

benchmark

allocation

to

U.S.

Treasuries

also

detracted.

As

measured

by

the

benchmark,

longer-dated

corporate

credit

spreads

tightened

over

the

period.

(Credit

spreads

measure

the

additional

yield

that

investors

demand

for

holding

a

bond

with

credit

risk

over

a

similar-maturity,

high-quality

government

security.)

Demand

for

IG

corporate

bonds

was

resilient

despite

periods

of

risk

aversion

as

investors

looked

to

lock

in

attractive

long-term

yields

in

the

corporate

space.

Within

the

IG

corporate

sector,

the

fund’s

focus

on

usually

less

volatile

intermediate-term

corporate

bonds

weighed

on

relative

performance.

The

credit

curve

compressed

with

investors

looking

to

gain

long-term

exposure

to

higher

yielding

debt

and

focusing

interest

on

longer

maturities.

The

banking

industry

turmoil

in

March

caused

additional

compression

in

the

credit

curve

as

investors

sold

shorter-dated

credit

to

raise

liquidity.

While

our

cash

bond

exposure

in

the

IG

corporate

sector

was

a

headwind

for

performance,

the

fund

held

material

exposure

to

credit

derivatives

during

the

period,

and

these

positions,

which

can

provide

more

liquid

exposure

to

corporate

credit

risk

than

cash

bonds,

meaningfully

contributed

to

both

absolute

and

relative

returns

for

the

period.

Interest

rate

management,

in

aggregate,

was

negative.

Elevated

interest

rate

volatility,

along

with

a

slight

steepening

bias

in

yield

curve

positioning,

pressured

fund

performance.

Having

an

incrementally

shorter-than-benchmark

duration

posture

in

January

and

February

was

beneficial.

Exposure

to

interest

rate

derivatives,

which

the

fund

uses

to

efficiently

manage

duration

exposures,

had

a

moderately

negative

effect

on

absolute

performance.

Without

using

these

types

of

instruments,

the

fund

would

have

deviated

from

its

benchmark-like

duration

target

due

to

our

security

selection

preferences.

How

is

the

fund

positioned?

We

switched

to

a

more

conservative

positioning

in

terms

of

overall

risk

exposure.

The

fund’s

overall

exposure

to

risk,

as

measured

by

duration

times

spread,

moved

to

an

underweight

posture

compared

with

the

benchmark

in

November

2022

as

recession

risks

began

to

rise,

and

we

have

maintained

that

underweight

risk

positioning

throughout

2023.

With

increasing

signals

that

the

Federal

Reserve’s

hawkish

policies

may

be

slowing

inflation

and

the

economy,

we

added

notably

to

U.S.

Treasuries

while

reducing

exposure

to

IG

corporate

bonds.

While

we

emphasize

the

potential

benefits

that

our

research

platform

can

give

us

in

investing

in

spread

sectors,

rising

Treasury

yields

have

reached

compelling

levels

and

are

looking

more

interesting

as

an

asset

class

that

can

provide

real

income

and

could

serve

as

a

risk

hedge

once

again

as

inflation

gradually

declines

and

the

market’s

focus

shifts

to

the

growth

outlook.

While

IG

corporate

spreads

were

resilient

after

the

market

shocks

stemming

from

the

regional

banking

turmoil

in

March,

the

near-term

outlook

for

credit

remains

uncertain

as

companies

start

feeling

the

effects

of

higher

interest

rates.

Slowing

growth

and

consumer

spending

may

also

be

less

supportive

for

credit

going

forward,

and

we

see

more

downside

risk

than

upside

potential

at

current

spread

levels.

We

also

made

reductions

in

emerging

markets

credit

and

taxable

municipal

bonds.

PERFORMANCE

COMPARISON

Total

Return

Periods

Ended

5/31/23

6

Months

12

Months

Institutional

Long

Duration

Credit

Fund

2.18‌%

-5.14‌%

Bloomberg

U.S.

Long

Credit

Bond

Index

2.30‌

-4.52‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

3

From

an

interest

rate

management

perspective,

we

moved

to

a

more

neutral

stance

in

late

2022

but

ended

the

period

with

a

slightly

longer

duration

stance

as

the

Federal

Reserve

indicated

that

it

would

pause

interest

rate

hikes

in

June.

What

is

portfolio

management’s

outlook?

The

emergence

of

stress

in

the

banking

industry

has

added

to

economic

uncertainty

and

created

a

challenge

for

the

Fed

as

it

tries

to

balance

market

stability

with

its

goal

of

lowering

inflation.

Although

we

believe

the

bank

turmoil

is

idiosyncratic

in

nature

and

due

to

unique

risks

at

certain

banks

rather

than

a

fundamental,

systemic

issue,

it

comes

at

a

time

when

global

liquidity

is

rapidly

falling,

monetary

policy

is

tight,

and

central

banks

have

little

scope

to

ease

policy

amid

high

inflation.

Indeed,

a

recession

is

never

desirable

but

may

be

necessary

to

bring

inflation

under

control

with

a

tight

labor

market

continuing

to

fuel

wage-growth

pressures.

The

impact

of

the

banking

problems

on

market

confidence

and

credit

availability

may

have

pulled

an

eventual

recession

forward

from

2024

to

later

this

year.

We

are

also

mindful

of

the

potential

liquidity

challenges

that

could

arise

as

the

Federal

Reserve

begins

to

rebuild

the

Treasury

General

Account

through

substantial

Treasury

bill

issuance,

along

with

falling

bank

reserves

in

general

as

investors

seek

higher-yielding

alternatives

to

bank

deposits.

Additionally,

consumer

spending

has

been

supportive

of

the

economy,

but

falling

excess

savings

data

and

rising

unemployment

have

added

to

recession

risks.

While

we

wait

for

greater

clarity

on

the

economic

outlook,

we

believe

a

relatively

neutral

duration

posture

and

an

underweight

in

credit

risk

versus

the

benchmark

is

advisable.

But

we

will

look

to

add

duration

when

it

becomes

clearer

that

the

Fed

tightening

cycle

is

finished.

We

believe

this

positioning

should

be

beneficial

if

the

Fed

is

forced

to

cut

rates

as

a

result

of

a

slowing

economy,

which

would

drive

intermediate-term

yields

lower.

Or,

if

the

economy

remains

buoyant

and

the

Fed

pauses

in

the

face

of

elevated

inflation,

it

could

drive

long-end

yields

higher.

We

continue

to

look

to

earn

yield

in

the

portfolio

above

the

benchmark

and

to

use

our

research

capabilities

to

take

advantage

of

the

structural

inefficiencies

that

are

prevalent

in

fixed

income

markets

and

benchmarks.

We

remain

confident

in

our

investment

approach,

which

is

built

on

a

foundation

of

quantitative

portfolio

construction

elements,

augmented

with

fundamental

insights

from

our

deep

global

credit

research

platform.

CREDIT

QUALITY

DIVERSIFICATION

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.

A

rating

of

AAA

represents

the

highest-rated

securities,

and

a

rating

of

D

represents

the

lowest-rated

securities.

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.

The

fund

is

not

rated

by

any

agency.

Securities

that

have

not

been

rated

by

any

rating

agency

totaled

0.44%

of

the

portfolio

at

the

end

of

the

reporting

period.

*

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

4

Risks

of

Investing

in

Fixed

Income

Securities

Funds

that

invest

in

fixed

income

securities

are

subject

to

price

declines

due

to

rising

interest

rates,

with

long-term

securities

generally

most

sensitive

to

rate

fluctuations.

Other

risks

include

credit

rating

downgrades

and

defaults

on

scheduled

interest

and

principal

payments.

High

yield

corporate

bonds

could

have

greater

price

declines

than

funds

that

invest

primarily

in

high-quality

bonds.

Companies

issuing

high

yield

bonds

are

not

as

strong

financially

as

those

with

higher

credit

ratings,

so

the

bonds

are

usually

considered

speculative

investments.

International

investments

can

be

riskier

than

U.S.

investments

because

of

the

adverse

effects

of

currency

exchange

rates

and

differences

in

market

structure

and

liquidity,

as

well

as

specific

country,

regional,

and

economic

developments.

BENCHMARK

INFORMATION

Note:

Bloomberg

®

and the

Bloomberg

U.S.

Long

Credit

Bond

Index

are

service

marks

of

Bloomberg

Finance

L.P.

and

its

affiliates,

including

Bloomberg

Index

Services

Limited

(“BISL”),

the

administrator

of

the

index

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Note:

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Reproduction

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any

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A

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particular

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that

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of

the

Content

is

not

a

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such

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or

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does

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the

appropriateness

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investment

or

security

and

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not

be

relied

on

as

investment

advice.

Credit

ratings

are

statements

of

opinions

and

are

not

statements

of

fact.

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

5

GROWTH

OF

$1

MILLION 

This

chart

shows

the

value

of

a

hypothetical

$1

million

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.

INSTITUTIONAL

LONG

DURATION

CREDIT

FUND 

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.

Actual

Expenses

The

first

line

of

the

following

table

(Actual)

provides

information

about

actual

account

values

and

actual

expenses.

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.

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.

Institutional

Long

Duration

Credit

Fund

Periods

Ended

5/31/23

1

Year

5

Years

Since

Inception

6/3/13

Institutional

Long

Duration

Credit

Fund

-5.14‌%

1.88‌%

3.05‌%

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.

Returns

do

not

reflect

taxes

that

the

shareholder

may

pay

on

fund

distributions

or

the

redemption

of

fund

shares.

Past

performance

cannot

guarantee

future

results.

Institutional

Long

Duration

Credit

Fund

0.45‌%

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.

Beginning

Account

Value

12/1/22

Ending

Account

Value

5/31/23

Expenses

Paid

During

Period*

12/1/22

to

5/31/23

Actual

$1,000.00

$1,021.80

$2.27

Hypothetical

(assumes

5%

return

before

expenses)

 1,000.00

  1,022.69

  2.27

*

Expenses

are

equal

to

the

fund’s

annualized

expense

ratio

for

the

6-month

period

(0.45%),

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half

year

(182),

and

divided

by

the

days

in

the

year

(365)

to

reflect

the

half-year

period.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

6

QUARTER-END

RETURNS

Periods

Ended

3/31/23

1

Year

5

Years

Since

Inception

6/3/13

Institutional

Long

Duration

Credit

Fund

-12.34‌%

1.93‌%

3.30‌%

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

contact

a

T.

Rowe

Price

representative

at

1-800-638-8790.

This

table

provides

returns

through

the

most

recent

calendar

quarter-end

rather

than

through

the

end

of

the

fund’s

fiscal

period.

It

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Financial

Highlights

7

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

..

Year

..

..

Ended

.

5/31/23

5/31/22

5/31/21

5/31/20

5/31/19

NET

ASSET

VALUE

Beginning

of

period

$

8

.59‌

$

10

.70‌

$

11

.00‌

$

10

.68‌

$

10

.06‌

Investment

activities

Net

investment

income

(1)(2)

0

.34‌

0

.33‌

0

.36‌

0

.40‌

0

.40‌

Net

realized

and

unrealized

gain/loss

(

0

.79‌

)

(

1

.76‌

)

0

.15‌

1

.35‌

0

.66‌

Total

from

investment

activities

(

0

.45‌

)

(

1

.43‌

)

0

.51‌

1

.75‌

1

.06‌

Distributions

Net

investment

income

(

0

.37‌

)

(

0

.38‌

)

(

0

.41‌

)

(

0

.43‌

)

(

0

.42‌

)

Net

realized

gain

–‌

(

0

.27‌

)

(

0

.40‌

)

(

1

.00‌

)

(

0

.02‌

)

Tax

return

of

capital

–‌

(

0

.03‌

)

–‌

–‌

–‌

Total

distributions

(

0

.37‌

)

(

0

.68‌

)

(

0

.81‌

)

(

1

.43‌

)

(

0

.44‌

)

NET

ASSET

VALUE

End

of

period

$

7

.77‌

$

8

.59‌

$

10

.70‌

$

11

.00‌

$

10

.68‌

Ratios/Supplemental

Data

Total

return

(2)(3)

(

5

.14‌

)

%

(

14

.69‌

)

%

4

.39‌

%

17

.12‌

%

10

.94‌

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.46‌

%

0

.45‌

%

Net

expenses

after

waivers/payments

by

Price

Associates

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.46‌

%

0

.45‌

%

Net

investment

income

4

.26‌

%

3

.21‌

%

3

.19‌

%

3

.56‌

%

4

.00‌

%

Portfolio

turnover

rate

46

.7‌

%

59

.9‌

%

50

.9‌

%

70

.5‌

%

51

.2‌

%

Net

assets,

end

of

period

(in

thousands)

$

55,544‌

$

24,849‌

$

19,168‌

$

23,979‌

$

34,038‌

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

See

Note

6

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

Institutional

Long

Duration

Credit

Fund

May

31,

2023

8

Portfolio

of

Investments

‡

Par/Shares

$

Value

(Amounts

in

000s)

‡

CORPORATE

BONDS

65.1%

Banking

10.9%

Australia

&

New

Zealand

Banking

Group,

6.742%,

12/8/32  (1)

200‌

207‌

Bank

of

America,

5.00%,

1/21/44 

250‌

237‌

Bank

of

America,

VR,

2.676%,

6/19/41  (2)

200‌

137‌

Bank

of

America,

VR,

3.824%,

1/20/28  (2)

100‌

94‌

Bank

of

America,

VR,

4.33%,

3/15/50  (2)

455‌

383‌

Barclays,

VR,

7.437%,

11/2/33  (2)

200‌

218‌

BNP

Paribas,

VR,

2.871%,

4/19/32  (1)

(2)

200‌

165‌

Capital

One

Financial,

VR,

3.273%,

3/1/30  (2)

250‌

213‌

Citigroup,

4.65%,

7/30/45 

530‌

470‌

Citigroup,

VR,

6.174%,

5/25/34  (2)

115‌

117‌

Goldman

Sachs

Group,

2.60%,

2/7/30 

100‌

86‌

Goldman

Sachs

Group,

4.75%,

10/21/45 

315‌

282‌

Goldman

Sachs

Group,

5.15%,

5/22/45 

200‌

184‌

HSBC

Holdings,

7.625%,

5/17/32 

155‌

165‌

JPMorgan

Chase,

5.625%,

8/16/43 

405‌

407‌

JPMorgan

Chase,

VR,

3.882%,

7/24/38  (2)

430‌

369‌

Lloyds

Banking

Group,

4.344%,

1/9/48 

200‌

150‌

Morgan

Stanley,

4.30%,

1/27/45 

150‌

129‌

Morgan

Stanley,

VR,

3.971%,

7/22/38  (2)

200‌

170‌

NatWest

Group,

VR,

6.016%,

3/2/34  (2)

250‌

255‌

Standard

Chartered,

VR,

6.301%,

1/9/29  (1)(2)

200‌

203‌

State

Street,

VR,

5.159%,

5/18/34  (2)

305‌

303‌

Sumitomo

Mitsui

Financial

Group,

5.766%,

1/13/33  (3)

200‌

208‌

UBS

Group,

VR,

3.179%,

2/11/43  (1)

(2)

200‌

140‌

Wells

Fargo,

VR,

2.393%,

6/2/28  (2)

150‌

134‌

Wells

Fargo,

VR,

3.068%,

4/30/41  (2)

500‌

364‌

Wells

Fargo

Bank,

6.60%,

1/15/38 

250‌

274‌

6,064‌

Basic

Industry

2.7%

Dow

Chemical,

4.80%,

5/15/49 

190‌

164‌

Ecolab,

2.70%,

12/15/51  (3)

300‌

194‌

Ecolab,

3.70%,

11/1/46 

30‌

23‌

International

Paper,

4.35%,

8/15/48  (3)

139‌

115‌

LYB

International

Finance

III,

5.625%,

5/15/33 

250‌

249‌

Newmont,

5.45%,

6/9/44 

195‌

191‌

Nucor,

4.40%,

5/1/48 

75‌

63‌

Southern

Copper,

5.25%,

11/8/42 

200‌

186‌

Westlake,

3.125%,

8/15/51 

500‌

308‌

1,493‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Brokerage

Assetmanagers

Exchanges

0.3%

Nasdaq,

3.95%,

3/7/52 

220‌

169‌

169‌

Capital

Goods

2.4%

L3Harris

Technologies,

4.854%,

4/27/35 

280‌

269‌

Martin

Marietta

Materials,

4.25%,

12/15/47 

305‌

251‌

Masco,

4.50%,

5/15/47 

360‌

287‌

Raytheon

Technologies,

4.45%,

11/16/38 

145‌

134‌

Republic

Services,

5.00%,

4/1/34 

25‌

25‌

Stanley

Black

&

Decker,

2.75%,

11/15/50 

300‌

174‌

Vulcan

Materials,

4.50%,

6/15/47 

130‌

111‌

Waste

Connections,

2.95%,

1/15/52 

175‌

116‌

1,367‌

Communications

9.7%

AT&T,

3.50%,

6/1/41 

450‌

341‌

AT&T,

3.80%,

12/1/57 

1,028‌

725‌

Bell

Canada,

5.10%,

5/11/33 

250‌

248‌

Charter

Communications

Operating,

3.70%,

4/1/51 

200‌

123‌

Charter

Communications

Operating,

5.75%,

4/1/48 

425‌

352‌

Comcast,

2.45%,

8/15/52 

350‌

210‌

Comcast,

3.90%,

3/1/38 

150‌

130‌

Comcast,

4.049%,

11/1/52 

755‌

614‌

Cox

Communications,

2.95%,

10/1/50  (1)

230‌

142‌

Crown

Castle,

4.75%,

5/15/47 

185‌

159‌

Meta

Platforms,

5.60%,

5/15/53 

180‌

180‌

Rogers

Communications,

4.35%,

5/1/49 

175‌

136‌

Rogers

Communications,

4.50%,

3/15/42  (1)

160‌

131‌

Rogers

Communications,

5.00%,

3/15/44 

150‌

132‌

T-Mobile

USA,

5.05%,

7/15/33 

250‌

246‌

T-Mobile

USA,

5.75%,

1/15/54 

130‌

132‌

Time

Warner

Cable,

5.875%,

11/15/40 

200‌

173‌

Verizon

Communications,

2.987%,

10/30/56 

1,336‌

823‌

Videotron,

5.125%,

4/15/27  (1)(3)

70‌

67‌

Vodafone

Group,

4.875%,

6/19/49 

230‌

198‌

Warnermedia

Holdings,

5.05%,

3/15/42 

135‌

109‌

5,371‌

Consumer

Cyclical

3.5%

Amazon.com,

4.95%,

12/5/44 

250‌

252‌

AutoZone,

4.75%,

2/1/33 

250‌

243‌

Best

Buy,

1.95%,

10/1/30 

200‌

161‌

Home

Depot,

4.20%,

4/1/43 

250‌

219‌

Home

Depot,

4.40%,

3/15/45 

200‌

179‌

Lowe's,

5.85%,

4/1/63 

300‌

292‌

Magna

International,

5.50%,

3/21/33 

270‌

275‌

McDonald's,

4.20%,

4/1/50 

90‌

76‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

9

Par/Shares

$

Value

(Amounts

in

000s)

‡

Tractor

Supply,

5.25%,

5/15/33 

250‌

249‌

1,946‌

Consumer

Non-Cyclical

11.8%

AbbVie,

4.25%,

11/21/49 

735‌

623‌

AbbVie,

4.50%,

5/14/35 

200‌

189‌

Altria

Group,

5.80%,

2/14/39 

140‌

135‌

Amgen,

5.65%,

3/2/53 

525‌

521‌

Anheuser-Busch,

4.90%,

2/1/46 

380‌

360‌

Anheuser-Busch

InBev

Worldwide,

5.45%,

1/23/39 

305‌

317‌

Anheuser-Busch

InBev

Worldwide,

5.55%,

1/23/49 

200‌

209‌

Astrazeneca

Finance,

4.875%,

3/3/33 

200‌

204‌

Banner

Health,

2.913%,

1/1/51 

115‌

77‌

Becton

Dickinson

&

Company,

4.669%,

6/6/47 

200‌

179‌

Biogen,

3.15%,

5/1/50 

270‌

181‌

Centra

Health,

4.70%,

1/1/48 

190‌

161‌

Cigna

Group,

3.875%,

10/15/47 

370‌

285‌

CommonSpirit

Health,

3.91%,

10/1/50 

170��

130‌

CommonSpirit

Health,

4.187%,

10/1/49 

135‌

108‌

CVS

Health,

4.125%,

4/1/40 

130‌

108‌

CVS

Health,

5.05%,

3/25/48 

465‌

420‌

CVS

Health,

6.00%,

6/1/63 

250‌

251‌

Hackensack

Meridian

Health,

4.211%,

7/1/48 

170‌

143‌

HCA,

4.375%,

3/15/42  (1)

80‌

65‌

HCA,

5.90%,

6/1/53 

250‌

242‌

Mars,

4.75%,

4/20/33  (1)

225‌

223‌

Merck,

5.00%,

5/17/53 

340‌

341‌

Nestle

Holdings,

4.85%,

3/14/33  (1)

300‌

308‌

Pfizer

Investment

Enterprises,

5.30%,

5/19/53 

190‌

195‌

Reynolds

American,

5.70%,

8/15/35 

150‌

140‌

Reynolds

American,

5.85%,

8/15/45 

200‌

175‌

Tyson

Foods,

5.10%,

9/28/48 

195‌

176‌

West

Virginia

United

Health

System

Obligated

Group,

Series 2018,

4.924%,

6/1/48 

95‌

86‌

6,552‌

Electric

6.6%

AEP

Texas,

5.40%,

6/1/33 

220‌

220‌

American

Electric

Power,

5.625%,

3/1/33 

250‌

254‌

Appalachian

Power,

6.375%,

4/1/36 

145‌

153‌

Baltimore

Gas

&

Electric,

5.40%,

6/1/53 

95‌

95‌

Berkshire

Hathaway

Energy,

6.125%,

4/1/36 

300‌

323‌

Commonwealth

Edison,

5.30%,

2/1/53 

40‌

40‌

Duke

Energy,

3.75%,

9/1/46 

130‌

97‌

Duke

Energy

Indiana,

5.40%,

4/1/53 

70‌

69‌

Duke

Energy

Progress,

5.35%,

3/15/53 

200‌

200‌

El

Paso

Electric,

5.00%,

12/1/44 

110‌

97‌

Exelon,

4.10%,

3/15/52 

170‌

134‌

Florida

Power

&

Light,

2.875%,

12/4/51 

130‌

88‌

Georgia

Power,

4.95%,

5/17/33 

140‌

138‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Kentucky

Utilities,

4.375%,

10/1/45 

200‌

168‌

Louisville

Gas

&

Electric,

4.375%,

10/1/45 

100‌

84‌

NextEra

Energy

Capital

Holdings,

3.00%,

1/15/52 

45‌

29‌

NextEra

Energy

Capital

Holdings,

5.25%,

2/28/53 

85‌

80‌

Pacific

Gas

&

Electric,

6.15%,

1/15/33 

150‌

148‌

Pennsylvania

Electric,

6.15%,

10/1/38 

165‌

165‌

Public

Service

Company

of

Colorado,

5.25%,

4/1/53 

100‌

98‌

San

Diego

Gas

&

Electric,

Series TTT,

4.10%,

6/15/49 

55‌

45‌

Southern,

4.25%,

7/1/36 

430‌

384‌

Southern

California

Edison,

5.875%,

12/1/53 

250‌

254‌

Southern

California

Edison,

Series C,

4.125%,

3/1/48 

150‌

120‌

Vistra

Operations,

4.30%,

7/15/29  (1)

225‌

201‌

3,684‌

Energy

3.8%

Diamondback

Energy,

4.25%,

3/15/52 

170‌

128‌

Enbridge

Energy

Partners,

7.375%,

10/15/45 

120‌

136‌

Energy

Transfer,

6.50%,

2/1/42 

195‌

194‌

Kinder

Morgan

Energy

Partners,

6.95%,

1/15/38 

195‌

210‌

MPLX,

5.65%,

3/1/53 

300‌

274‌

Ovintiv,

6.25%,

7/15/33 

75‌

74‌

Southern

Natural

Gas,

4.80%,

3/15/47  (1)

205‌

167‌

Spectra

Energy

Partners,

5.95%,

9/25/43 

115‌

112‌

Suncor

Energy,

4.00%,

11/15/47 

310‌

236‌

Targa

Resources,

4.95%,

4/15/52 

80‌

63‌

Targa

Resources,

6.50%,

2/15/53 

100‌

97‌

Transcanada

Trust,

VR,

5.30%,

3/15/77  (2)

120‌

104‌

Transcontinental

Gas

Pipe

Line,

4.60%,

3/15/48 

275‌

229‌

Williams,

4.85%,

3/1/48 

100‌

85‌

2,109‌

Finance

Companies

0.9%

AerCap

Ireland

Capital,

3.40%,

10/29/33 

300‌

238‌

GATX,

5.45%,

9/15/33 

250‌

245‌

483‌

Insurance

4.6%

American

International

Group,

5.125%,

3/27/33 

75‌

73‌

Chubb

INA

Holdings,

2.85%,

12/15/51  (3)

100‌

68‌

Elevance

Health,

4.375%,

12/1/47 

355‌

304‌

Elevance

Health,

5.125%,

2/15/53 

100‌

96‌

Equitable

Holdings,

5.594%,

1/11/33 

100‌

98‌

Humana,

5.50%,

3/15/53 

75‌

74‌

Jackson

Financial,

4.00%,

11/23/51 

300‌

196‌

Liberty

Mutual

Group,

4.85%,

8/1/44  (1)

180‌

151‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

10

Par/Shares

$

Value

(Amounts

in

000s)

‡

Marsh

&

McLennan,

5.45%,

3/15/53 

200‌

199‌

Principal

Financial

Group,

6.05%,

10/15/36 

235‌

244‌

Teachers

Insurance

&

Annuity

Assn.

of

America,

4.90%,

9/15/44  (1)

200‌

182‌

UnitedHealth

Group,

3.50%,

8/15/39 

300‌

250‌

UnitedHealth

Group,

5.875%,

2/15/53 

550‌

602‌

2,537‌

Miscellaneous

0.4%

Ally

Financial,

8.00%,

11/1/31 

200‌

208‌

208‌

Natural

Gas

0.7%

NiSource,

3.95%,

3/30/48 

260‌

205‌

NiSource,

5.40%,

6/30/33 

75‌

75‌

Sempra

Energy,

4.00%,

2/1/48 

120‌

93‌

373‌

Real

Estate

Investment

Trusts

1.0%

Alexandria

Real

Estate

Equities,

4.75%,

4/15/35 

70‌

65‌

Essex

Portfolio,

4.50%,

3/15/48 

130‌

106‌

NNN

REIT,

4.80%,

10/15/48 

235‌

192‌

Simon

Property

Group,

5.85%,

3/8/53 

200‌

196‌

559‌

Technology

3.8%

Apple,

2.95%,

9/11/49 

400‌

294‌

Apple,

4.85%,

5/10/53  (3)

200‌

201‌

Fiserv,

4.40%,

7/1/49 

185‌

153‌

Fiserv,

5.60%,

3/2/33 

85‌

87‌

Microsoft,

2.921%,

3/17/52 

250‌

184‌

Oracle,

3.95%,

3/25/51 

350‌

257‌

Oracle,

5.55%,

2/6/53 

380‌

355‌

Texas

Instruments,

5.00%,

3/14/53 

250‌

249‌

Texas

Instruments,

5.05%,

5/18/63 

180‌

176‌

Workday,

3.80%,

4/1/32  (3)

200‌

180‌

2,136‌

Transportation

2.0%

Burlington

Northern

Santa

Fe,

5.05%,

3/1/41 

75‌

73‌

Canadian

Pacific

Railway,

3.10%,

12/2/51 

125‌

86‌

CSX,

4.30%,

3/1/48 

140‌

120‌

CSX,

4.50%,

11/15/52 

400‌

354‌

ERAC

USA

Finance,

5.40%,

5/1/53  (1)

250‌

245‌

Norfolk

Southern,

4.837%,

10/1/41 

250‌

230‌

1,108‌

Total

Corporate

Bonds

(Cost

$41,043)

36,159‌

FOREIGN

GOVERNMENT

OBLIGATIONS

&

MUNICIPALITIES

1.9%

Owned

No

Guarantee

0.4%

Petroleos

Mexicanos,

5.50%,

6/27/44 

175‌

97‌

Petroleos

Mexicanos,

7.69%,

1/23/50  (3)

200‌

130‌

227‌

Sovereign

1.5%

Republic

of

Panama,

4.50%,

1/19/63 

200‌

144‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

State

of

Qatar,

4.40%,

4/16/50  (1)

200‌

181‌

United

Mexican

States,

4.40%,

2/12/52 

400‌

311‌

United

Mexican

States,

6.338%,

5/4/53 

200‌

201‌

837‌

Total

Foreign

Government

Obligations

&

Municipalities

(Cost

$1,295)

1,064‌

MUNICIPAL

SECURITIES

6.4%

California

1.1%

California,

Various

Purpose,

GO,

5.20%,

3/1/43 

350‌

344‌

Los

Angeles

Dept.

of

Water

&

Power,

Build

America,

6.574%,

7/1/45 

200‌

240‌

584‌

Florida

1.0%

Florida

Dev.

Finance,

Nova

Southeastern

Univ.,

Series B,

4.109%,

4/1/50 

125‌

101‌

Miami-Dade

County

Transit

System,

Series B,

Build

America,

5.624%,

7/1/40 

200‌

211‌

Miami-Dade

County

Water

&

Sewer

System,

Series C,

3.49%,

10/1/42 

275‌

222‌

534‌

Georgia

0.4%

Municipal

Electric

Auth.

of

Georgia,

Build

America,

Vogtle

Units,

6.655%,

4/1/57 

191‌

210‌

210‌

Illinois

0.1%

Illinois

Municipal

Electric

Agency,

Build

America,

6.832%,

2/1/35 

75‌

81‌

81‌

Louisiana

0.2%

Louisiana

Local

Government

Environmental

Fac.,

CDA,

Series A,

4.475%,

8/1/39 

90‌

86‌

86‌

Maryland

0.2%

Maryland

Economic

Development,

Seagirt

Marine

Terminal,

Series B,

4.75%,

6/1/42 

150‌

122‌

122‌

Massachusetts

0.5%

Massachusetts

Bay

Transportation

Auth.,

Build

America,

5.869%,

7/1/40 

115‌

125‌

Massachusetts

Water

Resources

Auth.,

Series C,

2.823%,

8/1/41 

200‌

156‌

281‌

Michigan

0.4%

Gerald

R

Ford

Int'l.

Airport

Auth.,

Series A,

5.435%,

1/1/43 

220‌

224‌

224‌

Minnesota

0.2%

Western

Minnesota

Municipal

Power

Agency,

Series A,

3.156%,

1/1/39 

150‌

126‌

126‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

11

Par/Shares

$

Value

(Amounts

in

000s)

‡

Tennessee

0.1%

Metropolitan

Government

Nashville

&

Davidson

County

Health

&

Ed.

Facs,

Vanderbilt

Univ.

Medical,

Series B,

3.235%,

7/1/52 

85‌

55‌

55‌

Texas

1.7%

Board

of

Regents

of

the

Univ.

of

Texas

System,

Series D,

Build

America,

5.134%,

8/15/42 

200‌

211‌

Central

Texas

Regional

Mobility

Auth.,

Series E,

3.167%,

1/1/41 

150‌

117‌

Central

Texas

Turnpike

System,

Series C,

3.029%,

8/15/41 

105‌

76‌

Dallas/Fort

Worth

Int'l.

Airport,

Series A,

2.994%,

11/1/38 

280‌

236‌

Dallas/Fort

Worth

Int'l.

Airport,

Series A,

4.507%,

11/1/51 

150‌

137‌

Texas

Natural

Gas

Securitization

Fin.,

Series 2023-1,

Class

A2,

5.169%,

4/1/41 

45‌

47‌

Texas

Private

Activity

Bond

Surface

Transportation,

North

Tarrant

Express,

Series B,

3.922%,

12/31/49 

125‌

102‌

926‌

Virginia

0.5%

Univ.

of

Virginia,

Series B,

2.584%,

11/1/51 

300‌

199‌

Virginia

Commonwealth

Univ.

Health

System

Auth.,

Series A,

4.956%,

1/1/44 

105‌

101‌

300‌

Total

Municipal

Securities

(Cost

$3,880)

3,529‌

NON-U.S.

GOVERNMENT

MORTGAGE-BACKED

SECURITIES

1.2%

Commercial

Mortgage-Backed

Securities

1.2%

Federal

Home

Loan

Mortgage

Multifamily

Structured

PTC

Series K137,

Class

A2,

ARM

2.347%,

11/25/31 

460‌

394‌

Federal

Home

Loan

Mortgage

Multifamily

Structured

PTC

Series K150,

Class

A2,

ARM

3.71%,

9/25/32 

265‌

252‌

Total

Non-U.S.

Government

Mortgage-Backed

Securities

(Cost

$654)

646‌

U.S.

GOVERNMENT

AGENCY

OBLIGATIONS

(EXCLUDING

MORTGAGE-BACKED)

22.6%

U.S.

Treasury

Obligations

22.6%

U.S.

Treasury

Bonds,

1.75%,

8/15/41 

620‌

437‌

U.S.

Treasury

Bonds,

2.00%,

8/15/51 

90‌

61‌

U.S.

Treasury

Bonds,

2.25%,

2/15/52 

540‌

390‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

U.S.

Treasury

Bonds,

2.375%,

2/15/42 

75‌

59‌

U.S.

Treasury

Bonds,

2.50%,

2/15/45 

85‌

66‌

U.S.

Treasury

Bonds,

3.00%,

8/15/52 

480‌

408‌

U.S.

Treasury

Bonds,

3.375%,

8/15/42 

4,405‌

4,024‌

U.S.

Treasury

Bonds,

3.625%,

2/15/53 

2,130‌

2,047‌

U.S.

Treasury

Bonds,

3.875%,

2/15/43 

4,150‌

4,074‌

U.S.

Treasury

Bonds,

4.00%,

11/15/52 

975‌

1,003‌

Total

U.S.

Government

Agency

Obligations

(Excluding

Mortgage-

Backed)

(Cost

$12,674)

12,569‌

SHORT-TERM

INVESTMENTS

1.0%

Money

Market

Funds

1.0%

T.

Rowe

Price

Government

Reserve

Fund,

5.11%  (4)(5)

549‌

549‌

Total

Short-Term

Investments

(Cost

$549)

549‌

SECURITIES

LENDING

COLLATERAL

1.3%

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

JPMORGAN

CHASE

BANK

0.3%

Money

Market

Funds

0.3%

T.

Rowe

Price

Government

Reserve

Fund,

5.11%  (4)(5)

194‌

194‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

JPMorgan

Chase

Bank

194‌

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

STATE

STREET

BANK

AND

TRUST

COMPANY

1.0%

Money

Market

Funds

1.0%

T.

Rowe

Price

Government

Reserve

Fund,

5.11%  (4)(5)

535‌

535‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

State

Street

Bank

and

Trust

Company

535‌

Total

Securities

Lending

Collateral

(Cost

$729)

729‌

Total

Investments

in

Securities

99.5%

of

Net

Assets

(Cost

$60,824)

$

55,245‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

12

‡

Par/Shares

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

$2,778

and

represents

5.0%

of

net

assets.

(2)

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.

(3)

See

Note

4

.

All

or

a

portion

of

this

security

is

on

loan

at

May

31,

2023.

(4)

Seven-day

yield

(5)

Affiliated

Companies

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. 

CDA

Community

Development

Administration/Authority

GO

General

Obligation

PTC

Pass-Through

Certificate

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

13

(Amounts

in

000s)

SWAPS

0.4%

Description

Notional

Amount

$

Value

Initial

$

Value

**

Unrealized

$

Gain/(Loss)

CENTRALLY

CLEARED

SWAPS

0.4%

Credit

Default

Swaps,

Protection

Sold

0.4%

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.HY-S39,

5

Year

Index),

Receive

5.00%

Quarterly,

Pay

upon

credit

default,

12/20/27

2,970

76

(85)

161‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.HY-S40,

5

Year

Index),

Receive

5.00%

Quarterly,

Pay

upon

credit

default,

6/20/28

2,500

53

6

47‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.IG-S39,

5

Year

Index),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

12/20/27

3,200

42

14

28‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.IG-S40,

5

Year

Index),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

6/20/28

2,750

36

24

12‌

Total

Centrally

Cleared

Credit

Default

Swaps,

Protection

Sold

248‌

Total

Centrally

Cleared

Swaps

248‌

Net

payments

(receipts)

of

variation

margin

to

date

(

261‌

)

Variation

margin

receivable

(payable)

on

centrally

cleared

swaps

$

(

13‌

)

**

Includes

interest

purchased

or

sold

but

not

yet

collected

of

$15.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

14

FUTURES

CONTRACTS

($000s)

Expiration

Date

Notional

Amount

Value

and

Unrealized

Gain

(Loss)

Long,

14

U.S.

Treasury

Long

Bond

contracts

9/23

1,797

$

20‌

Long,

4

U.S.

Treasury

Notes

five

year

contracts

9/23

436

—‌

Short,

8

U.S.

Treasury

Notes

ten

year

contracts

9/23

(916)

(

2‌

)

Net

payments

(receipts)

of

variation

margin

to

date

(

9‌

)

Variation

margin

receivable

(payable)

on

open

futures

contracts

$

9‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

15

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

AFFILIATED

COMPANIES

($000s)

The

fund

may

invest

in

certain

securities

that

are

considered

affiliated

companies.

As

defined

by

the

1940

Act,

an

affiliated

company

is

one

in

which

the

fund

owns

5%

or

more

of

the

outstanding

voting

securities,

or

a

company

that

is

under

common

ownership

or

control.

The

following

securities

were

considered

affiliated

companies

for

all

or

some

portion

of

the

year

ended

May

31,

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

Government

Reserve

Fund,

5.11%

$

—‌

$

—‌

$

20‌

++

Totals

$

—‌

#

$

—‌

$

20‌

+

Supplementary

Investment

Schedule

Affiliate

Value

05/31/22

Purchase

Cost

Sales

Cost

Value

05/31/23

T.

Rowe

Price

Government

Reserve

Fund,

5.11%

$

419‌

¤

¤

$

1,278‌

Total

$

1,278‌

^

#

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

$20

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

$1,278.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

May

31,

2023

Statement

of

Assets

and

Liabilities

16

($000s,

except

shares

and

per

share

amounts)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Assets

Investments

in

securities,

at

value

(cost

$60,824)

$

55,245‌

Interest

receivable

619‌

Cash

deposits

on

centrally

cleared

swaps

599‌

Receivable

for

shares

sold

351‌

Cash

deposits

on

futures

contracts

55‌

Cash

21‌

Variation

margin

receivable

on

futures

contracts

9‌

Total

assets

56,899‌

Liabilities

Obligation

to

return

securities

lending

collateral

729‌

Payable

for

investment

securities

purchased

521‌

Investment

management

and

administrative

fees

payable

35‌

Payable

for

shares

redeemed

23‌

Variation

margin

payable

on

centrally

cleared

swaps

13‌

Other

liabilities

34‌

Total

liabilities

1,355‌

NET

ASSETS

$

55,544‌

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

(

8,624‌

)

Paid-in

capital

applicable

to

7,146,954

shares

of

$0.0001

par

value

capital

stock

outstanding;

4,000,000,000

shares

of

the

Corporation

authorized

64,168‌

NET

ASSETS

$

55,544‌

NET

ASSET

VALUE

PER

SHARE

$

7.77‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Statement

of

Operations

17

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

Ended

5/31/23

Investment

Income

(Loss)

Income

    Interest

$

1,449‌

Dividend

20‌

Securities

lending

2‌

Total

income

1,471‌

Expenses

Investment

management

and

administrative

expense

141‌

Net

investment

income

1,330‌

Realized

and

Unrealized

Gain

/

Loss

–

Net

realized

gain

(loss)

Securities

(

638‌

)

Futures

(

128‌

)

Swaps

(

152‌

)

Net

realized

loss

(

918‌

)

Change

in

net

unrealized

gain

/

loss

Securities

(

2,081‌

)

Futures

42‌

Swaps

372‌

Change

in

net

unrealized

gain

/

loss

(

1,667‌

)

Net

realized

and

unrealized

gain

/

loss

(

2,585‌

)

DECREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

(

1,255‌

)

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Statement

of

Changes

in

Net

Assets

18

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Ended

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

5/31/23

5/31/22

Increase

(Decrease)

in

Net

Assets

Operations

Net

investment

income

$

1,330‌

$

857‌

Net

realized

loss

(

918‌

)

(

1,361‌

)

Change

in

net

unrealized

gain

/

loss

(

1,667‌

)

(

5,727‌

)

Decrease

in

net

assets

from

operations

(

1,255‌

)

(

6,231‌

)

Distributions

to

shareholders

Net

earnings

(

1,489‌

)

(

1,767‌

)

Tax

return

of

capital

–‌

(

66‌

)

Decrease

in

net

assets

from

distributions

(

1,489‌

)

(

1,833‌

)

Capital

share

transactions

*

Shares

sold

34,945‌

20,981‌

Distributions

reinvested

1,105‌

800‌

Shares

redeemed

(

2,611‌

)

(

8,036‌

)

Increase

in

net

assets

from

capital

share

transactions

33,439‌

13,745‌

Net

Assets

Increase

during

period

30,695‌

5,681‌

Beginning

of

period

24,849‌

19,168‌

End

of

period

$

55,544‌

$

24,849‌

*Share

information

(000s)

Shares

sold

4,439‌

1,924‌

Distributions

reinvested

140‌

78‌

Shares

redeemed

(

326‌

)

(

899‌

)

Increase

in

shares

outstanding

4,253‌

1,103‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

19

NOTES

TO

FINANCIAL

STATEMENTS

T.

Rowe

Price

Institutional

Income

Funds,

Inc.

(the

corporation) is

registered

under

the

Investment

Company

Act

of

1940

(the

1940

Act).

The

Institutional

Long

Duration

Credit

Fund

(the

fund)

is a

diversified,

open-end

management

investment

company

established

by

the

corporation. The

fund

seeks

to

provide

high

income.

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

dividend

income;

capital

gain

distributions

are

reflected

as

realized

gain/loss.

Dividend

income and

capital

gain

distributions

are

recorded

on

the

ex-dividend

date.

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 daily

and

paid

monthly.

A

capital

gain

distribution,

if

any, may

also

be

declared

and

paid

by

the

fund

annually.

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

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

20

Various

valuation

techniques

and

inputs

are

used

to

determine

the

fair

value

of

financial

instruments.

GAAP

establishes

the

following

fair

value

hierarchy

that

categorizes

the

inputs

used

to

measure

fair

value:

Level

1

–

quoted

prices

(unadjusted)

in

active

markets

for

identical

financial

instruments

that

the

fund

can

access

at

the

reporting

date

Level

2

–

inputs

other

than

Level

1

quoted

prices

that

are

observable,

either

directly

or

indirectly

(including,

but

not

limited

to,

quoted

prices

for

similar

financial

instruments

in

active

markets,

quoted

prices

for

identical

or

similar

financial

instruments

in

inactive

markets,

interest

rates

and

yield

curves,

implied

volatilities,

and

credit

spreads)

Level

3

–

unobservable

inputs

(including

the Valuation

Designee’s assumptions

in

determining

fair

value)

Observable

inputs

are

developed

using

market

data,

such

as

publicly

available

information

about

actual

events

or

transactions,

and

reflect

the

assumptions

that

market

participants

would

use

to

price

the

financial

instrument.

Unobservable

inputs

are

those

for

which

market

data

are

not

available

and

are

developed

using

the

best

information

available

about

the

assumptions

that

market

participants

would

use

to

price

the

financial

instrument.

GAAP

requires

valuation

techniques

to

maximize

the

use

of

relevant

observable

inputs

and

minimize

the

use

of

unobservable

inputs.

When

multiple

inputs

are

used

to

derive

fair

value,

the

financial

instrument

is

assigned

to

the

level

within

the

fair

value

hierarchy

based

on

the

lowest-level

input

that

is

significant

to

the

fair

value

of

the

financial

instrument.

Input

levels

are

not

necessarily

an

indication

of

the

risk

or

liquidity

associated

with

financial

instruments

at

that

level

but

rather

the

degree

of

judgment

used

in

determining

those

values.

Valuation

Techniques 

Debt

securities

generally

are

traded

in

the over-the-counter

(OTC)

market

and

are

valued

at

prices

furnished

by

independent

pricing

services

or

by

broker

dealers

who

make

markets

in

such

securities.

When

valuing

securities,

the

independent

pricing

services

consider

factors

such

as,

but

not

limited

to,

the

yield

or

price

of

bonds

of

comparable

quality,

coupon,

maturity,

and

type,

as

well

as

prices

quoted

by

dealers

who

make

markets

in

such

securities.   

Investments

in

mutual

funds

are

valued

at

the

mutual

fund’s

closing

NAV

per

share

on

the

day

of

valuation.

Futures

contracts

are

valued

at

closing

settlement

prices.

Swaps

are

valued

at

prices

furnished

by

an

independent

pricing

service

or

independent

swap

dealers.

Assets

and

liabilities

other

than

financial

instruments,

including

short-term

receivables

and

payables,

are

carried

at

cost,

or

estimated

realizable

value,

if

less,

which

approximates

fair

value. 

Investments

for

which

market

quotations are

not

readily

available

or

deemed

unreliable

are

valued

at

fair

value

as

determined

in

good

faith

by

the

Valuation

Designee.

The

Valuation

Designee

has

adopted

methodologies

for

determining

the

fair

value

of

investments

for

which

market

quotations

are

not

readily

available

or

deemed

unreliable,

including

the

use

of

other

pricing

sources.

Factors

used

in

determining

fair

value

vary

by

type

of

investment

and

may

include

market

or

investment

specific

considerations.

The

Valuation

Designee typically

will

afford

greatest

weight

to

actual

prices

in

arm’s

length

transactions,

to

the

extent

they

represent

orderly

transactions

between

market

participants,

transaction

information

can

be

reliably

obtained,

and

prices

are

deemed

representative

of

fair

value.

However,

the

Valuation

Designee may

also

consider

other

valuation

methods

such

as

market-based

valuation

multiples;

a

discount

or

premium

from

market

value

of

a

similar,

freely

traded

security

of

the

same

issuer;

discounted

cash

flows;

yield

to

maturity;

or

some

combination.

Fair

value

determinations

are

reviewed

on

a

regular

basis.

Because

any

fair

value

determination

involves

a

significant

amount

of

judgment,

there

is

a

degree

of

subjectivity

inherent

in

such

pricing

decisions. Fair

value

prices

determined

by

the

Valuation

Designee could

differ

from

those

of

other

market

participants,

and

it

is

possible

that

the

fair

value

determined

for

a

security

may

be

materially

different

from

the

value

that

could

be

realized

upon

the

sale

of

that

security.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

21

Valuation

Inputs

  The

following

table

summarizes

the

fund’s

financial

instruments,

based

on

the

inputs

used

to

determine

their

fair

values

on

May

31,

2023

(for

further

detail

by

category,

please

refer

to

the

accompanying

Portfolio

of

Investments):

NOTE

3

-

DERIVATIVE

INSTRUMENTS 

During

the

year ended

May

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

is

possible

through

direct

investment,

to

enhance

return,

or

to

adjust

portfolio

duration

and

credit

exposure.

The

risks

associated

with

the

use

of

derivatives

are

different

from,

and

potentially

much

greater

than,

the

risks

associated

with

investing

directly

in

the

instruments

on

which

the

derivatives

are

based.

The

fund

values

its

derivatives

at

fair

value

and

recognizes

changes

in

fair

value

currently

in

its

results

of

operations.

Accordingly,

the

fund

does

not

follow

hedge

accounting,

even

for

derivatives

employed

as

economic

hedges.

Generally,

the

fund

accounts

for

its

derivatives

on

a

gross

basis.

It

does

not

offset

the

fair

value

of

derivative

liabilities

against

the

fair

value

of

derivative

assets

on

its

financial

statements,

nor

does

it

offset

the

fair

value

of

derivative

instruments

against

the

right

to

reclaim

or

obligation

to

return

collateral.

The

following

table

summarizes

the

fair

value

of

the

fund’s

derivative

instruments

held

as

of

May

31,

2023,

and

the

related

location

on

the

accompanying

Statement

of

Assets

and

Liabilities,

presented

by

primary

underlying

risk

exposure:

($000s)

Level

1

Level

2

Level

3

Total

Value

Assets

Fixed

Income

Securities

1

$

—‌

$

53,967‌

$

—‌

$

53,967‌

Short-Term

Investments

549‌

—‌

—‌

549‌

Securities

Lending

Collateral

729‌

—‌

—‌

729‌

Total

Securities

1,278‌

53,967‌

—‌

55,245‌

Swaps*

—‌

248‌

—‌

248‌

Futures

Contracts*

20‌

—‌

—‌

20‌

Total

$

1,298‌

$

54,215‌

$

—‌

$

55,513‌

Liabilities

Futures

Contracts*

$

2‌

$

—‌

$

—‌

$

2‌

1

Includes

Corporate

Bonds,

Foreign

Government

Obligations

&

Municipalities,

Municipal

Securities,

Non-U.S.

Government

Mortgage-Backed

Securities

and

U.S.

Government

Agency

Obligations

(Excluding

Mortgage-Backed).

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts

and

centrally

cleared

swaps;

however,

the

net

value

reflected

on

the

accompanying

Portfolio

of

Investments

is

only

the

unsettled

variation

margin

receivable

(payable)

at

that

date.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

22

Additionally,

the

amount

of

gains

and

losses

on

derivative

instruments

recognized

in

fund

earnings

during

the

year ended

May

31,

2023,

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

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

($000s)

Location

on

Statement

of

Assets

and

Liabilities

Fair

Value*

Assets

Interest

rate

derivatives

Futures

$

20‌

Credit

derivatives

Centrally

Cleared

Swaps

248‌

*

Total

$

268‌

*

Liabilities

Interest

rate

derivatives

Futures

$

2‌

Total

$

2‌

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts

and

centrally

cleared

swaps;

however,

the

value

reflected

on

the

accompanying

Statement

of

Assets

and

Liabilities

is

only

the

unsettled

variation

margin

receivable

(payable)

at

that

date.

($000s)                                              

Location

of

Gain

(Loss)

on

Statement

of

Operations

Futures

Swaps

Total

Realized

Gain

(Loss)

Interest

rate

derivatives

$

(128‌)

$

—‌

$

(128‌)

Credit

derivatives

—‌

(152‌)

(152‌)

Total

$

(128‌)

$

(152‌)

$

(280‌)

Change

in

Unrealized

Gain

(Loss)

Interest

rate

derivatives

$

42‌

$

—‌

$

42‌

Credit

derivatives

—‌

372‌

372‌

Total

$

42‌

$

372‌

$

414‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

23

on

the

exchange

or

clearinghouse

where

the

contracts

were

cleared.

This

ability

is

subject

to

the

liquidity

of

underlying

positions. As

of

May

31,

2023,

cash

of $654,000 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

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.

Risks

related

to

the

use

of

futures

contracts

include

possible

illiquidity

of

the

futures

markets,

contract

prices

that

can

be

highly

volatile

and

imperfectly

correlated

to

movements

in

hedged

security

values

and/or

interest

rates,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

May

31,

2023,

the

volume

of

the

fund’s

activity

in

futures,

based

on

underlying

notional

amounts,

was

generally

between

4%

and

13%

of

net

assets.

Swaps

 The

fund

is

subject

to

credit

risk in

the

normal

course

of

pursuing

its

investment

objectives

and

uses

swap

contracts

to

help

manage

such

risk.

The

fund

may

use

swaps

in

an

effort

to

manage

both

long

and

short

exposure

to

changes

in

interest

rates,

inflation

rates,

and

credit

quality;

to

adjust

overall

exposure

to

certain

markets;

to

enhance

total

return

or

protect

the

value

of

portfolio

securities;

to

serve

as

a

cash

management

tool;

or

to

adjust

portfolio

duration

and

credit

exposure.

Swap

agreements

can

be

settled

either

directly

with

the

counterparty

(bilateral

swap)

or

through

a

central

clearinghouse

(centrally

cleared

swap).

Fluctuations

in

the

fair

value

of

a

contract

are

reflected

in

unrealized

gain

or

loss

and

are

reclassified

to

realized

gain

or

loss

upon

contract

termination

or

cash

settlement.

Net

periodic

receipts

or

payments

required

by

a

contract

increase

or

decrease,

respectively,

the

value

of

the

contract

until

the

contractual

payment

date,

at

which

time

such

amounts

are

reclassified

from

unrealized

to

realized

gain

or

loss.

For

bilateral

swaps,

cash

payments

are

made

or

received

by

the

fund

on

a

periodic

basis

in

accordance

with

contract

terms;

unrealized

gain

on

contracts

and

premiums

paid

are

reflected

as

assets

and

unrealized

loss

on

contracts

and

premiums

received

are

reflected

as

liabilities

on

the

accompanying

Statement

of

Assets

and

Liabilities.

For

bilateral

swaps,

premiums

paid

or

received

are

amortized

over

the

life

of

the

swap

and

are

recognized

as

realized

gain

or

loss

in

the

Statement

of

Operations.

For

centrally

cleared

swaps,

payments

are

made

or

received

by

the

fund

each

day

to

settle

the

daily

fluctuation

in

the

value

of

the

contract

(variation

margin).

Accordingly,

the

value

of

a

centrally

cleared

swap

included

in

net

assets

is

the

unsettled

variation

margin;

net

variation

margin

receivable

is

reflected

as

an

asset

and

net

variation

margin

payable

is

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Credit

default

swaps

are

agreements

where

one

party

(the

protection

buyer)

agrees

to

make

periodic

payments

to

another

party

(the

protection

seller)

in

exchange

for

protection

against

specified

credit

events,

such

as

certain

defaults

and

bankruptcies

related

to

an

underlying

credit

instrument,

or

issuer

or

index

of

such

instruments.

Upon

occurrence

of

a

specified

credit

event,

the

protection

seller

is

required

to

pay

the

buyer

the

difference

between

the

notional

amount

of

the

swap

and

the

value

of

the

underlying

credit,

either

in

the

form

of

a

net

cash

settlement

or

by

paying

the

gross

notional

amount

and

accepting

delivery

of

the

relevant

underlying

credit.

For

credit

default

swaps

where

the

underlying

credit

is

an

index,

a

specified

credit

event

may

affect

all

or

individual

underlying

securities

included

in

the

index

and

will

be

settled

based

upon

the

relative

weighting

of

the

affected

underlying

security(ies)

within

the

index. Generally,

the

payment

risk

for

the

seller

of

protection

is

inversely

related

to

the

current

market

price

or

credit

rating

of

the

underlying

credit

or

the

market

value

of

the

contract

relative

to

the

notional

amount,

which

are

indicators

of

the

markets’

valuation

of

credit

quality.

As

of

May

31,

2023,

the

notional

amount

of

protection

sold

by

the

fund

totaled $11,420,000

(20.6%

of

net

assets),

which

reflects

the

maximum

potential

amount

the

fund

could

be

required

to

pay

under

such

contracts.

Risks

related

to

the

use

of

credit

default

swaps

include

the

possible

inability

of

the

fund

to

accurately

assess

the

current

and

future

creditworthiness

of

underlying

issuers,

the

possible

failure

of

a

counterparty

to

perform

in

accordance

with

the

terms

of

the

swap

agreements,

potential

government

regulation

that

could

adversely

affect

the

fund’s

swap

investments,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

May

31,

2023,

the

volume

of

the

fund’s

activity

in

swaps,

based

on

underlying

notional

amounts,

was

generally

between

13%

and

23%

of

net

assets.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

24

NOTE

4

-

OTHER

INVESTMENT

TRANSACTIONS 

Consistent

with

its

investment

objective,

the

fund

engages

in

the

following

practices

to

manage

exposure

to

certain

risks

and/or

to

enhance

performance.

The

investment

objective,

policies,

program,

and

risk

factors

of

the

fund

are

described

more

fully

in

the

fund's

prospectus

and

Statement

of

Additional

Information.

Restricted

Securities

 The

fund

invests

in

securities

that

are

subject

to

legal

or

contractual

restrictions

on

resale.

Prompt

sale

of

such

securities

at

an

acceptable

price

may

be

difficult

and

may

involve

substantial

delays

and

additional

costs.

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.

MBS 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.

LIBOR

Transition

 The fund

may

invest

in

instruments

that

are

tied

to

reference

rates,

including

LIBOR.

Over

the

course

of

the

last

several

years,

global

regulators

have

indicated

an

intent

to

phase

out

the

use

of

LIBOR

and

similar

interbank

offered

rates

(IBOR). There

remains

uncertainty

regarding

the

future

utilization

of

LIBOR

and

the

nature

of

any

replacement

rate.

Any

potential

effects

of

the

transition

away

from

LIBOR

on

the fund,

or

on

certain

instruments

in

which

the fund

invests,

cannot

yet

be

determined.

The

transition

process

may

result

in,

among

other

things,

an

increase

in

volatility

or

illiquidity

of

markets

for

instruments

that

currently

rely

on

LIBOR,

a

reduction

in

the

value

of

certain

instruments

held

by

the fund,

or

a

reduction

in

the

effectiveness

of

related

fund

transactions

such

as

hedges.

Any

such

effects

could

have

an

adverse

impact

on

the fund's

performance.

Securities

Lending

 The fund

may

lend

its

securities

to

approved

borrowers

to

earn

additional

income.

Its

securities

lending

activities

are

administered

by

a

lending

agent

in

accordance

with

a

securities

lending

agreement.

Security

loans

generally

do

not

have

stated

maturity

dates,

and

the

fund

may

recall

a

security

at

any

time.

The

fund

receives

collateral

in

the

form

of

cash

or

U.S.

government

securities.

Collateral

is

maintained

over

the

life

of

the

loan

in

an

amount

not

less

than

the

value

of

loaned

securities;

any

additional

collateral

required

due

to

changes

in

security

values

is

delivered

to

the

fund

the

next

business

day.

Cash

collateral

is

invested

in

accordance

with

investment

guidelines

approved

by

fund

management.

Additionally,

the

lending

agent

indemnifies

the

fund

against

losses

resulting

from

borrower

default.

Although

risk

is

mitigated

by

the

collateral

and

indemnification,

the

fund

could

experience

a

delay

in

recovering

its

securities

and

a

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

the

securities,

collateral

investments

decline

in

value,

and

the

lending

agent

fails

to

perform.

Securities

lending

revenue

consists

of

earnings

on

invested

collateral

and

borrowing

fees,

net

of

any

rebates

to

the

borrower,

compensation

to

the

lending

agent,

and

other

administrative

costs.

In

accordance

with

GAAP,

investments

made

with

cash

collateral

are

reflected

in

the

accompanying

financial

statements,

but

collateral

received

in

the

form

of

securities

is

not.

At

May

31,

2023,

the

value

of

loaned

securities

was

$703,000;

the

value

of

cash

collateral

and

related

investments

was

$729,000.

Other 

Purchases

and

sales

of

portfolio

securities

other

than

short-term and

U.S.

government

securities

aggregated $22,232,000 and

$1,184,000,

respectively,

for

the

year ended

May

31,

2023.

Purchases

and

sales

of

U.S.

government

securities

aggregated

$24,810,000 and

$13,386,000,

respectively,

for

the

year ended

May

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

25

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

character

of

income

on

swaps.

The

tax

character

of

distributions

paid

for

the

periods

presented

was

as

follows:

At

May

31,

2023,

the

tax-basis

cost

of

investments

(including

derivatives,

if

any)

and

gross

unrealized

appreciation

and

depreciation

were

as

follows:

At

May

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

certain

open

derivative

contracts.

The

loss

carryforwards

and

deferrals

primarily

relate

to

capital

loss

carryforwards

and

straddle

deferrals.

Capital

loss

carryforwards

are

available

indefinitely

to

offset

future

realized

capital

gains.

NOTE

6

-

RELATED

PARTY

TRANSACTIONS

The

fund

is

managed

by

T.

Rowe

Price

Associates,

Inc.

(Price

Associates),

a

wholly

owned

subsidiary

of

T.

Rowe

Price

Group,

Inc.

(Price

Group). The

investment

management

and

administrative

agreement

between

the

fund

and

Price

Associates

provides

for

an

all-

inclusive

annual

fee

equal

to

0.45%

of

the

fund’s

average

daily

net

assets.

The

fee

is

computed

daily

and

paid

monthly. The

all-inclusive

fee

covers

investment

management

services

and

ordinary,

recurring

operating

expenses

but

does

not

cover

interest

expense;

expenses

related

to

borrowing,

taxes,

and

brokerage;

or

nonrecurring,

extraordinary

expenses.

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.

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.

Pursuant

to

the

all-inclusive

fee

arrangement

under

the

investment

management

and

administrative

agreement,

expenses

incurred

by

the

funds

pursuant

to

these

service

agreements

are

paid

by

Price

Associates.

($000s)

May

31,

2023

May

31,

2022

Ordinary

income

(including

short-term

capital

gains,

if

any)

$

1,489‌

$

1,284‌

Long-term

capital

gain

—‌

483‌

Return

of

capital

—‌

66‌

Total

distributions

$

1,489‌

$

1,833‌

($000s)

Cost

of

investments

$

61,071‌

Unrealized

appreciation

$

170‌

Unrealized

depreciation

(5,995‌)

Net

unrealized

appreciation

(depreciation)

$

(5,825‌)

($000s)

Overdistributed

ordinary

income

$

(83‌)

Net

unrealized

appreciation

(depreciation)

(5,825‌)

Loss

carryforwards

and

deferrals

(2,716‌)

Total

distributable

earnings

(loss)

$

(8,624‌)

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

26

The fund

may

invest

its

cash

reserves

in

certain

open-end

management

investment

companies

managed

by

Price

Associates

and

considered

affiliates

of

the

fund:

the

T.

Rowe

Price

Government

Reserve

Fund

or

the

T.

Rowe

Price

Treasury

Reserve

Fund,

organized

as

money

market

funds

(together,

the

Price

Reserve

Funds).

The

Price

Reserve

Funds

are

offered

as

short-term

investment

options

to

mutual

funds,

trusts,

and

other

accounts

managed

by

Price

Associates

or

its

affiliates

and

are

not

available

for

direct

purchase

by

members

of

the

public.

Cash

collateral

from

securities

lending,

if

any,

is

invested

in

the

T.

Rowe

Price

Government

Reserve Fund. The

Price

Reserve

Funds

pay

no

investment

management

fees.

The

fund may

participate

in

securities

purchase

and

sale

transactions

with

other

funds

or

accounts

advised

by

Price

Associates

(cross

trades),

in

accordance

with

procedures

adopted

by the

fund’s

Board

and

Securities

and

Exchange

Commission

rules,

which

require,

among

other

things,

that

such

purchase

and

sale

cross

trades

be

effected

at

the

independent

current

market

price

of

the

security.

During

the

year

ended

May

31,

2023,

the

fund

had

no

purchases

or

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates.

NOTE

7

-

OTHER

MATTERS

Unpredictable

events

such

as

environmental

or

natural

disasters,

war,

terrorism,

pandemics,

outbreaks

of

infectious

diseases,

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.

Since

2020,

a

novel

strain

of

coronavirus

(COVID-19)

has

resulted

in

disruptions

to

global

business

activity

and

caused

significant

volatility

and

declines

in

global

financial

markets.

In

February

2022,

Russian

forces

entered

Ukraine

and

commenced

an

armed

conflict

leading

to

economic

sanctions

being

imposed

on

Russia

and

certain

of

its

citizens,

creating

impacts

on

Russian-related

stocks

and

debt

and

greater

volatility

in

global

markets.

In

March

2023,

the

collapse

of

some

US

regional

and

global

banks

as

well

as

overall

concerns

around

the

soundness

and

stability

of

the

global

banking

sector

has

sparked

concerns

of

a

broader

financial

crisis

impacting

the

overall

global

banking

sector.

In

certain

cases,

government

agencies

have

assumed

control

or

otherwise

intervened

in

the

operations

of

certain

banks

due

to

liquidity

and

solvency

concerns.

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

27

Report

of

Independent

Registered

Public

Accounting

Firm

To

the

Board

of

Directors

of

T.

Rowe

Price

Institutional

Income

Funds,

Inc.

and

Shareholders

of

T.

Rowe

Price

Institutional

Long

Duration

Credit

Fund

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

portfolio

of

investments,

of

T.

Rowe

Price

Institutional

Long

Duration

Credit

Fund

(one

of

the

funds

constituting

T.

Rowe

Price

Institutional

Income

Funds,

Inc.,

referred

to

hereafter

as

the

"Fund")

as

of

May

31,

2023,

the

related

statement

of

operations

for

the

year

ended

May

31,

2023,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

May

31,

2023,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

May

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

May

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

May

31,

2023

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

May

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

May

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

July

20,

2023

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

T.

Rowe

Price

group

of

investment

companies

since

1973.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

28

TAX

INFORMATION

(UNAUDITED)

FOR

THE

TAX

YEAR

ENDED 5/31/23

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.

For

shareholders

subject

to

interest

expense

deduction

limitation

under

Section

163(j), $1,221,000 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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

29

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

.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

30

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

6–7,

2023

(Meeting),

the

Board,

including

all

of

the

fund’s

independent

directors,

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.

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,

2022. Additionally,

the

Board

reviewed

the

fund’s

relative

performance

information

as

of

September

30,

2022,

which

ranked

the

returns

of

the

fund

for

various

periods

against

a

universe

of

funds

with

similar

investment

programs

selected

by

Broadridge,

an

independent

provider

of

mutual

fund

data.

In

the

course

of

its

deliberations,

the

Board

considered

performance

information

provided

throughout

the

year

and

in

connection

with

the

Advisory

Contract

review

at

the

Meeting,

as

well

as

information

provided

during

investment

review

meetings

conducted

with

portfolio

managers

and

senior

investment

personnel

during

the

course

of

the

year

regarding

the

fund’s

performance.

The

Board

also

considered

relevant

factors,

such

as

overall

market

conditions

and

trends

that

could

adversely

impact

the

fund’s

performance,

length

of

the

fund’s

performance

track

record,

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

the

Adviser

bears

the

cost

of

research

services

for

all

client

accounts

that

it

advises,

including

the

T.

Rowe

Price

funds.

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

31

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

the

Adviser

an

all-inclusive

management

fee,

which

is

based

on

the

fund’s

average

daily

net

assets.

The

all-inclusive

management

fee

includes

investment

management

services

and

provides

for

the

Adviser

to

pay

all

of

the

fund’s

ordinary,

recurring

operating

expenses

except

for

interest,

taxes,

portfolio

transaction

fees,

and

any

nonrecurring

extraordinary

expenses

that

may

arise.

The

Adviser

has

generally

implemented

an

all-inclusive

management

fee

structure

in

situations

where

a

fixed

total

expense

ratio

is

useful

for

purposes

of

providing

certainty

of

fees

and

expenses

for

investors

and

has

historically

sought

to

set

the

initial

all-inclusive

management

fee

rate

at

levels

below

the

expense

ratios

of

comparable

funds

to

take

into

account

potential

future

economies

of

scale.

In

addition,

the

assets

of

the

fund

are

included

in

the

calculation

of

the

group

fee

rate,

which

serves

as

a

component

of

the

management

fee

for

many

T.

Rowe

Price

funds

and

declines

at

certain

asset

levels

based

on

the

combined

average

net

assets

of

most

of

the

T.

Rowe

Price

funds

(including

the

fund).

Although

the

fund

does

not

have

a

group

fee

component

to

its

management

fee,

its

assets

are

included

in

the

calculation

because

certain

resources

utilized

to

operate

the

fund

are

shared

with

other

T.

Rowe

Price

funds.

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.

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

fund

with

a

group

of

competitor

funds

selected

by

Broadridge

(Expense

Group)

and

(ii)

actual

management

fees,

nonmanagement

expenses,

and

total

expenses

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,

and

total

expenses

(each

of

which

reflects

the

fund’s

all-inclusive

management

fee

rate)

in

comparison

with

the

information

for

the

Broadridge

peer

groups.

Broadridge

generally

constructed

the

peer

groups

by

seeking

the

most

comparable

funds

based

on

similar

investment

classifications

and

objectives,

expense

structure,

asset

size,

and

operating

components

and

attributes

and

ranked

funds

into

quintiles,

with

the

first

quintile

representing

the

funds

with

the

lowest

relative

expenses

and

the

fifth

quintile

representing

the

funds

with

the

highest

relative

expenses.

The

information

provided

to

the

Board

indicated

that

the

fund’s

contractual

management

fee

ranked

in

the

second

quintile

(Expense

Group),

the

fund’s

actual

management

fee

rate

ranked

in

the

fourth

quintile

(Expense

Group)

and

fifth

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

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).

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

32

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

[210]

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

[210]

Advisory

Board

Member;

Vice

President

for

Finance,

University

of

Virginia

(2015

to

2023)

Bruce

W.

Duncan

(1951)

2013

[210]

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)

2013

[210]

Chair

of

the

Board,

all

funds

(July

2018

to

present)

Paul

F.

McBride

(1956)

2013

[210]

Advisory

Board

Member,

Vizzia

Technologies

(2015

to

present);

Board

Member,

Dunbar

Armored

(2012

to

2018)

Mark

J.

Parrell

(1966)

2023

[210]

Advisory

Board

Member;

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

and

Chair,

Nareit

Dividends

Through

Diversity,

Equity

&

Inclusion

CEO

Council,

Nareit

2021

Audit

and

Investment

Committee

(2021);

Advisory

Board,

Ross

Business

School

at

University

of

Michigan

(2015

to

2016);

Member

and

Chair

of

the

Finance

Committee,

National

Multifamily

Housing

Council

(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

(July

2021

to

present)

and

the

2022

Executive

Board

Nareit

(November

2021

to

present);

Board

of

Directors

and

Chair

of

the

Finance

Committee,

Greater

Chicago

Food

Depository

(July

2017

to

present)  

Kellye

L.

Walker

(1966)

2021

[210]

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.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

33

INTERESTED  DIRECTORS

(a)

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

David

Oestreicher

(1967)

2018

[210]

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

Eric

L.

Veiel,

CFA

(1972)

2022

[210]

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

Institutional

Income

Funds

Principal

Occupation(s) 

Jason

A.

Bauer

(1979)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Steven

E.

Boothe,

CFA

(1977)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Armando

(Dino)

Capasso

(1974)

Chief

Compliance

Officer

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)

Michael

F.

Connelly,

CFA

(1977)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Michael

Patrick Daley

(1981)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Amit Deshpande,

CFA,

FRM

(1972)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

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

Stephen

M.

Finamore,

CFA

(1976)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Justin

T.

Gerbereux,

CFA

(1975)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Gary

J.

Greb

(1961)

Vice

President

Vice

President,

Price

Investment

Management,

T.

Rowe

Price,

Price

International,

and

T.

Rowe

Price

Trust

Company

Michael

J.

Grogan,

CFA

(1971)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Cheryl

Hampton,

CPA

(1969)

Vice

President

Vice

President,

T.

Rowe

Price;

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

Unless

otherwise

noted,

officers

have

been

employees

of

T.

Rowe

Price

or

Price

International

for

at

least

5

years.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

34

Name

(Year

of

Birth)

Position

Held

With

Institutional

Income

Funds

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

Michael

Lambe,

CFA

(1977)

Vice

President

Vice

President,

T.

Rowe

Price

Group,

Inc.,

and

Price

International

Robert

M.

Larkins,

CFA

(1973)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Yongheon

Lee

(1975)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Paul

M.

Massaro,

CFA

(1975)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Andrew

C.

McCormick

(1960)

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Michael

J.

McGonigle

(1966)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Samy

B.

Muaddi,

CFA

(1984)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Alexander

S.

Obaza

(1981)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Miso

Park,

CFA

(1982)

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.,

and

T.

Rowe

Price

Services,

Inc.

Shannon

H.

Rauser

(1987)

Assistant

Secretary 

Assistant

Vice

President,

T.

Rowe

Price

Rodney

M.

Rayburn,

CFA

(1970)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Theodore

E.

Robson,

CFA

(1965)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Brian

A.

Rubin,

CPA

(1974)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Richard

Sennett,

CPA

(1970)

Assistant

Treasurer

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Jeanny

Silva

(1975)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Robert

D.

Thomas

(1971)

Vice

President

Vice

President,

T.

Rowe

Price

Group,

Inc.,

and

Price

International

Michael

J.

Trivino

(1981)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Wesley

Ross Trowbridge

(1987)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Lauren

T.

Wagandt

(1984)

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Megan

Warren

(1968)

Vice

President

OFAC

Sanctions

Compliance

Officer

and

Vice

President,

Price

Investment

Management;

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

T.

Rowe

Price

Retirement

Plan

Services,

Inc.,

T.

Rowe

Price

Services,

Inc.,

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.

OFFICERS

(CONTINUED)

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

35

Name

(Year

of

Birth)

Position

Held

With

Institutional

Income

Funds

Principal

Occupation(s) 

Bineesha

Wickremarachchi,

CFA

(1980)

Vice

President

Vice

President,

T.

Rowe

Price

Group,

Inc.,

and

Price

International

Rebecca

Willey  (1987)

Vice

President

Vice

President,

T.

Rowe

Price

James

Woodward,

CFA

(1974)

Vice

President

Vice

President,

T.

Rowe

Price

Group,

Inc.,

and

Price

International

Unless

otherwise

noted,

officers

have

been

employees

of

T.

Rowe

Price

or

Price

International

for

at

least

5

years.

OFFICERS

(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.

202307

-

2916541

E151-050

7/23

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 Ms. Teresa Bryce Bazemore qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Bazemore 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	$	33,192	$	30,268
Audit-Related Fees		-		-
Tax Fees		-		2,074
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 $1,521,000 and $2,959,000, 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.

(a)(1)	The registrant’s code of ethics pursuant to Item 2 of Form N-CSR  is attached.
(2)	Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.
(3)	Written solicitation to repurchase securities issued by closed-end companies: not applicable.
(b)	A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

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 Institutional Income Funds, Inc.
By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	July 20, 2023

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

By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	July 20, 2023
By	/s/ Alan S. Dupski
	Alan S. Dupski
	Principal Financial Officer
Date	July 20, 2023