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, 2024

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Annual Shareholder Report

May 31, 2024

Institutional Long Duration Credit Fund

 (RPLCX)

This annual shareholder report contains important information about Institutional Long Duration Credit Fund (the "fund") for the period of June 1, 2023 to May 31, 2024. You can find the fund’s prospectus, financial information on Form N-CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1-800-638-5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional Long Duration Credit Fund	$45	0.45%

What drove fund performance during the past 12 months?

• The U.S. long duration credit market posted positive returns for the reporting period. Despite generally higher U.S. Treasury yields, higher coupon payments and tighter credit spreads benefited bond investors.

• In the government-related sector, select taxable municipal holdings and allocations to emerging markets debt performed well for the fund relative to the Bloomberg U.S. Long Credit Bond Index. Taxable municipal bonds benefited from a scarcity premium with investors looking to add yield, while increased demand and falling interest rate volatility helped buoy emerging markets.

• An emphasis on intermediate corporate bonds, which can be less volatile compared with longer-term corporates, detracted relative to the Bloomberg U.S. Long Credit Bond Index. Longer-term corporate credit spreads tightened more meaningfully on strong demand for yield.

• The fund seeks to provide high income through a diversified portfolio of longer-duration debt instruments issued by corporations as well as certain noncorporate issuers. With high-grade corporate bond yields at attractive levels, the fund increased its holdings in investment-grade corporates as the macroeconomic backdrop remained mostly supportive.

• The fund held exposure to derivatives, including credit and interest rate derivatives. Broadly speaking, the fund’s use of derivatives was beneficial, and the use of credit derivatives aided absolute returns. However, interest rate derivatives had a negative impact on absolute performance.

How has the fund performed?

Cumulative Returns of a Hypothetical $1 Million Investment as of May 31, 2024

	Fund	Regulatory Benchmark	Strategy Benchmark
2014	1,000,000	1,000,000	1,000,000
2014	1,037,383	1,009,025	1,034,149
2014	1,037,798	1,019,205	1,034,714
2015	1,076,678	1,031,757	1,074,886
2015	1,040,666	1,030,342	1,036,157
2015	1,005,573	1,024,718	1,000,203
2015	1,023,683	1,029,095	1,009,698
2016	1,036,685	1,047,261	1,016,632
2016	1,100,185	1,061,199	1,090,455
2016	1,176,729	1,085,853	1,174,157
2016	1,083,384	1,051,443	1,082,416
2017	1,119,320	1,062,083	1,123,849
2017	1,149,443	1,077,951	1,158,060
2017	1,187,376	1,091,201	1,197,008
2017	1,193,493	1,085,238	1,208,776
2018	1,156,759	1,067,447	1,177,238
2018	1,146,238	1,073,913	1,168,431
2018	1,155,682	1,079,750	1,175,731
2018	1,107,463	1,070,673	1,122,388
2019	1,175,828	1,101,283	1,188,827
2019	1,271,598	1,142,647	1,277,609
2019	1,421,988	1,189,587	1,422,782
2019	1,413,671	1,186,211	1,417,160
2020	1,512,254	1,229,943	1,505,453
2020	1,489,317	1,250,234	1,465,209
2020	1,574,192	1,266,595	1,539,766
2020	1,632,511	1,272,614	1,600,435
2021	1,551,702	1,246,960	1,513,988
2021	1,554,627	1,245,172	1,513,614
2021	1,650,486	1,265,527	1,596,135
2021	1,653,159	1,257,934	1,594,302
2022	1,511,343	1,213,988	1,450,936
2022	1,326,312	1,142,793	1,285,982
2022	1,272,607	1,119,789	1,233,508
2022	1,231,311	1,096,421	1,200,235
2023	1,234,893	1,095,965	1,201,387
2023	1,258,176	1,118,306	1,227,875
2023	1,240,270	1,106,428	1,220,089
2023	1,237,554	1,109,356	1,224,600
2024	1,288,961	1,132,430	1,268,054
2024	1,285,038	1,132,905	1,263,436

202405-3565004, 202407-3567288

E151-052 7/24

Average Annual Total Returns

	1 Year	5 Years	10 Years
Institutional Long Duration Credit Fund	2.14%	0.21%	2.54%
Bloomberg U.S. Aggregate Bond Index (Regulatory Benchmark)	1.31	- 0.17	1.26
Bloomberg U.S. Long Credit Bond Index (Strategy Benchmark)	2.90	- 0.22	2.37

The preceding line graph shows the value of a hypothetical $1,000,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any. Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares. The fund’s past performance is not a good predictor of the fund’s future performance. Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

Total Net Assets (000s)	$156,733
Number of Portfolio Holdings	453

Investment Advisory Fees Paid (000s)	$427
Portfolio Turnover Rate	59.3%

What did the fund invest in?

Credit Quality Allocation* (as a % of Net Assets)

AAA Rated	1.6%
AA Rated	8.6
A Rated	34.5
BBB Rated	42.1
U.S. Treasury Securities	12.0
Reserves	1.2

*Credit ratings for the securities held in the Fund are provided by Moody’s, Standard & Poor’s, and Fitch and are converted to the Standard & Poor’s nomenclature. A rating of AAA represents the highest-rated securities, and a rating of D represents the lowest rated securities. If the ratings agencies differ, the highest rating is applied to the security. If a rating is not available, the security is classified as Not Rated. The rating of the underlying investment vehicle is used to determine the creditworthiness of credit default swaps and sovereign securities. The Fund is not rated by any agency.

Top Ten Holdings (as a % of Net Assets)

U.S. Treasury Bonds	12.0%
AT&T	1.7
CVS Health	1.3
UnitedHealth Group	1.3
Bank of America	1.2
JPMorgan Chase	1.2
Anheuser-Busch	1.2
AbbVie	1.1
Amgen	1.1
Verizon Communications	1.0

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Bloomberg does not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

Institutional Long Duration Credit Fund 

 (RPLCX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Directors has determined that Mr. Paul F. McBride qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. McBride is considered independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) – (d)  Aggregate fees billed for the last two fiscal years for professional services rendered to, or on behalf of, the registrant by the registrant’s principal accountant were as follows:

	2024			2023
Audit Fees	$	33,841		$	33,192
Audit-Related Fees		-			-
Tax Fees		-			-
All Other Fees		-			-

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.

(e)(1)  The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.

(2)  No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)  Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g)  The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $1,230,000 and $1,521,000, respectively.

(h)  All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.

(i)  Not applicable.

(j)  Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a)  Not applicable. The complete schedule of investments is included in Item 7 of this Form N-CSR.

(b)  Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

(a – b) Report pursuant to Regulation S-X.

Financial

Statements

and

Other

Information

May

31,

2024

Institutional

Long

Duration

Credit

Fund

T.

ROWE

PRICE

For

more

insights

from

T.

Rowe

Price

investment

professionals,

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to

troweprice.com

.

Financial

Highlights

Portfolio

of

Investments

Financial

Statements

and

Notes

Additional

Fund

Information

T.

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PRICE

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Long

Duration

Credit

Fund

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Paperless

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Go

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T.

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Institutional

Long

Duration

Credit

Fund

Financial

Highlights

3

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

..

Year

..

..

Ended

.

5/31/24

5/31/23

5/31/22

5/31/21

5/31/20

NET

ASSET

VALUE

Beginning

of

period

$

7

.77‌

$

8

.59‌

$

10

.70‌

$

11

.00‌

$

10

.68‌

Investment

activities

Net

investment

income

(1)(2)

0

.37‌

0

.34‌

0

.33‌

0

.36‌

0

.40‌

Net

realized

and

unrealized

gain/loss

(

0

.21‌

)

(

0

.79‌

)

(

1

.76‌

)

0

.15‌

1

.35‌

Total

from

investment

activities

0

.16‌

(

0

.45‌

)

(

1

.43‌

)

0

.51‌

1

.75‌

Distributions

Net

investment

income

(

0

.41‌

)

(

0

.37‌

)

(

0

.38‌

)

(

0

.41‌

)

(

0

.43‌

)

Net

realized

gain

–‌

–‌

(

0

.27‌

)

(

0

.40‌

)

(

1

.00‌

)

Tax

return

of

capital

–‌

–‌

(

0

.03‌

)

–‌

–‌

Total

distributions

(

0

.41‌

)

(

0

.37‌

)

(

0

.68‌

)

(

0

.81‌

)

(

1

.43‌

)

NET

ASSET

VALUE

End

of

period

$

7

.52‌

$

7

.77‌

$

8

.59‌

$

10

.70‌

$

11

.00‌

Ratios/Supplemental

Data

Total

return

(2)(3)

2

.14‌

%

(

5

.14‌

)

%

(

14

.69‌

)

%

4

.39‌

%

17

.12‌

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.46‌

%

Net

expenses

after

waivers/payments

by

Price

Associates

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.45‌

%

0

.46‌

%

Net

investment

income

4

.87‌

%

4

.26‌

%

3

.21‌

%

3

.19‌

%

3

.56‌

%

Portfolio

turnover

rate

59

.3‌

%

46

.7‌

%

59

.9‌

%

50

.9‌

%

70

.5‌

%

Net

assets,

end

of

period

(in

thousands)

$

156,733‌

$

55,544‌

$

24,849‌

$

19,168‌

$

23,979‌

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

of

expense-related

arrangements

with

Price

Associates.

(3)

Total

return

reflects

the

rate

that

an

investor

would

have

earned

on

an

investment

in

the

fund

during

each

period,

assuming

reinvestment

of

all

distributions,

and

payment

of

no

redemption

or

account

fees,

if

applicable.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

May

31,

2024

4

Portfolio

of

Investments

‡

Par/Shares

$

Value

(Amounts

in

000s)

‡

CORPORATE

BONDS

 78.4%

Banking

 12.3%

Australia

&

New

Zealand

Banking

Group,

6.742%,

12/8/32 (1)

200‌

212‌

Banco

Bilbao

Vizcaya

Argentaria,

VR,

6.033%,

3/13/35 (2)

400‌

401‌

Banco

Santander,

6.921%,

8/8/33 

200‌

211‌

Bank

of

America,

5.00%,

1/21/44 

500‌

472‌

Bank

of

America,

VR,

2.676%,

6/19/41 (2)

200‌

140‌

Bank

of

America,

VR,

2.687%,

4/22/32 (2)

200‌

167‌

Bank

of

America,

VR,

3.824%,

1/20/28 (2)

100‌

96‌

Bank

of

America,

VR,

4.078%,

4/23/40 (2)

300‌

254‌

Bank

of

America,

VR,

4.33%,

3/15/50 (2)

455‌

379‌

Bank

of

America,

VR,

5.468%,

1/23/35 (2)

210‌

209‌

Bank

of

America,

Series N,

VR,

2.651%,

3/11/32 (2)

250‌

209‌

Bank

of

New

York

Mellon,

VR,

6.474%,

10/25/34 (2)

230‌

247‌

Barclays,

5.25%,

8/17/45 (3)

250‌

238‌

Barclays,

VR,

6.036%,

3/12/55 (2)

200‌

204‌

Barclays,

VR,

7.437%,

11/2/33 (2)

200‌

219‌

BNP

Paribas,

VR,

2.871%,

4/19/32 (1)(2)

200‌

168‌

CaixaBank,

VR,

6.84%,

9/13/34 (1)

(2)

230‌

244‌

Capital

One

Financial,

VR,

3.273%,

3/1/30 (2)

250‌

224‌

Capital

One

Financial,

VR,

6.051%,

2/1/35 (2)

150‌

151‌

Capital

One

Financial,

VR,

6.377%,

6/8/34 (2)

300‌

307‌

Citigroup,

4.65%,

7/30/45 

530‌

470‌

Citigroup,

VR,

5.827%,

2/13/35 (2)

500‌

495‌

Citigroup,

VR,

6.174%,

5/25/34 (2)

115‌

116‌

Credit

Agricole,

5.365%,

3/11/34 (1)

500‌

493‌

Danske

Bank,

VR,

5.705%,

3/1/30 (1)(2)

200‌

200‌

Fifth

Third

Bancorp,

8.25%,

3/1/38 

300‌

351‌

Goldman

Sachs

Group,

2.60%,

2/7/30 

100‌

87‌

Goldman

Sachs

Group,

4.75%,

10/21/45 

515‌

464‌

Goldman

Sachs

Group,

5.15%,

5/22/45 

200‌

188‌

Goldman

Sachs

Group,

6.25%,

2/1/41 

700‌

752‌

HSBC

Holdings,

7.625%,

5/17/32 

155‌

169‌

HSBC

Holdings,

VR,

5.719%,

3/4/35 (2)

275‌

277‌

HSBC

Holdings,

VR,

6.332%,

3/9/44 (2)

400‌

421‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

HSBC

Holdings,

VR,

7.399%,

11/13/34 (2)

290‌

315‌

ING

Groep,

VR,

5.55%,

3/19/35 (2)

500‌

495‌

ING

Groep,

VR,

6.114%,

9/11/34 (2)

200‌

206‌

Intesa

Sanpaolo,

6.625%,

6/20/33 (1)

330‌

341‌

JPMorgan

Chase,

5.625%,

8/16/43 

1,005‌

1,029‌

JPMorgan

Chase,

VR,

3.882%,

7/24/38 (2)

730‌

622‌

JPMorgan

Chase,

VR,

5.336%,

1/23/35 (2)

185‌

182‌

Lloyds

Banking

Group,

4.344%,

1/9/48 

200‌

156‌

Lloyds

Banking

Group,

VR,

5.679%,

1/5/35 (2)

225‌

224‌

Morgan

Stanley,

4.30%,

1/27/45 

450‌

385‌

Morgan

Stanley,

VR,

3.217%,

4/22/42 (2)

450‌

335‌

NatWest

Group,

VR,

6.016%,

3/2/34 (2)

250‌

255‌

PNC

Financial

Services

Group,

VR,

4.626%,

6/6/33 (2)

250‌

231‌

Santander

Holdings

USA,

VR,

6.342%,

5/31/35 (2)

560‌

561‌

Societe

Generale,

VR,

6.066%,

1/19/35 (1)(2)

365‌

364‌

Standard

Chartered,

VR,

5.905%,

5/14/35 (1)(2)

650‌

650‌

Standard

Chartered,

VR,

6.301%,

1/9/29 (1)(2)

200‌

204‌

State

Street,

VR,

5.159%,

5/18/34 (2)

305‌

299‌

Sumitomo

Mitsui

Financial

Group,

5.766%,

1/13/33 

200‌

205‌

U.S.

Bancorp,

VR,

5.678%,

1/23/35 (2)

325‌

324‌

UBS

Group,

VR,

3.179%,

2/11/43 (1)

(2)

200‌

143‌

UBS

Group,

VR,

5.699%,

2/8/35 (1)

(2)

200‌

199‌

UBS

Group,

VR,

6.301%,

9/22/34 (1)

(2)

200‌

208‌

Wells

Fargo,

3.90%,

5/1/45 

350‌

279‌

Wells

Fargo,

VR,

2.393%,

6/2/28 (2)

150‌

138‌

Wells

Fargo,

VR,

3.068%,

4/30/41 (2)

850‌

627‌

Wells

Fargo,

VR,

5.499%,

1/23/35 (2)

250‌

248‌

Wells

Fargo,

VR,

5.557%,

7/25/34 (2)

200‌

198‌

Wells

Fargo

Bank,

6.60%,

1/15/38 

250‌

271‌

Westpac

Banking,

VR,

2.668%,

11/15/35 (2)

500‌

410‌

19,339‌

Basic

Industry

 2.1%

BHP

Billiton

Finance

USA,

5.50%,

9/8/53 

35‌

34‌

Celanese

U.S.

Holdings,

6.70%,

11/15/33 

60‌

63‌

Dow

Chemical,

4.80%,

5/15/49 

490‌

418‌

Dow

Chemical,

5.60%,

2/15/54 

350‌

336‌

Ecolab,

2.70%,

12/15/51 

300‌

186‌

Ecolab,

3.70%,

11/1/46 

30‌

22‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

5

Par/Shares

$

Value

(Amounts

in

000s)

‡

Freeport-McMoRan,

5.45%,

3/15/43 

300‌

283‌

International

Paper,

4.35%,

8/15/48 

139‌

112‌

LYB

International

Finance

III,

5.625%,

5/15/33 

250‌

253‌

LyondellBasell

Industries,

4.625%,

2/26/55 

400‌

318‌

Newmont,

5.45%,

6/9/44 

195‌

188‌

Nucor,

4.40%,

5/1/48 (3)

75‌

64‌

Southern

Copper,

5.25%,

11/8/42 

200‌

186‌

Southern

Copper,

7.50%,

7/27/35 

200‌

231‌

Vale

Overseas,

6.875%,

11/21/36 

300‌

318‌

Westlake,

3.125%,

8/15/51 

500‌

315‌

3,327‌

Brokerage

Assetmanagers

Exchanges

 1.2%

BlackRock

Funding,

5.00%,

3/14/34 

750‌

741‌

Intercontinental

Exchange,

4.95%,

6/15/52 

300‌

274‌

Intercontinental

Exchange,

5.25%,

6/15/31 

345‌

346‌

Nasdaq,

3.95%,

3/7/52 

220‌

164‌

Nasdaq,

5.95%,

8/15/53 

340‌

345‌

1,870‌

Capital

Goods

 3.8%

Amphenol,

5.25%,

4/5/34 

270‌

269‌

Boeing,

5.705%,

5/1/40 

300‌

274‌

Boeing,

5.805%,

5/1/50 

500‌

447‌

Carrier

Global,

6.20%,

3/15/54 

400‌

428‌

CRH

America

Finance,

5.40%,

5/21/34 

750‌

743‌

Honeywell

International,

5.25%,

3/1/54 

500‌

482‌

Ingersoll

Rand,

5.70%,

6/15/54 

170‌

172‌

Johnson

Controls

International,

4.50%,

2/15/47 

250‌

209‌

L3Harris

Technologies,

4.854%,

4/27/35 

280‌

264‌

Martin

Marietta

Materials,

4.25%,

12/15/47 

305‌

247‌

Masco,

4.50%,

5/15/47 

360‌

296‌

Owens

Corning,

5.95%,

6/15/54 

550‌

552‌

Republic

Services,

5.00%,

12/15/33 

530‌

515‌

Republic

Services,

5.00%,

4/1/34 

25‌

24‌

Stanley

Black

&

Decker,

2.75%,

11/15/50 

800‌

456‌

Vulcan

Materials,

4.50%,

6/15/47 

130‌

109‌

Waste

Connections,

2.95%,

1/15/52 

175‌

111‌

Waste

Management,

4.875%,

2/15/34 

350‌

342‌

5,940‌

Communications

 10.1%

American

Tower,

5.45%,

2/15/34 

265‌

262‌

American

Tower,

5.90%,

11/15/33 

300‌

307‌

AT&T,

3.50%,

6/1/41 

1,150‌

873‌

AT&T,

3.80%,

12/1/57 

2,228‌

1,545‌

AT&T,

5.40%,

2/15/34 

200‌

198‌

Bell

Canada,

5.10%,

5/11/33 

250‌

243‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Charter

Communications

Operating,

3.70%,

4/1/51 

600‌

365‌

Charter

Communications

Operating,

5.75%,

4/1/48 

425‌

357‌

Charter

Communications

Operating,

6.484%,

10/23/45 

300‌

276‌

Charter

Communications

Operating,

6.65%,

2/1/34 (3)

280‌

284‌

Comcast,

2.45%,

8/15/52 

350‌

195‌

Comcast,

3.90%,

3/1/38 

150‌

126‌

Comcast,

4.049%,

11/1/52 

755‌

584‌

Cox

Communications,

2.95%,

10/1/50 (1)

230‌

136‌

Cox

Communications,

5.70%,

6/15/33 (1)

500‌

495‌

Crown

Castle,

2.90%,

4/1/41 

250‌

172‌

Crown

Castle,

4.75%,

5/15/47 

185‌

157‌

Interpublic

Group

of

Companies,

5.375%,

6/15/33 

340‌

335‌

Meta

Platforms,

4.95%,

5/15/33 (3)

170‌

170‌

Meta

Platforms,

5.60%,

5/15/53 

380‌

384‌

NBCUniversal

Media,

4.45%,

1/15/43 

1,700‌

1,462‌

Rogers

Communications,

4.35%,

5/1/49 

175‌

138‌

Rogers

Communications,

4.50%,

3/15/42 

160‌

134‌

Rogers

Communications,

4.55%,

3/15/52 

250‌

203‌

Rogers

Communications,

5.00%,

3/15/44 

350‌

313‌

Rogers

Communications,

5.30%,

2/15/34 

225‌

219‌

T-Mobile

USA,

5.05%,

7/15/33 

250‌

243‌

T-Mobile

USA,

5.75%,

1/15/34 

300‌

307‌

T-Mobile

USA,

5.75%,

1/15/54 

680‌

677‌

Telefonica

Emisiones,

5.52%,

3/1/49 

500‌

465‌

Time

Warner

Cable,

5.875%,

11/15/40 

700‌

605‌

TWDC

Enterprises

18,

4.125%,

6/1/44 

700‌

584‌

Verizon

Communications,

2.65%,

11/20/40 

1,000‌

690‌

Verizon

Communications,

2.987%,

10/30/56 

1,536‌

937‌

Videotron,

5.125%,

4/15/27 (1)

70‌

68‌

Vodafone

Group,

4.875%,

6/19/49 

230‌

200‌

Warnermedia

Holdings,

5.05%,

3/15/42 

1,285‌

1,061‌

15,770‌

Consumer

Cyclical

 4.6%

Amazon.com,

4.95%,

12/5/44 

400‌

387‌

AutoZone,

4.75%,

2/1/33 

250‌

238‌

AutoZone,

5.20%,

8/1/33 

200‌

196‌

Best

Buy,

1.95%,

10/1/30 

200‌

164‌

CBRE

Services,

5.95%,

8/15/34 (3)

245‌

247‌

Cummins,

5.45%,

2/20/54 

1,000‌

980‌

Daimler

Truck

Finance

North

America,

5.375%,

1/18/34 (1)

450‌

445‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

6

Par/Shares

$

Value

(Amounts

in

000s)

‡

Dollar

General,

5.45%,

7/5/33 (3)

250‌

247‌

eBay,

4.00%,

7/15/42 

500‌

400‌

Ford

Motor,

4.75%,

1/15/43 

200‌

161‌

Ford

Motor

Credit,

7.122%,

11/7/33 

215‌

229‌

General

Motors,

6.60%,

4/1/36 

600‌

627‌

Home

Depot,

4.20%,

4/1/43 

500‌

422‌

Home

Depot,

4.40%,

3/15/45 

200‌

172‌

Lowe's,

4.65%,

4/15/42 

250‌

220‌

Lowe's,

5.625%,

4/15/53 

400‌

386‌

Lowe's,

5.85%,

4/1/63 

300‌

293‌

Magna

International,

5.50%,

3/21/33 

270‌

274‌

McDonald's,

4.20%,

4/1/50 

90‌

72‌

McDonald's,

5.45%,

8/14/53 

250‌

242‌

Mercedes-Benz

Finance

North

America,

5.05%,

8/3/33 (1)

300‌

295‌

Tractor

Supply,

5.25%,

5/15/33 

250‌

247‌

Volkswagen

Group

of

America

Finance,

5.90%,

9/12/33 (1)

250‌

253‌

7,197‌

Consumer

Non-Cyclical

 12.2%

AbbVie,

4.05%,

11/21/39 

500‌

433‌

AbbVie,

4.25%,

11/21/49 

735‌

611‌

AbbVie,

4.50%,

5/14/35 

400‌

376‌

AbbVie,

5.50%,

3/15/64 

335‌

329‌

Altria

Group,

5.80%,

2/14/39 

140‌

139‌

Amgen,

4.95%,

10/1/41 

600‌

556‌

Amgen,

5.65%,

3/2/53 

1,125‌

1,109‌

Anheuser-Busch,

4.90%,

2/1/46 

1,980‌

1,814‌

Anheuser-Busch

InBev

Worldwide,

5.45%,

1/23/39 

305‌

306‌

Anheuser-Busch

InBev

Worldwide,

5.55%,

1/23/49 

400‌

399‌

Astrazeneca

Finance,

4.875%,

3/3/33 

200‌

197‌

Banner

Health,

2.913%,

1/1/51 

115‌

75‌

BAT

Capital,

6.00%,

2/20/34 

110‌

111‌

BAT

Capital,

7.079%,

8/2/43 

180‌

192‌

Bayer

U.S.

Finance,

6.875%,

11/21/53 (1)

200‌

207‌

Becton

Dickinson

&

Company,

4.669%,

6/6/47 

200‌

174‌

Biogen,

3.15%,

5/1/50 

270‌

175‌

Bristol-Myers

Squibb,

4.125%,

6/15/39 

800‌

693‌

Bristol-Myers

Squibb,

5.65%,

2/22/64 

225‌

220‌

Centra

Health,

4.70%,

1/1/48 

190‌

161‌

Cigna

Group,

3.875%,

10/15/47 

370‌

280‌

CommonSpirit

Health,

3.91%,

10/1/50 

170‌

129‌

CommonSpirit

Health,

4.187%,

10/1/49 

135‌

107‌

CVS

Health,

4.125%,

4/1/40 

330‌

266‌

CVS

Health,

5.05%,

3/25/48 

765‌

661‌

CVS

Health,

5.25%,

2/21/33 

170‌

165‌

CVS

Health,

6.00%,

6/1/44 

750‌

736‌

CVS

Health,

6.00%,

6/1/63 

250‌

240‌

Eli

Lilly,

5.00%,

2/9/54 

350‌

333‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Hackensack

Meridian

Health,

4.211%,

7/1/48 (3)

170‌

143‌

HCA,

4.375%,

3/15/42 

580‌

478‌

HCA,

4.625%,

3/15/52 

400‌

311‌

HCA,

5.90%,

6/1/53 

250‌

243‌

Icon

Investments

Six,

6.00%,

5/8/34 

200‌

203‌

IQVIA,

6.25%,

2/1/29 

95‌

97‌

Mars,

4.75%,

4/20/33 (1)

225‌

217‌

Merck,

5.00%,

5/17/53 

340‌

319‌

Nestle

Holdings,

4.85%,

3/14/33 (1)

300‌

298‌

Pfizer

Investment

Enterprises,

5.11%,

5/19/43 

1,300‌

1,234‌

Pfizer

Investment

Enterprises,

5.30%,

5/19/53 

190‌

182‌

Philip

Morris

International,

5.25%,

2/13/34 

500‌

489‌

Reynolds

American,

5.70%,

8/15/35 

150‌

146‌

Reynolds

American,

5.85%,

8/15/45 

600‌

559‌

Roche

Holdings,

5.218%,

3/8/54 (1)

500‌

486‌

Solventum,

5.90%,

4/30/54 (1)

750‌

720‌

Sutter

Health,

5.547%,

8/15/53 

95‌

97‌

Sysco,

6.00%,

1/17/34 

400‌

418‌

Thermo

Fisher

Scientific,

5.404%,

8/10/43 

350‌

351‌

Tyson

Foods,

5.10%,

9/28/48 

195‌

170‌

Utah

Acquisition

Sub,

5.25%,

6/15/46 

250‌

205‌

Viatris,

4.00%,

6/22/50 

400‌

271‌

West

Virginia

United

Health

System

Obligated

Group,

Series 2018,

4.924%,

6/1/48 

95‌

84‌

Zoetis,

4.70%,

2/1/43 

300‌

267‌

19,182‌

Electric

 10.0%

AEP

Texas,

5.40%,

6/1/33 

220‌

214‌

Ameren

Illinois,

4.50%,

3/15/49 (3)

500‌

427‌

American

Electric

Power,

5.625%,

3/1/33 

250‌

248‌

Appalachian

Power,

6.375%,

4/1/36 

145‌

150‌

Appalachian

Power,

7.00%,

4/1/38 

200‌

218‌

Baltimore

Gas

&

Electric,

5.40%,

6/1/53 

95‌

91‌

Berkshire

Hathaway

Energy,

3.80%,

7/15/48 

1,000‌

737‌

Berkshire

Hathaway

Energy,

6.125%,

4/1/36 

300‌

312‌

Commonwealth

Edison,

5.30%,

2/1/53 

40‌

38‌

Commonwealth

Edison,

5.65%,

6/1/54 

500‌

498‌

Consolidated

Edison

of

New

York,

6.15%,

11/15/52 

400‌

424‌

Constellation

Energy

Generation,

5.75%,

3/15/54 

500‌

483‌

Constellation

Energy

Generation,

6.25%,

10/1/39 

300‌

309‌

Consumers

Energy,

3.75%,

2/15/50 

500‌

382‌

DTE

Energy,

5.85%,

6/1/34 

360‌

364‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

7

Par/Shares

$

Value

(Amounts

in

000s)

‡

Duke

Energy,

3.75%,

9/1/46 

130‌

96‌

Duke

Energy,

6.10%,

9/15/53 

250‌

256‌

Duke

Energy

Indiana,

5.40%,

4/1/53 

70‌

66‌

Duke

Energy

Ohio,

5.55%,

3/15/54 

750‌

724‌

Duke

Energy

Progress,

5.35%,

3/15/53 

200‌

190‌

El

Paso

Electric,

5.00%,

12/1/44 

110‌

92‌

Exelon,

4.10%,

3/15/52 

170‌

131‌

Exelon,

5.60%,

3/15/53 

285‌

275‌

FirstEnergy

Pennsylvania

Electric,

6.15%,

10/1/38 

165‌

168‌

Florida

Power

&

Light,

2.875%,

12/4/51 

130‌

83‌

Florida

Power

&

Light,

5.60%,

6/15/54 

500‌

503‌

Georgia

Power,

4.95%,

5/17/33 

140‌

136‌

Indianapolis

Power

&

Light,

5.70%,

4/1/54 (1)

740‌

722‌

IPALCO

Enterprises,

5.75%,

4/1/34 (1)

825‌

811‌

ITC

Holdings,

5.65%,

5/9/34 (1)

1,000‌

1,001‌

Kentucky

Utilities,

4.375%,

10/1/45 

200‌

165‌

Louisville

Gas

&

Electric,

4.375%,

10/1/45 

100‌

83‌

Nevada

Power,

6.00%,

3/15/54 

300‌

303‌

New

York

State

Electric

&

Gas,

5.85%,

8/15/33 (1)

90‌

91‌

NextEra

Energy

Capital

Holdings,

3.00%,

1/15/52 

45‌

28‌

NextEra

Energy

Capital

Holdings,

5.25%,

2/28/53 

585‌

544‌

Niagara

Mohawk

Power,

5.29%,

1/17/34 (1)

500‌

485‌

Pacific

Gas

&

Electric,

4.95%,

7/1/50 

250‌

209‌

Pacific

Gas

&

Electric,

6.15%,

1/15/33 

150‌

153‌

Pacific

Gas

&

Electric,

6.75%,

1/15/53 

390‌

411‌

Pacific

Gas

&

Electric,

6.95%,

3/15/34 

410‌

442‌

PECO

Energy,

4.90%,

6/15/33 

300‌

294‌

Public

Service

Company

of

Colorado,

5.25%,

4/1/53 

100‌

92‌

San

Diego

Gas

&

Electric,

Series TTT,

4.10%,

6/15/49 

55‌

43‌

Southern,

4.25%,

7/1/36 

430‌

381‌

Southern,

4.40%,

7/1/46 

600‌

504‌

Southern,

5.70%,

3/15/34 

140‌

142‌

Southern

California

Edison,

5.75%,

4/15/54 

500‌

494‌

Southern

California

Edison,

5.875%,

12/1/53 

250‌

250‌

Southern

California

Edison,

Series C,

4.125%,

3/1/48 

150‌

117‌

Vistra

Operations,

4.30%,

7/15/29 (1)

225‌

210‌

Vistra

Operations,

6.95%,

10/15/33 (1)

90‌

96‌

15,686‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Energy

 6.1%

Canadian

Natural

Resources,

6.25%,

3/15/38 

300‌

308‌

Cheniere

Energy,

5.65%,

4/15/34 (1)

250‌

248‌

Cheniere

Energy

Partners,

5.75%,

8/15/34 (1)

820‌

813‌

ConocoPhillips,

5.55%,

3/15/54 

350‌

344‌

Diamondback

Energy,

4.25%,

3/15/52 

170‌

132‌

Enbridge,

5.95%,

4/5/54 

500‌

495‌

Enbridge,

6.70%,

11/15/53 

120‌

131‌

Enbridge

Energy

Partners,

7.375%,

10/15/45 

120‌

137‌

Energy

Transfer,

5.95%,

5/15/54 

425‌

408‌

Energy

Transfer,

6.50%,

2/1/42 

595‌

613‌

Eni,

5.95%,

5/15/54 (1)

295‌

292‌

Enterprise

Products

Operating,

3.30%,

2/15/53 

1,400‌

940‌

Kinder

Morgan

Energy

Partners,

6.95%,

1/15/38 

195‌

212‌

Marathon

Oil,

5.20%,

6/1/45 

300‌

277‌

MPLX,

5.65%,

3/1/53 

300‌

282‌

Occidental

Petroleum,

4.40%,

4/15/46 

350‌

275‌

ONEOK,

6.625%,

9/1/53 

295‌

316‌

ONEOK

Partners,

6.85%,

10/15/37 

250‌

266‌

Ovintiv,

6.25%,

7/15/33 

75‌

77‌

Patterson-UTI

Energy,

7.15%,

10/1/33 

85‌

89‌

Raizen

Fuels

Finance,

6.45%,

3/5/34 (1)

200‌

203‌

Southern

Natural

Gas,

4.80%,

3/15/47 (1)

205‌

167‌

Spectra

Energy

Partners,

5.95%,

9/25/43 

115‌

113‌

Suncor

Energy,

4.00%,

11/15/47 

310‌

233‌

Targa

Resources,

4.95%,

4/15/52 

80‌

68‌

Targa

Resources,

6.50%,

2/15/53 

100‌

105‌

TotalEnergies

Capital,

5.488%,

4/5/54 

800‌

791‌

TransCanada

PipeLines,

6.10%,

6/1/40 

450‌

456‌

Transcanada

Trust,

VR,

5.30%,

3/15/77 (2)

120‌

112‌

Transcontinental

Gas

Pipe

Line,

4.60%,

3/15/48 

575‌

491‌

Williams,

4.85%,

3/1/48 

100‌

86‌

9,480‌

Finance

Companies

 1.3%

AerCap

Ireland

Capital,

3.40%,

10/29/33 

300‌

249‌

AerCap

Ireland

Capital,

5.30%,

1/19/34 

500‌

485‌

AerCap

Ireland

Capital,

6.15%,

9/30/30 

150‌

154‌

GATX,

5.45%,

9/15/33 

250‌

243‌

GATX,

6.90%,

5/1/34 

270‌

291‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

8

Par/Shares

$

Value

(Amounts

in

000s)

‡

SMBC

Aviation

Capital

Finance,

5.55%,

4/3/34 (1)

600‌

585‌

2,007‌

Insurance

 5.4%

Aetna,

3.875%,

8/15/47 

500‌

364‌

Aflac,

4.75%,

1/15/49 

550‌

482‌

AIA

Group,

5.375%,

4/5/34 (1)

365‌

357‌

American

International

Group,

5.125%,

3/27/33 

425‌

415‌

Arch

Capital

Group,

7.35%,

5/1/34 

200‌

226‌

Arthur

J

Gallagher,

5.75%,

7/15/54 

750‌

721‌

Chubb,

Series 1,

6.50%,

5/15/38 

200‌

221‌

Chubb

INA

Holdings,

2.85%,

12/15/51 

100‌

65‌

Corebridge

Financial,

4.40%,

4/5/52 

300‌

234‌

Elevance

Health,

4.375%,

12/1/47 

355‌

297‌

Elevance

Health,

5.125%,

2/15/53 

100‌

92‌

Equitable

Holdings,

5.594%,

1/11/33 

100‌

100‌

Humana,

5.50%,

3/15/53 

75‌

70‌

Humana,

5.75%,

4/15/54 (3)

260‌

251‌

Humana,

5.95%,

3/15/34 

185‌

188‌

Jackson

Financial,

4.00%,

11/23/51 

300‌

200‌

Liberty

Mutual

Group,

4.85%,

8/1/44 (1)

180‌

154‌

Marsh

&

McLennan,

5.45%,

3/15/53 

200‌

193‌

Marsh

&

McLennan,

5.70%,

9/15/53 

155‌

156‌

Metropolitan

Life

Global

Funding

I,

5.05%,

1/8/34 (1)

500‌

489‌

Principal

Financial

Group,

6.05%,

10/15/36 

235‌

244‌

Reinsurance

Group

of

America,

6.00%,

9/15/33 

250‌

255‌

Teachers

Insurance

&

Annuity

Assn.

of

America,

4.90%,

9/15/44 (1)

200‌

178‌

UnitedHealth

Group,

3.25%,

5/15/51 

500‌

344‌

UnitedHealth

Group,

3.50%,

8/15/39 

300‌

241‌

UnitedHealth

Group,

5.35%,

2/15/33 

160‌

162‌

UnitedHealth

Group,

5.375%,

4/15/54 

315‌

305‌

UnitedHealth

Group,

5.875%,

2/15/53 

900‌

938‌

Voya

Financial,

5.70%,

7/15/43 

500‌

483‌

8,425‌

Miscellaneous

 0.2%

Ally

Financial,

8.00%,

11/1/31 

200‌

218‌

218‌

Natural

Gas

 1.9%

Boston

Gas,

6.119%,

7/20/53 (1)

215‌

212‌

Engie,

5.875%,

4/10/54 (1)

750‌

735‌

NiSource,

3.95%,

3/30/48 

260‌

195‌

NiSource,

5.35%,

4/1/34 

750‌

731‌

NiSource,

5.40%,

6/30/33 

75‌

74‌

Piedmont

Natural

Gas,

5.40%,

6/15/33 

250‌

248‌

Sempra,

4.00%,

2/1/48 

120‌

91‌

Sempra,

5.50%,

8/1/33 (3)

250‌

249‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Sempra

Energy,

3.80%,

2/1/38 

600‌

490‌

3,025‌

Real

Estate

Investment

Trusts

 1.4%

Alexandria

Real

Estate

Equities,

4.75%,

4/15/35 

70‌

65‌

Alexandria

Real

Estate

Equities,

5.25%,

5/15/36 

110‌

105‌

Essex

Portfolio,

4.50%,

3/15/48 (3)

130‌

107‌

Kilroy

Realty,

2.65%,

11/15/33 (3)

350‌

256‌

NNN

REIT,

4.80%,

10/15/48 

235‌

197‌

Prologis,

5.00%,

3/15/34 

500‌

488‌

Public

Storage

Operating,

5.35%,

8/1/53 

55‌

53‌

Regency

Centers,

5.25%,

1/15/34 

520‌

506‌

Simon

Property

Group,

5.85%,

3/8/53 

200‌

197‌

Simon

Property

Group,

6.65%,

1/15/54 

250‌

275‌

2,249‌

Technology

 3.6%

Apple,

2.95%,

9/11/49 

400‌

271‌

Apple,

3.75%,

9/12/47 

400‌

318‌

Apple,

4.85%,

5/10/53 (3)

200‌

191‌

Broadcom,

4.926%,

5/15/37 (1)

400‌

372‌

Fiserv,

4.40%,

7/1/49 

185‌

151‌

Fiserv,

5.45%,

3/15/34 

715‌

709‌

Fiserv,

5.60%,

3/2/33 

85‌

85‌

Foundry

JV

Holdco,

6.40%,

1/25/38 (1)

495‌

507‌

Intuit,

5.50%,

9/15/53 

115‌

115‌

Micron

Technology,

3.366%,

11/1/41 

400‌

292‌

Motorola

Solutions,

5.40%,

4/15/34 

140‌

138‌

NXP,

3.25%,

5/11/41 

400‌

293‌

Oracle,

3.60%,

4/1/40 

1,000‌

769‌

Oracle,

3.95%,

3/25/51 

350‌

257‌

Oracle,

5.55%,

2/6/53 

630‌

594‌

Texas

Instruments,

5.00%,

3/14/53 

250‌

233‌

Texas

Instruments,

5.05%,

5/18/63 

180‌

167‌

Workday,

3.80%,

4/1/32 

200‌

179‌

5,641‌

Transportation

 2.2%

Burlington

Northern

Santa

Fe,

5.05%,

3/1/41 

75‌

71‌

Burlington

Northern

Santa

Fe,

5.20%,

4/15/54 

300‌

284‌

Canadian

National

Railway,

5.85%,

11/1/33 

270‌

283‌

Canadian

Pacific

Railway,

3.10%,

12/2/51 

125‌

83‌

Canadian

Pacific

Railway,

4.70%,

5/1/48 

500‌

430‌

CSX,

4.30%,

3/1/48 

140‌

117‌

CSX,

4.50%,

11/15/52 

400‌

341‌

ERAC

USA

Finance,

5.20%,

10/30/34 (1)

500‌

491‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

9

Par/Shares

$

Value

(Amounts

in

000s)

‡

ERAC

USA

Finance,

5.40%,

5/1/53 (1)

250‌

241‌

FedEx,

4.55%,

4/1/46 

800‌

664‌

Norfolk

Southern,

4.837%,

10/1/41 

250‌

228‌

Norfolk

Southern,

5.35%,

8/1/54 

250‌

238‌

3,471‌

Total

Corporate

Bonds

(Cost

$128,544)

122,827‌

FOREIGN

GOVERNMENT

OBLIGATIONS

&

MUNICIPALITIES

 2.8%

Owned

No

Guarantee

 0.9%

Corp.

Nacional

del

Cobre

de

Chile,

6.44%,

1/26/36 (1)

390‌

398‌

Petroleos

Mexicanos,

5.50%,

6/27/44 

175‌

108‌

Petroleos

Mexicanos,

6.50%,

6/2/41 

1,000‌

691‌

Petroleos

Mexicanos,

7.69%,

1/23/50 

200‌

146‌

1,343‌

Sovereign

 1.9%

Kingdom

of

Saudi

Arabia,

5.75%,

1/16/54 (1)

370‌

358‌

Republic

of

Colombia,

4.125%,

5/15/51 

200‌

119‌

Republic

of

Colombia,

8.75%,

11/14/53 

200‌

210‌

Republic

of

Panama,

4.50%,

4/16/50 

400‌

266‌

Republic

of

Panama,

4.50%,

1/19/63 

200‌

126‌

Republic

of

Panama,

7.875%,

3/1/57 

200‌

206‌

Republic

of

Peru,

3.00%,

1/15/34 (3)

400‌

321‌

State

of

Qatar,

4.40%,

4/16/50 (1)

200‌

171‌

United

Mexican

States,

4.40%,

2/12/52 

400‌

296‌

United

Mexican

States,

4.75%,

3/8/44 

600‌

487‌

United

Mexican

States,

6.00%,

5/7/36 

310‌

305‌

United

Mexican

States,

6.338%,

5/4/53 

200‌

191‌

3,056‌

Total

Foreign

Government

Obligations

&

Municipalities

(Cost

$4,584)

4,399‌

MUNICIPAL

SECURITIES

 5.2%

California

 1.2%

Bay

Area

Toll

Auth.,

Series S-10,

3.276%,

4/1/50 

400‌

293‌

Bay

Area

Toll

Auth.,

Series S-3,

Build

America,

6.907%,

10/1/50 

350‌

405‌

California,

Build

America,

GO,

7.50%,

4/1/34 

500‌

575‌

California,

Various

Purpose,

GO,

5.20%,

3/1/43 

350‌

343‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

Los

Angeles

Dept.

of

Water

&

Power,

Build

America,

6.574%,

7/1/45 

200‌

220‌

1,836‌

District

of

Columbia

 0.2%

Metropolitan

Washington

Airports

Auth.,

Dulles

Toll

Road

Revenue,

Build

America,

7.462%,

10/1/46 

200‌

242‌

242‌

Florida

 0.3%

Florida

Dev.

Finance,

Nova

Southeastern

Univ.,

Series B,

4.109%,

4/1/50 

375‌

296‌

Miami-Dade

County

Transit

System,

Series B,

Build

America,

5.624%,

7/1/40 

200‌

202‌

498‌

Georgia

 0.8%

Fulton

County,

Build

America,

GO,

5.148%,

7/1/39 

505‌

491‌

Municipal

Electric

Auth.

of

Georgia,

Build

America,

Vogtle

Units,

6.655%,

4/1/57 

633‌

712‌

1,203‌

Illinois

 0.1%

Illinois

Municipal

Electric

Agency,

Build

America,

6.832%,

2/1/35 

190‌

202‌

202‌

Louisiana

 0.0%

Louisiana

Local

Government

Environmental

Fac.,

CDA,

Series A,

4.475%,

8/1/39 

90‌

83‌

83‌

Maryland

 0.1%

Maryland

Economic

Development,

Seagirt

Marine

Terminal,

Series B,

4.75%,

6/1/42 

150‌

129‌

129‌

Massachusetts

 0.2%

Massachusetts

Bay

Transportation

Auth.,

Build

America,

5.869%,

7/1/40 

115‌

119‌

Massachusetts

Water

Resources

Auth.,

Series C,

2.823%,

8/1/41 

200‌

155‌

274‌

Michigan

 0.4%

Gerald

R

Ford

Int'l.

Airport

Auth.,

Series A,

5.435%,

1/1/43 

220‌

222‌

Michigan

Fin.

Auth.,

Trinity

Health

Credit

Group,

3.084%,

12/1/34 

500‌

431‌

653‌

Minnesota

 0.1%

Western

Minnesota

Municipal

Power

Agency,

Series A,

3.156%,

1/1/39 

150‌

123‌

123‌

Ohio

 0.3%

American

Municipal

Power,

Series C,

Build

America,

6.053%,

2/15/43 

500‌

514‌

514‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

10

Par/Shares

$

Value

(Amounts

in

000s)

‡

Tennessee

 0.0%

Metropolitan

Government

Nashville

&

Davidson

County

Health

&

Ed.

Facs,

Vanderbilt

Univ.

Medical,

Series B,

3.235%,

7/1/52 

85‌

53‌

53‌

Texas

 1.3%

Board

of

Regents

of

the

Univ.

of

Texas

System,

Series D,

Build

America,

5.134%,

8/15/42 

200‌

199‌

Central

Texas

Regional

Mobility

Auth.,

Series E,

3.167%,

1/1/41 

150‌

113‌

Central

Texas

Turnpike

System,

Series C,

3.029%,

8/15/41 

305‌

228‌

Dallas/Fort

Worth

Int'l.

Airport,

Series A,

2.994%,

11/1/38 

630‌

521‌

Dallas/Fort

Worth

Int'l.

Airport,

Series A,

4.507%,

11/1/51 

150‌

132‌

Dallas/Fort

Worth

Int'l.

Airport,

Series A,

5.045%,

11/1/47 

250‌

240‌

Texas

Natural

Gas

Securitization

Fin.,

Series 2023-1,

Class

A2,

5.169%,

4/1/41 

545‌

540‌

Texas

Private

Activity

Bond

Surface

Transportation,

North

Tarrant

Express,

Series B,

3.922%,

12/31/49 

125‌

101‌

2,074‌

Virginia

 0.2%

Univ.

of

Virginia,

Series B,

2.584%,

11/1/51 

300‌

187‌

Virginia

Commonwealth

Univ.

Health

System

Auth.,

Series A,

4.956%,

1/1/44 

105‌

99‌

286‌

Total

Municipal

Securities

(Cost

$8,651)

8,170‌

NON-U.S.

GOVERNMENT

MORTGAGE-BACKED

SECURITIES

 0.4%

Commercial

Mortgage-Backed

Securities

 0.4%

Federal

Home

Loan

Mortgage

Multifamily

Structured

PTC

Series K137,

Class

A2,

ARM

2.347%,

11/25/31 

460‌

386‌

Federal

Home

Loan

Mortgage

Multifamily

Structured

PTC

Series K150,

Class

A2,

ARM

3.71%,

9/25/32 

265‌

243‌

Total

Non-U.S.

Government

Mortgage-Backed

Securities

(Cost

$668)

629‌

Par/Shares

$

Value

(Amounts

in

000s)

‡

U.S.

GOVERNMENT

AGENCY

OBLIGATIONS

(EXCLUDING

MORTGAGE-BACKED)

 12.0%

U.S.

Treasury

Obligations

 12.0%

U.S.

Treasury

Bonds,

2.375%,

2/15/42 (4)

75‌

54‌

U.S.

Treasury

Bonds,

2.50%,

2/15/45 (4)

16,885‌

11,894‌

U.S.

Treasury

Bonds,

3.125%,

5/15/48 

3,300‌

2,534‌

U.S.

Treasury

Bonds,

3.625%,

2/15/53 

55‌

46‌

U.S.

Treasury

Bonds,

4.125%,

8/15/53 

530‌

486‌

U.S.

Treasury

Bonds,

4.625%,

5/15/54 

1,000‌

999‌

U.S.

Treasury

Bonds,

4.75%,

11/15/53 

2,730‌

2,782‌

Total

U.S.

Government

Agency

Obligations

(Excluding

Mortgage-

Backed)

(Cost

$19,266)

18,795‌

SHORT-TERM

INVESTMENTS

 0.2%

Money

Market

Funds

 0.2%

T.

Rowe

Price

Government

Reserve

Fund,

5.39% (5)(6)

244‌

244‌

Total

Short-Term

Investments

(Cost

$244)

244‌

SECURITIES

LENDING

COLLATERAL

 2.1%

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

JPMORGAN

CHASE

BANK 0.2%

Money

Market

Funds 0.2%

T.

Rowe

Price

Government

Reserve

Fund,

5.39% (5)(6)

312‌

312‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

JPMorgan

Chase

Bank

312‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

11

Par/Shares

$

Value

(Amounts

in

000s)

‡

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

STATE

STREET

BANK

AND

TRUST

COMPANY 1.9%

Money

Market

Funds 1.9%

T.

Rowe

Price

Government

Reserve

Fund,

5.39% (5)(6)

3,057‌

3,057‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

State

Street

Bank

and

Trust

Company

3,057‌

Total

Securities

Lending

Collateral

(Cost

$3,369)

3,369‌

Total

Investments

in

Securities

101.1%

of

Net

Assets

(Cost

$165,326)

$

158,433‌

‡

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

$17,433

and

represents

11.1%

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,

2024.

(4)

At

May

31,

2024,

all

or

a

portion

of

this

security

is

pledged

as

collateral

and/or

margin

deposit

to

cover

future

funding

obligations.

(5)

Seven-day

yield

(6)

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

12

(Amounts

in

000s)

SWAPS

0.8%

Description

Notional

Amount

$

Value

Initial

$

Value

**

Unrealized

$

Gain/(Loss)

CENTRALLY

CLEARED

SWAPS

0.8%

Credit

Default

Swaps,

Protection

Sold

0.8%

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.HY-S41,

5

Year

Index),

Receive

5.00%

Quarterly,

Pay

upon

credit

default,

12/20/28

8,415

663

295

368‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.HY-S42,

5

Year

Index),

Receive

5.00%

Quarterly,

Pay

upon

credit

default,

6/20/29

3,300

257

228

29‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.IG-S41,

5

Year

Index),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

12/20/28

7,100

176

122

54‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.IG-S42,

10

Year

Index),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

6/20/34

5,000

48

29

19‌

Protection

Sold

(Relevant

Credit:

Markit

CDX.NA.IG-S42,

5

Year

Index),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

6/20/29

2,750

67

62

5‌

Total

Centrally

Cleared

Credit

Default

Swaps,

Protection

Sold

474‌

Total

Centrally

Cleared

Swaps

474‌

Net

payments

(receipts)

of

variation

margin

to

date

(

447‌

)

Variation

margin

receivable

(payable)

on

centrally

cleared

swaps

$

27‌

**

Includes

interest

purchased

or

sold

but

not

yet

collected

of

$10.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

13

FUTURES

CONTRACTS

($000s)

Expiration

Date

Notional

Amount

Value

and

Unrealized

Gain

(Loss)

Long,

134

U.S.

Treasury

Long

Bond

contracts

9/24

15,552

$

(

113‌

)

Short,

29

U.S.

Treasury

Notes

five

year

contracts

9/24

(3,068)

2‌

Short,

30

U.S.

Treasury

Notes

ten

year

contracts

9/24

(3,264)

4‌

Long,

76

Ultra

U.S.

Treasury

Bonds

contracts

9/24

9,305

(

115‌

)

Short,

144

Ultra

U.S.

Treasury

Notes

ten

year

contracts

9/24

(16,132)

56‌

Net

payments

(receipts)

of

variation

margin

to

date

231‌

Variation

margin

receivable

(payable)

on

open

futures

contracts

$

65‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

14

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

AFFILIATED

COMPANIES

($000s)

The

fund

may

invest

in

certain

securities

that

are

considered

affiliated

companies.

As

defined

by

the

1940

Act,

an

affiliated

company

is

one

in

which

the

fund

owns

5%

or

more

of

the

outstanding

voting

securities,

or

a

company

that

is

under

common

ownership

or

control.

The

following

securities

were

considered

affiliated

companies

for

all

or

some

portion

of

the

year

ended

May

31,

2024.

Net

realized

gain

(loss),

investment

income,

change

in

net

unrealized

gain/loss,

and

purchase

and

sales

cost

reflect

all

activity

for

the

period

then

ended.

Affiliate

Net

Realized

Gain

(Loss)

Change

in

Net

Unrealized

Gain/Loss

Investment

Income

T.

Rowe

Price

Government

Reserve

Fund,

5.39%

$

—‌

$

—‌

$

76‌

++

Totals

$

—‌

#

$

—‌

$

76‌

+

Supplementary

Investment

Schedule

Affiliate

Value

05/31/23

Purchase

Cost

Sales

Cost

Value

05/31/24

T.

Rowe

Price

Government

Reserve

Fund,

5.39%

$

1,278‌

^

^

$

3,613‌

Total

$

3,613‌

^

#

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

$76

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

$3,613.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

May

31,

2024

Statement

of

Assets

and

Liabilities

15

($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

$165,326)

$

158,433‌

Interest

receivable

1,942‌

Receivable

for

shares

sold

526‌

Variation

margin

receivable

on

futures

contracts

65‌

Variation

margin

receivable

on

centrally

cleared

swaps

27‌

Cash

9‌

Other

assets

10‌

Total

assets

161,012‌

Liabilities

Obligation

to

return

securities

lending

collateral

3,369‌

Payable

for

investment

securities

purchased

499‌

Payable

for

shares

redeemed

364‌

Investment

management

and

administrative

fees

payable

47‌

Total

liabilities

4,279‌

NET

ASSETS

$

156,733‌

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

(

11,309‌

)

Paid-in

capital

applicable

to

20,841,013

shares

of

$0.0001

par

value

capital

stock

outstanding;

4,000,000,000

shares

of

the

Corporation

authorized

168,042‌

NET

ASSETS

$

156,733‌

NET

ASSET

VALUE

PER

SHARE

$

7.52‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Statement

of

Operations

16

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

Ended

5/31/24

Investment

Income

(Loss)

Income

    Interest

$

4,972‌

Dividend

76‌

Securities

lending

9‌

Total

income

5,057‌

Investment

management

and

administrative

expense

427‌

Net

investment

income

4,630‌

Realized

and

Unrealized

Gain

/

Loss  

–

Net

realized

gain

(loss)

Securities

(

1,415‌

)

Futures

(

307‌

)

Swaps

796‌

Net

realized

loss

(

926‌

)

Change

in

net

unrealized

gain

/

loss

Securities

(

1,314‌

)

Futures

(

184‌

)

Swaps

226‌

Change

in

net

unrealized

gain

/

loss

(

1,272‌

)

Net

realized

and

unrealized

gain

/

loss

(

2,198‌

)

INCREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

2,432‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

Statement

of

Changes

in

Net

Assets

17

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

.

.

.

..

.

.

.

.

.

.

.

. ..

.

..

Ended

.

.

.

.

.

.

. .

.

.

.

.

..

..

.

5/31/24

5/31/23

Increase

(Decrease)

in

Net

Assets

Operations

Net

investment

income

$

4,630‌

$

1,330‌

Net

realized

loss

(

926‌

)

(

918‌

)

Change

in

net

unrealized

gain

/

loss

(

1,272‌

)

(

1,667‌

)

Increase

(decrease)

in

net

assets

from

operations

2,432‌

(

1,255‌

)

Distributions

to

shareholders

Net

earnings

(

5,117‌

)

(

1,489‌

)

Capital

share

transactions

*

Shares

sold

125,763‌

34,945‌

Distributions

reinvested

4,817‌

1,105‌

Shares

redeemed

(

26,706‌

)

(

2,611‌

)

Increase

in

net

assets

from

capital

share

transactions

103,874‌

33,439‌

Net

Assets

Increase

during

period

101,189‌

30,695‌

Beginning

of

period

55,544‌

24,849‌

End

of

period

$

156,733‌

$

55,544‌

*Share

information

(000s)

Shares

sold

16,653‌

4,439‌

Distributions

reinvested

638‌

140‌

Shares

redeemed

(

3,597‌

)

(

326‌

)

Increase

in

shares

outstanding

13,694‌

4,253‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

18

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.

Indemnification

 In

the

normal

course

of

business, the

fund

may

provide

indemnification

in

connection

with

its

officers

and

directors,

service

providers,

and/or

private

company

investments. The

fund’s

maximum

exposure

under

these

arrangements

is

unknown;

however,

the

risk

of

material

loss

is

currently

considered

to

be

remote.

NOTE

2

-

VALUATION 

Fair

Value

  The

fund’s

financial

instruments

are

valued

at

the

close

of

the

NYSE

and

are

reported

at

fair

value,

which

GAAP

defines

as

the

price

that

would

be

received

to

sell

an

asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date. The fund’s

Board

of

Directors

(the

Board)

has

designated

T.

Rowe

Price

Associates,

Inc.

as

the

fund’s

valuation

designee

(Valuation

Designee).

Subject

to

oversight

by

the

Board,

the

Valuation

Designee

performs

the

following

functions

in

performing

fair

value

determinations:

assesses

and

manages

valuation

risks;

establishes

and

applies

fair

value

methodologies;

tests

fair

value

methodologies;

and

evaluates

pricing

vendors

and

pricing

agents.

The

duties

and

responsibilities

of

the

Valuation

Designee

are

performed

by

its

Valuation

Committee. The

Valuation

Designee provides

periodic

reporting

to

the

Board

on

valuation

matters.

Various

valuation

techniques

and

inputs

are

used

to

determine

the

fair

value

of

financial

instruments.

GAAP

establishes

the

following

fair

value

hierarchy

that

categorizes

the

inputs

used

to

measure

fair

value:

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

19

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

20

Valuation

Inputs

  The

following

table

summarizes

the

fund’s

financial

instruments,

based

on

the

inputs

used

to

determine

their

fair

values

on

May

31,

2024

(for

further

detail

by

category,

please

refer

to

the

accompanying

Portfolio

of

Investments):

NOTE

3

-

DERIVATIVE

INSTRUMENTS 

During

the

year ended

May

31,

2024,

the

fund

invested

in

derivative

instruments.

As

defined

by

GAAP,

a

derivative

is

a

financial

instrument

whose

value

is

derived

from

an

underlying

security

price,

foreign

exchange

rate,

interest

rate,

index

of

prices

or

rates,

or

other

variable;

it

requires

little

or

no

initial

investment

and

permits

or

requires

net

settlement.

The

fund

invests

in

derivatives

only

if

the

expected

risks

and

rewards

are

consistent

with

its

investment

objectives,

policies,

and

overall

risk

profile,

as

described

in

its

prospectus

and

Statement

of

Additional

Information.

The

fund

may

use

derivatives

for

a

variety

of

purposes

and

may

use

them

to

establish

both

long

and

short

positions

within

the

fund’s

portfolio.

Potential

uses

include

to

hedge

against

declines

in

principal

value,

increase

yield,

invest

in

an

asset

with

greater

efficiency

and

at

a

lower

cost

than

is

possible

through

direct

investment,

to

enhance

return,

or

to

adjust

portfolio

duration

and

credit

exposure.

The

risks

associated

with

the

use

of

derivatives

are

different

from,

and

potentially

much

greater

than,

the

risks

associated

with

investing

directly

in

the

instruments

on

which

the

derivatives

are

based.

The

fund

values

its

derivatives

at

fair

value

and

recognizes

changes

in

fair

value

currently

in

its

results

of

operations.

Accordingly,

the

fund

does

not

follow

hedge

accounting,

even

for

derivatives

employed

as

economic

hedges.

Generally,

the

fund

accounts

for

its

derivatives

on

a

gross

basis.

It

does

not

offset

the

fair

value

of

derivative

liabilities

against

the

fair

value

of

derivative

assets

on

its

financial

statements,

nor

does

it

offset

the

fair

value

of

derivative

instruments

against

the

right

to

reclaim

or

obligation

to

return

collateral.

The

following

table

summarizes

the

fair

value

of

the

fund’s

derivative

instruments

held

as

of

May

31,

2024,

and

the

related

location

on

the

accompanying

Statement

of

Assets

and

Liabilities,

presented

by

primary

underlying

risk

exposure: 

($000s)

Level

1

Level

2

Level

3

Total

Value

Assets

Fixed

Income

Securities

1

$

—‌

$

154,820‌

$

—‌

$

154,820‌

Short-Term

Investments

244‌

—‌

—‌

244‌

Securities

Lending

Collateral

3,369‌

—‌

—‌

3,369‌

Total

Securities

3,613‌

154,820‌

—‌

158,433‌

Swaps*

—‌

474‌

—‌

474‌

Futures

Contracts*

62‌

—‌

—‌

62‌

Total

$

3,675‌

$

155,294‌

$

—‌

$

158,969‌

Liabilities

Futures

Contracts*

$

228‌

$

—‌

$

—‌

$

228‌

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

21

Additionally,

the

amount

of

gains

and

losses

on

derivative

instruments

recognized

in

fund

earnings

during

the

year ended

May

31,

2024,

and

the

related

location

on

the

accompanying

Statement

of

Operations

is

summarized

in

the

following

table

by

primary

underlying

risk

exposure: 

Counterparty

Risk

and

Collateral

 The

fund

invests

in

exchange-traded

and/or

centrally

cleared

derivative

contracts,

such

as

futures,

exchange-traded

options,

and

centrally

cleared

swaps.

Counterparty

risk

on

such

derivatives

is

minimal

because

the

clearinghouse

provides

protection

against

counterparty

defaults.

For

futures

and

centrally

cleared

swaps,

the

fund

is

required

to

deposit

collateral

in

an

amount

specified

by

the

clearinghouse

and

the

clearing

firm

(margin

requirement),

and

the

margin

requirement

must

be

maintained

over

the

life

of

the

contract.

Each

clearinghouse

and

clearing

firm,

in

its

sole

discretion,

may

adjust

the

margin

requirements

applicable

to

the

fund.

Collateral may

be

in

the

form

of

cash

or

debt

securities

issued

by

the

U.S.

government

or

related

agencies.

Cash

posted

by

the

fund

is

reflected

as

cash

deposits

in

the

accompanying

financial

statements

and

generally

is

restricted

from

withdrawal

by

the

fund;

securities

posted

by

the

fund

are

so

noted

in

the

accompanying

Portfolio

of

Investments;

both

remain

in

the

fund’s

assets.

While

typically

not

sold

in

the

same

manner

as

equity

or

fixed

income

securities,

exchange-

traded

or

centrally

cleared

derivatives

may

be

closed

out

only

on

the

exchange

or

clearinghouse

where

the

contracts

were

cleared.

This

ability

is

subject

to

the

liquidity

of

underlying

positions. As

of

May

31,

2024,

securities

valued

at $2,030,000

had

been

posted

by

the

fund

for

exchange-traded

and/or

centrally

cleared

derivatives. 

($000s)

Location

on

Statement

of

Assets

and

Liabilities

Fair

Value*

Assets

Interest

rate

derivatives

Futures

$

62‌

Credit

derivatives

Centrally

Cleared

Swaps

474‌

*

Total

$

536‌

*

Liabilities

Interest

rate

derivatives

Futures

$

228‌

Total

$

228‌

*

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

$

(307‌)

$

—‌

$

(307‌)

Credit

derivatives

—‌

796‌

796‌

Total

$

(307‌)

$

796‌

$

489‌

Change

in

Unrealized

Gain

(Loss)

Interest

rate

derivatives

$

(184‌)

$

—‌

$

(184‌)

Credit

derivatives

—‌

226‌

226‌

Total

$

(184‌)

$

226‌

$

42‌

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

22

Futures

Contracts

 The

fund

is

subject

to interest

rate

risk in

the

normal

course

of

pursuing

its

investment

objectives

and

uses

futures

contracts

to

help

manage

such

risk.

The fund

may

enter

into

futures

contracts

to

manage

exposure

to

interest

rate

and

yield

curve

movements,

security

prices,

foreign

currencies,

credit

quality,

and

mortgage

prepayments;

as

an

efficient

means

of

adjusting

exposure

to

all

or

part

of

a

target

market;

to

enhance

income;

as

a

cash

management

tool;

or

to

adjust

portfolio

duration

and

credit

exposure. A

futures

contract

provides

for

the

future

sale

by

one

party

and

purchase

by

another

of

a

specified

amount

of

a

specific

underlying

financial

instrument

at

an

agreed-upon

price,

date,

time,

and

place.

The

fund

currently

invests

only

in

exchange-traded

futures,

which

generally

are

standardized

as

to

maturity

date,

underlying

financial

instrument,

and

other

contract

terms.

Payments

are

made

or

received

by

the

fund

each

day

to

settle

daily

fluctuations

in

the

value

of

the

contract

(variation

margin),

which

reflect

changes

in

the

value

of

the

underlying

financial

instrument.

Variation

margin

is

recorded

as

unrealized

gain

or

loss

until

the

contract

is

closed.

The

value

of

a

futures

contract

included

in

net

assets

is

the

amount

of

unsettled

variation

margin;

net

variation

margin

receivable

is

reflected

as

an

asset

and

net

variation

margin

payable

is

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

When

a

contract

is

closed,

a

realized

gain

or

loss

is

recorded

on

the

accompanying

Statement

of

Operations.

Risks

related

to

the

use

of

futures

contracts

include

possible

illiquidity

of

the

futures

markets,

contract

prices

that

can

be

highly

volatile

and

imperfectly

correlated

to

movements

in

hedged

security

values

and/or

interest

rates,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

May

31,

2024,

the

volume

of

the

fund’s

activity

in

futures,

based

on

underlying

notional

amounts,

was

generally

between

4%

and

27%

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

on

the

accompanying

Statement

of

Operations upon

contract

termination

or

cash

settlement.

Net

periodic

receipts

or

payments

required

by

a

contract

increase

or

decrease,

respectively,

the

value

of

the

contract

until

the

contractual

payment

date,

at

which

time

such

amounts

are

reclassified

from

unrealized

to

realized

gain

or

loss

on

the

accompanying

Statement

of

Operations.

For

bilateral

swaps,

cash

payments

are

made

or

received

by

the

fund

on

a

periodic

basis

in

accordance

with

contract

terms;

unrealized

gain

on

contracts

and

premiums

paid

are

reflected

as

assets

and

unrealized

loss

on

contracts

and

premiums

received

are

reflected

as

liabilities

on

the

accompanying

Statement

of

Assets

and

Liabilities.

For

bilateral

swaps,

premiums

paid

or

received

are

amortized

over

the

life

of

the

swap

and

are

recognized

as

realized

gain

or

loss

on

the

accompanying

Statement

of

Operations.

For

centrally

cleared

swaps,

payments

are

made

or

received

by

the

fund

each

day

to

settle

the

daily

fluctuation

in

the

value

of

the

contract

(variation

margin).

Accordingly,

the

value

of

a

centrally

cleared

swap

included

in

net

assets

is

the

unsettled

variation

margin;

net

variation

margin

receivable

is

reflected

as

an

asset

and

net

variation

margin

payable

is

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Credit

default

swaps

are

agreements

where

one

party

(the

protection

buyer)

agrees

to

make

periodic

payments

to

another

party

(the

protection

seller)

in

exchange

for

protection

against

specified

credit

events,

such

as

certain

defaults

and

bankruptcies

related

to

an

underlying

credit

instrument,

or

issuer

or

index

of

such

instruments.

Upon

occurrence

of

a

specified

credit

event,

the

protection

seller

is

required

to

pay

the

buyer

the

difference

between

the

notional

amount

of

the

swap

and

the

value

of

the

underlying

credit,

either

in

the

form

of

a

net

cash

settlement

or

by

paying

the

gross

notional

amount

and

accepting

delivery

of

the

relevant

underlying

credit.

For

credit

default

swaps

where

the

underlying

credit

is

an

index,

a

specified

credit

event

may

affect

all

or

individual

underlying

securities

included

in

the

index

and

will

be

settled

based

upon

the

relative

weighting

of

the

affected

underlying

security(ies)

within

the

index. Generally,

the

payment

risk

for

the

seller

of

protection

is

inversely

related

to

the

current

market

price

or

credit

rating

of

the

underlying

credit

or

the

market

value

of

the

contract

relative

to

the

notional

amount,

which

are

indicators

of

the

markets’

valuation

of

credit

quality.

As

of

May

31,

2024,

the

notional

amount

of

protection

sold

by

the

fund

totaled $26,565,000

(16.9%

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,

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

23

potential

government

regulation

that

could

adversely

affect

the

fund’s

swap

investments,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

May

31,

2024,

the

volume

of

the

fund’s

activity

in

swaps,

based

on

underlying

notional

amounts,

was

generally

between

14%

and

21%

of

net

assets.

NOTE

4

-

OTHER

INVESTMENT

TRANSACTIONS 

Consistent

with

its

investment

objective, the

fund

engages

in

the

following

practices

to

manage

exposure

to

certain

risks

and/or

to

enhance

performance.

The

investment

objective,

policies,

program,

and

risk

factors

of the

fund

are

described

more

fully

in the

fund’s prospectus

and

Statement

of

Additional

Information.

Restricted

Securities

 The

fund

invests

in

securities

that

are

subject

to

legal

or

contractual

restrictions

on

resale.

Prompt

sale

of

such

securities

at

an

acceptable

price

may

be

difficult

and

may

involve

substantial

delays

and

additional

costs.

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.

Securities

Lending

 The fund

may

lend

its

securities

to

approved

borrowers

to

earn

additional

income.

Its

securities

lending

activities

are

administered

by

a

lending

agent

in

accordance

with

a

securities

lending

agreement.

Security

loans

generally

do

not

have

stated

maturity

dates,

and

the

fund

may

recall

a

security

at

any

time.

The

fund

receives

collateral

in

the

form

of

cash

or

U.S.

government

securities.

Collateral

is

maintained

over

the

life

of

the

loan

in

an

amount

not

less

than

the

value

of

loaned

securities;

any

additional

collateral

required

due

to

changes

in

security

values

is

delivered

to

the

fund

the

next

business

day.

Cash

collateral

is

invested

in

accordance

with

investment

guidelines

approved

by

fund

management.

Additionally,

the

lending

agent

indemnifies

the

fund

against

losses

resulting

from

borrower

default.

Although

risk

is

mitigated

by

the

collateral

and

indemnification,

the

fund

could

experience

a

delay

in

recovering

its

securities

and

a

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

the

securities,

collateral

investments

decline

in

value,

and

the

lending

agent

fails

to

perform.

Securities

lending

revenue

consists

of

earnings

on

invested

collateral

and

borrowing

fees,

net

of

any

rebates

to

the

borrower,

compensation

to

the

lending

agent,

and

other

administrative

costs.

In

accordance

with

GAAP,

investments

made

with

cash

collateral

are

reflected

in

the

accompanying

financial

statements,

but

collateral

received

in

the

form

of

securities

is

not.

At

May

31,

2024,

the

value

of

loaned

securities

was

$3,048,000;

the

value

of

cash

collateral

and

related

investments

was

$3,369,000.

Other 

Purchases

and

sales

of

portfolio

securities

other

than

in-kind

transactions,

if

any,

short-term and

U.S.

government

securities

aggregated $96,900,000 and

$1,249,000,

respectively,

for

the

year ended

May

31,

2024.

Purchases

and

sales

of

U.S.

government

securities

aggregated

$62,297,000 and

$54,508,000,

respectively,

for

the

year ended

May

31,

2024.

NOTE

5

-

FEDERAL

INCOME

TAXES

Generally,

no

provision

for

federal

income

taxes

is

required

since

the

fund

intends

to continue

to

qualify

as

a

regulated

investment

company

under

Subchapter

M

of

the

Internal

Revenue

Code

and

distribute

to

shareholders

all

of

its taxable

income

and

gains.

Distributions

determined

in

accordance

with

federal

income

tax

regulations

may

differ

in

amount

or

character

from

net

investment

income

and

realized

gains

for

financial

reporting

purposes.

The

fund

files

U.S.

federal,

state,

and

local

tax

returns

as

required.

The

fund’s

tax

returns

are

subject

to

examination

by

the

relevant

tax

authorities

until

expiration

of

the

applicable

statute

of

limitations,

which

is

generally

three

years

after

the

filing

of

the

tax

return

but

which

can

be

extended

to

six

years

in

certain

circumstances.

Tax

returns

for

open

years

have

incorporated

no

uncertain

tax

positions

that

require

a

provision

for

income

taxes.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

24

Capital

accounts

within

the

financial

reporting

records

are

adjusted

for

permanent

book/tax

differences

to

reflect

tax

character

but

are

not

adjusted

for

temporary

differences.

The

permanent

book/tax

adjustments,

if

any,

have

no

impact

on

results

of

operations

or

net

assets.

The

permanent

book/tax

adjustments

relate

primarily

to

the

character

of

income

on

swaps.

The

tax

character

of

distributions

paid

for

the

periods

presented

was

as

follows:

At

May

31,

2024,

the

tax-basis

cost

of

investments

(including

derivatives,

if

any)

and

gross

unrealized

appreciation

and

depreciation

were as

follows:

At

May

31,

2024,

the

tax-basis

components

of

accumulated

net

earnings

(loss)

were

as

follows:

Temporary

differences

between

book-basis

and

tax-basis

components

of

total

distributable

earnings

(loss)

arise

when

certain

items

of

income,

gain,

or

loss

are

recognized

in

different

periods

for

financial

statement

purposes

versus

for

tax

purposes;

these

differences

will

reverse

in

a

subsequent

reporting

period.

The

temporary

differences

relate

primarily

to

the

deferral

of

losses

from

wash

sales

and

the

realization

of

gains/losses

on

certain

open

derivative

contracts.

The

loss

carryforwards

and

deferrals

primarily

relate

to

capital

loss

carryforwards

and

straddle

deferrals.

Capital

loss

carryforwards

are

available

indefinitely

to

offset

future

realized

capital

gains.

Further,

a

portion

of

the

fund’s

available

capital

loss

carryforwards

are

subject

to

certain

limitations

on

amount

or

timing

of

use

related

to

an

ownership

change.

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

funds.

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

($000s)

May

31,

2024

May

31,

2023

Ordinary

income

(including

short-term

capital

gains,

if

any)

$

5,117‌

$

1,489‌

($000s)

Cost

of

investments

$

166,153‌

Unrealized

appreciation

$

847‌

Unrealized

depreciation

(7,831‌)

Net

unrealized

appreciation

(depreciation)

$

(6,984‌)

($000s)

Undistributed

ordinary

income

$

245

Net

unrealized

appreciation

(depreciation)

(6,984

)

Loss

carryforwards

and

deferrals

(4,570

)

Total

distributable

earnings

(loss)

$

(11,309

)

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

25

and

administrative

agreement,

expenses

incurred

by

the

funds

pursuant

to

these

service

agreements

are

paid

by

Price

Associates.

T.

Rowe

Price

Investment

Services,

Inc.

(Investment

Services)

serves

as

distributor

to

the

fund.

Pursuant

to

an

underwriting

agreement,

no

compensation

for

any

distribution

services

provided

is

paid

to

Investment

Services

by

the

fund

(except

for

12b-1

fees

under

a

Board-approved

Rule

12b-1

plan).

The fund

may

invest

its

cash

reserves

in

certain

open-end

management

investment

companies

managed

by

Price

Associates

and

considered

affiliates

of

the

fund:

the

T.

Rowe

Price

Government

Reserve

Fund

or

the

T.

Rowe

Price

Treasury

Reserve

Fund,

organized

as

money

market

funds

(together,

the

Price

Reserve

Funds).

The

Price

Reserve

Funds

are

offered

as

short-term

investment

options

to

mutual

funds,

trusts,

and

other

accounts

managed

by

Price

Associates

or

its

affiliates

and

are

not

available

for

direct

purchase

by

members

of

the

public.

Cash

collateral

from

securities

lending,

if

any,

is

invested

in

the

T.

Rowe

Price

Government

Reserve Fund. The

Price

Reserve

Funds

pay

no

investment

management

fees.

The fund may

participate

in

securities

purchase

and

sale

transactions

with

other

funds

or

accounts

advised

by

Price

Associates

(cross

trades),

in

accordance

with

procedures

adopted

by the

fund’s

Board

and

Securities

and

Exchange

Commission

rules,

which

require,

among

other

things,

that

such

purchase

and

sale

cross

trades

be

effected

at

the

independent

current

market

price

of

the

security.

During

the

year

ended

May

31,

2024,

the

fund

had

no

purchases

or

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates.

NOTE

7

-

OTHER

MATTERS

Unpredictable environmental,

political,

social

and

economic

events,

including

but

not

limited

to,

environmental

or

natural

disasters,

war

and

conflict

(including

Russia’s

military

invasion

of

Ukraine

and

the

conflict

in

Israel,

Gaza

and

surrounding

areas),

terrorism,

geopolitical

developments

(including

trading

and

tariff

arrangements,

sanctions

and

cybersecurity

attacks),

and

public

health

epidemics

(including

the

global

outbreak

of

COVID-19)

and

similar

public

health

threats,

may

significantly

affect

the

economy

and

the

markets

and

issuers

in

which

a

fund

invests.

The

extent

and

duration

of

such

events

and

resulting

market

disruptions

cannot

be

predicted.

These

and

other

similar

events

may

cause

instability

across

global

markets,

including

reduced

liquidity

and

disruptions

in

trading

markets,

while

some

events

may

affect

certain

geographic

regions,

countries,

sectors,

and

industries

more

significantly

than

others,

and

exacerbate

other

pre-existing

political,

social,

and

economic

risks.

The

fund’s

performance

could

be

negatively

impacted

if

the

value

of

a

portfolio

holding

were

harmed

by

these

or

such

events.

Management

actively

monitors

the

risks

and

financial

impacts

arising

from

such

events.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

26

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,

2024,

the

related

statement

of

operations

for

the

year

ended

May

31,

2024,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

May

31,

2024,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

May

31,

2024

(collectively

referred

to

as

the

“financial

statements”).

In

our

opinion,

the

financial

statements

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

May

31,

2024,

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

for

each

of

the

two

years

in

the

period

ended

May

31,

2024

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

May

31,

2024,

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

of

these

financial

statements

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

May

31,

2024

by

correspondence

with

the

custodians,

transfer

agent

and

brokers;

when

replies

were

not

received

from

brokers,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

/s/

PricewaterhouseCoopers

LLP

Baltimore,

Maryland

July

18,

2024

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

T.

Rowe

Price

group

of

investment

companies

since

1973.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

27

TAX

INFORMATION

(UNAUDITED)

FOR

THE

TAX

YEAR

ENDED 5/31/24

We

are

providing

this

information

as

required

by

the

Internal

Revenue

Code.

The

amounts

shown

may

differ

from

those

elsewhere

in

this

report

because

of

differences

between

tax

and

financial

reporting

requirements.

For

shareholders

subject

to

interest

expense

deduction

limitation

under

Section

163(j),

$4,332,000

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

28

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

Each

year,

the

fund’s

Board

of

Directors

(Board)

considers

the

continuation

of

the

investment

management

agreement

(Advisory

Contract)

between

the

fund

and

its

investment

adviser,

T.

Rowe

Price

Associates,

Inc.

(Adviser).

In

that

regard,

at

a

meeting

held

on

March

11–12,

2024

(Meeting),

the

Board,

including

all

of

the

fund’s

independent

directors

present

in

person

at

the

Meeting,

approved

the

continuation

of

the

fund’s

Advisory

Contract.

At

the

Meeting,

the

Board

considered

the

factors

and

reached

the

conclusions

described

below

relating

to

the

selection

of

the

Adviser

and

the

approval

of

the

Advisory

Contract.

The

independent

directors

were

assisted

in

their

evaluation

of

the

Advisory

Contract

by

independent

legal

counsel

from

whom

they

received

separate

legal

advice

and

with

whom

they

met

separately.

In

providing

information

to

the

Board,

the

Adviser

was

guided

by

a

detailed

set

of

requests

for

information

submitted

by

independent

legal

counsel

on

behalf

of

the

independent

directors.

In

considering

and

approving

the

continuation

of

the

Advisory

Contract,

the

Board

considered

the

information

it

believed

was

relevant,

including,

but

not

limited

to,

the

information

discussed

below.

The

Board

considered

not

only

the

specific

information

presented

in

connection

with

the

Meeting,

but

also

the

knowledge

gained

over

time

through

interaction

with

the

Adviser

about

various

topics.

The

Board

meets

regularly

and,

at

each

of

its

meetings,

covers

an

extensive

agenda

of

topics

and

materials

and

considers

factors

that

are

relevant

to

its

annual

consideration

of

the

renewal

of

the

T.

Rowe

Price

funds’

advisory

contracts,

including

performance

and

the

services

and

support

provided

to

the

funds

and

their

shareholders.

Services

Provided

by

the

Adviser

The

Board

considered

the

nature,

quality,

and

extent

of

the

services

provided

to

the

fund

by

the

Adviser.

These

services

included,

but

were

not

limited

to,

directing

the

fund’s

investments

in

accordance

with

its

investment

program

and

the

overall

management

of

the

fund’s

portfolio,

as

well

as

a

variety

of

related

activities

such

as

financial,

investment

operations,

and

administrative

services;

compliance;

maintaining

the

fund’s

records

and

registrations;

and

shareholder

communications.

The

Board

also

reviewed

the

background

and

experience

of

the

Adviser’s

senior

management

team

and

investment

personnel

involved

in

the

management

of

the

fund,

as

well

as

the

Adviser’s

compliance

record.

The

Board

concluded

that

the

information

it

considered

with

respect

to

the

nature,

quality,

and

extent

of

the

services

provided

by

the

Adviser,

as

well

as

the

other

factors

considered

at

the

Meeting,

supported

the

Board’s

approval

of

the

continuation

of

the

Advisory

Contract.

Investment

Performance

of

the

Fund

The

Board

took

into

account

discussions

with

the

Adviser

and

detailed

reports

that

it

regularly

receives

throughout

the

year

on

relative

and

absolute

performance

for

the

T.

Rowe

Price

funds.

In

connection

with

the

Meeting,

the

Board

reviewed

information

provided

by

the

Adviser

that

compared

the

fund’s

total

returns,

as

well

as

a

wide

variety

of

other

previously

agreed-upon

performance

measures

and

market

data,

against

relevant

benchmark

indexes

and

peer

groups

of

funds

with

similar

investment

programs

for

various

periods

through

December

31,

2023.

Additionally,

the

Board

reviewed

the

fund’s

relative

performance

information

as

of

September

30,

2023,

which

ranked

the

returns

of

the

fund

for

various

periods

against

a

universe

of

funds

with

similar

investment

programs

selected

by

Broadridge,

an

independent

provider

of

mutual

fund

data.

In

the

course

of

its

deliberations,

the

Board

considered

performance

information

provided

throughout

the

year

and

in

connection

with

the

Advisory

Contract

review

at

the

Meeting,

as

well

as

information

provided

during

investment

review

meetings

conducted

with

portfolio

managers

and

senior

investment

personnel

during

the

course

of

the

year

regarding

the

fund’s

performance.

The

Board

also

considered

relevant

factors,

such

as

overall

market

conditions

and

trends

that

could

adversely

impact

the

fund’s

performance,

the

length

of

the

fund’s

performance

track

record,

and

how

closely

the

fund’s

strategies

align

with

its

benchmarks

and

peer

groups.

The

Board

concluded

that

the

information

it

considered

with

respect

to

the

fund’s

performance,

as

well

as

the

other

factors

considered

at

the

Meeting,

supported

the

Board’s

approval

of

the

continuation

of

the

Advisory

Contract.

Costs,

Benefits,

Profits,

and

Economies

of

Scale

The

Board

reviewed

detailed

information

regarding

the

revenues

received

by

the

Adviser

under

the

Advisory

Contract

and

other

direct

and

indirect

benefits

that

the

Adviser

(and

its

affiliates)

may

have

realized

from

its

relationship

with

the

fund.

In

considering

soft-dollar

arrangements

pursuant

to

which

research

may

be

received

from

broker-dealers

that

execute

the

fund’s

portfolio

transactions,

the

Board

noted

that

during

2023

the

Adviser

paid

the

costs

of

research

services

for

all

client

accounts

that

it

advises,

including

the

T.

Rowe

Price

funds.

However,

effective

January

1,

2024,

the

Adviser

will

begin

using

brokerage

commissions

in

connection

with

certain

T.

Rowe

Price

funds’

securities

transactions

to

pay

for

research

when

permissible.

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

29

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.

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

the

fund’s

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

(which

reflects

the

management

fees

actually

received

from

the

fund

by

the

Adviser

after

any

applicable

waivers,

reductions,

or

reimbursements),

operating

expenses,

and

total

expenses

(which

reflect

the

net

total

expense

ratio

of

the

fund

after

any

waivers,

reductions,

or

reimbursements)

in

comparison

with

the

information

for

the

Broadridge

peer

groups.

Broadridge

generally

constructed

the

peer

groups

by

seeking

the

most

comparable

funds

based

on

similar

investment

classifications

and

objectives,

expense

structure,

asset

size,

and

operating

components

and

attributes

and

ranked

funds

into

quintiles,

with

the

first

quintile

representing

the

funds

with

the

lowest

relative

expenses

and

the

fifth

quintile

representing

the

funds

with

the

highest

relative

expenses.

The

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

T.

ROWE

PRICE

Institutional

Long

Duration

Credit

Fund

30

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).

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.

E151-050

7/24

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

Not applicable.

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

Not applicable.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

Remuneration paid to Directors is included in Item 7 of this Form N-CSR.

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

If applicable, see Item 7.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 15. Submission of Matters to a Vote of Security Holders.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 16. Controls and Procedures.

(a)  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)  The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

Not applicable.

Item 19. Exhibits.

(a)(1)	The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.
(2)	Listing standards relating to recovery of erroneously awarded compensation: not applicable.
(3)	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.
(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 Long Duration Credit Fund
By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	July 18, 2024

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

By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	July 18, 2024

By	/s/ Alan S. Dupski
	Alan S. Dupski
	Principal Financial Officer
Date	July 18, 2024