T.
ROWE
PRICE
Retirement
Blend
2015
Fund
February
29,
2024
(Unaudited)
1
Portfolio
of
Investments
(1)
(1)
$
Value
5/31/23
$
Purchase
Cost
(2)
$
Sales
Cost
(2)
Shares
$
Value
2/29/24
(Cost
and
value
in
$000s)
BOND
MUTUAL
FUNDS
47.6%
T.
Rowe
Price
Funds:
QM
U.S.
Bond
Index
Fund
2,961
2,811
641
536,678
5,109
U.S.
Limited
Duration
TIPS
Index
Fund
2,632
2,608
572
508,800
4,615
International
Bond
Fund
(USD
Hedged)
1,065
867
244
211,595
1,778
Dynamic
Global
Bond
Fund
763
676
196
159,720
1,236
Emerging
Markets
Bond
Fund
791
634
305
133,262
1,202
U.S.
Treasury
Long-Term
Index
Fund
754
643
145
158,491
1,187
High
Yield
Fund
698
587
202
192,503
1,128
Dynamic
Credit
Fund
–
472
30
49,873
441
Floating
Rate
Fund
320
222
134
45,130
419
Total
Bond
Mutual
Funds
(Cost
$17,473)
17,115
EQUITY
MUTUAL
FUNDS
50.0%
T.
Rowe
Price
Funds:
Equity
Index
500
Fund
3,466
2,804
2,184
36,755
4,936
International
Equity
Index
Fund
1,480
1,117
477
142,832
2,284
Hedged
Equity
Fund
–
1,807
172
160,810
1,830
Growth
Stock
Fund
955
758
313
17,363
1,675
Value
Fund
924
761
249
36,957
1,645
Real
Assets
Fund
467
733
132
80,298
1,092
International
Value
Equity
Fund
417
330
119
41,756
676
International
Stock
Fund
417
306
125
33,297
646
Mid-Cap
Index
Fund
367
279
117
34,492
642
Small-Cap
Index
Fund
361
279
148
37,985
558
Emerging
Markets
Discovery
Stock
Fund
325
240
119
35,702
469
Emerging
Markets
Stock
Fund
260
199
63
11,659
398
Mid-Cap
Growth
Fund
201
171
40
3,435
367
Mid-Cap
Value
Fund
169
143
56
8,776
288
Small-Cap
Value
Fund
160
133
30
5,525
286
New
Horizons
Fund (3)
118
91
21
3,598
215
Total
Equity
Mutual
Funds
(Cost
$15,783)
18,007
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
2
$
Value
5/31/23
$
Purchase
Cost
(2)
$
Sales
Cost
(2)
Shares
$
Value
2/29/24
(Cost
and
value
in
$000s)
SHORT-TERM
INVESTMENTS
2.5%
Money
Market
Funds
2.5%
T.
Rowe
Price
U.S.
Treasury
Money
Fund,
5.40% (4)
636
1,772
1,511
897,330
897
Total
Short-Term
Investments
(Cost
$897)
897
Total
Investments
in
Securities
100.1%
(Cost
$34,153)
$
36,019
Other
Assets
Less
Liabilities
(0.1)%
(25)
Net
Assets
100.0%
$
35,994
(1)
Each
underlying
Price
Fund
is
an
affiliated
company;
the
fund
is
invested
in
the Z
Class
of
each
underlying
Price
Fund,
except
for
the
Transition
Fund,
if
held,
which
is
a
single
class
fund.
Additional
information
about
each underlying
Price
Fund
is
available
by
calling
1-877-495-1138
and
at www.troweprice.com.
(2)
Purchase
cost
and
Sales
cost
for
affiliates
not
held
at
period
end
totaled
$25
and
$25,
respectively.
(3)
Non-income
producing
(4)
Seven-day
yield
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
3
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
nine
months
ended
February
29,
2024.
Net
realized
gain
(loss),
investment
income,
and
change
in
net
unrealized
gain/loss
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Funds:
Dynamic
Credit
Fund
$
—
$
(1)
$
9
Dynamic
Global
Bond
Fund
(9)
(7)
1
Emerging
Markets
Bond
Fund
(20)
82
50
Emerging
Markets
Discovery
Stock
Fund
(2)
23
16
Emerging
Markets
Stock
Fund
(3)
2
9
Equity
Index
500
Fund
12
850
47
Floating
Rate
Fund
(2)
11
26
Growth
Stock
Fund
59
275
5
Hedged
Equity
Fund
—
195
9
High
Yield
Fund
(7)
45
51
International
Bond
Fund
(USD
Hedged)
(5)
90
5
International
Equity
Index
Fund
8
164
63
International
Stock
Fund
2
48
10
International
Value
Equity
Fund
2
48
21
Mid-Cap
Growth
Fund
19
35
2
Mid-Cap
Index
Fund
3
113
6
Mid-Cap
Value
Fund
13
32
5
New
Horizons
Fund
1
27
—
QM
U.S.
Bond
Index
Fund
(22)
(22)
122
Real
Assets
Fund
(3)
24
23
Small-Cap
Index
Fund
4
66
8
Small-Cap
Value
Fund
6
23
3
U.S.
Limited
Duration
TIPS
Index
Fund
(28)
(53)
179
U.S.
Treasury
Long-Term
Index
Fund
(7)
(65)
28
Value
Fund
18
209
27
U.S.
Treasury
Money
Fund,
5.40%
—
—
30
Affiliates
not
held
at
period
end
—
—
—
Totals
$
39#
$
2,214
$
755+
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
4
The
accompanying
notes
are
an
integral
part
of
this
Portfolio
of
Investments.
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$107
of
the
net
realized
gain
(loss).
+
Investment
income
comprised
$755
of
income
distributions
from
underlying
Price
Funds.
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
Unaudited
Notes
to
Portfolio
of
Investments
5
T.
Rowe
Price
Retirement
Blend
2015
Fund (the
fund) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act)
as
an
open-end
management
investment
company
and
follows
accounting
and
reporting
guidance
of
the
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946.
The
accompanying
Portfolio
of
Investments
was
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP).
For
additional
information
on
the
fund’s
significant
accounting
policies
and
investment
related
disclosures,
please
refer
to
the
fund’s
most
recent
semiannual
or
annual
shareholder
report
and
its
prospectus.
VALUATION
Fair
Value
The
fund’s
financial
instruments
are
valued
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
The
fund’s
financial
instruments
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date.
The
fund’s
Board
of
Directors
(the
Board)
has
designated
T.
Rowe
Price
Associates,
Inc.
as
the
fund’s
valuation
designee
(Valuation
Designee).
Subject
to
oversight
by
the
Board,
the
Valuation
Designee
performs
the
following
functions
in
performing
fair
value
determinations:
assesses
and
manages
valuation
risks;
establishes
and
applies
fair
value
methodologies;
tests
fair
value
methodologies;
and
evaluates
pricing
vendors
and
pricing
agents.
The
duties
and
responsibilities
of
the
Valuation
Designee
are
performed
by
its
Valuation
Committee.
The
Valuation
Designee
provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
Level
1 – quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
Level
2 – inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
Level
3 – unobservable
inputs
(including
the
Valuation Designee’s
assumptions
in
determining
fair
value)
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
6
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
Investments
in
the
underlying
Price
Funds
are
valued
at
their
closing
net
asset
value
per
share
on
the
day
of
valuation.
Valuation
Inputs
On
February
29,
2024,
all
of
the
fund’s
financial
instruments
were
classified
as
Level
1,
based
on
the
inputs
used
to
determine
their
fair
values.
OTHER
MATTERS
Unpredictable
events
such
as
environmental
or
natural
disasters,
war
and
conflict,
terrorism,
geopolitical
events,
and
public
health
epidemics
and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
the
fund
invests.
Certain
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
global
outbreak
of
COVID-19
and
the
related
governmental
and
public
responses
have
led
and
may
continue
to
lead
to
increased
market
volatility
and
the
potential
for
illiquidity
in
certain
classes
of
securities
and
sectors
of
the
market
either
in
specific
countries
or
worldwide.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict,
leading
to
economic
sanctions
imposed
on
Russia
that
target
certain
of
its
citizens
and
issuers
and
sectors
of
the
Russian
economy,
creating
impacts
on
Russian-related
stocks
and
debt
and
greater
volatility
in
global
markets.
In
March
2023,
the
banking
industry
experienced
heightened
volatility,
which
sparked
concerns
of
potential
broader
adverse
market
conditions.
The
extent
of
impact
of
these
events
on
the
US
and
global
markets
is
highly
uncertain.
T.
ROWE
PRICE
Retirement
Blend
2015
Fund
7
These
are
recent
examples
of
global
events
which
may
have
a
negative
impact
on
the
values
of
certain
portfolio
holdings
or the
fund’s
overall
performance.
Management
is
actively
monitoring
the
risks
and
financial
impacts
arising
from
these
events.
F1342-054Q3
02/24