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: 811-02684
T. Rowe Price Tax-Free Income Fund, Inc. |
(Exact name of registrant as specified in charter) |
100 East Pratt Street, Baltimore, MD 21202 |
(Address of principal executive offices) |
David Oestreicher |
100 East Pratt Street, Baltimore, MD 21202 |
(Name and address of agent for service) |
Registrant’s telephone number, including area code: (410) 345-2000
Date of fiscal year end: February 28
Date of reporting period: August 31, 2022
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Tax-Free Income Fund | August 31, 2022 |
PRTAX | Investor Class |
PATAX | Advisor Class |
TFILX | I Class |
T. ROWE PRICE Tax-Free Income Fund |
HIGHLIGHTS
■ | Aggressive monetary tightening by the Federal Reserve to combat high inflation caused interest rates to rise sharply over the past six months. Consequently, the broad municipal bond market posted deeply negative returns, with longer-maturity bonds—which are more sensitive to rate changes—faring worst. |
■ | T. Rowe Price’s tax-free bond funds posted losses and underperformed their respective Bloomberg benchmarks, although performance versus their Lipper peer groups was favorable. With money market yields rising from ultralow levels, the Tax-Exempt Money Fund delivered modestly positive returns but lagged its Lipper index. |
■ | We continued to favor bonds from large airports and health care issuers, particularly those with strong balance sheets that, in our assessment, bolster their debt servicing capacity during challenging economic periods. |
■ | While this year has brought disappointing results for most bondholders, we feel that the municipal market’s sharp downturn has unlocked compelling value for long-term investors. Moreover, we believe that market fundamentals remain strong, leaving tax-exempt bonds generally well positioned for tenuous economic conditions. |
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Market Commentary
Dear Shareholder
Major stock and bond indexes produced sharply negative results during the first half of your fund’s fiscal year, the six-month period ended August 31, 2022, as investors contended with geopolitical turmoil, persistently high inflation, tightening financial conditions, and slowing growth.
Equity markets struggled during the period, with most major benchmarks finishing in the red. Higher interest rates caused investors to place less value on a company’s future earnings, punishing high-growth areas of the market in particular. Within the large-cap S&P 500 Index, nearly all sectors declined, with communication services, financials, consumer discretionary, and information technology faring worst. Energy and utilities were the only bright spots as oil prices jumped in response to Russia’s invasion of Ukraine and as investors turned toward traditionally defensive sectors amid mounting recession fears.
Inflation remained the leading concern for investors throughout the period. The war in Ukraine exacerbated already existing supply chain problems, and other factors, such as the impact of the fiscal and monetary stimulus enacted during the pandemic, exerted upward pressure on consumer demand and prices. Near the end of the period, some measures of inflation, such as the consumer price index (CPI), seemed to be retreating from recent peaks. The July CPI report (the last to be issued during our reporting period) showed that prices remained unchanged from the prior month, although the index reading was up 8.5% on a year-over-year basis.
In an attempt to tame runaway inflation, the Federal Reserve rapidly enacted a hawkish monetary playbook, raising rates for the first time since late 2018 and enacting a total of four rate increases in quick succession. The policy moves included hikes of 25, 50, 75, and 75 basis points, lifting the Fed’s policy rate from near zero at the beginning of the period to a range of 2.25% to 2.50% by period-end. In addition, the central bank began reducing its holdings of U.S. Treasuries and mortgage-backed securities in June. Near the end of the period, hawkish comments from central bank officials—including Fed Chair Jerome Powell at the Kansas City Fed’s annual Jackson Hole economic symposium—indicated that they would be willing to risk causing a recession by raising rates and keeping them at a higher level in order to bring inflation down.
U.S. Treasury yields rose across the yield curve as the market reacted to the Fed’s hawkish turn. Yields of shorter-maturity Treasuries increased the most during the period, with the two-year Treasury note yield rising to its highest level since 2007. By the end of the period, the 2-year/10-year segment of the yield curve was inverted, which historically has been considered an indicator of a coming recession.
The rising yield environment weighed on returns across the fixed income universe. Municipal bonds were pressured by higher Treasury yields, but the tax-free sector held up better than Treasuries during the period. Although municipals experienced outflows, a drop in new issuance amid higher borrowing costs provided technical support. Driven by signs of a slowing economy, lower-rated municipal debt generally underperformed.
We continue to live and invest in an unprecedented macroeconomic environment. The bear market in the U.S. is particularly unusual in that it is taking place in conjunction with a tight labor market featuring record-high job openings and historically low unemployment. Looking ahead, investors are likely to remain focused on whether the Fed can achieve a soft landing by taming inflation without sending the economy into recession. Outside the U.S., we believe that the probability of a recession is higher due to the implications of the Russian invasion of Ukraine, soaring energy prices, and persistent inflation. In our view, this environment makes skilled active management a critical tool for identifying risks and opportunities. Our investment teams will continue to use fundamental research to identify companies that can add value to your portfolio over the long term.
Thank you for your continued confidence in T. Rowe Price.
Sincerely,
Robert Sharps
CEO and President
Management’s Discussion of Fund Performance
TAX-EXEMPT MONEY FUND
INVESTMENT OBJECTIVE
The fund seeks to provide preservation of capital, liquidity, and, consistent with these objectives, the highest current income exempt from federal income taxes.
FUND COMMENTARY
How did the fund perform in the past six months?
The Tax-Exempt Money Fund returned 0.19% for the six months ended August 31, 2022, compared with 0.31% for the Lipper Tax-Exempt Money Market Funds Index. (I Class shares returned 0.28%, reflecting their different fee structure. Past performance cannot guarantee future results.)
What factors influenced the fund’s performance?
Tax-free money market yields rose sharply in response to rapid interest rate hikes by the Federal Reserve (Fed) to fight high inflation. Substantial outflows from municipal bond funds industrywide added upward pressure on yields, as portfolio managers were occasionally forced to sell meaningful amounts of short-maturity holdings to satisfy redemptions. Coupled with a generally light supply of municipal securities on primary dealers’ balance sheets, below-average issuance levels helped to mitigate technical strains in the market, with higher borrowing costs and solid fiscal conditions for most states and localities keeping many issuers on the sidelines.
In this environment, yields on AAA rated one-year municipals climbed to 2.21% by the end of August from 0.81% at the start of the period, while rates on municipals with seven-day maturities increased to 1.51% from 0.20%.
How is the fund positioned?
The fund’s weighted average maturity (WAM) lengthened modestly over the period. We shortened the fund’s WAM through spring, reflecting our preference at the time for very short-term variable rate demand notes (VRDNs) that would allow us to more easily adjust the fund’s positioning based on monetary policy signals and municipal market supply/demand dynamics. In June, however, amid an acceleration in the pace of Fed rate hikes, we began rotating toward longer maturities in an attempt to earn higher yields. This repositioning consequently extended the fund’s WAM.
Still, VRDNs with maturities of one to seven days remained the fund’s largest allocation as of August 31, 2022, constituting approximately 56% of its net assets. The fund also invested roughly 11% of its net assets as of the period-end in variable rate trust receipts. By comparison, fixed rate commercial paper with maturities out to 90 days totaled approximately 22% of the portfolio, with the remainder of its holdings composed mostly of fixed rate notes and bonds maturing in one year or less.
Revenue-backed securities from health care issuers continued to represent the fund’s largest sector allocation. We kept a more modest allocation to the general obligation sector, where we added exposure to highly rated borrowers such as Anne Arundel County (Maryland) and the state of California. Other notable purchases included commercial paper from the Indiana Finance Authority and tax-secured issues from the New York City Transitional Finance Authority. (Please refer to the portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.)
What is portfolio management’s outlook?
Inflation has finally shown signs of moderating but remains at multi-decade highs, leading the Fed to signal additional monetary tightening in the months ahead and an intent to keep its policy interest rate elevated for an extended period. Despite decidedly hawkish messaging from Fed officials, a range of economic crosscurrents—including continued tightness in the U.S. labor market, slowing global growth, and geopolitical risks to commodities prices—pose uncertainty to Fed policy over the next year, which will likely keep interest rate volatility elevated.
Consequently, we are pursuing a balanced strategy that, in our view, will allow the fund to take advantage of higher yields on longer maturities, while still maintaining adequate flexibility through short-term holdings to respond quickly to changes in the market outlook. As always, we remain committed to managing a high-quality, diversified portfolio focused on liquidity and stability of principal, which we deem of utmost importance to the fund’s shareholders.
TAX-FREE SHORT-INTERMEDIATE FUND
INVESTMENT OBJECTIVE
The fund seeks to provide, consistent with modest price fluctuation, a high level of income exempt from federal income taxes by investing primarily in short- and intermediate-term investment-grade municipal securities.
FUND COMMENTARY
How did the fund perform in the past six months?
The Tax-Free Short-Intermediate Fund returned -2.03% over the six months ended August 31, 2022. The fund outperformed its Lipper peer group average but modestly lagged its Bloomberg index benchmark. (Results for Advisor and I Class shares varied, reflecting their different fee structures. Past performance cannot guarantee future results.)
What factors influenced the fund’s performance?
The past six months proved to be an especially trying period for municipal bonds and fixed income markets broadly, as aggressive interest rate hikes by the Federal Reserve (Fed) to curb inflation pressures pushed bond yields to multiyear highs. (Bond prices and yields move in opposite directions.) Substantial cash outflows from municipal bond funds industrywide occasionally led to outsized selling activity in the market, adding upward pressure on tax-free debt yields. Below-average issuance levels and a generally light supply of bonds held by primary dealers helped to mitigate these technical strains, with solid fiscal conditions for most states and localities and higher borrowing costs keeping many issuers on the sidelines.
The fund was not immune to broader market headwinds in this challenging investment environment, as the sharp rise in municipal yields hurt its absolute performance. However, our small adjustments to the fund’s duration—a key measure of its interest rate sensitivity—aided relative returns. Compared with the benchmark, the portfolio held a modestly short duration posture early in the period based on our expectations for short- and intermediate-term yields to climb as the Fed commenced its widely anticipated rate-hiking cycle. This positioning benefited relative performance as yields surged. We later shifted toward a slightly long relative duration stance, which added value in late June and July while yields briefly retreated from earlier highs. By the conclusion of the reporting period, the fund again held a slightly short duration posture versus the benchmark.
The contribution from our interest rate management was outweighed, however, by negative security selections and asset allocation in revenue-backed debt—reflecting a moderate widening of credit spreads as well as underperformance for longer-duration bonds amid rising interest rates. (Credit spreads are the yield differences between higher- and lower-quality bonds of similar maturity.) Individual bond selections in the airport, dedicated tax, and prepaid gas revenue subsectors detracted from performance. Meanwhile, overweight exposures to prepaid gas and hospital revenue bonds dampened results, as did an overweight to the broad revenue sector.
How is the fund positioned?
With investors pricing in significant monetary tightening by the Fed, short-term municipal yields in August reached their highest levels since late 2008—excluding a brief, pandemic-induced spike in March 2020. Moreover, yield ratios between shorter-term municipals and similar-maturity Treasuries began to adjust toward more reasonable levels, in our view, from a noticeably disparate position in July. (Cross-market yield ratios are used by many investors as a gauge of tax-free bonds’ relative appeal.)
We feel that this reset in absolute and relative valuations has opened attractive entry points for bond buyers. While we see potential for front-end municipal yields to edge higher in the coming months as the Fed likely stays on its current course, we believe that stalling economic growth and moderating inflation could bring about an earlier end to the Fed’s rate-hiking cycle than many investors currently anticipate. As a result, we are striving to keep the fund’s duration close to that of the benchmark while eyeing opportunities to potentially extend to a modestly longer relative posture should growth and inflation show signs of rolling over.
In terms of credit quality diversification, the fund’s positioning finished the period little changed. Amid widening credit spreads, we sought to balance better buying opportunities in mid- to lower-quality bonds with the portfolio’s emphasis on high-grade issues. Consistent with the fund’s investment orientation, more than 80% of its net assets as of the period-end were invested in bonds from the three-highest investment-grade rating tiers (AAA, AA, and A).
The A and BBB categories remained strategic overweight positions for the fund, though its allocations to these segments dipped slightly. To enhance the fund’s yield profile, we kept a very small position in non-investment-grade debt (rated BB and below), constituting approximately 1% of the portfolio’s net assets as of August 31, 2022. We also maintained modest exposure to unrated credits.
Overall, we expect credit quality in the municipal market to remain strong. However, with last year’s tailwinds of direct federal aid, robust economic growth, and low borrowing costs fading rapidly, we expect issuer fundamentals to garner a greater share of the market’s attention, reinforcing our emphasis on rigorous, bottom-up research.
From a sector allocation standpoint, transportation revenue bonds continued to compose the fund’s largest position and represented a meaningful overweight versus the benchmark. Among transportation segments, we were particularly constructive on major airports during recent months, supported by a recovery in air travel to pre-pandemic levels as well as grants to airports through the Infrastructure Investment and Jobs Act.
We also observed attractive relative valuations in airport bonds subject to the alternative minimum tax (AMT), leading us to purchase AMT bonds issued on behalf of Denver International Airport. On a more structural basis, our investment thesis on major airports remained underpinned by their critical role in the U.S. economy, substantial debt service reserve accounts, and generally solid cash positions that were bolstered during the pandemic by federal relief funds. (Please refer to the portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.)
The fund’s allocation to state and local general obligation (GO) bonds increased modestly over the period. While we remained mindful of pension-related risks in the GO sector over a longer time horizon, we believed that strong tax collections and budget surpluses for many states and municipalities had lessened these risks over the medium term. Consequently, we felt comfortable building a tactical position in higher-yielding Puerto Rico GO debt, with continued federal aid to the island and fiscal oversight from a federally appointed board bolstering our near-term outlook on the credit. Our investment in the territory’s GO bonds followed its successful debt restructuring and a meaningful pullback in valuations amid a market-wide sell-off.
We also maintained allocations to other lower-rated GO borrowers such as Illinois and New Jersey, both of which were upgraded by rating agencies during the period. To balance the portfolio’s positions in mid- and low-quality obligors, we added exposure to highly rated states with favorable economic profiles, such as Washington and Georgia.
Revenue-backed health care bonds remained a key overweight allocation for the fund, although we trimmed its total exposure to the sector. While we maintained a favorable long-term outlook on hospitals—specifically, those that are part of larger health systems—we held a somewhat defensive near-term stance toward the sector due to wage pressures impacting hospitals’ profit margins. In the face of this headwind, we believed that operators with strong balance sheets, skilled management teams, and leading market positions would be better equipped to withstand the inflationary environment.
What is portfolio management’s outlook?
Municipal bonds, like most fixed income markets, have struggled considerably this year in the face of elevated macroeconomic uncertainty and rapid monetary tightening, with additional pressures resulting from significant redemption activity industrywide. While this environment has brought disappointing results for most bondholders, we feel that the municipal market’s sharp downturn has unlocked compelling value for long-term investors. Moreover, we believe that strong credit fundamentals for many issuers should leave tax-exempt bonds generally well positioned for tenuous economic conditions.
Despite more attractive valuations and a solid fundamental backdrop, industrywide fund flows have failed to sustain positive momentum in recent months, and we see potential for net flows to remain volatile through year-end. Further volatility in interest rates is also expected as investors weigh a likely slowdown in economic activity and moderating inflation against the Fed’s commitment to continued monetary tightening.
As we navigate these crosscurrents, we are taking a selective approach toward bond structures and maintaining an emphasis on bottom-up credit factors. As always, we are striving to stay risk aware and disciplined in our investment process, which we believe will serve the fund’s shareholders well.
TAX-FREE INCOME FUND
INVESTMENT OBJECTIVE
The fund seeks to provide a high level of income exempt from federal income taxes by investing primarily in long-term investment-grade municipal securities.
FUND COMMENTARY
How did the fund perform in the past six months?
The Tax-Free Income Fund returned -6.60% over the six months ended August 31, 2022. The fund outperformed its Lipper peer group average but underperformed its Bloomberg index benchmark. (Results for Advisor and I Class shares varied modestly, reflecting their different fee structures. Past performance cannot guarantee future results.)
What factors influenced the fund’s performance?
The past six months proved to be an especially trying period for municipal bonds and fixed income markets broadly, as aggressive interest rate hikes by the Federal Reserve (Fed) to curb inflation pressures pushed bond yields to multiyear highs. (Bond prices and yields move in opposite directions.) Substantial cash outflows from municipal bond funds industrywide occasionally led to outsized selling activity in the market, adding upward pressure on tax-free debt yields. Below-average issuance levels and a generally light supply of bonds held by primary dealers helped to mitigate these technical strains, with solid fiscal conditions for most states and localities and higher borrowing costs keeping many issuers on the sidelines.
The fund was not immune to broader market headwinds in this challenging investment environment. In addition to hurting the fund’s absolute returns, the sharp rise in yields detracted from performance versus the index given the portfolio’s longer-than-benchmark duration—a key measure of its interest rate sensitivity. Overweight positions at the long end of the yield curve also impeded relative results, as yields on long-dated municipal bonds climbed more than those on intermediate maturities.
Asset allocation in revenue-backed debt dulled performance, reflecting a moderate widening of credit spreads as well as underperformance for longer-duration segments amid rising interest rates. (Credit spreads are the yield differences between higher- and lower-quality bonds of similar maturity.) Overweight exposures to hospital and life care issuers detracted from performance—although our individual security selections within these segments outperformed, buoying relative returns. Revenue-backed investments in toll roads and airports added value but were offset by negative selections of power revenue bonds.
How is the fund positioned?
Due to the potential for a further escalation in interest rates amid continued Fed policy tightening, we sought to focus new investments in more defensively structured bonds—namely those with shorter-duration, higher-coupon profiles. Most notably, we added exposure to a higher-coupon New York City general obligation (GO) as well as a state of Colorado lease financing issue offering an especially attractive 6.0% coupon rate. We also purchased a higher-coupon GO from the state of Illinois, whose bond rating was upgraded by several rating agencies during the period. (Please refer to the portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.)
In terms of credit quality diversification, we migrated toward AA and A rated bonds at the expense of those in the BBB and non-investment-grade (BB and below) tiers. We also reduced the portfolio’s exposure to AAA rated issues, mostly due to sales of short-term prerefunded issues to satisfy redemptions or to facilitate purchases of more attractively valued bonds. Relative to the benchmark, A and BBB rated debt remained strategic overweight allocations for the fund. We also kept an overweight position in unrated bonds, where we continued to see relative value opportunities in issuers that, in our assessment, had been overlooked by investors and rating agencies.
We increased the fund’s allocation to transportation revenue bonds, which composed its largest sector position as of the period-end and remained a key overweight versus the benchmark. Among transportation segments, we were particularly constructive on major airports during recent months, with revenue bonds for Chicago O’Hare International Airport and Hartsfield-Jackson Atlanta International Airport representing notable purchases for the fund.
A recovery in air travel to pre-pandemic levels as well as grants to airports through the Infrastructure Investment and Jobs Act supported our conviction in this segment. On a more structural basis, our investment thesis on major airports remained underpinned by their critical role in the U.S. economy, substantial debt service reserve accounts, and generally solid cash positions that were bolstered during the pandemic by federal relief funds.
Revenue-backed health care bonds remained a meaningful allocation for the fund and its biggest overweight position, although we continued to trim its total exposure to the sector. While we maintained a favorable long-term outlook on health care issuers—specifically large hospitals and continuing care retirement communities—we held a somewhat defensive stance toward the sector over the near term due to wage pressures impacting borrowers’ profit margins. In the face of this headwind, we believed that operators with solid balance sheets, skilled management teams, and strong demand profiles would be better equipped to withstand the inflationary environment.
What is portfolio management’s outlook?
Municipal bonds, like most fixed income markets, have struggled considerably this year in the face of elevated macroeconomic uncertainty and rapid monetary tightening, with additional pressures resulting from significant redemption activity industrywide. While this environment has brought disappointing results for most bondholders, we feel that the municipal market’s sharp downturn has unlocked compelling value for long-term investors. Moreover, we believe that strong credit fundamentals for many issuers should leave tax-exempt bonds generally well positioned for tenuous economic conditions.
Despite more attractive valuations and a solid fundamental backdrop, industrywide fund flows have failed to sustain positive momentum in recent months, and we see potential for net flows to remain volatile through year-end. Further volatility in interest rates is also expected as investors weigh a likely slowdown in economic activity and moderating inflation against the Fed’s commitment to continued monetary tightening.
As we navigate these crosscurrents, we are taking a selective approach toward bond structures and maintaining an emphasis on bottom-up credit factors. As always, we are striving to stay risk aware and disciplined in our investment process, which we believe will serve the fund’s shareholders well.
TAX-FREE HIGH YIELD FUND
INVESTMENT OBJECTIVE
The fund seeks to provide a high level of income exempt from federal income taxes by investing primarily in long-term low- to upper-medium-grade municipal securities.
FUND COMMENTARY
How did the fund perform in the past six months?
The Tax-Free High Yield Fund returned -7.68% for the six months ended August 31, 2022. The fund outperformed its Lipper peer group average—partly reflecting its conservative positioning relative to many competitors—but underperformed its Bloomberg index benchmark. (Results for Advisor and I Class shares varied modestly, reflecting their different fee structures. Past performance cannot guarantee future results.)
What factors influenced the fund’s performance?
The past six months proved to be an especially trying period for municipal bonds and fixed income markets broadly, as aggressive interest rate hikes by the Federal Reserve (Fed) to curb inflation pressures pushed bond yields to multi-year highs. (Bond prices and yields move in opposite directions.) Substantial cash outflows from municipal bond funds industrywide occasionally led to outsized selling activity in the market, adding upward pressure on tax-free debt yields. Below-average issuance levels and a generally light supply of bonds held by primary dealers helped to mitigate these technical strains, with solid fiscal conditions for most states and localities and higher borrowing costs keeping many issuers on the sidelines.
The fund was not immune to broader market headwinds in this challenging investment environment. In addition to hurting the fund’s absolute performance, the sharp rise in yields detracted from relative returns given the portfolio’s longer-than-benchmark duration—a key measure of its interest rate sensitivity. Overweight positions at the long end of the yield curve also impeded results, as yields on long-dated municipal bonds climbed more than those on intermediate maturities.
More significantly, asset allocation in revenue-backed debt hampered performance, reflecting a moderate widening of credit spreads as well as underperformance for longer-duration bonds amid rising interest rates. (Credit spreads are the yield differences between higher- and lower-quality bonds of similar maturity.) An overweight to bonds from life care communities particularly dragged on performance. Overweight exposure to industrial development revenue/pollution control revenue (IDR/PCR) bonds and an underweight to housing revenue bonds also detracted from results.
Credit selection provided a modest boost to relative returns, specifically within the revenue sector. Bond investments in industrial development/pollution control, life care, and light rail projects meaningfully benefited performance, although these contributions were lessened by holdings of power and water and sewer utility bonds.
How is the fund positioned?
Due to the potential for a further escalation in interest rates amid continued Fed policy tightening, we sought to focus new investments in more defensively structured bonds—specifically those with shorter-duration, higher-coupon profiles. Most notably, we added exposure to higher-coupon revenue bonds issued by the Maryland Economic Development Corporation for the Purple Line light rail project. We also purchased a state of Colorado lease financing issue offering an especially attractive 6.0% coupon rate. (Please refer to the portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.)
Among rating tiers, we sought to bolster the portfolio’s holdings in high-grade, comparatively more liquid segments, intended to aid the fund’s ability to withstand a potentially prolonged outflow cycle. Consequently, the fund’s exposures to AA and A rated bonds increased slightly, while its positions in lower-quality credit—BBB and non-investment-grade debt rated BB and below—moderated. At the same time, we observed favorable buying opportunities in many lower-rated segments, consistent with the fund’s investment orientation. BBB rated charter schools, for instance, provided relative value opportunities, in our view, as these bonds repriced to sharply higher yields without a meaningful change in credit fundamentals.
Unrated bonds remained the fund’s largest allocation, and its exposure to this segment increased modestly over the period, as we continued to seek incremental risk-adjusted yield in credits that, in our assessment, had been overlooked by investors and rating agencies. A small portion of the fund’s unrated holdings consisted of short-term, high-quality prerefunded bonds, which are generally considered by investors to be among the most liquid assets in the municipal market.
From a sector perspective, health care revenue bonds remained both the fund’s largest absolute allocation and overweight versus the benchmark. While we maintained a favorable long-term outlook on health care—particularly continuing care retirement communities and hospitals—we held a somewhat defensive stance toward the sector over the near term due to wage pressures impacting borrowers’ profit margins. In the face of this headwind, we believed that issuers with solid balance sheets, skilled management teams, and strong demand profiles would be better equipped to withstand the inflationary environment. Accordingly, we favored higher-rated health care names during the period, leading us to add exposure to revenue bonds issued for the University of California system’s six academic medical centers.
In addition to the health care space, we kept a meaningful allocation to higher-yielding IDR/PCR bonds, as we continued to believe that the corporate-backed nature of these projects offers diversification benefits for municipal bond investors. Among other corporate-backed market segments, we added positions in several prepaid gas supply bonds whose payment obligations are guaranteed by investment banks. Namely, we increased exposure to Tennessee Energy Acquisition Corporation and Tennergy Corporation bonds, guaranteed by Goldman Sachs and Morgan Stanley, respectively.
What is portfolio management’s outlook?
Municipal bonds, like most fixed income markets, have struggled considerably this year in the face of elevated macroeconomic uncertainty and rapid monetary tightening, with additional pressures resulting from significant redemption activity industrywide. While this environment has brought disappointing results for most bondholders, we feel that the municipal market’s sharp downturn has unlocked compelling value for long-term investors. Moreover, we believe that strong credit fundamentals for many issuers should leave tax-exempt bonds generally well positioned for tenuous economic conditions.
Despite more attractive valuations and a solid fundamental backdrop, industrywide fund flows have failed to sustain positive momentum in recent months, and we see potential for net flows to remain volatile through year-end. Further volatility in interest rates is also expected as investors weigh a likely slowdown in economic activity and moderating inflation against the Fed’s commitment to continued monetary tightening.
As we navigate these crosscurrents, we are taking a selective approach toward bond structures and maintaining an emphasis on bottom-up credit factors. As always, we are striving to stay risk aware and disciplined in our investment process, which we believe will serve the fund’s shareholders well.
INTERMEDIATE TAX-FREE HIGH YIELD FUND
INVESTMENT OBJECTIVE
The fund seeks to provide a high level of income exempt from federal income taxes.
FUND COMMENTARY
How did the fund perform in the past six months?
The Intermediate Tax-Free High Yield Fund returned -5.28% for the six months ended August 31, 2022. The fund outperformed the average return of its Lipper peer group, which encompasses funds of various maturity and duration constraints, but underperformed its Bloomberg index benchmark. (Results for Advisor and I Class shares varied modestly, reflecting their different fee structures. Past performance cannot guarantee future results.)
What factors influenced the fund’s performance?
The past six months proved to be an especially trying period for municipal bonds and fixed income markets broadly, as aggressive interest rate hikes by the Federal Reserve (Fed) to curb inflation pressures pushed bond yields to multi-year highs. (Bond prices and yields move in opposite directions.) Substantial cash outflows from municipal bond funds industrywide occasionally led to outsized selling activity in the market, adding upward pressure on tax-free debt yields. Below-average issuance levels and a generally light supply of bonds held by primary dealers helped to mitigate these technical strains, with solid fiscal conditions for most states and localities and higher borrowing costs keeping many issuers on the sidelines.
The fund was not immune to broader market headwinds in this challenging investment environment. Security selection and asset allocation in revenue-backed debt hampered performance, reflecting a moderate widening of credit spreads as well as underperformance for longer-duration bonds amid rising interest rates. (Credit spreads are the yield differences between higher- and lower-quality bonds of similar maturity, while duration is a measure of sensitivity to interest rate changes.) Investments in individual power, dedicated tax, and hospital revenue bonds particularly weighed on results, although our selections of industrial development revenue/pollution control revenue (IDR/PCR) and life care revenue bonds mitigated these detractions. In terms of positioning, overweight exposures to the life care and IDR/PCR subsectors dragged on results. On the broad sector level, a structural underweight to state and local general obligation debt and a related overweight to revenue bonds detracted from performance.
How is the fund positioned?
Due to the potential for a further escalation in interest rates amid continued Fed policy tightening, we sought to focus new investments in more defensively structured bonds—specifically those with shorter-duration, higher-coupon profiles. Most notably, we added exposure to higher-coupon revenue bonds issued by the Maryland Economic Development Corporation for the Purple Line light rail project. We also purchased a state of Colorado lease financing issue offering an especially attractive 6.0% coupon rate. (Please refer to the portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.)
Among rating tiers, we sought to bolster the portfolio’s holdings in high-grade, comparatively more liquid segments, intended to aid the fund’s ability to withstand a potentially prolonged outflow cycle. Consequently, the fund’s exposure to A rated bonds increased, while its positions in lower-quality credit—BBB and non-investment-grade debt rated BB and below—moderated. At the same time, we observed favorable buying opportunities in many lower-rated segments as the market repriced to sharply higher yields without, in our assessment, a meaningful change in credit fundamentals.
Unrated bonds remained the fund’s largest allocation, and its exposure to this segment increased modestly over the period, as we continued to seek incremental risk-adjusted yield in credits that we believed had been overlooked by investors and rating agencies. A small portion of the fund’s unrated holdings consisted of short-term, high-quality prerefunded bonds, which are generally considered by investors to be among the most liquid assets in the municipal market.
From a sector perspective, health care revenue bonds remained the fund’s largest absolute allocation and largest overweight versus the benchmark. While we maintained a favorable long-term outlook on health care—particularly continuing care retirement communities and hospitals—we held a somewhat defensive stance toward the sector over the near term due to wage pressures impacting borrowers’ profit margins. In the face of this headwind, we believed that issuers with solid balance sheets, skilled management teams, and strong demand profiles would be better equipped to withstand the inflationary environment. Accordingly, we favored higher-rated health care names during the period—although we also saw relative value opportunities in some mid- to low-rated hospitals with solid liquidity metrics and leading market positions, such as Beebe Medical Center revenue bonds issued by the Delaware Health Facilities Authority.
In addition to the health care space, we kept a meaningful allocation to higher-yielding IDR/PCR bonds, as we continued to believe that the corporate-backed nature of these projects offers diversification benefits for municipal bond investors. Among other corporate-backed market segments, we added positions in several prepaid gas supply bonds whose payment obligations are guaranteed by investment banks. Namely, we increased exposure to Tennessee Energy Acquisition Corporation and Southeast Energy Authority bonds, guaranteed by Goldman Sachs and Morgan Stanley, respectively.
What is portfolio management’s outlook?
Municipal bonds, like most fixed income markets, have struggled considerably this year in the face of elevated macroeconomic uncertainty and rapid monetary tightening, with additional pressures resulting from significant redemption activity industrywide. While this environment has brought disappointing results for most bondholders, we feel that the municipal market’s sharp downturn has unlocked compelling value for long-term investors. Moreover, we believe that strong credit fundamentals for many issuers should leave tax-exempt bonds generally well positioned for tenuous economic conditions.
Despite more attractive valuations and a solid fundamental backdrop, industrywide fund flows have failed to sustain positive momentum in recent months, and we see potential for net flows to remain volatile through year-end. Further volatility in interest rates is also expected as investors weigh a likely slowdown in economic activity and moderating inflation against the Fed’s commitment to continued monetary tightening.
As we navigate these crosscurrents, we are taking a selective approach toward bond structures and maintaining an emphasis on bottom-up credit factors. As always, we are striving to stay risk aware and disciplined in our investment process, which we believe will serve the fund’s shareholders well.
The views expressed reflect the opinions of T. Rowe Price as of the date of this report and are subject to change based on changes in market, economic, or other conditions. These views are not intended to be a forecast of future events and are no guarantee of future results.
RISKS OF INVESTING IN THE TAX-EXEMPT MONEY FUND
You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon the sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
RISKS OF INVESTING IN FIXED INCOME SECURITIES
Bonds are subject to interest rate risk (the decline in bond prices that usually accompanies a rise in interest rates) and credit risk (the chance that any fund holding could have its credit rating downgraded or that a bond issuer will default by failing to make timely payments of interest or principal), potentially reducing the fund’s income level and share price. Investments in high yield bonds involve greater risk of price volatility, illiquidity, and default than higher-rated debt securities. Municipal bond funds may be highly impacted by events tied to the overall municipal securities markets, including unfavorable legislative or political developments and adverse changes in the financial conditions of municipal bond issuers and the economy. Some income may be subject to state and local taxes and the federal alternative minimum tax.
BENCHMARK INFORMATION
Note: Bloomberg® and Bloomberg 1–5 Year Blend (1–6 Year Maturity) Index, Bloomberg Municipal Bond Index, Bloomberg 65% High-Grade/35% High-Yield Index, and Bloomberg 65% High-Grade/35% High-Yield Intermediate Competitive (1–17 Year Maturity) Index are service marks of Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (“BISL”), the administrator of the index (collectively, “Bloomberg”) and have been licensed for use for certain purposes by T. Rowe Price. Bloomberg is not affiliated with T. Rowe Price, and Bloomberg does not approve, endorse, review, or recommend its products. Bloomberg does not guarantee the timeliness, accurateness, or completeness of any data or information relating to its products.
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GROWTH OF $10,000
This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which include a broad-based market index and may also include a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.
GROWTH OF $10,000
This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which include a broad-based market index and may also include a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.
GROWTH OF $10,000
This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which include a broad-based market index and may also include a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.
GROWTH OF $10,000
This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which include a broad-based market index and may also include a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.
GROWTH OF $10,000
This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which include a broad-based market index and may also include a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.
AVERAGE ANNUAL COMPOUND TOTAL RETURN
EXPENSE RATIOS
FUND EXPENSE EXAMPLE
As a mutual fund shareholder, you may incur two types of costs: (1) transaction costs, such as redemption fees or sales loads, and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the most recent six-month period and held for the entire period.
Please note that the Intermediate Tax-Free High Yield Fund, Tax-Free High Yield Fund, Tax-Free Income Fund, and Tax-Free Short-Intermediate Fund have three share classes: The original share class (Investor Class) charges no distribution and service (12b-1) fee, the Advisor Class shares are offered only through unaffiliated brokers and other financial intermediaries and charge a 0.25% 12b-1 fee, and the I Class shares are available to institutionally oriented clients and impose no 12b-1 or administrative fee payment. The Tax-Exempt Money Fund has two share classes: The original share class (Investor Class) charges no distribution and service (12b-1) fee, and the I Class shares are also available to institutionally oriented clients and impose no 12b-1 or administrative fee payment. Each share class is presented separately in the table.
Actual Expenses
The first line of the following table (Actual) provides information about actual account values and actual expenses. You may use the information on this line, together with your account balance, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information on the second line of the table (Hypothetical) is based on hypothetical account values and expenses derived from the fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the fund’s actual return). You may compare the ongoing costs of investing in the fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.
Note: T. Rowe Price charges an annual account service fee of $20, generally for accounts with less than $10,000. The fee is waived for any investor whose T. Rowe Price mutual fund accounts total $50,000 or more; accounts electing to receive electronic delivery of account statements, transaction confirmations, prospectuses, and shareholder reports; or accounts of an investor who is a T. Rowe Price Personal Services or Enhanced Personal Services client (enrollment in these programs generally requires T. Rowe Price assets of at least $250,000). This fee is not included in the accompanying table. If you are subject to the fee, keep it in mind when you are estimating the ongoing expenses of investing in the fund and when comparing the expenses of this fund with other funds.
You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs, such as redemption fees or sales loads. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. To the extent a fund charges transaction costs, however, the total cost of owning that fund is higher.
QUARTER-END RETURNS
(Unaudited)
The accompanying notes are an integral part of these financial statements.
(Unaudited)
The accompanying notes are an integral part of these financial statements.
(Unaudited)
The accompanying notes are an integral part of these financial statements.
August 31, 2022 (Unaudited)
The accompanying notes are an integral part of these financial statements.
August 31, 2022 (Unaudited)
The accompanying notes are an integral part of these financial statements.
(Unaudited)
The accompanying notes are an integral part of these financial statements.
(Unaudited)
The accompanying notes are an integral part of these financial statements.
Unaudited
NOTES TO FINANCIAL STATEMENTS |
T. Rowe Price Tax-Free Income Fund, Inc. (the fund) is registered under the Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end management investment company. The fund seeks to provide a high level of income exempt from federal income taxes by investing primarily in long-term investment-grade municipal securities. The fund has three classes of shares: the Tax-Free Income Fund (Investor Class), the Tax-Free Income Fund–Advisor Class (Advisor Class) and the Tax-Free Income Fund–I Class (I Class). Advisor Class shares are sold only through various brokers and other financial intermediaries. I Class shares require a $500,000 initial investment minimum, although the minimum generally is waived or reduced for financial intermediaries, eligible retirement plans, and certain other accounts. Prior to November 15, 2021, the initial investment minimum was $1 million and was generally waived for financial intermediaries, eligible retirement plans, and other certain accounts. As a result of the reduction in the I Class minimum, certain assets transferred from the Investor Class to the I Class. This transfer of shares from Investor Class to I Class is reflected in the Statement of Changes in Net Assets within the Capital shares transactions as Shares redeemed and Shares sold, respectively. The Advisor Class operates under a Board-approved Rule 12b-1 plan pursuant to which the class compensates financial intermediaries for distribution, shareholder servicing, and/or certain administrative services; the Investor and I Classes do not pay Rule 12b-1 fees. Each class has exclusive voting rights on matters related solely to that class; separate voting rights on matters that relate to all classes; and, in all other respects, the same rights and obligations as the other classes.
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Preparation The fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 (ASC 946). The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), including, but not limited to, ASC 946. GAAP requires the use of estimates made by management. Management believes that estimates and valuations are appropriate; however, actual results may differ from those estimates, and the valuations reflected in the accompanying financial statements may differ from the value ultimately realized upon sale or maturity.
Investment Transactions, Investment Income, and Distributions Investment transactions are accounted for on the trade date basis. Income and expenses are recorded on the accrual basis. Realized gains and losses are reported on the identified cost basis. Premiums and discounts on debt securities are amortized for financial reporting purposes. 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. Non-cash dividends, if any, are recorded at the fair market value of the asset received. Distributions to shareholders are recorded on the ex-dividend date. Income distributions, if any, are declared by each class daily and paid monthly. A capital gain distribution, if any, may also be declared and paid by the fund annually.
Class Accounting Shareholder servicing, prospectus, and shareholder report expenses incurred by each class are charged directly to the class to which they relate. Expenses common to all classes and investment income are allocated to the classes based upon the relative daily net assets of each class’s settled shares; realized and unrealized gains and losses are allocated based upon the relative daily net assets of each class’s outstanding shares. The Advisor Class pays Rule 12b-1 fees, in an amount not exceeding 0.25% of the class’s average daily net assets.
Capital Transactions Each investor’s interest in the net assets of the fund is represented by fund shares. The fund’s net asset value (NAV) per share is computed at the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET, each day the NYSE is open for business. However, the NAV per share may be calculated at a time other than the normal close of the NYSE if trading on the NYSE is restricted, if the NYSE closes earlier, or as may be permitted by the SEC. Purchases and redemptions of fund shares are transacted at the next-computed NAV per share, after receipt of the transaction order by T. Rowe Price Associates, Inc., or its agents.
New Accounting Guidance The FASB issued Accounting Standards Update (ASU), ASU 2020–04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting in March 2020 and ASU 2021-01 in January 2021 which provided further amendments and clarifications to Topic 848. These ASUs provide optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (LIBOR), and other interbank-offered based reference rates, through December 31, 2022. Management intends to rely upon the relief provided under Topic 848, which is not expected to have a material impact on the fund’s financial statements.
Indemnification In the normal course of business, the fund may provide indemnification in connection with its officers and directors, service providers, and/or private company investments. The fund’s maximum exposure under these arrangements is unknown; however, the risk of material loss is currently considered to be remote.
NOTE 2 - VALUATION
Fair Value The fund’s financial instruments are valued at the close of the NYSE and are reported at fair value, which GAAP defines as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The T. Rowe Price Valuation Committee (the Valuation Committee) is an internal committee that has been delegated certain responsibilities by the fund’s Board of Directors (the Board) to ensure that financial instruments are appropriately priced at fair value in accordance with GAAP and the 1940 Act. Subject to oversight by the Board, the Valuation Committee develops and oversees pricing-related policies and procedures and approves all fair value determinations. Specifically, the Valuation Committee establishes policies and procedures used in valuing financial instruments, including those which cannot be valued in accordance with normal procedures or using pricing vendors; determines pricing techniques, sources, and persons eligible to effect fair value pricing actions; evaluates the services and performance of the pricing vendors; oversees the pricing process to ensure policies and procedures are being followed; and provides guidance on internal controls and valuation-related matters. The Valuation Committee 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 fund’s own 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 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.
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 or market-based valuations are not readily available or deemed unreliable are valued at fair value as determined in good faith by the Valuation Committee, in accordance with fair valuation policies and procedures. The objective of any fair value pricing determination is to arrive at a price that could reasonably be expected from a current sale. Financial instruments fair valued by the Valuation Committee are primarily private placements, restricted securities, warrants, rights, and other securities that are not publicly traded. Factors used in determining fair value vary by type of investment and may include market or investment specific considerations. The Valuation Committee 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 Committee 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 and updated as information becomes available, including actual purchase and sale transactions of the investment. Because any fair value determination involves a significant amount of judgment, there is a degree of subjectivity inherent in such pricing decisions, and fair value prices determined by the Valuation Committee could differ from those of other market participants.
Valuation Inputs The following table summarizes the fund’s financial instruments, based on the inputs used to determine their fair values on August 31, 2022 (for further detail by category, please refer to the accompanying Portfolio of Investments):
NOTE 3 - 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.
When-Issued Securities The fund enters into when-issued purchase or sale commitments, pursuant to which it agrees to purchase or sell, respectively, an authorized but not yet issued security for a fixed unit price, with payment and delivery not due until issuance of the security on a scheduled future date. When-issued securities may be new securities or securities issued through a corporate action, such as a reorganization or restructuring. Until settlement, the fund maintains liquid assets sufficient to settle its commitment to purchase a when-issued security or, in the case of a sale commitment, the fund maintains an entitlement to the security to be sold. Amounts realized on when-issued transactions are included in realized gain/loss on securities in the accompanying financial statements.
LIBOR Transition The fund may invest in instruments that are tied to reference rates, including LIBOR. Over the course of the last several years, global regulators have indicated an intent to phase out the use of LIBOR and similar interbank offered rates (IBOR). While publication for most LIBOR currencies and lesser-used USD LIBOR settings ceased immediately after December 31, 2021, remaining USD LIBOR settings will continue to be published until June 30, 2023. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. Any potential effects of the transition away from LIBOR on the fund, or on certain instruments in which the fund invests, cannot yet be determined. The transition process may result in, among other things, an increase in volatility or illiquidity of markets for instruments that currently rely on LIBOR, a reduction in the value of certain instruments held by the fund, or a reduction in the effectiveness of related fund transactions such as hedges. Any such effects could have an adverse impact on the fund’s performance.
Other Purchases and sales of portfolio securities other than short-term securities aggregated $258,889,000 and $442,514,000, respectively, for the six months ended August 31, 2022.
NOTE 4 - FEDERAL INCOME TAXES
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 income and gains. Distributions determined in accordance with federal income tax regulations may differ in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences. The amount and character of tax-basis distributions and composition of net assets are finalized at fiscal year-end; accordingly, tax-basis balances have not been determined as of the date of this report.
At August 31, 2022, the cost of investments for federal income tax purposes was $2,367,524,000. Net unrealized loss aggregated $95,953,000 at period-end, of which $22,139,000 related to appreciated investments and $118,092,000 related to depreciated investments.
NOTE 5 - RELATED PARTY TRANSACTIONS
The fund is managed by T. Rowe Price Associates, Inc. (Price Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. (Price Group). The investment management agreement between the fund and Price Associates provides for an annual investment management fee, which is computed daily and paid monthly. The fee consists of an individual fund fee, equal to 0.15% of the fund’s average daily net assets, and a group fee. The group fee rate is calculated based on the combined net assets of certain mutual funds sponsored by Price Associates (the group) applied to a graduated fee schedule, with rates ranging from 0.48% for the first $1 billion of assets to 0.260% for assets in excess of $845 billion. The fund’s group fee is determined by applying the group fee rate to the fund’s average daily net assets. The fee is computed daily and paid monthly. At August 31, 2022, the effective annual group fee rate was 0.29%.
The Investor Class is subject to a contractual expense limitation through the expense limitation date indicated in the table below. During the limitation period, Price Associates is required to waive its management fee or pay any expenses (excluding interest; expenses related to borrowings, taxes, and brokerage; and other non-recurring expenses permitted by the investment management agreement) that would otherwise cause the class’s ratio of annualized total expenses to average net assets (net expense ratio) to exceed its expense limitation. The class is required to repay Price Associates for expenses previously waived/paid to the extent the class’s net assets grow or expenses decline sufficiently to allow repayment without causing the class’s net expense ratio (after the repayment is taken into account) to exceed the lesser of: (1) the expense limitation in place at the time such amounts were waived; or (2) the class’s current expense limitation. However, no repayment will be made more than three years after the date of a payment or waiver.
The I Class is also subject to an operating expense limitation (I Class Limit) pursuant to which Price Associates is contractually required to pay all operating expenses of the I Class, excluding management fees; interest; expenses related to borrowings, taxes, and brokerage; and other non-recurring expenses permitted by the investment management agreement, to the extent such operating expenses, on an annualized basis, exceed the I Class Limit. This agreement will continue through the expense limitation date indicated in the table below, and may be renewed, revised, or revoked only with approval of the fund’s Board. The I Class is required to repay Price Associates for expenses previously paid to the extent the class’s net assets grow or expenses decline sufficiently to allow repayment without causing the class’s operating expenses (after the repayment is taken into account) to exceed the lesser of: (1) the I Class Limit in place at the time such amounts were paid; or (2) the current I Class Limit. However, no repayment will be made more than three years after the date of a payment or waiver.
Pursuant to these agreements, expenses were waived/paid by and/or repaid to Price Associates during the six months ended August 31, 2022 as indicated in the table below. Including these amounts, expenses previously waived/paid by Price Associates in the amount of $334,000 remain subject to repayment by the fund at August 31, 2022. Any repayment of expenses previously waived/paid by Price Associates during the period would be included in the net investment income and expense ratios presented on the accompanying Financial Highlights.
In addition, the fund has entered into service agreements with Price Associates and a wholly owned subsidiary of Price Associates, each an affiliate of the fund (collectively, Price). Price Associates provides certain accounting and administrative services to the fund. T. Rowe Price Services, Inc. provides shareholder and administrative services in its capacity as the fund’s transfer and dividend-disbursing agent. For the six months ended August 31, 2022, expenses incurred pursuant to these service agreements were $52,000 for Price Associates and $315,000 for T. Rowe Price Services, Inc. All amounts due to and due from Price, exclusive of investment management fees payable, are presented net on the accompanying Statement of Assets and Liabilities.
The fund may participate in securities purchase and sale transactions with other funds or accounts advised by Price Associates (cross trades), in accordance with procedures adopted by the fund’s Board and Securities and Exchange Commission rules, which require, among other things, that such purchase and sale cross trades be effected at the independent current market price of the security. During the six months ended August 31, 2022, the aggregate value of purchases and sales cross trades with other funds or accounts advised by Price Associates was less than 1% of the fund’s net assets as of August 31, 2022.
NOTE 6 - OTHER MATTERS
Unpredictable events such as environmental or natural disasters, war, terrorism, pandemics, outbreaks of infectious diseases, and similar public health threats may significantly affect the economy and the markets and issuers in which a fund invests. Certain events may cause instability across global markets, including reduced liquidity and disruptions in trading markets, while some events may affect certain geographic regions, countries, sectors, and industries more significantly than others, and exacerbate other pre-existing political, social, and economic risks. Since 2020, a novel strain of coronavirus (COVID-19) has resulted in disruptions to global business activity and caused significant volatility and declines in global financial markets.
In February 2022, Russian forces entered Ukraine and commenced an armed conflict leading to economic sanctions being imposed on Russia and certain of its citizens, creating impacts on Russian-related stocks and debt and greater volatility in global markets. These are recent examples of global events which may have an impact on the fund’s performance, which could be negatively impacted if the value of a portfolio holding were harmed by these and such other events. Management is actively monitoring the risks and financial impacts arising from these events.
INFORMATION ON PROXY VOTING POLICIES, PROCEDURES, AND RECORDS
A description of the policies and procedures used by T. Rowe Price funds to determine how to vote proxies relating to portfolio securities is available in each fund’s Statement of Additional Information. You may request this document by calling 1-800-225-5132 or by accessing the SEC’s website, sec.gov.
The description of our proxy voting policies and procedures is also available on our corporate website. To access it, please visit the following Web page:
https://www.troweprice.com/corporate/en/utility/policies.html
Scroll down to the section near the bottom of the page that says, “Proxy Voting Policies.” Click on the Proxy Voting Policies link in the shaded box.
Each fund’s most recent annual proxy voting record is available on our website and through the SEC’s website. To access it through T. Rowe Price, visit the website location shown above, and scroll down to the section near the bottom of the page that says, “Proxy Voting Records.” Click on the Proxy Voting Records link in the shaded box.
HOW TO OBTAIN QUARTERLY PORTFOLIO HOLDINGS
The fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s reports on Form N-PORT are available electronically on the SEC’s website (sec.gov). In addition, most T. Rowe Price funds disclose their first and third fiscal quarter-end holdings on troweprice.com.
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 7–8, 2022 (Meeting), the Board, including all of the fund’s independent directors, approved the continuation of the fund’s Advisory Contract. At the Meeting, the Board considered the factors and reached the conclusions described below relating to the selection of the Adviser and the approval of the Advisory Contract. The independent directors were assisted in their evaluation of the Advisory Contract by independent legal counsel from whom they received separate legal advice and with whom they met separately.
In providing information to the Board, the Adviser was guided by a detailed set of requests for information submitted by independent legal counsel on behalf of the independent directors. In considering and approving the 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 it was satisfied with the nature, quality, and extent of the services provided by the Adviser.
Investment Performance of the Fund
The Board took into account discussions with the Adviser and reports that it receives throughout the year relating to fund performance. In connection with the Meeting, the Board reviewed the fund’s total returns for various periods through December 31, 2021, and compared these returns with the performance of a peer group of funds with similar investment programs and a wide variety of other previously agreed-upon comparable performance measures and market data, including relative performance information as of September 30, 2021, supplied by Broadridge, which is an independent provider of mutual fund data.
On the basis of this evaluation and the Board’s ongoing review of investment results, and factoring in the relative market conditions during certain of the performance periods, the Board concluded that the fund’s performance was satisfactory.
Costs, Benefits, Profits, and Economies of Scale
The Board reviewed detailed information regarding the revenues received by the Adviser under the Advisory Contract and other direct and indirect benefits that the Adviser (and its affiliates) may have realized from its relationship with the fund. In considering soft-dollar arrangements pursuant to which research may be received from broker-dealers that execute the fund’s portfolio transactions, the Board noted that the Adviser bears the cost of research services for all client accounts that it advises, including the T. Rowe Price funds. The Board received information on the estimated costs incurred and profits realized by the Adviser from managing the T. Rowe Price funds. The Board also reviewed estimates of the profits realized from managing the fund in particular, and the Board concluded that the Adviser’s profits were reasonable in light of the services provided to the fund.
The Board also considered whether the fund benefits under the fee levels set forth in the Advisory Contract or otherwise from any economies of scale realized by the Adviser. Under the Advisory Contract, the fund pays a fee to the Adviser for investment management services composed of two components—a group fee rate based on the combined average net assets of most of the T. Rowe Price funds (including the fund) that declines at certain asset levels and an individual fund fee rate based on the fund’s average daily net assets—and the fund pays its own expenses of operations. The Board concluded that the advisory fee structure for the fund continued to provide 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 Investor Class of the fund with a group of competitor funds selected by Broadridge (Investor Class Expense Group); (ii) actual management fees and total expenses of the Advisor Class of the fund with a group of competitor funds selected by Broadridge (Advisor Class Expense Group); and (iii) actual management fees, nonmanagement expenses, and total expenses of the Investor Class of the fund with a broader set of funds within the Lipper investment classification (Expense Universe). The Board considered the fund’s contractual management fee rate, actual management fee rate (which reflects the management fees actually received from the fund by the Adviser after any applicable waivers, reductions, or reimbursements), operating expenses, and total expenses (which reflect the net total expense ratio of the fund after any waivers, reductions, or reimbursements) in comparison with the information for the Broadridge peer groups. Broadridge generally constructed the peer groups by seeking the most comparable funds based on similar investment classifications and objectives, expense structure, asset size, and operating components and attributes and ranked funds into quintiles, with the first quintile representing the funds with the lowest relative expenses and the fifth quintile representing the funds with the highest relative expenses. The information provided to the Board indicated that the fund’s contractual management fee ranked in the third quintile (Investor Class Expense Group), the fund’s actual management fee rate ranked in the fourth quintile (Investor Class Expense Group and Expense Universe) and third quintile (Advisor Class Expense Group), and the fund’s total expenses ranked in the third quintile (Investor Class Expense Group and Expense Universe) and first quintile (Advisor Class Expense Group).
The Board also reviewed the fee schedules for other investment portfolios with similar mandates that are advised or subadvised by the Adviser and its affiliates, including separately managed accounts for institutional and individual investors; subadvised funds; and other sponsored investment portfolios, including collective investment trusts and pooled vehicles organized and offered to investors outside the United States. Management provided the Board with information about the Adviser’s responsibilities and services provided to subadvisory and other institutional account clients, including information about how the requirements and economics of the institutional business are fundamentally different from those of the proprietary mutual fund business. The Board considered information showing that the Adviser’s mutual fund business is generally more complex from a business and compliance perspective than its institutional account business and considered various relevant factors, such as the broader scope of operations and oversight, more extensive shareholder communication infrastructure, greater asset flows, heightened business risks, and differences in applicable laws and regulations associated with the Adviser’s proprietary mutual fund business. In assessing the reasonableness of the fund’s management fee rate, the Board considered the differences in the nature of the services required for the Adviser to manage its mutual fund business versus managing a discrete pool of assets as a subadviser to another institution’s mutual fund or for an institutional account and that the Adviser generally performs significant additional services and assumes greater risk in managing the fund and other T. Rowe Price funds than it does for institutional account clients, including subadvised funds.
On the basis of the information provided and the factors considered, the Board concluded that the fees paid by the fund under the Advisory Contract are reasonable.
Approval of the Advisory Contract
As noted, the Board approved the continuation of the Advisory Contract. No single factor was considered in isolation or to be determinative to the decision. Rather, the Board concluded, in light of a weighting and balancing of all factors considered, that it was in the best interests of the fund and its shareholders for the Board to approve the continuation of the Advisory Contract (including the fees to be charged for services thereunder).
LIQUIDITY RISK MANAGEMENT PROGRAM
In accordance with Rule 22e-4 (Liquidity Rule) under the Investment Company Act of 1940, as amended, the fund has established a liquidity risk management program (Liquidity Program) reasonably designed to assess and manage the fund’s liquidity risk, which generally represents the risk that the fund would not be able to meet redemption requests without significant dilution of remaining investors’ interests in the fund. The fund’s Board has appointed the Adviser as the administrator of the Liquidity Program. As administrator, the Adviser is responsible for overseeing the day-to-day operations of the Liquidity Program and, among other things, is responsible for assessing, managing, and reviewing with the Board at least annually the liquidity risk of each T. Rowe Price fund. The Adviser has delegated oversight of the Liquidity Program to a Liquidity Risk Committee (LRC), which is a cross-functional committee composed of personnel from multiple departments within the Adviser.
The Liquidity Program’s principal objectives include supporting the T. Rowe Price funds’ compliance with limits on investments in illiquid assets and mitigating the risk that the fund will be unable to timely meet its redemption obligations. The Liquidity Program also includes a number of elements that support the management and assessment of liquidity risk, including an annual assessment of factors that influence the fund’s liquidity and the periodic classification and reclassification of a fund’s investments into categories that reflect the LRC’s assessment of their relative liquidity under current market conditions. Under the Liquidity Program, every investment held by the fund is classified at least monthly into one of four liquidity categories based on estimations of the investment’s ability to be sold during designated time frames in current market conditions without significantly changing the investment’s market value.
As required by the Liquidity Rule, at a meeting held on July 25, 2022, the Board was presented with an annual assessment prepared by the LRC, on behalf of the Adviser, that addressed the operation of the Liquidity Program and assessed its adequacy and effectiveness of implementation, including any material changes to the Liquidity Program and the determination of each fund’s Highly Liquid Investment Minimum (HLIM). The annual assessment included consideration of the following factors, as applicable: the fund’s investment strategy and liquidity of portfolio investments during normal and reasonably foreseeable stressed conditions, including whether the investment strategy is appropriate for an open-end fund, the extent to which the strategy involves a relatively concentrated portfolio or large positions in particular issuers, and the use of borrowings for investment purposes and derivatives; short-term and long-term cash flow projections covering both normal and reasonably foreseeable stressed conditions; and holdings of cash and cash equivalents, as well as available borrowing arrangements.
For the fund and other T. Rowe Price funds, the annual assessment incorporated a report related to a fund’s holdings, shareholder and portfolio concentration, any borrowings during the period, cash flow projections, and other relevant data for the period of April 1, 2021, through March 31, 2022. The report described the methodology for classifying a fund’s investments (including any derivative transactions) into one of four liquidity categories, as well as the percentage of a fund’s investments assigned to each category. It also explained the methodology for establishing a fund’s HLIM and noted that the LRC reviews the HLIM assigned to each fund no less frequently than annually.
During the period covered by the annual assessment, the LRC has concluded, and reported to the Board, that the Liquidity Program continues to operate adequately and effectively and is reasonably designed to assess and manage the fund’s liquidity risk.
Item 1. (b) Notice pursuant to Rule 30e-3.
Not applicable.
Item 2. Code of Ethics.
A code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions is filed as an exhibit to the registrant’s annual Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the registrant’s most recent fiscal half-year.
Item 3. Audit Committee Financial Expert.
Disclosure required in registrant’s annual Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Disclosure required in registrant’s annual Form N-CSR.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
(a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
Item 11. Controls and Procedures.
(a) The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.
(b) The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 13. Exhibits.
(a)(1) The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is filed with the registrant’s annual Form N-CSR.
(3) Written solicitation to repurchase securities issued by closed-end companies: not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
T. Rowe Price Tax-Free Income Fund, Inc.
By | /s/ David Oestreicher | |||||
David Oestreicher | ||||||
Principal Executive Officer | ||||||
Date | October 18, 2022 |
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 | October 18, 2022 | |||||
By | /s/ Alan S. Dupski | |||||
Alan S. Dupski | ||||||
Principal Financial Officer | ||||||
Date | October 18, 2022 |