BARON INVESTMENT FUNDS TRUST NCSR Certified annual shareholder report (management investment company)


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORMN-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:811-5032

BARON INVESTMENT FUNDS TRUST f/k/a BARON ASSET FUND

(Exact Name of Registrant as Specified in Charter)

767 Fifth Avenue, 49th Floor

New York, NY 10153

(Address of Principal Executive Offices) (Zip Code)

Patrick M. Patalino, General Counsel

c/o Baron Investment Funds Trust

767 Fifth Avenue, 49th Floor

New York, NY 10153

(Name and Address of Agent for Service)

(Registrant’s Telephone Number, including Area Code):212-583-2000

Date of fiscal year end: September 30

Date of reporting period: September 30, 2019

FormN-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule30e-1 under the Investment Company Act of 1940 (17CRF270.30e-1). The Commission may use the information provided on FormN-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by FormN-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in FormN-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 5th Street, NW, Washington, D.C. 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.

Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 2569(5-07)

Item 1.

Report to Stockholders.

Baron Asset Fund

Baron Growth Fund

Baron Small Cap Fund

Baron Opportunity Fund

Baron Fifth Avenue Growth Fund

Baron Discovery Fund

Baron Durable Advantage Fund

September 30, 2019

Baron Funds^®

Baron Investment Funds Trust

Annual Financial Report


Baron Asset Fund
*Ticker Symbols:*
Retail Shares: BARAX Institutional Shares: BARIX R6 Shares: BARUX
Performance			2
Top Ten Holdings			3
Sector Breakdown			3
Management’s Discussion of Fund Performance			3
Baron Growth Fund
*Ticker Symbols:*
Retail Shares: BGRFX Institutional Shares: BGRIX R6 Shares: BGRUX
Performance			4
Top Ten Holdings			5
Sector Breakdown			5
Management’s Discussion of Fund Performance			5
Baron Small Cap Fund
*Ticker Symbols:*
Retail Shares: BSCFX Institutional Shares: BSFIX R6 Shares: BSCUX
Performance			6
Top Ten Holdings			7
Sector Breakdown			7
Management’s Discussion of Fund Performance			7
Baron Opportunity Fund
*Ticker Symbols:*
Retail Shares: BIOPX Institutional Shares: BIOIX R6 Shares: BIOUX
Performance			8
Top Ten Holdings			9
Sector Breakdown			9
Management’s Discussion of Fund Performance			9
Baron Fifth Avenue Growth Fund
*Ticker Symbols:*
Retail Shares: BFTHX Institutional Shares: BFTIX R6 Shares: BFTUX
Performance			10
Top Ten Holdings			11
Sector Breakdown			11
Management’s Discussion of Fund Performance			11
Baron Discovery Fund
*Ticker Symbols:*
Retail Shares: BDFFX Institutional Shares: BDFIX R6 Shares: BDFUX
Performance			12
Top Ten Holdings			13
Sector Breakdown			13
Management’s Discussion of Fund Performance			13
Baron Durable Advantage Fund
*Ticker Symbols:*
Retail Shares: BDAFX Institutional Shares: BDAIX R6 Shares: BDAUX
Performance			14
Top Ten Holdings			15
Sector Breakdown			15
Management’s Discussion of Fund Performance			15
Financial Statements
Statements of Net Assets			16
Statements of Assets and Liabilities			29
Statements of Operations			31
Statements of Changes in Net Assets			33
Notes to Financial Statements			36
Financial Highlights			46
Report of Independent Registered Public Accounting Firm			53
Tax Information			54
Fund Expenses			55
Disclosure Regarding the Approval of the Investment Advisory Agreements for the Funds by the Board of Trustees			57
Management of the Funds			58

Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ shareholder reports like this one will no longer be sent by mail, unless you specifically request paper copies of the reports from Baron Funds (“Baron”) or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on the Baron website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from Baron or your financial intermediary electronically by contacting your financial intermediary or going toicsdelivery.com/baronfunds.

You may elect to receive all future reports in paper free of charge. You can inform Baron or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports by following the instructions included on the envelope or slip inserted with this disclosure. Your election to receive reports in paper will apply to all funds held with Baron or your financial intermediary.

DEAR BARON INVESTMENT FUNDS SHAREHOLDER:

In this report, you will find audited financial statements for Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund and Baron Durable Advantage Fund (the “Funds”) for the year ended September 30, 2019. The U.S. Securities and Exchange Commission (the “SEC”) requires mutual funds to furnish these statements semi-annually to their shareholders. We hope you find these statements informative and useful.

We thank you for choosing to join us as fellow shareholders in Baron Funds. We will continue to work hard to justify your confidence.

Sincerely,

Ronald Baron

Chief Executive Officer and

Chief Investment Officer

November 25, 2019

Linda S. Martinson

Chairman, President and

Chief Operating Officer

November 25, 2019

Peggy Wong

Treasurer and

Chief Financial Officer

November 25, 2019

This Annual Financial Report is for the Baron Investment Funds Trust, which currently has seven series: Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund and Baron Durable Advantage Fund. If you are interested in Baron Select Funds, which contains the Baron Partners Fund, Baron Focused Growth Fund, Baron International Growth Fund, Baron Real Estate Fund, Baron Emerging Markets Fund, Baron Global Advantage Fund, Baron Real Estate Income Fund, Baron WealthBuilder Fund, and Baron Health Care Fund series, please visit the Funds’ website at www.BaronFunds.com or contact us at1-800-99BARON.

The Funds’ Proxy Voting Policy is available without charge and can be found on the Funds’ website at www.BaronFunds.com, by clicking on the “Legal Notices” link at the bottom left corner of the homepage or by calling1-800-99BARON and on the SEC’s website at www.sec.gov. The Funds’ most current proxy voting record, Form N-PX, is also available on the Funds’ website and on the SEC’s website.

The Funds file their complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ Form N-PORT reports are available on the SEC’s website at www.sec.gov. Schedules of portfolio holdings current to the most recent quarter are also available on the Funds’ website.

Some of the comments contained in this report are based on current management expectations and are considered “forward-looking statements.” Actual future results, however, may prove to be different from our expectations. You can identify forward-looking statements by words such as “estimate,” “may,” “expect,” “should,” “could,” “believe,” “plan” and other similar terms. We cannot promise future returns and our opinions are a reflection of our best judgment at the time this report is compiled.

The views expressed in this report reflect those of BAMCO, Inc. (“BAMCO” or the “Adviser”) only through the end of the period stated in this report. The views are not intended as recommendations or investment advice to any person reading this report and are subject to change at any time without notice based on market and other conditions.

Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate; an investor’s shares, when redeemed, may be worth more or less than their original cost. For more complete information about Baron Funds, including charges and expenses, call, write or go to www.BaronFunds.com for a prospectus or summary prospectus. Read them carefully before you invest or send money. This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Funds, unless accompanied or preceded by the Funds’ current prospectus or summary prospectus.

LOGO


Baron Asset Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON ASSET FUND (RETAIL SHARES)

INRELATIONTOTHE RUSSELL MIDCAP GROWTH INDEXANDTHE S&P 500 INDEX

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AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Ten Years		Since Inception (June 12, 1987)
Baron Asset Fund — Retail Shares^1,2		7.82%		17.56%		12.96%		14.19%		11.66%
Baron Asset Fund — Institutional Shares^1,2,4		8.11%		17.88%		13.26%		14.50%		11.75%
Baron Asset Fund — R6 Shares^1,2,4		8.09%		17.87%		13.26%		14.50%		11.75%
Russell Midcap Growth Index¹		5.20%		14.50%		11.12%		14.08%		10.17%	³
S&P 500 Index¹		4.25%		13.39%		10.84%		13.24%		9.76%

The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index. The Russell Midcap^TM Growth Index measures the performance of medium-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

³	For the period June 30, 1987 to September 30, 2019.

⁴

Performance for the Institutional Shares prior to May 29, 2009 is based on the performance of the Retail Shares. Performance for the R6 Shares prior to January 29, 2016 is based on the performance of the Institutional Shares, and prior to May 29, 2009 is based on the Retail Shares. The Retail Shares have a distribution fee, but Institutional Shares and R6 Shares do not. If the annual returns for the Institutional Shares and R6 Shares prior to May 29, 2009 did not reflect this fee, the returns would be higher.


September 30, 2019 (Unaudited)		Baron Asset Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
IDEXX Laboratories, Inc.		6.1%
Gartner, Inc.		5.2%
Verisk Analytics, Inc.		4.8%
Mettler-Toledo International, Inc.		4.1%
Guidewire Software, Inc.		3.4%
Vail Resorts, Inc.		3.4%
ANSYS, Inc.		3.1%
Verisign, Inc.		3.0%
CoStar Group, Inc.		3.0%
TransUnion		2.8%

		38.9%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

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MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Asset Fund¹ increased 7.82%, while the Russell Midcap Growth Index gained 5.20% and the S&P 500 Index gained 4.25%.

Baron Asset Fund invests primarily in medium-sized growth companies for the long term, using a value-oriented purchase discipline. The Fund purchases companies that we believe have sustainable competitive advantages, strong financial characteristics, and exceptional management; and operate in industries with favorable growth characteristics.

U.S. equity indexes started off the 12-month period with a steep decline, fueled by trade tensions with China, the possibility of rising interest rates, and slowing global growth. The market recovered over the next six months, with most major indexes reaching new highs, as investors appeared encouraged by signs of easing trade tensions and focused instead on attractive stock valuations and indications of a more dovish Federal Reserve. Volatility returned late in the period, as trade tensions flared yet again, global growth showed renewed signs of a slowdown and the 10-year and 2-year U.S. yield curves inverted. Nevertheless, domestic economic and employment data remained strong, with wage growth and consumer confidence suggesting that the record-long period of expansion may still have some runway if concerns over geopolitical uncertainties abate.

Information Technology, Industrials, and Financials were the top contributing sectors in the period. Consumer Discretionary, Communication Services, and Energy detracted.

Verisk Analytics, Inc., a leading data and analytics vendor, contributed the most on solid quarterly financial results throughout the period. The Insurance segment maintained strong performance, and both the Energy and Financial Services segments showed signs of improvement. We remain positive about the competitive positioning, defensive business model, long-term growth, margin expansion, and capital deployment prospects for the business.

Vail Resorts, Inc., a global operator of ski resorts, detracted the most, due to destination visitation that missed investor expectations and lowered 2019 guidance early in the period. However, toward the end of the period, Vail regained ground on strong growth in pass sales for the upcoming ski season. We think the recent closing of the Peak Resorts acquisition, which opens up access to 17 additional ski resorts across the U.S., should drive more season pass sales. Growth in season pass sales helps lock up revenue early, giving strong visibility to earnings and cash flow. We retain conviction.

We continue to believe that mid-sized growth stocks represent an attractive investment opportunity. The U.S. economy remains among the world’s healthiest, its equity market multiples remain within the range of their long-term historic averages, and interest rates continue to be quite low by historic standards. We believe our diversified portfolio of fast growing, well managed, competitively advantaged businesses will continue to perform well in this environment. There is, of course, no guarantee that this will be the case.

^†

Sector levels are provided from the Global Industry Classification Standard (“GICS”), developed and exclusively owned by MSCI, Inc. and Standard & Poor’s Financial Services LLC, unless otherwise stated that they have been reclassified or classified by the Adviser. All GICS data is provided “as is” with no warranties.

¹	Performance information reflects results of the Retail Shares.


Baron Growth Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON GROWTH FUND (RETAIL SHARES)

INRELATIONTOTHE RUSSELL 2000 GROWTH INDEXANDTHE S&P 500 INDEX

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AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Ten Years		Since Inception (December 31, 1994)
Baron Growth Fund — Retail Shares^1,2		5.09%		16.70%		11.61%		13.70%		13.11%
Baron Growth Fund — Institutional Shares^1,2,3		5.36%		17.00%		11.89%		14.00%		13.23%
Baron Growth Fund — R6 Shares^1,2,3		5.36%		17.01%		11.90%		14.00%		13.23%
Russell 2000 Growth Index¹		(9.63)%		9.79%		9.08%		12.25%		7.74%
S&P 500 Index¹		4.25%		13.39%		10.84%		13.24%		9.94%

The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index. The Russell 2000^® Growth Index measures the performance of small-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results.


September 30, 2019 (Unaudited)		Baron Growth Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
CoStar Group, Inc.		7.4%
Vail Resorts, Inc.		7.0%
Arch Capital Group Ltd.		6.0%
MSCI, Inc.		5.8%
ANSYS, Inc.		4.9%
Gartner, Inc.		4.7%
FactSet Research Systems, Inc.		4.5%
IDEXX Laboratories, Inc.		4.4%
Choice Hotels International, Inc.		3.9%
Bright Horizons Family Solutions, Inc.		3.8%

		52.4%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

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MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Growth Fund¹ gained 5.09%, while the Russell 2000 Growth Index declined 9.63% and the S&P 500 Index gained 4.25%.

Baron Growth Fund invests primarily in small-sized U.S. growth companies for the long term. Through independent research, we utilize an investment approach that we believe allows us to look at a business’s fundamental characteristics and beyond the current market environment. We invest based on the potential profitability of a business at what we believe are attractive valuations.

Financials, Industrials, and Real Estate were the top contributing sectors in the period. Consumer Discretionary, Communication Services, and Information Technology detracted.

CoStar Group, Inc. was the top contributor. Business trends for this real estate information and marketing firm were excellent, with the company’s bookings steadily improving to reach new highs. We see a path for quarterly bookings to improve toward $70 million, driving revenue acceleration toward 20%. The company now has over $1.3 billion of cash on its balance sheet, which we expect it to use for opportunistic acquisitions, which should expand CoStar’s addressable market.

The Fund continues to invest in a portfolio of businesses that have better financial characteristics than the benchmark index against which it is compared. These businesses generally have higher operating profit margins, net margins, EBITDA margins, return on invested capital, return on equity, return on assets, and lower standard deviations of earnings growth. While we do not try to predict short-term macro developments or current events, we believe conditions remain favorable for the U.S. economy and equity markets.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Small Cap Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON SMALL CAP FUND (RETAIL SHARES)

IN RELATIONTOTHE RUSSELL 2000 GROWTH INDEXANDTHE S&P 500 INDEX

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AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Ten Years		Since Inception (September 30, 1997)
Baron Small Cap Fund — Retail Shares^1,2		(4.17)%		13.62%		9.64%		12.51%		9.87%
Baron Small Cap Fund — Institutional Shares^1,2,3		(3.91)%		13.92%		9.93%		12.80%		10.00%
Baron Small Cap Fund — R6 Shares^1,2,3		(3.91)%		13.91%		9.92%		12.79%		10.00%
Russell 2000 Growth Index¹		(9.63)%		9.79%		9.08%		12.25%		5.90%
S&P 500 Index¹		4.25%		13.39%		10.84%		13.24%		7.35%


September 30, 2019 (Unaudited)		Baron Small Cap Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
Guidewire Software, Inc.		4.5%
Gartner, Inc.		3.7%
Bright Horizons Family Solutions, Inc.		3.2%
SBA Communications Corp.		3.1%
Waste Connections, Inc.		2.9%
SiteOne Landscape Supply, Inc.		2.9%
ASGN Incorporated		2.8%
IDEXX Laboratories, Inc.		2.8%
TransDigm Group, Inc.		2.7%
ICON plc		2.7%

		31.3%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

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MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the year ended September 30, 2019, Baron Small Cap Fund¹ declined 4.17%, while the Russell 2000 Growth Index declined 9.63% and the S&P 500 Index increased 4.25%.

Baron Small Cap Fund invests primarily in small-cap growth companies for the long term. The Fund invests in what we believe are well-run small-cap growth businesses that can be purchased at prices that represent a significant discount to our assessment of future value.

Holdings in the Real Estate and Industrials sectors were the top contributors. Information Technology, Health Care, and Materials detracted the most.

TransDigm Group, Inc. was the top contributor. Shares of this producer and supplier of engineered aerospace components for commercial and military aircraft customers increased on strong quarterly results throughout the period, bolstered by steadily growing commercial passenger traffic and growth in defense products. The company also announced the sale of a non-core subsidiary for $920 million. Post-sale, TransDigm will have $2 billion of cash on hand, which can be deployed to other acquisitions. The company continues to surprise to the upside, and we believe it has many years of growth ahead.

GTT Communications, Inc. was the top detractor. Shares of this telecommunications services provider to multi-national enterprise customers declined as the company continued to struggle to integrate the Interoute business acquired last year. We exited our position, as execution has continuously missed investor expectations against high leverage, and we have lost confidence that the company can return to organic growth.

Baron Small Cap Fund invests primarily in classic growth stocks that we believe have significant long-term growth prospects and can be purchased at what we believe are attractive prices because their prospects have not yet been appreciated by investors. We also invest in fallen angels, which are companies that we believe have strong long-term franchises but have disappointed investors with short-term results, creating what we believe is a buying opportunity. A third category of investment is special situations, including special purpose acquisition companies, spin-offs and recapitalizations, where lack of investor awareness creates opportunities to purchase what we believe are strong businesses at attractive prices.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Opportunity Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON OPPORTUNITY FUND^† (RETAIL SHARES)

INRELATIONTOTHE RUSSELL 3000 GROWTH INDEXANDTHE S&P 500 INDEX

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AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Ten Years		Since Inception (February 29, 2000)
Baron Opportunity Fund — Retail Shares^1,2		2.51%		20.53%		13.22%		13.45%		7.00%
Baron Opportunity Fund — Institutional Shares^1,2,3		2.78%		20.84%		13.52%		13.74%		7.14%
Baron Opportunity Fund — R6 Shares^1,2,3		2.78%		20.87%		13.55%		13.76%		7.15%
Russell 3000 Growth Index¹		2.70%		16.36%		13.07%		14.74%		4.70%
S&P 500 Index¹		4.25%		13.39%		10.84%		13.24%		6.10%

†	The Fund’s historical performance was impacted by gains from IPOs and/or secondary offerings. There is no guarantee that these results can be repeated or that the Fund’s level of participation in IPOs and secondary offerings will be the same in the future.

The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index. The Russell 3000^® Growth Index measures the performance of those companies classified as growth among the largest 3,000 U.S. companies, and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2030, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

Performance for the Institutional Shares prior to May 29, 2009 is based on the performance of the Retail Shares. Performance for the R6 Shares prior to August 31, 2016 is based on the performance of the Institutional Shares, and prior to May 29, 2009 is based on the Retail Shares. The Retail Shares have a distribution fee, but Institutional Shares and R6 Shares do not. If the annual returns for the Institutional Shares and R6 Shares prior to May 29, 2009 did not reflect this fee, the returns would be higher.


September 30, 2019 (Unaudited)		Baron Opportunity Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Total Investments
Microsoft Corporation		6.8%
Amazon.com, Inc.		6.1%
Alphabet Inc.		5.4%
Guidewire Software, Inc.		5.2%
Gartner, Inc.		3.8%
Tesla, Inc.		2.8%
CoStar Group, Inc.		2.7%
Equinix, Inc.		2.6%
Trainline Plc		2.4%
Mastercard Incorporated		2.3%

		40.1%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of total investments)

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MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Opportunity Fund¹ gained 2.51%, while the Russell 3000 Growth Index gained 2.70% and the S&P 500 Index gained 4.25%.

Baron Opportunity Fund invests primarily in U.S. growth companies that we believe are driving or benefiting from innovation, through development of pioneering, transformative, or technologically advanced products and services. The Fund invests in high growth businesses of any market capitalization, selected for their capital appreciation potential.

Investments in Information Technology, Health Care, and Real Estate contributed the most during the period. Communication Services, Consumer Discretionary, and Energy detracted.

The top contributor was argenx SE, a Belgian biotechnology company developing innovative antibody therapies for cancer and auto-immune diseases. Strong performance was driven by a previously undisclosed milestone payment from AbbVie on an underfollowed asset in argenx’s pipeline and an exclusive licensing deal with Halozyme to utilize its subcutaneous technology that we believe practically assures argenx’s lead in the FcRn market. We believe argenx’s FcRn platform is one of the most valuable assets in the biotechnology development space.

e-commerce leader Amazon.com, Inc. was the top detractor. Shares fell on softer revenue growth, but the company remains one of our highest conviction investment ideas. While penetration of e-commerce is rising rapidly, Amazon continues to grow its total addressable market at an unprecedented pace. We believe Amazon’s advertising business has the potential to generate $30 billion in the next four years and the ability to substantially improve Amazon’s core margins. AWS is also the leader in the cloud infrastructure market by a wide margin.

We remain focused on finding unique businesses across different segments of the economy that we believe offer long-term secular growth, sustainable competitive advantages, high-quality management teams, and attractive stock prices. We believe that investment returns for stocks are driven by earnings growth, and therefore direct our research towards understanding the drivers of business profit and projecting future profit growth as accurately as we can.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Fifth Avenue Growth Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON FIFTH AVENUE GROWTH FUND^†

(RETAIL SHARES)INRELATIONTOTHE RUSSELL 1000 GROWTH INDEXANDTHE S&P 500 INDEX

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AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Ten Years		Since Inception (April 30, 2004)
Baron Fifth Avenue Growth Fund — Retail Shares^1,2		3.48%		18.38%		13.78%		14.11%		9.23%
Baron Fifth Avenue Growth Fund — Institutional Shares^1,2,3		3.73%		18.68%		14.08%		14.39%		9.42%
Baron Fifth Avenue Growth Fund — R6 Shares^1,2,3		3.73%		18.68%		14.08%		14.39%		9.42%
Russell 1000 Growth Index¹		3.71%		16.89%		13.39%		14.94%		9.95%
S&P 500 Index¹		4.25%		13.39%		10.84%		13.24%		8.85%

†	The Fund’s historical performance was impacted by gains from IPOs and/or secondary offerings. There is no guarantee that these results can be repeated or that the Fund’s level of participation in IPOs and secondary offerings will be the same in the future.

The indexes are unmanaged. The index performance is not Fund performance; one cannot invest directly into an index. The Russell 1000^® Growth Index measures the performance of large-sized U.S. companies that are classified as growth and the S&P 500 Index of 500 widely held large cap U.S. companies. The indexes and the Fund are with dividends reinvested, which positively impact the performance results.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2030, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.


September 30, 2019 (Unaudited)		Baron Fifth Avenue Growth Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
Amazon.com, Inc.		11.7%
Mastercard Incorporated		5.9%
Alibaba Group Holding Limited		5.0%
Veeva Systems Inc.		5.0%
Alphabet Inc.		4.9%
Visa, Inc.		4.8%
Illumina, Inc.		4.4%
Intuitive Surgical, Inc.		4.3%
Fidelity National Information Services, Inc.		3.8%
Facebook, Inc.		3.7%

		53.5%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Fifth Avenue Growth Fund¹ gained 3.48%, while the Russell 1000 Growth Index gained 3.71% and the S&P 500 Index gained 4.25%.

Baron Fifth Avenue Growth Fund focuses on identifying and investing in what we believe are unique companies with sustainable competitive advantages that have the ability to redeploy capital at high rates of return. The portfolio is constructed on a bottom-up basis, with the quality of ideas and conviction level the most important determinants of the size of each investment. We expect our highest conviction businesses to have meaningful weight in the portfolio. Sector weightings are incidental to portfolio construction, and exposure to any sector is a result of stock selection.

Information Technology, Financials, and Real Estate were the top contributing sectors in the period. Consumer Discretionary, Communication Services, and Industrials detracted.

Cloud software provider Veeva Systems Inc. was the top contributor due to sustainable growth in its CRM business and rapid growth in in its newer Vault business. New product development, maturing product offerings, and a loyal customer base are adding confidence in Veeva’s unique position and in its ability to support growth while generating significant free cash flow.

The Fund seeks to manage risk by focusing on business risk (competition, management, regulations), valuation risk (purchase price providing a large enough margin of safety), financial risk (leverage and capital structure), and analysis risk (our assumptions). Our objective is not to predict how markets may perform in a given year. Instead, we aim to create a portfolio of unique companies with different end markets because, in our experience, this is the best way to manage market risk over time.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Discovery Fund(Unaudited)		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON DISCOVERY FUND^† (RETAIL SHARES)

INRELATIONTOTHE RUSSELL 2000 GROWTH INDEXANDTHE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Three Years		Five Years		Since Inception (September 30, 2013)
Baron Discovery Fund — Retail Shares^1,2		(11.93)%		16.05%		12.91%		13.55%
Baron Discovery Fund — Institutional Shares^1,2		(11.75)%		16.33%		13.18%		13.83%
Baron Discovery Fund — R6 Shares^1,2,3		(11.75)%		16.33%		13.19%		13.83%
Russell 2000 Growth Index¹		(9.63)%		9.79%		9.08%		8.18%
S&P 500 Index¹		4.25%		13.39%		10.84%		12.27%

^†	The Fund’s historical performance was impacted by gains from IPOs and/or secondary offerings. There is no guarantee that these results can be repeated or that the Fund’s level of participation in IPOs and secondary offerings will be the same in the future.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2030, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.

³	Performance for the R6 Shares prior to August 31, 2016 is based on the performance of the Institutional Shares.


September 30, 2019 (Unaudited)		Baron Discovery Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
Kinsale Capital Group, Inc.		3.8%
Mercury Systems, Inc.		3.5%
RIB Software SE		3.1%
Americold Realty Trust		3.1%
Floor & Decor Holdings, Inc.		3.1%
Emergent BioSolutions Inc.		2.8%
SiteOne Landscape Supply, Inc.		2.7%
TPI Composites, Inc.		2.5%
Rexford Industrial Realty, Inc.		2.5%
TherapeuticsMD, Inc.		2.4%

		29.5%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Discovery Fund¹ declined 11.93%, while the Russell 2000 Growth Index declined 9.63% and the S&P 500 Index gained 4.25%.

Baron Discovery Fund invests primarily in small-sized U.S. growth companies, at the time of purchase, with market capitalizations up to the largest market cap stock in the Russell 2000 Growth Index at June 30, or companies with market capitalizations up to $2.5 billion, whichever is larger, so long as the purchase of those securities would not cause the Fund’s weighted average market capitalization to exceed that of the Russell 2000 Growth Index. If at any time the Fund’s weighted average market capitalization exceeds that of the Russell 2000 Growth Index, the Fund may only purchase securities with market capitalizations up to the weighted average market capitalization of the Russell 2000 Growth Index. We seek investments for the Fund that are for the long term at attractive valuations in companies with appropriately capitalized, open-ended growth opportunities, exceptional leadership, and sustainable competitive advantages.

Real Estate, Financials, and Industrials were the top contributing sectors. Health Care, Consumer Staples, and Consumer Discretionary detracted.

Kinsale Capital Group, Inc. was the top contributor in the period. The company is a property and casualty insurance carrier focused on the specialty excess and surplus (“E&S”) lines market. The E&S segment accounts for $50 billion of annual premiums and has historically grown faster and with higher margins than the overall insurance market. Shares increased on strong financial results driven by the continued improvement of E&S market conditions after retrenchment from several large competitors.

Medical device company Sientra, Inc. was the top detractor. Shares declined as a result of delays in ramping of a breast implant facility and industry concerns over textured implant safety that dampened overall procedure volume. Sientra’s textured implants have far fewer negative incidences per implant versus competitors, and there was no bad news in the wake of an FDA industry oversight meeting. We believe shares will rebound as Sientra increases production of implants.

We think the long-term fundamentals of our companies remain strong. We believe that the companies we own are high quality, innovative and run by excellent management teams. We are optimistic that they will be significantly bigger next year than they are today and that this growth can continue for years after. There is, of course, no guarantee that this will be the case.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Durable Advantage Fund		September 30, 2019

COMPARISONOFTHECHANGEIN VALUEOF $10,000INVESTMENTIN BARON DURABLE ADVANTAGE FUND

(RETAIL SHARES)INRELATIONTOTHE S&P 500 INDEX

LOGO


AVERAGE ANNUAL TOTAL RETURNSFORTHEPERIODSENDED SEPTEMBER 30, 2019
	One Year		Since Inception (December 29, 2017)
Baron Durable Advantage Fund — Retail Shares^1,2		9.97%		9.98%
Baron Durable Advantage Fund — Institutional Shares^1,2		10.23%		10.25%
Baron Durable Advantage Fund — R6 Shares^1,2		10.34%		10.25%
S&P 500 Index¹		4.25%		8.46%

The index is unmanaged. The index performance is not Fund performance; one cannot invest directly into an index. The S&P 500 Index measures the performance of 500 widely held large cap U.S. companies. The index and the Fund are with dividends reinvested, which positively impact the performance results.

Past performance is not predictive of future performance. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. The Adviser reimburses certain Fund expenses pursuant to a contract expiring on August 29, 2030, unless renewed for another 11-year term and the Fund’s transfer agency expenses may be reduced by expense offsets from an unaffiliated transfer agent, without which performance would have been lower.


September 30, 2019 (Unaudited)		Baron Durable Advantage Fund

TOP TEN HOLDINGSASOF SEPTEMBER 30, 2019


	Percent of Net Assets
Microsoft Corporation		5.2%
IHS Markit Ltd.		4.9%
Mastercard Incorporated		4.9%
S&P Global Inc.		4.7%
Moody’s Corporation		4.6%
Constellation Brands, Inc.		4.3%
Danaher Corporation		4.2%
Apple, Inc.		4.0%
Accenture plc		3.8%
UnitedHealth Group Incorporated		3.3%

		43.9%

SECTOR BREAKDOWNASOF SEPTEMBER 30, 2019^†

(as a percentage of net assets)

LOGO

MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE

For the 12-month period ended September 30, 2019, Baron Durable Advantage Fund¹ increased 9.97%, while the S&P 500 Index rose 4.25%.

Baron Durable Advantage Fund invests primarily in large-sized U.S. companies with competitive advantages and market capitalizations no smaller than the top 90th percentile by market capitalization of the S&P 500 Index at June 30, or companies with market capitalizations above $10 billion, whichever is smaller. The Fund emphasizes businesses with excess free cash flow that can be returned to shareholders.

Holdings in Information Technology, Financials, and Health Care contributed most to performance. Communication Services was the only detracting sector.

Life sciences tools company Danaher Corporation was the top contributor. Shares appreciated after the company announced the acquisition of GE’s bioproduction business for $21 billion. The recently acquired business is a leader in the fast-growing, attractive bioproduction market, and the transaction brings scale to Danaher’s existing bioproduction business. We expect the acquisition to elevate Danaher’s growth rate and to be accretive to earnings, and it increases our conviction in our investment thesis.

Video game publisher Activision Blizzard, Inc. was the top detractor due to questions around the company’s launch slate for 2019 and broad negative sentiment across the video game sector. We exited our position.

Our goal is to invest in large-cap companies that we believe have strong and durable competitive advantages, proven track records of successful capital allocation, high returns on invested capital, and high free cash flow generation, a significant portion of which is regularly returned to the shareholders in the form of either dividends or share repurchases. We hope to maximize long-term returns without taking significant risks of permanent loss of capital. We are optimistic about the prospects of the companies in which we are invested and will always continue to search for new ideas and opportunities.

^†

¹	Performance information reflects results of the Retail Shares.


Baron Asset Fund		September 30, 2019

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (97.70%)
Communication Services (2.77%)
		Cable & Satellite (1.03%)
	425,000	Liberty Broadband Corporation, Cl C¹	$	32,000,689	$	44,484,750

		Interactive Media & Services (1.74%)
	220,000	IAC/InterActiveCorp¹		48,083,119		47,953,400
	918,374	Zillow Group, Inc., Cl C¹		27,002,314		27,385,913

				75,085,433		75,339,313

	Total Communication Services			107,086,122		119,824,063


Consumer Discretionary (8.42%)
		Hotels, Resorts & Cruise Lines (2.07%)
	556,442	Choice Hotels International, Inc.		5,979,508		49,501,081
	543,233	Hyatt Hotels Corp., Cl A		16,817,762		40,019,975

				22,797,270		89,521,056

		Internet & Direct Marketing Retail (2.02%)
	25,759	Booking Holdings, Inc.¹		4,113,567		50,554,871
	275,627	Expedia Group, Inc.		33,767,566		37,047,025

				37,881,133		87,601,896

		Leisure Facilities (3.36%)
	639,538	Vail Resorts, Inc.		12,388,781		145,533,267

		Specialty Stores (0.97%)
	455,117	Tiffany & Co.		28,342,285		42,157,488

	Total Consumer Discretionary			101,409,469		364,813,707


Financials (12.12%)
		Asset Management & Custody Banks (0.81%)
	307,514	T. Rowe Price Group, Inc.		11,188,453		35,133,475

		Financial Exchanges & Data (4.42%)
	390,725	FactSet Research Systems, Inc.		21,032,965		94,934,453
	257,267	MarketAxess Holdings, Inc.		31,487,484		84,254,943
	326,189	Tradeweb Markets Inc., Cl A		11,978,713		12,062,469

				64,499,162		191,251,865

		Insurance Brokers (1.74%)
	390,421	Willis Towers Watson plc²		49,888,995		75,339,540

		Investment Banking & Brokerage (2.05%)
	2,125,936	The Charles Schwab Corp.		1,921,092		88,927,903

		Property & Casualty Insurance (2.32%)
	2,393,444	Arch Capital Group Ltd.¹^,2		8,625,560		100,476,779

		Regional Banks (0.78%)
	350,421	First Republic Bank		9,109,161		33,885,711

	Total Financials			145,232,423		525,015,273


Shares			Cost		Value
Common Stocks (continued)
Health Care (22.81%)
		Biotechnology (0.99%)
	75,000	argenx SE, ADR¹^,²	$	10,263,438	$	8,547,000
	244,658	Sage Therapeutics, Inc.¹		38,535,486		34,323,071

				48,798,924		42,870,071

		Health Care Equipment (8.35%)
	188,000	DexCom, Inc.¹		28,214,251		28,057,120
	976,630	IDEXX Laboratories, Inc.¹		18,197,737		265,574,996
	199,644	Teleflex, Inc.		40,334,965		67,829,049

				86,746,953		361,461,165

		Health Care Supplies (3.44%)
	215,418	The Cooper Companies, Inc.		36,713,299		63,979,146
	598,404	West Pharmaceutical Services, Inc.		26,107,582		84,865,655

				62,820,881		148,844,801

		Health Care Technology (1.71%)
	484,386	Veeva Systems Inc., Cl A¹		30,296,950		73,960,898

		Life Sciences Tools & Services (8.32%)
	100,682	10X Genomics, Inc., Cl A¹		3,926,598		5,074,373
	441,986	Bio-Techne Corporation		48,051,890		86,483,401
	302,552	Illumina, Inc.¹		13,002,071		92,042,369
	251,117	Mettler-Toledo International, Inc.¹		26,581,877		176,886,815

				91,562,436		360,486,958

	Total Health Care			320,226,144		987,623,893


Industrials (17.94%)
		Aerospace & Defense (0.78%)
	588,082	BWX Technologies, Inc.		29,416,776		33,644,171

		Agricultural & Farm Machinery (1.03%)
	607,045	The Toro Co.		37,800,467		44,496,398

		Environmental & Facilities Services (0.86%)
	1,095,612	Rollins, Inc.		24,597,482		37,327,501

		Industrial Conglomerates (2.16%)
	262,192	Roper Technologies, Inc.		27,831,603		93,497,667

		Industrial Machinery (1.74%)
	460,760	IDEX Corporation		36,231,831		75,509,349

		Research & Consulting Services (11.37%)
	2,075,474	Clarivate Analytics Plc^1,2		33,261,499		35,013,246
	219,493	CoStar Group, Inc.¹		44,044,865		130,203,248
	1,468,500	TransUnion		79,691,638		119,110,035
	1,316,206	Verisk Analytics, Inc.		46,585,700		208,144,817

				203,583,702		492,471,346

	Total Industrials			359,461,861		776,946,432


16		See Notes to Financial Statements.


September 30, 2019		Baron Asset Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (continued)
Information Technology (26.80%)
		Application Software (11.06%)
	611,856	ANSYS, Inc.¹	$	29,041,017	$	135,440,444
	380,000	Aspen Technology, Inc.¹		38,965,115		46,770,400
	1,569,093	Ceridian HCM Holding, Inc.¹		60,253,761		77,466,121
	1,411,809	Guidewire Software, Inc.¹		76,708,781		148,776,433
	1,042,076	SS&C Technologies Holdings, Inc.		32,682,577		53,739,859
	90,000	The Trade Desk, Cl A¹		17,937,948		16,879,500

				255,589,199		479,072,757

		Data Processing & Outsourced Services (4.28%)
	770,217	Fidelity National Information Services, Inc.		48,700,871		102,254,009
	217,448	FleetCor Technologies, Inc.¹		12,816,767		62,359,738
	268,986	MAXIMUS, Inc.		13,080,694		20,781,858

				74,598,332		185,395,605

		Electronic Components (0.76%)
	340,000	Amphenol Corp., Cl A		31,503,447		32,810,000

		Internet Services & Infrastructure (4.31%)
	699,103	Verisign, Inc.¹		42,196,952		131,871,799
	468,000	Wix.com Ltd.^1,2		41,821,919		54,634,320

				84,018,871		186,506,119

		IT Consulting & Other Services (5.23%)
	1,584,323	Gartner, Inc.¹		39,586,888		226,542,346

		Technology Distributors (1.16%)
	407,363	CDW Corp.		27,215,415		50,203,416

	Total Information Technology			512,512,152		1,160,530,243


Real Estate (6.84%)
		Office REITs (0.33%)
	41,583	Alexander’s, Inc.⁴		1,760,107		14,487,933

		Real Estate Services (1.52%)
	1,243,323	CBRE Group, Inc., Cl A¹		19,021,762		65,908,552

		Specialized REITs (4.99%)
	136,000	Alexandria Real Estate Equities, Inc.⁴		20,316,293		20,949,440
	133,416	Equinix, Inc.		12,783,698		76,954,349
	489,856	SBA Communications Corp.		18,137,560		118,128,774

				51,237,551		216,032,563

	Total Real Estate			72,019,420		296,429,048

	Total Common Stocks			1,617,947,591		4,231,182,659


Private Partnerships (0.01%)
Financials (0.01%)
		Asset Management & Custody Banks (0.01%)
	7,056,223	Windy City Investments Holdings, L.L.C.^1,3,4,6		0		179,228

Principal Amount

Cost

Value

Short Term Investments (1.98%)

$85,756,291

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds at maturity - $85,757,125; (Fully collateralized by $27,885,000 U.S. Treasury Note, 2.875% due 8/15/2028; Market value - $30,758,633) and $50,000,000 U.S. Treasury Note, 3.125% due 11/15/2028; Market value - $56,717,800)⁵

85,756,291

Total Investments (99.69%)

1,703,703,882

4,317,118,178

Cash and Other Assets Less Liabilities (0.31%)

13,559,523

Net Assets

4,330,677,701

Retail Shares (Equivalent to $82.28 per share
based on 27,247,953 shares outstanding)

2,241,980,173

Institutional Shares (Equivalent to $85.67 per share
based on 23,109,986 shares outstanding)

1,979,735,661

R6 Shares (Equivalent to $85.65 per share
based on 1,272,160 shares outstanding)

108,961,867

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2019, the market value of restricted and fair valued securities amounted to $179,228 or 0.01% of net assets. This security is not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁵	Level 2 security. See Note 7 regarding Fair Value Measurements

⁶	Level 3 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		17


Baron Growth Fund		September 30, 2019

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (99.50%)
Communication Services (3.99%)
		Alternative Carriers (2.78%)
	8,862,608	Iridium Communications Inc.^1,4	$	55,774,685	$	188,596,298

		Movies & Entertainment (1.21%)
	5,000,000	Manchester United plc, Cl A²		70,291,779		82,150,000

	Total Communication Services			126,066,464		270,746,298


Consumer Discretionary (20.24%)
		Casinos & Gaming (2.75%)
	725,000	Boyd Gaming Corporation		18,479,841		17,363,750
	5,640,000	Penn National Gaming, Inc.¹		76,554,318		105,045,000
	3,156,887	Red Rock Resorts, Inc., Cl A		66,164,237		64,100,591

				161,198,396		186,509,341

		Education Services (3.76%)
	1,675,000	Bright Horizons Family Solutions, Inc.¹		53,610,279		255,437,500

		General Merchandise Stores (0.27%)
	310,000	Ollie’s Bargain Outlet Holdings, Inc.¹		14,541,755		18,178,400

		Hotels, Resorts & Cruise Lines (6.42%)
	3,000,000	Choice Hotels International, Inc.⁴		72,782,127		266,880,000
	1,550,000	Marriott Vacations Worldwide Corp.		84,292,546		160,595,500
	555,000	OneSpaWorld Holdings Ltd.^1,2,5		5,550,000		8,619,150

				162,624,673		436,094,650

		Leisure Facilities (7.04%)
	2,100,000	Vail Resorts, Inc.⁴		65,291,780		477,876,000

	Total Consumer Discretionary			457,266,883		1,374,095,891


Consumer Staples (0.68%)
		Food Distributors (0.68%)
	1,000,000	Performance Food Group Co.¹		19,000,000		46,010,000


Financials (27.76%)
		Asset Management & Custody Banks (2.52%)
	2,400,000	The Carlyle Group		50,219,527		61,344,000
	2,000,000	Cohen & Steers, Inc.		48,597,830		109,860,000

				98,817,357		171,204,000

		Financial Exchanges & Data (12.72%)
	1,250,000	FactSet Research Systems, Inc.		62,536,096		303,712,500
	1,150,000	Morningstar, Inc.		27,237,863		168,061,000
	1,800,000	MSCI, Inc.		34,264,435		391,950,000

				124,038,394		863,723,500

		Investment Banking & Brokerage (0.68%)
	450,000	Houlihan Lokey, Inc.		19,625,873		20,295,000
	775,000	Moelis & Co., Cl A		19,151,132		25,458,750

				38,777,005		45,753,750

		Life & Health Insurance (3.51%)
	1,875,000	Primerica, Inc.		40,103,890		238,556,250


Shares			Cost		Value
Common Stocks (continued)
Financials (continued)

		Property & Casualty Insurance (7.50%)
	9,725,000	Arch Capital Group Ltd.^1,2	$	30,657,488	$	408,255,500
	978,449	Kinsale Capital Group, Inc.		32,761,205		101,083,566

				63,418,693		509,339,066

		Thrifts & Mortgage Finance (0.83%)
	530,000	Essent Group Ltd.²		14,737,154		25,265,100
	100,059	LendingTree, Inc.¹		24,206,736		31,061,316

				38,943,890		56,326,416

	Total Financials			404,099,229		1,884,902,982


Health Care (10.49%)
		Biotechnology (0.22%)
	330,000	Alector, Inc.¹		7,092,149		4,758,600
	678,051	Denali Therapeutics, Inc.¹		12,825,338		10,387,741

				19,917,487		15,146,341

		Health Care Equipment (4.41%)
	1,100,000	IDEXX Laboratories, Inc.¹		16,287,498		299,123,000

		Health Care Supplies (1.85%)
	573,717	Neogen Corp.¹		13,141,411		39,075,865
	610,000	West Pharmaceutical Services, Inc.		20,909,842		86,510,200

				34,051,253		125,586,065

		Life Sciences Tools & Services (3.86%)
	432,655	Adaptive Biotechnologies Corporation¹		14,268,834		13,369,040
	850,000	Bio-Techne Corporation		44,923,356		166,319,500
	116,500	Mettler-Toledo International, Inc.¹		5,334,241		82,062,600

				64,526,431		261,751,140

		Pharmaceuticals (0.15%)
	300,000	Dechra Pharmaceuticals PLC (United Kingdom)^2,6		8,518,489		10,211,884

	Total Health Care			143,301,158		711,818,430


Industrials (10.34%)
		Building Products (1.99%)
	1,490,000	Trex Company, Inc.¹		27,131,528		135,485,700

		Environmental & Facilities Services (0.10%)
	386,108	BrightView Holdings, Inc.¹		4,656,114		6,621,752

		Industrial Machinery (0.41%)
	90,507	Albany International Corp., Cl A		6,117,079		8,160,111
	4,275,000	Marel hf (Netherlands)²		18,281,670		19,570,058

				24,398,749		27,730,169

		Research & Consulting Services (7.43%)
	850,000	CoStar Group, Inc.¹		36,184,525		504,220,000

		Trading Companies & Distributors (0.41%)
	675,000	Air Lease Corp.		15,498,764		28,228,500

	Total Industrials			107,869,680		702,286,121


18		See Notes to Financial Statements.


September 30, 2019		Baron Growth Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (continued)
Information Technology (17.93%)
		Application Software (11.60%)
	725,000	Altair Engineering, Inc., Cl A¹	$	11,330,019	$	25,099,500
	1,500,000	ANSYS, Inc.¹		35,363,291		332,040,000
	2,200,000	Benefitfocus, Inc.^1,4		83,233,571		52,382,000
	1,190,000	Guidewire Software, Inc.¹		38,711,926		125,402,200
	1,000,000	Pegasystems, Inc.		13,997,009		68,050,000
	3,575,000	SS&C Technologies Holdings, Inc.		28,111,122		184,362,750

				210,746,938		787,336,450

		Data Processing & Outsourced Services (0.23%)
	205,000	MAXIMUS, Inc.		3,702,541		15,838,300

		Electronic Components (0.69%)
	265,000	Littelfuse, Inc.		29,679,172		46,987,150

		Internet Services & Infrastructure (0.75%)
	438,207	Wix.com Ltd.^1,2		28,664,771		51,156,285

		IT Consulting & Other Services (4.66%)
	2,210,000	Gartner, Inc.¹		33,498,066		316,007,900

	Total Information Technology			306,291,488		1,217,326,085


Real Estate (8.07%)
		Diversified REITs (0.32%)
	460,135	American Assets Trust, Inc.		8,484,044		21,506,710

		Office REITs (2.83%)
	91,000	Alexander’s, Inc.⁵		11,506,781		31,705,310
	3,750,000	Douglas Emmett, Inc.		43,603,704		160,612,500

				55,110,485		192,317,810

		Real Estate Development (0.18%)
	675,000	Forestar Group, Inc.¹		11,930,668		12,339,000

		Specialized REITs (4.74%)
	750,000	Alexandria Real Estate Equities, Inc.⁵		26,438,288		115,530,000
	5,400,000	Gaming and Leisure Properties, Inc.		117,127,090		206,496,000

				143,565,378		322,026,000

	Total Real Estate			219,090,575		548,189,520

	Total Common Stocks			1,782,985,477		6,755,375,327


Private Preferred Stocks (0.08%)
Health Care (0.08%)
		Health Care Technology (0.08%)
	3,354,353	Schrödinger, Inc., Series E^1,3,5,7		4,999,999		5,870,118

Shares

Cost

Value

Private Partnerships (0.00%)

Financials (0.00%)

Asset Management & Custody Banks (0.00%)

2,375,173

Windy City Investments Holdings, L.L.C.^1,3,5,7

60,329

Warrants (0.01%)

Consumer Discretionary (0.01%)

Hotels, Resorts & Cruise Lines (0.01%)

96,515

OneSpaWorld Holdings Ltd. Warrants, Exp 3/20/2031^1,2,5,6

550,135

Principal Amount

Short Term Investments (0.60%)

$40,856,879

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds at maturity - $40,857,276; (Fully collateralized by $37,785,000 U.S. Treasury Note, 2.875% due 8/15/2028; Market value - $41,678,858)⁶

40,856,879

Total Investments (100.19%)

1,828,842,355

6,802,712,788

Liabilities Less Cash and Other Assets(-0.19%)

(13,207,044

)

Net Assets

6,789,505,744

Retail Shares (Equivalent to $78.95 per share
based on 31,753,587 shares outstanding)

2,506,967,489

Institutional Shares (Equivalent to $81.69 per share
based on 50,812,644 shares outstanding)

4,150,891,456

R6 Shares (Equivalent to $81.70 per share
based on 1,611,343 shares outstanding)

131,646,799

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2019, the market value of restricted and fair valued securities amounted to $5,930,447 or 0.08% of net assets. These securities are not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	See Note 10 regarding “Affiliated” companies.

⁵	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁶	Level 2 security. See Note 7 regarding Fair Value Measurements.

⁷	Level 3 security. See Note 7 regarding Fair Value Measurements.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		19


Baron Small Cap Fund		September 30, 2019

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (96.72%)
Communication Services (4.42%)
		Cable & Satellite (2.09%)
	100,000	Liberty Broadband Corporation, Cl A¹	$	404,823	$	10,452,000
	275,000	Liberty Broadband Corporation, Cl C¹		1,079,680		28,784,250
	1,000,000	Liberty SiriusXM Group, Cl C¹		2,168,308		41,960,000

				3,652,811		81,196,250

		Movies & Entertainment (2.33%)
	750,000	Liberty Media Corporation-Liberty Formula One, Cl C¹		10,168,679		31,192,500
	225,000	The Madison Square Garden Company, Cl A¹		11,968,716		59,292,000

				22,137,395		90,484,500

	Total Communication Services			25,790,206		171,680,750


Consumer Discretionary (15.61%)
		Casinos & Gaming (1.57%)
	3,000,000	Red Rock Resorts, Inc., Cl A		65,067,490		60,915,000

		Education Services (3.24%)
	825,000	Bright Horizons Family Solutions, Inc.¹		25,784,147		125,812,500

		General Merchandise Stores (0.60%)
	400,000	Ollie’s Bargain Outlet Holdings, Inc.¹		24,205,463		23,456,000

		Home Improvement Retail (2.64%)
	2,000,000	Floor & Decor Holdings, Inc., Cl A¹		78,500,578		102,300,000

		Homebuilding (2.22%)
	1,500,000	Installed Building Products, Inc.¹		88,307,354		86,010,000

		Hotels, Resorts & Cruise Lines (1.00%)
	2,500,000	OneSpaWorld Holdings Ltd.^1,2,5		27,000,000		38,825,000

		Internet & Direct Marketing Retail (0.65%)
	600,000	The RealReal, Inc.¹		12,949,355		13,416,000
	500,000	Revolve Group, Inc.¹		9,535,208		11,685,000

				22,484,563		25,101,000

		Leisure Facilities (1.19%)
	800,000	Planet Fitness, Inc., Cl A¹		28,416,505		46,296,000

		Restaurants (1.55%)
	600,000	BJ’s Restaurants, Inc.		23,242,737		23,304,000
	800,000	The Cheesecake Factory, Inc.		21,568,144		33,344,000
	40,000	Wingstop Inc.		574,326		3,491,200

				45,385,207		60,139,200

		Specialty Stores (0.95%)
	3,000,000	Hudson Ltd., Cl A^1,2		54,314,533		36,810,000

	Total Consumer Discretionary			459,465,840		605,664,700


Financials (1.36%)
		Investment Banking & Brokerage (1.36%)
	625,000	Houlihan Lokey, Inc.		28,909,333		28,187,500
	750,000	Moelis & Co., Cl A		15,297,250		24,637,500

	Total Financials			44,206,583		52,825,000


Shares			Cost		Value
Common Stocks (continued)
Health Care (18.57%)
		Biotechnology (0.45%)
	1,250,000	Abcam plc (United Kingdom)^2,6	$	11,616,424	$	17,614,891

		Health Care Equipment (6.44%)
	650,000	Cantel Medical Corp.		33,013,793		48,620,000
	300,000	DexCom, Inc.¹		3,984,388		44,772,000
	400,000	IDEXX Laboratories, Inc.¹		6,012,291		108,772,000
	300,000	Inspire Medical Systems, Inc.^1,5		15,398,159		18,306,000
	900,000	Silk Road Medical, Inc.^1,5		35,055,499		29,277,000

				93,464,130		249,747,000

		Health Care Supplies (0.31%)
	177,483	Neogen Corp.¹		9,609,768		12,088,367

		Health Care Technology (2.09%)
	1,200,000	Teladoc Health, Inc.¹		37,982,777		81,264,000

		Life Sciences Tools & Services (6.93%)
	250,000	Adaptive Biotechnologies Corporation¹		7,637,982		7,725,000
	250,000	Guardant Health, Inc.^1,5		4,953,266		15,957,500
	700,000	ICON plc^1,2		19,870,562		103,138,000
	75,000	Mettler-Toledo International, Inc.¹		3,665,865		52,830,000
	900,000	PRA Health Sciences, Inc.¹		16,553,917		89,307,000

				52,681,592		268,957,500

		Managed Health Care (1.47%)
	1,000,000	HealthEquity, Inc.¹		23,274,521		57,145,000

		Pharmaceuticals (0.88%)
	1,000,000	Dechra Pharmaceuticals PLC (United Kingdom)^2,6		28,027,985		34,039,613

	Total Health Care			256,657,197		720,856,371


Industrials (22.02%)
		Aerospace & Defense (4.78%)
	1,000,000	Mercury Systems, Inc.¹		25,872,953		81,170,000
	200,000	TransDigm Group, Inc.¹		0		104,134,000

				25,872,953		185,304,000

		Building Products (1.57%)
	625,000	Advanced Drainage Systems, Inc.		19,142,606		20,168,750
	450,000	Trex Company, Inc.¹		35,044,299		40,918,500

				54,186,905		61,087,250

		Environmental & Facilities Services (2.90%)
	1,225,000	Waste Connections, Inc.²		53,491,667		112,700,000

		Human Resource & Employment Services (2.83%)
	1,750,000	ASGN, Inc.¹		45,317,074		110,005,000

		Industrial Conglomerates (0.66%)
	760,000	Raven Industries, Inc.		26,972,733		25,429,600

		Industrial Machinery (4.25%)
	725,000	Helios Technologies, Inc.		34,755,037		29,413,250
	725,000	John Bean Technologies Corp.		62,999,777		72,086,750
	150,000	Nordson Corp.		4,103,822		21,939,000
	250,000	RBC Bearings Incorporated¹		15,921,127		41,477,500

				117,779,763		164,916,500

		Research & Consulting Services (1.74%)
	4,000,000	Clarivate Analytics Plc^1,2		44,078,833		67,480,000


20		See Notes to Financial Statements.


September 30, 2019		Baron Small Cap Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (continued)
Industrials (continued)

		Trading Companies & Distributors (3.29%)
	1,500,000	SiteOne Landscape Supply, Inc.¹	$	50,671,463	$	111,030,000
	800,000	Univar Solutions, Inc. (formerly, Univar, Inc.)¹		15,184,380		16,608,000

				65,855,843		127,638,000

	Total Industrials			433,555,771		854,560,350

Information Technology (25.75%)
		Application Software (13.03%)
	1,050,000	Altair Engineering, Inc., Cl A¹		17,162,704		36,351,000
	800,000	Aspen Technology, Inc.¹		29,983,938		98,464,000
	850,000	Ceridian HCM Holding, Inc.¹		23,711,721		41,964,500
	5,997,900	Cision Ltd.^1,2		64,968,513		46,123,851
	1,650,000	Guidewire Software, Inc.¹		48,997,264		173,877,000
	300,000	Pagerduty, Inc.¹		9,800,372		8,475,000
	450,000	The Trade Desk, Cl A¹		16,518,585		84,397,500
	1,000,000	Yext, Inc.¹		13,112,639		15,890,000

				224,255,736		505,542,851

		Data Processing & Outsourced Services (3.52%)
	3,500,000	Repay Holdings Corporation^1,3,4,6		35,000,000		45,535,000
	450,000	WEX, Inc.¹		18,982,530		90,931,500

				53,982,530		136,466,500

		Electronic Equipment & Instruments (2.02%)
	1,600,000	Cognex Corp.		12,733,859		78,608,000

		Internet Services & Infrastructure (1.80%)
	600,000	Wix.com Ltd.^1,2		33,260,000		70,044,000

		IT Consulting & Other Services (5.38%)
	600,000	Endava plc, ADR^1,2		16,610,349		22,710,000
	1,000,000	Gartner, Inc.¹		14,988,362		142,990,000
	1,000,000	LiveRamp Holdings, Inc.¹		21,949,295		42,960,000

				53,548,006		208,660,000

	Total Information Technology			377,780,131		999,321,351

Materials (2.79%)
		Construction Materials (1.00%)
	1,750,000	Summit Materials, Inc., Cl A¹		32,596,422		38,850,000

		Metal & Glass Containers (0.81%)
	800,000	Berry Global Group, Inc.¹		12,652,147		31,416,000

		Specialty Chemicals (0.98%)
	450,000	Ingevity Corp.¹		39,582,818		38,178,000

	Total Materials			84,831,387		108,444,000

Real Estate (6.20%)
		Office REITs (0.21%)
	100,000	SL Green Realty Corp.		2,127,325		8,175,000

		Specialized REITs (5.99%)
	2,500,000	Americold Realty Trust⁵		54,430,446		92,675,000
	500,000	Gaming and Leisure Properties, Inc.		6,306,755		19,120,000
	500,000	SBA Communications Corp.		2,014,480		120,575,000

				62,751,681		232,370,000

	Total Real Estate			64,879,006		240,545,000

	Total Common Stocks			1,747,166,121		3,753,897,522

Shares

Cost

Value

Warrants (0.12%)

Consumer Discretionary (0.04%)

Hotels, Resorts & Cruise Lines (0.04%)

260,850

OneSpaWorld Holdings Ltd. Warrants, Exp 3/19/2024^1,2,5,6

1,486,845

Information Technology (0.08%)

Data Processing & Outsourced Services (0.08%)

3,500,000

Repay Holdings Corporation Warrants, Exp 7/11/2024^1,3,4,6

3,010,000

Total Warrants

4,496,845

Principal Amount

Short Term Investments (3.29%)

$127,606,118

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds at maturity - $127,607,359; (Fully collateralized by $109,545,000 U.S. Treasury Bond, 3.00% due 5/15/2045; Market value - $130,162,903)⁶

127,606,118

Total Investments (100.13%)

1,874,772,239

3,886,000,485

Liabilities Less Cash and Other Assets(-0.13%)

(4,862,758

)

Net Assets

3,881,137,727

Retail Shares (Equivalent to $29.44 per share
based on 49,322,422 shares outstanding)

1,451,874,833

Institutional Shares (Equivalent to $30.74 per share
based on 73,760,889 shares outstanding)

2,267,322,637

R6 Shares (Equivalent to $30.73 per share
based on 5,269,696 shares outstanding)

161,940,257

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	At September 30, 2019, the market value of restricted and fair valued securities amounted to $48,545,000 or 1.25% of net assets. These securities are not deemed liquid. See Note 6 regarding Restricted Securities.

⁴	See Note 10 regarding “Affiliated” companies.

⁵	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁶	Level 2 security. See Note 7 regarding Fair Value Measurements

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		21


Baron Opportunity Fund		September 30, 2019

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (103.78%)
Communication Services (13.89%)
		Interactive Home Entertainment (3.92%)
	90,400	Electronic Arts, Inc.¹	$	9,460,393	$	8,842,928
	58,100	Take-Two Interactive Software, Inc.¹		6,420,497		7,282,254

				15,880,890		16,125,182

		Interactive Media & Services (7.15%)
	18,850	Alphabet Inc., Cl C¹		15,336,239		22,978,150
	29,500	IAC/InterActiveCorp¹		5,429,439		6,430,115

				20,765,678		29,408,265

		Movies & Entertainment (2.82%)
	175,814	Manchester United plc, Cl A²		2,756,090		2,888,624
	20,025	Netflix, Inc.¹		1,644,298		5,359,090
	29,600	Spotify Technology SA^1,2		4,277,500		3,374,400

				8,677,888		11,622,114

	Total Communication Services			45,324,456		57,155,561


Consumer Discretionary (15.66%)
		Automobile Manufacturers (2.95%)
	50,500	Tesla, Inc.¹		10,865,198		12,163,935

		Education Services (1.15%)
	93,436	Arco Platform Limited, Cl A^1,2		1,635,130		4,736,271

		Internet & Direct Marketing Retail (11.56%)
	36,900	Alibaba Group Holding Limited, ADR^1,2		2,789,515		6,170,787
	14,975	Amazon.com, Inc.¹		4,786,247		25,995,252
	9,629	MercadoLibre, Inc.¹		5,582,412		5,307,794
	1,957,126	Trainline Plc, 144A (United Kingdom)^1,2		8,729,565		10,082,746

				21,887,739		47,556,579

	Total Consumer Discretionary			34,388,067		64,456,785


Financials (1.05%)
		Financial Exchanges & Data (1.05%)
	13,200	MarketAxess Holdings, Inc.		1,489,792		4,323,000


Health Care (14.29%)
		Biotechnology (8.14%)
	85,300	Acceleron Pharma, Inc.¹		3,061,691		3,370,203
	81,102	argenx SE, ADR^1,2		2,814,828		9,242,384
	162,000	Arrowhead Pharmaceuticals, Inc.¹		2,493,521		4,565,160
	29,700	Neurocrine Biosciences, Inc.¹		2,480,851		2,676,267
	57,600	Sage Therapeutics, Inc.¹		4,090,451		8,080,704
	32,700	Vertex Pharmaceuticals Incorporated¹		5,077,281		5,540,034

				20,018,623		33,474,752

		Health Care Equipment (2.57%)
	25,000	Edwards Lifesciences Corp.¹		2,188,379		5,497,750
	9,435	Intuitive Surgical, Inc.¹		2,084,841		5,094,240

				4,273,220		10,591,990

		Health Care Technology (0.27%)
	7,200	Veeva Systems Inc., Cl A¹		1,099,411		1,099,368


Shares			Cost		Value
Common Stocks (continued)

Health Care (continued)
		Life Sciences Tools & Services (3.31%)
	10,419	10X Genomics, Inc., Cl A¹	$	406,341	$	525,118
	11,545	Adaptive Biotechnologies Corporation¹		230,900		356,740
	26,837	Guardant Health, Inc.^1,3		1,713,167		1,713,006
	19,415	Illumina, Inc.¹		1,838,580		5,906,431
	213,390	Veracyte, Inc.^1,3		5,223,266		5,121,360

				9,412,254		13,622,655

	Total Health Care			34,803,508		58,788,765


Industrials (3.93%)
		Research & Consulting Services (3.93%)
	19,133	CoStar Group, Inc.¹		324,519		11,349,695
	30,590	Verisk Analytics, Inc.		1,652,699		4,837,503

	Total Industrials			1,977,218		16,187,198


Information Technology (50.61%)
		Application Software (19.89%)
	29,100	Adobe, Inc.¹		5,600,047		8,038,875
	22,775	ANSYS, Inc.¹		2,305,432		5,041,474
	103,170	Ceridian HCM Holding, Inc.¹		3,278,154		5,093,503
	4,900	Coupa Software, Inc.¹		437,312		634,893
	210,300	Guidewire Software, Inc.¹		6,684,817		22,161,414
	165,000	Medallia, Inc.¹		4,499,255		4,525,950
	42,700	RingCentral, Inc., Cl A¹		3,277,189		5,365,682
	26,980	salesforce.com, Inc.¹		1,564,651		4,004,911
	20,900	ServiceNow, Inc.^1,3		1,110,572		5,305,465
	31,000	Splunk, Inc.¹		1,733,740		3,653,660
	145,900	SS&C Technologies Holdings, Inc.		5,203,956		7,524,063
	22,900	The Trade Desk, Cl A¹		412,200		4,294,895
	331,900	Yext, Inc.¹		4,815,635		5,273,891
	12,207	Zoom Video Communications, Inc., Cl A¹		930,247		930,174

				41,853,207		81,848,850

		Data Processing & Outsourced Services (6.03%)
	35,900	MasterCard Incorporated, Cl A		2,942,992		9,749,363
	51,500	PagSeguro Digital Ltd., Cl A^1,2		1,562,129		2,384,965
	32,300	PayPal Holdings, Inc.¹		2,989,160		3,345,957
	54,200	Visa, Inc., Cl A		4,409,505		9,322,942

				11,903,786		24,803,227

		Internet Services & Infrastructure (3.92%)
	121,000	GDS Holdings Limited, ADR^1,2		4,299,832		4,849,680
	35,241	Twilio, Inc., Cl A¹		4,426,460		3,875,100
	63,543	Wix.com Ltd.^1,2		3,424,599		7,418,010

				12,150,891		16,142,790

		IT Consulting & Other Services (7.06%)
	169,076	Endava plc, ADR^1,2		4,712,959		6,399,527
	114,687	Gartner, Inc.¹		3,210,687		16,399,094
	145,500	LiveRamp Holdings, Inc.¹		4,521,278		6,250,680

				12,444,924		29,049,301

		Semiconductors (3.44%)
	80,200	Mellanox Technologies Ltd.^1,2		4,716,457		8,789,118
	30,800	NVIDIA Corp.		6,246,064		5,361,356

				10,962,521		14,150,474


22		See Notes to Financial Statements.


September 30, 2019		Baron Opportunity Fund

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (continued)
Information Technology (continued)
		Systems Software (10.27%)
	10,223	Crowdstrike Holdings, Inc., Cl A¹	$	347,582	$	596,103
	203,920	Datadog, Inc., Cl A^1,3		5,505,840		6,914,927
	112,437	Dynatrace, Inc.^1,3		2,104,405		2,099,199
	208,100	Microsoft Corp.		18,829,508		28,932,143
	28,800	Proofpoint, Inc.¹		2,314,362		3,716,640

				29,101,697		42,259,012

	Total Information Technology			118,417,026		208,253,654

Real Estate (4.35%)
		Specialized REITs (4.35%)
	28,100	Alexandria Real Estate Equities, Inc.³		3,889,445		4,328,524
	19,525	Equinix, Inc.		4,501,566		11,262,020
	9,600	SBA Communications Corp.		32,108		2,315,040

	Total Real Estate			8,423,119		17,905,584

	Total Investments (103.78%)		$	244,823,186		427,070,547

	Liabilities Less Cash and Other Assets(-3.78%)					(15,556,155	)

	Net Assets				$	411,514,392

	Retail Shares (Equivalent to $21.53 per share based on 14,057,814 shares outstanding)				$	302,601,487

	Institutional Shares (Equivalent to $22.42 per share based on 4,212,619 shares outstanding)				$	94,456,247

	R6 Shares (Equivalent to $22.45 per share based on 644,054 shares outstanding)				$	14,456,658

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

^ADR	American Depositary Receipt.

^144A

Security is exempt from registration pursuant to Rule 144A under the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. At September 30, 2019, the market value of Rule 144A securities amounted to $10,082,746 or 2.45% of net assets.

All securities are Level 1, unless otherwise noted.


See Notes to Financial Statements.		23


Baron Fifth Avenue Growth Fund		September 30, 2019

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (97.42%)
Communication Services (10.54%)
		Interactive Media & Services (10.54%)
	1,948	Alphabet Inc., Cl A¹	$	280,365	$	2,378,781
	10,283	Alphabet Inc., Cl C¹		4,420,382		12,534,977
	64,665	Facebook, Inc., Cl A¹		2,342,792		11,515,543
	27,768	IAC/InterActive Corp¹		5,715,645		6,052,591

	Total Communication Services			12,759,184		32,481,892

Consumer Discretionary (21.33%)
		Internet & Direct Marketing Retail (21.33%)
	92,830	Alibaba Group Holding Limited, ADR^1,2		7,959,441		15,523,961
	20,785	Amazon.com, Inc.¹		4,735,475		36,080,889
	2,416	Booking Holdings, Inc.¹		1,282,530		4,741,666
	63,223	Ctrip.com International Ltd., ADR^1,2		1,700,557		1,851,802
	7,040	MercadoLibre, Inc.¹		3,764,019		3,880,659
	24,450	Naspers Limited, Cl N (South Africa)^2,4		3,492,992		3,701,955

	Total Consumer Discretionary			22,935,014		65,780,932

Financials (9.40%)
		Diversified Banks (1.13%)
	150,000	Kotak Mahindra Bank Ltd. (India)^2,4		2,937,439		3,483,901

		Financial Exchanges & Data (5.98%)
	54,208	CME Group, Inc.		5,248,889		11,456,319
	28,569	S&P Global, Inc.		5,452,631		6,998,833

				10,701,520		18,455,152

		Investment Banking & Brokerage (2.29%)
	168,693	The Charles Schwab Corp.		6,277,649		7,056,428

	Total Financials			19,916,608		28,995,481

Health Care (17.94%)
		Biotechnology (4.16%)
	45,621	Sage Therapeutics, Inc.¹		7,050,220		6,400,170
	37,971	Vertex Pharmaceuticals Incorporated¹		5,909,494		6,433,047

				12,959,714		12,833,217

		Health Care Equipment (4.27%)
	24,371	Intuitive Surgical, Inc.¹		8,390,754		13,158,634

		Health Care Technology (4.97%)
	100,453	Veeva Systems Inc., Cl A¹		7,493,347		15,338,168

		Life Sciences Tools & Services (4.54%)
	7,194	10X Genomics, Inc., Cl A¹		280,566		362,578
	44,814	Illumina, Inc.¹		5,436,613		13,633,315

				5,717,179		13,995,893

	Total Health Care			34,560,994		55,325,912

Information Technology (34.55%)
		Application Software (3.67%)
	34,774	RingCentral, Inc., Cl A¹		2,908,042		4,369,701
	58,909	Splunk, Inc.¹		6,940,258		6,943,015

				9,848,300		11,312,716

		Data Processing & Outsourced Services (19.74%)
	4,627	Adyen B.V, 144A (Netherlands)^1,2,4		3,403,372		3,042,828
	89,358	Fidelity National Information Services, Inc.		7,601,621		11,863,168
	66,851	MasterCard Incorporated, Cl A		3,750,511		18,154,726
	197,125	PagSeguro Digital Ltd., Cl A^1,2		4,879,574		9,128,859
	114,585	StoneCo Ltd., Cl A^1,2		4,316,950		3,985,266
	85,434	Visa, Inc., Cl A		2,870,563		14,695,502

				26,822,591		60,870,349


Shares			Cost		Value
Common Stocks (continued)
Information Technology (continued)

		Internet Services & Infrastructure (3.17%)
	42,130	Twilio Inc., Cl A¹	$	5,408,656	$	4,632,615
	44,145	Wix.com Ltd.^1,2		3,671,497		5,153,487

				9,080,153		9,786,102

		IT Consulting & Other Services (3.02%)
	51,126	EPAM Systems, Inc.¹		4,736,195		9,321,292

		Semiconductor Equipment (3.16%)
	39,157	ASML Holding N.V.²		4,042,938		9,727,382

		Systems Software (1.79%)
	13,015	Crowdstrike Holdings, Inc., Cl A¹		442,510		758,905
	140,287	Datadog, Inc., Cl A^1,3		3,787,749		4,757,132

				4,230,259		5,516,037

	Total Information Technology			58,760,436		106,533,878

Real Estate (3.66%)
		Specialized REITs (3.66%)
	19,555	Equinix, Inc.		3,178,515		11,279,324

	Total Common Stocks			152,110,751		300,397,419



Principal Amount
Short Term Investments (3.19%)
	$9,834,253	Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds at maturity - $9,834,348; (Fully collateralized by $9,095,000 U.S. Treasury Note, 2.875% due 8/15/2028;Market value - $10,032,267)⁴		9,834,253		9,834,253

	Total Investments (100.61%)		$	161,945,004		310,231,672

	Liabilities Less Cash and Other Assets(-0.61%)					(1,878,077	)

	Net Assets				$	308,353,595

	Retail Shares (Equivalent to $32.10 per share based on 3,597,827 shares outstanding)				$	115,480,135

	Institutional Shares (Equivalent to $32.80 per share based on 5,194,015 shares outstanding)				$	170,349,745

	R6 Shares (Equivalent to $32.81 per share based on 686,518 shares outstanding)				$	22,523,715

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁴	Level 2 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

^144A

All securities are Level 1, unless otherwise noted.


24		See Notes to Financial Statements.


September 30, 2019		Baron Discovery Fund

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (92.26%)
Communication Services (2.25%)
		Movies & Entertainment (1.36%)
	185,000	Liberty Media Corporation-Liberty Formula One, Cl A¹	$	5,634,811	$	7,324,150

		Publishing (0.89%)
	320,000	Future PLC (United Kingdom)²		4,534,134		4,823,769

	Total Communication Services			10,168,945		12,147,919


Consumer Discretionary (7.40%)
		Casinos & Gaming (3.03%)
	300,000	Boyd Gaming Corporation		6,358,834		7,185,000
	350,000	Red Rock Resorts, Inc., Cl A		7,202,468		7,106,750
	100,000	Studio City International Holdings Ltd., ADR^1,2		1,250,000		2,010,000

				14,811,302		16,301,750

		Home Improvement Retail (3.08%)
	325,000	Floor & Decor Holdings, Inc., Cl A¹		10,815,199		16,623,750

		Internet & Direct Marketing Retail (0.97%)
	100,000	Fiverr International Ltd.^1,2		2,100,000		1,870,000
	150,000	The RealReal, Inc.¹		2,988,038		3,354,000

				5,088,038		5,224,000

		Restaurants (0.32%)
	20,000	Wingstop, Inc.		1,748,398		1,745,600

	Total Consumer Discretionary			32,462,937		39,895,100


Consumer Staples (1.08%)
		Agricultural Products (1.02%)
	300,000	Limoneira Co.		7,032,781		5,508,000

		Packaged Foods & Meats (0.06%)
	1,050,000	Barfresh Food Group, Inc.¹		597,200		325,500

	Total Consumer Staples			7,629,981		5,833,500


Financials (3.81%)
		Property & Casualty Insurance (3.81%)
	198,500	Kinsale Capital Group, Inc.		9,609,422		20,507,035


Health Care (25.14%)
		Biotechnology (4.57%)
	290,000	Emergent BioSolutions, Inc.¹		13,932,817		15,161,200
	188,500	Esperion Therapeutics, Inc.¹		8,975,676		6,910,410
	18,000	Sage Therapeutics, Inc.¹		1,395,612		2,525,220

				24,304,105		24,596,830

		Health Care Equipment (5.32%)
	425,084	AxoGen, Inc.¹		7,186,804		5,305,048
	100,000	Inogen, Inc.¹		4,705,574		4,791,000
	50,000	Inspire Medical Systems, Inc.^1,3		2,923,748		3,051,000
	90,000	Intersect ENT, Inc.^1,3		2,460,952		1,530,900
	509,431	RA Medical Systems, Inc.¹		7,695,327		713,204
	325,208	Silk Road Medical, Inc.^1,3		11,147,635		10,579,016
	935,000	ViewRay, Inc.¹		6,098,828		2,711,500

				42,218,868		28,681,668


Shares			Cost		Value
Common Stocks (continued)

Health Care (continued)

		Health Care Supplies (3.48%)
	1,615,000	Cerus Corp.¹	$	7,646,777	$	8,325,325
	1,603,963	Sientra, Inc.¹		14,435,503		10,393,680

				22,082,280		18,719,005

		Health Care Technology (1.77%)
	141,000	Teladoc Health, Inc.¹		4,635,571		9,548,520

		Life Sciences Tools & Services (5.56%)
	12,312	10X Genomics, Inc., Cl A¹		480,168		620,525
	260,000	Accelerate Diagnostics, Inc.¹		4,117,791		4,828,200
	172,699	CareDx, Inc.^1,3		2,286,737		3,904,724
	285,000	Myriad Genetics, Inc.^1,3		7,021,019		8,159,550
	519,190	Veracyte, Inc.^1,3		12,884,315		12,460,560

				26,790,030		29,973,559

		Pharmaceuticals (4.44%)
	827,732	Revance Therapeutics, Inc.¹		12,763,107		10,760,516
	3,631,500	TherapeuticsMD, Inc.¹		15,687,494		13,182,345

				28,450,601		23,942,861

	Total Health Care			148,481,455		135,462,443


Industrials (19.93%)
		Aerospace & Defense (5.43%)
	150,000	Cubic Corp.		8,702,515		10,564,500
	230,600	Mercury Systems, Inc.¹		7,155,936		18,717,802

				15,858,451		29,282,302

		Building Products (3.56%)
	200,000	Advanced Drainage Systems, Inc.		6,127,823		6,454,000
	140,000	Trex Company, Inc.¹		9,529,319		12,730,200

				15,657,142		19,184,200

		Heavy Electrical Equipment (2.46%)
	707,000	TPI Composites, Inc.¹		15,134,506		13,256,250

		Industrial Conglomerates (0.81%)
	130,000	Raven Industries, Inc.		4,395,761		4,349,800

		Industrial Machinery (4.92%)
	86,600	ESCO Technologies, Inc.		4,658,023		6,889,896
	170,000	Helios Technologies, Inc.		7,616,777		6,896,900
	293,000	Kornit Digital Ltd.^1,2		4,908,173		9,018,540
	240,000	Luxfer Holdings plc²		5,563,295		3,739,200

				22,746,268		26,544,536

		Trading Companies & Distributors (2.75%)
	200,000	SiteOne Landscape Supply, Inc.¹		10,275,246		14,804,000

	Total Industrials			84,067,374		107,421,088


Information Technology (26.01%)
		Application Software (7.27%)
	50,700	Envestnet, Inc.¹		1,772,888		2,874,690
	370,000	Medallia, Inc.¹		10,923,052		10,149,100
	723,300	RIB Software SE (Germany)^2,4		11,484,857		16,743,258
	10,000	The Trade Desk Cl A¹		2,106,329		1,875,500
	475,000	Yext, Inc.¹		7,143,324		7,547,750

				33,430,450		39,190,298


See Notes to Financial Statements.		25


Baron Discovery Fund		September 30, 2019

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (continued)

Information Technology (continued)

		Data Processing & Outsourced Services (1.61%)
	650,000	Repay Holdings Corporation (formerly, Thunder Bridge Acquisition Ltd., Cl A)¹	$	8,937,500	$	8,664,500

		Electronic Equipment & Instruments (1.70%)
	10,431	Novanta, Inc.^1,2		272,590		852,421
	350,000	PAR Technology Corp.¹		7,405,074		8,319,500

				7,677,664		9,171,921

		IT Consulting & Other Services (3.24%)
	325,000	Endava plc, ADR^1,2		7,762,121		12,301,250
	120,000	LiveRamp Holdings, Inc.¹		3,526,876		5,155,200

				11,288,997		17,456,450

		Semiconductor Equipment (3.15%)
	360,000	Ichor Holdings Ltd.^1,2		7,124,786		8,704,800
	260,000	Nova Measuring Instruments Ltd.^1,2		6,318,760		8,260,200

				13,443,546		16,965,000

		Semiconductors (0.66%)
	580,000	Everspin Technologies, Inc.¹		5,093,299		3,555,400

		Systems Software (8.38%)
	330,000	Blue Prism Group plc (United Kingdom)^1,2,4		8,142,526		3,856,877
	226,275	Dynatrace, Inc.^1,3		4,185,529		4,224,554
	319,000	ForeScout Technologies, Inc.¹		8,902,279		12,096,480
	55,000	New Relic, Inc.^1,3		3,149,337		3,379,750
	400,000	Ping Identity Holding Corp.¹		6,378,000		6,900,000
	90,000	Qualys, Inc.¹		3,114,726		6,801,300
	132,000	Varonis Systems, Inc.¹		8,436,568		7,890,960

				42,308,965		45,149,921

	Total Information Technology			122,180,421		140,153,490

Shares

Cost

Value

Common Stocks (continued)

Real Estate (6.64%)

Diversified REITs (1.09%)

240,000

Alexander & Baldwin, Inc.

6,737,712

5,882,400

Industrial REITs (2.45%)

300,000

Rexford Industrial Realty, Inc.

10,096,521

13,206,000

Specialized REITs (3.10%)

450,000

Americold Realty Trust³

8,996,573

16,681,500

Total Real Estate

25,830,806

35,769,900

Total Common Stocks

440,431,341

497,190,475

Principal Amount

Short Term Investments (7.73%)

$41,673,966

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds atmaturity - $41,674,371; (Fully collateralized by $38,540,000 U.S. Treasury Note, 2.875% due 8/15/2028;Market value - $42,511,663)⁴

41,673,966

Total Investments (99.99%)

482,105,307

538,864,441

Cash and Other Assets Less Liabilities (0.01%)

43,476

Net Assets

538,907,917

Retail Shares (Equivalent to $19.41 per share
based on 6,324,793 shares outstanding)

122,748,285

Institutional Shares (Equivalent to $19.68 per share
based on 20,799,458 shares outstanding)

409,395,370

R6 Shares (Equivalent to $19.68 per share
based on 343,637 shares outstanding)

6,764,262

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁴	Level 2 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


26		See Notes to Financial Statements.


September 30, 2019		Baron Durable Advantage Fund

STATEMENT OF NET ASSETS

SEPTEMBER 30, 2019


Shares			Cost		Value
Common Stocks (96.63%)
Communication Services (7.22%)
		Cable & Satellite (2.00%)
	343	Charter Communications, Inc., Cl A¹	$	113,835	$	141,357

		Interactive Home Entertainment (1.64%)
	1,182	Electronic Arts, Inc.¹		138,754		115,623

		Interactive Media & Services (2.54%)
	147	Alphabet Inc., Cl C¹		159,798		179,193

		Movies & Entertainment (1.04%)
	565	The Walt Disney Company		78,009		73,631

	Total Communication Services			490,396		509,804


Consumer Discretionary (3.39%)
		Apparel, Accessories & Luxury Goods (2.14%)
	381	LVMH Moët Hennessy Louis Vuitton SE (France)^2,4		122,482		151,165

		Internet & Direct Marketing Retail (1.25%)
	45	Booking Holdings, Inc.¹		87,686		88,318

	Total Consumer Discretionary			210,168		239,483


Consumer Staples (7.55%)
		Distillers & Vintners (4.25%)
	1,448	Constellation Brands, Inc., Cl A		293,040		300,142

		Hypermarkets & Super Centers (1.80%)
	443	Costco Wholesale Corp.		99,940		127,633

		Personal Products (1.50%)
	532	The Estée Lauder Companies, Inc., Cl A		79,372		105,841

	Total Consumer Staples			472,352		533,616


Financials (14.39%)
		Asset Management & Custody Banks (2.62%)
	415	BlackRock, Inc.		209,547		184,941

		Financial Exchanges & Data (11.77%)
	808	CME Group, Inc.		125,886		170,763
	1,597	Moody’s Corp.		282,617		327,113
	1,364	S&P Global, Inc.		277,270		334,153

				685,773		832,029

	Total Financials			895,320		1,016,970


Health Care (19.37%)
		Health Care Equipment (4.15%)
	2,029	Danaher Corp.		227,379		293,048

		Life Sciences Tools & Services (8.99%)
	1,550	Agilent Technologies, Inc.		107,517		118,777
	1,283	IQVIA Holdings Inc.¹		184,333		191,655
	176	Mettler-Toledo International, Inc.¹		111,617		123,974
	690	Thermo Fisher Scientific, Inc.		197,982		200,976

				601,449		635,382

		Managed Health Care (3.25%)
	1,055	UnitedHealth Group, Incorporated		242,318		229,273


Shares			Cost		Value
Common Stocks (continued)
Health Care (continued)

		Pharmaceuticals (2.98%)
	4,730	AstraZeneca PLC, ADR²	$	195,999	$	210,816

	Total Health Care			1,267,145		1,368,519


Industrials (6.58%)
		Industrial Machinery (0.76%)
	344	Illinois Tool Works, Inc.		57,196		53,832

		Research & Consulting Services (4.93%)
	5,202	IHS Markit Ltd.^1,2		304,760		347,910

		Trading Companies & Distributors (0.89%)
	1,924	Fastenal Co.		51,877		62,857

	Total Industrials			413,833		464,599


Information Technology (31.61%)
		Application Software (5.52%)
	765	Adobe, Inc.¹		213,132		211,331
	3,468	SS&C Technologies Holdings, Inc.		180,948		178,845

				394,080		390,176
		Data Processing & Outsourced Services (6.92%)
	1,076	Fidelity National Information Services, Inc.		142,428		142,850
	1,275	MasterCard Incorporated, Cl A		248,971		346,251

				391,399		489,101

		Electronic Manufacturing Services (2.44%)
	1,853	TE Connectivity Ltd.²		175,312		172,662

		IT Consulting & Other Services (3.82%)
	1,402	Accenture plc, Cl A²		239,768		269,675

		Semiconductor Equipment (1.65%)
	468	ASML Holding N.V.²		86,675		116,261

		Semiconductors (2.08%)
	1,139	Texas Instruments, Inc.		130,354		147,204

		Systems Software (5.17%)
	2,626	Microsoft Corp.		274,484		365,093

		Technology Hardware, Storage & Peripherals (4.01%)
	1,266	Apple, Inc.		237,463		283,546

	Total Information Technology			1,929,535		2,233,718


Materials (1.72%)
		Specialty Chemicals (1.72%)
	221	The Sherwin-Williams Co.		97,730		121,521


Real Estate (4.80%)
		Specialized REITs (4.80%)
	1,286	Alexandria Real Estate Equities, Inc.³		191,253		198,096
	244	Equinix, Inc.		110,961		140,739

	Total Real Estate			302,214		338,835

	Total Common Stocks			6,078,693		6,827,065


See Notes to Financial Statements.		27


Baron Durable Advantage Fund		September 30, 2019

STATEMENT OF NET ASSETS (Continued)

SEPTEMBER 30, 2019

Principal Amount

Cost

Value

Short Term Investments (6.17%)

$436,141

Repurchase Agreement with Fixed Income Clearing Corp., dated 9/30/2019, 0.35% due 10/1/2019; Proceeds at maturity - $436,145; (Fully collateralized by $405,000 U.S. Treasury Note, 2.875% due 8/15/2028; Market value - $446,736)⁴

436,141

Total Investments (102.80%)

6,514,834

7,263,206

Liabilities Less Cash and Other Assets(-2.80%)

(197,834

)

Net Assets

7,065,372

Retail Shares (Equivalent to $11.77 per share
based on 163,325 shares outstanding)

1,922,635

Institutional Shares (Equivalent to $11.82 per share
based on 392,201 shares outstanding)

4,635,370

R6 Shares (Equivalent to $11.82 per share
based on 42,938 shares outstanding)

507,367

%	Represents percentage of net assets.

¹	Non-income producing securities.

²	Foreign corporation.

³	The Adviser has reclassified/classified certain securities in or out of thissub-industry. Such reclassifications/classifications are not supported by S&P or MSCI (unaudited).

⁴	Level 2 security. See Note 7 regarding Fair Value Measurements.

^ADR	American Depositary Receipt.

All securities are Level 1, unless otherwise noted.


28		See Notes to Financial Statements.


September 30, 2019		Baron Funds

STATEMENTS OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2019


	Baron Asset Fund		Baron Growth Fund		Baron Small Cap Fund		Baron Opportunity Fund
Assets:
Investments in securities, at value*
Unaffiliated investments	$	4,317,118,178	$	5,816,978,490	$	3,837,455,485	$	427,070,547
“Affiliated” investments		—		985,734,298		48,545,000		—

Total investments, at value		4,317,118,178		6,802,712,788		3,886,000,485		427,070,547
Cash		853,915		1,354,303		—		50,862
Receivable for securities sold		148,789,140		—		40,559,592		16,815,372
Receivable for shares sold		4,440,125		8,930,878		1,813,264		193,086
Dividends and interest receivable		865,623		2,607,688		586,241		28,100
Prepaid expenses		14,100		25,390		16,047		1,697

		4,472,081,081		6,815,631,047		3,928,975,629		444,159,664

Liabilities:
Payable for securities purchased		136,488,240		1,470,778		43,511,697		10,967,475
Payable for shares redeemed		4,291,499		23,864,709		3,634,677		7,960,064
Trustee fees payable (Note 4)		49,069		83,285		52,401		5,798
Investment advisory fees payable (Note 4)		616		984		782		108
Distribution fees payable (Note 4)		297		709		231		723
Payable for borrowings against line of credit		—		—		—		13,600,000
Accrued expenses and other payables		573,659		704,838		638,114		111,104

		141,403,380		26,125,303		47,837,902		32,645,272

Net Assets	$	4,330,677,701	$	6,789,505,744	$	3,881,137,727	$	411,514,392

Net Assets consist of:
Paid-in capital	$	1,666,836,861	$	1,592,509,444	$	1,535,414,900	$	209,190,845
Distributable earnings/(losses)		2,663,840,840		5,196,996,300		2,345,722,827		202,323,547

Net Assets	$	4,330,677,701	$	6,789,505,744	$	3,881,137,727	$	411,514,392

Retail Shares:
Net Assets	$	2,241,980,173	$	2,506,967,489	$	1,451,874,833	$	302,601,487
Shares Outstanding ($0.01 par value; indefinite shares authorized)		27,247,953		31,753,587		49,322,422		14,057,814

Net Asset Value and Offering Price Per Share	$	82.28	$	78.95	$	29.44	$	21.53

Institutional Shares:
Net Assets	$	1,979,735,661	$	4,150,891,456	$	2,267,322,637	$	94,456,247
Shares Outstanding ($0.01 par value; indefinite shares authorized)		23,109,986		50,812,644		73,760,889		4,212,619

Net Asset Value and Offering Price Per Share	$	85.67	$	81.69	$	30.74	$	22.42

R6 Shares:
Net Assets	$	108,961,867	$	131,646,799	$	161,940,257	$	14,456,658
Shares Outstanding ($0.01 par value; indefinite shares authorized)		1,272,160		1,611,343		5,269,696		644,054

Net Asset Value and Offering Price Per Share	$	85.65	$	81.70	$	30.73	$	22.45


*Investments in securities, at cost
Unaffiliated investments	$	1,703,703,882	$	1,551,760,192	$	1,839,772,239	$	244,823,186
“Affiliated” investments		—		277,082,163		35,000,000		—

Total investments, at cost	$	1,703,703,882	$	1,828,842,355	$	1,874,772,239	$	244,823,186


See Notes to Financial Statements.		29


Baron Funds		September 30, 2019

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2019


	Baron Fifth Avenue Growth Fund		Baron Discovery Fund		Baron Durable Advantage Fund
Assets:
Investments in securities, at value*
Unaffiliated investments	$	310,231,672	$	538,864,441	$	7,263,206
“Affiliated” investments		—		—		—

Total investments, at value		310,231,672		538,864,441		7,263,206
Cash		—		—		—
Receivable for securities sold		168,776		—		—
Receivable for shares sold		221,764		1,847,899		1,662
Dividends and interest receivable		96		185,136		2,328
Prepaid expenses		1,096		6,800		15

		310,623,404		540,904,276		7,267,211

Liabilities:
Payable for securities purchased		1,729,241		—		134,912
Payable for shares redeemed		449,311		1,851,236		2,253
Trustee fees payable (Note 4)		3,700		6,030		55
Investment advisory fees payable (Note 4)		770		117		—
Distribution fees payable (Note 4)		177		880		640
Payable for borrowings against line of credit		—		—		—
Accrued expenses and other payables		86,610		138,096		63,979

		2,269,809		1,996,359		201,839

Net Assets	$	308,353,595	$	538,907,917	$	7,065,372

Net Assets consist of:
Paid-in capital	$	150,626,427	$	489,018,631	$	6,434,512
Distributable earnings/(losses)		157,727,168		49,889,286		630,860

Net Assets	$	308,353,595	$	538,907,917	$	7,065,372

Retail Shares:
Net Assets	$	115,480,135	$	122,748,285	$	1,922,635
Shares Outstanding ($0.01 par value; indefinite shares authorized)		3,597,827		6,324,793		163,325

Net Asset Value and Offering Price Per Share	$	32.10	$	19.41	$	11.77

Institutional Shares:
Net Assets	$	170,349,745	$	409,395,370	$	4,635,370
Shares Outstanding ($0.01 par value; indefinite shares authorized)		5,194,015		20,799,458		392,201

Net Asset Value and Offering Price Per Share	$	32.80	$	19.68	$	11.82

R6 Shares:
Net Assets	$	22,523,715	$	6,764,262	$	507,367
Shares Outstanding ($0.01 par value; indefinite shares authorized)		686,518		343,637		42,938

Net Asset Value and Offering Price Per Share	$	32.81	$	19.68	$	11.82


*Investments in securities, at cost
Unaffiliated investments	$	161,945,004	$	482,105,307	$	6,514,834
“Affiliated” investments		—		—		—

Total investments, at cost	$	161,945,004	$	482,105,307	$	6,514,834


30		See Notes to Financial Statements.


September 30, 2019		Baron Funds

STATEMENTS OF OPERATIONS

FOR THE YEAR ENDED SEPTEMBER 30, 2019


	Baron Asset Fund			Baron Growth Fund			Baron Small Cap Fund			Baron Opportunity Fund
Investment income:
Income:
Dividends — Unaffiliated investments	$	21,635,706		$	52,510,511		$	13,919,558		$	1,129,128
Dividends — “Affiliated” investments		—			16,839,124			—			—
Interest		447,896			136,847			482,212			65,734
Securities lending income, net		—			349,286			146,479			—
Foreign taxes withheld on dividends		—			—			(225,350	)		—

Total income		22,083,602			69,835,768			14,322,899			1,194,862

Expenses:
Investment advisory fees (Note 4)		38,528,799			64,917,189			40,060,532			4,402,860
Distribution fees — Retail Shares (Note 4)		5,384,250			6,175,642			3,836,032			837,767
Shareholder servicing agent fees and expenses — Retail Shares		281,035			231,615			172,863			65,485
Shareholder servicing agent fees and expenses — Institutional Shares		73,030			161,935			95,245			14,675
Shareholder servicing agent fees and expenses — R6 Shares		3,514			5,025			6,927			626
Reports to shareholders		797,100			908,280			1,002,600			83,760
Trustee fees and expenses (Note 4)		195,603			346,747			217,592			24,423
Registration and filing fees		161,600			176,440			106,400			70,070
Custodian and fund accounting fees		141,405			233,395			163,480			44,830
Professional fees		110,280			197,238			115,000			48,938
Administration fees		59,271			68,929			59,962			46,344
Line of credit fees		46,976			76,287			46,559			5,287
Insurance expense		37,156			68,820			45,170			4,040
Miscellaneous expenses		1,949			4,505			1,957			1,957

Total operating expenses		45,821,968			73,572,047			45,930,319			5,651,062
Interest expense on borrowings		—			132,849			—			1,139

Total expenses		45,821,968			73,704,896			45,930,319			5,652,201

Net investment income (loss)		(23,738,366	)		(3,869,128	)		(31,607,420	)		(4,457,339	)

Realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments sold — Unaffiliated investments		77,477,454			286,411,149			428,374,839			30,916,903
Net realized gain (loss) on investments sold — “Affiliated” investments		—			15			—			—
Net realized gain (loss) on foreign currency transactions		—			28,409			(17,785	)		19,660
Change in net unrealized appreciation (depreciation) of:
Investments — Unaffiliated investments		267,286,723			151,858,205			(639,494,915	)		(19,284,942	)
Investments — “Affiliated” investments		—			(129,186,487	)		13,545,000			—
Foreign currency translations		—			(11	)		—			—

Net gain (loss) on investments		344,764,177			309,111,280			(197,592,861	)		11,651,621

Net increase (decrease) in net assets resulting from operations	$	321,025,811		$	305,242,152		$	(229,200,281	)	$	7,194,282


See Notes to Financial Statements.		31


Baron Funds		September 30, 2019

STATEMENTS OF OPERATIONS (Continued)

FOR THE YEAR ENDED SEPTEMBER 30, 2019


	Baron Fifth Avenue Growth Fund			Baron Discovery Fund			Baron Durable Advantage Fund
Investment income:
Income:
Dividends — Unaffiliated investments	$	3,669,918		$	842,437		$	51,533
Dividends — “Affiliated” investments		—			��			—
Interest		48,027			175,055			1,467
Securities lending income, net		—			38,961			—
Foreign taxes withheld on dividends		(16,111	)		(19,824	)		(693	)

Total income		3,701,834			1,036,629			52,307

Expenses:
Investment advisory fees (Note 4)		2,031,243			4,684,551			27,909
Distribution fees — Retail Shares (Note 4)		287,143			313,858			2,007
Shareholder servicing agent fees and expenses — Retail Shares		30,428			28,166			12,293
Shareholder servicing agent fees and expenses — Institutional Shares		16,596			31,090			8,980
Shareholder servicing agent fees and expenses — R6 Shares		940			246			19
Reports to shareholders		33,850			115,050			1,044
Trustee fees and expenses (Note 4)		15,510			23,731			192
Registration and filing fees		57,140			104,540			46,002
Custodian and fund accounting fees		47,164			58,663			29,681
Professional fees		46,665			43,525			42,834
Administration fees		45,736			46,441			47,333
Line of credit fees		3,453			5,952			59
Insurance expense		2,778			4,382			37
Miscellaneous expenses		1,946			1,957			1,909

Total operating expenses		2,620,592			5,462,152			220,299
Interest expense on borrowings		—			—			—

Total expenses		2,620,592			5,462,152			220,299
Reimbursement of expenses by Adviser — Retail Shares (Note 4)		(73,740	)		(12,080	)		(42,298	)
Reimbursement of expenses by Adviser — Institutional Shares (Note 4)		(74,577	)		—			(129,100	)
Reimbursement of expenses by Adviser — R6 Shares (Note 4)		(8,800	)		—			(16,838	)

Net expenses		2,463,475			5,450,072			32,063

Net investment income (loss)		1,238,359			(4,413,443	)		20,244

Realized and unrealized gain (loss) on investments:
Net realized gain (loss) on investments sold — Unaffiliated investments		10,648,331			955,143			(108,751	)
Net realized gain (loss) on investments sold — “Affiliated” investments		—			—			—
Net realized gain (loss) on foreign currency transactions		(13,772	)		(9,106	)		108
Change in net unrealized appreciation (depreciation) of:
Investments — Unaffiliated investments		(3,703,325	)		(42,042,495	)		521,107
Investments — “Affiliated” investments		—			—			—
Foreign currency translations		—			(610	)		3

Net gain (loss) on investments		6,931,234			(41,097,068	)		412,467

Net increase (decrease) in net assets resulting from operations	$	8,169,593		$	(45,510,511	)	$	432,711


32		See Notes to Financial Statements.


September 30, 2019		Baron Funds

STATEMENTS OF CHANGES IN NET ASSETS


	Baron Asset Fund						Baron Growth Fund						Baron Small Cap Fund
	For the Year Ended September 30, 2019			For the Year Ended September 30, 2018			For the Year Ended September 30, 2019			For the Year Ended September 30, 2018			For the Year Ended September 30, 2019			For the Year Ended September 30, 2018
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(23,738,366	)	$	(22,870,685	)	$	(3,869,128	)	$	(6,109,140	)	$	(31,607,420	)	$	(39,158,929	)
Net realized gain (loss)		77,477,454			246,510,674			286,439,573			418,906,952			428,357,054			319,980,930
Change in net unrealized appreciation (depreciation)		267,286,723			460,312,015			22,671,707			1,063,864,961			(625,949,915	)		710,656,024

Increase (decrease) in net assets resulting from operations		321,025,811			683,952,004			305,242,152			1,476,662,773			(229,200,281	)		991,478,025

Distributions to shareholders from:
Distributable earnings — Retail Shares		(130,380,628	)		(137,145,474	)		(169,748,607	)		(286,221,373	)		(139,200,153	)		(212,143,374	)
Distributable earnings — Institutional Shares		(76,943,077	)		(69,986,292	)		(253,497,504	)		(368,081,112	)		(200,198,138	)		(289,023,146	)
Distributable earnings — R6 Shares		(4,155,669	)		(1,607,248	)		(6,757,066	)		(1,451,955	)		(11,607,108	)		(12,501,687	)

Decrease in net assets from distributions to shareholders		(211,479,374	)		(208,739,014	)		(430,003,177	)		(655,754,440	)		(351,005,399	)		(513,668,207	)

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		139,761,881			145,710,396			184,857,908			213,929,778			117,344,513			143,456,114
Proceeds from the sale of shares — Institutional Shares		784,662,813			317,182,069			684,000,375			676,657,030			345,558,212			376,610,849
Proceeds from the sale of shares — R6 Shares		33,278,592			42,718,734			31,434,617			85,899,908			36,598,906			50,674,971
Net asset value of shares issued in reinvestment of distributions — Retail Shares		126,966,908			133,709,022			166,152,109			280,013,446			136,479,004			208,476,203
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		74,160,022			67,770,160			244,717,993			355,815,178			189,732,531			274,001,939
Net asset value of shares issues in reinvestment of distribution — R6 Shares		4,155,668			1,607,248			6,757,066			1,451,955			11,607,108			12,501,687
Cost of shares redeemed — Retail Shares		(313,093,759	)		(298,949,695	)		(525,413,424	)		(741,149,282	)		(401,321,540	)		(429,031,648	)
Cost of shares redeemed — Institutional Shares		(273,943,356	)		(255,979,096	)		(854,055,168	)		(810,971,404	)		(632,543,578	)		(641,665,078	)
Cost of shares redeemed — R6 Shares		(3,720,596	)		(2,632,984	)		(13,616,954	)		(5,762,745	)		(25,262,003	)		(26,381,460	)

Increase (decrease) in net assets derived from capital share transactions		572,228,173			151,135,854			(75,165,478	)		55,883,864			(221,806,847	)		(31,356,423	)

Net increase (decrease) in net assets		681,774,610			626,348,844			(199,926,503	)		876,792,197			(802,012,527	)		446,453,395

Net Assets:
Beginning of year		3,648,903,091			3,022,554,247			6,989,432,247			6,112,640,050			4,683,150,254			4,236,696,859

End of year	$	4,330,677,701		$	3,648,903,091		$	6,789,505,744		$	6,989,432,247		$	3,881,137,727		$	4,683,150,254

Capital share transactions — Retail Shares
Shares sold		1,814,155			1,979,848			2,480,330			2,928,463			4,083,207			4,700,114
Shares issued in reinvestment of distributions		1,787,091			1,932,766			2,395,503			4,139,149			5,032,412			7,437,610
Shares redeemed		(4,103,726	)		(4,087,569	)		(7,178,486	)		(10,164,662	)		(14,172,315	)		(14,231,999	)

Net increase (decrease)		(502,480	)		(174,955	)		(2,302,653	)		(3,097,050	)		(5,056,696	)		(2,094,275	)

Capital share transactions — Institutional Shares
Shares sold		9,947,466			4,114,203			9,249,961			8,883,101			11,564,148			11,959,733
Shares issued in reinvestment of distributions		1,004,292			947,569			3,417,372			5,118,906			6,713,819			9,438,578
Shares redeemed		(3,437,876	)		(3,437,913	)		(11,611,446	)		(10,949,366	)		(21,685,076	)		(20,373,903	)

Net increase (decrease)		7,513,882			1,623,859			1,055,887			3,052,641			(3,407,109	)		1,024,408

Capital share transactions — R6 Shares
Shares sold		391,414			574,868			398,540			1,177,916			1,258,690			1,621,053
Shares issued in reinvestment of dividends		56,305			22,476			94,346			20,885			410,871			430,796
Shares redeemed		(46,562	)		(34,172	)		(174,647	)		(75,433	)		(841,402	)		(833,374	)

Net increase (decrease)		401,157			563,172			318,239			1,123,368			828,159			1,218,475


See Notes to Financial Statements.		33


Baron Funds		September 30, 2019

STATEMENTS OF CHANGES IN NET ASSETS (Continued)


	Baron Opportunity Fund						Baron Fifth Avenue Growth Fund
	For the Year Ended September 30, 2019			For the Year Ended September 30, 2018			For the Year Ended September 30, 2019			For the Year Ended September 30, 2018
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(4,457,339	)	$	(3,679,738	)	$	1,238,359		$	(1,128,622	)
Net realized gain (loss)		30,936,563			19,097,360			10,634,559			3,777,328
Change in net unrealized appreciation (depreciation)		(19,284,942	)		90,239,084			(3,703,325	)		55,249,261

Increase (decrease) in net assets resulting from operations		7,194,282			105,656,706			8,169,593			57,897,967

Distributions to shareholders from:
Distributable earnings — Retail Shares		(15,007,464	)		(27,302,633	)		—			—
Distributable earnings — Institutional Shares		(3,825,457	)		(7,324,844	)		—			—
Distributable earnings — R6 Shares		(568,972	)		(146,779	)		—			—

Decrease in net assets from distributions to shareholders		(19,401,893	)		(34,774,256	)		—			—

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		60,083,597			148,307,035			22,290,459			52,971,547
Proceeds from the sale of shares — Institutional Shares		33,710,032			43,391,025			45,794,664			61,793,522
Proceeds from the sale of shares — R6 Shares		168,932			10,775,252			575,354			13,907,376
Net asset value of shares issued in reinvestment of distributions — Retail Shares		14,672,714			26,639,115			—			—
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		3,594,064			7,193,158			—			—
Net asset value of shares issues in reinvestment of distribution — R6 Shares		568,972			146,779			—			—
Cost of shares redeemed — Retail Shares		(125,706,274	)		(68,353,321	)		(41,302,711	)		(35,442,845	)
Cost of shares redeemed — Institutional Shares		(37,190,698	)		(19,134,278	)		(32,721,299	)		(26,943,779	)
Cost of shares redeemed — R6 Shares		(145,524	)		(4,762	)		(268,565	)		(38,609	)

Increase (decrease) in net assets derived from capital share transactions		(50,244,185	)		148,960,003			(5,632,098	)		66,247,212

Net increase (decrease) in net assets		(62,451,796	)		219,842,453			2,537,495			124,145,179

Net Assets:
Beginning of year		473,966,188			254,123,735			305,816,100			181,670,921

End of year	$	411,514,392		$	473,966,188		$	308,353,595		$	305,816,100

Capital share transactions — Retail Shares
Shares sold		2,921,912			7,557,683			742,314			1,853,727
Shares issued in reinvestment of distributions		768,205			1,571,629			—			—
Shares redeemed		(6,145,594	)		(3,486,243	)		(1,406,171	)		(1,232,408	)

Net increase (decrease)		(2,455,477	)		5,643,069			(663,857	)		621,319

Capital share transactions — Institutional Shares
Shares sold		1,587,636			2,070,452			1,498,812			2,100,233
Shares issued in reinvestment of distributions		181,061			410,100			—			—
Shares redeemed		(1,776,413	)		(969,977	)		(1,117,427	)		(947,317	)

Net increase (decrease)		(7,716	)		1,510,575			381,385			1,152,916

Capital share transactions — R6 Shares
Shares sold		7,484			550,824			16,693			487,758
Shares issued in reinvestment of dividends		28,634			8,363			—			—
Shares redeemed		(6,414	)		(240	)		(8,558	)		(1,333	)

Net increase (decrease)		29,704			558,947			8,135			486,425


34		See Notes to Financial Statements.


September 30, 2019		Baron Funds

STATEMENTS OF CHANGES IN NET ASSETS (Continued)


	Baron Discovery Fund						Baron Durable Advantage Fund
	For the Year Ended September 30, 2019			For the Year Ended September 30, 2018			For the Year Ended September 30, 2019			For the Period Ended September 30, 2018⁽¹⁾
Increase (Decrease) in Net Assets:
Operations:
Net investment income (loss)	$	(4,413,443	)	$	549,549		$	20,244		$	9,541
Net realized gain (loss)		946,037			28,185,906			(108,643	)		(26,238	)
Change in net unrealized appreciation (depreciation)		(42,043,105	)		53,718,312			521,110			227,257

Increase (decrease) in net assets resulting from operations		(45,510,511	)		82,453,767			432,711			210,560

Distributions to shareholders from:
Distributable earnings — Retail Shares		(7,715,143	)		(48,993	)		(1,989	)		—
Distributable earnings — Institutional Shares		(18,229,890	)		(244,807	)		(9,620	)		—
Distributable earnings — R6 Shares		(356,349	)		(7,283	)		(1,393	)		—

Decrease in net assets from distributions to shareholders		(26,301,382	)		(301,083	)		(13,002	)		—

Capital share transactions:
Proceeds from the sale of shares — Retail Shares		105,144,464			65,318,638			1,480,843			1,611,165
Proceeds from the sale of shares — Institutional Shares		279,070,683			149,777,093			1,608,216			2,880,771
Proceeds from the sale of shares — R6 Shares		2,815,364			2,454,595			51,965			431,489
Net asset value of shares issued in reinvestment of distributions — Retail Shares		7,658,228			48,796			1,905			—
Net asset value of shares issued in reinvestment of distributions — Institutional Shares		17,151,065			216,670			9,620			—
Net asset value of shares issues in reinvestment of distribution — R6 Shares		356,349			7,283			1,393			—
Cost of shares redeemed — Retail Shares		(78,740,567	)		(113,762,983	)		(233,841	)		(1,095,401	)
Cost of shares redeemed — Institutional Shares		(115,824,380	)		(38,843,415	)		(279,432	)		(4,738	)
Cost of shares redeemed — R6 Shares		(929,826	)		(1,348,639	)		(28,842	)		(10	)

Increase (decrease) in net assets derived from capital share transactions		216,701,380			63,868,038			2,611,827			3,823,276

Net increase (decrease) in net assets		144,889,487			146,020,722			3,031,536			4,033,836

Net Assets:
Beginning of year		394,018,430			247,997,708			4,033,836			—

End of year	$	538,907,917		$	394,018,430		$	7,065,372		$	4,033,836

Capital share transactions — Retail Shares
Shares sold		5,416,591			3,167,654			129,313			158,803
Shares issued in reinvestment of distributions		400,954			2,690			193			—
Shares redeemed		(4,044,554	)		(6,087,493	)		(20,379	)		(104,605	)

Net increase (decrease)		1,772,991			(2,917,149	)		109,127			54,198

Capital share transactions — Institutional Shares
Shares sold		14,122,841			7,243,735			137,943			280,159
Shares issued in reinvestment of distributions		887,277			11,840			971			—
Shares redeemed		(5,869,417	)		(2,001,903	)		(26,404	)		(468	)

Net increase (decrease)		9,140,701			5,253,672			112,510			279,691

Capital share transactions — R6 Shares
Shares sold		139,152			125,327			4,445			41,260
Shares issued in reinvestment of dividends		18,435			398			141			—
Shares redeemed		(48,698	)		(70,934	)		(2,907	)		(1	)

Net increase (decrease)		108,889			54,791			1,679			41,259

¹	For the period January 2, 2018 (commencement of operations) to September 30, 2018.


See Notes to Financial Statements.		35


Baron Funds		September 30, 2019

NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION

Baron Investment Funds Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company established as a Massachusetts business trust on February 19, 1987, and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 Financial Services — Investment Companies. The Trust currently offers seven series (individually, a “Fund” and collectively, the “Funds”): Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund.

Each Fund offers Retail Shares, Institutional Shares, and R6 Shares. Each class of shares differs only in its ongoing fees, expenses and eligibility requirements. Retail Shares are offered to all investors. Institutional Shares are for investments in the amount of $1 million or more per Fund. Institutional Shares are intended for certain financial intermediaries that offer shares of Baron Funds through fee-based platforms, retirement platforms, or other platforms. R6 Shares are for investments in the amount of $5 million or more per Fund. R6 Shares are available only to qualified 401(a) plans (including 401(k) plans, Keogh plans, profit sharing plans, money purchase pension plans, target benefit plans, defined benefit pension plans, and Taft-Hartley multi-employer pension plans), endowment funds and foundations, any state, county or city, or its instrumentality, department, authority, or agency, 457 plans, including 457(a) governmental entity plans and tax-exempt plans, accounts registered to insurance companies, trust companies and bank trust departments, investment companies, both affiliated and not affiliated with BAMCO, Inc. (the “Adviser”), and any entity that is considered a corporation for tax purposes, including corporate non-qualified deferred compensation plans of such corporations. Each class of shares has equal rights to earnings and assets, except that each class bears different expenses for distribution and shareholder servicing. Each Fund’s investment income, realized and unrealized gains or losses on investments and foreign currency, and expenses other than those attributable to a specific class are allocated to each class based on its relative net assets. Each class of shares has exclusive voting rights with respect to matters that affect just that class. The investment goals of the Funds are as follows:

Baron Asset Fund seeks capital appreciation through long-term investments primarily in securities of medium-sized companies with undervalued assets or favorable growth prospects.

Baron Growth Fund seeks capital appreciation through long-term investments primarily in securities of small-sized growth companies.

Baron Small Cap Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

Baron Opportunity Fund seeks capital appreciation through investments primarily in growth companies that benefit from technology advances.

Baron Fifth Avenue Growth Fund seeks capital appreciation through investments primarily in securities of large-sized growth companies.

Baron Discovery Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

Baron Durable Advantage Fund seeks capital appreciation through long-term investments primarily in securities of large-sized companies.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Funds. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the amounts of income and expenses during the period. Actual results could differ from those estimates. Events occurring subsequent to the date of the Statements of Assets and Liabilities and through the date of issuance of the financial statements have been evaluated for adjustment to or disclosure in the financial statements.

a) Security Valuation. The Funds’ share prices or net asset values (“NAV”) are calculated as of the scheduled close of the regular trading session (usually 4 p.m. E.T. or such other time as of which the Funds’ NAVs are calculated (the “NAV Calculation Time”)) on the New York Stock Exchange (the “Exchange”) on any day the Exchange is scheduled to be open. Portfolio securities traded on any national stock exchange are valued based on the last sale price on the exchange where such shares are principally traded. For securities traded on NASDAQ, the Funds use the NASDAQ Official Closing Price. If there are no sales on a given day, the value of the security may be the average of the most recent bid and asked quotations on such exchange or the last sale price from a prior day. Where market quotations are not readily available, or, if in the Adviser’s judgment, they do not accurately reflect the fair value of a security, or an event occurs after the market close but before the Funds are priced that materially affects the value of a security, the security will be valued by the Adviser using policies and procedures approved by the Board of Trustees (the “Board”). Some of the more common reasons that may necessitate that a security be valued using “fair value” pricing may include, but are not limited to: trading of the security has been halted or suspended; or the security has not been traded for an extended period of time. The Adviser has a Fair Valuation Committee (the “Committee”) comprised of senior management representatives and the Committee reports to the Board every quarter. Factors the Committee may consider when valuing a security include whether a current price is stale, there is recent news, the security is thinly traded, transactions are infrequent or quotations are genuine. There can be no guarantee, however, that a fair valuation used by the Funds on any given day will more accurately reflect the market value of an investment than the closing price of such investment in its market. U.S. Government obligations, money market instruments, and other debt instruments held by the Funds with a remaining maturity of 60 days or less are generally valued at amortized cost, which approximates fair value. Debt instruments having a greater remaining maturity will be valued on the basis of prices obtained from a pricing service approved by the Board or at the mean of the bid and ask prices from the dealer maintaining an active market in that security. The value of the Funds’ investments in convertible bonds/convertible preferred stocks is determined primarily by obtaining valuations from independent pricing services based on readily available bid quotations or, if quotations are not available, by methods which include various considerations such as yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. Other inputs used by an independent pricing service to value convertible bonds/convertible preferred stocks generally include underlying stock data, conversion premiums, listed bond and preferred stock prices and other market information which may include benchmark curves, trade execution data, sensitivity analysis, when available, or intrinsic value, which is calculated as the price of the common share on the valuation date adjusted for accrued and unpaid dividends. Open-end investment companies, including securities lending collateral invested in registered investment company money market funds, are valued at their NAV each day.


September 30, 2019		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

Non-U.S. equity securities traded on foreign securities exchanges are generally valued using an independent pricing vendor that provides daily fair value adjustment factors based on information such as local closing price, relevant general and sector indexes, currency fluctuations, and depositary receipts, as applicable. Securities valued using such adjustment factors are classified as Level 2 in the fair value hierarchy. The models of the independent pricing vendor generate an adjustment factor for each security, which is applied to the local closing price to adjust it for post-closing market movements up to the time the Funds are valued and translated into U.S. dollars. If the vendor does not provide an adjustment factor for a security, the security is valued based on its most recent local closing price and translated into U. S. dollars. The Adviser may also fair value securities in other situations, for example, when a particular foreign market is closed but the Funds are open. Other mutual funds may adjust the prices of their securities by different amounts.

b) Securities Transactions, Investment Income and Expense Allocation. Securities transactions are recorded on a trade date basis. Realized gain and loss from securities transactions are recorded on an identified cost basis for financial reporting and federal income tax purposes. Dividend income is recognized on the ex-dividend date and interest income is recognized on an accrual basis, which includes the accretion of discounts and amortization of premiums. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Certain dividends from foreign securities will be recorded as soon as the Funds are informed of the dividend if such information is obtained subsequent to the ex-dividend date. Distributions received from certain investments held by the Funds may be comprised of dividends, realized gains and returns of capital. The Funds originally estimate the expected classification of such payments. The amounts may subsequently be reclassified upon receipt of information from the issuer. The Funds are charged for those expenses of the Trust that are directly attributable to each Fund, such as advisory and custodian fees. Expenses that are not directly attributable to a Fund are typically allocated among the Funds in proportion to their respective net assets.

c) Foreign Currency Translations. Values of assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the price of such currencies at the time the NAV is determined. Purchases and sales of investments and dividend income are converted at the prevailing rate of exchange on the respective dates of such transactions. Net realized gain (loss) on foreign currency transactions includes gain (loss) arising from the fluctuation in the exchange rates between trade and settlement dates on security transactions and currency gain (loss) between the accrual and payment dates on dividends and foreign withholding taxes. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currency transactions on the Statements of Operations. The Funds may invest in foreign securities and foreign currency transactions that may involve risks not associated with domestic investments as a result of the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, among others.

Pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are generally treated as ordinary income for U.S. federal income tax purposes.

d) Securities Lending. The Funds may lend securities to certain brokers under the terms of a master netting agreement. Upon such loans, the Funds receive collateral which is maintained by the custodian. The Funds may pay fees to the custodian for administering the securities lending program. The Funds earn interest on such collateral and earn income in the form of negotiated lenders’ fees, both of which are included in securities lending income in the Statements of Operations. Securities loaned are required to be secured at all times by collateral equal to at least 102% of the market value of the securities loaned. Risks may arise upon entering into securities lending to the extent that the value of the collateral is less than the value of the securities loaned due to the changes in the value of collateral or the loaned securities. The collateral is marked-to-market daily and settled on the next business day. The Funds may receive collateral in the form of cash or other eligible securities, such as a letter of credit issued by a U.S. bank or securities issued or guaranteed by the U.S. government. Securities purchased with cash collateral are subject to the risks inherent in investing in these securities.

Baron Growth Fund, Baron Small Cap Fund, and Baron Discovery Fund participated in securities lending activities during the year ended September 30, 2019. There were no securities on loan at September 30, 2019.

e) Repurchase Agreements. The Funds may invest in repurchase agreements, which are short term investments whereby the Funds acquire ownership of a debt security and the seller agrees to repurchase the security at a future date at a specified price. When entering into repurchase agreements, it is the Funds’ policy that their custodian take possession of the underlying collateral securities, the market value of which, at all times, equals at least 102% of the principal amount of the repurchase transaction. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market to ensure the adequacy of the collateral. If the seller defaults and the market value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited. The information required to be disclosed by FASB Accounting Standards Update No. 2011-11 for the Funds’ investments in repurchase agreements at September 30, 2019, including the fair value of the repurchase agreement and the amount of collateral, can be found in each respective Fund’s Statement of Net Assets.

f) Master Limited Partnerships. The Funds may invest in master limited partnerships (“MLPs”). MLPs are limited partnerships or limited liability companies, whose partnership units or limited liability interests are listed and traded on a U.S. securities exchange, and are treated as publicly traded partnerships for federal income tax purposes. To qualify to be treated as a partnership for tax purposes, an MLP must receive at least 90% of its income from qualifying sources as set forth in Section 7704(d) of the Internal Revenue Code of 1986, as amended. These qualifying sources include interest, dividend, real property rent, gain from sale or other disposition of real property and income from activities such as the exploration, development, mining, production, processing, refining, transportation, storage and marketing of mineral or natural resources.

g) Federal and Foreign Income Taxes. The Trust treats each Fund as a separate entity for federal income tax purposes. Each Fund intends to meet the requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute to its shareholders substantially all of its net investment income and any net realized capital gains at least annually. None of the Funds will be subject to federal or state income taxes to the extent that they qualify as regulated investment companies and substantially all of their income is distributed.


Baron Funds		September 30, 2019

NOTES TO FINANCIAL STATEMENTS (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Funds may be subject to foreign taxes on income and gains on investments that are accrued based upon the Funds’ understanding of the tax rules and regulations that exist in the countries in which the Funds invest. Foreign governments may also impose taxes or other payments on investments with respect to foreign securities. Such taxes are accrued as applicable.

h) Restricted Securities. The Funds may invest in securities that are restricted as to public sale in accordance with the Securities Act of 1933. Such assets are valued by the Adviser pursuant to policies and procedures approved by the Board.

i) Distributions to Shareholders. Income and capital gain distributions to shareholders are determined in accordance with income tax regulations which may differ from GAAP. These differences are primarily due to differing treatments for net investment loss, foreign currency gains and losses, non-deductible interest expense, reclassification of distributions, partnership basis adjustments, income from passive foreign investment companies, late-year loss deferral, post-October loss deferral, and wash sale loss deferral.

j) Commitments and Contingencies. In the normal course of business, the Funds may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnification. The maximum exposure to the Funds under these agreements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

k) Cash and Cash Equivalents. The Funds consider all short term liquid investments with a maturity of three months or less when purchased to be cash equivalents.

3. PURCHASES AND SALES OF SECURITIES

Purchases and sales of securities, other than short term securities, for the year ended September 30, 2019 were as follows:



Fund	Purchases		Sales
Baron Asset Fund	$	772,956,010	$	447,576,594
Baron Growth Fund		125,720,466		569,510,971
Baron Small Cap Fund		530,131,600		1,180,822,014
Baron Opportunity Fund		158,960,143		189,008,951
Baron Fifth Avenue Growth Fund		65,614,448		59,745,936
Baron Discovery Fund		422,215,218		243,453,977
Baron Durable Advantage Fund		3,282,820		548,370

4. INVESTMENT ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES

a) Investment Advisory Fees. The Adviser, a wholly owned subsidiary of Baron Capital Group, Inc. (“BCG”), serves as investment adviser to the Funds. As compensation for services rendered, the Adviser receives a fee payable monthly from Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, and Baron Discovery Fund equal to 1% per annum of the average daily net assets of the respective Funds. The Adviser receives a fee payable monthly equal to 0.70% per annum of Baron Fifth Avenue Growth Fund’s average daily net assets and 0.65% per annum of Baron Durable Advantage Fund’s average daily net assets.

For Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund, the Adviser has contractually agreed to reduce its fee, to the extent required to limit the net annual operating expense ratio (excluding portfolio transaction costs, interest, dividend and extraordinary expenses), as follows:



	Annual Operating Expense Ratio Cap

Fund	Retail Shares			Institutional Shares			R6 Shares
Baron Opportunity Fund		1.50	%		1.25	%		1.24	%
Baron Fifth Avenue Growth Fund		1.00	%		0.75	%		0.75	%
Baron Discovery Fund		1.35	%		1.10	%		1.09	%
Baron Durable Advantage Fund		0.95	%		0.70	%		0.70	%

b) Distribution Fees. Baron Capital, Inc. (“BCI”), a wholly owned subsidiary of BCG, is a registered limited purpose broker-dealer and the distributor of the Funds’ shares. The Funds are authorized to pay BCI a distribution fee payable monthly pursuant to a distribution plan under Rule 12b-1 of the 1940 Act equal to 0.25% per annum of the Retail Shares’ average daily net assets of the respective Funds.

c) Trustee Fees. Certain Trustees of the Trust may be deemed to be affiliated with, or interested persons (as defined by the 1940 Act) of the Funds’ Adviser or of BCI. None of the Trustees so affiliated received compensation for his or her services as a Trustee of the Trust. None of the Funds’ officers received compensation from the Funds for their services as an officer.

d) Fund Accounting and Administration Fees. The Funds have entered into an agreement with State Street Bank and Trust Company (“State Street”) to perform accounting and certain administrative services. State Street is compensated for fund accounting services based on a percentage of the Funds’ net assets, subject to certain minimums plus fixed annual fees for the administrative services.

e) Cross Trades. The Funds are permitted to purchase securities from, or sell securities to, other Funds within the Trust, other funds in the Baron Select Funds, and other entities advised or subadvised by the Adviser, pursuant to “Cross-Trading Procedures” adopted by the Board. These procedures have been designed to ensure that any cross-trade of securities by the respective Baron Fund from or to another fund/other entity that is or could be considered an affiliate of a Fund under certain limited


September 30, 2019		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

4. INVESTMENT ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES (Continued)

circumstances by virtue of having a common investment adviser, common officers, or common trustees complies with Rule 17a-7 under the 1940 Act. Further, as defined under these procedures, each cross-trade is effected at the current market price and with no commissions. Pursuant to these procedures, for the year ended September 30, 2019, the Funds engaged in the following cross-trades:



	Purchases		Sales		Net Realized Gains (Losses)
Baron Opportunity Fund	$	512,329	$	488,144	$	(138,029	)
Baron Discovery Fund		623,064		512,329		379,378

5. LINE OF CREDIT

The Funds, together with other funds in Baron Select Funds (except Baron Partners Fund), participate in a committed line of credit agreement with State Street to be used for temporary purposes, primarily for financing redemptions. Each fund may borrow up to the lesser of $100 million or the maximum amount each fund may borrow under the 1940 Act, the limitations included in each fund’s prospectus, or any limit or restriction under any law or regulation to which each fund is subject or any agreement to which each fund is a party; provided that the aggregate outstanding principal amount of all loans to any of the funds may not exceed $100 million. Interest is charged to each fund, based on its borrowings, at a rate per annum equal to the higher of the effective federal funds rate or the one month LIBOR rate plus a margin of 1.00%. An upfront fee of 0.05% is incurred on the commitment amount and a commitment fee of 0.20% per annum is incurred on the unused portion of the line of credit. Both fees are allocated to the participating funds based on their relative net assets. During the year ended September 30, 2019, Baron Growth Fund and Baron Opportunity Fund had borrowings under the line of credit and incurred interest expense of $132,849 and $1,139, respectively. For the 65 days during which there were borrowings, Baron Growth Fund had an average daily balance on the line of credit of $21.4 million at a weighted average interest rate of 3.49%. For the one day during which there were borrowings, Baron Opportunity Fund had a balance on the line of credit of $13.6 million at an interest rate of 3.02%.

6. RESTRICTED SECURITIES

At September 30, 2019, investments in securities included securities that are restricted and/or illiquid. Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale and are valued pursuant to the policies and procedures for fair value pricing approved by the Board. A security may be considered illiquid if it lacks a readily available market or if its valuation has not changed for a certain period of time. The Funds may receive more or less than this valuation in an actual sale and that difference could be material. At September 30, 2019, the Funds held investments in restricted and/or illiquid securities that were valued pursuant to policies and procedures for fair value pricing as follows:



	Baron Asset Fund

	Acquisition Date(s)		Value
Private Partnerships
Windy City Investments Holdings, L.L.C.		11/13/2007-1/27/2011	$	179,228

(Cost $0) (0.01% of Net Assets)

	Baron Growth Fund

Name of Issuer	Acquisition Date(s)		Value
Private Preferred Stocks
Schrodinger, Inc. Series E		11/9/2018	$	5,870,118

Private Partnerships
Windy City Investments Holdings, L.L.C.		11/13/2007-1/27/2011		60,329


Total Restricted Securities			$	5,930,447

(Cost $ 4,999,999)^†(0.08% of Net Assets)

	Baron Small Cap Fund

Name of Issuer	Acquisition Date(s)		Value
Common Stocks
Repay Holdings Corporation		7/11/2019	$	45,535,000

Warrants
Repay Holdings Corporation Warrants Exp 7/11/2024		7/11/2019		3,010,000


Total Restricted Securities			$	48,545,000

(Cost $35,000,000)^†(1.25% of Net Assets)

†	See Statements of Net Assets for cost of individual securities.


Baron Funds		September 30, 2019

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS

Fair value is defined by GAAP as the price that the Funds would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. GAAP provides a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable or unobservable. Observable inputs are based on market data obtained from sources independent of the Funds. Unobservable inputs are inputs that reflect the Funds’ own assumptions based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

•

Level 1 — quoted prices in active markets for identical assets or liabilities;

•

Level 2 — prices determined using other inputs that are observable either directly or indirectly through corroboration with observable market data (which could include quoted prices for similar assets or liabilities, interest rates, credit risk, etc.);

•

Level 3 — prices determined using unobservable inputs when quoted prices or observable inputs are unavailable, such as when there is little or no market activity for an asset or liability (unobservable inputs reflect each Fund’s own assumptions in determining the fair value of assets or liabilities and would be based on the best information available).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk or liquidity associated with investing in those securities. For example, non-U.S. securities, with markets that close hours before the Funds value their holdings, may require revised valuations to more accurately reflect their fair value. Since these values obtained from quoted prices in an active market are adjusted, such securities are reflected as Level 2.

The Funds have procedures to determine the fair value of securities and other financial instruments for which market prices are not readily available or which may not be reliably priced. Under these procedures, the Funds primarily employ a market-based approach that may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine its fair value. The Funds may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed.

The following is a summary of the inputs used as of September 30, 2019 in valuing the Funds’ investments carried at fair value:



	Baron Asset Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	4,231,182,659	$	—	$	—	$	4,231,182,659
Private Partnerships		—		—		179,228		179,228
Short Term Investments		—		85,756,291		—		85,756,291

Total Investments	$	4,231,182,659	$	85,756,291	$	179,228	$	4,317,118,178


	Baron Growth Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	6,745,163,443	$	10,211,884	$	—	$	6,755,375,327
Private Preferred Stocks		—		—		5,870,118		5,870,118
Private Partnerships		—		—		60,329		60,329
Warrants		—		550,135		—		550,135
Short Term Investments		—		40,856,879		—		40,856,879

Total Investments	$	6,745,163,443	$	51,618,898	$	5,930,447	$	6,802,712,788

†	See Statements of Net Assets for additional detailed categorizations.


September 30, 2019		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)



	Baron Small Cap Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	3,656,708,018	$	97,189,504	$	—	$	3,753,897,522
Warrants^†		—		4,496,845		—		4,496,845
Short Term Investments		—		127,606,118		—		127,606,118

Total Investments	$	3,656,708,018	$	229,292,467	$	—	$	3,886,000,485


	Baron Opportunity Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	427,070,547	$	—	$	—	$	427,070,547

Total Investments	$	427,070,547	$	—	$	—	$	427,070,547


	Baron Fifth Avenue Growth Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	290,168,735	$	10,228,684	$	—	$	300,397,419
Short Term Investments		—		9,834,253		—		9,834,253

Total Investments	$	290,168,735	$	20,062,937	$	—	$	310,231,672


	Baron Discovery Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	476,590,340	$	20,600,135	$	—	$	497,190,475
Short Term Investments		—		41,673,966		—		41,673,966

Total Investments	$	476,590,340	$	62,274,101	$	—	$	538,864,441


	Baron Durable Advantage Fund

Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total
Common Stocks^†	$	6,675,900	$	151,165	$	—	$	6,827,065
Short Term Investments		—		436,141		—		436,141

Total Investments	$	6,675,900	$	587,306	$	—	$	7,263,206

†	See Statements of Net Assets for additional detailed categorizations.


Baron Funds		September 30, 2019

NOTES TO FINANCIAL STATEMENTS (Continued)

7. FAIR VALUE MEASUREMENTS (Continued)

The following is a reconciliation of investments in which unobservable inputs (Level 3) were used in determining fair value:



	Baron Asset Fund

Investments in Securities	Balance as of September 30, 2018		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions		Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2019		Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2019
Private Partnerships
Financials	$	183,462	$	—	$	—	$	(4,234	)	$	—	$	—	$	—	$	—	$	179,228	$	(4,234	)


	Baron Growth Fund

Investments in Securities	Balance as of September 30, 2018		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Change in Net Unrealized Appreciation (Depreciation)			Purchases		Sales/ Distributions		Transfers Into Level 3		Transfers Out of Level 3		Balance as of September 30, 2019		Change in Net Unrealized Appreciation (Depreciation) from Investments still held at September 30, 2019
Private Preferred Stocks
Health Care	$	—	$	—	$	—	$	870,119		$	4,999,999	$	—	$	—	$	—	$	5,870,118	$	870,119

Private Partnerships
Financials		61,755		—		—		(1,426	)		—		—		—		—		60,329		(1,426	)

Total	$	61,755	$	—	$	—	$	868,693		$	4,999,999	$	—	$	—	$	—	$	5,930,447	$	868,693

8. INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS

Federal income tax regulations differ from GAAP. Therefore, distributions determined in accordance with tax regulations may differ in amount or character from net investment income and net realized gain for financial reporting purposes. Net investment income (loss) and net realized and unrealized gain (loss) differ for financial statement and tax purposes due to differing treatments of net investment loss, foreign currency gains and losses, non-deductible interest expense, reclassification of distributions, partnership basis adjustments, income from passive foreign investment companies, late year loss deferral, post-October loss deferral and wash sale loss deferral. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences.

For the year ended September 30, 2019, the Funds recorded the following permanent reclassifications to reflect tax character. Reclassifications between income, gains andpaid-in capital relate primarily to the tax treatment of net investment loss, foreign currency gains and losses, passive foreign investment companies, REITs, and partnership basis adjustments. Results of operations and net assets were not affected by these reclassifications.



Fund	Undistributed (Accumulated) Net Investment Income (Loss)*			Undistributed (Accumulated) Net Realized Gain (Loss)*			Paid-In Capital
Baron Asset Fund	$	22,045,307		$	(7,511,445	)	$	(14,533,862	)
Baron Growth Fund		6,238,483			(28,408	)		(6,210,075	)
Baron Small Cap Fund		38,790,132			(36,144,706	)		(2,645,426	)
Baron Opportunity Fund		3,998,119			(2,680,745	)		(1,317,374	)
Baron Fifth Avenue Growth Fund		(13,772	)		13,772			—
Baron Discovery Fund		2,399,559			(2,086,355	)		(313,204	)
Baron Durable Advantage Fund		108			(108	)		—

*	Undistributed (accumulated) net investment income (loss) and undistributed (accumulated) net realized gain (loss) are included in distributable earnings (losses) on the Statements of Assets and Liabilities.


September 30, 2019		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

8. INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS (Continued)

As of September 30, 2019, the components of net assets on a tax basis were as follows:



	Baron Asset Fund			Baron Growth Fund			Baron Small Cap Fund			Baron Opportunity Fund			Baron Fifth Avenue Growth Fund			Baron Discovery Fund			Baron Durable Advantage Fund
Cost of investments	$	1,704,941,432		$	1,842,871,350		$	1,874,886,478		$	245,381,990		$	161,957,444		$	485,371,304		$	6,514,834

Gross tax unrealized appreciation		2,619,450,897			4,999,543,686			2,070,777,951			185,027,196			150,392,547			93,377,035			823,449
Gross tax unrealized depreciation		(7,274,151	)		(39,702,248	)		(59,663,944	)		(3,338,639	)		(2,118,319	)		(39,883,898	)		(75,077	)

Net tax unrealized appreciation (depreciation)		2,612,176,746			4,959,841,438			2,011,114,007			181,688,557			148,274,228			53,493,137			748,372
Net tax unrealized currency appreciation (depreciation)		—			(10	)		—			—			—			(663	)		(5	)
Undistributed (accumulated) net investment income (loss)		—			—			—			—			239,510			—			17,598
Undistributed (accumulated) net realized gain (loss)		71,350,366			244,402,381			352,984,284			24,023,109			9,213,430			—			—
Qualified late year loss deferral		(19,686,272	)		(7,247,509	)		(18,375,464	)		(3,388,119	)		—			(3,603,188	)		(63,465	)
Capital loss carryforwards		—			—			—			—			—			—			(71,640	)
Paid-in capital		1,666,836,861			1,592,509,444			1,535,414,900			209,190,845			150,626,427			489,018,631			6,434,512

Net Assets	$	4,330,677,701		$	6,789,505,744		$	3,881,137,727		$	411,514,392		$	308,353,595		$	538,907,917		$	7,065,372

As of September 30, 2019, the Funds had capital loss carryforwards expiring as follows:



	Baron Asset Fund		Baron Growth Fund		Baron Small Cap Fund		Baron Opportunity Fund		Baron Fifth Avenue Growth Fund		Baron Discovery Fund		Baron Durable Advantage Fund
Short term capital loss carryforwards:
No expiration date	$	—	$	—	$	—	$	—	$	—	$	—	$	71,640

Capital loss carryforward utilized during the year ended September 30, 2019	$	—	$	—	$	—	$	—	$	1,434,901	$	—	$	—

The tax character of distributions paid during the years ended September 30, 2019 and September 30, 2018 was as follows:



	Year Ended September 30, 2019				Year Ended September 30, 2018

Fund	Ordinary¹		Long Term Capital Gain		Ordinary¹		Long Term Capital Gain
Baron Asset Fund	$	—	$	211,479,374	$	—	$	208,739,014
Baron Growth Fund		—		430,003,177		—		655,754,440
Baron Small Cap Fund		—		351,005,399		—		513,668,207
Baron Opportunity Fund		—		19,401,893		—		34,774,256
Baron Fifth Avenue Growth Fund		—		—		—		—
Baron Discovery Fund		370,619		25,930,763		301,083		—
Baron Durable Advantage Fund		13,002		—		—		—

¹	For tax purposes, short-term capital gains are considered ordinary income distributions.

The Funds follow the provisions of FASB Codification Section 740 (“ASC Section 740”) “Accounting for Uncertainty in Income Taxes” which clarifies the accounting for uncertainty in tax positions taken or expected to be taken on a tax return. ASC Section 740 sets forth a threshold for financial statement recognition, measurement and disclosure of tax positions taken or expected to be taken on a tax return. The Funds are required to recognize the tax effects of certain tax positions under a “more likely than not” standard, that based on their technical merits, have more than 50 percent likelihood of being sustained upon examination. Management has analyzed the tax positions taken on the Funds’ federal income tax returns for all open years (current and prior three years), and has concluded that no provision for federal income tax is required in the Funds’ financial statements. At September 30, 2019, the Funds did not have any uncertain tax benefits that require recognition, de-recognition or disclosure. The Funds’ federal, state and local income and federal excise tax returns for which the applicable statutes of limitations have not expired (current and prior three years) are subject to examination by the Internal Revenue Service and state departments of revenue.


Baron Funds		September 30, 2019

NOTES TO FINANCIAL STATEMENTS (Continued)

9. OWNERSHIP CONCENTRATION

As of September 30, 2019, the officers, trustees, and portfolio managers owned, directly or indirectly, 13.94% of Baron Fifth Avenue Growth Fund and 30.65% of Baron Durable Advantage Fund. As a result of their ownership, these investors may be able to materially affect the outcome of matters presented to Baron Fifth Avenue Growth Fund, and Baron Durable Advantage Fund shareholders.

10. TRANSACTIONS IN “AFFILIATED” COMPANIES¹

BARON GROWTH FUND



Name of Issuer	Value at September 30, 2018		Purchase Cost		Sales Proceeds/ Return of Capital		Change in Net Unrealized Appreciation (Depreciation)			Realized Gains/ (Losses)		Dividend Income		Shares Held at September 30, 2019		Value at September 30, 2019		% of Net Assets at September 30, 2019
“Affiliated” Company as of September 30, 2019:
Benefitfocus, Inc.	$	88,990,000	$	—	$	—	$	(36,608,000	)	$	—	$	—		2,200,000	$	52,382,000		0.77	%
Choice Hotels International, Inc.		249,900,000		—		—		16,980,000			—		2,580,000		3,000,000		266,880,000		3.93	%
Iridium Communications Inc.		168,489,833		34,464,372		20		(14,357,902	)		15		—		8,862,608		188,596,298		2.78	%
Vail Resorts, Inc.		576,282,000		—		—		(98,406,000	)		—		13,566,000		2,100,000		477,876,000		7.04	%

	$	1,083,661,833	$	34,464,372	$	20	$	(132,391,902	)	$	15	$	16,146,000			$	985,734,298

No longer an “Affiliated” Company as of September 30, 2019:
Iridium Communications Inc., Series B, 6.75%^†	$	31,258,957	$	—	$	34,464,372	$	3,205,415		$	—	$	693,124		—	$	—		0.00	%

BARON SMALL CAP FUND



Name of Issuer	Value at September 30, 2018		Purchase Cost		Sales Proceeds		Change in Net Unrealized Appreciation (Depreciation)		Realized Gains/ (Losses)		Dividend Income		Shares Held at September 30, 2019		Value at September 30, 2019		% of Net Assets at September 30, 2019
“Affiliated” Company as of September 30, 2019:
Repay Holdings Corporation	$	—	$	35,000,000	$	—	$	10,535,000	$	—	$	—		3,500,000	$	45,535,000		1.17	%
Repay Holdings Corporation Warrants Exp 7/11/2024		—		—		—		3,010,000		—		—		3,500,000		3,010,000		0.08	%

	$	—	$	35,000,000	$	—	$	13,545,000	$	—	$	—			$	48,545,000

No longer an “Affiliated” Company as of September 30, 2019:
Installed Building Products, Inc.	$	48,750,000	$	9,770,446	$	—	$	27,489,554	$	—	$	—		1,500,000	$	86,010,000		2.22	%

¹	An “Affiliated” company (“affiliated person” as defined in the 1940 Act) is a company in which a Fund held 5% or more of the company’s outstanding voting securities at any time during the year ended September 30, 2019.

11. RECENT ACCOUNTING PRONOUNCEMENTS:

As of November 5, 2018, pursuant to amendments to financial statement requirements adopted by SEC Release No. 33-10532 “Disclosure Update and Simplification,” funds are no longer required to disclose whether the distributions from earnings are either from net investment income or net realized capital gains. We have evaluated the implications of these amendments that are included in the financial statements, which had no effect on the Funds’ net assets or results of operations. The amendments require presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities and also require presentation of the total, rather than the components, of distributions to shareholders, except for tax return of capital distributions, if any, on the Statements of Changes in Net Assets. At September 30, 2018, the distributions from net investment income and net realized gain from investments, were as follows:



Net Investment Income	Retail Shares		Institutional Shares		R6 Shares
Baron Asset Fund	$	—	$	—	$	—
Baron Growth Fund		—		—		—
Baron Small Cap Fund		—		—		—
Baron Opportunity Fund		—		—		—
Baron Fifth Avenue Growth Fund		—		—		—
Baron Discovery Fund		48,993		244,807		7,283
Baron Durable Advantage Fund		—		—		—
Baron Asset Fund		137,145,474		69,986,292		1,607,248
Baron Growth Fund		286,221,373		368,081,112		1,451,955
Baron Small Cap Fund		212,143,374		289,023,146		12,501,687


September 30, 2019		Baron Funds

NOTES TO FINANCIAL STATEMENTS (Continued)

11. RECENT ACCOUNTING PRONOUNCEMENTS (Continued):



Net Realized Gain on investments	Retail Shares		Institutional Shares		R6 Shares
Baron Opportunity Fund	$	27,302,633	$	7,324,844	$	146,779
Baron Fifth Avenue Growth Fund		—		—		—
Baron Discovery Fund		—		—		—
Baron Durable Advantage Fund		—		—		—

As part of this update, it is no longer required to disclose the undistributed net investment income/(distributions in excess of net investment income) on the Statements of Assets and Liabilities. As of September 30, 2018 the undistributed net investment income/(distributions in excess of net investment income) were as follows:


Baron Asset Fund	$	(18,053,692	)
Baron Growth Fund		6,338,005
Baron Small Cap Fund		(25,558,176	)
Baron Opportunity Fund		(2,928,899	)
Baron Fifth Avenue Growth Fund		(985,077	)
Baron Discovery Fund		(995,200	)
Baron Durable Advantage Fund		10,248

In August 2018, FASB issued Accounting Standards Update No. 2018-13, “Fair Value Measurement (Topic 820: Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Management has elected to early adopt this guidance and the amendments are reflected in the current financial statements.


Baron Investment Funds		September 30, 2019

FINANCIAL HIGHLIGHTS

BARON ASSET FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:													Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)		Total from investment operations ($)		Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		81.43		(0.56	)¹		6.17		5.61		0.00		(4.76	)		(4.76	)		82.28		7.82			1.30			(0.73	)		2,242.0		11.83

2018		70.87		(0.59	)¹		16.09		15.50		0.00		(4.94	)		(4.94	)		81.43		23.11			1.30			(0.79	)		2,259.7		9.87

2017		60.67		(0.48	)¹		13.48		13.00		0.00		(2.80	)		(2.80	)		70.87		22.41			1.31			(0.75	)		1,979.1		10.35

2016		60.88		(0.25	)¹		6.63		6.38		0.00		(6.59	)		(6.59	)		60.67		11.14			1.31			(0.43	)		1,802.6		12.54

2015		63.75		(0.41	)¹		1.71		1.30		0.00		(4.17	)		(4.17	)		60.88		1.81			1.31			(0.62	)		1,804.3		13.53

2014		61.37		(0.44	)¹		8.42		7.98		0.00		(5.60	)		(5.60	)		63.75		13.59			1.31			(0.70	)		2,000.5		11.26

2013		52.03		(0.34	)¹		13.44		13.10		0.00		(3.76	)		(3.76	)		61.37		27.17			1.32			(0.62	)		2,024.2		12.04

2012		49.00		(0.14	)¹		10.94		10.80		0.00		(7.77	)		(7.77	)		52.03		24.65			1.33			(0.28	)		1,845.6		13.11

2011		49.27		(0.23	)¹		0.73		0.50		0.00		(0.77	)		(0.77	)		49.00		0.85			1.33			(0.41	)		1,924.9		23.89

2010		43.62		(0.28	)¹		5.93		5.65		0.00		0.00			0.00			49.27		12.95			1.32			(0.61	)		2,424.2		13.04

INSTITUTIONAL SHARES

Year Ended September 30,

2019		84.36		(0.38	)¹		6.45		6.07		0.00		(4.76	)		(4.76	)		85.67		8.11			1.05			(0.48	)		1,979.7		11.83

2018		73.07		(0.41	)¹		16.64		16.23		0.00		(4.94	)		(4.94	)		84.36		23.43			1.04			(0.53	)		1,315.7		9.87

2017		62.30		(0.33	)¹		13.90		13.57		0.00		(2.80	)		(2.80	)		73.07		22.76			1.04			(0.50	)		1,021.0		10.35

2016		62.19		(0.10	)¹		6.80		6.70		0.00		(6.59	)		(6.59	)		62.30		11.44			1.04			(0.17	)		723.3		12.54

2015		64.87		(0.24	)¹		1.73		1.49		0.00		(4.17	)		(4.17	)		62.19		2.09			1.04			(0.36	)		719.1		13.53

2014		62.20		(0.28	)¹		8.55		8.27		0.00		(5.60	)		(5.60	)		64.87		13.90			1.04			(0.43	)		689.8		11.26

2013		52.55		(0.21	)¹		13.62		13.41		0.00		(3.76	)		(3.76	)		62.20		27.51			1.05			(0.38	)		506.1		12.04

2012		49.30		0.01	¹		11.01		11.02		0.00		(7.77	)		(7.77	)		52.55		24.99			1.06			0.02			386.7		13.11

2011		49.43		(0.10	)¹		0.74		0.64		0.00		(0.77	)		(0.77	)		49.30		1.14			1.06			(0.18	)		288.9		23.89

2010		43.65		(0.15	)¹		5.93		5.78		0.00		0.00			0.00			49.43		13.24			1.06			(0.33	)		242.8		13.04

R6 SHARES

Year Ended September 30,

2019		84.35		(0.38	)¹		6.44		6.06		0.00		(4.76	)		(4.76	)		85.65		8.09			1.05			(0.47	)		109.0		11.83

2018		73.06		(0.41	)¹		16.64		16.23		0.00		(4.94	)		(4.94	)		84.35		23.43			1.04			(0.54	)		73.5		9.87

2017		62.30		(0.34	)¹		13.90		13.56		0.00		(2.80	)		(2.80	)		73.06		22.74			1.04			(0.51	)		22.5		10.35

2016⁴		53.85		(0.21	)¹		8.68		8.47		0.00		(0.02	)		(0.02	)		62.30		15.73	²		1.04	³		(0.52	)³		7.8		12.54

¹	Based on average shares outstanding.

²	Not Annualized.

³	Annualized.

⁴	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


46		See Notes to Financial Statements.


September 30, 2019		Baron Investment Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON GROWTH FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:														Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)		Total from investment operations ($)		Net investment income ($)			Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		80.68		(0.16	)¹		3.56		3.40		0.00			(5.13	)		(5.13	)		78.95		5.09			1.29	²		(0.21	)		2,507.0		1.93

2018		71.77		(0.17	)¹		16.98		16.81		0.00			(7.90	)		(7.90	)		80.68		25.55			1.29	²		(0.24	)		2,747.8		2.92

2017		67.13		(0.16	)¹		12.44		12.28		0.00			(7.64	)		(7.64	)		71.77		20.47			1.30	²		(0.25	)		2,666.6		3.32

2016		68.25		0.08	¹		4.83		4.91		0.00			(6.03	)		(6.03	)		67.13		7.60			1.30	²		0.12			2,917.2		4.68

2015		70.46		(0.27	)¹		1.28		1.01		0.00			(3.22	)		(3.22	)		68.25		1.27			1.29	²		(0.37	)		3,511.2		6.95

2014		68.67		0.06	¹		3.45		3.51		(0.03	)		(1.69	)		(1.72	)		70.46		5.11			1.29	²		0.08			4,076.1		13.15

2013		58.19		(0.12	)¹		16.37		16.25		(0.18	)		(5.59	)		(5.77	)		68.67		30.76			1.30			(0.20	)		4,644.2		9.63

2012		46.18		0.20	¹		12.64		12.84		0.00			(0.83	)		(0.83	)		58.19		28.12			1.32			0.38			4,073.5		13.70

2011		44.37		(0.29	)¹		2.10		1.81		0.00			0.00			0.00			46.18		4.08			1.32			(0.56	)		4,110.8		13.51

2010		39.00		(0.34	)¹		5.71		5.37		0.00			0.00			0.00			44.37		13.77			1.32			(0.80	)		4,842.8		16.12

INSTITUTIONAL SHARES

Year Ended September 30,

2019		83.09		0.03	¹		3.70		3.73		0.00			(5.13	)		(5.13	)		81.69		5.36			1.04	²		0.03			4,150.9		1.93

2018		73.52		0.01	¹		17.46		17.47		0.00			(7.90	)		(7.90	)		83.09		25.86			1.03	²		0.01			4,134.2		2.92

2017		68.42		0.00	^1,5		12.74		12.74		0.00			(7.64	)		(7.64	)		73.52		20.79			1.04	²		0.00	⁶		3,433.5		3.32

2016		69.28		0.24	¹		4.93		5.17		0.00			(6.03	)		(6.03	)		68.42		7.88			1.05	²		0.37			3,043.3		4.68

2015		71.33		(0.09	)¹		1.28		1.19		(0.02	)		(3.22	)		(3.24	)		69.28		1.51			1.04	²		(0.12	)		3,440.4		6.95

2014		69.32		0.20	¹		3.53		3.73		(0.03	)		(1.69	)		(1.72	)		71.33		5.39			1.04	²		0.28			3,694.5		13.15

2013		58.70		0.02	¹		16.52		16.54		(0.33	)		(5.59	)		(5.92	)		69.32		31.10			1.05			0.04			2,976.7		9.63

2012		46.46		0.45	¹		12.62		13.07		0.00			(0.83	)		(0.83	)		58.70		28.45			1.06			0.83			1,747.3		13.70

2011		44.52		(0.17	)¹		2.11		1.94		0.00			0.00			0.00			46.46		4.36			1.06			(0.33	)		1,261.8		13.51

2010		39.03		(0.22	)¹		5.71		5.49		0.00			0.00			0.00			44.52		14.07			1.06			(0.53	)		728.9		16.12

R6 SHARES

Year Ended September 30,

2019		83.10		0.00	^1,5		3.73		3.73		0.00			(5.13	)		(5.13	)		81.70		5.36			1.04	²		0.00	⁶		131.6		1.93

2018		73.52		(0.00	)^1,5		17.48		17.48		0.00			(7.90	)		(7.90	)		83.10		25.88			1.04	²		(0.00	)⁶		107.4		2.92

2017		68.42		(0.11	)¹		12.85		12.74		0.00			(7.64	)		(7.64	)		73.52		20.79			1.05	²		(0.15	)		12.5		3.32

2016⁷		60.02		(0.15	)¹		8.55		8.40		0.00			0.00			0.00			68.42		14.00	³		1.05	^2,4		(0.33	)⁴		2.3		4.68

¹	Based on average shares outstanding.

²	Interest expense rounds to less than 0.01%.

³	Not Annualized.

⁴	Annualized.

⁵	Less than $0.01 per share.

⁶	Less than 0.01%.

⁷	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


See Notes to Financial Statements.		47


Baron Investment Funds		September 30, 2019

FINANCIAL HIGHLIGHTS (Continued)

BARON SMALL CAP FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:													Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on Investment ($)			Total from investment operations ($)			Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		33.68		(0.27	)¹		(1.36	)		(1.63	)		0.00		(2.61	)		(2.61	)		29.44		(4.17	)		1.31			(0.95	)		1,451.9		13.44

2018		30.64		(0.32	)¹		7.21			6.89			0.00		(3.85	)		(3.85	)		33.68		25.00			1.30			(1.05	)		1,831.3		14.19

2017		30.59		(0.04	)¹		5.77			5.73			0.00		(5.68	)		(5.68	)		30.64		22.45			1.31	⁵		(0.15	)		1,730.3		28.95

2016		30.34		(0.18	)¹		3.84			3.66			0.00		(3.41	)		(3.41	)		30.59		12.89			1.32	⁵		(0.64	)		1,826.3		10.25

2015		33.68		(0.21	)¹		(1.10	)		(1.31	)		0.00		(2.03	)		(2.03	)		30.34		(4.32	)		1.30			(0.61	)		2,601.4		14.66

2014		32.83		(0.01	)¹		2.14			2.13			0.00		(1.28	)		(1.28	)		33.68		6.52			1.30			(0.04	)		3,192.8		16.41

2013		26.14		(0.12	)¹		7.61			7.49			0.00		(0.80	)		(0.80	)		32.83		29.51			1.31			(0.42	)		3,626.1		20.35

2012		20.84		(0.19	)¹		5.96			5.77			0.00		(0.47	)		(0.47	)		26.14		28.09			1.31			(0.76	)		3,081.8		28.02

2011		20.90		(0.15	)¹		0.09	²		(0.06	)		0.00		0.00			0.00			20.84		(0.29	)		1.31			(0.63	)		2,842.0		32.81

2010		17.96		(0.06	)¹		3.00			2.94			0.00		0.00			0.00			20.90		16.37			1.31			(0.30	)		3,032.0		27.22

INSTITUTIONAL SHARES

Year Ended September 30,

2019		34.95		(0.21	)¹		(1.39	)		(1.60	)		0.00		(2.61	)		(2.61	)		30.74		(3.91	)		1.05			(0.69	)		2,267.3		13.44

2018		31.58		(0.25	)¹		7.47			7.22			0.00		(3.85	)		(3.85	)		34.95		25.33			1.04			(0.79	)		2,696.7		14.19

2017		31.29		0.02	¹		5.95			5.97			0.00		(5.68	)		(5.68	)		31.58		22.76			1.05	⁵		0.06			2,404.6		28.95

2016		30.88		(0.12	)¹		3.94			3.82			0.00		(3.41	)		(3.41	)		31.29		13.21			1.06	⁵		(0.41	)		1,680.7		10.25

2015		34.16		(0.13	)¹		(1.12	)		(1.25	)		0.00		(2.03	)		(2.03	)		30.88		(4.08	)		1.04			(0.37	)		1,923.2		14.66

2014		33.20		0.06	¹		2.18			2.24			0.00		(1.28	)		(1.28	)		34.16		6.79			1.04			0.18			2,057.4		16.41

2013		26.36		(0.05	)¹		7.69			7.64			0.00		(0.80	)		(0.80	)		33.20		29.85			1.05			(0.16	)		1,775.7		20.35

2012		20.96		(0.13	)¹		6.00			5.87			0.00		(0.47	)		(0.47	)		26.36		28.41			1.05			(0.53	)		1,111.0		28.02

2011		20.97		(0.10	)¹		0.09	²		(0.01	)		0.00		0.00			0.00			20.96		(0.05	)		1.06			(0.42	)		518.6		32.81

2010		17.97		(0.03	)¹		3.03			3.00			0.00		0.00			0.00			20.97		16.69			1.06			(0.15	)		261.1		27.22

R6 SHARES

Year Ended September 30,

2019		34.94		(0.21	)¹		(1.39	)		(1.60	)		0.00		(2.61	)		(2.61	)		30.73		(3.91	)		1.05			(0.70	)		161.9		13.44

2018		31.57		(0.26	)¹		7.48			7.22			0.00		(3.85	)		(3.85	)		34.94		25.34			1.05			(0.82	)		155.2		14.19

2017		31.29		(0.08	)¹		6.04			5.96			0.00		(5.68	)		(5.68	)		31.57		22.72			1.06	⁵		(0.28	)		101.8		28.95

2016⁶		26.06		(0.17	)¹		5.40			5.23			0.00		0.00			0.00			31.29		20.07	³		1.06	^4,5		(0.85	)⁴		3.7		10.25

¹	Based on average shares outstanding.

²	The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales and redemptions of Fund shares in relation to fluctuating market values of investments of the Fund.

³	Not Annualized.

⁴	Annualized.

⁵	Interest expense rounds to less than 0.01%.

⁶	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


48		See Notes to Financial Statements.


September 30, 2019		Baron Investment Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON OPPORTUNITY FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:																Ratios to Average Net Assets:						Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)			Total from investment operations ($)			Net investment income ($)		Net realized gain on investments ($)			Total distributions ($)			Redemption fee			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		22.02		(0.22	)¹		0.66			0.44			0.00		(0.93	)		(0.93	)		0.00			21.53		2.51			1.34	⁴		(1.07	)		302.6		37.10

2018		18.53		(0.22	)¹		6.36			6.14			0.00		(2.65	)		(2.65	)		0.00			22.02		37.41			1.37	⁴		(1.13	)		363.6		23.97

2017		16.87		(0.20	)¹		3.75			3.55			0.00		(1.89	)		(1.89	)		0.00			18.53		24.32			1.41	⁴		(1.18	)		201.4		32.62

2016		17.12		(0.13	)¹		1.70			1.57			0.00		(1.82	)		(1.82	)		0.00			16.87		9.19			1.41	⁴		(0.83	)		207.0		32.38

2015		18.61		(0.21	)¹		(0.25	)		(0.46	)		0.00		(1.03	)		(1.03	)		0.00			17.12		(2.70	)		1.38	⁴		(1.10	)		232.2		41.87

2014		19.26		(0.24	)¹		0.79			0.55			0.00		(1.20	)		(1.20	)		0.00			18.61		2.87	³		1.35			(1.24	)		331.2		63.40

2013		15.61		(0.17	)¹		4.06			3.89			0.00		(0.24	)		(0.24	)		0.00			19.26		25.39			1.37			(1.02	)		359.9		70.44

2012		12.83		(0.17	)¹		2.95			2.78			0.00		0.00			0.00			0.00			15.61		21.67			1.39			(1.16	)		332.4		88.56

2011		12.76		(0.16	)¹		0.23			0.07			0.00		0.00			0.00			0.00			12.83		0.55			1.41			(1.11	)		240.4		65.43

2010		10.61		(0.13	)¹		2.28			2.15			0.00		0.00			0.00			0.00	²		12.76		20.26			1.44			(1.08	)		214.4		76.44

INSTITUTIONAL SHARES

Year Ended September 30,

2019		22.83		(0.18	)¹		0.70			0.52			0.00		(0.93	)		(0.93	)		0.00			22.42		2.78			1.09	⁴		(0.82	)		94.4		37.10

2018		19.08		(0.18	)¹		6.58			6.40			0.00		(2.65	)		(2.65	)		0.00			22.83		37.73			1.11	⁴		(0.88	)		96.4		23.97

2017		17.27		(0.16	)¹		3.86			3.70			0.00		(1.89	)		(1.89	)		0.00			19.08		24.65			1.14	⁴		(0.92	)		51.7		32.62

2016		17.45		(0.08	)¹		1.72			1.64			0.00		(1.82	)		(1.82	)		0.00			17.27		9.44			1.13	⁴		(0.46	)		43.3		32.38

2015		18.89		(0.16	)¹		(0.25	)		(0.41	)		0.00		(1.03	)		(1.03	)		0.00			17.45		(2.38	)		1.10	⁴		(0.84	)		91.7		41.87

2014		19.49		(0.19	)¹		0.79			0.60			0.00		(1.20	)		(1.20	)		0.00			18.89		3.10	³		1.08			(0.97	)		109.4		63.40

2013		15.75		(0.13	)¹		4.11			3.98			0.00		(0.24	)		(0.24	)		0.00			19.49		25.74			1.11			(0.79	)		101.3		70.44

2012		12.91		(0.13	)¹		2.97			2.84			0.00		0.00			0.00			0.00			15.75		22.00			1.13			(0.90	)		62.5		88.56

2011		12.80		(0.12	)¹		0.23			0.11			0.00		0.00			0.00			0.00			12.91		0.86			1.14			(0.84	)		35.5		65.43

2010		10.62		(0.10	)¹		2.28			2.18			0.00		0.00			0.00			0.00	²		12.80		20.53			1.18			(0.83	)		25.5		76.44

R6 SHARES

Year Ended September 30,

2019		22.86		(0.18	)¹		0.70			0.52			0.00		(0.93	)		(0.93	)		0.00			22.45		2.78			1.08	⁴		(0.81	)		14.5		37.10

2018		19.09		(0.17	)¹		6.59			6.42			0.00		(2.65	)		(2.65	)		0.00			22.86		37.83			1.09	⁴		(0.82	)		14.0		23.97

2017		17.28		(0.16	)¹		3.86			3.70			0.00		(1.89	)		(1.89	)		0.00			19.09		24.64			1.12	⁴		(0.89	)		1.0		32.62

2016⁷		16.88		(0.02	)¹		0.42			0.40			0.00		0.00			0.00			0.00			17.28		2.37	⁵		1.12	^4,6		(1.25	)⁶		0.5		32.38

¹	Based on average shares outstanding.

²	Less than $0.01 per share.

³	The Adviser made a voluntary payment to the Fund in the amount of $140,762 to compensate the Fund for a loss incurred due to a trade processing error. The impact of this payment increased the Fund’s total return by 0.03%.

⁴	Interest expense rounds to less than 0.01%.

⁵	Not Annualized.

⁶	Annualized.

⁷	For the period August 31, 2016 (initial offering of R6 Shares) to September 30, 2016.


See Notes to Financial Statements.		49


Baron Investment Funds		September 30, 2019

FINANCIAL HIGHLIGHTS (Continued)

BARON FIFTH AVENUE GROWTH FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:													Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)			Total from investment operations ($)			Net investment income ($)			Net realized gain on investments ($)		Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		31.02		0.07	¹		1.01			1.08			0.00			0.00		0.00			32.10		3.48	²		1.06			(0.06	)		1.00			0.23			115.5		21.24

2018		24.04		(0.17	)¹		7.15			6.98			0.00			0.00		0.00			31.02		29.03	²		1.09			(0.08	)		1.01			(0.61	)		132.2		8.81

2017		19.35		(0.11	)¹		4.80			4.69			0.00			0.00		0.00			24.04		24.24	²		1.12	³		(0.02	)		1.10			(0.50	)		87.5		13.94

2016		16.91		(0.08	)¹		2.52			2.44			0.00			0.00		0.00			19.35		14.43	²		1.26			(0.04	)		1.22			(0.43	)		73.5		19.30

2015		16.83		(0.09	)¹		0.17	⁶		0.08			0.00			0.00		0.00			16.91		0.48	²		1.32			(0.02	)		1.30			(0.49	)		71.5		14.54

2014		14.42		(0.05	)¹		2.46			2.41			0.00			0.00		0.00			16.83		16.71	²		1.37			(0.07	)		1.30			(0.29	)		53.2		16.84

2013		11.83		0.02	¹		2.57			2.59			0.00			0.00		0.00			14.42		21.89	²		1.47			(0.17	)		1.30			0.14			47.8		22.91

2012		8.98		(0.03	)¹		2.88			2.85			0.00			0.00		0.00			11.83		31.74	²		1.55			(0.25	)		1.30			(0.30	)		34.8		79.07

2011		9.21		(0.06	)¹		(0.17	)		(0.23	)		0.00			0.00		0.00			8.98		(2.50	)²		1.59			(0.29	)		1.30			(0.55	)		23.4		75.36

2010		8.60		(0.03	)¹		0.66			0.63			(0.02	)		0.00		(0.02	)		9.21		7.38	²		1.62			(0.25	)		1.37			(0.32	)		29.0		57.67

INSTITUTIONAL SHARES

Year Ended September 30,

2019		31.62		0.17	¹		1.01			1.18			0.00			0.00		0.00			32.80		3.73	²		0.80			(0.05	)		0.75			0.56			170.4		21.24

2018		24.44		(0.10	)¹		7.28			7.18			0.00			0.00		0.00			31.62		29.38	²		0.82			(0.06	)		0.76			(0.36	)		152.2		8.81

2017		19.62		(0.05	)¹		4.87			4.82			0.00			0.00		0.00			24.44		24.57			0.84	³		0.00			0.84			(0.24	)		89.5		13.94

2016		17.10		(0.03	)¹		2.55			2.52			0.00			0.00		0.00			19.62		14.74	²		0.98			(0.01	)		0.97			(0.19	)		81.9		19.30

2015		17.00		(0.04	)¹		0.16	⁶		0.12			(0.02	)		0.00		(0.02	)		17.10		0.72			1.04			0.00			1.04			(0.23	)		74.7		14.54

2014		14.53		(0.01	)¹		2.48			2.47			0.00			0.00		0.00			17.00		17.00	²		1.08			(0.03	)		1.05			(0.08	)		56.0		16.84

2013		11.89		0.05	¹		2.59			2.64			0.00			0.00		0.00			14.53		22.20	²		1.18			(0.13	)		1.05			0.36			33.8		22.91

2012		9.00		(0.01	)¹		2.90			2.89			0.00			0.00		0.00			11.89		32.11	²		1.26			(0.21	)		1.05			(0.05	)		18.9		79.07

2011		9.21		(0.03	)¹		(0.18	)		(0.21	)		0.00			0.00		0.00			9.00		(2.28	)²		1.31			(0.26	)		1.05			(0.30	)		10.2		75.36

2010		8.61		(0.01	)¹		0.66			0.65			(0.05	)		0.00		(0.05	)		9.21		7.59	²		1.35			(0.24	)		1.11			(0.07	)		10.4		57.67

R6 SHARES

Year Ended September 30,

2019		31.63		0.17	¹		1.01			1.18			0.00			0.00		0.00			32.81		3.73	²		0.79			(0.04	)		0.75			0.54			22.5		21.24

2018		24.45		(0.11	)¹		7.29			7.18			0.00			0.00		0.00			31.63		29.37	²		0.80			(0.05	)		0.75			(0.37	)		21.4		8.81

2017		19.63		(0.06	)¹		4.88			4.82			0.00			0.00		0.00			24.45		24.55			0.84	³		0.00			0.84			(0.27	)		4.7		13.94

2016⁷		17.03		(0.05	)¹		2.65			2.60			0.00			0.00		0.00			19.63		15.27	^2,4		0.85	⁵		(0.01	)⁵		0.84	⁵		(0.37	)⁵		1.4		19.30

¹	Based on average shares outstanding.

²	The total returns would have been lower had certain expenses not been reduced during the period shown.

³	Interest expense rounds to less than 0.01%.

⁴	Not Annualized.

⁵	Annualized.

⁶	The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales and redemptions of Fund shares in relation to fluctuating market values of investments of the Fund.

⁷	For the period January 29, 2016 (initial offering of R6 Shares) to September 30, 2016.


50		See Notes to Financial Statements.


September 30, 2019		Baron Investment Funds

FINANCIAL HIGHLIGHTS (Continued)

BARON DISCOVERY FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:									Less distributions to shareholders from:														Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income (loss) ($)			Net realized and unrealized gain (loss) on investments ($)			Total from investment operations ($)			Net investment income ($)			Net realized gain on investments ($)			Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (loss) (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		23.77		(0.22	)¹		(2.64	)		(2.86	)		0.00			(1.50	)		(1.50	)		19.41		(11.93	)³		1.36			(0.01	)		1.35			(1.10	)		122.7		55.94

2018		17.56		0.09	¹		6.13			6.22			(0.01	)		0.00			(0.01	)		23.77		35.41	³		1.40	⁸		(0.05	)		1.35			0.45			108.2		72.25

2017		13.40		(0.17	)¹		4.33			4.16			0.00			0.00			0.00			17.56		31.04	³		1.47			(0.12	)		1.35			(1.11	)		131.2		40.97

2016		11.13		0.16	¹		2.38			2.54			0.00			(0.27	)		(0.27	)		13.40		23.24	³		1.88			(0.53	)		1.35			1.38			18.6		90.74

2015		11.68		(0.13	)¹		(0.42	)		(0.55	)		0.00			0.00			0.00			11.13		(4.71	)^3,4		1.57			(0.22	)		1.35			(0.97	)		19.9		114.82

2014		10.00		(0.10	)¹		1.78	²		1.68			0.00			0.00			0.00			11.68		16.80	³		2.16			(0.81	)		1.35			(0.85	)		16.6		109.40

INSTITUTIONAL SHARES

Year Ended September 30,

2019		24.03		(0.18	)¹		(2.67	)		(2.85	)		0.00			(1.50	)		(1.50	)		19.68		(11.75	)		1.10			0.00			1.10			(0.88	)		409.4		55.94

2018		17.74		0.01	¹		6.32			6.33			(0.04	)		0.00			(0.04	)		24.03		35.74	³		1.12	⁸		(0.02	)		1.10			0.05			280.2		72.25

2017		13.50		(0.13	)¹		4.37			4.24			0.00			0.00			0.00			17.74		31.41	³		1.23			(0.13	)		1.10			(0.85	)		113.6		40.97

2016		11.19		0.12	¹		2.46			2.58			0.00			(0.27	)		(0.27	)		13.50		23.47	³		1.49			(0.39	)		1.10			1.06			22.8		90.74

2015		11.71		(0.10	)¹		(0.42	)		(0.52	)		0.00			0.00			0.00			11.19		(4.44	)^3,4		1.25			(0.15	)		1.10			(0.72	)		53.9		114.82

2014		10.00		(0.08	)¹		1.79	²		1.71			0.00			0.00			0.00			11.71		17.10	³		1.91			(0.81	)		1.10			(0.64	)		48.7		109.40

R6 SHARES

Year Ended September 30,

2019		24.03		(0.18	)¹		(2.67	)		(2.85	)		0.00			(1.50	)		(1.50	)		19.68		(11.75	)		1.09			0.00			1.09			(0.88	)		6.8		55.94

2018		17.74		0.03	¹		6.30			6.33			(0.04	)		0.00			(0.04	)		24.03		35.75	³		1.10	⁸		(0.01	)		1.09			0.15			5.6		72.25

2017		13.50		(0.12	)¹		4.36			4.24			0.00			0.00			0.00			17.74		31.41	³		1.22			(0.13	)		1.09			(0.79	)		3.2		40.97

2016⁵		12.89		(0.01	)¹		0.62			0.61			0.00			0.00			0.00			13.50		4.73	^3,6		1.48	⁷		(0.39	)⁷		1.09	⁷		(0.66	)⁷		2.0		90.74

¹	Based on average shares outstanding.

²	The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of sales and redemptions of Fund shares in relation to fluctuating market values of investments of the Fund.

³	The total returns would have been lower had certain expenses not been reduced during the period shown.

⁴	The Adviser made a voluntary payment to the Fund in the amount of $1,000 to compensate the Fund for a loss incurred due to a trade processing error. The impact of this payment increased the Fund’s total return by less than 0.01%.

⁵	For the period August 31, 2016 (initial offering of R6 Shares) to September 30, 2016.

⁶	Not Annualized.

⁷	Annualized.

⁸	Interest expense rounds to less than 0.01%.


See Notes to Financial Statements.		51


Baron Investment Funds		September 30, 2019

FINANCIAL HIGHLIGHTS (Continued)

BARON DURABLE ADVANTAGE FUND

Selected data for a share outstanding throughout each year:



			Income (loss) from investment operations:							Less distributions to shareholders from:													Ratios to Average Net Assets:												Supplemental Data:

	Net asset value, beginning of year ($)		Net investment income ($)			Net realized and unrealized gain (loss) on investments ($)		Total from investment operations ($)		Net investment income ($)			Net realized gain on investments ($)		Total distributions ($)			Net asset value, end of year ($)		Total return (%)			Operating expenses (%)			Less: Reimbursement of expenses by Adviser (%)			Net operating expenses (%)			Net investment income (%)			Net assets (in millions), end of year ($)		Portfolio turnover rate (%)

RETAIL SHARES

Year Ended September 30,

2019		10.74		0.03	¹		1.03		1.06		(0.03	)		0.00		(0.03	)		11.77		9.97	²		6.22			(5.27	)		0.95			0.25			1.9		13.23

Period Ended September 30,

2018⁵		10.00		0.01	¹		0.73		0.74		0.00			0.00		0.00			10.74		7.40	^2,3		7.45	⁴		(6.50	)⁴		0.95	⁴		0.19	⁴		0.6		5.85	³

INSTITUTIONAL SHARES

Year Ended September 30,

2019		10.76		0.06	¹		1.03		1.09		(0.03	)		0.00		(0.03	)		11.82		10.23	²		4.91			(4.21	)		0.70			0.52			4.7		13.23

Period Ended September 30,

2018⁵		10.00		0.04	¹		0.72		0.76		0.00			0.00		0.00			10.76		7.60	^2,3		5.71	⁴		(5.01	)⁴		0.70	⁴		0.46	⁴		3.0		5.85	³

R6 SHARES

Year Ended September 30,

2019		10.75		0.06	¹		1.04		1.10		(0.03	)		0.00		(0.03	)		11.82		10.34	²		4.65			(3.95	)		0.70			0.53			0.5		13.23

Period Ended September 30,

2018⁵		10.00		0.04	¹		0.71		0.75		0.00			0.00		0.00			10.75		7.50	^2,3		5.24	⁴		(4.54	)⁴		0.70	⁴		0.46	⁴		0.4		5.85	³

¹	Based on average shares outstanding.

²	The total returns would have been lower had certain expenses not been reduced during the period shown.

³	Not Annualized.

⁴	Annualized.

⁵	For the period January 2, 2018 (commencement of operations) to September 30, 2018.


52		See Notes to Financial Statements.


September 30, 2019		Baron Funds

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of Baron Investment Funds Trust and Shareholders of

Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund and Baron Durable Advantage Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the statements of net assets, of each of the Funds indicated in the table below (constituting the Baron Investment Funds Trust, hereafter collectively referred to as the “Funds”) as of September 30, 2019, the related statements of operations and of changes in net assets for each of the periods indicated in the table below, including the related notes, and financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of September 30, 2019, the results of each of their operations and the changes in each of their net assets for each of the periods indicated in the table below and each of the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Baron Asset Fund

Baron Growth Fund

Baron Small Cap Fund

Baron Opportunity Fund

Baron Fifth Avenue Growth Fund

Baron Discovery Fund

Statements of operations for the year ended September 30, 2019 and the statements of changes in net assets for each of the two years in the period ended September 30, 2019

Baron Durable Advantage Fund

Statement of operations for the year ended September 30, 2019 and the statements of changes in net assets for the year ended September 30, 2019 and for the period January 2, 2018 (commencement of operations) through September 30, 2018

Basis for Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of September 30, 2019 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

LOGO

PricewaterhouseCoopers LLP

New York, New York

November 25, 2019

We have served as the auditor of one or more investment companies in the Baron group of funds since 1987.


Baron Funds		September 30, 2019

TAX INFORMATION (Unaudited)

The federal tax status of distributions paid by the Funds during the year ended September 30, 2019 are listed below.

During the fiscal year ended September 30, 2019, the Funds’ distributions to shareholders included:



Fund	Ordinary Income^1,3		Long-Term Capital Gains^2,3

Baron Asset Fund		—	$	211,479,374

Baron Growth Fund		—		430,003,177

Baron Small Cap Fund		—		351,005,399

Baron Opportunity Fund		—		19,401,893

Baron Fifth Avenue Growth Fund		—		—

Baron Discovery Fund		370,619		25,930,763

Baron Durable Advantage Fund		13,002		—

¹	For tax purposes, short-term capital gains are considered ordinary income distributions.

²	Long-term capital gains are subject to a maximum allowable rate of 20% for individuals pursuant to The Tax Cuts and Jobs Act of 2017.

³	Under the Patient Protection and Affordable Care Act, higher income taxpayers must pay a 3.8% additional tax on net investment income.

Of the total ordinary income distributions paid by Baron Discovery Fund and Baron Durable Advantage Fund, 100.00% and 100.00%, respectively, is qualified dividend income subject to a reduced tax rate and 100.00% and 100.00%, respectively, qualifies for the corporate dividends received deduction.

The information and distributions reported may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2019. The information necessary to complete your income tax return for the calendar year ending December 31, 2019 will be listed on the Form 1099-DIV, which will be mailed to you in January 2020.


September 30, 2019		Baron Funds

FUND EXPENSES (Unaudited)

As a shareholder of the Funds, you may incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include advisory fees, distribution and service (12b-1) fees and other Fund expenses. Due to the payment of Rule 12b-1 fees, long-term shareholders may indirectly pay more than the maximum permitted front-end sales charge. The information on this page is intended to help you understand your ongoing costs of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The information in the following table is based on an investment of $1,000 invested on April 1, 2019 and held for the six months ended September 30, 2019.

ACTUAL EXPENSES

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading titled “Expenses Paid During the Period”.

BASED ON ACTUAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2019¹



	Actual Total Return			Beginning Account Value April 1, 2019		Ending Account Value September 30, 2019			Annualized Expense Ratio			Expenses Paid During the Period²
Baron Asset Fund — Retail Shares		7.18	%	$	1,000.00	$	1,071.80			1.31	%	$	6.80
Baron Asset Fund — Institutional Shares		7.34	%	$	1,000.00	$	1,073.40			1.05	%	$	5.46
Baron Asset Fund — R6 Shares		7.32	%	$	1,000.00	$	1,073.20			1.05	%	$	5.46
Baron Growth Fund — Retail Shares		6.14	%	$	1,000.00	$	1,061.40			1.29	%	$	6.67
Baron Growth Fund — Institutional Shares		6.28	%	$	1,000.00	$	1,062.80			1.03	%	$	5.33
Baron Growth Fund — R6 Shares		6.28	%	$	1,000.00	$	1,062.80			1.04	%	$	5.38
Baron Small Cap Fund — Retail Shares		(0.07	)%	$	1,000.00	$	999.30			1.30	%	$	6.52
Baron Small Cap Fund — Institutional Shares		0.03	%	$	1,000.00	$	1,000.30			1.05	%	$	5.27
Baron Small Cap Fund — R6 Shares		0.03	%	$	1,000.00	$	1,000.30			1.05	%	$	5.27
Baron Opportunity Fund — Retail Shares		1.27	%	$	1,000.00	$	1,012.70			1.33	%	$	6.71
Baron Opportunity Fund — Institutional Shares		1.36	%	$	1,000.00	$	1,013.60			1.08	%	$	5.45
Baron Opportunity Fund — R6 Shares		1.40	%	$	1,000.00	$	1,014.00			1.07	%	$	5.40
Baron Fifth Avenue Growth Fund — Retail Shares		5.04	%	$	1,000.00	$	1,050.40	³		1.00	%⁴	$	5.14
Baron Fifth Avenue Growth Fund — Institutional Shares		5.16	%	$	1,000.00	$	1,051.60	³		0.75	%⁴	$	3.86
Baron Fifth Avenue Growth Fund — R6 Shares		5.16	%	$	1,000.00	$	1,051.60	³		0.75	%⁴	$	3.86
Baron Discovery Fund — Retail Shares		(3.91	)%	$	1,000.00	$	960.90	³		1.35	%⁴	$	6.64
Baron Discovery Fund — Institutional Shares		(3.81	)%	$	1,000.00	$	961.90			1.09	%	$	5.36
Baron Discovery Fund — R6 Shares		(3.81	)%	$	1,000.00	$	961.90			1.09	%	$	5.36
Baron Durable Advantage Fund — Retail Shares		11.25	%	$	1,000.00	$	1,112.50	³		0.95	%⁴	$	5.03
Baron Durable Advantage Fund — Institutional Shares		11.40	%	$	1,000.00	$	1,114.00	³		0.70	%⁴	$	3.71
Baron Durable Advantage Fund — R6 Shares		11.40	%	$	1,000.00	$	1,114.00	³		0.70	%⁴	$	3.71

¹	Assumes reinvestment of all dividends and capital gain distributions, if any.

²	Expenses are equal to each share class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 365.

³	Ending account value assumes the return earned after waiver and would have been lower if a portion of the expenses had not been waived.

⁴	Annualized expense ratios are adjusted to reflect fee waiver.


Baron Funds		September 30, 2019

FUND EXPENSES (Unaudited) (Continued)

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account values and expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical example relating to the Funds with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that expenses shown in the table below are meant to highlight your ongoing costs and do not reflect any transactional costs, such as redemption fees, if any. Therefore, the table is useful in comparing ongoing costs only and will not help you determine your relative total costs of owning different mutual funds. In addition, if these transactional costs were included, your costs would have been higher.

BASED ON HYPOTHETICAL TOTAL RETURN FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2019



	Hypothetical Annualized Total Return			Beginning Account Value April 1, 2019		Ending Account Value September 30, 2019			Annualized Expense Ratio			Expenses Paid During the Period²
Baron Asset Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.50			1.31	%	$	6.63
Baron Asset Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Asset Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Growth Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.60			1.29	%	$	6.53
Baron Growth Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.90			1.03	%	$	5.22
Baron Growth Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.85			1.04	%	$	5.27
Baron Small Cap Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.55			1.30	%	$	6.58
Baron Small Cap Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Small Cap Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.80			1.05	%	$	5.32
Baron Opportunity Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.40			1.33	%	$	6.73
Baron Opportunity Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.65			1.08	%	$	5.47
Baron Opportunity Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.70			1.07	%	$	5.42
Baron Fifth Avenue Growth Fund — Retail Shares		5.00	%	$	1,000.00	$	1,020.05	³		1.00	%⁴	$	5.06
Baron Fifth Avenue Growth Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,021.31	³		0.75	%⁴	$	3.80
Baron Fifth Avenue Growth Fund — R6 Shares		5.00	%	$	1,000.00	$	1,021.31	³		0.75	%⁴	$	3.80
Baron Discovery Fund — Retail Shares		5.00	%	$	1,000.00	$	1,018.30	³		1.35	%⁴	$	6.83
Baron Discovery Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,019.60			1.09	%	$	5.52
Baron Discovery Fund — R6 Shares		5.00	%	$	1,000.00	$	1,019.60			1.09	%	$	5.52
Baron Durable Advantage Fund — Retail Shares		5.00	%	$	1,000.00	$	1,020.31	³		0.95	%⁴	$	4.81
Baron Durable Advantage Fund — Institutional Shares		5.00	%	$	1,000.00	$	1,021.56	³		0.70	%⁴	$	3.55
Baron Durable Advantage Fund — R6 Shares		5.00	%	$	1,000.00	$	1,021.56	³		0.70	%⁴	$	3.55

¹	Assumes reinvestment of all dividends and capital gain distributions, if any.

²	Expenses are equal to each share class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 365.

³	Ending account value assumes the return earned after waiver and would have been lower if a portion of the expenses had not been waived.

⁴	Annualized expense ratios are adjusted to reflect fee waiver.


September 30, 2019		Baron Funds

DISCLOSURE REGARDING THE APPROVAL OF THE INVESTMENT ADVISORY AGREEMENTS FOR THE FUNDS BY THE BOARD OF TRUSTEES (Unaudited)

The Board of Trustees (the “Board”) of Baron Investment Funds Trust (the “Trust”) met on May 23, 2019 to discuss the selection of BAMCO, Inc. (the “Adviser”) as the investment adviser and the approval of the investment advisory agreements for Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund, Baron Discovery Fund, and Baron Durable Advantage Fund (each, a “Fund” and collectively, the “Funds”). The members of the Board who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Trust (the “Independent Trustees”) met in a separate session to discuss and consider the renewal of the investment advisory agreements for the Funds. Representatives of Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, provided reports to the Board and attended the Board meeting. The Trustees received a substantial amount of information from the Adviser and from Broadridge, and were advised by independent legal counsel. Based on its evaluation of this and other information, the Board, including a majority of the Independent Trustees, approved the continuation of the investment advisory agreements for the Funds for an additionalone-year period.

In reaching its determination, the Board considered various factors that it deemed relevant, including the factors listed below.

1. NATURE, EXTENT AND QUALITY OF SERVICES

As part of their consideration of the nature, extent and quality of services provided by the Adviser, the Independent Trustees considered the information provided, including their experience and knowledge gained from their service as Trustees and their experience generally, including the following, which they had considered in past years and remained, in their thinking, material to their consideration:

•

Their confidence in the senior personnel, portfolio management, the financial condition of the Adviser and its affiliates and the Adviser’s available resources;

•

The nature, extent and quality of the services provided by the Adviser, including: intensive devotion to research, selection of broker/dealers for Fund portfolio transactions, relationships with and supervision of third party service providers, such as the Funds’ custodian and transfer agent, the quality of shareholder reports, the ability to monitor adherence to investment guidelines and restrictions, the legal, accounting and compliance services provided to the Funds and the support services provided to the Board;

•

The Adviser’s investment principles and processes and the historical performance of the Funds as compared to similar funds managed by other advisers and other funds managed by the Adviser over comparable periods;

•

The advisory fees, total expense ratios of the Funds and comparisons to similar funds managed by other advisers over comparable periods. They observed that, for most of the Funds, while the advisory fee was comparatively higher, the net operating expenses paid by the Funds (total expense ratio) were within the range of those of the funds in their respective peer groups; and

•

Additional services provided by the Adviser.

Based on the considerations as described above, the Board concluded that the nature, extent and quality of the services the Adviser provides to each Fund, including performance consistent with its investing principles as discussed below, supported approval of the investment advisory agreement for each Fund.

2. INVESTMENT PERFORMANCE OF THE FUNDS AND THE ADVISER

As part of its consideration of the investment performance of the Funds and the Adviser, the Board took into account the analyses performed by and discussed with representatives of Broadridge. The Board considered for each Fund, among other information, Broadridge’s comparisons of the expense ratio and contractual advisory fee with those of peer group (comparable) funds selected by Broadridge and Morningstar category medians. The Board also considered, among other performance information, Broadridge’s comparisons of each Fund’s annualized total return and related risk metrics overone-, three- and five-year periods, where applicable, against peer group funds and Morningstar category medians. After considering all the information, the Board concluded that the Adviser continued to invest in accordance with its long-standing principles and that each Fund’s performance remained consistent with expectations for the Adviser’s investment style, in light of recent market conditions.

3. COSTS OF SERVICES PROVIDED AND PROFITS TO BE REALIZED BY THE ADVISER

The Board considered comparisons of the advisory fees charged and services provided by the Adviser and its investment adviser affiliate tosub-advised accounts and separately managed accounts. The Board considered that, while the advisory fees for the other clients are the same as, or lower than, the fees for the Funds, the Adviser or its affiliate performs significantly fewer services for those clients compared with those provided by the Adviser to the Funds. The Board also considered a profitability analysis prepared by the Adviser and discussed with the representatives of the Adviser that the Adviser has continued to invest in quality personnel, systems and facilities, and otherwise continued to invest in its business, irrespective of fund flows.

The Board also considered benefits that accrue to the Adviser and its affiliates from their relationship with the Funds. The Board considered the costs of portfolio management, including the types of investments made for the Funds, the personnel and systems necessary for implementation of investment strategies, and thepre-tax profits realized by the Adviser and its affiliates from their relationship with the Funds.

The Board concluded that the advisory fee for each Fund was supportable in light of the services provided as discussed at this meeting.

4. ECONOMIES OF SCALE AND BENEFITS TO INVESTORS

The Board considered the extent to which each Fund’s advisory fee reflected economies of scale for the benefit of Fund shareholders, appreciating that the economies of scale analysis is predicated on generally predictable increasing assets and noting the small size of certain Funds and the significant fluctuation in assets in recent years. The Board considered that small- andmid-cap investment strategies require more attention by the Adviser than a strategy that involves other types of investing, particularly as asset size increases. The Board considered that the Adviser was continuing to grow and upgrade its staff and invest in its business. The Board members reiterated their intention to continue to consider the extent of economies of scale, asset growth and the Adviser’s plans to invest further to support the Funds.

After due consideration of the above-enumerated factors and other factors it deemed relevant, the Board, including a majority of the Independent Trustees, approved the continuance of each Fund’s investment advisory agreement.


Baron Funds		September 30, 2019

MANAGEMENT OF THE FUNDS (Unaudited)

Board of Trustees and Officers.

Trustees of the Trust, together with information as to their positions with the Trust, principal occupations and other board memberships and affiliations for the past five years, are shown below. Each Trustee serves as Trustee of the Trust until its termination; until the Trustee’s retirement, resignation or death; or as otherwise specified in the Trust’s organizational documents. Unless otherwise noted, the address of each Officer and Trustee is Baron Investment Funds Trust, 767 Fifth Avenue, 49th Floor, New York, NY 10153. All Trustees listed below, whether Interested or Independent, serve as Trustees for the Trust. Additional information about the Trustees and Officers of the Trust can be found in the Trust’s Statement of Additional Information (the “SAI”) which may be obtained without charge by writing or calling1-800-99BARON. The SAI is also available on the Baron Funds^® website, www.BaronFunds.com.



Name, Address & Age	Position(s) Held With the Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Interested Trustees

Ronald Baron^(1),(2) 767 Fifth Avenue New York, NY 10153 Age: 75	Chief Executive Officer, Chief Investment Officer, Trustee and Portfolio Manager	32 years	Director, Chairman, CEO and CIO: the Firm* (1982-Present); Trustee: Baron Investment Funds Trust (1987-Present); Trustee: Baron Select Funds (2003-Present); Portfolio Manager: Baron USA Partners Fund, Ltd. (2003-Present).	17	None

Linda S. Martinson^(1),(2) 767 Fifth Avenue New York, NY 10153 Age: 63	Chairman, President, Chief Operating Officer and Trustee	32 years	Director: the Firm* (2003-Present); Secretary: the Firm* (1997-2008); President: the Firm* (2007-Present); Chief Operating Officer: the Firm (2006-Present); Chairman (2010-Present), President (2007-Present), Trustee (1987-Present): Baron Investment Funds Trust; Chairman (2010-Present), President (2007-Present), Trustee (2003-Present): Baron Select Funds; Director: Baron USA Partners Fund, Ltd. (2006-Present).	17	None
Independent Trustees

Norman S. Edelcup^(3),(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 83	Trustee	32 years	Mayor (2003-2015): Sunny Isles Beach, Florida; Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present).	17	Director: CompX International, Inc. (diversified manufacturer of engineered components) (2006-2016); Director: Valhi, Inc. (diversified company) (1975-2016).

Thomas J. Folliard^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 54	Trustee	1 year	Non-Executive Chair of the Board: CarMax, Inc. (2016-Present); President and Chief Executive Officer: CarMax, Inc. (2006-2016); Trustee: Baron Investment Funds Trust (2017-Present), Baron Select Funds (2017-Present).	17	Director: PulteGroup, Inc. (2012-Present)

Harold W. Milner^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 84	Trustee	32 years	Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present).	17	None

Raymond Noveck^(3),(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 75	Lead Trustee	32 years	Private Investor (1999-Present); Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present).	17	None

Anita Rosenberg^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 54	Trustee	5 years	Advisory Board Member: Impala Capital Management, LLC (2014-Present); Advisory Board Member: ValueAct Capital, LLC (2014-Present); Senior Advisor: Magnetar Capital (2011-2012); Trustee: Baron Investment Funds Trust, Baron Select Funds (2013-Present).	17	Director: Golub Capital BDC, Inc. (2011-Present).


September 30, 2019		Baron Funds

MANAGEMENT OF THE FUNDS (Unaudited) (Continued)



Name, Address & Age	Position(s) Held With the Funds	Term of Office and Length of Time Served	Principal Occupation(s) During the Past Five Years	Number of Portfolios in Fund Complex Overseen by Trustee	Other Directorships Held by Trustee
Independent Trustees (continued)

David A. Silverman, MD^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 68	Trustee	32 years	Physician and Faculty: New York University School of Medicine (1976-Present); Trustee: Baron Investment Funds Trust (1987-Present), Baron Select Funds (2003-Present).	17	None

Alex Yemenidjian^(4),(5) 767 Fifth Avenue New York, NY 10153 Age: 62	Trustee	13 years	Chairman and CEO: Tropicana Las Vegas (gaming) (2009-2015); Chairman and CEO: Armenco Holdings, LLC (investment company) (2005-Present); Managing Partner: Armenco Capital LLC (investment company) (2013-Present); Trustee: Baron Investment Funds Trust (2006-Present), Baron Select Funds (2006-Present).	17	Director: Guess?, Inc. (2005-Present); Director: Regal Entertainment Group (2005-Present).
Additional Officers of the Funds

Louis Beasley 767 Fifth Avenue New York, NY 10153 Age: 48	Vice President and Chief Compliance Officer	4 years	Chief Compliance Officer: Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management Inc., Baron Investment Funds Trust, Baron Select Funds, Baron USA Partners Fund, Ltd (2014-Present); Vice President: the Firm* (2014-Present); Principal and Director of Investment Management Compliance and Risk Management: Bessemer Trust (2006-2014).	N/A	N/A

Clifford Greenberg 767 Fifth Avenue New York, NY 10153 Age: 59	Senior Vice President	22 years	Director and Senior Vice President: the Firm*; Senior Vice President: Baron Investment Funds Trust, Baron Select Funds; Portfolio Manager: Baron Small Cap Fund.	N/A	N/A

Patrick M. Patalino 767 Fifth Avenue New York, NY 10153 Age: 50	Vice President, General Counsel and Secretary	11 years	Vice President, General Counsel and Secretary: the Firm*, Baron Investment Funds Trust, Baron Select Funds; General Counsel: Baron USA Partners Fund, Ltd.	N/A	N/A

Andrew Peck 767 Fifth Avenue New York, NY 10153 Age: 49	Senior Vice President	16 years	Senior Vice President: the Firm*, Baron Investment Funds Trust, Baron Select Funds; Portfolio Manager: Baron Asset Fund.	N/A	N/A

Peggy C. Wong 767 Fifth Avenue New York, NY 10153 Age: 57	Treasurer and Chief Financial Officer	32 years	Chief Financial Officer and Treasurer: the Firm*, Baron Investment Funds Trust, Baron Select Funds.	N/A	N/A

*	The “Firm” means BCG along with its subsidiaries BCI, Baron Capital Management, Inc. and BAMCO.

⁽¹⁾	Trustees deemed to be “Interested Trustees” by reason of their employment with the Adviser and BCI.

⁽²⁾	Members of the Executive Committee, which is empowered to exercise all of the powers, including the power to declare dividends, of the full Board when the full Board is not in session.

⁽³⁾	Members of the Audit Committee.

⁽⁴⁾	Members of the Nominating Committee.

⁽⁵⁾	Members of the Independent Committee.

Privacy Notice

The Funds collect nonpublic personal information about you from the following sources:

∎

Information we receive from you on applications or other forms;

∎

Information about your transactions with us, our Adviser or others; and

∎

Information we receive from third parties, such as credit reporting agencies.

“Nonpublic personal information” is private information about you that we obtain in connection with providing a financial product or service to you.

We may share your name and address with other Baron Funds and the Adviser and its affiliates for the purpose of sending you information about our products that we believe may be of interest to you and informing you of our upcoming Baron Investment Conference and for sending required information.

We do not disclose any nonpublic personal information about our customers to anyone, except as permitted or required by law. Examples of permitted disclosures under the law include sharing with companies that work for us to provide you services, such as the Transfer Agent or mailing house. All such companies that act on our behalf are contractually obligated to keep the information that we provide to them confidential and to use the information only to provide the services that we have asked them to perform for you and us.

We restrict access to nonpublic information about you to those employees who need to know that information to provide products or services to you. We maintain physical, electronic and procedural safeguards to guard your nonpublic personal information.

This privacy notice is also available at all times on the Baron Funds^® website, www.BaronFunds.com or by calling 1-800-99BARON.

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LOGO

767 Fifth Avenue, 49^th Fl.

New York, NY 10153

1.800.99.BARON

212-583-2000

www.BaronFunds.com

LOGO

SEPTEMBER 30

Item 2.

Code of Ethics.

The Registrant has adopted a Code of Ethics for Principal Executive and Senior Financial Officers (the “Code”). Upon request, the Registrant will provide a copy of the Code to any person without charge. To obtain a copy of the Code, please send your request to info@Baronfunds.com or call1-800-99BARON(1-800-992-2766).

Item 3.

Audit Committee Financial Expert.

The Registrant’s Board of Trustees has determined that the Registrant has two audit committee financial experts serving on its Audit Committee, Norman S. Edelcup and Raymond Noveck. Both Mr. Edelcup and Mr. Noveck are “independent” for purposes of Item 3(a)(2) of FormN-CSR.

Item 4.

Principal Accountant Fees and Services.

The following table shows the fees paid to PricewaterhouseCoopers, LLP, the Registrant’s principal accounting firm during the fiscal years ended September 30, 2019 and September 30, 2018:

(a)	Audit Fees: for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings or engagements:


	2019		2018
Baron Investment Funds Trust	$	312,060	$	272,200

(b)	Audit-Related Fees: for assurance and related services that are reasonably related to the performance of the audit and are not included as Audit Fees:


	2019		2018
Baron Investment Funds Trust	$	0	$	0

(c)	Tax Fees: for professional services rendered for tax compliance, tax advice and tax planning:


	2019		2018
Baron Investment Funds Trust	$	109,973	$	110,350

The Tax Fees represent services provided in connection with the preparation of tax returns andyear-end distribution review.

(d)	All Other Fees: for products and services provided by such accounting firm that are not included in (a), (b) or (c) above:


	2019		2018
Baron Investment Funds Trust	$	0	$	0

e) Audit CommitteePre-Approval Policies and Procedures: (i) Pursuant to paragraph (c)(7) of Rule2-01 of RegulationS-X and to its charter, the Audit Committee shallpre-approve all audit andnon-audit services provided by the independent auditors and in connection therewith to review and evaluate the qualifications, independence and performance of the Fund’s independent auditors; (ii) 100% of the services described in each of items 4(b) through 4(d) were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) ofRule 2-01 of RegulationS-X.

(f) Not Applicable.

(g) The aggregatenon-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including anysub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and

any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for the last two fiscal years is as follows:


2019:	$	30,500
2018:	$	30,500

Item 5.

Audit Committee of Listed Registrants.

The Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the Audit Committee are Norman S. Edelcup and Raymond Noveck.

Item 6.

Schedule of Investments.

Included herein under Item 1.

Item 7.

Disclosure of Proxy Voting Policies and Procedures forClosed-End Management Investment Companies.

Not applicable.

Item 8.

Portfolio Managers ofClosed-End Management Investment Companies.

Not applicable.

Item 9.

Purchases of Equity Securities byClosed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10.

Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11.

Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule30a-3(d) under the 1940 Act) that occurred during the Registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12.

Exhibits.

(a)(1) Not applicable.

(a) (2) Certification of each of the principal executive officers and principal financial officers of the Registrant as required byRule 30a-2 under the Act (17 CFR270.30a-2) is attached hereto as a part ofEX-99.CERT.

(b) Certification of each of the principal executive officers and principal financial officers of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto as a part ofEX-99.906CERT.

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.


BARON INVESTMENT FUNDS TRUST

By:		/s/ Ronald Baron
		Ronald Baron
		Chief Executive Officer

Date:		December 5, 2019

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/ Ronald Baron
		Ronald Baron
		Chief Executive Officer

Date:		December 5, 2019

By:		/s/ Peggy Wong
		Peggy Wong
		Treasurer and Chief Financial Officer

Date:		December 5, 2019

BARON INVESTMENT FUNDS TRUST N-CSRCertified annual shareholder report (management investment company)