Ab Portfolios N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-05088

THE AB PORTFOLIOS

(Exact name of registrant as specified in charter)

1345 Avenue of the Americas, New York, New York 10105

(Address of principal executive offices) (Zip code)

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 221-5672

Date of fiscal year end: August 31, 2023

Date of reporting period: February 28, 2023

ITEM 1. REPORTS TO STOCKHOLDERS.

FEB    ^02.28.23

SEMI-ANNUAL REPORT

AB ALL MARKET TOTAL RETURN PORTFOLIO

Investment Products Offered •  Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We’re pleased to provide this report for the AB All Market Total Return Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

⁺  Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

⁺  Applying differentiated investment insights through a connected global research network

⁺  Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

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SEMI-ANNUAL REPORT

April 5, 2023

This report provides management’s discussion of fund performance for the AB All Market Total Return Portfolio for the semi-annual reporting period ended February 28, 2023.

The Fund’s investment objective is to achieve the highest total return consistent with the Adviser’s determination of reasonable risk.

NAV RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	6 Months		12 Months
AB ALL MARKET TOTAL RETURN PORTFOLIO
Class A Shares		-2.08%		-12.51%
Class C Shares		-2.43%		-13.20%
Advisor Class Shares1		-1.93%		-12.30%
Class R Shares1		-2.29%		-12.84%
Class K Shares1		-2.11%		-12.60%
Class I Shares1		-2.00%		-12.37%
Primary Benchmark: MSCI ACWI (net)		3.32%		-8.26%
Bloomberg Global Aggregate Bond Index (USD hedged)		-1.59%		-7.97%

1 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its primary benchmark, the Morgan Stanley Capital International All Country World Index (“MSCI ACWI”) (net), and the Bloomberg Global Aggregate Bond Index (USD hedged) for the six- and 12-month periods ended February 28, 2023.

All share classes of the Fund underperformed the primary benchmark and the Bloomberg Global Aggregate Bond Index (USD hedged) for the six-month period, before sales charges. Relative to the primary benchmark, overall allocation to equities and alternatives detracted, while allocation to fixed-income assets contributed. Security selection within fixed income was negative, while selection within equities and alternatives was positive.

During the 12-month period, all share classes of the Fund underperformed the primary benchmark and the Bloomberg Global Aggregate Bond Index

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(USD hedged), before sales charges. Relative to the primary benchmark, overall allocation to fixed income and alternatives detracted, while allocation to equities contributed. Security selection within fixed income was negative, while selection within equities and alternatives was positive.

The Fund used derivatives for hedging and investment purposes. During both periods, futures, interest rate swaps, total return swaps and variance swaps detracted from absolute performance, while credit default swaps added. Currency forwards detracted for the six-month period and added for the 12-month period. During the 12-month period, inflation Consumer Price Index swaps, purchased swaptions and written options detracted, while written swaptions added.

MARKET REVIEW AND INVESTMENT STRATEGY

US and international stocks rose, while emerging-market stocks declined during the six-month period ended February 28, 2023. In response to persistently high inflation, central banks—led by the US Federal Reserve (the “Fed”)—continued to rapidly tighten monetary policy, which elevated investor concern about slowing economic growth and the likelihood of a recession. Following a series of aggressive rate hikes, the Fed downshifted to a 0.25% increase but reiterated its higher-for-longer conviction, which dampened investor sentiment. Toward the end of the period, easing supply chain pressures and more favorable economic data indicated that inflation was cooling, and markets rallied on optimism that a recession might be avoided. But stocks gave back some gains after unexpectedly strong global economic data created uncertainty around the strength of the disinflationary process and raised concern that key central banks would keep interest rates higher for longer than expected. Within large-cap markets, value-oriented stocks rose and significantly outperformed growth-oriented stocks, which declined as rising interest rates had pressured growth stocks more throughout most of the period. Small-cap stocks outperformed large-cap stocks on a relative basis, but both rose in absolute terms.

Fixed-income government bond market yields varied during the period as investors adjusted their expectations for inflation, growth and central bank tightening announcements. Most major developed-market central banks continued to aggressively tighten monetary policy by raising short-term interest rates and ending bond purchases to combat high and persistent inflation. Developed-market government bond returns fell the most in the UK and Germany, declined the least in Japan, and rose in Australia and Canada. Securitized assets generally outperformed treasury markets. In credit-risk sectors, investment-grade corporate bonds fell, but they outperformed global treasuries by a wide margin and outperformed respective treasury markets in the eurozone and the US. Global developed-market high-yield corporate bonds had positive returns and significantly outperformed developed-market treasuries. Emerging-market local-currency bonds led credit sector returns with strong results, as the US dollar was

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mixed against developed- and emerging-market currencies. Emerging-market hard-currency sovereign bonds and corporate bonds hedged to the US dollar had positive returns and materially outperformed developed-market treasuries. Hard-currency high-yield emerging-market bonds had positive returns and outperformed investment-grade emerging-market debt, which declined. Brent crude oil prices fell sharply on global growth concerns and reduced demand.

The Fund’s Senior Investment Management Team (the “Team”) strives to provide the highest total return consistent with reasonable risk. The Team’s global multi-asset strategy focuses on growth and defensively managing market volatility. The Team utilizes a rigorous quantitative research toolset with fundamental expertise across all regions and markets.

INVESTMENT POLICIES

The Adviser allocates the Fund’s investments primarily among a number of asset classes, including equity securities, fixed-income securities, and a number of alternative asset classes and alternative investment strategies. The Fund pursues a global strategy, typically investing in securities of issuers located in the United States and in other countries throughout the world, including emerging-market countries. Under normal circumstances, at least 40% of the Fund’s net assets will be invested in securities of non-US issuers.

The Fund’s investments in equity securities of issuers consist primarily of securities of large-capitalization companies, but include securities of small- and mid-capitalization companies to a lesser extent, and include derivatives related to equity securities. In selecting equity securities for the Fund, the Adviser uses fundamental and quantitative analysis with the goal of generating returns primarily from security selection rather than price movements in equity securities generally. Fixed-income securities include corporate and sovereign debt securities as well as interest rate derivatives and credit derivatives such as credit default swaps. Fixed-income securities also include debt securities with lower credit ratings (commonly known as “junk bonds”). In selecting fixed-income securities for the Fund, the Adviser attempts to take advantage of inefficiencies that it believes exist in the global fixed-income markets. These inefficiencies arise from investor behavior, market complexity and the investment limitations to which investors are subject.

Alternative investments include various instruments, the returns on which are expected to have low correlation with returns on equity and fixed-income securities, such as commodities and related derivatives,

(continued on next page)

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real estate-related securities and inflation-indexed securities. Alternative investment strategies that may be pursued by the Fund directly or indirectly through investment in other registered investment companies include (i) long/short equity strategies through which the Fund takes long positions in certain securities in the expectation that they will increase in value and takes short positions in other securities in the expectation that they will decrease in value; (ii) strategies that consider macroeconomic and technical factors to identify and exploit opportunities across global asset classes; and (iii) event-driven strategies that invest in the securities of companies that are expected to become the subject of major corporate events and companies in which an active role in company management has been taken or sought by a third-party investor.

The Adviser adjusts the Fund’s asset class exposure utilizing both fundamental analysis and the Adviser’s Dynamic Asset Allocation (“DAA”) approach. DAA comprises a series of analytical and forecasting tools employed by the Adviser to gauge fluctuations in the risk/return profile of various asset classes. DAA seeks to adjust the Fund’s investment exposure in changing market conditions and thereby reduce overall portfolio volatility by mitigating the effects of market fluctuations, while preserving consistent long-term return potential. For example, the Adviser may seek to reduce the Fund’s risk exposure to one or more asset classes when DAA suggests that market risks relevant to those asset classes are rising but return opportunities are declining. In addition to merely increasing or decreasing asset class exposure by buying or selling securities of that asset class, the Adviser may pursue DAA implementation for the Fund by utilizing derivatives.

The Adviser intends to utilize a variety of derivatives in its management of the Fund. As noted above, the Adviser may use derivatives to gain exposure to various asset classes, and may cause the Fund to enter into derivatives in making the adjustments called for by DAA. As a result of the use of derivatives, the Fund will frequently be leveraged, with net investment exposure substantially in excess of net assets.

While the Fund may seek to gain exposure to physical commodities traded in the commodities markets through investments in a variety of derivative instruments, the Adviser expects that the Fund seeks to gain such exposure to commodities and commodities-related instruments and derivatives primarily through investments in AB All Market Total Return Portfolio (Cayman), Ltd., a wholly owned subsidiary of the Fund organized under the laws of the Cayman Islands (the “Subsidiary”). The Subsidiary is advised by the Adviser and has the same investment objective and substantially similar investment policies

(continued on next page)

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and restrictions as the Fund except that the Subsidiary, unlike the Fund, may invest, without limitation, in commodities and commodities-related instruments. The Fund is subject to the risks associated with the commodities, derivatives and other instruments in which the Subsidiary invests, to the extent of its investment in the Subsidiary. The Fund limits its investment in the Subsidiary to no more than 25% of its total assets. Investment in the Subsidiary is expected to provide the Fund with commodity exposure within the limitations of federal tax requirements that apply to the Fund.

Currency exchange rate fluctuations can have a dramatic impact on returns. The Fund’s foreign currency exposures will come from investment in securities priced or denominated in foreign currencies and from direct holdings in foreign currencies and currency-related derivatives. The Adviser may seek to hedge all or a portion of the currency exposure resulting from Fund investments or decide not to hedge this exposure. The Adviser may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives.

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DISCLOSURES AND RISKS

Benchmark Disclosure

All indices are unmanaged and do not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI ACWI (net, free float-adjusted, market capitalization weighted) represents the equity market performance of developed and emerging markets. The Bloomberg Global Aggregate Bond Index (USD hedged) represents the performance of global investment-grade developed fixed-income markets, hedged to the US dollar. MSCI makes no express or implied warranties or representations, and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indices, any securities or financial products. This report is not approved, reviewed or produced by MSCI. Net returns include the reinvestment of dividends after deduction of non-US withholding tax. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Allocation Risk: The allocation of investments among different investment styles, such as equity or debt, growth or value, US or non-US securities, or diversification strategies, may have a more significant effect on the Fund’s net asset value (“NAV”) when one of these investments is performing more poorly than another.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to a higher probability that an issuer will default or fail to meet its payment obligations.

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DISCLOSURES AND RISKS (continued)

High-Yield Debt Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Interest-Rate Risk: Changes in interest rates will affect the value of the Fund’s investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The Fund may be subject to a greater risk of rising interest rates than would normally be the case due to the end of a recent period of historically low rates and the effect of potential central bank monetary policy, and government fiscal policy, initiatives and resulting market reactions to those initiatives.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Alternative Investments Risk: Many alternative investments can be volatile and may be illiquid. Their performance may have little correlation with the performance of equity or fixed-income markets, and they may not perform in accordance with expectations.

Capitalization Risk: Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small-capitalization companies may have additional risks because these companies have limited product lines, markets or financial resources.

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DISCLOSURES AND RISKS (continued)

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, which could cause the Fund to suffer a (potentially unlimited) loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Commodity Risk: Investing in commodities and commodity-linked derivative instruments may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

Subsidiary Risk: By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary. The derivatives and other investments held by the Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and, unless otherwise noted in the prospectus, is not subject to all of the investor protections of the 1940 Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are managed by the Adviser, making it unlikely the Subsidiary will take actions contrary to the interests of the Fund or its shareholders. In addition, changes in federal tax laws applicable to the Fund or interpretations thereof could limit the Fund’s ability to gain exposure to commodities investments through investments in the Subsidiary.

Short Sale Risk: The Fund is subject to short sale risk because it may engage in short sales either directly or indirectly through investment in the Underlying Portfolio. Short sales involve the risk that the Fund or Underlying Portfolio will incur a loss by subsequently buying a security at a higher price than the price at which it sold the security. The amount of such loss is theoretically unlimited, as it will be based on the increase in value of the security sold short. In contrast, the risk of loss from a long position is

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DISCLOSURES AND RISKS (continued)

limited to the Fund’s or Underlying Portfolio’s investment in the security, because the price of the security cannot fall below zero. The Fund or Underlying Portfolio may not always be able to close out a short position on favorable terms.

Active Trading Risk: The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate may greatly exceed 100%. A higher rate of portfolio turnover increases transaction costs, which may negatively affect the Fund’s return. In addition, a high rate of portfolio turnover may result in substantial short-term gains, which may have adverse tax consequences for Fund shareholders.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.abfunds.com. The performance shown for periods prior to April 24, 2017, is based on the Fund’s prior principal strategies and may not be representative of the Fund’s performance under its current principal strategies.

All fees and expenses related to the operation of the Fund have been deducted. NAV returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares and a 1% 1-year contingent deferred sales charge for Class C shares. Returns for the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

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HISTORICAL PERFORMANCE

AVERAGE ANNUAL RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-12.51%		-16.22%
5 Years		1.50%		0.61%
10 Years		3.56%		3.11%
CLASS C SHARES
1 Year		-13.20%		-14.06%
5 Years		0.73%		0.73%
10 Years1		2.79%		2.79%
ADVISOR CLASS SHARES2
1 Year		-12.30%		-12.30%
5 Years		1.76%		1.76%
10 Years		3.83%		3.83%
CLASS R SHARES2
1 Year		-12.84%		-12.84%
5 Years		1.08%		1.08%
10 Years		3.14%		3.14%
CLASS K SHARES2
1 Year		-12.60%		-12.60%
5 Years		1.39%		1.39%
10 Years		3.46%		3.46%
CLASS I SHARES2
1 Year		-12.37%		-12.37%
5 Years		1.72%		1.72%
10 Years		3.80%		3.80%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.05%, 1.81%, 0.80%, 1.47%, 1.16% and 0.83% for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively, gross of any fee waivers or expense reimbursements. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 These share classes are offered at NAV to eligible investors and their SEC returns are the same as their NAV returns. Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

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HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-14.30%
5 Years		0.96%
10 Years		3.18%
CLASS C SHARES
1 Year		-12.08%
5 Years		1.08%
10 Years1		2.84%
ADVISOR CLASS SHARES2
1 Year		-10.26%
5 Years		2.10%
10 Years		3.89%
CLASS R SHARES2
1 Year		-10.83%
5 Years		1.43%
10 Years		3.20%
CLASS K SHARES2
1 Year		-10.59%
5 Years		1.74%
10 Years		3.52%
CLASS I SHARES2
1 Year		-10.29%
5 Years		2.07%
10 Years		3.86%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

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EXPENSE EXAMPLE

(unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

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EXPENSE EXAMPLE (continued)

	Beginning Account Value September 1, 2022		Ending Account Value February 28, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	979.20	$	5.30		1.08	%	$	5.40		1.10	%
Hypothetical**	$	1,000	$	1,019.44	$	5.41		1.08	%	$	5.51		1.10	%
Class C
Actual	$	1,000	$	975.70	$	9.01		1.84	%	$	9.11		1.86	%
Hypothetical**	$	1,000	$	1,015.67	$	9.20		1.84	%	$	9.30		1.86	%
Advisor Class
Actual	$	1,000	$	980.70	$	4.08		0.83	%	$	4.17		0.85	%
Hypothetical**	$	1,000	$	1,020.68	$	4.16		0.83	%	$	4.26		0.85	%
Class R
Actual	$	1,000	$	977.10	$	7.26		1.48	%	$	7.35		1.50	%
Hypothetical**	$	1,000	$	1,017.46	$	7.40		1.48	%	$	7.50		1.50	%
Class K
Actual	$	1,000	$	978.90	$	5.74		1.17	%	$	5.84		1.19	%
Hypothetical**	$	1,000	$	1,018.99	$	5.86		1.17	%	$	5.96		1.19	%
Class I
Actual	$	1,000	$	980.00	$	4.12		0.84	%	$	4.22		0.86	%
Hypothetical**	$	1,000	$	1,020.63	$	4.21		0.84	%	$	4.31		0.86	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

+ In connection with the Fund’s investments in affiliated/unaffiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated/unaffiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses of the affiliated underlying portfolios. The Fund’s total expenses are equal to the classes’ annualized expense ratio plus the Fund’s pro rata share of the weighted average expense ratio of the affiliated/unaffiliated underlying portfolios in which it invests, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

14    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

PORTFOLIO SUMMARY

February 28, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $469.0

1 The Fund’s security type breakdown is expressed as a percentage of total investments (excluding security lending collateral) and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” security type weightings represent 0.1% or less in the following types: Commercial Mortgage-Backed Securities, Emerging Markets–Treasuries, Mortgage Pass-Throughs, Rights and Warrants.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    15

PORTFOLIO SUMMARY (continued)

February 28, 2023 (unaudited)

1 The Fund’s country breakdown is expressed as a percentage of total investments (excluding security lending collateral) and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” country weightings represent 0.5% or less in the following: Angola, Argentina, Austria, Bahrain, Belgium, Brazil, Cayman Islands, Chile, Colombia, Dominican Republic, Ecuador, El Salvador, Finland, Gabon, Guatemala, Hong Kong, India, Indonesia, Italy, Ivory Coast, Jamaica, Lebanon, Luxembourg, Macau, Mexico, New Zealand, Nigeria, Norway, Oman, Panama, Peru, Portugal, Russia, Senegal, Singapore, South Africa, South Korea, Spain, Taiwan, Turkey, Ukraine, United Arab Emirates and Venezuela.

16    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS

February 28, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 55.3%
Information Technology – 14.1%
Communications Equipment – 0.1%
Juniper Networks, Inc.		12,614	$	388,259
Electronic Equipment, Instruments & Components – 1.3%
Amphenol Corp. – Class A		28,401		2,201,645
CDW Corp./DE		19,319		3,910,552
Ibiden Co., Ltd.(a)		2,600		89,184
				6,201,381
IT Services – 4.8%
Akamai Technologies, Inc.(b)		12,955		940,533
Amdocs Ltd.		2,879		263,745
Automatic Data Processing, Inc.		15,923		3,500,194
Black Knight, Inc.(b)		20,554		1,225,018
Capgemini SE		3,275		614,181
CGI, Inc.(b)		464		41,602
Cognizant Technology Solutions Corp. – Class A		24,688		1,546,209
Evo Payments, Inc. – Class A		4,683		158,520
Fidelity National Information Services, Inc.		7,808		494,793
Gartner, Inc.(b)		1,287		421,891
Genpact Ltd.		11,634		555,291
Kyndryl Holdings, Inc.(b)		765		12,003
Mastercard, Inc. – Class A		15,781		5,606,831
MoneyGram International, Inc.(b)		52,668		571,448
Otsuka Corp.		10,700		360,699
Paychex, Inc.		5,301		585,230
PayPal Holdings, Inc.(b)		15,411		1,134,250
VeriSign, Inc.(b)		4,213		829,245
Visa, Inc. – Class A		16,824		3,700,270
				22,561,953
Semiconductors & Semiconductor Equipment – 1.8%
Applied Materials, Inc.		9,662		1,122,242
Broadcom, Inc.		2,304		1,369,244
Enphase Energy, Inc.(b)		1,472		309,900
Infineon Technologies AG		18,987		671,691
KLA Corp.		1,847		700,715
Lam Research Corp.		970		471,430
Microchip Technology, Inc.		851		68,957
NVIDIA Corp.		1,382		320,845
QUALCOMM, Inc.		8,715		1,076,564
Silicon Motion Technology Corp. (ADR)		9,829		660,705

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    17

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Teradyne, Inc.		3,979	$	402,436
Tower Semiconductor Ltd.(b)		28,440		1,153,526
				8,328,255
Software – 4.8%
Adobe, Inc.(b)		2,096		678,999
Autodesk, Inc.		2,191		435,330
Cadence Design Systems, Inc.(b)		2,481		478,684
Constellation Software, Inc./Canada		482		828,764
Coupa Software, Inc.(b)(c)		8,100		656,100
CyberArk Software Ltd.(b)		2,856		413,463
Dropbox, Inc. – Class A(b)		17,192		350,717
ForgeRock, Inc. – Class A(a)(b)		29,063		594,048
Fortinet, Inc.		7,169		426,125
Gen Digital, Inc.		33,543		654,424
Intuit, Inc.		350		142,513
Microsoft Corp.		50,193		12,519,139
Monitronics International, Inc.(b)		2,239		– 0	–
Oracle Corp.		11,425		998,545
Sage Group PLC (The)		41,977		378,218
ServiceNow, Inc.(b)		1,161		501,749
VMware, Inc. – Class A(b)		16,198		1,783,886
Workday, Inc. – Class A(b)		2,492		462,191
Zoom Video Communications, Inc. – Class A(b)		1,459		108,827
				22,411,722
Technology Hardware, Storage & Peripherals – 1.3%
Apple, Inc.		28,058		4,136,030
Lumine Group, Inc.(b)(c)(d)(e)		1,446		17,338
NetApp, Inc.		1,554		100,311
Ricoh Co., Ltd.		49,700		386,116
Samsung Electronics Co., Ltd.		32,919		1,506,205
				6,146,000
				66,037,570
Health Care – 9.1%
Biotechnology – 1.0%
AbbVie, Inc.		9,558		1,470,977
Amgen, Inc.		914		211,737
Genmab A/S(b)		756		284,444
Gilead Sciences, Inc.		8,801		708,745
Horizon Therapeutics PLC(b)		15,259		1,670,708
Neurocrine Biosciences, Inc.(b)		1,392		143,515
Vertex Pharmaceuticals, Inc.(b)		301		87,377
				4,577,503

18    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Health Care Equipment & Supplies – 1.6%
Abbott Laboratories		24,709	$	2,513,399
Coloplast A/S – Class B		3,441		397,594
Cooper Cos., Inc. (The)		5,327		1,741,769
Dexcom, Inc.(b)		1,689		187,496
IDEXX Laboratories, Inc.(b)		304		143,865
Insulet Corp.(b)		473		130,718
Koninklijke Philips NV		33,771		551,372
Medtronic PLC		17,024		1,409,587
NuVasive, Inc.(b)		7,503		324,355
Zimmer Biomet Holdings, Inc.		3,379		418,557
				7,818,712
Health Care Providers & Services – 2.0%
Abiomed, Inc.(b)(c)(d)		3,960		– 0	–
AmerisourceBergen Corp.		2,599		404,300
Cardinal Health, Inc.		3,563		269,755
Centene Corp.(b)		11,983		819,638
CVS Health Corp.		2,568		214,531
Elevance Health, Inc.		4,755		2,233,281
Humana, Inc.		870		430,667
McKesson Corp.		2,889		1,010,601
Molina Healthcare, Inc.(b)		723		199,063
Oak Street Health, Inc.(b)		33,585		1,188,909
Signify Health, Inc. – Class A(b)		40,363		1,162,051
UnitedHealth Group, Inc.		2,806		1,335,487
				9,268,283
Health Care Technology – 0.3%
EMIS Group PLC		63,714		1,434,670
Life Sciences Tools & Services – 1.4%
Agilent Technologies, Inc.		2,860		406,034
Illumina, Inc.(b)		6,784		1,351,373
IQVIA Holdings, Inc.(b)		13,770		2,870,632
Mettler-Toledo International, Inc.(b)		59		84,589
Thermo Fisher Scientific, Inc.		2,276		1,233,046
Waters Corp.(b)		1,237		384,571
WuXi AppTec Co., Ltd. Class H(e)		14,200		151,499
				6,481,744
Pharmaceuticals – 2.8%
Chugai Pharmaceutical Co., Ltd.		11,600		288,579
Eli Lilly & Co.		3,083		959,491
Jazz Pharmaceuticals PLC(b)		342		48,017
Johnson & Johnson		2,410		369,356
Mallinckrodt PLC(b)		223		2,072

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    19

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Merck & Co., Inc.		9,387	$	997,275
Novo Nordisk A/S – Class B		13,490		1,905,533
Pfizer, Inc.		14,249		578,082
Roche Holding AG (BR)		617		191,135
Roche Holding AG (Genusschein)		7,619		2,196,854
Sanofi		23,728		2,218,526
Takeda Pharmaceutical Co., Ltd.		21,800		671,969
Zoetis, Inc.		15,628		2,609,876
				13,036,765
				42,617,677
Financials – 8.0%
Banks – 3.5%
ABN AMRO Bank NV(e)		39,326		693,953
Banco Bilbao Vizcaya Argentaria SA		64,578		501,967
Bank Leumi Le-Israel BM		68,887		535,564
BNP Paribas SA		16,843		1,177,513
Citigroup, Inc.		11,295		572,544
Commerzbank AG(b)		26,039		317,298
Commonwealth Bank of Australia		7,139		482,303
DBS Group Holdings Ltd.		14,600		370,418
First Horizon Corp.(b)		68,165		1,688,447
JPMorgan Chase & Co.		9,524		1,365,265
KBC Group NV		2,016		150,546
Lakeland Bancorp, Inc.		8,078		155,502
Mitsubishi UFJ Financial Group, Inc.		205,600		1,457,599
Nordea Bank Abp		43,783		554,828
Oversea-Chinese Banking Corp., Ltd.		65,900		619,361
Royal Bank of Canada		7,542		765,752
Skandinaviska Enskilda Banken AB – Class A		27,975		350,009
Societe Generale SA		15,339		442,063
Standard Chartered PLC		48,073		454,876
Swedbank AB – Class A		6,243		127,560
Toronto-Dominion Bank (The)(a)		9,643		642,042
Umpqua Holdings Corp.		91,853		1,622,124
Wells Fargo & Co.		26,014		1,216,675
				16,264,209
Capital Markets – 2.6%
Ameriprise Financial, Inc.		1,302		446,417
B3 SA – Brasil Bolsa Balcao		46,800		94,307
BlackRock, Inc.		724		499,147
Charles Schwab Corp. (The)		45,616		3,554,399
CME Group, Inc.		5,046		935,327
Cowen, Inc. – Class A		14,791		576,701
Euronext NV(e)		1,376		100,365
Goldman Sachs Group, Inc. (The)		8,183		2,877,552

20    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Houlihan Lokey, Inc.		4,697	$	449,503
Julius Baer Group Ltd.		20,288		1,345,051
London Stock Exchange Group PLC		4,250		379,192
Morgan Stanley		3,359		324,144
Raymond James Financial, Inc.		1,179		127,874
S&P Global, Inc.		1,000		341,200
Singapore Exchange Ltd.		43,300		279,647
				12,330,826
Consumer Finance – 0.2%
American Express Co.		5,545		964,775
Diversified Financial Services – 0.1%
Berkshire Hathaway, Inc. – Class B		580		177,004
Wendel SE		1,422		161,271
				338,275
Insurance – 1.5%
Admiral Group PLC		5,401		142,921
American International Group, Inc.		7,147		436,753
Aviva PLC		72,590		389,983
AXA SA		22,194		699,365
Everest Re Group Ltd.		1,174		450,781
Fidelity National Financial, Inc.		2,708		107,941
Gjensidige Forsikring ASA		6,465		114,591
Japan Post Holdings Co., Ltd.		48,400		430,237
Japan Post Insurance Co., Ltd.		22,400		388,916
Manulife Financial Corp.		22,581		446,490
Marsh & McLennan Cos., Inc.		4,171		676,286
NN Group NV		13,963		565,174
Principal Financial Group, Inc.		4,593		411,349
Progressive Corp. (The)		1,759		252,452
Prudential Financial, Inc.		3,847		384,700
Sampo Oyj – Class A		15,635		761,115
Willis Towers Watson PLC		2,114		495,437
				7,154,491
Mortgage Real Estate Investment Trusts (REITs) – 0.0%
Broadmark Realty Capital, Inc.		1,190		6,069
Thrifts & Mortgage Finance – 0.1%
Home Capital Group, Inc.		20,527		630,778
				37,689,423
Consumer Discretionary – 6.8%
Auto Components – 0.6%
Aisin Corp.		4,600		126,056
Aptiv PLC(b)		19,712		2,292,112

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    21

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
BorgWarner, Inc.		8,990	$	452,017
Energy Technology(b)(c)(d)		13		4,550
				2,874,735
Automobiles – 0.4%
IAA, Inc.(b)		32,719		1,338,534
Tesla, Inc.(b)		3,014		620,010
				1,958,544
Diversified Consumer Services – 0.1%
Service Corp. International/US(b)		8,617		581,906
Hotels, Restaurants & Leisure – 1.3%
Aramark		9,011		331,605
Caesars Entertainment, Inc.(b)		3,824		194,106
Compass Group PLC		34,618		799,738
Domino’s Pizza, Inc.		1,013		297,832
Evolution AB(e)		1,944		234,576
Expedia Group, Inc.(b)		2,904		316,449
Galaxy Entertainment Group Ltd.(a)		110,800		737,666
La Francaise des Jeux SAEM(e)		4,496		177,468
Marriott International, Inc./MD – Class A		2,599		439,855
Sodexo SA		4,023		372,601
Starbucks Corp.		14,183		1,447,942
Yum China Holdings, Inc.		13,993		821,809
				6,171,647
Household Durables – 0.2%
iRobot Corp.(b)		12,611		518,186
Open House Group Co., Ltd.		10,200		367,123
				885,309
Internet & Direct Marketing Retail – 1.5%
Alibaba Group Holding Ltd.(b)		51,300		563,861
Alibaba Group Holding Ltd. (Sponsored ADR)(b)		8,555		751,043
Amazon.com, Inc.(b)		49,197		4,635,834
Prosus NV(b)		5,201		372,855
ZOZO, Inc.		23,300		517,858
				6,841,451
Leisure Products – 0.1%
Bandai Namco Holdings, Inc.		5,600		346,030
BRP, Inc.		4,265		369,550
				715,580
Multiline Retail – 0.2%
ATD New Holdings, Inc.(b)(c)		2,609		169,585
Cie Financiere Richemont SA (REG)		3,227		487,588
Dollarama, Inc.		1,380		79,715
				736,888

22    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Specialty Retail – 1.4%
AutoZone, Inc.		541	$	1,345,218
Bath & Body Works, Inc.		8,951		365,827
Best Buy Co., Inc.		4,526		376,156
Home Depot, Inc. (The)		2,240		664,250
O’Reilly Automotive, Inc.(b)		831		689,813
TJX Cos., Inc. (The)		32,286		2,473,108
TravelCenters of America, Inc.(b)		6,572		554,348
				6,468,720
Textiles, Apparel & Luxury Goods – 1.0%
Kering SA		1,295		759,285
NIKE, Inc. – Class B		27,945		3,319,587
Pandora A/S		4,850		459,410
				4,538,282
				31,773,062
Industrials – 5.3%
Aerospace & Defense – 0.4%
Airbus SE		2,476		324,283
BAE Systems PLC		41,258		445,594
Dassault Aviation SA		933		160,393
Huntington Ingalls Industries, Inc.		1,845		397,044
Maxar Technologies, Inc.		30		1,545
Rheinmetall AG		1,149		292,050
				1,620,909
Air Freight & Logistics – 0.2%
Atlas Air Worldwide Holdings, Inc.		6,670		672,403
Expeditors International of Washington, Inc.		3,675		384,258
				1,056,661
Airlines – 0.4%
Deutsche Lufthansa AG (REG)(b)		38,302		396,838
Qantas Airways Ltd.(b)		51,407		221,102
Spirit Airlines, Inc.		57,213		1,048,142
				1,666,082
Building Products – 0.7%
Assa Abloy AB – Class B		11,753		285,995
Otis Worldwide Corp.		30,097		2,546,808
Owens Corning		4,162		407,002
				3,239,805
Commercial Services & Supplies – 0.3%
Cintas Corp.		348		152,588
Stericycle, Inc.(b)		30,093		1,434,834
				1,587,422

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    23

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Construction & Engineering – 0.1%
AECOM		3,184	$	274,970
Electrical Equipment – 0.2%
Eaton Corp. PLC		5,637		986,080
Hubbell, Inc.		590		148,409
				1,134,489
Machinery – 1.6%
Altra Industrial Motion Corp.		24,054		1,480,043
ANDRITZ AG		534		32,952
Atlas Copco AB – Class B		13,797		145,344
Caterpillar, Inc.		1,543		369,626
CNH Industrial NV		23,933		392,318
Cummins, Inc.		315		76,570
Dover Corp.		4,355		652,815
Evoqua Water Technologies Corp.(b)		13,315		646,576
Illinois Tool Works, Inc.		2,103		490,335
PACCAR, Inc.		5,926		427,857
Parker-Hannifin Corp.		2,608		917,625
Snap-on, Inc.		1,707		424,497
Volvo AB – Class A		6,171		128,467
Volvo AB – Class B		53,670		1,073,890
				7,258,915
Marine – 0.0%
SITC International Holdings Co., Ltd.		80,000		167,356
Professional Services – 0.7%
Booz Allen Hamilton Holding Corp.		3,446		326,439
Randstad NV		1,388		85,168
RELX PLC (Amsterdam)		31,775		958,914
RELX PLC (London)		17,551		529,259
Robert Half International, Inc.		5,150		415,193
Wolters Kluwer NV		7,359		851,933
				3,166,906
Road & Rail – 0.2%
Canadian National Railway Co.		4,037		459,795
CSX Corp.		21,822		665,352
				1,125,147
Trading Companies & Distributors – 0.3%
Fastenal Co.		8,599		443,364
Toyota Tsusho Corp.		3,900		159,056
United Rentals, Inc.		1,079		505,544
WW Grainger, Inc.		709		473,917
				1,581,881

24    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares			U.S. $ Value
Transportation Infrastructure – 0.2%
Atlas Corp.		47,850		$	734,976
					24,615,519
Communication Services – 3.7%
Diversified Telecommunication Services – 1.3%
BCE, Inc.		7,012			310,234
Charter Communications, Inc. – Class A(b)		193			70,949
Comcast Corp. – Class A		44,433			1,651,574
Deutsche Telekom AG (REG)		16,215			363,914
HKT Trust & HKT Ltd.		347,000			451,134
Intelsat Jackson Holdings SA(b)(c)(d)		346			– 0	–
Intelsat SA/Luxembourg(b)(c)		1,653			39,093
Liberty Global PLC – Class A(b)		12,299			252,006
Nippon Telegraph & Telephone Corp.		8,600			249,201
Shaw Communications, Inc. – Class B		57,964			1,679,236
Spark New Zealand Ltd.		118,016			364,383
Telstra Group Ltd.		280,158			782,758
					6,214,482
Entertainment – 1.1%
Activision Blizzard, Inc.		28,102			2,142,778
Electronic Arts, Inc.		17,450			1,935,903
Live Nation Entertainment, Inc.(b)		5,293			381,414
Ubisoft Entertainment SA(b)		4,280			93,839
Universal Music Group NV		30,049			707,994
					5,261,928
Interactive Media & Services – 1.2%
Alphabet, Inc. – Class A(b)		7,275			655,186
Alphabet, Inc. – Class C(b)		47,199			4,262,069
Auto Trader Group PLC(e)		38,243			273,517
Kakaku.com, Inc.(a)		15,600			232,373
Meta Platforms, Inc. – Class A(b)		523			91,494
Tencent Holdings Ltd.		5,200			228,428
					5,743,067
Media – 0.1%
DISH Network Corp. – Class A(b)		609			6,949
iHeartMedia, Inc. – Class A(b)		2,453			17,809
TEGNA, Inc.		14,345	��		249,603
					274,361
					17,493,838
Consumer Staples – 3.0%
Beverages – 1.5%
Asahi Group Holdings Ltd.		65,039			2,300,061
Coca-Cola Co. (The)		44,415			2,643,136
Constellation Brands, Inc. – Class A		6,977			1,560,755

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    25

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Heineken Holding NV		3,369	$	288,215
Keurig Dr Pepper, Inc.		4,694		162,178
				6,954,345
Food & Staples Retailing – 0.8%
Albertsons Cos., Inc. – Class A		55,712		1,107,555
George Weston Ltd.		3,055		382,743
Jeronimo Martins SGPS SA		16,591		340,546
Koninklijke Ahold Delhaize NV		30,450		966,844
Loblaw Cos., Ltd.		4,229		361,410
Progenics Pharmaceuticals, Inc.(b)(c)(d)		136,645		157,142
Sysco Corp.		1,681		125,352
Walmart, Inc.		1,688		239,915
				3,681,507
Food Products – 0.4%
Archer-Daniels-Midland Co.		5,270		419,492
Bunge Ltd.		4,274		408,167
Hershey Co. (The)		1,523		362,961
Lamb Weston Holdings, Inc.		4,196		422,286
Nestle SA (REG)		716		80,672
Salmar ASA		4,783		198,280
				1,891,858
Household Products – 0.2%
Colgate-Palmolive Co.		6,071		445,004
Kimberly-Clark Corp.		797		99,665
Procter & Gamble Co. (The)		2,433		334,684
Southeastern Grocers, Inc.(b)(c)(d)		8,714		196,065
				1,075,418
Tobacco – 0.1%
Imperial Brands PLC		16,332		393,458
Philip Morris International, Inc.		2,503		243,542
				637,000
				14,240,128
Energy – 1.7%
Energy Equipment & Services – 0.1%
CHC Group LLC(b)		1,138		1
Diamond Offshore Drilling, Inc.(b)		3,643		43,279
Halliburton Co.		7,213		261,327
				304,607
Oil, Gas & Consumable Fuels – 1.6%
Battalion Oil Corp.(b)		1		9
Berry Corp.		5,577		52,591
Cenovus Energy, Inc.		20,503		378,055
Cheniere Energy, Inc.		6,511		1,024,441
Chevron Corp.		534		85,851

26    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Civitas Resources, Inc.		493	$	34,594
Denbury, Inc.(b)		594		49,522
Equinor ASA		37,793		1,156,970
Exxon Mobil Corp.		2,337		256,860
HF Sinclair Corp.		7,008		348,438
Imperial Oil Ltd.		7,059		349,148
K201640219 South Africa Ltd. – Series A(b)(c)(d)		465,862		– 0	–
K201640219 South Africa Ltd. – Series B(b)(c)(d)		73,623		– 0	–
Marathon Petroleum Corp.		3,611		446,320
Repsol SA		25,560		404,227
SandRidge Energy, Inc.(b)		14		204
Shell PLC		89,939		2,724,106
Texas Pacific Land Corp.		196		348,917
Tourmaline Oil Corp.		1,052		46,104
				7,706,357
				8,010,964
Materials – 1.5%
Chemicals – 0.6%
Chr Hansen Holding A/S		8,846		613,258
Linde PLC		4,224		1,471,515
Mitsubishi Chemical Group Corp.		23,000		133,972
OCI NV		11,841		393,331
Sumitomo Chemical Co., Ltd.(a)		100,500		352,151
				2,964,227
Containers & Packaging – 0.0%
Westrock Co.		16		502
Metals & Mining – 0.8%
Antofagasta PLC		18,150		342,377
Artsonig Pty Ltd.(b)(c)(d)		51,133		– 0	–
BHP Group Ltd.		17,334		527,613
Fortescue Metals Group Ltd.		26,610		381,319
Mineral Resources Ltd.(a)		3,653		201,750
Rio Tinto Ltd.		3,908		305,426
Sabina Gold & Silver Corp.(b)		15,122		19,616
Steel Dynamics, Inc.		3,835		483,632
Teck Resources Ltd. – Class B		6,922		276,322
Yamana Gold, Inc.		279,387		1,424,874
				3,962,929
Paper & Forest Products – 0.1%
Resolute Forest Products, Inc.(b)		14,789		324,175
				7,251,833

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    27

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Company		Shares		U.S. $ Value
Real Estate – 1.1%
Equity Real Estate Investment Trusts (REITs) – 0.7%
American Tower Corp.			11,232	$	2,224,048
Link REIT(a)			25,456		167,538
Simon Property Group, Inc.			3,526		430,489
Stockland			46,392		119,504
Weyerhaeuser Co.			12,623		394,469
					3,336,048
Real Estate Management & Development – 0.4%
CBRE Group, Inc. – Class A(b)			17,452		1,485,864
Swire Pacific Ltd. – Class A			41,500		338,669
					1,824,533
					5,160,581
Utilities – 1.0%
Electric Utilities – 0.8%
American Electric Power Co., Inc.			4,316		379,678
Enel SpA			31,780		178,272
Iberdrola SA			56,532		648,050
NRG Energy, Inc.			12,107		396,988
PNM Resources, Inc.			34,082		1,670,018
Xcel Energy, Inc.			5,629		363,465
					3,636,471
Gas Utilities – 0.1%
Naturgy Energy Group SA(a)			9,256		254,629
UGI Corp.			10,343		385,070
					639,699
Multi-Utilities – 0.1%
NiSource, Inc.			14,660		402,124
					4,678,294
Total Common Stocks (cost $233,562,630)					259,568,889
		Principal Amount (000)
CORPORATES - NON-INVESTMENT GRADE – 5.8%
Industrial – 5.1%
Basic – 0.3%
Arconic Corp. 6.125%, 02/15/2028(e)	U.S.$		33		32,539
ASP Unifrax Holdings, Inc. 5.25%, 09/30/2028(e)			58		45,009

28    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
7.50%, 09/30/2029(e)	U.S.$		73	$	49,802
Big River Steel LLC/BRS Finance Corp. 6.625%, 01/31/2029(e)			102		99,570
Cleveland-Cliffs, Inc. 4.625%, 03/01/2029(e)			25		22,834
6.75%, 03/15/2026(e)			12		12,126
Crown Americas LLC/Crown Americas Capital Corp. VI 4.75%, 02/01/2026			20		19,271
CVR Partners LP/CVR Nitrogen Finance Corp. 6.125%, 06/15/2028(e)			64		57,427
Diamond BC BV 4.625%, 10/01/2029(a)(e)			10		8,103
Element Solutions, Inc. 3.875%, 09/01/2028(e)			91		78,836
ERP Iron Ore, LLC 1.00%, 12/31/2019(b)(c)(d)(f)(g)			12		8,102
FMG Resources (August 2006) Pty Ltd. 4.50%, 09/15/2027(e)			36		33,185
6.125%, 04/15/2032(e)			166		156,699
Graham Packaging Co., Inc. 7.125%, 08/15/2028(e)			28		24,250
INEOS Quattro Finance 1 PLC 3.75%, 07/15/2026(e)	EUR		149		135,866
Ingevity Corp. 3.875%, 11/01/2028(e)	U.S.$		10		8,575
Intelligent Packaging Holdco Issuer LP 9.00% (9.00% Cash or 9.75% PIK), 01/15/2026(e)(g)			52		37,409
Intelligent Packaging Ltd. Finco, Inc./Intelligent Packaging Ltd. Co-Issuer LLC 6.00%, 09/15/2028(e)			123		106,893
Magnetation LLC/Mag Finance Corp. 11.00%, 05/15/2018(b)(c)(d)(f)(h)			146		– 0	–
Mercer International, Inc. 5.125%, 02/01/2029			93		76,308
Sealed Air Corp. 6.125%, 02/01/2028(e)			28		27,573
Vibrantz Technologies, Inc. 9.00%, 02/15/2030(e)			234		182,801
WR Grace Holdings LLC 4.875%, 06/15/2027(e)			59		54,235
5.625%, 08/15/2029(e)			23		18,536
					1,295,949

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    29

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Capital Goods – 0.4%
ARD Finance SA 5.00% (5.00% Cash or 5.75% PIK), 06/30/2027(e)(g)	EUR		202	$	163,765
Ardagh Packaging Finance PLC/Ardagh Holdings USA, Inc. 2.125%, 08/15/2026(e)			218		198,932
Chart Industries, Inc. 7.50%, 01/01/2030(e)	U.S.$		45		45,689
Clean Harbors, Inc. 4.875%, 07/15/2027(e)			3		2,836
6.375%, 02/01/2031(e)			16		15,947
Eco Material Technologies, Inc. 7.875%, 01/31/2027(e)			121		116,007
Energizer Holdings, Inc. 4.75%, 06/15/2028(e)			33		28,798
EnerSys 4.375%, 12/15/2027(e)			100		91,506
Gates Global LLC/Gates Corp. 6.25%, 01/15/2026(e)			130		127,022
GFL Environmental, Inc. 5.125%, 12/15/2026(e)			15		14,385
Granite US Holdings Corp. 11.00%, 10/01/2027(a)(e)			54		56,891
Griffon Corp. 5.75%, 03/01/2028			10		9,207
Harsco Corp. 5.75%, 07/31/2027(e)			122		104,018
JELD-WEN, Inc. 4.625%, 12/15/2025(a)(e)			17		15,279
LSB Industries, Inc. 6.25%, 10/15/2028(e)			23		20,935
Madison IAQ LLC 5.875%, 06/30/2029(e)			207		165,082
Moog, Inc. 4.25%, 12/15/2027(e)			42		38,603
Stevens Holding Co., Inc. 6.125%, 10/01/2026(e)			18		18,281
TK Elevator Midco GmbH 4.375%, 07/15/2027(e)	EUR		201		192,286
TransDigm UK Holdings PLC 6.875%, 05/15/2026	U.S.$		265		259,517
TransDigm, Inc. 6.25%, 03/15/2026(e)			47		46,406
Triumph Group, Inc. 6.25%, 09/15/2024(e)			47		47,055
7.75%, 08/15/2025(a)			42		40,347

30    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
8.875%, 06/01/2024(e)	U.S.$		51	$	53,294
9.00%, 03/15/2028(e)			167		167,472
WESCO Distribution, Inc. 7.25%, 06/15/2028(e)			53		53,851
					2,093,411
Communications - Media – 0.7%
Advantage Sales & Marketing, Inc. 6.50%, 11/15/2028(e)			21		16,048
Altice Financing SA 5.75%, 08/15/2029(e)			279		228,599
AMC Networks, Inc. 4.25%, 02/15/2029			181		133,247
4.75%, 08/01/2025			109		103,099
Arches Buyer, Inc. 4.25%, 06/01/2028(e)			10		8,226
6.125%, 12/01/2028(a)(e)			39		32,094
Banijay Entertainment SASU 3.50%, 03/01/2025(e)	EUR		150		150,300
CCO Holdings LLC/CCO Holdings Capital Corp. 4.25%, 01/15/2034(e)	U.S.$		111		83,100
4.50%, 08/15/2030(e)			105		86,584
4.75%, 02/01/2032(e)			88		71,674
7.375%, 03/01/2031(e)			29		28,138
Clear Channel Outdoor Holdings, Inc. 5.125%, 08/15/2027(e)			35		31,241
CSC Holdings LLC 3.375%, 02/15/2031(e)			200		137,178
DISH DBS Corp. 5.125%, 06/01/2029			53		31,328
5.25%, 12/01/2026(e)			135		112,783
5.75%, 12/01/2028(e)			94		75,078
7.375%, 07/01/2028			98		67,064
DISH Network Corp. 3.375%, 08/15/2026(i)			56		35,788
Gray Escrow II, Inc. 5.375%, 11/15/2031(e)			129		95,782
Gray Television, Inc. 5.875%, 07/15/2026(e)			10		9,067
iHeartCommunications, Inc. 4.75%, 01/15/2028(e)			35		29,530
5.25%, 08/15/2027(e)			10		8,725
6.375%, 05/01/2026			22		20,663
8.375%, 05/01/2027(a)			137		120,117
Lamar Media Corp. 4.875%, 01/15/2029			4		3,715

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    31

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
LCPR Senior Secured Financing DAC 5.125%, 07/15/2029(e)	U.S.$		203	$	170,642
McGraw-Hill Education, Inc. 5.75%, 08/01/2028(e)			139		121,749
National CineMedia LLC 5.75%, 08/15/2026			33		643
5.875%, 04/15/2028(e)			67		21,062
Outfront Media Capital LLC/Outfront Media Capital Corp. 4.625%, 03/15/2030(e)			61		50,020
Scripps Escrow II, Inc. 3.875%, 01/15/2029(e)			6		4,780
Sinclair Television Group, Inc. 4.125%, 12/01/2030(e)			10		7,750
5.125%, 02/15/2027(a)(e)			150		131,280
5.50%, 03/01/2030(a)(e)			107		78,719
Sirius XM Radio, Inc. 3.875%, 09/01/2031(e)			116		90,216
4.00%, 07/15/2028(e)			302		258,461
Summer BC Holdco B SARL 5.75%, 10/31/2026(e)	EUR		150		140,871
TEGNA, Inc. 4.75%, 03/15/2026(e)	U.S.$		35		33,253
5.00%, 09/15/2029			110		97,801
Univision Communications, Inc. 6.625%, 06/01/2027(e)			144		137,241
7.375%, 06/30/2030(e)			25		23,720
Urban One, Inc. 7.375%, 02/01/2028(e)			203		180,810
					3,268,186
Communications - Telecommunications – 0.3%
Connect Finco SARL/Connect US Finco LLC 6.75%, 10/01/2026(e)			200		185,700
Consolidated Communications, Inc. 5.00%, 10/01/2028(e)			25		16,677
6.50%, 10/01/2028(a)(e)			164		118,205
Embarq Corp. 7.995%, 06/01/2036			180		78,235
Intelsat Jackson Holdings SA 5.50%, 08/01/2023(b)(c)(d)			177		– 0	–
Level 3 Financing, Inc. 4.25%, 07/01/2028(e)			29		19,779
4.625%, 09/15/2027(e)			63		47,069
Telecom Italia Capital SA 7.20%, 07/18/2036			105		92,456

32    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
United Group BV 3.625%, 02/15/2028(e)	EUR		108	$	87,158
4.00%, 11/15/2027(e)			299		249,883
4.625%, 08/15/2028(e)			191		160,368
Vmed O2 UK Financing I PLC 4.75%, 07/15/2031(e)	U.S.$		200		164,930
					1,220,460
Consumer Cyclical - Automotive – 0.3%
Allison Transmission, Inc. 5.875%, 06/01/2029(e)			60		56,854
Clarios Global LP/Clarios US Finance Co. 6.25%, 05/15/2026(e)			69		67,725
8.50%, 05/15/2027(a)(e)			10		9,941
Dana, Inc. 5.375%, 11/15/2027			11		10,152
5.625%, 06/15/2028			17		15,395
Dealer Tire LLC/DT Issuer LLC 8.00%, 02/01/2028(e)			179		162,570
Exide Technologies (Exchange Priority) 11.00%, 10/31/2024(b)(c)(d)(h)			59		– 0	–
(First Lien) 11.00%, 10/31/2024(b)(c)(d)(h)			24		– 0	–
Ford Motor Co. 6.10%, 08/19/2032			284		265,432
Goodyear Tire & Rubber Co. (The) 5.00%, 07/15/2029(a)			42		36,546
5.25%, 07/15/2031			49		41,668
IHO Verwaltungs GmbH 3.625% (3.625% Cash or 4.375% PIK), 05/15/2025(e)(g)	EUR		100		99,561
Jaguar Land Rover Automotive PLC 5.875%, 01/15/2028(e)	U.S.$		200		170,928
Mclaren Finance PLC 7.50%, 08/01/2026(e)			200		155,668
PM General Purchaser LLC 9.50%, 10/01/2028(e)			103		94,023
Real Hero Merger Sub 2, Inc. 6.25%, 02/01/2029(a)(e)			163		120,954
Titan International, Inc. 7.00%, 04/30/2028			108		102,338
ZF North America Capital, Inc. 4.75%, 04/29/2025(e)			161		153,700
					1,563,455

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    33

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Entertainment – 0.3%
Carnival Corp. 4.00%, 08/01/2028(e)	U.S.$		58	$	49,034
5.75%, 03/01/2027(e)			112		92,015
9.875%, 08/01/2027(e)			60		61,007
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp./Millennium Op 5.375%, 04/15/2027			74		70,677
5.50%, 05/01/2025(e)			179		177,004
Lindblad Expeditions LLC 6.75%, 02/15/2027(e)			37		35,154
NCL Corp., Ltd. 5.875%, 03/15/2026(e)			123		106,867
8.375%, 02/01/2028(e)			58		58,946
Royal Caribbean Cruises Ltd. 5.375%, 07/15/2027(e)			112		98,623
5.50%, 08/31/2026(e)			90		82,746
5.50%, 04/01/2028(e)			93		81,074
7.25%, 01/15/2030(e)			27		27,067
9.25%, 01/15/2029(a)(e)			83		88,042
11.50%, 06/01/2025(e)			134		142,685
SeaWorld Parks & Entertainment, Inc. 8.75%, 05/01/2025(e)			93		95,101
Six Flags Entertainment Corp. 4.875%, 07/31/2024(e)			30		29,474
Vail Resorts, Inc. 6.25%, 05/15/2025(e)			25		25,000
Viking Cruises Ltd. 5.875%, 09/15/2027(e)			189		162,109
7.00%, 02/15/2029(e)			58		49,892
13.00%, 05/15/2025(e)			35		37,175
VOC Escrow Ltd. 5.00%, 02/15/2028(e)			13		11,449
					1,581,141
Consumer Cyclical - Other – 0.4%
Adams Homes, Inc. 7.50%, 02/15/2025(e)			63		55,255
Beazer Homes USA, Inc. 6.75%, 03/15/2025			46		45,466
Brookfield Residential Properties, Inc./Brookfield Residential US LLC 4.875%, 02/15/2030(e)			113		85,078
6.25%, 09/15/2027(e)			3		2,634
Builders FirstSource, Inc. 6.375%, 06/15/2032(e)			100		96,131

34    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Caesars Entertainment, Inc. 6.25%, 07/01/2025(e)	U.S.$		102	$	101,223
7.00%, 02/15/2030(e)			9		9,064
CP Atlas Buyer, Inc. 7.00%, 12/01/2028(a)(e)			44		32,975
Everi Holdings, Inc. 5.00%, 07/15/2029(e)			18		15,850
Five Point Operating Co. LP/Five Point Capital Corp. 7.875%, 11/15/2025(e)			173		156,591
Hilton Domestic Operating Co., Inc. 3.625%, 02/15/2032(e)			89		73,039
5.375%, 05/01/2025(e)			21		20,765
5.75%, 05/01/2028(e)			22		21,410
Hilton Grand Vacations Borrower Escrow LLC/Hilton Grand Vacations Borrower Esc 4.875%, 07/01/2031(e)			72		60,533
5.00%, 06/01/2029(e)			121		106,450
Installed Building Products, Inc. 5.75%, 02/01/2028(e)			31		28,801
Mattamy Group Corp. 4.625%, 03/01/2030(e)			88		72,911
MGM Resorts International 4.75%, 10/15/2028			10		8,962
Premier Entertainment Sub LLC/Premier Entertainment Finance Corp. 5.625%, 09/01/2029(e)			17		12,494
Shea Homes LP/Shea Homes Funding Corp. 4.75%, 02/15/2028			55		48,901
4.75%, 04/01/2029			87		76,498
Sugarhouse HSP Gaming Prop Mezz LP/Sugarhouse HSP Gaming Finance Corp. 5.875%, 05/15/2025(e)			197		187,528
Taylor Morrison Communities, Inc. 5.75%, 01/15/2028(e)			69		65,128
5.875%, 06/15/2027(e)			3		2,873
Taylor Morrison Communities, Inc./Taylor Morrison Holdings II, Inc. 5.625%, 03/01/2024(e)			183		181,571
Travel + Leisure Co. 4.50%, 12/01/2029(e)			136		114,551
4.625%, 03/01/2030(e)			94		79,066
6.625%, 07/31/2026(e)			143		140,500
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 5.25%, 05/15/2027(e)			93		86,708
					1,988,956

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    35

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Restaurants – 0.0%
1011778 BC ULC/New Red Finance, Inc. 5.75%, 04/15/2025(e)	U.S.$		53	$	52,712
Consumer Cyclical - Retailers – 0.4%
Arko Corp. 5.125%, 11/15/2029(e)			46		36,403
Asbury Automotive Group, Inc. 4.625%, 11/15/2029(e)			60		52,100
5.00%, 02/15/2032(e)			24		20,561
Bath & Body Works, Inc. 6.625%, 10/01/2030(e)			142		134,593
6.75%, 07/01/2036			58		50,129
6.875%, 11/01/2035			131		115,391
6.95%, 03/01/2033			69		60,140
7.50%, 06/15/2029(a)			13		13,039
9.375%, 07/01/2025(e)			32		33,865
BCPE Ulysses Intermediate, Inc. 7.75% (7.75% Cash or 8.50% PIK), 04/01/2027(e)(g)			48		34,601
Carvana Co. 5.50%, 04/15/2027(e)			14		7,124
5.875%, 10/01/2028(e)			37		18,211
Edcon Ltd. 0.01%, 06/25/2023(c)	ZAR		2		– 0	–
FirstCash, Inc. 4.625%, 09/01/2028(e)	U.S.$		22		19,124
5.625%, 01/01/2030(e)			93		82,576
Foundation Building Materials, Inc. 6.00%, 03/01/2029(e)			24		19,062
Group 1 Automotive, Inc. 4.00%, 08/15/2028(e)			4		3,433
Kontoor Brands, Inc. 4.125%, 11/15/2029(e)			90		75,992
LBM Acquisition LLC 6.25%, 01/15/2029(e)			20		14,267
Levi Strauss & Co. 3.50%, 03/01/2031(a)(e)			15		12,283
Michaels Cos, Inc. (The) 7.875%, 05/01/2029(e)			144		109,070
Murphy Oil USA, Inc. 5.625%, 05/01/2027			6		5,419
NMG Holding Co., Inc./Neiman Marcus Group LLC 7.125%, 04/01/2026(e)			70		67,467
PetSmart, Inc./PetSmart Finance Corp. 7.75%, 02/15/2029(e)			271		264,184

36    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Rite Aid Corp. 7.50%, 07/01/2025(e)	U.S.$		105	$	74,278
8.00%, 11/15/2026(e)			109		57,934
Sonic Automotive, Inc. 4.625%, 11/15/2029(e)			33		27,233
4.875%, 11/15/2031(e)			41		32,645
Specialty Building Products Holdings LLC/SBP Finance Corp. 6.375%, 09/30/2026(e)			100		91,773
SRS Distribution, Inc. 6.125%, 07/01/2029(e)			29		24,407
Staples, Inc. 7.50%, 04/15/2026(e)			228		202,836
TPro Acquisition Corp. 11.00%, 10/15/2024(e)			36		35,240
White Cap Buyer LLC 6.875%, 10/15/2028(e)			151		137,031
White Cap Parent LLC 8.25% (8.25% Cash or 9.00% PIK), 03/15/2026(e)(g)			29		27,369
					1,959,780
Consumer Non-Cyclical – 0.5%
Acadia Healthcare Co., Inc. 5.50%, 07/01/2028(e)			88		82,603
AdaptHealth LLC 6.125%, 08/01/2028(e)			25		23,065
AHP Health Partners, Inc. 5.75%, 07/15/2029(e)			83		69,497
Albertsons Cos., Inc./Safeway, Inc./New Albertsons LP/Albertsons LLC 3.25%, 03/15/2026(e)			184		168,906
Bausch Health Cos., Inc. 4.875%, 06/01/2028(e)			173		107,891
6.25%, 02/15/2029(e)			7		3,023
7.25%, 05/30/2029(e)			48		21,268
CD&R Smokey Buyer, Inc. 6.75%, 07/15/2025(e)			18		15,699
CHS/Community Health Systems, Inc. 4.75%, 02/15/2031(e)			27		20,868
6.125%, 04/01/2030(e)			91		62,227
6.875%, 04/01/2028(a)(e)			53		35,946
6.875%, 04/15/2029(e)			205		143,959
Darling Ingredients, Inc. 6.00%, 06/15/2030(e)			47		45,436
DaVita, Inc. 3.75%, 02/15/2031(e)			45		34,078

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    37

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Embecta Corp. 5.00%, 02/15/2030(e)	U.S.$		42	$	35,615
Emergent BioSolutions, Inc. 3.875%, 08/15/2028(e)			13		7,696
Garden Spinco Corp. 8.625%, 07/20/2030(e)			71		75,027
Global Medical Response, Inc. 6.50%, 10/01/2025(e)			85		63,919
Grifols Escrow Issuer SA 4.75%, 10/15/2028(e)			200		170,856
Kronos Acquisition Holdings, Inc./KIK Custom Products, Inc. 7.00%, 12/31/2027(e)			132		113,820
Legacy LifePoint Health LLC 4.375%, 02/15/2027(e)			67		56,502
Mallinckrodt International Finance SA/Mallinckrodt CB LLC 10.00%, 06/15/2029(e)			6		3,754
Medline Borrower LP 3.875%, 04/01/2029(e)			93		77,551
5.25%, 10/01/2029(a)(e)			167		137,129
ModivCare Escrow Issuer, Inc. 5.00%, 10/01/2029(e)			17		14,517
ModivCare, Inc. 5.875%, 11/15/2025(e)			17		16,038
Option Care Health, Inc. 4.375%, 10/31/2029(e)			85		72,833
Post Holdings, Inc. 5.50%, 12/15/2029(e)			131		120,170
Primo Water Holdings, Inc. 4.375%, 04/30/2029(e)			20		17,157
RP Escrow Issuer LLC 5.25%, 12/15/2025(e)			55		42,962
Spectrum Brands, Inc. 3.875%, 03/15/2031(e)			185		146,364
5.75%, 07/15/2025(a)			2		1,967
Tenet Healthcare Corp. 6.125%, 10/01/2028(a)			65		60,161
6.125%, 06/15/2030(e)			39		37,179
Triton Water Holdings, Inc. 6.25%, 04/01/2029(e)			65		51,631
US Acute Care Solutions LLC 6.375%, 03/01/2026(e)			59		52,296
US Renal Care, Inc. 10.625%, 07/15/2027(e)			66		20,934
					2,230,544

38    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Energy – 0.5%
Berry Petroleum Co. LLC 7.00%, 02/15/2026(e)	U.S.$		58	$	54,684
Blue Racer Midstream LLC/Blue Racer Finance Corp. 7.625%, 12/15/2025(e)			37		37,219
Callon Petroleum Co. 8.25%, 07/15/2025			169		169,127
Citgo Holding, Inc. 9.25%, 08/01/2024(e)			50		50,172
CITGO Petroleum Corp. 6.375%, 06/15/2026(e)			43		41,827
7.00%, 06/15/2025(e)			152		149,592
Civitas Resources, Inc. 5.00%, 10/15/2026(e)			23		21,298
CNX Resources Corp. 6.00%, 01/15/2029(e)			47		42,604
7.25%, 03/14/2027(e)			2		1,984
Comstock Resources, Inc. 6.75%, 03/01/2029(e)			36		33,126
Crescent Energy Finance LLC 7.25%, 05/01/2026(e)			56		52,196
Encino Acquisition Partners Holdings LLC 8.50%, 05/01/2028(e)			90		79,175
EQM Midstream Partners LP 4.50%, 01/15/2029(e)			77		64,390
4.75%, 01/15/2031(e)			75		60,945
Genesis Energy LP/Genesis Energy Finance Corp. 6.25%, 05/15/2026			19		17,997
6.50%, 10/01/2025			21		20,256
7.75%, 02/01/2028			45		43,180
8.00%, 01/15/2027			9		8,796
Global Partners LP/GLP Finance Corp. 6.875%, 01/15/2029			38		35,466
7.00%, 08/01/2027			43		41,089
Gulfport Energy Corp. 6.00%, 10/15/2024(b)			62		39
6.375%, 05/15/2025(b)			71		45
6.375%, 01/15/2026(b)			208		131
6.625%, 05/01/2023(b)			12		8
8.00%, 05/17/2026(e)			53		51,364
Hess Midstream Operations LP 4.25%, 02/15/2030(e)			14		11,814
Hilcorp Energy I LP/Hilcorp Finance Co. 5.75%, 02/01/2029(e)			21		19,057
6.00%, 02/01/2031(e)			30		27,018

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    39

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
ITT Holdings LLC 6.50%, 08/01/2029(e)	U.S.$		145	$	119,233
Murphy Oil Corp. 6.125%, 12/01/2042			51		40,387
Nabors Industries Ltd. 7.25%, 01/15/2026(e)			43		40,907
7.50%, 01/15/2028(e)			117		109,097
New Fortress Energy, Inc. 6.75%, 09/15/2025(e)			102		95,575
NGL Energy Operating LLC/NGL Energy Finance Corp. 7.50%, 02/01/2026(e)			149		142,259
NuStar Logistics LP 6.375%, 10/01/2030			17		15,913
Occidental Petroleum Corp. 5.50%, 12/01/2025			12		11,875
5.875%, 09/01/2025			22		22,000
6.125%, 01/01/2031			15		15,105
8.50%, 07/15/2027			26		27,892
8.875%, 07/15/2030			26		29,552
PDC Energy, Inc. 5.75%, 05/15/2026			163		156,250
Southwestern Energy Co. 5.375%, 02/01/2029			78		72,988
Summit Midstream Holdings LLC/Summit Midstream Finance Corp. 8.50%, 10/15/2026(e)			61		57,998
Sunnova Energy Corp. 5.875%, 09/01/2026(e)			30		26,133
Sunoco LP/Sunoco Finance Corp. 5.875%, 03/15/2028			129		124,268
6.00%, 04/15/2027			4		3,930
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp. 6.00%, 12/31/2030(e)			15		12,937
6.00%, 09/01/2031(e)			8		6,839
Transocean, Inc. 6.80%, 03/15/2038			1		572
					2,266,309
Other Industrial – 0.0%
American Builders & Contractors Supply Co., Inc. 4.00%, 01/15/2028(e)			5		4,475
Services – 0.5%
ADT Security Corp. (The) 4.875%, 07/15/2032(e)			7		6,005

40    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Allied Universal Holdco LLC/Allied Universal Finance Corp. 6.625%, 07/15/2026(e)	U.S.$		31	$	29,467
9.75%, 07/15/2027(e)			206		189,034
ANGI Group LLC 3.875%, 08/15/2028(a)(e)			91		70,065
Aptim Corp. 7.75%, 06/15/2025(e)			158		112,120
APX Group, Inc. 5.75%, 07/15/2029(a)(e)			114		95,429
6.75%, 02/15/2027(e)			35		33,785
Aramark Services, Inc. 5.00%, 02/01/2028(e)			15		13,797
6.375%, 05/01/2025(e)			90		89,544
Block, Inc. 3.50%, 06/01/2031(a)			10		8,082
Cars.com, Inc. 6.375%, 11/01/2028(e)			70		64,225
Garda World Security Corp. 4.625%, 02/15/2027(e)			10		8,887
6.00%, 06/01/2029(e)			182		149,018
9.50%, 11/01/2027(e)			215		207,359
Gartner, Inc. 4.50%, 07/01/2028(e)			49		45,106
Korn Ferry 4.625%, 12/15/2027(e)			63		58,296
Millennium Escrow Corp. 6.625%, 08/01/2026(e)			140		93,139
Monitronics International, Inc. 9.125%, 04/01/2020(b)(c)(d)(f)			120		– 0	–
MPH Acquisition Holdings LLC 5.50%, 09/01/2028(e)			87		65,739
5.75%, 11/01/2028(a)(e)			287		186,607
Neptune Bidco US, Inc. 9.29%, 04/15/2029(e)			214		202,455
Prime Security Services Borrower LLC/Prime Finance, Inc. 6.25%, 01/15/2028(e)			247		229,088
Sabre GLBL, Inc. 7.375%, 09/01/2025(e)			88		82,698
9.25%, 04/15/2025(e)			41		40,345
11.25%, 12/15/2027(e)			80		79,894
TripAdvisor, Inc. 7.00%, 07/15/2025(e)			41		41,147
Verscend Escrow Corp. 9.75%, 08/15/2026(e)			115		115,643

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    41

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
ZipRecruiter, Inc. 5.00%, 01/15/2030(e)	U.S.$		141	$	118,420
					2,435,394
Technology – 0.3%
Ahead DB Holdings LLC 6.625%, 05/01/2028(e)			95		80,180
Boxer Parent Co., Inc. 7.125%, 10/02/2025(e)			17		16,871
Cablevision Lightpath LLC 5.625%, 09/15/2028(e)			200		148,812
Clarivate Science Holdings Corp. 4.875%, 07/01/2029(e)			41		35,408
CommScope, Inc. 4.75%, 09/01/2029(e)			92		75,003
6.00%, 03/01/2026(e)			10		9,635
Entegris Escrow Corp. 5.95%, 06/15/2030(e)			59		55,020
Gen Digital, Inc. 6.75%, 09/30/2027(e)			85		83,583
7.125%, 09/30/2030(e)			85		82,855
GoTo Group, Inc. 5.50%, 09/01/2027(e)			155		74,319
NCR Corp. 5.125%, 04/15/2029(e)			102		87,105
5.75%, 09/01/2027(e)			43		41,850
6.125%, 09/01/2029(e)			28		27,223
Playtika Holding Corp. 4.25%, 03/15/2029(e)			100		81,935
Presidio Holdings, Inc. 4.875%, 02/01/2027(e)			12		10,953
8.25%, 02/01/2028(e)			172		164,821
Veritas US, Inc./Veritas Bermuda Ltd. 7.50%, 09/01/2025(e)			316		243,412
Virtusa Corp. 7.125%, 12/15/2028(e)			66		55,027
					1,374,012
Transportation - Airlines – 0.1%
Air Canada 3.875%, 08/15/2026(e)			29		26,175
Allegiant Travel Co. 7.25%, 08/15/2027(e)			47		46,177
American Airlines, Inc./AAdvantage Loyalty IP Ltd. 5.50%, 04/20/2026(e)			101		98,472
5.75%, 04/20/2029(e)			88		83,613
Hawaiian Brand Intellectual Property Ltd./HawaiianMiles Loyalty Ltd. 5.75%, 01/20/2026(e)			95		88,614

42    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Spirit Loyalty Cayman Ltd./Spirit IP Cayman Ltd. 8.00%, 09/20/2025(e)	U.S.$		162	$	162,626
					505,677
Transportation - Services – 0.1%
Avis Budget Car Rental LLC/Avis Budget Finance, Inc. 5.375%, 03/01/2029(a)(e)			55		49,810
5.75%, 07/15/2027(a)(e)			80		75,476
Hertz Corp. (The) 4.625%, 12/01/2026(e)			126		112,934
5.00%, 12/01/2029(e)			10		8,301
PROG Holdings, Inc. 6.00%, 11/15/2029(e)			85		72,252
					318,773
					24,159,234
Financial Institutions – 0.6%
Banking – 0.1%
Ally Financial, Inc. Series C 4.70%, 05/15/2028(j)			19		14,135
Bread Financial Holdings, Inc. 4.75%, 12/15/2024(e)			115		106,559
7.00%, 01/15/2026(e)			53		50,169
Credit Suisse Group AG 6.25%, 12/18/2024(e)(j)			200		164,936
					335,799
Brokerage – 0.1%
Advisor Group Holdings, Inc. 10.75%, 08/01/2027(e)			83		85,697
AG Issuer LLC 6.25%, 03/01/2028(e)			15		14,046
AG TTMT Escrow Issuer LLC 8.625%, 09/30/2027(e)			122		123,797
Hightower Holding LLC 6.75%, 04/15/2029(e)			270		229,878
NFP Corp. 6.875%, 08/15/2028(e)			142		120,907
7.50%, 10/01/2030(e)			70		66,772
					641,097
Finance – 0.1%
Aircastle Ltd. 5.25%, 06/15/2026(e)(j)			97		78,389
Castlelake Aviation Finance DAC 5.00%, 04/15/2027(a)(e)			46		41,365

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    43

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
CNG Holdings, Inc. 12.50%, 06/15/2024(e)	U.S.$		93	$	77,812
Compass Group Diversified Holdings LLC 5.25%, 04/15/2029(e)			81		71,108
Curo Group Holdings Corp. 7.50%, 08/01/2028(e)			177		74,496
Enova International, Inc. 8.50%, 09/01/2024(e)			45		44,381
8.50%, 09/15/2025(e)			161		154,492
goeasy Ltd. 5.375%, 12/01/2024(e)			74		70,571
Lincoln Financing SARL 3.625%, 04/01/2024(e)	EUR		51		53,862
Navient Corp. 4.875%, 03/15/2028	U.S.$		45		38,273
Synchrony Financial 7.25%, 02/02/2033			120		115,239
					819,988
Insurance – 0.1%
Acrisure LLC/Acrisure Finance, Inc. 6.00%, 08/01/2029(e)			242		198,169
7.00%, 11/15/2025(e)			35		32,888
AmWINS Group, Inc. 4.875%, 06/30/2029(e)			20		17,069
					248,126
Other Finance – 0.1%
Armor Holdco, Inc. 8.50%, 11/15/2029(e)			87		74,073
Coinbase Global, Inc. 3.625%, 10/01/2031(e)			116		69,611
Intrum AB 3.00%, 09/15/2027(e)	EUR		100		86,854
4.875%, 08/15/2025(e)			100		99,524
					330,062
REITs – 0.1%
Brookfield Property REIT, Inc./BPR Cumulus LLC/BPR Nimbus LLC/GGSI Sellco LL 4.50%, 04/01/2027(e)	U.S.$		153		131,014
5.75%, 05/15/2026(e)			51		46,965
Iron Mountain, Inc. 4.875%, 09/15/2027(e)			3		2,773
4.875%, 09/15/2029(e)			69		60,336
5.00%, 07/15/2028(e)			53		48,025
5.25%, 03/15/2028(e)			124		114,132

44    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Park Intermediate Holdings LLC/PK Domestic Property LLC/PK Finance Co-Issuer 4.875%, 05/15/2029(e)	U.S.$		49	$	40,988
					444,233
					2,819,305
Utility – 0.1%
Electric – 0.1%
Calpine Corp. 5.125%, 03/15/2028(e)			28		24,834
NRG Energy, Inc. 3.875%, 02/15/2032(e)			123		95,348
Vistra Corp. 7.00%, 12/15/2026(e)(j)			70		65,540
8.00%, 10/15/2026(e)(j)			78		75,191
					260,913
Natural Gas – 0.0%
AmeriGas Partners LP/AmeriGas Finance Corp. 5.75%, 05/20/2027			14		12,952
5.875%, 08/20/2026			11		10,372
					23,324
Other Utility – 0.0%
Solaris Midstream Holdings LLC 7.625%, 04/01/2026(e)			60		59,291
					343,528
Total Corporates - Non-Investment Grade (cost $31,214,169)					27,322,067
GOVERNMENTS - TREASURIES – 4.4%
United States – 4.4%
U.S. Treasury Bonds 1.25%, 05/15/2050			14		7,718
U.S. Treasury Notes 0.625%, 08/15/2030(k)(l)			2,130		1,674,361
1.25%, 05/31/2028(k)(l)			4,020		3,469,762
1.625%, 08/15/2029(l)(m)			2,556		2,208,144
1.875%, 02/15/2032			678		574,139
2.375%, 05/15/2029(k)(l)			1,524		1,378,087
2.625%, 05/31/2027(k)			4,890		4,575,113
2.875%, 05/15/2032(k)			1,342		1,233,749
3.00%, 07/31/2024(n)			1,232		1,196,868
4.125%, 10/31/2027			198		196,650
4.25%, 12/31/2024(l)			1,632		1,613,244
4.375%, 10/31/2024			1,150		1,139,039
4.50%, 11/30/2024			1,205		1,196,250
Total Governments - Treasuries (cost $22,411,739)					20,463,124

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    45

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
CORPORATES - INVESTMENT GRADE – 1.8%
Financial Institutions – 1.1%
Banking – 0.7%
Ally Financial, Inc. 6.70%, 02/14/2033	U.S.$		35	$	33,158
8.00%, 11/01/2031			50		54,056
Series B 4.70%, 05/15/2026(j)			272		213,784
Banco Santander Mexico SA Institucion de Banca Multiple Grupo Financiero Santand 5.375%, 04/17/2025(e)			184		182,390
Banco Santander SA 4.175%, 03/24/2028			200		186,784
Barclays PLC 8.00%, 03/15/2029(j)			200		196,000
BNP Paribas SA 4.625%, 02/25/2031(e)(j)			283		221,889
CaixaBank SA 5.875%, 10/09/2027(e)(j)	EUR		200		193,030
Capital One Financial Corp. 5.817%, 02/01/2034	U.S.$		88		85,452
Citigroup, Inc. 3.875%, 02/18/2026(j)			50		44,856
8.87% (LIBOR 3 Month + 4.07%), 04/30/2023(j)(o)			148		148,807
Series V 4.70%, 01/30/2025(j)			47		42,966
Series Y 4.15%, 11/15/2026(j)			65		55,866
Credit Agricole SA 8.125%, 12/23/2025(e)(j)			400		404,796
Deutsche Bank AG/New York NY 1.447%, 04/01/2025			150		141,834
First-Citizens Bank & Trust Co. 3.929%, 06/19/2024			31		30,782
Goldman Sachs Group, Inc. (The) Series P 7.733% (LIBOR 3 Month + 2.87%), 03/31/2023(j)(o)			62		61,356
HSBC Holdings PLC 6.00%, 09/29/2023(e)(j)	EUR		300		316,282
Santander Holdings USA, Inc. 2.49%, 01/06/2028	U.S.$		14		12,205
Truist Financial Corp. Series Q 5.10%, 03/01/2030(j)			273		260,041

46    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
UBS Group AG 7.00%, 02/19/2025(e)(j)	U.S.$		400	$	398,132
					3,284,466
Brokerage – 0.0%
Charles Schwab Corp. (The) Series G 5.375%, 06/01/2025(j)			49		48,607
Finance – 0.1%
Air Lease Corp. Series B 4.65%, 06/15/2026(j)			112		101,209
Aircastle Ltd. 2.85%, 01/26/2028(e)			15		12,746
4.125%, 05/01/2024			14		13,671
4.25%, 06/15/2026			2		1,895
5.00%, 04/01/2023			3		2,992
5.25%, 08/11/2025(e)			200		195,618
Aviation Capital Group LLC 1.95%, 01/30/2026(e)			4		3,531
3.50%, 11/01/2027(e)			25		21,943
4.125%, 08/01/2025(e)			39		36,598
4.875%, 10/01/2025(e)			30		28,618
5.50%, 12/15/2024(e)			67		66,163
Huarong Finance II Co., Ltd. 5.50%, 01/16/2025(e)			200		188,475
					673,459
Insurance – 0.2%
Liberty Mutual Group, Inc. 7.80%, 03/15/2037(e)			271		296,854
MetLife Capital Trust IV 7.875%, 12/15/2037(e)			254		273,934
MetLife, Inc. 6.40%, 12/15/2036			5		5,014
Prudential Financial, Inc. 5.20%, 03/15/2044			44		43,229
5.625%, 06/15/2043			126		125,622
					744,653
REITs – 0.1%
GLP Capital LP/GLP Financing II, Inc. 5.375%, 04/15/2026			20		19,514
MPT Operating Partnership LP/MPT Finance Corp. 5.00%, 10/15/2027(a)			33		27,243
VICI Properties LP/VICI Note Co., Inc. 5.625%, 05/01/2024(e)			90		89,365

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    47

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
5.75%, 02/01/2027(e)	U.S.$		108	$	105,364
					241,486
					4,992,671
Industrial – 0.7%
Basic – 0.1%
ArcelorMittal SA 6.75%, 03/01/2041			54		53,391
Arconic Corp. 6.00%, 05/15/2025(e)			54		54,018
Celanese US Holdings LLC 5.90%, 07/05/2024			33		32,959
6.05%, 03/15/2025			33		32,879
CF Industries, Inc. 4.95%, 06/01/2043			3		2,511
Industrias Penoles SAB de CV 5.65%, 09/12/2049(e)			201		183,199
Olin Corp. 5.00%, 02/01/2030			10		9,114
					368,071
Capital Goods – 0.0%
General Electric Co. Series D 8.099% (LIBOR 3 Month + 3.33%), 06/15/2023(j)(o)			57		56,807
Regal Rexnord Corp. 6.30%, 02/15/2030(e)			19		18,619
6.40%, 04/15/2033(e)			22		21,555
					96,981
Communications - Media – 0.1%
Directv Financing LLC/Directv Financing Co-Obligor, Inc. 5.875%, 08/15/2027(e)			97		87,017
Netflix, Inc. 5.875%, 11/15/2028			168		170,221
Warnermedia Holdings, Inc. 3.755%, 03/15/2027(e)			5		4,587
4.279%, 03/15/2032(e)			8		6,908
					268,733
Communications - Telecommunications – 0.0%
Hughes Satellite Systems Corp. 5.25%, 08/01/2026			55		52,694

48    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Automotive – 0.0%
General Motors Co. 6.25%, 10/02/2043	U.S.$		17	$	15,999
Harley-Davidson Financial Services, Inc. 3.05%, 02/14/2027(e)			39		34,980
Lear Corp. 4.25%, 05/15/2029			3		2,745
					53,724
Consumer Cyclical - Entertainment – 0.0%
Mattel, Inc. 5.875%, 12/15/2027(e)			15		14,648
Consumer Cyclical - Other – 0.1%
MDC Holdings, Inc. 6.00%, 01/15/2043			195		164,368
Resorts World Las Vegas LLC/RWLV Capital, Inc. 4.625%, 04/16/2029(e)			200		157,976
Toll Brothers Finance Corp. 4.875%, 03/15/2027			3		2,813
					325,157
Consumer Cyclical - Retailers – 0.0%
Macy’s Retail Holdings LLC 5.875%, 04/01/2029(a)(e)			10		9,091
5.875%, 03/15/2030(e)			24		21,151
6.125%, 03/15/2032(e)			21		18,091
					48,333
Consumer Non-Cyclical – 0.0%
Charles River Laboratories International, Inc. 4.25%, 05/01/2028(e)			10		9,027
Newell Brands, Inc. 6.375%, 09/15/2027			69		68,600
6.625%, 09/15/2029(a)			69		68,408
					146,035
Energy – 0.2%
Antero Resources Corp. 7.625%, 02/01/2029(e)			15		15,167
Apache Corp. 4.25%, 01/15/2030(a)			50		44,329
Cenovus Energy, Inc. 6.75%, 11/15/2039			3		2,656
Continental Resources, Inc./OK 5.75%, 01/15/2031(e)			82		77,643
Ecopetrol SA 4.625%, 11/02/2031			46		33,948

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    49

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
5.875%, 11/02/2051(a)	U.S.$		39	$	24,894
6.875%, 04/29/2030			93		82,770
8.875%, 01/13/2033			31		30,302
Energy Transfer LP 4.40%, 03/15/2027			12		11,460
4.95%, 05/15/2028			3		2,891
6.125%, 12/15/2045			135		126,241
EnLink Midstream LLC 5.625%, 01/15/2028(e)			74		70,917
EnLink Midstream Partners LP 4.15%, 06/01/2025			72		69,044
5.05%, 04/01/2045			49		37,632
5.45%, 06/01/2047			39		30,864
5.60%, 04/01/2044			10		8,209
Plains All American Pipeline LP/PAA Finance Corp. 4.50%, 12/15/2026			3		2,876
Targa Resources Partners LP/Targa Resources Partners Finance Corp. 4.00%, 01/15/2032			17		14,454
Western Midstream Operating LP 3.95%, 06/01/2025			18		17,131
4.30%, 02/01/2030			48		42,546
4.50%, 03/01/2028			56		51,698
4.75%, 08/15/2028			29		26,856
5.45%, 04/01/2044			19		15,958
					840,486
Services – 0.0%
Expedia Group, Inc. 6.25%, 05/01/2025(e)			3		3,023
Technology – 0.1%
Baidu, Inc. 3.075%, 04/07/2025(a)			250		236,512
CDW LLC/CDW Finance Corp. 4.125%, 05/01/2025			6		5,753
Lenovo Group Ltd. 6.536%, 07/27/2032(e)			200		194,537
Microchip Technology, Inc. 4.25%, 09/01/2025			58		56,174
Western Digital Corp. 2.85%, 02/01/2029			13		10,222
4.75%, 02/15/2026			10		9,427
					512,625
Transportation - Airlines – 0.1%
Delta Air Lines, Inc./SkyMiles IP Ltd. 4.75%, 10/20/2028(e)			67		63,404

50    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Mileage Plus Holdings LLC/Mileage Plus Intellectual Property Assets Ltd. 6.50%, 06/20/2027(e)	U.S.$		319	$	318,291
					381,695
					3,112,205
Utility – 0.0%
Electric – 0.0%
Israel Electric Corp., Ltd. Series 6 5.00%, 11/12/2024(e)			200		196,180
Total Corporates - Investment Grade (cost $8,777,017)					8,301,056
		Shares
INVESTMENT COMPANIES – 1.0%
Funds and Investment Trusts – 1.0%(p)
Health Care Select Sector SPDR Fund			35,391		4,500,674
iShares Russell 2000 ETF(a)			591		111,214
Total Investment Companies (cost $4,639,729)					4,611,888
		Principal Amount (000)
EMERGING MARKETS - SOVEREIGNS – 0.9%
Angola – 0.1%
Angolan Government International Bond 9.50%, 11/12/2025(e)	U.S.$		386		388,895
9.375%, 05/08/2048(e)			200		171,000
					559,895
Argentina – 0.0%
Argentine Republic Government International Bond 0.50%, 07/09/2030			307		99,315
1.00%, 07/09/2029			96		29,648
1.50%, 07/09/2035			62		17,666
3.50%, 07/09/2041			52		16,229
					162,858
Bahrain – 0.1%
Bahrain Government International Bond 7.00%, 10/12/2028(e)			200		204,500
7.375%, 05/14/2030(e)			200		205,750
					410,250

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    51

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Dominican Republic – 0.1%
Dominican Republic International Bond 8.625%, 04/20/2027(e)	U.S.$		425	$	442,212
Ecuador – 0.1%
Ecuador Government International Bond 1.50%, 07/31/2040(e)			200		61,963
2.50%, 07/31/2035(e)			557		194,527
5.50%, 07/31/2030(e)			114		55,124
					311,614
El Salvador – 0.0%
El Salvador Government International Bond 7.625%, 02/01/2041(e)			334		151,198
Gabon – 0.0%
Gabon Government International Bond 6.625%, 02/06/2031(e)			200		161,912
Ivory Coast – 0.1%
Ivory Coast Government International Bond 4.875%, 01/30/2032(e)	EUR		471		378,614
5.875%, 10/17/2031(e)			135		119,229
5.125%, 06/15/2025(e)			152		155,174
					653,017
Lebanon – 0.0%
Lebanon Government International Bond 6.60%, 11/27/2026(b)(e)(q)	U.S.$		189		12,758
6.65%, 04/22/2024(b)(e)(q)			45		3,074
6.85%, 03/23/2027(b)(e)(q)			46		3,105
					18,937
Nigeria – 0.1%
Nigeria Government International Bond 6.125%, 09/28/2028(e)			200		158,250
7.625%, 11/28/2047(e)			200		133,500
					291,750
Oman – 0.1%
Oman Government International Bond 6.25%, 01/25/2031(e)			213		214,704
Senegal – 0.1%
Senegal Government International Bond 6.25%, 05/23/2033(e)			365		300,669
South Africa – 0.1%
Republic of South Africa Government International Bond 5.875%, 09/16/2025			300		297,994

52    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)			U.S. $ Value
Ukraine – 0.0%
Ukraine Government International Bond 7.75%, 09/01/2025(e)	U.S.$		100		$	20,550
7.75%, 09/01/2026(e)			285			52,066
7.75%, 09/01/2029(e)			188			35,168
						107,784
Venezuela – 0.0%
Venezuela Government International Bond 9.25%, 09/15/2027(b)(q)			815			79,462
Total Emerging Markets - Sovereigns (cost $6,093,623)						4,164,256
BANK LOANS – 0.7%
Financial Institutions – 0.1%
Finance – 0.0%
Orbit Private Holdings I Ltd. 9.541% (SOFR 6 Month + 4.50%), 12/11/2028(c)(r)			20			19,812
Insurance – 0.1%
Asurion, LLC 8.913% (SOFR 1 Month + 4.25%), 08/19/2028(r)			140			131,670
Hub International Limited 7.949% (LIBOR 2 Month + 3.25%), 04/25/2025(r)			0	**		308
8.058% (LIBOR 3 Month + 3.25%), 04/25/2025(r)			120			120,226
						252,204
						272,016
Industrial – 0.6%
Capital Goods – 0.1%
ACProducts Holdings, Inc. 8.980% (LIBOR 3 Month + 4.25%), 05/17/2028(r)			180			151,279
Chariot Buyer LLC 7.885% (LIBOR 1 Month + 3.25%), 11/03/2028(r)			20			19,051
Granite US Holdings Corporation 8.750% (LIBOR 3 Month + 4.00%), 09/30/2026(c)(r)			161			160,269
						330,599

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    53

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)			U.S. $ Value
Communications - Media – 0.0%
Advantage Sales & Marketing, Inc. 9.288% (LIBOR 3 Month + 4.50%), 10/28/2027(r)	U.S.$		147		$	120,436
Clear Channel Outdoor Holdings, Inc. 8.232% (SOFR 1 Month + 3.50%), 08/21/2026(r)			0	**		83
8.325% (LIBOR 3 Month + 3.50%), 08/21/2026(r)			34			32,173
iHeartCommunications, Inc. (fka Clear Channel Communications, Inc.) 7.635% (LIBOR 1 Month + 3.00%), 05/01/2026(r)			35			34,331
Univision Communications, Inc. 7.385% (LIBOR 1 Month + 2.75%), 03/15/2024(r)			18			18,161
						205,184
Communications - Telecommunications – 0.1%
Crown Subsea Communications Holding, Inc. 9.316% (LIBOR 1 Month + 4.75%), 04/27/2027(r)			128			125,815
Proofpoint, Inc. 10.885% (LIBOR 1 Month + 6.25%), 08/31/2029(r)			230			220,800
Zacapa SARL 8.830% (SOFR 3 Month + 4.25%), 03/22/2029(r)			196			189,885
						536,500
Consumer Cyclical - Automotive – 0.0%
Clarios Global LP 7.885% (LIBOR 1 Month + 3.25%), 04/30/2026(r)			51			50,404
Dealer Tire Financial, LLC 9.118% (SOFR 1 Month + 4.50%), 12/14/2027(r)			25			25,175
9.118% (SOFR 3 Month + 4.50%), 12/14/2027(r)			14			13,540
						89,119
Consumer Cyclical - Other – 0.0%
Caesars Entertainment, Inc. 7.968% (SOFR 1 Month + 3.25%), 02/06/2030(r)			50			49,882

54    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Retailers – 0.0%
Great Outdoors Group, LLC 8.385% (LIBOR 1 Month + 3.75%), 03/06/2028(r)	U.S.$		51	$	50,063
Restoration Hardware, Inc. 7.968% (SOFR 1 Month + 3.25%), 10/20/2028(r)			60		57,830
					107,893
Consumer Non-Cyclical – 0.1%
Kronos Acquisition Holdings, Inc. 8.703% (LIBOR 3 Month + 3.75%), 12/22/2026(r)			78		76,113
LifePoint Health, Inc. (fka Regionalcare Hospital Partners Holdings, Inc.) 8.575% (LIBOR 3 Month + 3.75%), 11/16/2025(r)			96		91,412
PetSmart LLC 8.468% (SOFR 1 Month + 3.75%), 02/11/2028(r)			197		196,303
US Radiology Specialists, Inc. (US Outpatient Imaging Services, Inc.) 9.885% (LIBOR 1 Month + 5.25%), 12/15/2027(r)			167		155,901
					519,729
Energy – 0.1%
GIP II Blue Holding, L.P. 9.230% (LIBOR 3 Month + 4.50%), 09/29/2028(r)			117		116,788
Parkway Generation, LLC 9.900% (SOFR 3 Month + 4.75%), 02/18/2029(r)			115		113,249
					230,037
Other Industrial – 0.0%
American Tire Distributors, Inc. 11.068% (LIBOR 3 Month + 6.25%), 10/20/2028(r)			94		85,897
Rockwood Service Corporation 8.885% (LIBOR 1 Month + 4.25%), 01/23/2027(r)			9		9,058
					94,955
Services – 0.0%
Amentum Government Services Holdings LLC 8.170% (LIBOR 3 Month + 4.00%), 01/29/2027(r)			10		9,616
8.635% (LIBOR 1 Month + 4.00%), 01/29/2027(r)			29		28,880

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    55

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Verscend Holding Corp. 8.635% (LIBOR 1 Month + 4.00%), 08/27/2025(r)	U.S.$		87	$	87,079
					125,575
Technology – 0.2%
Ascend Learning, LLC 10.385% (LIBOR 1 Month + 5.75%), 12/10/2029(r)			60		52,013
Banff Guarantor, Inc. 10.135% (LIBOR 1 Month + 5.50%), 02/27/2026(r)			40		38,875
Boxer Parent Company, Inc. 8.385% (LIBOR 1 Month + 3.75%), 10/02/2025(r)			162		159,563
Endurance International Group Holdings, Inc. 8.072% (LIBOR 1 Month + 3.50%), 02/10/2028(r)			175		161,853
FINThrive Software Intermediate Holdings, Inc. 11.385% (LIBOR 1 Month + 6.75%), 12/17/2029(r)			40		27,800
Loyalty Ventures, Inc. 11.250% (PRIME 3 Month + 3.50%), 11/03/2027(r)			144		43,278
Peraton Corp. 8.385% (LIBOR 1 Month + 3.75%), 02/01/2028(r)			64		63,281
Presidio Holdings, Inc. 8.218% (SOFR 1 Month + 3.50%), 01/22/2027(r)			2		1,679
8.326% (SOFR 3 Month + 3.50%), 01/22/2027(r)			40		40,297
Veritas US, Inc. 9.730% (LIBOR 3 Month + 5.00%), 09/01/2025(r)			219		171,187
					759,826
					3,049,299
Utility – 0.0%
Electric – 0.0%
Granite Generation LLC 8.385% (LIBOR 1 Month + 3.75%), 11/09/2026(r)			194		185,188
Total Bank Loans (cost $3,776,017)					3,506,503

56    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
EMERGING MARKETS - CORPORATE BONDS – 0.7%
Industrial – 0.6%
Basic – 0.2%
Braskem Idesa SAPI 7.45%, 11/15/2029(e)	U.S.$		200	$	154,500
CSN Inova Ventures 6.75%, 01/28/2028(a)(e)			219		207,992
Eldorado Gold Corp. 6.25%, 09/01/2029(a)(e)			46		40,449
Indika Energy Capital IV Pte Ltd. 8.25%, 10/22/2025(e)			250		244,375
Stillwater Mining Co. 4.50%, 11/16/2029(e)			200		164,287
Vedanta Resources Finance II PLC 13.875%, 01/21/2024(e)			201		164,104
Volcan Cia Minera SAA 4.375%, 02/11/2026(e)			40		31,050
					1,006,757
Capital Goods – 0.1%
Embraer Netherlands Finance BV 5.40%, 02/01/2027			90		85,682
6.95%, 01/17/2028(e)			200		198,246
Odebrecht Holdco Finance Ltd. Zero Coupon, 09/10/2058(e)			127		381
					284,309
Communications - Telecommunications – 0.0%
C&W Senior Financing DAC 6.875%, 09/15/2027(e)			200		180,200
Digicel Group Holdings Ltd. 7.00%, 03/16/2023(g)(h)(j)			9		759
					180,959
Consumer Cyclical - Other – 0.1%
Melco Resorts Finance Ltd. 5.375%, 12/04/2029(e)			200		165,000
Wynn Macau Ltd. 5.50%, 10/01/2027(e)			214		185,110
					350,110
Consumer Non-Cyclical – 0.1%
BRF GmbH 4.35%, 09/29/2026(e)			210		182,343
Central American Bottling Corp./CBC Bottling Holdco SL/Beliv Holdco SL 5.25%, 04/27/2029(e)			33		30,236

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    57

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Teva Pharmaceutical Finance Netherlands III BV 4.75%, 05/09/2027	U.S.$		200	$	180,248
5.125%, 05/09/2029(a)			200		177,032
Tonon Luxembourg SA 6.50%, 10/31/2024(b)(d)(h)(q)			5		1
Virgolino de Oliveira Finance SA 10.50%, 01/28/2018(b)(c)(d)(f)(h)			434		43
					569,903
Energy – 0.1%
Leviathan Bond Ltd. 5.75%, 06/30/2023(e)			18		17,876
6.50%, 06/30/2027(e)			109		103,336
Peru LNG SRL 5.375%, 03/22/2030(e)			217		171,702
					292,914
Technology – 0.0%
CA Magnum Holdings 5.375%, 10/31/2026(e)			200		182,500
					2,867,452
Utility – 0.1%
Electric – 0.1%
Investment Energy Resources Ltd. 6.25%, 04/26/2029(e)			270		241,144
Terraform Global Operating LP 6.125%, 03/01/2026(h)			12		11,508
					252,652
Financial Institutions – 0.0%
Other Finance – 0.0%
OEC Finance Ltd. 5.25%, 12/27/2033(e)(g)			121		3,564
Total Emerging Markets - Corporate Bonds (cost $3,656,887)					3,123,668
COLLATERALIZED LOAN OBLIGATIONS – 0.5%
CLO - Floating Rate – 0.5%
Ares XXXIV CLO Ltd. Series 2015-2A, Class CR 6.792% (LIBOR 3 Month + 2.00%), 04/17/2033(e)(o)			270		257,028
Dryden 49 Senior Loan Fund Series 2017-49A, Class E 11.095% (LIBOR 3 Month + 6.30%), 07/18/2030(e)(o)			250		215,250

58    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Dryden 78 CLO Ltd. Series 2020-78A, Class C 6.742% (LIBOR 3 Month + 1.95%), 04/17/2033(e)(o)	U.S.$		250	$	238,981
Dryden 98 CLO Ltd. Series 2022-98A, Class E 11.03% (SOFR + 6.40%), 04/20/2035(e)(o)			250		224,783
Elmwood CLO VIII Ltd. Series 2021-1A, Class E1 10.80% (LIBOR 3 Month + 6.00%), 01/20/2034(e)(o)			150		134,689
Elmwood CLO XII Ltd. Series 2021-5A, Class E 11.15% (LIBOR 3 Month + 6.35%), 01/20/2035(e)(o)			250		224,861
Octagon Investment Partners 29 Ltd. Series 2016-1A, Class DR 7.916% (LIBOR 3 Month + 3.10%), 01/24/2033(e)(o)			263		241,934
Rad CLO 11 Ltd. Series 2021-11A, Class E 11.042% (LIBOR 3 Month + 6.25%), 04/15/2034(e)(o)			250		224,549
Regatta XIX Funding Ltd. Series 2022-1A, Class E 11.519% (SOFR + 6.88%), 04/20/2035(e)(o)			250		227,080
Rockford Tower CLO Ltd. Series 2017-2A, Class DR 7.642% (LIBOR 3 Month + 2.85%), 10/15/2029(e)(o)			306		282,025
Trimaran Cavu Ltd. Series 2019-1A, Class E 11.848% (LIBOR 3 Month + 7.04%), 07/20/2032(e)(o)			250		221,756
Voya CLO Ltd. Series 2019-1A, Class DR 7.642% (LIBOR 3 Month + 2.85%), 04/15/2031(e)(o)			109		97,806
Total Collateralized Loan Obligations (cost $2,840,402)					2,590,742

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    59

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
COLLATERALIZED MORTGAGE OBLIGATIONS – 0.4%
Risk Share Floating Rate – 0.4%
Bellemeade Re Ltd. Series 2019-3A, Class M1C 6.567% (LIBOR 1 Month + 1.95%), 07/25/2029(e)(o)	U.S.$		164	$	163,707
Eagle Re Ltd. Series 2018-1, Class M2 7.617% (LIBOR 1 Month + 3.00%), 11/25/2028(e)(o)			150		150,925
Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes Series 2015-HQA1, Class B 13.417% (LIBOR 1 Month + 8.80%), 03/25/2028(o)			789		801,188
Series 2016-HQA3, Class M3 8.467% (LIBOR 1 Month + 3.85%), 03/25/2029(o)			214		222,692
Series 2020-DNA1, Class M2 6.317% (LIBOR 1 Month + 1.70%), 01/25/2050(e)(o)			59		59,283
Federal National Mortgage Association Connecticut Avenue Securities Series 2015-C02, Class 1M2 8.617% (LIBOR 1 Month + 4.00%), 05/25/2025(o)			47		48,021
Series 2015-C03, Class 1M2 9.617% (LIBOR 1 Month + 5.00%), 07/25/2025(o)			2		2,489
Series 2015-C04, Class 2M2 10.167% (LIBOR 1 Month + 5.55%), 04/25/2028(o)			102		106,149
Series 2016-C01, Class 2M2 11.567% (LIBOR 1 Month + 6.95%), 08/25/2028(o)			49		51,418
Series 2016-C04, Class 1B 14.867% (LIBOR 1 Month + 10.25%), 01/25/2029(o)			197		213,406
Series 2017-C01, Class 1B1 10.367% (LIBOR 1 Month + 5.75%), 07/25/2029(o)			27		29,587
Series 2017-C03, Class 1B1 9.467% (LIBOR 1 Month + 4.85%), 10/25/2029(o)			27		28,907
Series 2017-C05, Class 1B1 8.217% (LIBOR 1 Month + 3.60%), 01/25/2030(o)			27		28,507

60    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2018-C01, Class 1B1 8.167% (LIBOR 1 Month + 3.55%), 07/25/2030(o)	U.S.$		86	$	90,089
Traingle Re Ltd. Series 2020-1, Class M2 10.217% (LIBOR 1 Month + 5.60%), 10/25/2030(e)(o)			69		69,528
					2,065,896
Agency Fixed Rate – 0.0%
Federal National Mortgage Association Grantor Trust Series 2004-T5, Class AB4 5.04%, 05/28/2035			83		75,712
Non-Agency Fixed Rate – 0.0%
Alternative Loan Trust Series 2006-28CB, Class A14 6.25%, 10/25/2036			9		4,836
CSMC Mortgage-Backed Trust Series 2006-7, Class 3A12 6.25%, 08/25/2036			9		3,950
					8,786
Total Collateralized Mortgage Obligations (cost $2,182,037)					2,150,394
QUASI-SOVEREIGNS – 0.1%
Quasi-Sovereign Bonds – 0.1%
Mexico – 0.1%
Petroleos Mexicanos 6.49%, 01/23/2027			51		46,288
6.50%, 01/23/2029			41		35,383
6.75%, 09/21/2047			182		117,226
6.95%, 01/28/2060			31		19,864
					218,761
Ukraine – 0.0%
State Agency of Roads of Ukraine 6.25%, 06/24/2030(h)			324		56,153
United Arab Emirates – 0.0%
DP World Crescent Ltd. 3.875%, 07/18/2029(e)			220		204,366
Total Quasi-Sovereigns (cost $778,034)					479,280

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    61

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
GOVERNMENTS - SOVEREIGN BONDS – 0.1%
Colombia – 0.1%
Colombia Government International Bond 4.125%, 05/15/2051	U.S.$		200	$	116,350
5.625%, 02/26/2044			200		143,300
					259,650
Mexico – 0.0%
Mexico Government International Bond 2.659%, 05/24/2031			238		192,066
Total Governments - Sovereign Bonds (cost $490,817)					451,716
		Shares
PREFERRED STOCKS – 0.1%
Industrials – 0.1%
Auto Components – 0.0%
Energy Technology 0.00%(c)(d)			117		84,825
Energy Equipment & Services – 0.0%
Gulfport Energy Corp. 10.00%(c)			10		45,000
Industrial Conglomerates – 0.1%
WESCO International, Inc. Series A 10.625%			3,350		92,694
					222,519
Consumer Discretionary – 0.0%
Household Durables – 0.0%
Hovnanian Enterprises, Inc. 7.625%			1,190		22,610
Total Preferred Stocks (cost $192,999)					245,129
		Principal Amount (000)
COMMERCIAL MORTGAGE-BACKED SECURITIES – 0.1%
Non-Agency Floating Rate CMBS – 0.1%
DBWF Mortgage Trust Series 2018-GLKS, Class E 7.716% (LIBOR 1 Month + 3.12%), 12/19/2030(e)(o)	U.S.$		100		98,182

62    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)			U.S. $ Value
Morgan Stanley Capital I Trust Series 2019-BPR, Class E 9.588% (LIBOR 1 Month + 5.00%), 05/15/2036(e)(o)	U.S.$		39		$	32,426
						130,608
Non-Agency Fixed Rate CMBS – 0.0%
Citigroup Commercial Mortgage Trust Series 2014-GC23, Class D 4.48%, 07/10/2047(e)			35			31,162
GS Mortgage Securities Trust Series 2014-GC18, Class D 5.055%, 01/10/2047(e)			28			10,627
JPMBB Commercial Mortgage Securities Trust Series 2013-C17, Class D 4.883%, 01/15/2047(e)			71			65,492
						107,281
Total Commercial Mortgage-Backed Securities (cost $259,620)						237,889
EMERGING MARKETS—TREASURIES – 0.0%
Russia – 0.0%
Russian Federal Bond – OFZ Series 6212 7.05%, 01/19/2028(c) (cost $356,293)	RUB		23,770			15,836
		Shares
RIGHTS – 0.0%
Real Estate – 0.0%
Equity Real Estate Investment Trusts (REITs) – 0.0%
Link REIT, expiring 03/16/2023(b)(c)(d) (cost $0)			5,091			4,800
		Principal Amount (000)
MORTGAGE PASS-THROUGHS – 0.0%
Agency Fixed Rate 30-Year – 0.0%
Federal National Mortgage Association Series 2006 5.00%, 01/01/2036 (cost $82)	U.S.$		0	**		76

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    63

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

		Shares		U.S. $ Value
WARRANTS – 0.0%
Diversified – 0.0%
Special Purpose Acquisition Company – 0.0%
CWT Travel Holdings, Inc., A-CW26, expiring 11/19/2026(b)(c)(d)			1,052	$	– 0	–
CWT Travel Holdings, Inc., B-CW28, expiring 11/19/2028(b)(c)(d)			1,108		– 0	–
Total Warrants (cost $0)					– 0	–
		Principal Amount (000)
SHORT-TERM INVESTMENTS – 26.6%
U.S. Treasury Bills – 15.9%
United States – 15.9%
U.S. Treasury Bill Zero Coupon, 04/13/2023(n)	U.S.$		1,716		1,706,310
Zero Coupon, 05/18/2023			73,440		72,699,297
Total U.S. Treasury Bills (cost $74,407,104)					74,405,607
		Shares
Investment Companies – 10.7%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(p)(s)(t) (cost $50,164,665)			50,164,665		50,164,665
Total Investments Before Security Lending Collateral for Securities Loaned – 98.5% (cost $445,803,864)					461,807,585
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 0.6%
Investment Companies – 0.6%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(p)(s)(t) (cost $2,945,681)			2,945,681		2,945,681
Total Investments – 99.1% (cost $448,749,545)					464,753,266
Other assets less liabilities – 0.9%					4,284,374
Net Assets – 100.0%				$	469,037,640

64    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

FUTURES (see Note D)

Description	Number of Contracts		Expiration Month		Current Notional		Value and Unrealized Appreciation (Depreciation)
Purchased Contracts
10 Yr Australian Bond Futures		109		March 2023	$	8,629,919	$	(192,793	)
10 Yr Canadian Bond Futures		29		March 2023		2,588,853		(66,568	)
10 Yr Canadian Bond Futures		116		June 2023		10,327,358		36,249
10 Yr Japan Bond (OSE) Futures		21		March 2023		22,618,707		(261,532	)
Euro Buxl 30 Yr Bond Futures		40		March 2023		5,681,116		(1,146,482	)
Euro STOXX 50 Index Futures		161		March 2023		7,232,201		301,883
Euro-BOBL Futures		44		March 2023		5,360,337		(209,396	)
Euro-Bund Futures		90		March 2023		12,652,097		(783,731	)
Euro-Schatz Futures		64		March 2023		7,106,388		(118,015	)
FTSE 100 Index Futures		15		March 2023		1,418,431		17,242
FTSE KLCI Futures		79		March 2023		1,265,760		(10,678	)
FTSE Taiwan Index Futures		33		March 2023		1,783,650		(12,162	)
FTSE/JSE Top 40 Futures		16		March 2023		624,701		(25,138	)
Hang Seng Index Futures		29		March 2023		3,646,890		(122,051	)
Long Gilt Futures		116		June 2023		13,947,476		(98,424	)
MSCI Emerging Markets Futures		626		March 2023		30,138,770		(608,873	)
OMXS 30 Index Futures		87		March 2023		19,383,600		(6,902	)
S&P Mid 400 E-Mini Futures		24		March 2023		6,247,680		213,180
S&P/TSX 60 Index Futures		8		March 2023		1,426,574		(16,499	)
SPI 200 Futures		11		March 2023		1,331,972		(31,997	)
TOPIX Index Futures		56		March 2023		8,205,354		118,896
U.S. Long Bond (CBT) Futures		11		June 2023		1,377,406		(11,735	)
U.S. T-Note 2 Yr (CBT) Futures		83		June 2023		16,909,305		(46,114	)
U.S. T-Note 5 Yr (CBT) Futures		197		June 2023		21,089,774		(144,924	)
U.S. T-Note 10 Yr (CBT) Futures		4		March 2023		444,688		431
U.S. T-Note 10 Yr (CBT) Futures		287		June 2023		32,045,344		(63,192	)
U.S. Ultra Bond (CBT) Futures		219		June 2023		29,578,687		(18,362	)
Sold Contracts
10 Yr Australian Bond Futures		34		March 2023		2,691,901		118,189
10 Yr Canadian Bond Futures		29		March 2023		2,588,853		69,205
10 Yr Canadian Bond Futures		24		June 2023		2,136,695		(7,601	)
10 Yr Mini Japan Government Bond Futures		41		March 2023		4,417,238		44,718
Euro Buxl 30 Yr Bond Futures		15		March 2023		2,130,419		419,151
Euro STOXX 50 Index Futures		62		March 2023		2,785,071		(117,980	)
Euro-Bund Futures		27		March 2023		3,795,629		96,685
FTSE 100 Index Futures		12		March 2023		1,134,744		(52,428	)
Long Gilt Futures		26		June 2023		3,126,158		21,600
MSCI Singapore IX ETS Futures		223		March 2023		4,856,239		78,488
OMXS 30 Index Futures		3		March 2023		63,852		714
S&P 500 E-Mini Futures		206		March 2023		40,947,650		28,173
S&P/TSX 60 Index Futures		11		March 2023		1,961,539		31,736
SGX Nifty 50 Futures		20		March 2023		695,960		22,587
SPI 200 Futures		27		March 2023		3,269,385		(24,251	)
TOPIX Index Futures		8		March 2023		1,172,193		(31,593	)
U.S. 10 Yr Ultra Futures		11		June 2023		1,289,063		3,555
U.S. T-Note 2 Yr (CBT) Futures		56		June 2023		11,408,687		25,303
U.S. T-Note 5 Yr (CBT) Futures		26		June 2023		2,783,422		5,225
U.S. T-Note 10 Yr (CBT) Futures		4		March 2023		444,688		15,243
U.S. T-Note 10 Yr (CBT) Futures		149		June 2023		16,636,781		6,825

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    65

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Description	Number of Contracts		Expiration Month		Current Notional		Value and Unrealized Appreciation (Depreciation)
U.S. Ultra Bond (CBT) Futures		45		June 2023	$	6,077,813	$	4,429
WIG 20 Index Futures		162		March 2023		1,348,134		58,916
							$	(2,490,798	)

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note D)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
Bank of America, NA	CHF	1,187	USD	1,288		03/01/2023	$	27,492
Bank of America, NA	INR	134,346	USD	1,646		03/16/2023		21,873
Bank of America, NA	TWD	56,146	USD	1,852		03/16/2023		22,758
Bank of America, NA	USD	1,255	INR	104,420		03/16/2023		7,379
Bank of America, NA	USD	1,258	MXN	23,914		03/16/2023		45,454
Bank of America, NA	CLP	595,467	USD	717		03/17/2023		(1,131	)
Bank of America, NA	PEN	27,220	USD	7,099		03/17/2023		(66,721	)
Bank of America, NA	USD	521	CLP	415,516		03/17/2023		(19,750	)
Bank of America, NA	USD	2,571	COP	12,278,189		03/17/2023		(52,409	)
Bank of America, NA	USD	923	GBP	763		03/24/2023		(5,198	)
Bank of America, NA	CAD	3,450	USD	2,579		03/30/2023		49,571
Bank of America, NA	USD	5,587	CAD	7,446		03/30/2023		(129,099	)
Bank of America, NA	AUD	778	USD	543		04/13/2023		18,684
Bank of America, NA	IDR	26,859,940	USD	1,781		04/13/2023		20,824
Bank of America, NA	IDR	18,716,207	USD	1,225		04/13/2023		(922	)
Bank of America, NA	USD	1,221	IDR	18,340,920		04/13/2023		(19,237	)
Bank of America, NA	USD	511	NZD	814		04/20/2023		(7,505	)
Bank of America, NA	USD	959	ZAR	17,390		04/20/2023		(15,646	)
Bank of America, NA	ZAR	23,626	USD	1,310		04/20/2023		28,837
Bank of America, NA	NOK	33,480	USD	3,337		04/21/2023		104,588
Bank of America, NA	SEK	16,858	USD	1,622		04/21/2023		7,118
Bank of America, NA	KRW	866,022	USD	675		04/26/2023		17,649
Bank of America, NA	USD	1,197	KRW	1,471,158		04/26/2023		(80,959	)
Bank of America, NA	CZK	30,399	USD	1,381		04/27/2023		17,081
Bank of America, NA	PHP	169,379	USD	3,083		04/27/2023		34,920
Bank of America, NA	USD	513	HUF	188,227		04/27/2023		4,214
Bank of America, NA	USD	668	PHP	37,006		04/27/2023		(1,905	)
Bank of America, NA	USD	2,451	JPY	318,572		04/28/2023		(92,029	)
Bank of America, NA	EUR	3,617	USD	3,850		05/11/2023		8,709
Bank of America, NA	USD	5,864	EUR	5,509		05/11/2023		(14,248	)
Barclays Bank PLC	USD	5,817	CHF	5,453		03/01/2023		(28,103	)
Barclays Bank PLC	MYR	11,961	USD	2,714		03/16/2023		45,196
Barclays Bank PLC	USD	2,724	INR	227,027		03/16/2023		20,661
Barclays Bank PLC	USD	2,993	MXN	56,533		03/16/2023		89,039
Barclays Bank PLC	USD	2,914	MYR	12,752		03/16/2023		(68,538	)
Barclays Bank PLC	USD	693	TWD	20,705		03/16/2023		(18,188	)
Barclays Bank PLC	COP	4,123,462	USD	844		03/17/2023		(2,387	)
Barclays Bank PLC	USD	1,008	GBP	843		03/24/2023		6,827
Barclays Bank PLC	USD	1,419	GBP	1,173		03/24/2023		(7,629	)
Barclays Bank PLC	AUD	2,140	USD	1,442		04/13/2023		(363	)
Barclays Bank PLC	USD	714	AUD	1,028		04/13/2023		(21,367	)
Barclays Bank PLC	NZD	4,431	USD	2,810		04/20/2023		70,106

66    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)			In Exchange For (000)				Settlement Date		Unrealized Appreciation (Depreciation)
Barclays Bank PLC	NOK	20,684		USD	2,025				04/21/2023	$	28,485
Barclays Bank PLC	SEK	20,475		USD	1,967				04/21/2023		5,859
Barclays Bank PLC	USD	2,539		NOK	26,318				04/21/2023		1,343
Barclays Bank PLC	USD	602		SEK	6,301				04/21/2023		1,751
Barclays Bank PLC	USD	1,816		SEK	18,853				04/21/2023		(9,840	)
Barclays Bank PLC	USD	7		KRW	9,048				04/26/2023		(471	)
Barclays Bank PLC	USD	3,456		PHP	189,328				04/27/2023		(48,448	)
Barclays Bank PLC	USD	589		JPY	76,576				04/28/2023		(22,397	)
Barclays Bank PLC	CHF	5,453		USD	5,870				05/24/2023		29,334
Deutsche Bank AG	INR	57,591		USD	694				03/16/2023		(2,234	)
Deutsche Bank AG	MXN	16,773		USD	878				03/16/2023		(36,016	)
Deutsche Bank AG	TWD	29,226		USD	954				03/16/2023		1,747
Deutsche Bank AG	USD	2,669		MXN	49,364				03/16/2023		22,314
Deutsche Bank AG	USD	2,916		TWD	87,792				03/16/2023		(56,768	)
Deutsche Bank AG	USD	639		COP	3,122,358				03/17/2023		1,415
Deutsche Bank AG	USD	1,137		PEN	4,375				03/17/2023		15,037
Deutsche Bank AG	GBP	1,091		USD	1,331				03/24/2023		17,894
Deutsche Bank AG	GBP	699		USD	841				03/24/2023		(540	)
Deutsche Bank AG	USD	1,093		AUD	1,585				04/13/2023		(25,039	)
Deutsche Bank AG	USD	3,538		IDR	53,790,004				04/13/2023		(14,241	)
Deutsche Bank AG	CNH	14,183		USD	2,040				04/20/2023		(7,347	)
Deutsche Bank AG	CZK	22,708		USD	1,033				04/27/2023		13,690
Deutsche Bank AG	HUF	207,479		USD	569				04/27/2023		(313	)
Goldman Sachs Bank USA	CHF	4,266		USD	4,641				03/01/2023		111,927
Goldman Sachs Bank USA	MXN	19,906		USD	1,037				03/16/2023		(48,301	)
Goldman Sachs Bank USA	USD	2,253		GBP	1,865				03/24/2023		(9,025	)
Goldman Sachs Bank USA	USD	768		BRL	4,011				04/04/2023		(6,877	)
Goldman Sachs Bank USA	USD	541		AUD	778				04/13/2023		(17,171	)
Goldman Sachs Bank USA	CNH	16,340		USD	2,404				04/20/2023		45,380
Goldman Sachs Bank USA	USD	2,992		HUF	1,093,605				04/27/2023		9,964
Goldman Sachs Bank USA	JPY	210,215		USD	1,556				04/28/2023		(916	)
JPMorgan Chase Bank, NA	TWD	52,351		USD	1,737				03/16/2023		31,653
JPMorgan Chase Bank, NA	USD	671		INR	55,667				03/16/2023		2,022
JPMorgan Chase Bank, NA	USD	828		PEN	3,205				03/17/2023		15,533
JPMorgan Chase Bank, NA	USD	991		GBP	798				03/24/2023		(30,318	)
JPMorgan Chase Bank, NA	IDR	8,275,341		USD	551				04/13/2023		9,010
JPMorgan Chase Bank, NA	USD	808		NZD	1,311				04/20/2023		3,084
JPMorgan Chase Bank, NA	SEK	23,790		USD	2,276				04/21/2023		(3,085	)
JPMorgan Chase Bank, NA	PHP	56,955		USD	1,048				04/27/2023		22,693
JPMorgan Chase Bank, NA	USD	1,348		JPY	179,013				04/28/2023		(22,757	)
Morgan Stanley Capital Services, Inc.	MYR	3,970		USD	910				03/16/2023		24,064
Morgan Stanley Capital Services, Inc.	IDR	105,073		USD	7				04/13/2023		(24	)
State Street Bank & Trust Co.	THB	176,789		USD	5,243				03/23/2023		230,134
State Street Bank & Trust Co.	USD	814		THB	26,504				03/23/2023		(62,428	)
State Street Bank & Trust Co.	GBP	106		USD	128				03/24/2023		768
State Street Bank & Trust Co.	USD	100		GBP	82				03/24/2023		(1,342	)
State Street Bank & Trust Co.	CAD	111		USD	83		��		03/30/2023		1,610
State Street Bank & Trust Co.	USD	514		CAD	689				03/30/2023		(9,265	)
State Street Bank & Trust Co.	DKK	4,306		USD	633				04/21/2023		18,960
State Street Bank & Trust Co.	USD	0	***	SEK	0	***			04/21/2023		– 0	–

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    67

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
State Street Bank & Trust Co.	PLN	4,141	USD	949		04/27/2023	$	21,912
State Street Bank & Trust Co.	USD	255	EUR	238		05/11/2023		(1,338	)
UBS AG	CLP	1,460,653	USD	1,759		03/17/2023		(2,987	)
							$	263,741

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note D)

				Rate Type
Notional Amount (000)		Termination Date		Payments made by the Fund	Payments received by the Fund	Payment Frequency Paid/ Received	Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)
CNY	36,260		02/17/2025	China 7-Day Reverse Repo Rate	2.547%	Quarterly	$	(4,486	)	$	– 0	–	$	(4,486	)
CNY	107,914		02/20/2025	China 7-Day Reverse Repo Rate	2.598%	Quarterly		1,898			– 0	–		1,898
CNY	109,516		02/21/2025	China 7-Day Reverse Repo Rate	2.620%	Quarterly		8,639			– 0	–		8,639
CHF	590		11/19/2031	1 Day SARON	0.100%	Annual		(93,527	)		– 0	–		(93,527	)
CHF	480		08/22/2032	1 Day SARON	1.365%	Annual		(23,313	)		– 0	–		(23,313	)
SEK	8,324		09/27/2032	3.115%	3 Month STIBOR	Annual/ Quarterly		4,938			– 0	–		4,938
NOK	5,628		10/03/2032	6 Month NIBOR	3.568%	Semi-Annual/ Annual		(740	)		– 0	–		(740	)
NOK	5,290		12/05/2032	6 Month NIBOR	3.245%	Semi-Annual/ Annual		(15,662	)		– 0	–		(15,662	)
CHF	500		12/05/2032	1 Day SARON	1.550%	Annual		(17,840	)		– 0	–		(17,840	)
SEK	4,720		12/23/2032	2.948%	3 Month STIBOR	Annual/ Quarterly		12,171			– 0	–		12,171
NOK	6,780		01/06/2033	6 Month NIBOR	3.175%	Semi-Annual/ Annual		(22,309	)		– 0	–		(22,309	)
NOK	14,462		01/20/2033	6 Month NIBOR	2.843%	Semi-Annual/ Annual		(86,226	)		– 0	–		(86,226	)
CHF	546		01/20/2033	1 Day SARON	1.503%	Annual		(22,932	)		– 0	–		(22,932	)
CHF	509		02/01/2033	1 Day SARON	1.716%	Annual		(11,012	)		– 0	–		(11,012	)
NZD	1,082		02/08/2033	3 Month BKBM	4.101%	Quarterly/ Semi-Annual		(31,922	)		– 0	–		(31,922	)
							$	(302,323	)	$	– 0	–	$	(302,323	)

68    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note D)

Description	Fixed Rate (Pay) Receive			Payment Frequency		Implied Credit Spread at February 28, 2023			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)
Buy Contracts
CDX-EM Series 38, 5 Year Index, 12/20/2027*		(1.00	)%		Quarterly		2.40	%	USD	2,400	$	131,519		$	127,418		$	4,101
CDX-NAHY Series 39, 5 Year Index, 12/20/2027*		(5.00	)		Quarterly		4.61		USD	4,360		(106,819	)		(101,793	)		(5,026	)
iTraxx Xover Series 38, 5 Year Index, 12/20/2027*		(5.00	)		Quarterly		4.13		EUR	1,130		(51,713	)		(39,172	)		(12,541	)
Sale Contracts
CDX-NAHY Series 39, 5 Year Index, 12/20/2027*		5.00			Quarterly		4.61		USD	9,810		240,343			(348,698	)		589,041
CDX-NAHY Series 39, 5 Year Index, 12/20/2027*		5.00			Quarterly		4.61		USD	4,850		118,825			101,933			16,892
iTraxx Xover Series 38, 5 Year Index, 12/20/2027*		5.00			Quarterly		4.13		EUR	2,900		132,446			(118,144	)		250,590
Republic of South Africa, 5.875%, 09/16/2025, 12/20/2027*		1.00			Quarterly		2.55		USD	300		(18,570	)		(21,528	)		2,958
											$	446,031		$	(399,984	)	$	846,015

* Termination date

CREDIT DEFAULT SWAPS (see Note D)

Swap Counterparty & Referenced Obligation	Fixed Rate (Pay) Receive			Payment Frequency		Implied Credit Spread at February 28, 2023			Notional Amount (000)		Market Value		Upfront Premiums Paid (Received)		Unrealized Appreciation (Depreciation)
Buy Contracts
Goldman Sachs International
CDX-CMBX.NA.BB Series 6, 05/11/2063*		(5.00	)%		Monthly		7.50	%	USD	590	$	230,919	$	181,453	$	49,466
JPMorgan Securities, LLC
CDX-CMBX.NA.BBB- Series 6, 05/11/2063*		(3.00	)		Monthly		7.50		USD	545		104,517		86,618		17,899

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    69

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Swap Counterparty & Referenced Obligation	Fixed Rate (Pay) Receive			Payment Frequency		Implied Credit Spread at February 28, 2023			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation (Depreciation)
Sale Contracts
Citigroup Global Markets, Inc.
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00	%		Monthly		7.50	%	USD	18	$	(6,941	)	$	(8,303	)	$	1,362
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	303		(118,727	)		(49,346	)		(69,381	)
Credit Suisse International
CDX-CMBX.NA.BBB- Series 6, 05/11/2063*		3.00			Monthly		7.50		USD	2,567		(491,998	)		(235,063	)		(256,935	)
Deutsche Bank AG
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	904		(353,720	)		(150,149	)		(203,571	)
Goldman Sachs International
Avis Budget Group, Inc., 5.250%, 03/15/2025, 12/20/2023*		5.00			Quarterly		0.84		USD	50		2,143			520			1,623
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	3		(1,335	)		(1,595	)		260
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	3		(1,335	)		(1,595	)		260
Morgan Stanley & Co. International PLC
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	21		(8,276	)		(9,131	)		855
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	7		(2,669	)		(3,121	)		452
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	21		(8,276	)		(8,440	)		164
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	20		(8,009	)		(8,120	)		111
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	22		(8,542	)		(8,610	)		68
CDX-CMBX.NA.BB Series 6, 05/11/2063*		5.00			Monthly		7.50		USD	23		(8,810	)		(8,827	)		17
											$	(681,059	)	$	(223,709	)	$	(457,350	)

* Termination date

70    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

TOTAL RETURN SWAPS (see Note D)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)			Maturity Date		Unrealized Appreciation (Depreciation)
Receive Total Return on Reference Obligation
Barclays Bank PLC
Barclays Capital US Inflation Linked Bonds 1 to 10 Year	1 Day SOFR		Maturity	USD	87,115			05/01/2023	$	(1,806,982	)
Goldman Sachs International
Markit iBoxx EUR Contingent Convertible Liquid Developed Market AT1 TRI	3 Month EURIBOR		Maturity	EUR	538			03/20/2023		29,248
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	63			07/15/2025		(55	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	58			07/15/2025		(51	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	54			07/15/2025		(47	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	40			07/15/2025		24
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	37			07/15/2025		(25	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	32			07/15/2025		(9	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	25			07/15/2025		62
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	23			07/15/2025		58
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	22			07/15/2025		38
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	17			07/15/2025		(13	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	16			07/15/2025		(10	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	15			07/15/2025		3
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	12			07/15/2025		(5	)
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	9			07/15/2025		2
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	7			07/15/2025		4
Mediclinic International PLC	SONIA plus 0.35%		Maturity	GBP	2			07/15/2025		7
Merrill Lynch International
Bloomberg Commodity Index	0.00%		Maturity	USD	0	****		03/15/2023		(1,630,406	)
Morgan Stanley Capital Services LLC
KOSPI 200 Futures	0.00%		Maturity	KRW	710,550			03/09/2023		4,554

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    71

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)		Maturity Date		Unrealized Appreciation (Depreciation)
UBS AG
Russell 2000 Total Return Index	OBFR plus 0.05%		Maturity	USD	6,494		06/15/2023	$	376,931
Pay Total Return on Reference Obligation
Goldman Sachs International
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	192		07/15/2025		50,753
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	192		07/15/2025		47,939
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	150		07/15/2025		37,707
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	144		07/15/2025		34,293
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	139		07/15/2025		25,198
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	119		07/15/2025		31,574
Columbia Banking System, Inc.	SOFR minus 0.34%		Maturity	USD	101		07/15/2025		17,736
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	85		07/15/2025		5,379
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	78		07/15/2025		15,465
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	73		07/15/2025		4,602
Columbia Banking System, Inc.	SOFR minus 0.35%		Maturity	USD	58		07/15/2025		8,390
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	57		07/15/2025		13,607
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	48		07/15/2025		8,030
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	44		07/15/2025		6,242
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	37		07/15/2025		9,033
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	25		07/15/2025		974
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	25		07/15/2025		5,824
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	19		07/15/2025		985
Columbia Banking System, Inc.	SOFR minus 0.33%		Maturity	USD	19		07/15/2025		3,777
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	7		07/15/2025		357
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	6		07/15/2025		1,710
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	5		07/15/2025		1,304
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	1		07/15/2025		61

72    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)			Maturity Date		Unrealized Appreciation (Depreciation)
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	1			07/15/2025	$	192
Columbia Banking System, Inc.	SOFR minus 0.33%		Maturity	USD	1			07/15/2025		158
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	1			07/15/2025		172
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	0	****		07/15/2025		18
Columbia Banking System, Inc.	SOFR minus 0.32%		Maturity	USD	0	****		07/15/2025		56
JPMorgan Chase Bank, NA
Agnico Eagle Mines Ltd.	OBFR plus 4.27%		Maturity	USD	484			08/14/2023		2,936
B2Gold Corp.	CDOR minus 4.22%		Maturity	CAD	17			08/14/2023		(14	)
B2Gold Corp.	CDOR minus 4.22%		Maturity	CAD	10			08/14/2023		(247	)
B2Gold Corp.	CDOR plus 3.75%		Maturity	CAD	0	****		08/14/2023		(5	)
B2Gold Corp.	CDOR minus 4.22%		Maturity	CAD	0	****		08/14/2023		(3	)
B2Gold Corp.	CDOR minus 4.22%		Maturity	CAD	0	****		08/14/2023		(1	)
Broadcom, Inc.	OBFR minus 0.28%		Maturity	USD	403			08/14/2023		(14,641	)
Broadcom, Inc.	OBFR minus 0.28%		Maturity	USD	250			08/14/2023		(8,209	)
Broadcom, Inc.	OBFR minus 0.28%		Maturity	USD	146			08/14/2023		(6,412	)
Broadcom, Inc.	OBFR minus 0.28%		Maturity	USD	123			08/14/2023		(3,038	)
Broadcom, Inc.	OBFR minus 0.28%		Maturity	USD	14			08/14/2023		(272	)
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	104			08/14/2023		2,731
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	101			08/14/2023		1,984
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	45			08/14/2023		675
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	40			08/14/2023		793
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	27			08/14/2023		840
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	9			08/14/2023		(26	)
Globus Medical, Inc.	OBFR minus 0.29%		Maturity	USD	3			08/14/2023		64
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	65			08/14/2023		494
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	60			08/14/2023		1,457

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    73

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)		Maturity Date		Unrealized Appreciation (Depreciation)
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	50		08/14/2023	$	(1,426	)
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	46		08/14/2023		1,078
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	37		08/14/2023		(673	)
ICE U.S. Dollar Index	OBFR minus 0.78%		Maturity	USD	31		08/14/2023		119
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	7		08/14/2023		(120	)
ICE U.S. Dollar Index	OBFR minus 0.28%		Maturity	USD	5		08/14/2023		(88	)
MaxLinear, Inc.	OBFR minus 0.30%		Maturity	USD	130		08/14/2023		38,919
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	25		08/14/2023		178
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	315		08/15/2023		2,470
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	281		08/15/2023		2,169
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	274		08/15/2023		1,940
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	225		08/15/2023		686
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	223		08/15/2023		1,262
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	212		08/15/2023		1,457
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	187		08/15/2023		976
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	176		08/15/2023		878
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	143		08/15/2023		424
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	141		08/15/2023		737
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	111		08/15/2023		970
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	91		08/15/2023		693
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	80		08/15/2023		436
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	58		08/15/2023		79
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	40		08/15/2023		285
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	31		08/15/2023		178
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	12		08/15/2023		79

74    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)		Maturity Date		Unrealized Appreciation (Depreciation)
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	12		08/15/2023	$	66
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	6		08/15/2023		42
Novozymes A/S	CIBOR minus 0.50%		Maturity	DKK	3		08/15/2023		16
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	2		08/15/2023		19
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	2		08/15/2023		9
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	1,003		10/18/2023		7,091
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	508		10/18/2023		3,053
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	298		10/18/2023		2,224
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	130		10/18/2023		1,003
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	12		10/18/2023		27
Novozymes A/S	CIBOR minus 0.45%		Maturity	DKK	1		10/18/2023		5
Pan American Silver Corp.	OBFR plus 4.00%		Maturity	USD	663		08/14/2023		61,478
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	29		08/14/2023		722
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	16		08/14/2023		200
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	7		08/14/2023		75
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	4		08/14/2023		(3	)
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	2		08/14/2023		11
Provident Financial Services, Inc.	OBFR minus 0.29%		Maturity	USD	1		08/14/2023		7
Morgan Stanley Capital Services LLC
IBOVESPA Futures	0.00%		Maturity	BRL	3,291		04/12/2023		24,188
IBOVESPA Futures	0.00%		Maturity	BRL	3,079		04/12/2023		19,682
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	29		10/18/2023		601
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	19		10/18/2023		785
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	15		10/18/2023		275
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	15		10/18/2023		519
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	13		10/18/2023		573
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	8		10/18/2023		351

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    75

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)			Maturity Date		Unrealized Appreciation (Depreciation)
Provident Financial Services, Inc.	FedFundEffective minus 0.29%		Maturity	USD	1			10/18/2023	$	16
Provident Financial Services, Inc.	FedFundEffective minus 0.28%		Maturity	USD	0	****		10/18/2023		2
Ready Capital Corp.	FedFundEffective minus 0.28%		Maturity	USD	6			10/18/2023		(192	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	208			10/18/2023		(18,630	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	99			10/18/2023		(14,292	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	79			10/18/2023		(11,715	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	72			10/18/2023		(6,306	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	65			10/18/2023		(5,639	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	62			10/18/2023		(4,834	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	45			10/18/2023		(6,066	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	42			10/18/2023		(5,687	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	40			10/18/2023		(3,136	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	37			10/18/2023		(4,980	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	37			10/18/2023		(2,138	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.28%		Maturity	USD	35			10/18/2023		978
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	34			10/18/2023		(1,884	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	29			10/18/2023		(1,388	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	29			10/18/2023		(1,614	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	29			10/18/2023		(1,432	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	26			10/18/2023		(2,853	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	22			10/18/2023		(1,325	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	17			10/18/2023		(1,442	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	14			10/18/2023		(685	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	10			10/18/2023		(591	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	8			10/18/2023		(391	)

76    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)			Maturity Date		Unrealized Appreciation (Depreciation)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	6			10/18/2023	$	(424	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 4.03%		Maturity	USD	3			10/18/2023		(319	)
Ritchie Bros. Auctioneers, Inc.	FedFundEffective plus 3.53%		Maturity	USD	1			10/18/2023		(77	)
Swiss Market Index Futures	0.00%		Maturity	CHF	1,102			03/17/2023		5,817
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	350			10/18/2023		(6,176	)
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	143			10/18/2023		(5,821	)
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	70			10/18/2023		584
Xylem, Inc.	FedFundEffective minus 0.28%		Maturity	USD	19			10/18/2023		246
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	15			10/18/2023		82
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	14			10/18/2023		139
Xylem, Inc.	FedFundEffective minus 0.53%		Maturity	USD	11			10/18/2023		340
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	11			10/18/2023		(74	)
Xylem, Inc.	FedFundEffective minus 0.28%		Maturity	USD	10			10/18/2023		473
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	7			10/18/2023		109
Xylem, Inc.	FedFundEffective minus 0.28%		Maturity	USD	2			10/18/2023		73
Xylem, Inc.	FedFundEffective minus 0.28%		Maturity	USD	2			10/18/2023		55
Xylem, Inc.	FedFundEffective minus 0.29%		Maturity	USD	0	****		10/18/2023		(4	)
									$	(2,640,506	)

** Principal amount less than 500.

*** Contract amount less than 500.

**** Notional amount less than 500.

(a) Represents entire or partial securities out on loan. See Note E for securities lending information.

(b) Non-income producing security.

(c) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

(d) Fair valued by the Adviser.

(e) Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At February 28, 2023, the aggregate market value of these securities amounted to $40,074,209 or 8.5% of net assets.

(f) Defaulted matured security.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    77

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

(g) Pay-In-Kind Payments (PIK). The issuer may pay cash interest and/or interest in additional debt securities. Rates shown are the rates in effect at February 28, 2023.

(h) Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities, which represent 0.01% of net assets as of February 28, 2023, are considered illiquid and restricted. Additional information regarding such securities follows:

144A/Restricted & Illiquid Securities	Acquisition Date		Cost			Market Value			Percentage of Net Assets
Digicel Group Holdings Ltd. 7.00%, 03/16/2023		06/19/2020	$	2,022		$	759			0.00	%
Exide Technologies (Exchange Priority) 11.00%, 10/31/2024		10/26/2020		– 0	–		– 0	–		0.00	%
Exide Technologies (First Lien) 11.00%, 10/31/2024		06/21/2019		17,967			– 0	–		0.00	%
Magnetation LLC/Mag Finance Corp. 11.00%,��05/15/2018		04/26/2017		15			– 0	–		0.00	%
State Agency of Roads of Ukraine 6.25%, 06/24/2030		06/17/2021		324,000			56,153			0.01	%
Terraform Global Operating LP 6.125%, 03/01/2026		02/08/2018		12,000			11,508			0.00	%
Tonon Luxembourg SA 6.50%, 10/31/2024		04/26/2017		2,770			1			0.00	%
Virgolino de Oliveira Finance SA 10.50%, 01/28/2018		03/29/2017		33,435			43			0.00	%

(i) Convertible security.

(j) Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date.

(k) Position, or a portion thereof, has been segregated to collateralize margin requirements for open futures contracts.

(l) Position, or a portion thereof, has been segregated to collateralize OTC derivatives outstanding.

(m) Position, or a portion thereof, has been segregated to collateralize margin requirements for open exchange-traded derivatives.

(n) Position, or a portion thereof, has been segregated to collateralize margin requirements for open centrally cleared swaps.

(o) Floating Rate Security. Stated interest/floor/ceiling rate was in effect at February 28, 2023.

(p) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov. Additionally, shareholder reports for AB funds can be obtained by calling AB at (800) 227-4618.

(q) Defaulted.

(r) The stated coupon rate represents the greater of the LIBOR or an alternate base rate such as the SOFR/PRIME or the LIBOR/SOFR/PRIME floor rate plus a spread at February 28, 2023.

(s) Affiliated investments.

(t) The rate shown represents the 7-day yield as of period end.

78    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED PORTFOLIO OF INVESTMENTS (continued)

Currency Abbreviations:   AUD – Australian Dollar BRL – Brazilian Real CAD – Canadian Dollar CHF – Swiss Franc CLP – Chilean Peso CNH – Chinese Yuan Renminbi (Offshore) CNY – Chinese Yuan Renminbi COP – Colombian Peso CZK – Czech Koruna DKK – Danish Krone EUR – Euro GBP – Great British Pound HUF – Hungarian Forint IDR – Indonesian Rupiah INR – Indian Rupee JPY – Japanese Yen KRW – South Korean Won MXN – Mexican Peso MYR – Malaysian Ringgit NOK – Norwegian Krone NZD – New Zealand Dollar PEN – Peruvian Sol PHP – Philippine Peso PLN – Polish Zloty RUB – Russian Ruble SEK – Swedish Krona THB – Thailand Baht TWD – New Taiwan Dollar USD – United States Dollar ZAR – South African Rand

Glossary:   ADR – American Depositary Receipt BKBM – Bank Bill Benchmark (New Zealand) BOBL – Bundesobligationen CBT – Chicago Board of Trade CDOR – Canadian Dealer Offered Rate CDX-CMBX.NA – North American Commercial Mortgage-Backed Index CDX-EM – Emerging Market Credit Default Swap Index CDX-NAHY – North American High Yield Credit Default Swap Index CIBOR – Copenhagen Interbank Offered Rate CLO – Collateralized Loan Obligations CMBS – Commercial Mortgage-Backed Securities ETF – Exchange Traded Fund ETS – Emission Trading Scheme EURIBOR – Euro Interbank Offered Rate FedFundEffective – Federal Funds Effective Rate FTSE – Financial Times Stock Exchange JSE – Johannesburg Stock Exchange KLCI – Kuala Lumpur Composite Index KOSPI – Korea Composite Stock Price Index LIBOR – London Interbank Offered Rate MSCI – Morgan Stanley Capital International NIBOR – Norwegian Interbank Offered Rate OBFR – Overnight Bank Funding Rate OMXS – Stockholm Stock Exchange OSE – Osaka Securities Exchange REG – Registered Shares REIT – Real Estate Investment Trust SARON – Swiss Average Rate Overnight SGX – Singapore Exchange SOFR – Secured Overnight Financing Rate SONIA – Sterling Overnight Index Average SPDR – Standard & Poor’s Depository Receipt SPI – Share Price Index STIBOR – Stockholm Interbank Offered Rate TOPIX – Tokyo Price Index TSX – Toronto Stock Exchange WIG – Warszawski Indeks Gieldowy

See notes to consolidated financial statements.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    79

CONSOLIDATED STATEMENT OF ASSETS & LIABILITIES

February 28, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $395,639,199)	$	411,642,920	(a)
Affiliated issuers (cost $53,110,346—including investment of cash collateral for securities loaned of $2,945,681)		53,110,346
Cash		10,324
Cash collateral due from broker		15,819,837
Foreign currencies, at value (cost $4,404,390)		4,358,035
Unaffiliated interest and dividends receivable		1,750,603
Unrealized appreciation on forward currency exchange contracts		1,356,563
Unrealized appreciation on total return swaps		942,390
Receivable for investment securities sold		547,218
Market value on credit default swaps (net premiums paid $268,591)		337,579
Affiliated dividends receivable		274,794
Receivable for shares of beneficial interest sold		11,391
Total assets		490,162,000
Liabilities
Payable for variation margin on futures		9,294,759
Unrealized depreciation on total return swaps		3,582,896
Payable for collateral received on securities loaned		2,945,681
Unrealized depreciation on forward currency exchange contracts		1,092,822
Cash collateral due to broker		1,042,004
Market value on credit default swaps (net premiums received $492,300)		1,018,638
Payable for investment securities purchased and foreign currency transactions		952,608
Payable for shares of beneficial interest redeemed		250,573
Advisory fee payable		197,104
Distribution fee payable		84,712
Transfer Agent fee payable		33,067
Payable for variation margin on centrally cleared swaps		28,593
Foreign capital gains tax payable		19,073
Payable for terminated total return swaps		18,018
Trustees’ fees payable		6,251
Accrued expenses		557,561
Total liabilities		21,124,360
Net Assets	$	469,037,640
Composition of Net Assets
Shares of beneficial interest, at par	$	358
Additional paid-in capital		546,997,094
Accumulated loss		(77,959,812	)
Net Assets	$	469,037,640

(a) Includes securities on loan with a value of $5,540,852 (see Note E).

See notes to consolidated financial statements.

80    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED STATEMENT OF ASSETS & LIABILITIES (continued)

Net Asset Value Per Share—unlimited shares authorized, $.00001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	398,808,295		30,438,917	$	13.10	*
C	$	4,626,061		358,634	$	12.90
Advisor	$	56,981,674		4,291,785	$	13.28
R	$	2,871,242		222,285	$	12.92
K	$	5,482,417		420,813	$	13.03
I	$	267,951		19,948	$	13.43

* The maximum offering price per share for Class A shares was $13.68 which reflects a sales charge of 4.25%.

See notes to consolidated financial statements.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    81

CONSOLIDATED STATEMENT OF OPERATIONS

Six Months Ended February 28, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $37,225)	$	2,745,393
Affiliated issuers		1,534,872
Interest		2,317,041
Foreign withholding tax reclaims (see Note A.4)		722,565
Securities lending income		34,343
Other income		145		$	7,354,359
Expenses
Advisory fee (see Note B)		1,320,332
Distribution fee—Class A		508,917
Distribution fee—Class C		25,111
Distribution fee—Class R		7,130
Distribution fee—Class K		6,854
Transfer agency—Class A		223,557
Transfer agency—Class C		3,040
Transfer agency—Advisor Class		32,606
Transfer agency—Class R		3,744
Transfer agency—Class K		5,553	��
Transfer agency—Class I		163
Custody and accounting		228,094
Audit and tax		64,235
Registration fees		46,944
Printing		37,029
Legal		21,865
Trustees’ fees		12,100
Miscellaneous		27,008
Total expenses before bank overdraft expense		2,574,282
Bank overdraft expense		17,811
Total expenses		2,592,093
Less: expenses waived and reimbursed by the Adviser (see Notes B & E)		(44,079	)
Net expenses					2,548,014
Net investment income					4,806,345

See notes to consolidated financial statements.

82    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

CONSOLIDATED STATEMENT OF OPERATIONS (continued)

Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions(a)	$	(11,850,733	)
Forward currency exchange contracts		338,650
Futures		(10,860,442	)
Swaps		(11,525,380	)
Foreign currency transactions		161,570
Net change in unrealized appreciation (depreciation) of:
Investments(b)		18,151,966
Forward currency exchange contracts		(747,898	)
Futures		(977,963	)
Swaps		1,739,087
Foreign currency denominated assets and liabilities		(29,652	)
Net loss on investment and foreign currency transactions		(15,600,795	)
Net Decrease in Net Assets from Operations	$	(10,794,450	)

(a) Net of foreign realized capital gains taxes of $439.

(b) Net of increase in accrued foreign capital gains taxes on unrealized gains of $167.

See notes to consolidated financial statements.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    83

CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Increase (Decrease) in Net Assets from Operations
Net investment income	$	4,806,345		$	3,985,841
Net realized loss on investment and foreign currency transactions		(33,736,335	)		(11,961,791	)
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		18,135,540			(101,077,961	)
Net decrease in net assets from operations		(10,794,450	)		(109,053,911	)
Distributions to Shareholders
Class A		(11,341,430	)		(50,069,353	)
Class C		(85,218	)		(848,075	)
Advisor Class		(1,764,476	)		(7,225,344	)
Class R		(67,905	)		(315,935	)
Class K		(149,176	)		(658,119	)
Class I		(7,883	)		(29,331	)
Transactions in Shares of Beneficial Interest
Net decrease		(18,805,113	)		(12,905,351	)
Total decrease		(43,015,651	)		(181,105,419	)
Net Assets
Beginning of period		512,053,291			693,158,710
End of period	$	469,037,640		$	512,053,291

See notes to consolidated financial statements.

84    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

February 28, 2023 (unaudited)

NOTE A

Significant Accounting Policies

The AB Portfolios (the “Company”) is registered under the Investment Company Act of 1940 as a diversified, open end management investment company. The Company, which is a Massachusetts Business Trust, operates as a series company currently comprised of five series. Each series is considered to be a separate entity for financial reporting and tax purposes. This report relates only to the AB All Market Total Return Portfolio (the “Fund”). As part of the Fund’s investment strategy, the Fund seeks to gain exposure to commodities and commodities-related instruments and derivatives primarily through investments in AB All Market Total Return Portfolio (Cayman), Ltd., a wholly-owned subsidiary of the Fund organized under the laws of the Cayman Islands (the “Subsidiary”). The Fund is the sole shareholder of the Subsidiary and it is intended that the Fund will remain the sole shareholder and will continue to control the Subsidiary. Under the Articles of Association of the Subsidiary, shares issued by the Subsidiary confer upon a shareholder the right to receive notice of, to attend and to vote at general meetings of the Subsidiary and shall confer upon the shareholder rights in a winding-up or repayment of capital and the right to participate in the profits or assets of the Subsidiary. As of February 28, 2023, net assets of the Fund were $469,037,640, of which $37,387,428, or approximately 8%, represented the Fund’s ownership of all issued shares and voting rights of the Subsidiary. This report presents the consolidated financial statements of the Fund and the Subsidiary. All intercompany transactions and balances have been eliminated in consolidation. The Fund offers Class A, Class C, Advisor Class, Class R, Class K and Class I shares. Class B and Class T shares have been authorized but currently are not offered. Class A shares are sold with a front-end sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase, and 0% after the first year of purchase. Effective May 31, 2021, Class C shares automatically convert to Class A shares eight years after the end of the calendar month of purchase. Prior to May 31, 2021, Class C shares automatically converted to Class A shares 10 years after the end of the calendar month of purchase. Class R and Class K shares are sold without an initial or contingent deferred sales charge. Advisor Class and Class I shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All eight classes of shares have identical voting, dividend, liquidation and other rights, except that the classes bear different distribution and transfer agency expenses. Each class has exclusive voting rights with

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    85

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

respect to its distribution plan. The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the consolidated financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Trustees (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that

86    ^|    AB ALL MARKET TOTAL RETURN PORTFOLIO abfunds.com

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on

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market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

Valuations of mortgage-backed or other asset-backed securities, by pricing vendors, are based on both proprietary and industry recognized models and discounted cash flow techniques. Significant inputs to the valuation of these instruments are value of the collateral, the rates and timing of delinquencies, the rates and timing of prepayments, and default and loss

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

expectations, which are driven in part by housing prices for residential mortgages. Significant inputs are determined based on relative value analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices. Mortgage and asset-backed securities for which management has collected current observable data through pricing services are generally categorized within Level 2. Those investments for which current observable data has not been provided are classified as Level 3.

Bank loan prices are provided by third party pricing services and consist of a composite of the quotes received by the vendor into a consensus price. Certain bank loans are classified as Level 3, as a significant input used in the fair value measurement of these instruments is the market quotes that are received by the vendor and these inputs are not observable.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of February 28, 2023:

Investments in Securities:	Level 1		Level 2		Level 3			Total
Assets:
Common Stocks:
Information Technology	$	61,357,838	$	4,006,294	$	673,438		$	66,037,570
Health Care		33,760,172		8,857,505		0	(a)		42,617,677
Financials		23,695,737		13,993,686		– 0	–		37,689,423
Consumer Discretionary		25,276,812		6,322,115		174,135			31,773,062
Industrials		17,964,607		6,650,912		– 0	–		24,615,519
Communication Services		13,707,204		3,747,541		39,093	(a)		17,493,838
Consumer Staples		9,318,845		4,568,076		353,207			14,240,128
Energy		3,725,660		4,285,304		0	(a)		8,010,964
Materials		4,000,636		3,251,197		0	(a)		7,251,833
Real Estate		4,534,870		625,711		– 0	–		5,160,581
Utilities		3,597,343		1,080,951		– 0	–		4,678,294
Corporates – Non-Investment Grade		167,472		27,146,493		8,102	(a)		27,322,067

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

Investments in Securities:

Level 1

Level 2

Level 3

Total

Governments – Treasuries

$

– 0

–

$

20,463,124

$

– 0

–

$

20,463,124

Corporates – Investment Grade

– 0

–

8,301,056

– 0

–

8,301,056

Investment Companies

4,611,888

– 0

–

– 0

–

4,611,888

Emerging Markets – Sovereigns

– 0

–

4,164,256

– 0

–

4,164,256

Bank Loans

– 0

–

3,326,422

180,081

3,506,503

Emerging Markets – Corporate Bonds

– 0

–

3,123,625

43

3,123,668

Collateralized Loan Obligations

– 0

–

2,590,742

– 0

–

2,590,742

Collateralized Mortgage Obligations

– 0

–

2,150,394

– 0

–

2,150,394

Quasi-Sovereigns

– 0

–

479,280

– 0

–

479,280

Governments – Sovereign Bonds

– 0

–

451,716

– 0

–

451,716

Preferred Stocks

115,304

– 0

–

129,825

245,129

Commercial Mortgage-Backed Securities

– 0

–

237,889

– 0

–

237,889

Emerging Markets – Treasuries

– 0

–

– 0

–

15,836

15,836

Rights

– 0

–

– 0

–

4,800

4,800

Mortgage Pass-Throughs

– 0

–

76

– 0

–

76

Warrants

– 0

–

– 0

–

0

(a)

– 0

–

Short-Term Investments:

U.S. Treasury Bills

– 0

–

74,405,607

– 0

–

74,405,607

Investment Companies

50,164,665

– 0

–

– 0

–

50,164,665

Investments of Cash Collateral for Securities Loaned in Affiliated Money Market Fund

2,945,681

– 0

–

– 0

–

2,945,681

Total Investments in Securities

258,944,734

204,229,972

1,578,560

(a)

464,753,266

Other Financial Instruments(b):

Assets:

Futures

1,738,623

– 0

–

– 0

–

1,738,623

(c)

Forward Currency Exchange Contracts

– 0

–

1,356,563

– 0

–

1,356,563

Centrally Cleared Interest Rate Swaps

– 0

–

27,646

– 0

–

27,646

(c)

Centrally Cleared Credit Default Swaps

– 0

–

623,133

– 0

–

623,133

(c)

Credit Default Swaps

– 0

–

337,579

– 0

–

337,579

Total Return Swaps

– 0

–

942,390

– 0

–

942,390

Liabilities:

Futures

(4,229,421

)

– 0

–

– 0

–

(4,229,421

)(c)

Forward Currency Exchange Contracts

– 0

–

(1,092,822

)

– 0

–

(1,092,822

)

Centrally Cleared Interest Rate Swaps

– 0

–

(329,969

)

– 0

–

(329,969

)(c)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

Investments in Securities:	Level 1			Level 2			Level 3			Total
Centrally Cleared Credit Default Swaps	$	– 0	–	$	(177,102	)	$	– 0	–	$	(177,102	)(c)
Credit Default Swaps		– 0	–		(1,018,638	)		– 0	–		(1,018,638	)
Total Return Swaps		– 0	–		(3,582,896	)		– 0	–		(3,582,896	)
Total	$	256,453,936		$	201,315,856		$	1,578,560		$	459,348,352

(a) The Fund held securities with zero market value at period end.

(b) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation (depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, written options and written swaptions which are valued at market value.

(c) Only variation margin receivable (payable) at period end is reported within the consolidated statement of assets and liabilities. This amount reflects cumulative unrealized appreciation (depreciation) on futures and centrally cleared swaps as reported in the consolidated portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

4. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/

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depreciation as such income and/or gains are earned. The Fund files withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. The Fund may record a reclaim receivable based on, among other things, a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention.

In consideration of recent decisions rendered by the European courts, the Fund received reclaims filed to recover taxes withheld on dividends earned from certain European Union countries during calendar years 2009 through 2013. These filings are subject to various administrative and judicial proceedings within these countries. For the six months ended February 28, 2023, the Fund successfully recovered taxes withheld by France which is reflected in the statement of operations. No other amounts for additional tax reclaims are disclosed in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

If, during a taxable year, the Subsidiary’s taxable losses (and other deductible items) exceed its income and gains, the net loss will not pass through to the Fund as a deductible amount for federal income tax purposes. Note that the loss from the Subsidiary’s contemplated activities also cannot be carried forward to reduce future Subsidiary’s income in subsequent years. However, if the Subsidiary’s taxable gains exceed its losses and other deductible items during a taxable year, the net gain will pass through to the Fund as income for federal income tax purposes.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s consolidated financial statements.

5. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment gains or losses are determined on the identified cost basis. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. The Fund amortizes premiums and accretes discounts as adjustments to interest income. Investment transactions are accounted for on the date the securities are purchased or sold. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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6. Class Allocations

All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except for class specific expenses which are allocated to the respective class. Expenses of the Company are charged proportionately to each series or based on other appropriate methods. Realized and unrealized gains and losses are allocated among the various share classes based on respective net assets.

7. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement (the “Advisory Agreement”), the Fund pays the Adviser an advisory fee at an annual rate of .55% of the first $2.5 billion, .45% of the next $2.5 billion and .40% in excess of $5 billion of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

The Subsidiary has entered into a separate agreement with the Adviser for the management of the Subsidiary’s portfolio. The Adviser receives no compensation from the Subsidiary for its services under the agreement.

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $74,612 for the six months ended February 28, 2023.

AllianceBernstein Investments, Inc. (the “Distributor”), a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund’s shares. The Distributor has advised the Fund that it has retained front-end sales charges of $1,434 from the sale of Class A shares and received $194 and $563 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended February 28, 2023.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2023. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended February 28, 2023, such waiver amounted to $43,558.

A summary of the Fund’s transactions in AB mutual funds for the six months ended February 28, 2023 is as follows:

Fund	Market Value 8/31/22 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 2/28/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	75,289	$	152,421	$	177,546	$	50,164	$	1,535
Government Money Market Portfolio*		5,352		51,915		54,321		2,946		13
Total							$	53,110	$	1,548

* Investments of cash collateral for securities lending transactions (see Note E).

NOTE C

Distribution Plan

The Fund has adopted a Plan for each class of shares of the Fund pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Plan”). Under the Plan, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .50% of the Fund’s average daily net assets attributable to Class A shares, 1% of the Fund’s average daily net assets attributable to Class C shares, .50% of the Fund’s average daily net assets attributable to Class R shares and .25% of the Fund’s average daily net assets attributable to Class K shares. There are no distribution and servicing fees on the Advisor Class and Class I shares. The fees are accrued daily and paid monthly. Payments under the Plan in respect of Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. The Plan provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. The Fund is not obligated under the Plan

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

to pay any distribution services fee in excess of the amounts set forth above. The purpose of the payments to the Distributor under the Plan is to compensate the Distributor for its distribution services with respect to the sale of the Fund’s shares. Since the Distributor’s compensation is not directly tied to its expenses, the amount of compensation received by it under the Plan during any year may be more or less than its actual expenses. For this reason, the Plan is characterized by the staff of the Securities Exchange Commission as being a “compensation” plan.

In the event that the Plan is terminated or not continued, no distribution services fees (other than current amounts accrued but not yet paid) would be owed by the Fund to the Distributor with respect to the relevant class. The Plan also provides that the Adviser may use its own resources to finance the distribution of the Fund’s shares.

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended February 28, 2023 were as follows:

	Purchases		Sales
Investment securities (excluding U.S. government securities)	$	106,997,672	$	199,033,182
U.S. government securities		4,190,363		226,778

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	46,003,401
Gross unrealized depreciation		(34,780,901	)
Net unrealized appreciation	$	11,222,500

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

• Futures

The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bears the market risk that arises

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from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon for non-hedging purposes as a means of making direct investment in foreign currencies, as described below under “Currency Transactions”.

At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the consolidated statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the consolidated statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of futures can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.

During the six months ended February 28, 2023, the Fund held futures for hedging and non-hedging purposes.

• Forward Currency Exchange Contracts

The Fund may enter into forward currency exchange contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to hedge certain firm purchase and sale commitments denominated in foreign currencies and for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions”.

A forward currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.

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The gain or loss arising from the difference between the original contract and the closing of such contract would be included in net realized gain or loss on forward currency exchange contracts. Fluctuations in the value of open forward currency exchange contracts are recorded for financial reporting purposes as unrealized appreciation and/or depreciation by the Fund. Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

During the six months ended February 28, 2023, the Fund held forward currency exchange contracts for hedging and non-hedging purposes.

• Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk, equity markets or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining market exposures, making direct investments in foreign currencies, as described below under “Currency Transactions” or in order to take a “long” or “short” position with respect to an underlying referenced asset described below under “Total Return Swaps”. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the consolidated statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized

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gain/(loss) on swaps on the consolidated statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the consolidated statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the consolidated statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the consolidated statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the consolidated statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into

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interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by the Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the six months ended February 28, 2023, the Fund held interest rate swaps for hedging and non-hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.

Credit default swaps may involve greater risks than if the Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit

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risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the six months ended February 28, 2023, the Fund held credit default swaps for hedging and non-hedging purposes.

Total Return Swaps:

The Fund may enter into total return swaps in order to take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

During the six months ended February 28, 2023, the Fund held total return swaps for hedging and non-hedging purposes.

Variance Swaps:

The Fund may enter into variance swaps to hedge equity market risk or adjust exposure to the equity markets. Variance swaps are contracts in which two parties agree to exchange cash payments based on the difference between the stated level of variance and the actual variance realized on underlying asset(s) or index(es). Actual “variance” as used here is defined as the sum of the square of the returns on the reference asset(s) or index(es) (which in effect is a measure of its “volatility”) over the length of the contract term. So the

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parties to a variance swap can be said to exchange actual volatility for a contractually stated rate of volatility.

During the six months ended February 28, 2023, the Fund held variance swaps for hedging and non-hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended February 28, 2023, the Fund had entered into the following derivatives:

	Asset Derivatives				Liability Derivatives
Derivative Type	Consolidated Statement of Assets and Liabilities Location	Fair Value			Consolidated Statement of Assets and Liabilities Location	Fair Value
Interest rate contracts	Receivable/Payable for variation margin on futures	$	866,808	*	Receivable/Payable for variation margin on futures	$	3,168,869	*
Equity contracts	Receivable/Payable for variation margin on futures		871,815	*	Receivable/Payable for variation margin on futures		1,060,552	*

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	Asset Derivatives				Liability Derivatives
Derivative Type	Consolidated Statement of Assets and Liabilities Location	Fair Value			Consolidated Statement of Assets and Liabilities Location	Fair Value
Credit contracts	Receivable/Payable for variation margin on centrally cleared swaps	$	863,582	*	Receivable/Payable for variation margin on centrally cleared swaps	$	17,567	*
Interest rate contracts	Receivable/Payable for variation margin on centrally cleared swaps		27,646	*	Receivable/Payable for variation margin on centrally cleared swaps		329,969	*
Foreign currency contracts	Unrealized appreciation on forward currency exchange contracts		1,356,563		Unrealized depreciation on forward currency exchange contracts		1,092,822
Credit contracts	Market value on credit default swaps		337,579		Market value on credit default swaps		1,018,638
Interest rate contracts					Unrealized depreciation on total return swaps		1,806,982
Credit contracts	Unrealized appreciation on total return swaps		29,248
Commodity contracts					Unrealized depreciation on total return swaps		1,630,406
Equity contracts	Unrealized appreciation on total return swaps		913,142		Unrealized depreciation on total return swaps		145,508
Total		$	5,266,383			$	10,271,313

* Only variation margin receivable/payable at period end is reported within the consolidated statement of assets and liabilities. This amount reflects cumulative unrealized appreciation (depreciation) on futures and centrally cleared swaps as reported in the consolidated portfolio of investments.

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Derivative Type	Location of Gain or (Loss) on Derivatives Within Consolidated Statement of Operations	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Interest rate contracts	Net realized gain (loss) on futures; Net change in unrealized appreciation (depreciation) of futures	$	(8,993,308	)	$	(752,521	)
Equity contracts	Net realized gain (loss) on futures; Net change in unrealized appreciation (depreciation) of futures		(1,915,784	)		(225,442	)
Commodity contracts	Net realized gain (loss) on futures; Net change in unrealized appreciation (depreciation) of futures		48,650			– 0	–
Foreign currency contracts	Net realized gain (loss) on forward currency exchange contracts; Net change in unrealized appreciation (depreciation) of forward currency exchange contracts		338,650			(747,898	)
Interest rate contracts	Net realized gain (loss) on swaps; Net change in unrealized appreciation (depreciation) of swaps		(6,495,004	)		(267,653	)
Commodity contracts	Net realized gain (loss) on swaps; Net change in unrealized appreciation (depreciation) of swaps		(3,638,712	)		506,415
Credit contracts	Net realized gain (loss) on swaps; Net change in unrealized appreciation (depreciation) of swaps		(822,625	)		1,614,323
Equity contracts	Net realized gain (loss) on swaps; Net change in unrealized appreciation (depreciation) of swaps		(569,039	)		(113,998	)
Total		$	(22,047,172	)	$	13,226

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The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended February 28, 2023:

Futures:
Average notional amount of buy contracts	$	261,073,215
Average notional amount of sale contracts	$	148,404,023
Forward Currency Exchange Contracts:
Average principal amount of buy contracts	$	74,782,205
Average principal amount of sale contracts	$	84,641,063
Centrally Cleared Interest Rate Swaps:
Average notional amount	$	46,964,089
Credit Default Swaps:
Average notional amount of buy contracts	$	1,246,041
Average notional amount of sale contracts	$	4,420,749
Centrally Cleared Credit Default Swaps:
Average notional amount of buy contracts	$	8,088,576	(a)
Average notional amount of sale contracts	$	14,433,084
Total Return Swaps:
Average notional amount	$	165,993,032
Variance Swaps:
Average notional amount	$	2,990,138	(a)

(a) Positions were open for five months during the period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the consolidated statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of February 28, 2023. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

Counterparty	Derivative Assets Subject to a MA		Derivatives Available for Offset			Cash Collateral Received*			Security Collateral Received*			Net Amount of Derivative Assets
Bank of America, NA	$	437,151	$	(437,151	)	$	– 0	–	$	– 0	–	$	– 0	–
Barclays Bank PLC		298,601		(298,601	)		– 0	–		– 0	–		– 0	–
Deutsche Bank AG		72,097		(72,097	)		– 0	–		– 0	–		– 0	–
Goldman Sachs Bank USA/Goldman Sachs International		761,315		(85,175	)		(490,004	)		– 0	–		186,136
JPMorgan Chase Bank, NA/JPMorgan Securities, LLC		332,547		(91,338	)		(241,209	)		– 0	–		– 0	–
Morgan Stanley Capital Services LLC/Morgan Stanley Capital Services, Inc.		84,506		(84,506	)		– 0	–		– 0	–		– 0	–

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Counterparty	Derivative Assets Subject to a MA		Derivatives Available for Offset			Cash Collateral Received*			Security Collateral Received*			Net Amount of Derivative Assets
State Street Bank & Trust Co.	$	273,384	$	(74,373	)	$	– 0	–	$	– 0	–	$	199,011
UBS AG		376,931		(2,987	)		(262,000	)		– 0	–		111,944
Total	$	2,636,532	$	(1,146,228	)	$	(993,213	)	$	– 0	–	$	497,091	^
Counterparty	Derivative Liabilities Subject to a MA		Derivatives Available for Offset			Cash Collateral Pledged*			Security Collateral Pledged*			Net Amount of Derivative Liabilities
Bank of America, NA	$	506,759	$	(437,151	)	$	– 0	–	$	– 0	–	$	69,608
Barclays Bank PLC		2,034,713		(298,601	)		(420,000	)		(1,316,112	)		– 0	–
Citigroup Global Markets, Inc.		125,668		– 0	–		– 0	–		(125,668	)		– 0	–
Credit Suisse International		491,998		– 0	–		(330,000	)		(161,998	)		– 0	–
Deutsche Bank AG		496,218		(72,097	)		(178,000	)		(208,815	)		37,306
Goldman Sachs Bank USA/Goldman Sachs International		85,175		(85,175	)		– 0	–		– 0	–		– 0	–
JPMorgan Chase Bank, NA/JPMorgan Securities, LLC		91,338		(91,338	)		– 0	–		– 0	–		– 0	–
Morgan Stanley & Co. International PLC/Morgan Stanley Capital Services LLC/Morgan Stanley Capital Services, Inc.		154,721		(84,506	)		– 0	–		(70,215	)		– 0	–
State Street Bank & Trust Co.		74,373		(74,373	)		– 0	–		– 0	–		– 0	–
UBS AG		2,987		(2,987	)		– 0	–		– 0	–		– 0	–
Total	$	4,063,950	$	(1,146,228	)	$	(928,000	)	$	(1,882,808	)	$	106,914	^

* The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

Counterparty	Derivative Liabilities Subject to a MA		Derivatives Available for Offset			Cash Collateral Pledged*			Security Collateral Pledged*			Net Amount of Derivative Liabilities
Merrill Lynch International	$	1,630,406	$	– 0	–	$	(1,630,406	)	$	– 0	–	$	– 0	–
Total	$	1,630,406	$	– 0	–	$	(1,630,406	)	$	– 0	–	$	0	^

* The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

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2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE E

Securities Lending

The Fund may enter into securities lending transactions. Under the Fund’s securities lending program, all loans of securities will be collateralized continually by cash collateral and/or non-cash collateral. Non-cash collateral will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. The Fund cannot sell or repledge any non-cash collateral, such collateral will not be reflected in the portfolio of investments. If a loan is collateralized by cash, the Fund will be compensated for the loan from a portion of the net return from the income earned on cash collateral after a rebate is paid to the borrower (in some cases, this rebate may be a “negative rebate” or fee paid by the borrower to the Fund in connection with the loan), and payments are made for fees of the securities lending agent and for certain other administrative expenses. If the Fund receives non-cash collateral, the Fund will receive a fee from the borrower generally equal to a negotiated percentage of the market value of the loaned securities. The Fund will have the right to call a loan and obtain the securities loaned at any time on notice to the borrower within the normal and customary settlement time for the securities. While the securities are on loan, the borrower is obligated to pay the Fund amounts equal to any dividend income or other distributions from the securities; however, these distributions will not be afforded the same preferential tax treatment as qualified dividends. The Fund will not be able to exercise voting rights with respect to any securities during the existence of a loan, but will have the right to regain ownership of loaned securities in order to exercise voting or other ownership rights. Collateral received and securities loaned are marked to market daily to ensure that the securities loaned are secured by collateral. The lending agent currently invests the cash collateral received in Government Money Market Portfolio, an eligible money market vehicle, in accordance with the investment restrictions of the Fund, and as approved by the Board. The collateral received on securities loaned is

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recorded as an asset as well as a corresponding liability in the consolidated statement of assets and liabilities. The collateral will be adjusted the next business day to maintain the required collateral amount. The amounts of securities lending income from the borrowers and Government Money Market Portfolio are reflected in the consolidated statement of operations. When the Fund earns net securities lending income from Government Money Market Portfolio, the income is inclusive of a rebate expense paid to the borrower. In connection with the cash collateral investment by the Fund in Government Money Market Portfolio, the Adviser has agreed to waive a portion of the Fund’s share of the advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. When the Fund lends securities, its investment performance will continue to reflect changes in the value of the securities loaned. A principal risk of lending portfolio securities is that the borrower may fail to return the loaned securities upon termination of the loan and that the collateral will not be sufficient to replace the loaned securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

A summary of the Fund’s transactions surrounding securities lending for the six months ended February 28, 2023 is as follows:

Market Value of Securities on Loan*		Cash Collateral*		Market Value of Non-Cash Collateral*		Income from Borrowers		Government Money Market Portfolio
								Income Earned		Advisory Fee Waived
$	5,540,852	$	2,945,681	$	2,993,110	$	21,741	$	12,602	$	521

* As of February 28, 2023.

NOTE F

Shares of Beneficial Interest

Transactions in shares of beneficial interest for each class were as follows:

	Shares						Amount
	Six Months Ended February 28, 2023			Year Ended August 31,			Six Months Ended February 28, 2023			Year Ended August 31,
	(unaudited)			2022			(unaudited)			2022
Class A
Shares sold		205,419			548,960		$	2,770,705		$	8,539,252
Shares issued in reinvestment of dividends and distributions		761,623			2,786,096			10,175,280			45,608,403
Shares converted from Class C		48,220			133,254			628,802			2,093,479
Shares redeemed		(2,112,979	)		(4,259,735	)		(27,942,443	)		(66,911,696	)
Net decrease		(1,097,717	)		(791,425	)	$	(14,367,656	)	$	(10,670,562	)

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		Shares						Amount
		Six Months Ended February 28, 2023			Year Ended August 31,			Six Months Ended February 28, 2023			Year Ended August 31,
		(unaudited)			2022			(unaudited)			2022
Class C
Shares sold			15,120			37,104		$	196,457		$	588,661
Shares issued in reinvestment of dividends and distributions			6,109			50,106			80,457			806,699
Shares converted to Class A			(49,231	)		(135,681	)		(628,802	)		(2,093,479	)
Shares redeemed			(47,906	)		(104,856	)		(612,995	)		(1,650,552	)
Net decrease			(75,908	)		(153,327	)	$	(964,883	)	$	(2,348,671	)
Advisor Class
Shares sold			274,012			430,293		$	3,699,980		$	6,797,993
Shares issued in reinvestment of dividends and distributions			106,511			384,769			1,441,100			6,379,466
Shares redeemed			(657,933	)		(823,727	)		(8,822,523	)		(13,103,581	)
Net increase (decrease)			(277,410	)		(8,665	)	$	(3,681,443	)	$	73,878
Class R
Shares sold			22,939			30,270		$	295,838		$	467,858
Shares issued in reinvestment of dividends and distributions			5,152			19,550			67,905			315,934
Shares redeemed			(16,797	)		(40,196	)		(223,802	)		(632,211	)
Net increase			11,294			9,624		$	139,941		$	151,581
	��
Class K
Shares sold			13,690			40,206		$	178,612		$	617,069
Shares issued in reinvestment of dividends and distributions			11,224			40,400			149,174			658,113
Shares redeemed			(19,090	)		(88,974	)		(252,393	)		(1,421,992	)
Net increase (decrease)			5,824			(8,368	)	$	75,393		$	(146,810	)
Class I
Shares sold			227			786		$	3,055		$	12,218
Shares issued in reinvestment of dividends and distributions			518			1,452			7,082			24,346
Shares redeemed			(1,168	)		(82	)		(16,602	)		(1,331	)
Net increase (decrease)			(423	)		2,156		$	(6,465	)	$	35,233

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NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Allocation Risk—The allocation of investments among different investment styles, such as equity or debt, growth or value, U.S. or non-U.S. securities, or diversification strategies, may have a more significant effect on the Fund’s net asset value, or NAV, when one of these investments is performing more poorly than another.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to a higher probability that an issuer will default or fail to meet its payment obligations.

High Yield Debt Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Interest-Rate Risk—Changes in interest rates will affect the value of the Fund’s investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The Fund may be subject to a greater risk of rising interest rates than would normally be the case due to the end of the recent period of historically low rates and the effect of potential central bank monetary policy, and government fiscal policy, initiatives and resulting market reactions to those initiatives.

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Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Alternative Investments Risk—Many alternative investments can be volatile and may be illiquid. Their performance may have little correlation with the performance of equity or fixed-income markets, and they may not perform in accordance with expectations.

Capitalization Risk—Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small-capitalization companies may have additional risks because these companies have limited product lines, markets or financial resources.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, which could cause the Fund to suffer a (potentially unlimited) loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The

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use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

Commodity Risk—Investing in commodities and commodity-linked derivative instruments may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

Subsidiary Risk—By investing in the Subsidiary, the Fund is indirectly exposed to the risks associated with the Subsidiary. The derivatives and other investments held by the Subsidiary are generally similar to those that are permitted to be held by the Fund and are subject to the same risks that apply to similar investments if held directly by the Fund. The Subsidiary is not registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and, unless otherwise noted in the Fund’s prospectus, is not subject to all of the investor protections of the 1940 Act. However, the Fund wholly owns and controls the Subsidiary, and the Fund and the Subsidiary are managed by the Adviser, making it unlikely the Subsidiary will take actions contrary to the interests of the Fund or its shareholders. In addition, changes in federal tax laws applicable to the Fund or interpretations thereof could limit the Fund’s ability to gain exposure to commodities investments through investments in the Subsidiary.

Short Sale Risk—The Fund is subject to short sale risk because it may engage in short sales either directly or indirectly through investment in the Underlying Portfolio. Short sales involve the risk that the Fund or Underlying Portfolio will incur a loss by subsequently buying a security at a higher price than the price at which it sold the security. The amount of such loss is theoretically unlimited, as it will be based on the increase in value of the security sold short. In contrast, the risk of loss from a long position is limited to the Fund’s or Underlying Portfolio’s investment in the security, because the price of the security cannot fall below zero. The Fund or Underlying Portfolio may not always be able to close out a short position on favorable terms.

Active Trading Risk—The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate may greatly exceed 100%. A higher rate of portfolio turnover increases transaction costs, which may negatively affect the Fund’s return. In addition, a high rate of portfolio turnover may result in substantial short-term gains, which may have adverse tax consequences for Fund shareholders.

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LIBOR Transition and Associated Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. As announced by the FCA and LIBOR’s administrator, ICE Benchmark Administration, most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) have not been published since the end of 2021, but the most widely used U.S. Dollar LIBOR settings are expected to continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market and has been used increasingly on a voluntary basis in new instruments and transactions. In addition, on March 15, 2022, the Adjustable Interest Rate Act was signed into law. This law provides a statutory fallback mechanism to replace LIBOR with a benchmark rate that is selected by the Federal Reserve Board and based on SOFR for certain contracts that reference LIBOR without adequate fallback provisions. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the law by identifying benchmark rates based on SOFR that will replace LIBOR in different categories of financial contracts after June 30, 2023. The regulations include provisions that (i) provide a safe harbor for selection or use of a replacement benchmark rate selected by the Federal Reserve Board; (ii) clarify who may choose the replacement benchmark rate selected by the Federal Reserve Board; and (iii) ensure that contracts adopting a replacement benchmark rate selected by the Federal Reserve Board will not be interrupted or terminated following the replacement of LIBOR.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or NAV. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition from LIBOR to other reference rates may

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lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Neither the effect of the LIBOR transition process nor its ultimate success can yet be known.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE H

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the consolidated statement of operations. The Fund did not utilize the Facility during the six months ended February 28, 2023.

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NOTE I

Distributions to Shareholders

The tax character of distributions to be paid for the year ending August 31, 2023 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended August 31, 2022 and August 31, 2021 were as follows:

	2022		2021
Distributions paid from:
Ordinary income	$	8,042	$	18,699,490
Net long-term capital gains		59,138,115		– 0	–
Total taxable distributions paid	$	59,146,157	$	18,699,490

As of August 31, 2022, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	6,758,634
Accumulated capital and other losses		(21,354,352	)(a)
Unrealized appreciation (depreciation)		(24,607,815	)(b)
Total accumulated earnings (deficit)	$	(39,203,533	)(c)

(a) As of August 31, 2022, the Fund had a net capital loss carryforward of $20,783,689. As of August 31, 2022, the cumulative deferred loss on straddles was $570,663.

(b) The differences between book-basis and tax-basis unrealized appreciation (depreciation) are attributable primarily to the recognition for tax purposes of unrealized gains/losses on certain derivative instruments, the tax treatment of passive foreign investment companies (PFICs), the tax treatment of earnings from the Subsidiary, the tax treatment of callable bonds, the tax treatment of swaps, and the tax deferral of losses on wash sales.

(c) The differences between book-basis and tax-basis components of accumulated earnings (deficit) are attributable primarily to the accrual of foreign capital gains tax and the tax treatment of defaulted securities.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of August 31, 2022, the Fund had a net short-term capital loss carryforward of $20,783,689, which may be carried forward for an indefinite period.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the consolidated financial statements through the date the consolidated financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s consolidated financial statements through this date.

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CONSOLIDATED FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class A
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  13.75			$  18.16			$  15.44			$  15.65			$  14.78			$  14.71
Income From Investment Operations
Net investment income(a)(b)		.13			.10			.16			.19			.21			.20
Net realized and unrealized gain (loss) on investment transactions		(.41	)		(2.90	)		3.03			.07	(c)		.66			.05
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.28	)		(2.80	)		3.19			.26			.87			.25
Less: Dividends and Distributions
Dividends from net investment income		(.37	)		– 0	–		(.47	)		(.34	)		– 0	–		(.18	)
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.37	)		(1.61	)		(.47	)		(.47	)		– 0	–		(.18	)
Net asset value, end of period		$  13.10			$  13.75			$  18.16			$  15.44			$  15.65			$  14.78
Total Return
Total investment return based on net asset value(e)*		(2.08	)%		(16.85	)%		21.16	%		1.44	%		5.88	%		1.79	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$398,809			$433,654			$586,995			$530,168			$578,919			$620,635
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		1.08	%^		1.02	%		1.03	%		1.03	%		.96	%		.84	%
Expenses, before waivers/reimbursements(f)(g)‡		1.10	%^		1.03	%		1.05	%		1.04	%		1.03	%		1.03	%
Net investment income(b)		1.98	%^		.64	%		.99	%		1.23	%		1.45	%		1.38	%
Portfolio turnover rate		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class C
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  13.45			$  17.92			$  15.20			$  15.38			$  14.64			$  14.53
Income From Investment Operations
Net investment income (loss)(a)(b)		.08			(.02	)		(.10	)		.08			.10			.09
Net realized and unrealized gain (loss) on investment transactions		(.40	)		(2.84	)		3.13			.05	(c)		.64			.06
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.32	)		(2.86	)		3.03			.13			.74			.15
Less: Dividends and Distributions
Dividends from net investment income		(.23	)		– 0	–		(.31	)		(.18	)		– 0	–		(.04	)
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.23	)		(1.61	)		(.31	)		(.31	)		– 0	–		(.04	)
Net asset value, end of period		$  12.90			$  13.45			$  17.92			$  15.20			$  15.38			$  14.64
Total Return
Total investment return based on net asset value(e)*		(2.43	)%		(17.50	)%		20.33	%		.67	%		5.05	%		1.01	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$4,626			$5,845			$10,537			$23,156			$37,609			$61,466
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		1.84	%^		1.78	%		1.78	%		1.79	%		1.71	%		1.58	%
Expenses, before waivers/reimbursements(f)(g)‡		1.86	%^		1.79	%		1.80	%		1.80	%		1.78	%		1.78	%
Net investment income (loss)(b)		1.20	%^		(.16	)%		(.61	)%		.52	%		.71	%		.63	%
Portfolio turnover rate		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Advisor Class
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  13.95			$  18.35			$  15.60			$  15.81			$  14.90			$  14.80
Income From Investment Operations
Net investment income(a)(b)		.15			.14			.20			.23			.25			.24
Net realized and unrealized gain (loss) on investment transactions		(.41	)		(2.93	)		3.06			.07	(c)		.66			.07
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.26	)		(2.79	)		3.26			.30			.91			.31
Less: Dividends and Distributions
Dividends from net investment income		(.41	)		– 0	–		(.51	)		(.38	)		– 0	–		(.21	)
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.41	)		(1.61	)		(.51	)		(.51	)		– 0	–		(.21	)
Net asset value, end of period		$  13.28			$  13.95			$  18.35			$  15.60			$  15.81			$  14.90
Total Return
Total investment return based on net asset value(e)*		(1.93	)%		(16.61	)%		21.43	%		1.68	%		6.17	%		2.02	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$56,982			$63,739			$84,018			$75,493			$82,885			$82,258
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		.83	%^		.77	%		.78	%		.78	%		.71	%		.59	%
Expenses, before waivers/reimbursements(f)(g)‡		.85	%^		.78	%		.79	%		.79	%		.78	%		.78	%
Net investment income(b)		2.23	%^		.89	%		1.22	%		1.48	%		1.70	%		1.63	%
Portfolio turnover rate		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class R
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  13.53			$  17.97			$  15.29			$  15.48			$  14.69			$  14.63
Income From Investment Operations
Net investment income(a)(b)		.10			.04			.09			.13			.15			.14
Net realized and unrealized gain (loss) on investment transactions		(.39	)		(2.87	)		3.00			.06	(c)		.64			.06
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.29	)		(2.83	)		3.09			.19			.79			.20
Less: Dividends and Distributions
Dividends from net investment income		(.32	)		– 0	–		(.41	)		(.25	)		– 0	–		(.14	)
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.32	)		(1.61	)		(.41	)		(.38	)		– 0	–		(.14	)
Net asset value, end of period		$  12.92			$  13.53			$  17.97			$  15.29			$  15.48			$  14.69
Total Return
Total investment return based on net asset value(e)*		(2.29	)%		(17.16	)%		20.66	%		1.05	%		5.45	%		1.34	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$2,871			$2,856			$3,618			$3,087			$4,124			$4,414
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		1.48	%^		1.44	%		1.45	%		1.44	%		1.38	%		1.25	%
Expenses, before waivers/reimbursements(f)(g)‡		1.50	%^		1.45	%		1.47	%		1.45	%		1.44	%		1.44	%
Net investment income(b)		1.59	%^		.23	%		.57	%		.86	%		1.04	%		.97	%
Portfolio turnover rate		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class K
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  13.67			$  18.08			$  15.37			$  15.58			$  14.73			$  14.66
Income From Investment Operations
Net investment income(a)(b)		.12			.08			.13			.17			.20			.19
Net realized and unrealized gain (loss) on investment transactions		(.40	)		(2.88	)		3.02			.07	(c)		.65			.06
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.28	)		(2.80	)		3.15			.24			.85			.25
Less: Dividends and Distributions
Dividends from net investment income		(.36	)		– 0	–		(.44	)		(.32	)		– 0	–		(.18	)
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.36	)		(1.61	)		(.44	)		(.45	)		– 0	–		(.18	)
Net asset value, end of period		$  13.03			$  13.67			$  18.08			$  15.37			$  15.58			$  14.73
Total Return
Total investment return based on net asset value(e)*		(2.11	)%		(16.93	)%		21.01	%		1.35	%		5.84	%		1.60	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$5,482			$5,672			$7,653			$7,395			$10,298			$15,032
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		1.17	%^		1.13	%		1.14	%		1.13	%		1.06	%		.94	%
Expenses, before waivers/reimbursements(f)(g)‡		1.19	%^		1.14	%		1.16	%		1.14	%		1.13	%		1.13	%
Net investment income(b)		1.90	%^		.53	%		.77	%		1.15	%		1.36	%		1.28	%
Portfolio turnover rate		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class I
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  14.11			$  18.55			$  15.76			$  15.97			$  15.05			$  14.76
Income From Investment Operations
Net investment income(a)(b)		.15			.14			.22			.22			.25			.24
Net realized and unrealized gain (loss) on investment transactions		(.42	)		(2.97	)		3.07			.07	(c)		.67			.05
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(d)		.00	(d)		.00	(d)
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(d)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.27	)		(2.83	)		3.29			.29			.92			.29
Less: Dividends and Distributions
Dividends from net investment income		(.41	)		– 0	–		(.50	)		(.37	)		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(1.61	)		– 0	–		(.13	)		– 0	–		– 0	–
Total dividends and distributions		(.41	)		(1.61	)		(.50	)		(.50	)		– 0	–		– 0	–
Net asset value, end of period		$  13.43			$  14.11			$  18.55			$  15.76			$  15.97			$  15.05
Total Return
Total investment return based on net asset value(e)*		(2.00	)%		(16.64	)%		21.44	%		1.64	%		6.18	%		1.97	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$268			$287			$338			$271			$254			$230
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)(g)‡		.84	%^		.80	%		.81	%		.80	%		.74	%		.62	%
Expenses, before waivers/reimbursements(f)(g)‡		.86	%^		.81	%		.83	%		.82	%		.80	%		.81	%
Net investment income(b)		2.22	%^		.88	%		1.31	%		1.44	%		1.68	%		1.60	%
Portfolio turnover rate.		30	%		105	%		117	%		76	%		81	%		38	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.02	%^		.02	%		.02	%		.02	%		.07	%		.20	%

See footnote summary on page 122.

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CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) Due to timing of sales and repurchase of capital shares, the net realized and unrealized gain (loss) per share is not in accordance with the Fund’s change in net realized and unrealized gain (loss) on investment transactions for the period.

(d) Amount is less than $.005.

(e) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

(f) In connection with the Fund’s investments in affiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses, and for the six months ended February 28, 2023 and the years ended August 31, 2022, August 31, 2021, August 31, 2020, August 31, 2019 and August 31, 2018, such waiver amounted to .02% (annualized), .01%, .01%, .01%, .07% and .19%, respectively.

(g) The expense ratios, excluding overdraft expense are:

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Class A
Net of waivers/reimbursements		1.07	%^		1.02	%		1.03	%		1.03	%		.96	%		.84	%
Before waivers/reimbursements		1.09	%^		1.03	%		1.05	%		1.04	%		1.03	%		1.03	%
Class C
Net of waivers/reimbursements		1.83	%^		1.78	%		1.78	%		1.79	%		1.71	%		1.58	%
Before waivers/reimbursements		1.85	%^		1.79	%		1.80	%		1.80	%		1.78	%		1.78	%
Advisor Class
Net of waivers/reimbursements		.82	%^		.77	%		.78	%		.78	%		.71	%		.59	%
Before waivers/reimbursements		.84	%^		.78	%		.79	%		.79	%		.78	%		.78	%
Class R
Net of waivers/reimbursements		1.48	%^		1.44	%		1.45	%		1.44	%		1.38	%		1.25	%
Before waivers/reimbursements		1.50	%^		1.45	%		1.47	%		1.45	%		1.44	%		1.44	%
Class K
Net of waivers/reimbursements		1.17	%^		1.13	%		1.14	%		1.13	%		1.06	%		.94	%
Before waivers/reimbursements		1.18	%^		1.14	%		1.16	%		1.14	%		1.13	%		1.13	%
Class I
Net of waivers/reimbursements		.84	%^		.80	%		.81	%		.80	%		.74	%		.62	%
Before waivers/reimbursements		.86	%^		.81	%		.83	%		.82	%		.80	%		.81	%

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the year ended August 31, 2018 by .03%.

^ Annualized.

See notes to consolidated financial statements.

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BOARD OF TRUSTEES

Garry L. Moody(1), Chairman Jorge A. Bermudez(1) Michael J. Downey(1) Onur Erzan, President and Chief Executive Officer	Nancy P. Jacklin(1) Jeanette W. Loeb(1) Carol C. McMullen(1) Marshall C. Turner, Jr.(1)
OFFICERS
Alexander Barenboym(2), Vice President Daniel J. Loewy(2), Vice President Defne Ozaltun(2), Vice President Nancy E. Hay, Clerk Michael B. Reyes, Senior Vice President	Joseph J. Mantineo, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller and Chief Accounting Officer Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210   Principal Underwriter AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203   Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Transfer Agent AllianceBernstein Investor
Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672   Independent Registered Public Accounting Firm Ernst & Young LLP
One Manhattan West New York, NY 10001

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Multi-Asset Solutions Team. Messrs. Barenboym and Loewy and Ms. Ozaltun are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2023, which covered the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

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Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of The AB Portfolios (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB All Market Total Return Portfolio (the “Fund”) at a meeting held in-person on August 2-3, 2022 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Vice President for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business

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judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2020 and 2021 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries that provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests, including, but not limited to, benefits relating to soft dollar arrangements (whereby investment advisers receive brokerage and research services from brokers that execute agency transactions for their clients); 12b-1 fees and sales charges received by the

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Fund’s principal underwriter (which is a wholly owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares; brokerage commissions paid by the Fund to brokers affiliated with the Adviser; and transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser. The directors recognized that the Fund’s unprofitability to the Adviser would be exacerbated without these benefits. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Class A Shares of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing performance of the Class A Shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended May 31, 2022 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review and their discussion with the Adviser of the reasons for the Fund’s underperformance in the periods reviewed, the directors concluded that the Fund’s investment performance was acceptable. The directors determined to continue to monitor the Fund’s performance closely.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate payable by the Fund to the Adviser and information prepared by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds. The directors compared the Fund’s contractual effective advisory fee rate with a peer group median.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Vice President and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements.

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The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Class A shares of the Fund in comparison to a peer group and a peer universe selected by the 15(c) service provider. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. The directors noted that the Fund’s expense ratio was above the medians. After reviewing and discussing the Adviser’s explanation of the reasons for this, the directors concluded that the Fund’s expense ratio was acceptable.

Economies of Scale

The directors noted that the advisory fee schedules for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors took into consideration prior presentations by an independent consultant on economies of scale in the mutual fund industry and for the AB Funds, and presentations from time to time by the Adviser concerning certain of its views on economies of scale. The directors also had requested and received from the Adviser certain updates on economies of scale in advance of the Meeting. The directors believe that economies of scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for setting breakpoints that give

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effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s shareholders would benefit from a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

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This page is not part of the Shareholder Report or the Financial Statements.

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Disruptors ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Low Volatility Equity ETF

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

abfunds.com AB ALL MARKET TOTAL RETURN PORTFOLIO    ^|    131

NOTES

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AB ALL MARKET TOTAL RETURN PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

AMTR-0152-0223                

FEB    ^02.28.23

SEMI-ANNUAL REPORT

AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO

Investment Products Offered •  Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We’re pleased to provide this report for the AB Sustainable Thematic Balanced Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

⁺  Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

⁺  Applying differentiated investment insights through a connected global research network

⁺  Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    1

SEMI-ANNUAL REPORT

April 4, 2023

This report provides management’s discussion of fund performance for the AB Sustainable Thematic Balanced Portfolio for the semi-annual reporting period ended February 28, 2023.

The Fund’s investment objective is to achieve a high total return without, in the opinion of the Adviser, undue risk to principal.

NAV RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	6 Months		12 Months
AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO
Class A Shares		0.33%		-10.11%
Class C Shares		0.06%		-10.74%
Advisor Class Shares1		0.52%		-9.80%
Class R Shares1		0.24%		-10.28%
Class K Shares1		0.43%		-10.01%
Class I Shares1		0.51%		-9.85%
Class Z Shares1		0.43%		-9.80%
Primary Benchmark: S&P 500 Index		1.26%		-7.69%
Blended Benchmark: 60% S&P 500 Index / 40% Bloomberg US Government/Credit Index		0.12%		-8.29%
Bloomberg Global Aggregate Bond Index (USD hedged)		-1.59%		-7.97%

1 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its primary benchmark, the Standard & Poor’s (“S&P”) 500 Index, and its blended benchmark, a 60% / 40% blend of S&P 500 Index / Bloomberg US Government/Credit Index, respectively, for the six- and 12-month periods ended February 28, 2023. The table also includes the Bloomberg Global Aggregate Bond Index (USD hedged).

During the six-month period, all share classes of the Fund underperformed the primary benchmark, while all share classes, except Class C, outperformed the blended benchmark; all share classes also outperformed the Bloomberg Global Aggregate Bond Index (USD hedged), before sales charges. Security selection within fixed-income assets detracted, while overall asset-class allocation contributed, relative to the fixed-income component of the blended benchmark. Within equities, overall sector and

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security selection contributed, relative to the primary benchmark. Gains from an overweight to industrials and an underweight to communication services offset losses from underweights to energy and materials. Security selection within consumer discretionary and technology contributed the most, while selection within health care and financials detracted.

During the 12-month period, all share classes of the Fund underperformed the primary and blended benchmarks, as well as the Bloomberg Global Aggregate Bond Index (USD hedged), before sales charges. Overall asset-class allocation to fixed income detracted from performance, while overall security selection within fixed-income assets contributed slightly to returns. Within equities, security selection detracted, particularly selection within health care. Contributions from selection within consumer discretionary and technology helped offset some of these losses. Overall sector selection contributed, as an underweight to communication services and an overweight to industrials offset losses from underweights to energy and consumer staples.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

US and international stocks rose, while emerging-market stocks declined during the six-month period ended February 28, 2023. In response to persistently high inflation, central banks—led by the US Federal Reserve (the “Fed”)—continued to rapidly tighten monetary policy, which elevated investor concern about slowing economic growth and the likelihood of a recession. Following a series of aggressive rate hikes, the Fed downshifted to a 0.25% increase but reiterated its higher-for-longer conviction, which dampened investor sentiment. Toward the end of the period, easing supply chain pressures and more favorable economic data indicated that inflation was cooling, and markets rallied on optimism that a recession might be avoided. But stocks gave back some gains after unexpectedly strong global economic data created uncertainty around the strength of the disinflationary process and raised concern that key central banks would keep interest rates higher for longer than expected. Within large-cap markets, value-oriented stocks rose and significantly outperformed growth-oriented stocks, which declined as rising interest rates had pressured growth stocks more throughout most of the period. Small-cap stocks outperformed large-cap stocks on a relative basis, but both rose in absolute terms.

Fixed-income government bond market yields varied during the period as investors adjusted their expectations for inflation, growth and central bank tightening announcements. Most major developed-market central banks continued to aggressively tighten monetary policy by raising short-term interest rates and ending bond purchases to combat high and persistent inflation. Developed-market government bond returns fell the most in the UK and Germany, declined the least in Japan, and rose in Australia and

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Canada. Securitized assets generally outperformed treasury markets. In credit-risk sectors, investment-grade corporate bonds fell, but they outperformed global treasuries by a wide margin and outperformed respective treasury markets in the eurozone and the US. Global developed-market high-yield corporate bonds had positive returns and significantly outperformed developed-market treasuries. Emerging-market local-currency bonds led credit sector returns with strong results, as the US dollar was mixed against developed- and emerging-market currencies. Emerging-market hard-currency sovereign bonds and corporate bonds hedged to the US dollar had positive returns and materially outperformed developed-market treasuries. Hard-currency high-yield emerging-market bonds had positive returns and outperformed investment-grade emerging-market debt, which declined. Brent crude oil prices fell sharply on global growth concerns and reduced demand.

The Fund’s Senior Investment Management Team (the “Team”) seeks to capitalize on long-term sustainable investment themes through investing in companies that contribute to positive social and environmental outcomes, while defensively managing market volatility with a balanced portfolio allocation. In the equity sleeve, the strategy seeks to generate strong financial returns through investments in companies that contribute to positive social and environmental outcomes using a combination of bottom-up and top-down research, and pairs with a fixed-income sleeve consisting predominantly of US government agency and treasury securities. The Team’s approach to building a sustainable equity sleeve with attractive financial return potential is to invest in companies aligned with the United Nations Sustainable Development Goals (“SDGs”), which 193 nations have committed to advancing. The estimated cost to achieve these goals between 2016 and 2030 is $90 trillion, creating substantial opportunity for investment in companies aligned with these goals.

INVESTMENT POLICIES

The Fund invests in a diversified portfolio of equity and fixed-income securities. Normally, the Fund’s investments will consist of approximately 60% equity securities and 40% fixed-income securities, but these target allocations may vary. Under normal market conditions, the Fund will not deviate more than 10% from each target allocation. The Fund will not purchase a security if as a result less than 25% of its total assets would be invested in either equity securities or fixed-income securities. Under normal circumstances, at least 80% of the Fund’s net assets will be invested in securities of issuers that meet the Fund’s sustainability criteria, as described below.

In its equity investments, the Fund pursues opportunistic growth by investing primarily in a portfolio of US companies whose business

(continued on next page)

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activities the Adviser believes position the company to benefit from certain environmentally or socially oriented sustainable investment themes that align with one or more of the United Nations SDGs. These themes principally include the advancement of health, climate, and empowerment. A company that derives at least 25% of its total revenues from activities consistent with the achievement of the SDGs meets the Fund’s sustainability criteria, although many of the companies in which the Fund invests will derive a much greater portion of their revenues from such activities.

The Adviser normally considers a universe of primarily US mid- to large-capitalization companies for investment.

The Adviser employs a combination of “top-down” and “bottom-up” investment processes with the goal of identifying, based on its internal research and analysis, the most attractive US equity securities that fit into sustainable investment themes. First, under the “top-down” approach, the Adviser identifies the sustainable investment themes. In addition to this “top-down” thematic approach, the Adviser then uses a “bottom-up” analysis of individual companies that focuses on prospective earnings growth, valuation and quality of company management and on evaluating a company’s risks, including those related to environmental, social and corporate governance (“ESG”) factors. ESG factors, which can vary across companies and industries, may include environmental impact, corporate governance, ethical business practices, diversity and employee practices, product safety, supply chain management and community impact. Eligible investments include securities of issuers that the Adviser believes will maximize total return while also contributing to positive societal impact aligned with one or more SDGs. While the Adviser emphasizes focusing on individual companies with favorable ESG attributes over the use of broad-based negative screens (e.g., disqualifying business activities) in assessing a company’s exposure to ESG factors, the Fund will not invest in companies that derive revenue from direct involvement in adult entertainment, alcohol, coal, controversial weapons, firearms, gambling, genetically modified organisms, military contracting, prisons or tobacco.

The Fund’s fixed-income securities will consist predominantly of US government and agency securities, which must meet the Fund’s sustainability and ESG criteria for government securities. In this regard, the Adviser evaluates government securities based on the alignment of the nation’s policies with the SDGs and an internal scoring system that considers the nation’s policies on ESG issues.

(continued on next page)

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The Fund expects to use derivatives, such as options, futures contracts, forwards and swaps. Derivatives may provide more efficient and economical exposure to market segments than direct investments, and may also be a more efficient way to alter the Fund’s exposures than making direct investments. For example, the Fund may use bond futures contracts and interest rate swaps to gain and adjust its exposures to the fixed-income markets.

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DISCLOSURES AND RISKS

Benchmark Disclosure

All indices are unmanaged and do not reflect fees and expenses associated with the active management of a mutual fund portfolio. The S&P 500^® Index includes 500 US stocks and is a common representation of the performance of the overall US stock market. The Bloomberg US Government/Credit Index measures the investment-grade, US dollar-denominated, fixed-rate, taxable bond market and includes Treasuries and government-related (agency, sovereign, supranational and local authority debt guaranteed by the US government) and investment-grade corporate securities. The Bloomberg Global Aggregate Bond Index (USD hedged) represents the performance of global investment-grade developed fixed-income markets, hedged to the US dollar. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

ESG Risk: Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities of companies with ESG practices may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, ESG factors and “sustainability” criteria are not uniformly defined, and may differ from those used by other funds. In addition, in evaluating an investment, the Adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

Allocation Risk: The allocation of investments among different investment styles, such as equity or debt, growth or value, US or non-US securities, or diversification strategies, may have a more significant effect on the Fund’s net asset value (“NAV”) when one of these investments is performing more poorly than another.

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DISCLOSURES AND RISKS (continued)

Capitalization Risk: Investments in mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in mid-capitalization companies may have additional risks because these companies may have limited product lines, markets or financial resources.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The Fund may be subject to a greater risk of rising interest rates than would normally be the case due to the end of a recent period of historically low rates and the effect of potential central bank monetary policy, and government fiscal policy, initiatives and resulting market reactions to those initiatives.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, which could cause the Fund to suffer a (potentially unlimited) loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

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DISCLOSURES AND RISKS (continued)

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.abfunds.com. Effective December 1, 2021, the Fund made certain changes to its principal strategies, including the modification of the strategies to increase allocation to equity securities, to decrease investment in fixed-income securities and securities of non-US issuers and the use of derivatives, and to emphasize sustainable investment themes. In addition, effective July 14, 2017, the Fund’s principal strategies were revised to eliminate static asset allocation targets for investment, and to permit increased use of derivatives and investment in securities of non-US issuers. In light of these changes, the performance shown for periods prior to December 1, 2021, is based on the Fund’s prior principal strategies and may not be representative of the Fund’s performance under its current principal strategies.

All fees and expenses related to the operation of the Fund have been deducted. NAV returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares and a 1% 1-year contingent deferred sales charge for Class C shares. Returns for the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

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HISTORICAL PERFORMANCE

AVERAGE ANNUAL RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-10.11%		-13.92%
5 Years		0.45%		-0.41%
10 Years		2.03%		1.59%
CLASS C SHARES
1 Year		-10.74%		-11.59%
5 Years		-0.29%		-0.29%
10 Years1		1.27%		1.27%
ADVISOR CLASS SHARES2
1 Year		-9.80%		-9.80%
5 Years		0.73%		0.73%
10 Years		2.31%		2.31%
CLASS R SHARES2
1 Year		-10.28%		-10.28%
5 Years		0.10%		0.10%
10 Years		1.65%		1.65%
CLASS K SHARES2
1 Year		-10.01%		-10.01%
5 Years		0.39%		0.39%
10 Years		1.96%		1.96%
CLASS I SHARES2
1 Year		-9.85%		-9.85%
5 Years		0.70%		0.70%
10 Years		2.27%		2.27%
CLASS Z SHARES2
1 Year		-9.80%		-9.80%
Since Inception3		-13.36%		-13.36%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.31%, 2.06%, 1.06%, 1.72%, 1.41%, 1.08% and 0.96% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursement agreements reduced the Fund’s total annual operating expense ratios (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense and extraordinary expenses) to 1.00%, 1.75%, 0.75%, 1.25%, 1.00%, 0.75% and 0.75% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. These waivers/reimbursement agreements may not be terminated before December 31, 2023, and may be extended by the Adviser for additional one-year terms. Absent reimbursements or waivers, performance would have been lower. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

(footnotes continued on next page)

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HISTORICAL PERFORMANCE (continued)

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 These share classes are offered at NAV to eligible investors and their SEC returns are the same as their NAV returns. Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

3 Inception date: 12/14/2021.

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HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-10.79%
5 Years		0.03%
10 Years		1.76%
CLASS C SHARES
1 Year		-8.42%
5 Years		0.13%
10 Years1		1.44%
ADVISOR CLASS SHARES2
1 Year		-6.50%
5 Years		1.17%
10 Years		2.48%
CLASS R SHARES2
1 Year		-6.96%
5 Years		0.55%
10 Years		1.83%
CLASS K SHARES2
1 Year		-6.79%
5 Years		0.83%
10 Years		2.13%
CLASS I SHARES2
1 Year		-6.51%
5 Years		1.15%
10 Years		2.46%
CLASS Z SHARES2
1 Year		-6.56%
Since Inception3		-10.74%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

3 Inception date: 12/14/2021.

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EXPENSE EXAMPLE

(unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

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EXPENSE EXAMPLE (continued)

	Beginning Account Value September 1, 2022		Ending Account Value February 28, 2023		Expenses Paid During Period*		Annualized Expense Ratio*
Class A
Actual	$	1,000	$	1,003.30	$	4.97		1.00	%
Hypothetical**	$	1,000	$	1,019.84	$	5.01		1.00	%
Class C
Actual	$	1,000	$	1,000.60	$	8.68		1.75	%
Hypothetical**	$	1,000	$	1,016.12	$	8.75		1.75	%
Advisor Class
Actual	$	1,000	$	1,005.20	$	3.73		0.75	%
Hypothetical**	$	1,000	$	1,021.08	$	3.76		0.75	%
Class R
Actual	$	1,000	$	1,002.40	$	6.21		1.25	%
Hypothetical**	$	1,000	$	1,018.60	$	6.26		1.25	%
Class K
Actual	$	1,000	$	1,004.30	$	4.97		1.00	%
Hypothetical**	$	1,000	$	1,019.84	$	5.01		1.00	%
Class I
Actual	$	1,000	$	1,005.10	$	3.73		0.75	%
Hypothetical**	$	1,000	$	1,021.08	$	3.76		0.75	%
Class Z
Actual	$	1,000	$	1,004.30	$	3.73		0.75	%
Hypothetical**	$	1,000	$	1,021.08	$	3.76		0.75	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

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PORTFOLIO SUMMARY

February 28, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $105.5

1 The Fund’s security type breakdown is expressed as a percentage of total investments (excluding security lending collateral) and may vary over time.

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PORTFOLIO OF INVESTMENTS

February 28, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 67.0%
Information Technology – 25.0%
Communications Equipment – 2.4%
Ciena Corp.(a)		31,992	$	1,542,654
Lumentum Holdings, Inc.(a)		17,503		941,837
				2,484,491
Electronic Equipment, Instruments & Components – 5.7%
Flex Ltd.(a)		102,182		2,325,662
Keysight Technologies, Inc.(a)		11,480		1,836,341
TE Connectivity Ltd.		14,300		1,820,676
				5,982,679
IT Services – 4.8%
Accenture PLC – Class A		5,667		1,504,872
Maximus, Inc.		14,780		1,213,142
Visa, Inc. – Class A		10,643		2,340,822
				5,058,836
Semiconductors & Semiconductor Equipment – 7.2%
Advanced Micro Devices, Inc.(a)		14,655		1,151,590
Monolithic Power Systems, Inc.		3,553		1,720,682
NVIDIA Corp.		5,749		1,334,688
NXP Semiconductors NV		9,217		1,645,050
ON Semiconductor Corp.(a)		22,910		1,773,463
				7,625,473
Software – 4.3%
Adobe, Inc.(a)		3,271		1,059,641
Intuit, Inc.		3,043		1,239,049
Microsoft Corp.		9,096		2,268,724
				4,567,414
Technology Hardware, Storage & Peripherals – 0.6%
Dell Technologies, Inc. – Class C		16,322		663,326
				26,382,219
Health Care – 15.2%
Health Care Equipment & Supplies – 4.5%
Alcon, Inc.		20,404		1,392,369
Becton Dickinson and Co.		7,161		1,679,612
STERIS PLC		8,807		1,655,980
				4,727,961
Health Care Providers & Services – 2.4%
Laboratory Corp. of America Holdings		5,238		1,253,768
UnitedHealth Group, Inc.		2,796		1,330,728
				2,584,496

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Life Sciences Tools & Services – 7.4%
Bio-Rad Laboratories, Inc. – Class A(a)		2,967	$	1,417,751
Bruker Corp.		17,876		1,232,014
Danaher Corp.		8,377		2,073,559
ICON PLC(a)		7,051		1,590,917
West Pharmaceutical Services, Inc.		4,754		1,507,161
				7,821,402
Pharmaceuticals – 0.9%
Johnson & Johnson		6,223		953,737
				16,087,596
Industrials – 9.9%
Aerospace & Defense – 1.4%
Hexcel Corp.		20,746		1,513,421
Building Products – 1.1%
Owens Corning		11,873		1,161,060
Commercial Services & Supplies – 3.2%
Tetra Tech, Inc.		10,204		1,396,826
Waste Management, Inc.		13,207		1,977,880
				3,374,706
Electrical Equipment – 1.2%
Rockwell Automation, Inc.		4,253		1,254,337
Machinery – 3.0%
Deere & Co.		5,338		2,237,903
Xylem, Inc./NY		8,375		859,694
				3,097,597
				10,401,121
Financials – 6.4%
Banks – 0.9%
SVB Financial Group(a)		3,108		895,446
Capital Markets – 3.5%
Intercontinental Exchange, Inc.		15,367		1,564,361
MSCI, Inc.		4,035		2,106,875
				3,671,236
Insurance – 2.0%
Aflac, Inc.		31,514		2,147,679
				6,714,361
Consumer Staples – 4.5%
Food & Staples Retailing – 0.0%
Progenics Pharmaceuticals, Inc.(a)(b)(c)		24,977		28,723
Household Products – 1.8%
Procter & Gamble Co. (The)		13,744		1,890,625

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PORTFOLIO OF INVESTMENTS (continued)

Company		Shares		U.S. $ Value
Personal Products – 2.7%
Haleon PLC (ADR)(a)(d)			95,493	$	752,485
Unilever PLC (Sponsored ADR)			40,872		2,040,739
					2,793,224
					4,712,572
Consumer Discretionary – 3.7%
Auto Components – 1.3%
Aptiv PLC(a)			11,646		1,354,197
Household Durables – 1.1%
TopBuild Corp.(a)			5,963		1,237,859
Specialty Retail – 1.3%
Home Depot, Inc. (The)			4,565		1,353,705
					3,945,761
Utilities – 1.2%
Water Utilities – 1.2%
American Water Works Co., Inc.			9,104		1,278,020
Real Estate – 1.1%
Equity Real Estate Investment Trusts (REITs) – 1.1%
SBA Communications Corp.			4,521		1,172,521
Total Common Stocks (cost $74,921,029)					70,694,171
		Principal Amount (000)
GOVERNMENTS - TREASURIES – 28.5%
United States – 28.5%
U.S. Treasury Bonds
1.25%, 05/15/2050	U.S.$		1,324		729,800
1.875%, 11/15/2051			655		423,407
2.25%, 02/15/2052			677		479,928
2.50%, 02/15/2046			962		728,488
3.00%, 05/15/2042			3,268		2,772,270
3.00%, 02/15/2048			557		462,243
3.00%, 02/15/2049			494		411,795
3.00%, 08/15/2052			137		114,817
4.00%, 11/15/2052			244		247,277
6.125%, 08/15/2029			585		650,486
U.S. Treasury Notes
0.25%, 05/31/2025			4,952		4,484,836
0.625%, 05/15/2030			3,290		2,600,207

18    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company		Principal Amount (000)		U.S. $ Value
1.625%, 02/15/2026	U.S.$		314	$	289,451
1.875%, 02/28/2027			2,976		2,709,565
1.875%, 02/15/2032			3,005		2,543,836
2.00%, 02/15/2025			3,919		3,713,865
2.00%, 08/15/2025			847		795,877
2.25%, 08/15/2027			1,598		1,468,662
2.50%, 03/31/2027			2,574		2,400,255
2.625%, 02/15/2029			1,069		983,831
2.75%, 08/15/2032			139		126,208
3.50%, 01/31/2028			230		222,701
3.875%, 12/31/2027			454		447,261
4.125%, 11/15/2032			326		331,245
Total Governments - Treasuries (cost $34,912,996)					30,138,311
AGENCIES – 1.5%
Agency Debentures – 1.5%
Federal National Mortgage Association 6.625%, 11/15/2030 (cost $1,886,336)			1,382		1,601,733
		Shares
SHORT-TERM INVESTMENTS – 3.5%
Investment Companies – 3.5%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(e)(f)(g) (cost $3,667,877)			3,667,877		3,667,877
Total Investments Before Security Lending Collateral for Securities Loaned – 100.5% (cost $115,388,238)					106,102,092
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 0.2%
Investment Companies – 0.2%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(e)(f)(g) (cost $209,459)			209,459		209,459
Total Investments – 100.7% (cost $115,597,697)					106,311,551
Other assets less liabilities – (0.7)%					(762,505	)
Net Assets – 100.0%				$	105,549,046

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    19

PORTFOLIO OF INVESTMENTS (continued)

(a) Non-income producing security.

(b) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

(c) Fair valued by the Adviser.

(d) Represents entire or partial securities out on loan. See Note E for securities lending information.

(e) Affiliated investments.

(f) The rate shown represents the 7-day yield as of period end.

(g) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

Glossary:

ADR – American Depositary Receipt

REIT – Real Estate Investment Trust

See notes to financial statements.

20    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

STATEMENT OF ASSETS & LIABILITIES

February 28, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $111,720,361)	$	102,434,215	(a)
Affiliated issuers (cost $3,877,336 – including investment of cash collateral for securities loaned of $209,459)		3,877,336
Foreign currencies, at value (cost $192,075)		189,939
Receivable for investment securities sold		1,328,647
Unaffiliated interest and dividends receivable		236,691
Receivable for shares of beneficial interest sold		20,234
Affiliated dividends receivable		12,963
Other assets		2,742
Total assets		108,102,767
Liabilities
Payable for investment securities purchased		1,900,661
Custody and accounting fees payable		265,860
Payable for collateral received on securities loaned		209,459
Payable for shares of beneficial interest redeemed		46,823
Advisory fee payable		28,974
Distribution fee payable		22,663
Transfer Agent fee payable		7,957
Trustees’ fees payable		4,847
Accrued expenses		66,477
Total liabilities		2,553,721
Net Assets	$	105,549,046
Composition of Net Assets
Shares of beneficial interest, at par	$	100
Additional paid-in capital		118,292,433
Accumulated loss		(12,743,487	)
Net Assets	$	105,549,046

(a) Includes securities on loan with a value of $744,959 (see Note E).

Net Asset Value Per Share—unlimited shares authorized, $.00001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	93,770,606		8,926,028	$	10.51	*
C	$	3,113,283		298,052	$	10.45
Advisor	$	3,682,507		347,553	$	10.60
R	$	3,377,488		322,223	$	10.48
K	$	1,561,584		148,353	$	10.53
I	$	35,797		3,339	$	10.72
Z	$	7,781		740	$	10.51

* The maximum offering price per share for Class A shares was $10.98 which reflects a sales charge of 4.25%.

See notes to financial statements.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    21

STATEMENT OF OPERATIONS

Six Months Ended February 28, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $3,417)	$	371,345
Affiliated issuers		58,245
Interest		330,229
Foreign withholding tax reclaims (see Note A.4)		101,790
Securities lending income		598		$	862,207
Expenses
Advisory fee (see Note B)		268,591
Distribution fee—Class A		118,458
Distribution fee—Class C		16,114
Distribution fee—Class R		9,947
Distribution fee—Class K		1,907
Transfer agency—Class A		59,918
Transfer agency—Class C		2,127
Transfer agency—Advisor Class		2,467
Transfer agency—Class R		1,738
Transfer agency—Class K		1,525
Transfer agency—Class I		20
Custody and accounting		69,773
Registration fees		51,400
Audit and tax		32,527
Legal		21,829
Printing		20,243
Trustees’ fees		9,511
Miscellaneous		10,713
Total expenses before bank overdraft expense		698,808
Bank overdraft expense		3,006
Total expenses		701,814
Less: expenses waived and reimbursed by the Adviser (see Notes B & E)		(151,205	)
Net expenses					550,609
Net investment income					311,598
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions(a)					(5,157,784	)
Foreign currency transactions					77
Net change in unrealized appreciation (depreciation) of:
Investments					4,983,028
Foreign currency denominated assets and liabilities					4,131
Net loss on investment and foreign currency transactions					(170,548	)
Net Increase in Net Assets from Operations				$	141,050

(a) Net of foreign realized capital gains taxes of $363.

See notes to financial statements.

22    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Increase (Decrease) in Net Assets from Operations
Net investment income (loss)	$	311,598		$	(194,255	)
Net realized gain (loss) on investment transactions		(5,157,707	)		6,323,067
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		4,987,159			(33,896,582	)
Net increase (decrease) in net assets from operations		141,050			(27,767,770	)
Distributions to Shareholders
Class A		(4,013,369	)		(4,495,636	)
Class C		(136,995	)		(130,885	)
Advisor Class		(161,555	)		(199,535	)
Class R		(169,445	)		(156,270	)
Class K		(65,318	)		(73,358	)
Class I		(1,452	)		(1,430	)
Class Z(a)		(337	)		(363	)
Transactions in Shares of Beneficial Interest
Net decrease		(5,188,952	)		(9,943,576	)
Total decrease		(9,596,373	)		(42,768,823	)
Net Assets
Beginning of period		115,145,419			157,914,242
End of period	$	105,549,046		$	115,145,419

(a) Commenced distribution on December 15, 2021.

See notes to financial statements.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    23

NOTES TO FINANCIAL STATEMENTS

February 28, 2023 (unaudited)

NOTE A

Significant Accounting Policies

The AB Portfolios (the “Company”) is registered under the Investment Company Act of 1940 as a diversified, open end management investment company. The Company, which is a Massachusetts Business Trust, operates as a series company currently comprised of five series. Each series is considered to be a separate entity for financial reporting and tax purposes. This report relates only to the AB Sustainable Thematic Balanced Portfolio (the “Fund”) (formerly known as AB Conservative Wealth Strategy). The Fund offers Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares. Effective December 15, 2021, the Fund commenced offering Class Z shares. Class B and Class T shares have been authorized but currently are not offered. Class A shares are sold with a front-end sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase, and 0% after the first year of purchase. Effective May 31, 2021, Class C shares automatically convert to Class A shares eight years after the end of the calendar month of purchase. Prior to May 31, 2021, Class C shares automatically converted to Class A shares 10 years after the end of the calendar month of purchase. Class R and Class K shares are sold without an initial or contingent deferred sales charge. Advisor Class and Class I shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All nine classes of shares have identical voting, dividend, liquidation and other rights, except that the classes bear different distribution and transfer agency expenses. Each class has exclusive voting rights with respect to its distribution plan. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Trustees

24    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

(the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    25

NOTES TO FINANCIAL STATEMENTS (continued)

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since

26    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of February 28, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

26,382,219

$

– 0

–

$

– 0

–

$

26,382,219

Health Care

16,087,596

– 0

–

– 0

–

16,087,596

Industrials

10,401,121

– 0

–

– 0

–

10,401,121

Financials

6,714,361

– 0

–

– 0

–

6,714,361

Consumer Staples

4,683,849

– 0

–

28,723

4,712,572

Consumer Discretionary

3,945,761

– 0

–

– 0

–

3,945,761

Utilities

1,278,020

– 0

–

– 0

–

1,278,020

Real Estate

1,172,521

– 0

–

– 0

–

1,172,521

Governments – Treasuries

– 0

–

30,138,311

– 0

–

30,138,311

Agencies

– 0

–

1,601,733

– 0

–

1,601,733

Short-Term Investments

3,667,877

– 0

–

– 0

–

3,667,877

Investments of Cash Collateral for Securities Loaned in Affiliated Money Market Fund

209,459

– 0

–

– 0

–

209,459

Total Investments in Securities

74,542,784

31,740,044

28,723

106,311,551

Other Financial Instruments(a)

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

74,542,784

$

31,740,044

$

28,723

$

106,311,551

^(a)  Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation (depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, written options and written swaptions which are valued at market value.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    27

NOTES TO FINANCIAL STATEMENTS (continued)

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

4. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned. The Fund files withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. The Fund may record a reclaim receivable based on, among other things, a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention.

In consideration of recent decisions rendered by the European courts, the Fund received reclaims filed to recover taxes withheld on dividends earned from certain European Union countries during calendar years 2009 through 2013. These filings are subject to various administrative and judicial proceedings within these countries. For the six months ended February 28, 2023, the Fund successfully recovered taxes withheld by France which is reflected in the statement of operations. No other amounts for additional tax reclaims are disclosed in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

28    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

5. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

6. Class Allocations

All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except for class specific expenses which are allocated to the respective class. Expenses of the Company are charged proportionately to each series or based on other appropriate methods. Realized and unrealized gains and losses are allocated among the various share classes based on respective net assets.

7. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement (the “Advisory Agreement”), the Fund pays the Adviser an advisory fee at an annual rate of .50% of the first $2.5 billion, .40% of the next $2.5 billion and .35% in excess of $5 billion of the Fund’s average daily net assets. The fee is accrued daily and paid monthly. Prior to December 1, 2021, the Fund paid an advisory fee at an annual rate of .55% of the first $2.5 billion, .45% of the next $2.5 billion and .40% in excess of $5 billion of the Fund’s average daily net assets. The fee was accrued daily and paid monthly.

Effective December 1, 2021, the Adviser has contractually agreed to waive its management fees and/or bear certain expenses of the Fund until

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    29

NOTES TO FINANCIAL STATEMENTS (continued)

December 31, 2023 to the extent necessary to prevent total Fund operating expenses (excluding acquired fund fees and expenses other than the advisory fees of any AB Mutual Funds in which the Fund may invest, interest expense and extraordinary expenses), on an annualized basis, from exceeding 1.00%, 1.75%, .75%, 1.25%, 1.00%, .75%, and .75% of average daily net assets, for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. The Expense Caps may not be terminated by the Adviser before December 31, 2023. For the six months ended February 28, 2023, such reimbursements/waivers amounted to $149,495.

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $20,076 for the six months ended February 28, 2023.

AllianceBernstein Investments, Inc. (the “Distributor”), a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund’s shares. The Distributor has advised the Fund that it has retained front-end sales charges of $414 from the sale of Class A shares and received $69 and $88 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended February 28, 2023.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2023. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended February 28, 2023, such waiver amounted to $1,706.

30    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the six months ended February 28, 2023 is as follows:

Fund	Market Value 8/31/22 (000)			Purchases at Cost (000)		Sales Proceeds (000)		Market Value 2/28/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	2,482		$	13,661	$	12,475	$	3,668	$	58
Government Money Market Portfolio*		– 0	–		1,832		1,623		209		0	**
Total								$	3,877	$	58

* Investments of cash collateral for securities lending transactions (see Note E).

** Amount is less than $500.

NOTE C

Distribution Plan

The Fund has adopted a Plan for each class of shares of the Fund pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Plan”). Under the Plan, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .50% of the Fund’s average daily net assets attributable to Class A shares, 1% of the Fund’s average daily net assets attributable to Class C shares, .50% of the Fund’s average daily net assets attributable to Class R shares and .25% of the Fund’s average daily net assets attributable to Class K shares. There are no distribution and servicing fees on the Advisor Class, Class I and Class Z shares. The fees are accrued daily and paid monthly. Payments under the Plan in respect of Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. The Plan provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. The Fund is not obligated under the Plan to pay any distribution services fee in excess of the amounts set forth above. The purpose of the payments to the Distributor under the Plan is to compensate the Distributor for its distribution services with respect to the sale of the Fund’s shares. Since the Distributor’s compensation is not directly tied to its expenses, the amount of compensation received by it under the Plan during any year may be more or less than its actual expenses. For this reason, the Plan is characterized by the staff of the Securities and Exchange Commission as being of the “compensation” plan.

In the event that the Plan is terminated or not continued, no distribution services fees (other than current amounts accrued but not yet paid) would be owed by the Fund to the Distributor with respect to the relevant class.

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NOTES TO FINANCIAL STATEMENTS (continued)

The Plan also provides that the Adviser may use its own resources to finance the distribution of the Fund’s shares.

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended February 28, 2023 were as follows:

	Purchases		Sales
Investment securities (excluding U.S. government securities)	$	11,581,642	$	16,503,851
U.S. government securities		2,200,249		7,194,946

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	4,027,662
Gross unrealized depreciation		(13,313,808	)
Net unrealized depreciation	$	(9,286,146	)

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The Fund did not engage in derivatives transactions for the six months ended February 28, 2023.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE E

Securities Lending

The Fund may enter into securities lending transactions. Under the Fund’s securities lending program, all loans of securities will be collateralized continually by cash collateral and/or non-cash collateral. Non-cash collateral will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. The Fund cannot sell or repledge any non-cash collateral, such collateral will not be reflected in the portfolio of investments. If a loan is collateralized by cash, the Fund will be compensated for the loan from a portion of the net return from the income earned on cash collateral after a rebate is paid to the borrower (in some cases, this rebate may be a “negative rebate” or fee paid by the borrower to the Fund in connection with the loan), and payments are made for fees of the securities lending agent and for certain other administrative expenses. If the Fund receives non-cash collateral, the Fund will receive a fee from the borrower generally equal to a negotiated percentage of the market value of the loaned securities. The Fund will have the right to call a loan and obtain the securities loaned at any time on notice to the borrower within the normal and customary settlement time for the securities. While the securities are on loan, the borrower is obligated to pay the Fund amounts equal to any dividend income or other distributions from the securities; however, these distributions will not be afforded the same preferential tax treatment as qualified dividends. The Fund will not be able to exercise voting rights with respect to any securities during the existence of a loan, but will have the right to regain ownership of loaned securities in order to exercise voting or other ownership rights. Collateral received and securities loaned are marked to market daily to ensure that the securities loaned are secured by collateral. The lending agent currently invests the cash collateral received in Government Money Market Portfolio, an eligible money market vehicle, in accordance with the investment restrictions of the Fund, and as approved by the Board. The collateral received on securities loaned is recorded as an asset as well as a corresponding liability in the statement of assets and liabilities. The collateral will be adjusted the next business day to maintain the required collateral amount. The amounts of securities lending income from the borrowers and Government Money Market Portfolio are reflected in the statement of operations. When the Fund earns net securities lending income from Government Money Market Portfolio, the income is inclusive of a rebate expense paid to the borrower. In connection with the cash collateral investment by the Fund in Government Money Market Portfolio, the Adviser has agreed to waive a portion of the Fund’s share of the advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. When the Fund lends securities, its investment performance will continue to reflect changes in the value of the securities loaned. A principal risk of lending portfolio securities is that the borrower may fail to return the loaned

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NOTES TO FINANCIAL STATEMENTS (continued)

securities upon termination of the loan and that the collateral will not be sufficient to replace the loaned securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

A summary of the Fund’s transactions surrounding securities lending for the six months ended February 28, 2023 is as follows:

								Government Money Market Portfolio
Market Value of Securities on Loan*		Cash Collateral*		Market Value of Non-Cash Collateral*		Income from Borrowers		Income Earned		Advisory Fee Waived
$	744,959	$	209,459	$	577,273	$	586	$	12	$	4

* As of February 28, 2023.

NOTE F

Shares of Beneficial Interest

Transactions in shares of beneficial interest for each class were as follows:

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Class A
Shares sold		51,207			125,234		$	577,104		$	1,560,941
Shares issued in reinvestment of dividends and distributions		350,038			304,518			3,584,382			4,016,597
Shares converted from Class C		30,843			55,493			326,122			693,086
Shares redeemed		(761,447	)		(1,283,007	)		(8,008,827	)		(15,514,294	)
Net decrease		(329,359	)		(797,762	)	$	(3,521,219	)	$	(9,243,670	)
Class C
Shares sold		1,437			57,180		$	16,217		$	704,253
Shares issued in reinvestment of dividends and distributions		12,308			8,853			125,418			117,219
Shares converted to Class A		(30,943	)		(55,569	)		(326,122	)		(693,086	)
Shares redeemed		(19,149	)		(130,825	)		(198,470	)		(1,600,885	)
Net decrease		(36,347	)		(120,361	)	$	(382,957	)	$	(1,472,499	)

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Advisor Class
Shares sold		17,664			2,234,240		$	190,613		$	26,915,071
Shares issued in reinvestment of dividends and distributions		14,159			11,682			146,128			154,899
Shares redeemed		(77,666	)		(2,269,772	)		(824,363	)		(26,723,485	)
Net increase (decrease)		(45,843	)		(23,850	)	$	(487,622	)	$	346,485
Class R
Shares sold		40,620			96,090		$	427,894		$	1,165,120
Shares issued in reinvestment of dividends and distributions		16,580			11,839			169,445			156,270
Shares redeemed		(133,875	)		(60,265	)		(1,447,000	)		(708,949	)
Net increase (decrease)		(76,675	)		47,664		$	(849,661	)	$	612,441
Class K
Shares sold		2,247			6,293		$	24,233		$	79,440
Shares issued in reinvestment of dividends and distributions		6,366			5,549			65,316			73,356
Shares redeemed		(3,766	)		(29,575	)		(39,028	)		(351,792	)
Net increase (decrease)		4,847			(17,733	)	$	50,521		$	(198,996	)
Class I
Shares sold		88			141		$	955		$	1,715
Shares issued in reinvestment of dividends and distributions		104			77			1,083			1,041
Shares redeemed		(5	)		(9	)		(52	)		(114	)
Net increase		187			209		$	1,986		$	2,642
Class Z(a)
Shares sold		– 0	–		740		$	– 0	–	$	10,021
Share issued in reinvestment of dividends and distributions		0	(b)		0	(b)		0	(c)		0	(c)
Net increase		– 0	–		740		$	– 0	–	$	10,021

(a) Commenced distribution on December 15, 2021.

(b) Amount is less than one share.

(c) Amount is less than $.50.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

ESG Risk—Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities of companies with ESG practices may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, ESG factors and “sustainability” criteria are not uniformly defined, and may differ from those used by other funds. In addition, in evaluating an investment, the Adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

Allocation Risk—The allocation of investments among different investment styles, such as equity or debt, growth or value, U.S. or non-U.S. securities, or diversification strategies, may have a more significant effect on the Fund’s net asset value, or NAV, when one of these investments is performing more poorly than another.

Capitalization Risk—Investments in mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in mid-capitalization companies may have additional risks because these companies may have limited product lines, markets or financial resources.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

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Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The Fund may be subject to a greater risk of rising interest rates than would normally be the case due to the end of the recent period of historically low rates and the effect of potential central bank monetary policy, and government fiscal policy, initiatives and resulting market reactions to those initiatives.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, which could cause the Fund to suffer a (potentially unlimited) loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

LIBOR Transition and Associated Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. As announced by the FCA and LIBOR’s administrator, ICE Benchmark Administration, most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) have not been published since the end of 2021, but the most widely used U.S. Dollar LIBOR settings are expected to continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis,

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NOTES TO FINANCIAL STATEMENTS (continued)

but any such publications would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market and has been used increasingly on a voluntary basis in new instruments and transactions. In addition, on March 15, 2022, the Adjustable Interest Rate Act was signed into law. This law provides a statutory fallback mechanism to replace LIBOR with a benchmark rate that is selected by the Federal Reserve Board and based on SOFR for certain contracts that reference LIBOR without adequate fallback provisions. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the law by identifying benchmark rates based on SOFR that will replace LIBOR in different categories of financial contracts after June 30, 2023. The regulations include provisions that (i) provide a safe harbor for selection or use of a replacement benchmark rate selected by the Federal Reserve Board; (ii) clarify who may choose the replacement benchmark rate selected by the Federal Reserve Board; and (iii) ensure that contracts adopting a replacement benchmark rate selected by the Federal Reserve Board will not be interrupted or terminated following the replacement of LIBOR.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or NAV. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Neither the effect of the LIBOR transition process nor its ultimate success can yet be known.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification

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NOTES TO FINANCIAL STATEMENTS (continued)

provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE H

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the six months ended February 28, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions to be paid for the year ending August 31, 2023 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended August 31, 2022 and August 31, 2021 were as follows:

	2022		2021
Distributions paid from:
Ordinary income	$	3,742,020	$	5,248,751
Net long-term capital gains		1,315,457		– 0	–
Total taxable distributions paid	$	5,057,477	$	5,248,751

As of August 31, 2022, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	1,182,077
Undistributed capital gains		5,480,985
Unrealized appreciation (depreciation)		(14,998,765	)(a)
Total accumulated earnings (deficit)	$	(8,335,703	)(b)

(a) The differences between book-basis and tax-basis unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses on wash sales.

(b) The difference between book-basis and tax-basis components of accumulated earnings (deficit) are attributable primarily to the accrual of foreign capital gains tax.

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NOTES TO FINANCIAL STATEMENTS (continued)

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of August 31, 2022, the Fund did not have any capital loss carryforwards.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

As of February 28, 2023, the Fund had exposure to the U.S. banking sector including certain U.S. regional banks. Subsequent to period-end, the Fund continues to have exposure to this sector. In certain cases, government agencies or regulators have assumed control or otherwise intervened in the operations of certain banks due to liquidity and solvency concerns, and additional banks may be subject to similar concerns and government agencies’/regulators’ actions. The ultimate resolution of these liquidity and solvency concerns and the extent of the related impact to the Fund is uncertain and could be significant.

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no other material events that would require disclosure in the Fund’s financial statements through this date.

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class A
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  10.93			$  13.80			$  12.38			$  12.58			$  12.14			$  12.79
Income From Investment Operations
Net investment income (loss)(a)(b)		.03			(.02	)		.12			.14			.16			.17
Net realized and unrealized gain (loss) on investment transactions		(.00	)(c)		(2.39	)		1.74			.10			.37			.10
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.03			(2.41	)		1.86			.24			.53			.27
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.36	)		(.44	)		(.40	)		(.09	)		(.56	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.19	)
Total dividends and distributions		(.45	)		(.46	)		(.44	)		(.44	)		(.09	)		(.92	)
Net asset value, end of period		$  10.51			$  10.93			$  13.80			$  12.38			$  12.58			$  12.14
Total Return
Total investment return based on net asset value(d)*		.33	%		(18.04	)%		15.54	%		1.77	%		4.47	%		2.14	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$93,770			$101,192			$138,753			$132,657			$145,002			$160,517
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.00	%^		1.09	%		1.25	%		1.14	%		1.05	%		1.04	%
Expenses, before waivers/reimbursements(e)(f)‡		1.28	%^		1.31	%		1.36	%		1.29	%		1.23	%		1.25	%
Net investment income (loss)(b)		.60	%^		(.13	)%		.95	%		1.13	%		1.32	%		1.36	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class C
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  10.91			$  13.76			$  12.32			$  12.51			$  12.07			$  12.58
Income From Investment Operations
Net investment income (loss)(a)(b)		(.01	)		(.11	)		.02			.05			.07			.08
Net realized and unrealized gain (loss) on investment transactions		(.00	)(c)		(2.41	)		1.75			.09			.37			.09
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		(.01	)		(2.52	)		1.77			.14			.44			.17
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.23	)		(.33	)		(.29	)		– 0	–		(.38	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.13	)
Total dividends and distributions		(.45	)		(.33	)		(.33	)		(.33	)		– 0	–		(.68	)
Net asset value, end of period		$  10.45			$  10.91			$  13.76			$  12.32			$  12.51			$  12.07
Total Return
Total investment return based on net asset value(d)*		.06	%		(18.73	)%		14.64	%		.97	%		3.73	%		1.37	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$3,113			$3,650			$6,257			$10,667			$14,989			$22,039
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.75	%^		1.90	%		1.98	%		1.89	%		1.80	%		1.77	%
Expenses, before waivers/reimbursements(e)(f)‡		2.04	%^		2.06	%		2.09	%		2.04	%		1.98	%		1.98	%
Net investment income (loss)(b)		(.15	)%^		(.93	)%		.18	%		.44	%		.59	%		.64	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

42    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Advisor Class
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  11.01			$  13.88			$  12.44			$  12.64			$  12.20			$  12.86
Income From Investment Operations
Net investment income(a)(b)		.04			.04			.16			.17			.19			.20
Net realized and unrealized gain (loss) on investment transactions		(.00	)(c)		(2.43	)		1.76			.10			.37			.10
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.04			(2.39	)		1.92			.27			.56			.30
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.38	)		(.48	)		(.43	)		(.12	)		(.59	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		0			– 0	–		– 0	–		(.20	)
Total dividends and distributions		(.45	)		(.48	)		(.48	)		(.47	)		(.12	)		(.96	)
Net asset value, end of period		$  10.60			$  11.01			$  13.88			$  12.44			$  12.64			$  12.20
Total Return
Total investment return based on net asset value(d)*		.52	%		(17.79	)%		15.82	%		2.02	%		4.81	%		2.39	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$3,683			$4,331			$5,790			$5,419			$6,464			$8,772
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		.75	%^		.71	%		1.00	%		.89	%		.80	%		.79	%
Expenses, before waivers/reimbursements(e)(f)‡		1.04	%^		1.06	%		1.11	%		1.04	%		.97	%		1.00	%
Net investment income(b)		.84	%^		.33	%		1.20	%		1.41	%		1.58	%		1.60	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    43

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class R
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  10.92			$  13.79			$  12.37			$  12.57			$  12.13			$  12.76
Income From Investment Operations
Net investment income (loss)(a)(b)		.02			(.05	)		.07			.09			.11			.12
Net realized and unrealized gain (loss) on investment transactions		(.01	)		(2.40	)		1.75			.10			.38			.09
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.01			(2.45	)		1.82			.19			.49			.21
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.32	)		(.40	)		(.35	)		(.05	)		(.50	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.17	)
Total dividends and distributions		(.45	)		(.42	)		(.40	)		(.39	)		(.05	)		(.84	)
Net asset value, end of period		$  10.48			$  10.92			$  13.79			$  12.37			$  12.57			$  12.13
Total Return
Total investment return based on net asset value(d)*		.24	%		(18.25	)%		15.05	%		1.36	%		4.06	%		1.73	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$3,377			$4,357			$4,844			$4,278			$4,604			$3,896
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.25	%^		1.36	%		1.65	%		1.53	%		1.46	%		1.45	%
Expenses, before waivers/reimbursements(e)(f)‡		1.49	%^		1.72	%		1.76	%		1.68	%		1.63	%		1.66	%
Net investment income (loss)(b)		.35	%^		(.40	)%		.55	%		.74	%		.89	%		.94	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

44    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class K
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  10.95			$  13.82			$  12.35			$  12.55			$  12.11			$  12.75
Income From Investment Operations
Net investment income (loss)(a)(b)		.03			(.02	)		.11			.14			.15			.15
Net realized and unrealized gain (loss) on investment transactions		(.00	)(c)		(2.40	)		1.74			.08			.37			.11
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.03			(2.42	)		1.85			.22			.52			.26
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.35	)		(.38	)		(.38	)		(.08	)		(.55	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.18	)
Total dividends and distributions		(.45	)		(.45	)		(.38	)		(.42	)		(.08	)		(.90	)
Net asset value, end of period		$  10.53			$  10.95			$  13.82			$  12.35			$  12.55			$  12.11
Total Return
Total investment return based on net asset value(d)*		.43	%		(18.07	)%		15.44	%		1.58	%		4.45	%		2.07	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,562			$1,572			$2,229			$2,456			$5,832			$6,734
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.00	%^		1.13	%		1.35	%		1.23	%		1.15	%		1.15	%
Expenses, before waivers/reimbursements(e)(f)‡		1.36	%^		1.41	%		1.46	%		1.38	%		1.32	%		1.36	%
Net investment income (loss)(b)		.61	%^		(.17	)%		.83	%		1.12	%		1.24	%		1.23	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    45

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class I
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  11.13			$  14.03			$  12.58			$  12.78			$  12.34			$  12.82
Income From Investment Operations
Net investment income(a)(b)		.05			.02			.16			.16			.18			.25
Net realized and unrealized gain (loss) on investment transactions		(.01	)		(2.44	)		1.77			.11			.39			.05
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		.00	(c)		.00	(c)		– 0	–
Capital contributions		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.04			(2.42	)		1.93			.27			.57			.30
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.38	)		(.48	)		(.43	)		(.13	)		(.46	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)		– 0	–		(.04	)		– 0	–		(.17	)
Return of capital		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.15	)
Total dividends and distributions		(.45	)		(.48	)		(.48	)		(.47	)		(.13	)		(.78	)
Net asset value, end of period		$  10.72			$  11.13			$  14.03			$  12.58			$  12.78			$12.34
Total Return
Total investment return based on net asset value(d)*		.51	%		(17.83	)%		15.81	%		2.02	%		4.72	%		2.34	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$36			$35			$41			$39			$33			$10
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(e)(f)‡		.75	%^		.83	%		1.01	%		.91	%		.86	%		.73	%
Expenses, before waivers/reimbursements(e)(f)‡		1.02	%^		1.08	%		1.13	%		1.06	%		1.02	%		.94	%
Net investment income(b)		.86	%^		.14	%		1.18	%		1.33	%		1.46	%		1.99	%
Portfolio turnover rate		13	%		174	%		120	%		96	%		100	%		90	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.04	%		.14	%		.17	%		.20	%		.25	%

See footnote summary on page 47.

46    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class Z
	Six Months Ended February 28, 2023			December 15, 2021(g) to August 31, 2022
Net asset value, beginning of period		$10.93			$13.54
Income From Investment Operations
Net investment income(a)(b)		.04			.02
Net realized and unrealized gain (loss) on investment transactions		(.01	)		(2.14	)
Net increase (decrease) in net asset value from operations		.03			(2.12	)
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.39	)
Distributions from net realized gain on investment transactions		(.45	)		(.10	)
Total distributions		(.45	)		(.49	)
Net asset value, end of period		$10.51			$10.93
Total Return
Total investment return based on net asset value(d)		.43	%		(16.27	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$8			$8
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡(f)		.75	%^		.75	%^
Expenses, before waivers/reimbursements‡(f)		.90	%^		.96	%^
Net investment income(b)		.85	%^		.21	%^
Portfolio turnover rate		13	%		174	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%^

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) Amount is less than $.005.

(d) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

(e) In connection with the Fund’s investments in affiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses, and for the years ended August 31, 2022, August 31, 2021, August 31, 2020, August 31, 2019 and August 31, 2018, such waiver amounted to .03%, ..11%, .15%, .17% and .21%, respectively.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    47

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

(f) The expense ratios, excluding overdraft expense are:

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Class A
Net of waivers/reimbursements		1.00	%^		1.09	%		1.25	%		1.14	%		1.05	%		1.04	%
Before waivers/reimbursements		1.28	%^		1.31	%		1.36	%		1.29	%		1.23	%		1.25	%
Class C
Net of waivers/reimbursements		1.75	%^		1.90	%		1.98	%		1.89	%		1.80	%		1.77	%
Before waivers/reimbursements		2.04	%^		2.06	%		2.09	%		2.04	%		1.98	%		1.98	%
Advisor Class
Net of waivers/reimbursements		.75	%^		.71	%		1.00	%		.89	%		.80	%		.79	%
Before waivers/reimbursements		1.03	%^		1.06	%		1.11	%		1.04	%		.97	%		1.00	%
Class R
Net of waivers/reimbursements		1.25	%^		1.36	%		1.65	%		1.53	%		1.46	%		1.45	%
Before waivers/reimbursements		1.49	%^		1.72	%		1.76	%		1.68	%		1.63	%		1.66	%
Class K
Net of waivers/reimbursements		1.00	%^		1.13	%		1.35	%		1.23	%		1.15	%		1.15	%
Before waivers/reimbursements		1.35	%^		1.41	%		1.46	%		1.38	%		1.32	%		1.36	%
Class I
Net of waivers/reimbursements		.75	%^		.83	%		1.01	%		.91	%		.86	%		.73	%
Before waivers/reimbursements		1.01	%^		1.08	%		1.13	%		1.06	%		1.02	%		.94	%
Class Z
Net of waivers/reimbursements		.75	%^		.75	%		N/A			N/A			N/A			N/A
Before waivers/reimbursements		.90	%^		.96	%		N/A			N/A			N/A			N/A

(g) Commencement of distributions.

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the year ended August 31, 2018 by .03%.

^ Annualized.

See notes to financial statements.

48    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

BOARD OF TRUSTEES

Garry L. Moody(1), Chairman Jorge A. Bermudez(1) Michael J. Downey(1) Onur Erzan, President and Chief Executive Officer	Nancy P. Jacklin(1) Jeanette W. Loeb(1) Carol C. McMullen(1) Marshall C. Turner, Jr.(1)
OFFICERS
Tiffanie Wong(2), Vice President Benjamin Ruegsegger(2), Vice President Daniel C. Roarty(2), Vice President Nancy E. Hay, Clerk Michael B. Reyes, Senior Vice President	Joseph J. Mantineo, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller and Chief Accounting Officer Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210   Principal Underwriter AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203   Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Transfer Agent AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672   Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Sustainable Thematic Balanced Team. Messrs. Ruegsegger, Roarty, and Ms. Wong are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    49

Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2023, which covered the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

50    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    51

Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of The AB Portfolios (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Sustainable Thematic Balanced Portfolio (formerly AB Conservative Wealth Strategy) (the “Fund”) at a meeting held in-person on August 2-3, 2022 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Vice President for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the

52    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2020 and 2021 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries that provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund, including, but not limited to, benefits relating to soft dollar arrangements (whereby investment advisers receive brokerage and research services from brokers that execute agency transactions for their clients); 12b-1 fees and sales charges received by the Fund’s principal underwriter (which is a wholly owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares; brokerage commissions paid by the Fund to brokers affiliated with the Adviser; and transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser. The directors recognized that the Fund’s unprofitability to the Adviser would be exacerbated without these benefits. The directors

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    53

understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Class A Shares of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing performance of the Class A Shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended May 31, 2022 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate payable by the Fund to the Adviser and information prepared by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds. The directors compared the Fund’s contractual effective advisory fee rate with a peer group median.

The directors also considered the schedule of fees charged by the Adviser to any offshore funds and for any separately managed accounts managed by it that utilize investment strategies similar to those of the Fund.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Class A shares of the Fund in comparison to a peer group and a peer universe selected by the 15(c) service provider. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year. The information provided included a pro forma expense ratio to reflect changes to the Fund’s expense ratio effective December 21, 2021. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. The directors noted that the Fund’s pro forma expense ratio was equal to the medians. Based on their review, the directors concluded that the Fund’s pro forma expense ratio was acceptable.

54    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

Economies of Scale

The directors noted that the advisory fee schedule for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors took into consideration prior presentations by an independent consultant on economies of scale in the mutual fund industry and for the AB Funds, and presentations from time to time by the Adviser concerning certain of its views on economies of scale. The directors also had requested and received from the Adviser certain updates on economies of scale in advance of the Meeting. The directors believe that economies of scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for setting breakpoints that give effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s shareholders would benefit from a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

abfunds.com AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO    ^|    55

This page is not part of the Shareholder Report or the Financial Statements.

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Disruptors ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Low Volatility Equity ETF

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

56    ^|    AB SUSTAINABLE THEMATIC  BALANCED PORTFOLIO abfunds.com

AB SUSTAINABLE THEMATIC BALANCED PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

STB-0152-0223                

FEB    ^02.28.23

SEMI-ANNUAL REPORT

AB TAX-MANAGED WEALTH APPRECIATION STRATEGY

Investment Products Offered •  Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We’re pleased to provide this report for the AB Tax-Managed Wealth Appreciation Strategy (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

⁺  Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

⁺  Applying differentiated investment insights through a connected global research network

⁺  Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    1

SEMI-ANNUAL REPORT

April 5, 2023

This report provides management’s discussion of fund performance for the AB Tax-Managed Wealth Appreciation Strategy for the semi-annual reporting period ended February 28, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	6 Months		12 Months
AB TAX-MANAGED WEALTH APPRECIATION STRATEGY1
Class A Shares		3.94%		-7.79%
Class C Shares		3.48%		-8.53%
Advisor Class Shares2		4.01%		-7.61%
MSCI ACWI (net)		3.32%		-8.26%

1 Includes the impact of proceeds received and credited to the Fund resulting from class-action settlements, which enhanced the performance of all share classes of the Fund for the six- and 12-month periods ended February 28, 2023, by 0.00% and 0.02%, respectively.

2 Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its benchmark, the Morgan Stanley Capital International All Country World Index (“MSCI ACWI”) (net), for the six- and 12-month periods ended February 28, 2023.

During the six-month period, data suggesting that inflation could be slowing helped stocks recover some of their earlier losses. For the period, all share classes of the Fund outperformed the benchmark, before sales charges. Outperformance was driven by strong stock selection across most regions of the world as well as an overweight to small-cap stocks in both the US and international markets. Strong stock selection within financials, consumer discretionary and technology contributed to performance, while selection in health care and consumer staples detracted.

During the 12-month period, the sustained concerns around the impact of rising interest rates across the world and the continued rise in inflationary pressures from the spike in energy prices after the invasion of Ukraine by Russia caused equity markets to fall. For the period, Class A and Advisor Class shares outperformed the benchmark, while Class C shares underperformed. Stock selection drove outperformance, while sector selection

2    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

did not materially impact performance. An overweight to both large- and small-cap US stocks helped to offset weaker performance in emerging markets. Strong stock selection within financials, consumer discretionary and technology contributed to performance, while selection in health care and consumer staples detracted from performance.

The Fund used derivatives in the form of futures for investment purposes, which had an immaterial impact on absolute returns for the 12-month period.

MARKET REVIEW AND INVESTMENT STRATEGY

Forecasting short-term twists and turns in the economic cycle with any accuracy or consistency has always been challenging. It’s been even tougher to consistently predict how market participants will react—or overreact—to changes in the real economy. Thus, the Fund’s Senior Investment Management Team (the “Team”) continued to focus on identifying and capitalizing on these opportunities using company-specific insights, differentiated research, and high conviction across equity services to seek to achieve attractive results in the long-term. The Team’s high-quality core in US and International Strategic Equity allocations provided long term returns with downside protection. The Team believes that active stock selection will provide a benefit as the macro-economic uncertainty persists. The style balanced, all-cap, global approach helped the Team’s portfolio identify durable, less macro-dependent companies, combining high-quality growth opportunities that can persist through economic cycles with financially sound companies trading at attractive valuations.

The Team seeks improved equity risk control by utilizing the Adviser’s Strategic Equities services as the core equity allocation to US and international markets. This diversified exposure across equity markets and emphasis on a broad set of stocks, which includes companies with historical and projected stable earnings and higher profitability, eliminates the need for diversifiers to limit volatility. The Team believes this allocation offers the potential to achieve higher returns, with similar levels of volatility, increasing risk-adjusted returns in an all-equity service to meet the long-term growth goal—growth of capital.

INVESTMENT POLICIES

The Fund invests primarily in equity securities, either directly or through underlying investment companies advised by the Adviser (“Underlying Portfolios”). A majority of the Fund’s assets are expected to be invested directly in US large-cap equity securities, primarily common stocks, in accordance with the Adviser’s US Strategic Equities investment strategy (“US Strategic Equities”), as described below. In addition, the Fund seeks

(continued on next page)

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    3

to achieve exposure to international large-cap equity securities through investments in other registered investment companies advised by the Adviser, which may include International Strategic Equities Portfolio of Bernstein Fund, Inc. (“Bernstein International Strategic Equities Portfolio”). The Fund also invests in other Underlying Portfolios to efficiently gain exposure to certain other types of equity securities, including small- and mid-cap and emerging-market equity securities. An Underlying Portfolio is selected based on the segment of the equity market to which the Underlying Portfolio provides exposure, its investment philosophy, and how it complements and diversifies the Fund’s overall portfolio.

Under US Strategic Equities, portfolio managers of the Adviser that specialize in various investment disciplines identify high-conviction large-cap equity securities based on their fundamental investment research for potential investment by the Fund. These securities are then assessed in terms of both this fundamental research and quantitative analysis in creating the Fund’s portfolio. In applying the quantitative analysis, the Adviser considers a number of metrics that historically have provided some indication of favorable future returns, including metrics related to valuation, quality, investor behavior and corporate behavior.

Bernstein International Strategic Equities Portfolio focuses on investing in non-US large-cap and mid-cap equity securities. Bernstein International Strategic Equities Portfolio follows a strategy similar to US Strategic Equities, but in the international context.

Fluctuations in currency exchange rates can have a dramatic impact on the returns of foreign equity securities. The Adviser may employ currency hedging strategies in the Fund or the Underlying Portfolios, including the use of currency-related derivatives, to seek to reduce currency risk in the Fund or the Underlying Portfolios, but it is not required to do so.

The Fund seeks to maximize after-tax returns to shareholders by taking into account the tax impact of buy and sell investment decisions on its shareholders. For example, the Adviser may sell certain securities in order to realize capital losses. Capital losses may be used to offset realized capital gains. To minimize capital gains distributions, the Adviser may sell securities in the Fund with the highest cost basis. The Adviser may monitor the length of time the Fund has held an investment to evaluate whether the investment should be sold at a short-term gain or held for a longer period so that the gain on the investment will be taxed at the lower long-term rate. In making this

(continued on next page)

4    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

decision, the Adviser considers whether, in its judgment, the risk of continued exposure to the investment is worth the tax savings of a lower capital gains rate. There can be no assurance that any of these strategies will be effective or that their use will not adversely affect the gross returns of the Fund.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    5

DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI ACWI is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI ACWI (net, free float-adjusted, market capitalization weighted) represents the equity market performance of developed and emerging markets. MSCI makes no express or implied warranties or representations, and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indices, any securities or financial products. This report is not approved, reviewed or produced by MSCI. Net returns include the reinvestment of dividends after deduction of non-US withholding tax. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Foreign (Non-US) Risk: The Fund’s investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Capitalization Risk: Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small- and mid-capitalization companies may have additional risks because these companies have limited product lines, markets, or financial resources.

Investment in Other Investment Companies Risk: As with other investments, investments in other investment companies are subject to

6    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

DISCLOSURES AND RISKS (continued)

market and selection risk. In addition, shareholders of the Fund bear both their proportionate share of expenses in the Fund (including management fees) and, indirectly, the expenses of the investment companies in which the Fund invests (to the extent these expenses are not waived or reimbursed by the Adviser).

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected. The Fund’s tax-management strategies may result in it forgoing performance in favor of tax benefits that may not materialize, or may result in pre-tax performance that is lower than that of funds that do not use tax-management strategies.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.abfunds.com. The performance shown for periods prior to July 14, 2017, is based on the Fund’s prior principal strategies and may not be representative of the Fund’s performance under its current principal strategies.

All fees and expenses related to the operation of the Fund have been deducted. Net asset value (“NAV”) returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    7

DISCLOSURES AND RISKS (continued)

sales charge for Class A shares and a 1% 1-year contingent deferred sales charge for Class C shares. Returns for the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

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HISTORICAL PERFORMANCE

AVERAGE ANNUAL RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-7.79%		-11.71%
5 Years		5.13%		4.22%
10 Years		7.72%		7.25%
CLASS C SHARES
1 Year		-8.53%		-9.40%
5 Years		4.32%		4.32%
10 Years1		6.91%		6.91%
ADVISOR CLASS SHARES2
1 Year		-7.61%		-7.61%
5 Years		5.39%		5.39%
10 Years		8.00%		8.00%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.33%, 2.08% and 1.08% for Class A, Class C and Advisor Class shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursement agreements reduced the Fund’s total annual operating expense ratios to 0.99%, 1.75% and 0.74% for Class A, Class C and Advisor Class shares, respectively. These waivers/reimbursement agreements may not be terminated before December 31, 2023. Absent reimbursements or waivers, performance would have been lower. The net and gross expenses shown include the total operating expenses of the Fund and the indirect expenses of the Fund’s Underlying Portfolios, as based upon the allocation of the Fund’s assets among the Underlying Portfolios. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 This share class is offered at NAV to eligible investors and the SEC returns are the same as the NAV returns. Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    9

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-11.48%
5 Years		4.82%
10 Years		7.14%
CLASS C SHARES
1 Year		-9.11%
5 Years		4.94%
10 Years1		6.81%
ADVISOR CLASS SHARES2
1 Year		-7.31%
5 Years		5.99%
10 Years		7.89%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

10    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

HISTORICAL PERFORMANCE (continued)

RETURNS AFTER TAXES ON DISTRIBUTIONS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	Returns
CLASS A SHARES
1 Year		-12.57%
5 Years		3.72%
10 Years		5.84%
CLASS C SHARES
1 Year		-10.08%
5 Years		4.09%
10 Years1		5.75%
ADVISOR CLASS SHARES2
1 Year		-8.50%
5 Years		4.82%
10 Years		6.50%

RETURNS AFTER TAXES ON DISTRIBUTIONS AND SALE OF FUND SHARES

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	Returns
CLASS A SHARES
1 Year		-6.07%
5 Years		3.63%
10 Years		5.46%
CLASS C SHARES
1 Year		-4.75%
5 Years		3.78%
10 Years1		5.28%
ADVISOR CLASS SHARES2
1 Year		-3.53%
5 Years		4.55%
10 Years		6.06%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    11

EXPENSE EXAMPLE

(unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

12    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

EXPENSE EXAMPLE (continued)

	Beginning Account Value September 1, 2022		Ending Account Value February 28, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,039.40	$	3.39		0.67	%	$	5.11		1.01	%
Hypothetical**	$	1,000	$	1,021.47	$	3.36		0.67	%	$	5.06		1.01	%
Class C
Actual	$	1,000	$	1,034.80	$	7.21		1.43	%	$	8.93		1.77	%
Hypothetical**	$	1,000	$	1,017.70	$	7.15		1.43	%	$	8.85		1.77	%
Advisor Class
Actual	$	1,000	$	1,040.10	$	2.12		0.42	%	$	3.84		0.76	%
Hypothetical**	$	1,000	$	1,022.71	$	2.11		0.42	%	$	3.81		0.76	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

+ In connection with the Fund’s investments in affiliated/unaffiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated/unaffiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses of the affiliated underlying portfolios. The Fund’s total expenses are equal to the classes’ annualized expense ratio plus the Fund’s pro rata share of the weighted average expense ratio of the affiliated/unaffiliated underlying portfolios in which it invests, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    13

PORTFOLIO SUMMARY

February 28, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $699.6

1 The Fund’s security type and sector breakdowns are expressed as a percentage of total investments and may vary over time. Sectors shown include investments of Underlying Portfolios.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

14    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

PORTFOLIO OF INVESTMENTS

February 28, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 55.4%
Information Technology – 15.4%
Communications Equipment – 0.1%
Cisco Systems, Inc.		14,232	$	689,114
Electronic Equipment, Instruments & Components – 0.6%
CDW Corp./DE		20,234		4,095,766
IT Services – 2.5%
Genpact Ltd.		21,759		1,038,557
PayPal Holdings, Inc.(a)		36,614		2,694,790
Visa, Inc. – Class A		63,684		14,006,659
				17,740,006
Semiconductors & Semiconductor Equipment – 2.6%
Advanced Micro Devices, Inc.(a)		4,089		321,314
KLA Corp.		5,270		1,999,332
NVIDIA Corp.		29,137		6,764,446
NXP Semiconductors NV		21,441		3,826,790
QUALCOMM, Inc.		29,459		3,639,070
Texas Instruments, Inc.		8,454		1,449,438
				18,000,390
Software – 6.7%
Adobe, Inc.(a)		10,870		3,521,336
Autodesk, Inc.(a)		11,973		2,378,915
Gen Digital, Inc.		215,717		4,208,639
Microsoft Corp.		108,266		27,003,706
Oracle Corp.		95,384		8,336,562
ServiceNow, Inc.(a)		4,021		1,737,756
				47,186,914
Technology Hardware, Storage & Peripherals – 2.9%
Apple, Inc.		123,767		18,244,494
Western Digital Corp.(a)		53,613		2,063,028
				20,307,522
				108,019,712
Health Care – 9.1%
Biotechnology – 1.3%
Gilead Sciences, Inc.		412		33,178
Regeneron Pharmaceuticals, Inc.(a)		3,505		2,665,272
Vertex Pharmaceuticals, Inc.(a)		21,755		6,315,259
				9,013,709
Health Care Equipment & Supplies – 1.9%
Align Technology, Inc.(a)		5,098		1,577,831
Edwards Lifesciences Corp.(a)		52,891		4,254,552

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    15

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Intuitive Surgical, Inc.(a)		2,352	$	539,525
Medtronic PLC		71,723		5,938,665
Zimmer Biomet Holdings, Inc.		6,717		832,035
				13,142,608
Health Care Providers & Services – 2.9%
Elevance Health, Inc.		13,112		6,158,313
UnitedHealth Group, Inc.		29,088		13,844,143
				20,002,456
Life Sciences Tools & Services – 1.0%
Illumina, Inc.(a)		12,294		2,448,965
IQVIA Holdings, Inc.(a)		22,060		4,598,848
				7,047,813
Pharmaceuticals – 2.0%
Johnson & Johnson		15,937		2,442,505
Merck & Co., Inc.		10,156		1,078,973
Organon & Co.		1,015		24,857
Pfizer, Inc.		8,730		354,176
Roche Holding AG (Sponsored ADR)		168,521		6,075,182
Viatris, Inc.		779		8,881
Zoetis, Inc.		25,494		4,257,498
				14,242,072
				63,448,658
Financials – 6.8%
Banks – 2.9%
Bank of America Corp.		220,137		7,550,699
JPMorgan Chase & Co.		7,890		1,131,032
PNC Financial Services Group, Inc. (The)		20,648		3,260,732
Wells Fargo & Co.		186,464		8,720,921
				20,663,384
Capital Markets – 2.3%
Charles Schwab Corp. (The)		55,116		4,294,639
Goldman Sachs Group, Inc. (The)		21,319		7,496,826
LPL Financial Holdings, Inc.		16,012		3,995,955
S&P Global, Inc.		957		326,528
				16,113,948
Insurance – 1.6%
American International Group, Inc.		21,428		1,309,465
Progressive Corp. (The)		37,894		5,438,547
Willis Towers Watson PLC		18,936		4,437,841
				11,185,853
				47,963,185
Consumer Discretionary – 6.1%
Auto Components – 0.1%
Goodyear Tire & Rubber Co. (The)(a)		10,192		115,781
Magna International, Inc.		4,191		233,565
				349,346

16    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Automobiles – 0.3%
Stellantis NV		102,847	$	1,801,879
Hotels, Restaurants & Leisure – 1.4%
Booking Holdings, Inc.(a)		1,637		4,131,788
Hyatt Hotels Corp. – Class A(a)		20,154		2,342,701
Restaurant Brands International, Inc.		43,517		2,806,411
Starbucks Corp.		8,298		847,143
				10,128,043
Internet & Direct Marketing Retail – 1.6%
Amazon.com, Inc.(a)		108,168		10,192,671
Etsy, Inc.(a)		10,981		1,333,203
				11,525,874
Specialty Retail – 1.9%
AutoZone, Inc.(a)		1,837		4,567,774
Home Depot, Inc. (The)		29,596		8,776,398
				13,344,172
Textiles, Apparel & Luxury Goods – 0.8%
NIKE, Inc. – Class B		47,114		5,596,672
				42,745,986
Communication Services – 5.1%
Diversified Telecommunication Services – 0.7%
Comcast Corp. – Class A		139,988		5,203,354
Entertainment – 0.6%
Walt Disney Co. (The)(a)		43,094		4,292,593
Interactive Media & Services – 3.1%
Alphabet, Inc. – Class A(a)		12,280		1,105,937
Alphabet, Inc. – Class C(a)		151,620		13,691,286
Meta Platforms, Inc. – Class A(a)		38,494		6,734,140
				21,531,363
Wireless Telecommunication Services – 0.7%
T-Mobile US, Inc.(a)		34,204		4,863,125
				35,890,435
Industrials – 4.7%
Aerospace & Defense – 0.8%
Raytheon Technologies Corp.		60,218		5,906,784
Building Products – 0.4%
Otis Worldwide Corp.		36,759		3,110,547
Construction & Engineering – 0.6%
AECOM		47,839		4,131,376

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    17

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Electrical Equipment – 1.3%
Eaton Corp. PLC		32,989	$	5,770,766
Regal Rexnord Corp.(a)		19,008		2,996,421
				8,767,187
Machinery – 0.4%
Ingersoll Rand, Inc.		10,221		593,533
PACCAR, Inc.		30,729		2,218,634
				2,812,167
Professional Services – 0.4%
Booz Allen Hamilton Holding Corp.		16,710		1,582,938
Robert Half International, Inc.		10,489		845,623
				2,428,561
Road & Rail – 0.8%
CSX Corp.		154,037		4,696,588
Knight-Swift Transportation Holdings, Inc.		6,641		377,474
Norfolk Southern Corp.		3,002		674,910
				5,748,972
				32,905,594
Consumer Staples – 3.1%
Beverages – 0.9%
Coca-Cola Co. (The)		65,065		3,872,018
Constellation Brands, Inc. – Class A		10,569		2,364,286
				6,236,304
Food & Staples Retailing – 1.5%
Costco Wholesale Corp.		7,999		3,872,956
Walmart, Inc.		46,273		6,576,781
				10,449,737
Household Products – 0.7%
Procter & Gamble Co. (The)		34,119		4,693,410
				21,379,451
Energy – 2.0%
Energy Equipment & Services – 0.6%
Baker Hughes Co.		129,607		3,965,974
Oil, Gas & Consumable Fuels – 1.4%
Chevron Corp.		26,222		4,215,711
EOG Resources, Inc.		49,061		5,544,874
				9,760,585
				13,726,559
Materials – 1.1%
Chemicals – 1.1%
Linde PLC		12,058		4,200,645
LyondellBasell Industries NV – Class A		37,138		3,564,877
Westlake Corp.		1,866		222,315
				7,987,837

18    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Utilities – 1.1%
Electric Utilities – 1.1%
American Electric Power Co., Inc.		48,975	$	4,308,331
Edison International		4,800		317,808
NextEra Energy, Inc.		40,479		2,875,223
				7,501,362
Real Estate – 0.9%
Equity Real Estate Investment Trusts (REITs) – 0.9%
American Tower Corp.		17,304		3,426,365
Prologis, Inc.		23,138		2,855,229
				6,281,594
Real Estate Management & Development – 0.0%
CBRE Group, Inc. – Class A(a)		450		38,313
				6,319,907
Total Common Stocks (cost $225,195,709)				387,888,686
INVESTMENT COMPANIES – 43.9%
Funds and Investment Trusts – 43.9%(b)(c)
AB Discovery Growth Fund, Inc. – Class Z(a)		1,672,116		17,038,865
AB Trust – AB Discovery Value Fund – Class Z		1,109,834		23,373,110
Bernstein Fund, Inc. – International Small Cap Portfolio – Class Z		3,570,314		38,238,062
Bernstein Fund, Inc. – International Strategic Equities Portfolio – Class Z		17,480,862		195,960,461
Bernstein Fund, Inc. – Small Cap Core Portfolio – Class Z		1,285,217		15,885,277
Sanford C. Bernstein Fund, Inc. – Emerging Markets Portfolio – Class Z		696,888		16,927,399
Total Investment Companies (cost $329,794,256)				307,423,174

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    19

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
SHORT-TERM INVESTMENTS – 0.8%
Investment Companies – 0.8%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(b)(c)(d) (cost $5,216,347)		5,216,347	$	5,216,347
Total Investments – 100.1% (cost $560,206,312)				700,528,207
Other assets less liabilities – (0.1)%				(880,971	)
Net Assets – 100.0%			$	699,647,236

(a) Non-income producing security.

(b) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

(c) Affiliated investments.

(d) The rate shown represents the 7-day yield as of period end.

Glossary:

ADR – American Depositary Receipt

REIT – Real Estate Investment Trust

See notes to financial statements.

20    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

STATEMENT OF ASSETS & LIABILITIES

February 28, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $225,195,709)	$	387,888,686
Affiliated issuers (cost $335,010,603)		312,639,521
Foreign currencies, at value (cost $99,718)		98,799
Receivable for investment securities sold		1,036,461
Unaffiliated dividends receivable		431,010
Receivable for shares of beneficial interest sold		204,091
Affiliated dividends receivable		23,806
Other assets		10,586
Total assets		702,332,960
Liabilities
Payable for investment securities purchased		1,440,410
Payable for shares of beneficial interest redeemed		854,489
Advisory fee payable		181,688
Administrative fee payable		38,122
Distribution fee payable		8,029
Trustees’ fees payable		6,733
Transfer Agent fee payable		5,869
Accrued expenses		150,384
Total liabilities		2,685,724
Net Assets	$	699,647,236
Composition of Net Assets
Shares of beneficial interest, at par	$	412
Additional paid-in capital		552,092,406
Distributable earnings		147,554,418
Net Assets	$	699,647,236

Net Asset Value Per Share—unlimited shares authorized, $.00001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	39,063,568		2,312,014	$	16.90	*
C	$	439,185		26,141	$	16.80
Advisor	$	660,144,483		38,892,273	$	16.97

* The maximum offering price per share for Class A shares was $17.65 which reflects a sales charge of 4.25%.

See notes to financial statements.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    21

STATEMENT OF OPERATIONS

Six Months Ended February 28, 2023 (unaudited)

Investment Income
Dividends
Affiliated issuers	$	8,701,886
Unaffiliated issuers (net of foreign taxes withheld of $2,885)		2,488,135		$	11,190,021
Expenses
Advisory fee (see Note B)		2,199,778
Distribution fee—Class A		47,759
Distribution fee—Class C		2,532
Transfer agency—Class A		3,445
Transfer agency—Class C		73
Transfer agency—Advisor Class		57,534
Custody and accounting		53,806
Administrative		45,486
Audit and tax		31,813
Registration fees		29,613
Legal		20,565
Printing		17,371
Trustees’ fees		13,257
Miscellaneous		13,021
Total expenses		2,536,053
Less: expenses waived and reimbursed by the Adviser (see Note B)		(1,078,524	)
Net expenses					1,457,529
Net investment income					9,732,492
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Affiliated Underlying Portfolios					(2,100,397	)
Investment transactions					4,613,527
Net realized gain distributions from Affiliated Underlying Portfolios					2,434,007
Net change in unrealized appreciation (depreciation) of:
Affiliated Underlying Portfolios					12,365,095
Investments					291,260
Foreign currency denominated assets and liabilities					2,888
Net gain on investment and foreign currency transactions					17,606,380
Net Increase in Net Assets from Operations				$	27,338,872

See notes to financial statements.

22    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Increase (Decrease) in Net Assets from Operations
Net investment income	$	9,732,492		$	13,095,843
Net realized gain on investment and foreign currency transactions		2,513,130			18,838,181
Net realized gain distributions from Affiliated Underlying Portfolios		2,434,007			14,980,119
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		12,659,243			(179,117,824	)
Net increase (decrease) in net assets from operations		27,338,872			(132,203,681	)
Distributions to Shareholders
Class A		(2,028,746	)		(2,624,214	)
Class C		(24,027	)		(30,366	)
Advisor Class		(35,161,016	)		(44,521,140	)
Transactions in Shares of Beneficial Interest
Net increase		17,742,631			17,720,111
Total increase (decrease)		7,867,714			(161,659,290	)
Net Assets
Beginning of period		691,779,522			853,438,812
End of period	$	699,647,236		$	691,779,522

See notes to financial statements.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    23

NOTES TO FINANCIAL STATEMENTS

February 28, 2023 (unaudited)

NOTE A

Significant Accounting Policies

The AB Portfolios (the “Company”) is registered under the Investment Company Act of 1940 as a diversified, open end management investment company. The Company, which is a Massachusetts Business Trust, operates as a series company currently comprised of five series. Each series is considered to be a separate entity for financial reporting and tax purposes. This report relates only to the AB Tax-Managed Wealth Appreciation Strategy (the “Fund”). The Fund offers Class A, Class C and Advisor Class shares. Class B shares have been authorized but currently are not offered. Class A shares are sold with a front-end sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase, and 0% after the first year of purchase. Effective May 31, 2021, Class C shares automatically convert to Class A shares eight years after the end of the calendar month of purchase. Prior to May 31, 2021, Class C shares automatically converted to Class A shares 10 years after the end of the calendar month of purchase. Advisor Class shares are sold without any initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All four classes of shares have identical voting, dividend, liquidation and other rights, except that the classes bear different distribution and transfer agency expenses. Each class has exclusive voting rights with respect to its distribution plan. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Trustees (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

24    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    25

NOTES TO FINANCIAL STATEMENTS (continued)

contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified

26    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of February 28, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

108,019,712

$

– 0

–

$

– 0

–

$

108,019,712

Health Care

57,373,476

6,075,182

– 0

–

63,448,658

Financials

47,963,185

– 0

–

– 0

–

47,963,185

Consumer Discretionary

42,745,986

– 0

–

– 0

–

42,745,986

Communication Services

35,890,435

– 0

–

– 0

–

35,890,435

Industrials

32,905,594

– 0

–

– 0

–

32,905,594

Consumer Staples

21,379,451

– 0

–

– 0

–

21,379,451

Energy

13,726,559

– 0

–

– 0

–

13,726,559

Materials

7,987,837

– 0

–

– 0

–

7,987,837

Utilities

7,501,362

– 0

–

– 0

–

7,501,362

Real Estate

6,319,907

– 0

–

– 0

–

6,319,907

Investment Companies

307,423,174

– 0

–

– 0

–

307,423,174

Short-Term Investments

5,216,347

– 0

–

– 0

–

5,216,347

Total Investments in Securities

694,453,025

6,075,182

– 0

–

700,528,207

Other Financial Instruments(a)

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

694,453,025

$

6,075,182

$

– 0

–

$

700,528,207

(a) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation (depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, written options and written swaptions which are valued at market value.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    27

NOTES TO FINANCIAL STATEMENTS (continued)

losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

4. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

5. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Investment gains or losses are determined on the identified cost basis. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. The Fund amortizes premiums and accretes discounts as adjustments to interest income. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

6. Class Allocations

All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except for class specific expenses which are allocated to the respective

28    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

class. Expenses of the Company are charged proportionately to each series or based on other appropriate methods. Realized and unrealized gains and losses are allocated among the various share classes based on respective net assets.

7. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement (the “Advisory Agreement”), the Fund pays the Adviser an advisory fee at an annual rate of .65% of the first $2.5 billion, .55% of the next $2.5 billion and .50% in excess of $5 billion of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Pursuant to the investment advisory agreement, the Fund may reimburse the Adviser for certain legal and accounting services provided to the Fund by the Adviser. For the six months ended February 28, 2023, the reimbursement for such services amounted to $45,486.

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $37,254 for the six months ended February 28, 2023.

AllianceBernstein Investments, Inc. (the “Distributor”), a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund’s shares. The Distributor has advised the Fund that it has retained front-end sales charges of $58 from the sale of Class A shares and received $0 and $877 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended February 28, 2023.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual

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NOTES TO FINANCIAL STATEMENTS (continued)

advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2023. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended February 28, 2023, such waiver amounted to $2,652.

In connection with the Fund’s investments in other AB mutual funds, the Adviser has contractually agreed to waive fees and/or reimburse the expenses payable to the Adviser by the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of AB mutual funds, as paid by the Fund as an acquired fund fee and expense. These fee waivers and/or expense reimbursements will remain in effect until December 31, 2023. For the six months ended February 28, 2023, such waivers and/or reimbursements amounted to $1,075,872.

A summary of the Fund’s transactions in AB mutual funds for the six months ended February 28, 2023 is as follows:

																	Distributions
Fund	Market Value 8/31/22 (000)		Purchases at Cost (000)			Sales Proceeds (000)			Realized Gain (Loss) (000)			Change in Unrealized Appr./ (Depr.) (000)			Market Value 2/28/23 (000)		Dividend Income (000)			Realized Gains (000)
Government Money Market Portfolio	$	7,145	$	42,970		$	44,899		$	– 0	–	$	– 0	–	$	5,216	$	94		$	– 0	–
AB Discovery Growth Fund, Inc.		17,211		– 0	–		406			(166	)		400			17,039		– 0	–		– 0	–
AB Trust – AB Discovery Value Fund		22,311		1,631			499			(64	)		(5	)		23,374		280			1,351
Bernstein Fund, Inc.:
International Small Cap Portfolio		35,898		386			315			(59	)		2,328			38,238		386			– 0	–
International Strategic Equities Portfolio		188,928		7,605			8,897			(1,788	)		10,113			195,961		7,605			– 0	–
Small Cap Core Portfolio		15,071		1,159			112			(23	)		(210	)		15,885		76			1,083
Sanford C. Bernstein Fund, Inc. – Emerging Markets Portfolio		16,927		261			– 0	–		– 0	–		(261	)		16,927		261			– 0	–
Total									$	(2,100	)	$	12,365		$	312,640	$	8,702		$	2,434

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE C

Distribution Plan

The Fund has adopted a Plan for each class of shares of the Fund pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Plan”). Under the Plan, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .50% of the Fund’s average daily net assets attributable to Class A shares and 1% of the Fund’s average daily net assets attributable to Class C shares. There are no distribution and servicing fees on the Advisor Class. The fees are accrued daily and paid monthly. Payments under the Plan in respect of Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. The Plan provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. The Fund is not obligated under the Plan to pay any distribution services fee in excess of the amounts set forth above. The purpose of the payments to the Distributor under the Plan is to compensate the Distributor for its distribution services with respect to the sale of the Fund’s shares. Since the Distributor’s compensation is not directly tied to its expenses, the amount of compensation received by it under the Plan during any year may be more or less than its actual expenses. For this reason, the Plan is characterized by the staff of the Securities and Exchange Commission as being of the “compensation” plan.

In the event that the Plan is terminated or not continued, no distribution services fees (other than current amounts accrued but not yet paid) would be owed by the Fund to the Distributor with respect to the relevant class. The Plan also provides that the Adviser may use its own resources to finance the distribution of the Fund’s shares.

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended February 28, 2023 were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	56,226,051		$	60,331,559
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	170,957,193
Gross unrealized depreciation		(30,635,298	)
Net unrealized appreciation	$	140,321,895

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NOTES TO FINANCIAL STATEMENTS (continued)

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The Fund did not engage in derivatives transactions for the six months ended February 28, 2023.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE E

Shares of Beneficial Interest

Transactions in shares of beneficial interest for each class were as follows:

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Class A
Shares sold		18,913			74,680		$	320,471		$	1,554,369
Shares issued in reinvestment of dividends and distributions		108,041			113,868			1,780,516			2,332,020
Shares converted from Class C		679			7,133			11,495			137,865
Shares redeemed		(126,565	)		(141,041	)		(2,111,939	)		(2,806,302	)
Net increase		1,068			54,640		$	543		$	1,217,952

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Class C
Shares sold		3,840			4,910		$	62,616		$	95,067
Shares issued in reinvestment of dividends and distributions		1,459			1,490			23,957			30,361
Shares converted to Class A		(684	)		(7,201	)		(11,495	)		(137,865	)
Shares redeemed		(9,684	)		(32,606	)		(165,730	)		(691,976	)
Net decrease		(5,069	)		(33,407	)	$	(90,652	)	$	(704,413	)
Advisor Class
Shares sold		1,976,317			2,658,155		$	32,408,138		$	51,710,603
Shares issued in reinvestment of dividends and distributions		1,892,520			1,871,277			31,321,212			38,473,464
Shares redeemed		(2,742,052	)		(3,748,672	)		(45,896,610	)		(72,977,495	)
Net increase		1,126,785			780,760		$	17,832,740		$	17,206,572

NOTE F

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Foreign (Non-U.S.) Risk—The Fund’s investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

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NOTES TO FINANCIAL STATEMENTS (continued)

Capitalization Risk—Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small- and mid-capitalization companies may have additional risks because these companies have limited product lines, markets, or financial resources.

Investment in Other Investment Companies Risk—As with other investments, investments in other investment companies are subject to market and selection risk. In addition, shareholders of the Fund bear both their proportionate share of expenses in the Fund (including management fees) and, indirectly, the expenses of the investment companies in which the Fund invests (to the extent these expenses are not waived or reimbursed by the Adviser).

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

LIBOR Transition and Associated Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. As announced by the FCA and LIBOR’s administrator, ICE Benchmark Administration, most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) have not been published since the end of 2021, but the most widely used U.S. Dollar LIBOR settings are expected to continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market and has been used increasingly on a voluntary basis in new instruments and transactions. In addition, on March 15, 2022, the Adjustable Interest Rate Act was signed into law. This law provides a statutory fallback mechanism to replace LIBOR with a benchmark rate that is selected by the Federal Reserve Board and based on SOFR for certain

34    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

contracts that reference LIBOR without adequate fallback provisions. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the law by identifying benchmark rates based on SOFR that will replace LIBOR in different categories of financial contracts after June 30, 2023. The regulations include provisions that (i) provide a safe harbor for selection or use of a replacement benchmark rate selected by the Federal Reserve Board; (ii) clarify who may choose the replacement benchmark rate selected by the Federal Reserve Board; and (iii) ensure that contracts adopting a replacement benchmark rate selected by the Federal Reserve Board will not be interrupted or terminated following the replacement of LIBOR.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or NAV. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Neither the effect of the LIBOR transition process nor its ultimate success can yet be known.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

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NOTES TO FINANCIAL STATEMENTS (continued)

The Fund’s tax-management strategies may result in it forgoing performance in favor of tax benefits that may not materialize, or may result in pre-tax performance that is lower than that of funds that do not use tax-management strategies.

NOTE G

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the six months ended February 28, 2023.

NOTE H

Distributions to Shareholders

The tax character of distributions to be paid for the year ending August 31, 2023 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended August 31, 2022 and August 31, 2021 were as follows:

	2022		2021
Distributions paid from:
Ordinary income	$	11,250,443	$	6,191,520
Net long-term capital gains		35,925,277		2,813,496
Total taxable distributions paid	$	47,175,720	$	9,005,016

As of August 31, 2022, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	1,910,466
Undistributed capital gains		28,262,521
Unrealized appreciation (depreciation)		127,256,348	(a)
Total accumulated earnings (deficit)	$	157,429,335

(a) The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of August 31, 2022, the Fund did not have any capital loss carryforwards.

36    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

NOTE I

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE J

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    37

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class A
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  17.15			$  21.60			$  16.81			$  15.66			$  16.76			$  16.85
Income From Investment Operations
Net investment income(a)(b)		.22			.28			.11			.18			.20			.18
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.43			(3.56	)		4.87			1.75			(.57	)		1.78
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.65			(3.28	)		4.98			1.93			(.37	)		1.96
Less: Dividends and Distributions
Dividends from net investment income		(.21	)		(.24	)		(.15	)		(.33	)		(.16	)		(.39	)
Distributions from net realized gain on investment transactions		(.69	)		(.93	)		(.04	)		(.45	)		(.57	)		(1.66	)
Total dividends and distributions		(.90	)		(1.17	)		(.19	)		(.78	)		(.73	)		(2.05	)
Net asset value, end of period		$  16.90			$  17.15			$  21.60			$  16.81			$  15.66			$  16.76
Total Return
Total investment return based on net asset value(d)*		3.94	%		(16.08	)%		29.83	%		12.44	%		(1.66	)%		12.13	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$39,064			$39,643			$48,742			$38,983			$36,908			$39,519
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		.67	%^		.63	%		.63	%		.63	%		.63	%		.62	%
Expenses, before waivers/reimbursements(e)‡		.98	%^		.97	%		.98	%		.99	%		.99	%		1.00	%
Net investment income(b)		2.67	%^		1.44	%		.57	%		1.15	%		1.30	%		1.05	%
Portfolio turnover rate		8	%		23	%		15	%		21	%		19	%		25	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.34	%^		.36	%		.38	%		.39	%		.39	%		.40	%

See footnote summary on page 41.

38    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class C
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  16.99			$  21.33			$  16.59			$  15.44			$  16.47			$  16.55
Income From Investment Operations
Net investment income (loss)(a)(b)		.16			.10			(.01	)		.09			.08			.05
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.41			(3.51	)		4.79			1.69			(.54	)		1.75
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.57			(3.41	)		4.78			1.78			(.46	)		1.80
Less: Dividends and Distributions
Dividends from net investment income		(.07	)		– 0	–		– 0	–		(.18	)		– 0	–		(.22	)
Distributions from net realized gain on investment transactions		(.69	)		(.93	)		(.04	)		(.45	)		(.57	)		(1.66	)
Total dividends and distributions		(.76	)		(.93	)		(.04	)		(.63	)		(.57	)		(1.88	)
Net asset value, end of period		$  16.80			$  16.99			$  21.33			$  16.59			$  15.44			$  16.47
Total Return
Total investment return based on net asset value(d)*		3.48	%		(16.73	)%		28.85	%		11.63	%		(2.42	)%		11.31	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$439			$530			$1,378			$2,413			$4,522			$8,577
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		1.43	%^		1.39	%		1.38	%		1.38	%		1.38	%		1.38	%
Expenses, before waivers/reimbursements(e)‡		1.75	%^		1.72	%		1.74	%		1.74	%		1.74	%		1.75	%
Net investment income (loss)(b)		2.00	%^		.50	%		(.05	)%		.58	%		.53	%		.32	%
Portfolio turnover rate		8	%		23	%		15	%		21	%		19	%		25	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.34	%^		.36	%		.38	%		.39	%		.39	%		.40	%

See footnote summary on page 41.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    39

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Advisor Class
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019				2018
Net asset value, beginning of period		$  17.25			$  21.72			$  16.90			$  15.73			$  16.84				$  16.92
Income From Investment Operations
Net investment income(a)(b)		.24			.33			.16			.22			.24				.21
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.43			(3.58	)		4.89			1.77			(.58	)			1.80
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–			– 0	–
Net increase (decrease) in net asset value from operations		.67			(3.25	)		5.05			1.99			(.34	)			2.01
Less: Dividends and Distributions
Dividends from net investment income		(.26	)		(.29	)		(.19	)		(.37	)		(.20	)			(.43	)
Distributions from net realized gain on investment transactions		(.69	)		(.93	)		(.04	)		(.45	)		(.57	)			(1.66	)
Total dividends and distributions		(.95	)		(1.22	)		(.23	)		(.82	)		(.77	)			(2.09	)
Net asset value, end of period		$  16.97			$  17.25			$  21.72			$  16.90			$  15.73				$  16.84
Total Return
Total investment return based on net asset value(d)*		4.01	%		(15.87	)%		30.14	%		12.78	%		(1.44	)%			12.41	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$660,144			$651,607			$803,319			$657,294			$655,810				$700,240
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		.42	%^		.38	%		.38	%		.38	%		.38	%	��		.38	%
Expenses, before waivers/reimbursements(e)‡		.73	%^		.72	%		.73	%		.74	%		.74	%			.75	%
Net investment income(b)		2.89	%^		1.68	%		.82	%		1.41	%		1.51	%			1.28	%
Portfolio turnover rate		8	%		23	%		15	%		21	%		19	%			25	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.34	%^		.36	%		.38	%		.39	%		.39	%			.40	%

See footnote summary on page 41.

40    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) Amount is less than $.005.

(d) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

(e) In connection with the Fund’s investments in affiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses, and for the six months ended February 28, 2023 and the years ended August 31, 2022, August 31, 2021, August 31, 2020, August 31, 2019 and August 31, 2018, such waiver amounted to .32% (annualized), .33%, .35%, .36%, .36% and .37%, respectively.

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the years ended August 31, 2022 and August 31, 2018 by .02% and .02%, respectively.

^ Annualized.

See notes to financial statements.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    41

TRUSTEES

Garry L. Moody⁽¹⁾, Chairman Jorge A. Bermudez⁽¹⁾ Michael J. Downey⁽¹⁾ Onur Erzan, President and Chief Executive Officer Nancy P. Jacklin⁽¹⁾ Jeanette W. Loeb⁽¹⁾ Carol C. McMullen⁽¹⁾ Marshall C. Turner, Jr.⁽¹⁾

OFFICERS

Ding Liu⁽²⁾, Vice President Nelson Yu⁽²⁾, Vice President Nancy E. Hay, Clerk Michael B. Reyes, Senior Vice President Joseph J. Mantineo, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller and Chief Accounting Officer Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company State Street Corporation CCB/5 1 Iron Street Boston, MA 02210   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278 Toll-Free (800) 221-5672   Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Multi-Asset Solutions Team. Messrs. Liu and Yu are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2023, which covered the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    43

and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

44    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of The AB Portfolios (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Tax-Managed Wealth Appreciation Strategy (the “Fund”) at a meeting held in-person on May 3-5, 2022 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Vice President for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund, and the underlying funds advised by the Adviser in which the Fund invests.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    45

research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The directors also considered that the Advisory Agreement provides that the Fund will reimburse the Adviser for the cost to it of providing certain clerical, accounting, administrative and other services to the Fund by employees of the Adviser or its affiliates. Requests for these reimbursements are made on a quarterly basis and subject to approval by the directors. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2020 and 2021 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries that provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the underlying funds advised by

46    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

the Adviser in which the Fund invests, including, but not limited to, benefits relating to soft dollar arrangements (whereby investment advisers receive brokerage and research services from brokers that execute agency transactions for their clients); 12b-1 fees and sales charges received by the Fund’s principal underwriter (which is a wholly owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares; brokerage commissions paid by the Fund to brokers affiliated with the Adviser; and transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser. The directors recognized that the Adviser’s profitability would be somewhat lower without these benefits. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Class A Shares of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing performance of the Class A Shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended February 28, 2022 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate payable by the Fund to the Adviser and information prepared by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds. The directors compared the Fund’s contractual effective advisory fee rate with a peer group median and took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Vice President and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors noted that

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    47

the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Class A shares of the Fund in comparison to a peer group and a peer universe selected by the 15(c) service provider. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. Based on their review, the directors concluded that the Fund’s expense ratio was acceptable.

Economies of Scale

The directors noted that the advisory fee schedules for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors took into consideration prior presentations by an independent consultant on economies of scale in the mutual fund industry and for the AB Funds, and presentations from time to time by the Adviser concerning certain of its views on economies of scale. The directors also had requested and received from the Adviser certain updates on economies of scale in advance of the Meeting. The directors believe that economies of

48    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for setting breakpoints that give effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s shareholders would benefit from a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    49

This page is not part of the Shareholder Report or the Financial Statements.

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

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Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Disruptors ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Low Volatility Equity ETF

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

50    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

NOTES

abfunds.com AB TAX-MANAGED WEALTH APPRECIATION STRATEGY    ^|    51

NOTES

52    ^|    AB TAX-MANAGED WEALTH APPRECIATION STRATEGY abfunds.com

AB TAX-MANAGED WEALTH APPRECIATION STRATEGY

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

TWA-0152-0223                

FEB    ^02.28.23

SEMI-ANNUAL REPORT

AB WEALTH APPRECIATION STRATEGY

Investment Products Offered •  Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We’re pleased to provide this report for the AB Wealth Appreciation Strategy (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

⁺  Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

⁺  Applying differentiated investment insights through a connected global research network

⁺  Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    1

SEMI-ANNUAL REPORT

April 5, 2023

This report provides management’s discussion of fund performance for the AB Wealth Appreciation Strategy for the semi-annual reporting period ended February 28, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	6 Months		12 Months
AB WEALTH APPRECIATION STRATEGY
Class A Shares		4.05%		-7.58%
Class C Shares		3.59%		-8.33%
Advisor Class Shares1		4.17%		-7.35%
Class R Shares1		3.78%		-7.99%
Class K Shares1		3.91%		-7.74%
MSCI ACWI (net)		3.32%		-8.26%

1 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its benchmark, the Morgan Stanley Capital International All Country World Index (“MSCI ACWI”) (net), for the six- and 12-month periods ended February 28, 2023.

During the six-month period, data suggesting that inflation could be slowing helped stocks recover some of their earlier losses. For the period, all share classes outperformed the benchmark, before sales charges. Outperformance was driven by strong stock selection across most regions of the world as well as an overweight to small-cap stocks in both the US and international markets. Stock selection within financials, consumer discretionary and technology added to performance, while selection in health care and consumer staples detracted from performance.

During the 12-month period, further concerns around the impact of rising interest rates across the world and the continued rise in inflationary pressures from the spike in energy prices after the invasion of Ukraine by Russia caused equity markets to fall. All share classes except Class C outperformed the benchmark, before sales charges. Outperformance was driven by stock selection, while sector selection did not materially impact

2    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

performance. An overweight to both large- and small-cap US stocks helped to offset weaker performance in emerging markets. Strong stock selection within financials, consumer discretionary and technology added to performance, while selection in health care and consumer staples detracted from performance.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

Forecasting short-term twists and turns in the economic cycle with any accuracy or consistency has always been challenging. It’s been even tougher to consistently predict how market participants will react—or overreact—to changes in the real economy. Thus, the Fund’s Senior Investment Management Team (the “Team”) continued to focus on identifying and capitalizing on these opportunities using company-specific insights, differentiated research, and high conviction across equity services to seek to achieve attractive results in the long-term. The Team’s high-quality core in US and International Strategic Equity allocations provided long term returns with downside protection. The Team believes that active stock selection will provide a benefit as the macro-economic uncertainty persists. The style balanced, all-cap, global approach helped the Team’s portfolio identify durable, less macro-dependent companies, combining high-quality growth opportunities that can persist through economic cycles with financially sound companies trading at attractive valuations.

The Team seeks improved equity risk control by utilizing the Adviser’s Strategic Equities services as the core equity allocation to US and international markets. This diversified exposure across equity markets and emphasis on a broad set of stocks, which includes companies with historical and projected stable earnings and higher profitability, eliminates the need for diversifiers to limit volatility. The Team believes this allocation offers the potential to achieve higher returns, with similar levels of volatility, increasing risk-adjusted returns in an all-equity service to meet the long-term growth goal—growth of capital.

INVESTMENT POLICIES

The Fund invests primarily in equity securities, either directly or through underlying investment companies advised by the Adviser (“Underlying Portfolios”). A majority of the Fund’s assets are expected to be invested directly in US large-cap equity securities, primarily common stocks, in accordance with the Adviser’s US Strategic Equities investment strategy (“US Strategic Equities”), as described below.

(continued on next page)

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    3

In addition, the Fund seeks to achieve exposure to international large-cap equity securities through investments in other registered investment companies advised by the Adviser, which may include International Strategic Equities Portfolio of Bernstein Fund, Inc. (“Bernstein International Strategic Equities Portfolio”). The Fund also invests in other Underlying Portfolios to efficiently gain exposure to certain other types of equity securities, including small- and mid-cap and emerging-market equity securities. An Underlying Portfolio is selected based on the segment of the equity market to which the Underlying Portfolio provides exposure, its investment philosophy, and how it complements and diversifies the Fund’s overall portfolio.

Under US Strategic Equities, portfolio managers of the Adviser that specialize in various investment disciplines identify high-conviction large-cap equity securities based on their fundamental investment research for potential investment by the Fund. These securities are then assessed in terms of both this fundamental research and quantitative analysis in creating the Fund’s portfolio. In applying the quantitative analysis, the Adviser considers a number of metrics that historically have provided some indication of favorable future returns, including metrics related to valuation, quality, investor behavior and corporate behavior.

Bernstein International Strategic Equities Portfolio focuses on investing in non-US large-cap and mid-cap equity securities. Bernstein International Strategic Equities Portfolio follows a strategy similar to US Strategic Equities, but in the international context.

Fluctuations in currency exchange rates can have a dramatic impact on the returns of foreign equity securities. The Adviser may employ currency hedging strategies in the Fund or the Underlying Portfolios, including the use of currency-related derivatives, to seek to reduce currency risk in the Fund or the Underlying Portfolios, but it is not required to do so. The Fund is managed without regard to tax considerations.

4    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI ACWI is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI ACWI (net, free float-adjusted, market capitalization weighted) represents the equity market performance of developed and emerging markets. MSCI makes no express or implied warranties or representations, and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indices, any securities or financial products. This report is not approved, reviewed or produced by MSCI. Net returns include the reinvestment of dividends after deduction of non-US withholding tax. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Capitalization Risk: Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small- and mid-capitalization companies may have additional risks because these companies have limited product lines, markets or financial resources.

Investment in Other Investment Companies Risk: As with other investments, investments in other investment companies are subject to market and selection risk. In addition, shareholders of the Fund bear both

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    5

DISCLOSURES AND RISKS (continued)

their proportionate share of expenses in the Fund (including management fees) and, indirectly, the expenses of the investment companies in which the Fund invests (to the extent these expenses are not waived or reimbursed by the Adviser).

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.abfunds.com. The performance shown for periods prior to July 14, 2017, is based on the Fund’s prior principal strategies and may not be representative of the Fund’s performance under its current principal strategies.

All fees and expenses related to the operation of the Fund have been deducted. Net asset value (“NAV”) returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares and a 1% 1-year contingent deferred sales charge for Class C shares. Returns for the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

6    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

HISTORICAL PERFORMANCE

AVERAGE ANNUAL RETURNS AS OF FEBRUARY 28, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-7.58%		-11.49%
5 Years		5.30%		4.38%
10 Years		7.38%		6.92%
CLASS C SHARES
1 Year		-8.33%		-9.19%
5 Years		4.50%		4.50%
10 Years1		6.57%		6.57%
ADVISOR CLASS SHARES2
1 Year		-7.35%		-7.35%
5 Years		5.57%		5.57%
10 Years		7.66%		7.66%
CLASS R SHARES2
1 Year		-7.99%		-7.99%
5 Years		4.81%		4.81%
10 Years		6.90%		6.90%
CLASS K SHARES2
1 Year		-7.74%		-7.74%
5 Years		5.13%		5.13%
10 Years		7.24%		7.24%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.34%, 2.10%, 1.09%, 1.81% and 1.50% for Class A, Class C, Advisor Class, Class R and Class K shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursement agreements reduced the Fund’s total annual operating expense ratios to 1.01%, 1.77%, 0.76%, 1.47% and 1.16% for Class A, Class C, Advisor Class, Class R and Class K shares, respectively. These waivers/reimbursement agreements may not be terminated before December 31, 2023. Absent reimbursements or waivers, performance would have been lower. The net and gross expenses shown include the total operating expenses of the Fund and the indirect expenses of the Fund’s Underlying Portfolios, as based upon the allocation of the Fund’s assets among the Underlying Portfolios. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 These share classes are offered at NAV to eligible investors and their SEC returns are the same as their NAV returns. Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-11.32%
5 Years		5.01%
10 Years		6.82%
CLASS C SHARES
1 Year		-8.93%
5 Years		5.13%
10 Years1		6.49%
ADVISOR CLASS SHARES2
1 Year		-7.18%
5 Years		6.18%
10 Years		7.56%
CLASS R SHARES2
1 Year		-7.82%
5 Years		5.43%
10 Years		6.81%
CLASS K SHARES2
1 Year		-7.51%
5 Years		5.76%
10 Years		7.14%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

8    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

EXPENSE EXAMPLE

(unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    9

EXPENSE EXAMPLE (continued)

	Beginning Account Value September 1, 2022		Ending Account Value February 28, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,040.50	$	3.44		0.68	%	$	5.21		1.03	%
Hypothetical**	$	1,000	$	1,021.42	$	3.41		0.68	%	$	5.16		1.03	%
Class C
Actual	$	1,000	$	1,035.90	$	7.27		1.44	%	$	9.04		1.79	%
Hypothetical**	$	1,000	$	1,017.65	$	7.20		1.44	%	$	8.95		1.79	%
Advisor Class
Actual	$	1,000	$	1,041.70	$	2.18		0.43	%	$	3.95		0.78	%
Hypothetical**	$	1,000	$	1,022.66	$	2.16		0.43	%	$	3.91		0.78	%
Class R
Actual	$	1,000	$	1,037.80	$	5.76		1.14	%	$	7.53		1.49	%
Hypothetical**	$	1,000	$	1,019.14	$	5.71		1.14	%	$	7.45		1.49	%
Class K
Actual	$	1,000	$	1,039.10	$	4.20		0.83	%	$	5.97		1.18	%
Hypothetical**	$	1,000	$	1,020.68	$	4.16		0.83	%	$	5.91		1.18	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

+ In connection with the Fund’s investments in affiliated/unaffiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated/unaffiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses of the affiliated underlying portfolios. The Fund’s total expenses are equal to the classes’ annualized expense ratio plus the Fund’s pro rata share of the weighted average expense ratio of the affiliated/unaffiliated underlying portfolios in which it invests, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

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PORTFOLIO SUMMARY

February 28, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $1,081.2

1 The Fund’s security type and sector breakdowns are expressed as a percentage of total investments and may vary over time. Sectors shown include investments of Underlying Portfolios.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    11

PORTFOLIO OF INVESTMENTS

February 28, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 55.3%
Information Technology – 15.3%
Electronic Equipment, Instruments & Components – 0.5%
CDW Corp./DE		25,714	$	5,205,028
IT Services – 2.5%
PayPal Holdings, Inc.(a)		58,229		4,285,655
Visa, Inc. – Class A		105,697		23,246,998
				27,532,653
Semiconductors & Semiconductor Equipment – 2.6%
KLA Corp.		10,315		3,913,305
NVIDIA Corp.		50,350		11,689,256
NXP Semiconductors NV		37,323		6,661,409
QUALCOMM, Inc.		42,691		5,273,619
				27,537,589
Software – 6.9%
Adobe, Inc.(a)		19,124		6,195,220
Autodesk, Inc.(a)		20,959		4,164,344
Gen Digital, Inc.		344,056		6,712,532
Microsoft Corp.		164,339		40,989,433
Oracle Corp.		154,725		13,522,965
ServiceNow, Inc.(a)		7,545		3,260,723
				74,845,217
Technology Hardware, Storage & Peripherals – 2.8%
Apple, Inc.		183,156		26,999,026
Western Digital Corp.(a)		93,263		3,588,760
				30,587,786
				165,708,273
Health Care – 9.1%
Biotechnology – 1.2%
Regeneron Pharmaceuticals, Inc.(a)		4,214		3,204,410
Vertex Pharmaceuticals, Inc.(a)		33,714		9,786,837
				12,991,247
Health Care Equipment & Supplies – 2.0%
Align Technology, Inc.(a)		5,795		1,793,552
Edwards Lifesciences Corp.(a)		79,884		6,425,869
Medtronic PLC		112,742		9,335,038
Zimmer Biomet Holdings, Inc.		31,255		3,871,557
				21,426,016
Health Care Providers & Services – 2.8%
Elevance Health, Inc.		17,326		8,137,503
UnitedHealth Group, Inc.		46,915		22,328,725
				30,466,228

12    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Life Sciences Tools & Services – 1.0%
Illumina, Inc.(a)		19,195	$	3,823,644
IQVIA Holdings, Inc.(a)		35,668		7,435,708
				11,259,352
Pharmaceuticals – 2.1%
Johnson & Johnson		34,285		5,254,519
Roche Holding AG (Sponsored ADR)		269,887		9,729,426
Zoetis, Inc.		44,199		7,381,233
				22,365,178
				98,508,021
Financials – 6.7%
Banks – 2.8%
Bank of America Corp.		300,305		10,300,462
PNC Financial Services Group, Inc. (The)		36,119		5,703,912
Wells Fargo & Co.		305,614		14,293,567
				30,297,941
Capital Markets – 2.2%
Charles Schwab Corp. (The)		93,549		7,289,338
Goldman Sachs Group, Inc. (The)		33,719		11,857,286
LPL Financial Holdings, Inc.		18,702		4,667,271
				23,813,895
Insurance – 1.7%
American International Group, Inc.		47,130		2,880,114
Progressive Corp. (The)		71,373		10,243,453
Willis Towers Watson PLC		21,982		5,151,702
				18,275,269
				72,387,105
Consumer Discretionary – 5.6%
Auto Components – 0.0%
Goodyear Tire & Rubber Co. (The)(a)		18,508		210,251
Automobiles – 0.3%
Stellantis NV		188,645		3,305,060
Hotels, Restaurants & Leisure – 1.4%
Booking Holdings, Inc.(a)		1,885		4,757,740
Hyatt Hotels Corp. – Class A(a)		40,277		4,681,799
Restaurant Brands International, Inc.		84,813		5,469,590
				14,909,129
Internet & Direct Marketing Retail – 1.7%
Amazon.com, Inc.(a)		172,378		16,243,179
Etsy, Inc.(a)		18,661		2,265,632
				18,508,811

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    13

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Specialty Retail – 1.5%
AutoZone, Inc.(a)		2,029	$	5,045,190
Home Depot, Inc. (The)		38,187		11,323,973
				16,369,163
Textiles, Apparel & Luxury Goods – 0.7%
NIKE, Inc. – Class B		62,443		7,417,604
				60,720,018
Communication Services – 5.3%
Diversified Telecommunication Services – 0.8%
Comcast Corp. – Class A		218,900		8,136,513
Entertainment – 0.6%
Walt Disney Co. (The)(a)		64,466		6,421,458
Interactive Media & Services – 3.2%
Alphabet, Inc. – Class C(a)		279,768		25,263,051
Meta Platforms, Inc. – Class A(a)		56,028		9,801,538
				35,064,589
Wireless Telecommunication Services – 0.7%
T-Mobile US, Inc.(a)		53,215		7,566,109
				57,188,669
Industrials – 4.8%
Aerospace & Defense – 0.9%
Raytheon Technologies Corp.		94,817		9,300,600
Building Products – 0.6%
Otis Worldwide Corp.		78,384		6,632,854
Construction & Engineering – 0.3%
AECOM		40,617		3,507,684
Electrical Equipment – 1.3%
Eaton Corp. PLC		53,748		9,402,137
Regal Rexnord Corp.		32,559		5,132,601
				14,534,738
Machinery – 0.5%
PACCAR, Inc.		66,856		4,827,003
Professional Services – 0.4%
Booz Allen Hamilton Holding Corp.		29,574		2,801,545
Robert Half International, Inc.		21,935		1,768,400
				4,569,945
Road & Rail – 0.8%
CSX Corp.		290,403		8,854,387
				52,227,211

14    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Consumer Staples – 3.2%
Beverages – 1.2%
Coca-Cola Co. (The)		143,807	$	8,557,955
Constellation Brands, Inc. – Class A		18,406		4,117,422
				12,675,377
Food & Staples Retailing – 1.6%
Costco Wholesale Corp.		11,035		5,342,926
Walmart, Inc.		83,220		11,828,059
				17,170,985
Household Products – 0.4%
Procter & Gamble Co. (The)		32,411		4,458,457
				34,304,819
Energy – 2.0%
Energy Equipment & Services – 0.6%
Baker Hughes Co.		211,634		6,476,000
Oil, Gas & Consumable Fuels – 1.4%
Chevron Corp.		37,059		5,957,976
EOG Resources, Inc.		77,761		8,788,548
				14,746,524
				21,222,524
Materials – 1.3%
Chemicals – 1.3%
Linde PLC		20,958		7,301,138
LyondellBasell Industries NV – Class A		65,053		6,244,438
				13,545,576
Utilities – 1.0%
Electric Utilities – 1.0%
American Electric Power Co., Inc.		58,331		5,131,378
NextEra Energy, Inc.		84,473		6,000,117
				11,131,495
Real Estate – 1.0%
Equity Real Estate Investment Trusts (REITs) – 1.0%
American Tower Corp.		29,077		5,757,537
Prologis, Inc.		40,519		5,000,043
				10,757,580
Total Common Stocks (cost $448,712,214)				597,701,291
INVESTMENT COMPANIES – 44.2%
Funds and Investment Trusts – 44.2%(b)(c)
AB Discovery Growth Fund, Inc. – Class Z(a)		2,619,531		26,693,018
AB Trust – AB Discovery Value Fund – Class Z		1,748,050		36,813,942

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    15

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Bernstein Fund, Inc. – International Small Cap – Class Z		5,600,698	$	59,983,472
Bernstein Fund, Inc. – International Strategic – Class Z		27,001,748		302,689,598
Bernstein Fund, Inc. – Small Cap Core – Class Z		1,988,658		24,579,816
Sanford C. Bernstein Fund, Inc. – Emerging Markets Portfolio – Class Z		1,112,923		27,032,908
Total Investment Companies (cost $510,258,585)				477,792,754
SHORT-TERM INVESTMENTS – 0.3%
Investment Companies – 0.3%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 4.40%(b)(c)(d) (cost $4,009,605)		4,009,605		4,009,605
Total Investments – 99.8% (cost $962,980,404)				1,079,503,650
Other assets less liabilities – 0.2%				1,653,960
Net Assets – 100.0%			$	1,081,157,610

(a) Non-income producing security.

(b) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

(c) Affiliated investments.

(d) The rate shown represents the 7-day yield as of period end.

Glossary:

ADR – American Depositary Receipt

REIT – Real Estate Investment Trust

See notes to financial statements.

16    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

STATEMENT OF ASSETS & LIABILITIES

February 28, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $448,712,214)	$	597,701,291
Affiliated issuers (cost $514,268,190)		481,802,359
Foreign currencies, at value (cost $1,979,228)		2,016,771
Receivable for investment securities sold		1,526,712
Unaffiliated dividends receivable		905,877
Receivable for shares of beneficial interest sold		181,153
Affiliated dividends receivable		23,182
Other assets		18,691
Total assets		1,084,176,036
Liabilities
Payable for investment securities purchased		1,963,231
Payable for shares of beneficial interest redeemed		422,894
Advisory fee payable		279,190
Distribution fee payable		68,116
Transfer Agent fee payable		43,774
Administrative fee payable		38,429
Trustees’ fees payable		8,162
Accrued expenses		194,630
Total liabilities		3,018,426
Net Assets	$	1,081,157,610
Composition of Net Assets
Shares of beneficial interest, at par	$	655
Additional paid-in capital		949,515,077
Distributable earnings		131,641,878
Net Assets	$	1,081,157,610

Net Asset Value Per Share—unlimited shares authorized, $.00001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	317,066,086		19,151,387	$	16.56	*
C	$	4,348,264		258,656	$	16.81
Advisor	$	752,027,856		45,610,993	$	16.49
R	$	2,221,544		134,921	$	16.47
K	$	5,493,860		334,176	$	16.44

* The maximum offering price per share for Class A shares was $17.30 which reflects a sales charge of 4.25%.

See notes to financial statements.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    17

STATEMENT OF OPERATIONS

Six Months Ended February 28, 2023 (unaudited)

Investment Income
Dividends
Affiliated issuers	$	13,814,268
Unaffiliated issuers (net of foreign taxes withheld of $5,787)		3,757,290
Foreign withholding tax reclaims (see Note A.4)		1,736,660
Securities lending income		5,815		$	19,314,033
Expenses
Advisory fee (see Note B)		3,422,647
Distribution fee—Class A		386,211
Distribution fee—Class C		22,478
Distribution fee—Class R		4,883
Distribution fee—Class K		6,485
Transfer agency—Class A		81,957
Transfer agency—Class C		1,443
Transfer agency—Advisor Class		194,345
Transfer agency—Class R		2,539
Transfer agency—Class K		5,188
Custody and accounting		56,373
Administrative		45,881
Registration fees		41,474
Audit and tax		31,624
Printing		24,392
Legal		22,597
Trustees’ fees		15,870
Miscellaneous		18,234
Total expenses		4,384,621
Less: expenses waived and reimbursed by the Adviser (see Notes B & E)		(1,704,517	)
Net expenses					2,680,104
Net investment income					16,633,929
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Affiliated Underlying Portfolios					(5,831,966	)
Investment transactions					17,062,762
Foreign currency transactions					(87	)
Net realized gain distributions from Affiliated Underlying Portfolios					3,868,761
Net change in unrealized appreciation (depreciation) of:
Affiliated Underlying Portfolios					21,768,927
Investments					(10,462,351	)
Foreign currency denominated assets and liabilities					39,953
Net gain on investment and foreign currency transactions					26,445,999
Net Increase in Net Assets from Operations				$	43,079,928

See notes to financial statements.

18    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Increase (Decrease) in Net Assets from Operations
Net investment income	$	16,633,929		$	20,391,877
Net realized gain on investment and foreign currency transactions		11,230,709			55,803,333
Net realized gain distributions from Affiliated Underlying Portfolios		3,868,761			24,655,365
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		11,346,529			(312,747,094	)
Net increase (decrease) in net assets from operations		43,079,928			(211,896,519	)
Distributions to Shareholders
Class A		(21,767,117	)		(33,948,474	)
Class C		(257,785	)		(515,872	)
Advisor Class		(53,772,416	)		(79,324,605	)
Class R		(129,200	)		(189,307	)
Class K		(354,979	)		(871,487	)
Transactions in Shares of Beneficial Interest
Net increase (decrease)		30,298,717			(3,883,794	)
Total decrease		(2,902,852	)		(330,630,058	)
Net Assets
Beginning of period		1,084,060,462			1,414,690,520
End of period	$	1,081,157,610		$	1,084,060,462

See notes to financial statements.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    19

NOTES TO FINANCIAL STATEMENTS

February 28, 2023 (unaudited)

NOTE A

Significant Accounting Policies

The AB Portfolios (the “Company”) is registered under the Investment Company Act of 1940 as a diversified, open end management investment company. The Company, which is a Massachusetts Business Trust, operates as a series company currently comprised of five series. Each series is considered to be a separate entity for financial reporting and tax purposes. This report relates only to the AB Wealth Appreciation Strategy (the “Fund”). The Fund offers Class A, Class C, Advisor Class, Class R and Class K shares. Class B, Class I and Class T shares have been authorized but currently are not offered. Class A shares are sold with a front-end sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase, and 0% after the first year of purchase. Effective May 31, 2021, Class C shares automatically convert to Class A shares eight years after the end of the calendar month of purchase. Prior to May 31, 2021, Class C shares automatically converted to Class A shares 10 years after the end of the calendar month of purchase. Class R and Class K shares are sold without an initial or contingent deferred sales charge. Advisor Class and Class I shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All eight classes of shares have identical voting, dividend, liquidation and other rights, except that the classes bear different distribution and transfer agency expenses. Each class has exclusive voting rights with respect to its distribution plan. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Trustees (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5

20    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

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NOTES TO FINANCIAL STATEMENTS (continued)

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and

22    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of February 28, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

165,708,273

$

– 0

–

$

– 0

–

$

165,708,273

Health Care

88,778,595

9,729,426

– 0

–

98,508,021

Financials

72,387,105

– 0

–

– 0

–

72,387,105

Consumer Discretionary

60,720,018

– 0

–

– 0

–

60,720,018

Communication Services

57,188,669

– 0

–

– 0

–

57,188,669

Industrials

52,227,211

– 0

–

– 0

–

52,227,211

Consumer Staples

34,304,819

– 0

–

– 0

–

34,304,819

Energy

21,222,524

– 0

–

– 0

–

21,222,524

Materials

13,545,576

– 0

–

– 0

–

13,545,576

Utilities

11,131,495

– 0

–

– 0

–

11,131,495

Real Estate

10,757,580

– 0

–

– 0

–

10,757,580

Investment Companies

477,792,754

– 0

–

– 0

–

477,792,754

Short-Term Investments

4,009,605

– 0

–

– 0

–

4,009,605

Total Investments in Securities

1,069,774,224

9,729,426

– 0

–

1,079,503,650

Other Financial Instruments(a)

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

1,069,774,224

$

9,729,426

$

– 0

–

$

1,079,503,650

(a) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation (depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, written options and written swaptions which are valued at market value.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    23

NOTES TO FINANCIAL STATEMENTS (continued)

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

4. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned. The Fund files withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. The Fund may record a reclaim receivable based on, among other things, a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention.

In consideration of recent decisions rendered by the European courts, the Fund received reclaims filed to recover taxes withheld on dividends earned from certain European Union countries during calendar years 2009 through 2013. These filings are subject to various administrative and judicial proceedings within these countries. For the six months ended February 28, 2023, the Fund successfully recovered taxes withheld by France which is reflected in the statement of operations. No other amounts for additional tax reclaims are disclosed in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

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NOTES TO FINANCIAL STATEMENTS (continued)

5. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

6. Class Allocations

All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except for class specific expenses which are allocated to the respective class. Expenses of the Company are charged proportionately to each series or based on other appropriate methods. Realized and unrealized gains and losses are allocated among the various share classes based on respective net assets.

7. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement (the “Advisory Agreement”), the Fund pays the Adviser an advisory fee at an annual rate of .65% of the first $2.5 billion, .55% of the next $2.5 billion and .50% in excess of $5 billion of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Pursuant to the investment advisory agreement, the Fund may reimburse the Adviser for certain legal and accounting services provided to the Fund by the Adviser. For the six months ended February 28, 2023, the reimbursement for such services amounted to $45,881.

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NOTES TO FINANCIAL STATEMENTS (continued)

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $112,400 for the six months ended February 28, 2023.

AllianceBernstein Investments, Inc. (the “Distributor”), a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund’s shares. The Distributor has advised the Fund that it has retained front-end sales charges of $1,476 from the sale of Class A shares and received $685 and $57 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended February 28, 2023.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2023. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended February 28, 2023, such waiver amounted to $2,421.

In connection with the Fund’s investments in other AB mutual funds, the Adviser has contractually agreed to waive fees and/or reimburse the expenses payable to the Adviser by the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of AB mutual funds, as paid by the Fund as an acquired fund fee and expense. These fee waivers and/or expense reimbursements will remain in effect until December 31, 2023. For the six months ended February 28, 2023, such waivers and/or reimbursements amounted to $1,701,944.

26    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the six months ended February 28, 2023 is as follows:

																			Distributions
Fund	Market Value 8/31/22 (000)			Purchases at Cost (000)			Sales Proceeds (000)			Realized Gain (Loss) (000)			Change in Unrealized Appr./ (Depr.) (000)			Market Value 2/28/23 (000)			Dividend Income (000)			Realized Gains (000)
Government Money Market Portfolio	$	7,151		$	48,429		$	51,571		$	– 0	–	$	– 0	–	$	4,009		$	86		$	– 0	–
AB Discovery Growth Fund, Inc.		27,394			– 0	–		1,042			(488	)		829			26,693			– 0	–		– 0	–
AB Trust—AB Discovery Value Fund		35,332			2,583			960			(167	)		26			36,814			443			2,140
Bernstein Fund, Inc.:
International Small Cap Portfolio		57,699			620			1,994			(387	)		4,045			59,983			620			– 0	–
International Strategic Equities Portfolio		301,249			12,126			23,534			(4,591	)		17,440			302,690			12,126			– 0	–
Small Cap Core Portfolio		24,065			1,850			982			(199	)		(154	)		24,580			121			1,729
Sanford C. Bernstein Fund, Inc.—Emerging Markets Portfolio		27,032			418			– 0	–		– 0	–		(417	)		27,033			418			– 0	–
Government Money Market Portfolio*		– 0	–		18,801			18,801			– 0	–		– 0	–		– 0	–		2			– 0	–
Total										$	(5,832	)	$	21,769		$	481,802		$	13,816		$	3,869

* Investments of cash collateral for securities lending transactions (see Note E).

NOTE C

Distribution Plan

The Fund has adopted a Plan for each class of shares of the Fund pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Plan”). Under the Plan, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to up to .50% of the Fund’s average daily net assets attributable to Class A shares, 1% of the Fund’s average daily net assets attributable to Class C shares, .50% of the Fund’s average daily net assets attributable to Class R shares and .25% of the Fund’s average daily net assets attributable to Class K shares. There are no distribution and servicing fees on the Advisor Class. The fees are accrued daily and paid monthly. Payments under the Plan in respect of Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. The Plan provides that the Distributor will use

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NOTES TO FINANCIAL STATEMENTS (continued)

such payments in their entirety for distribution assistance and promotional activities. The Fund is not obligated under the Plan to pay any distribution services fee in excess of the amounts set forth above. The purpose of the payments to the Distributor under the Plan is to compensate the Distributor for its distribution services with respect to the sale of the Fund’s shares. Since the Distributor’s compensation is not directly tied to its expenses, the amount of compensation received by it under the Plan during any year may be more or less than its actual expenses. For this reason, the Plan is characterized by the staff of the Securities and Exchange Commission as being of the “compensation” plan.

In the event that the Plan is terminated or not continued, no distribution services fees (other than current amounts accrued but not yet paid) would be owed by the Fund to the Distributor with respect to the relevant class. The Plan also provides that the Adviser may use its own resources to finance the distribution of the Fund’s shares.

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended February 28, 2023 were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	72,102,158		$	98,077,504
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	171,592,783
Gross unrealized depreciation		(55,069,537	)
Net unrealized appreciation	$	116,523,246

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The Fund did not engage in derivatives transactions for the six months ended February 28, 2023.

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NOTES TO FINANCIAL STATEMENTS (continued)

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE E

Securities Lending

The Fund may enter into securities lending transactions. Under the Fund’s securities lending program, all loans of securities will be collateralized continually by cash collateral and/or non-cash collateral. Non-cash collateral will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. The Fund cannot sell or repledge any non-cash collateral, such collateral will not be reflected in the portfolio of investments. If a loan is collateralized by cash, the Fund will be compensated for the loan from a portion of the net return from the income earned on cash collateral after a rebate is paid to the borrower (in some cases, this rebate may be a “negative rebate” or fee paid by the borrower to the Fund in connection with the loan), and payments are made for fees of the securities lending agent and for certain other administrative expenses. If the Fund receives non-cash collateral, the Fund will receive a fee from the borrower generally equal to a negotiated percentage of the market value of the loaned securities. The Fund will have the right to call a loan and obtain the securities loaned at any time on notice to the borrower within the normal and customary settlement time for the securities. While the securities are on loan, the borrower is obligated to pay the Fund amounts equal to any dividend income or other distributions from the securities; however, these distributions will not be afforded the same preferential tax treatment as qualified dividends. The Fund will not be able to exercise voting rights with respect to any securities during the existence of a loan, but will have the right to regain ownership of loaned securities in order to exercise voting or other ownership rights. Collateral received and securities loaned are marked to market daily to ensure that the securities loaned are secured by collateral. The lending agent currently invests the cash collateral received in Government Money Market Portfolio, an eligible money market vehicle,

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NOTES TO FINANCIAL STATEMENTS (continued)

in accordance with the investment restrictions of the Fund, and as approved by the Board. The collateral received on securities loaned is recorded as an asset as well as a corresponding liability in the statement of assets and liabilities. The collateral will be adjusted the next business day to maintain the required collateral amount. The amounts of securities lending income from the borrowers and Government Money Market Portfolio are reflected in the statement of operations. When the Fund earns net securities lending income from Government Money Market Portfolio, the income is inclusive of a rebate expense paid to the borrower. In connection with the cash collateral investment by the Fund in Government Money Market Portfolio, the Adviser has agreed to waive a portion of the Fund’s share of the advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. When the Fund lends securities, its investment performance will continue to reflect changes in the value of the securities loaned. A principal risk of lending portfolio securities is that the borrower may fail to return the loaned securities upon termination of the loan and that the collateral will not be sufficient to replace the loaned securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

A summary of the Fund’s transactions surrounding securities lending for the six months ended February 28, 2023 is as follows:

Market Value of Securities on Loan*			Cash Collateral*			Market Value of Non-Cash Collateral*			Income from Borrowers		Government Money Market Portfolio
											Income Earned		Advisory Fee Waived
$	– 0	–	$	– 0	–	$	– 0	–	$	3,499	$	2,316	$	152

* As of February 28, 2023.

30    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

NOTE F

Shares of Beneficial Interest

Transactions in shares of beneficial interest for each class were as follows:

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Class A
Shares sold		107,909			465,290		$	1,779,361		$	9,094,886
Shares issued in reinvestment of dividends and distributions		1,263,868			1,563,099			20,398,833			31,855,963
Shares converted from Class C		47,482			53,976			773,132			1,082,060
Shares redeemed		(894,541	)		(2,646,371	)		(14,809,277	)		(50,792,438	)
Net increase (decrease)		524,718			(564,006	)	$	8,142,049		$	(8,759,529	)
Class C
Shares sold		6,971			17,773		$	118,455		$	354,557
Shares issued in reinvestment of dividends and distributions		15,257			24,495			250,513			505,821
Shares converted to Class A		(47,060	)		(53,543	)		(773,132	)		(1,082,060	)
Shares redeemed		(16,385	)		(49,581	)		(273,785	)		(968,498	)
Net decrease		(41,217	)		(60,856	)	$	(677,949	)	$	(1,190,180	)
Advisor Class
Shares sold		1,707,321			2,844,148		$	27,927,084		$	55,041,905
Shares issued in reinvestment of dividends and distributions		3,115,425			3,615,944			50,064,876			73,367,502
Shares redeemed		(3,390,604	)		(6,008,495	)		(55,872,888	)		(119,086,708	)
Net increase		1,432,142			451,597		$	22,119,072		$	9,322,699
Class R
Shares sold		15,171			17,029		$	258,530		$	336,771
Shares issued in reinvestment of dividends and distributions		8,040			9,330			129,198			189,304
Shares redeemed		(1,730	)		(19,597	)		(27,917	)		(373,952	)
Net increase		21,481			6,762		$	359,811		$	152,123

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022			Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31, 2022
Class K
Shares sold		13,513			36,048		$	225,870		$	696,511
Shares issued in reinvestment of dividends and distributions		22,144			43,057			354,974			871,480
Shares redeemed		(14,166	)		(257,687	)		(225,110	)		(4,976,898	)
Net increase (decrease)		21,491			(178,582	)	$	355,734		$	(3,408,907	)

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock, bond or commodities markets fluctuate. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Emerging-Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Capitalization Risk—Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small- and mid-capitalization companies may have additional risks because these companies have limited product lines, markets, or financial resources.

Investment in Other Investment Companies Risk—As with other investments, investments in other investment companies are subject to

32    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

market and selection risk. In addition, shareholders of the Fund bear both their proportionate share of expenses in the Fund (including management fees) and, indirectly, the expenses of the investment companies in which the Fund invests (to the extent these expenses are not waived or reimbursed by the Adviser).

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

LIBOR Transition and Associated Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. As announced by the FCA and LIBOR’s administrator, ICE Benchmark Administration, most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) have not been published since the end of 2021, but the most widely used U.S. Dollar LIBOR settings are expected to continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market and has been used increasingly on a voluntary basis in new instruments and transactions. In addition, on March 15, 2022, the Adjustable Interest Rate Act was signed into law. This law provides a statutory fallback mechanism to replace LIBOR with a benchmark rate that is selected by the Federal Reserve Board and based on SOFR for certain contracts that reference LIBOR without adequate fallback provisions. On December 16, 2022, the Federal Reserve Board adopted regulations implementing the law by identifying benchmark rates based on SOFR that will replace LIBOR in different categories of financial contracts after June 30, 2023. The regulations include provisions that (i) provide a safe harbor for selection or use of a replacement benchmark rate selected by the Federal Reserve Board; (ii) clarify who may choose the replacement benchmark rate selected by the Federal Reserve Board; and (iii) ensure

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    33

NOTES TO FINANCIAL STATEMENTS (continued)

that contracts adopting a replacement benchmark rate selected by the Federal Reserve Board will not be interrupted or terminated following the replacement of LIBOR.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or NAV. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Neither the effect of the LIBOR transition process nor its ultimate success can yet be known.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions for the Fund, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE H

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are

34    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the six months ended February 28, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions to be paid for the year ending August 31, 2023 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended August 31, 2022 and August 31, 2021 were as follows:

	2022		2021
Distributions paid from:
Ordinary income	$	29,856,559	$	17,132,564
Net long-term capital gains		84,993,186		21,099,949
Total taxable distributions paid	$	114,849,745	$	38,232,513

As of August 31, 2022, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed capital gains	$	64,344,313
Other losses		(1,697,167	)(a)
Unrealized appreciation (depreciation)		102,196,301	(b)
Total accumulated earnings (deficit)	$	164,843,447

(a) As of August 31, 2022, the Fund had a post-October short term capital loss deferral of $1,697,167.

(b) The differences between book-basis and tax-basis unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses on wash sales.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of August 31, 2022, the Fund did not have any capital loss carryforwards.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848)—Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE K

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

36    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class A
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  17.09			$  22.18			$  17.50			$  16.11			$  16.99			$  16.27
Income From Investment Operations
Net investment income(a)(b)		.25			.29			.11			.19			.21			.17
Net realized and unrealized gain (loss) on investment transactions		.41			(3.57	)		5.10			1.86			(.58	)		1.77
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.66			(3.28	)		5.21			2.05			(.37	)		1.94
Less: Dividends and Distributions
Dividends from net investment income		(.22	)		(.26	)		(.22	)		(.20	)		(.16	)		(.43	)
Distributions from net realized gain on investment transactions		(.97	)		(1.55	)		(.31	)		(.46	)		(.35	)		(.79	)
Total dividends and distributions		(1.19	)		(1.81	)		(.53	)		(.66	)		(.51	)		(1.22	)
Net asset value, end of period		$  16.56			$  17.09			$  22.18			$  17.50			$  16.11			$  16.99
Total Return
Total investment return based on net asset value(d)*		4.05	%		(16.10	)%		30.41	%		12.85	%		(1.78	)%		12.21	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$317,066			$318,353			$425,623			$355,496			$350,232			$393,100
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		.68	%^		.65	%		.64	%		.64	%		.64	%		.64	%
Expenses, before waivers/reimbursements(e)‡		1.00	%^		.98	%		.99	%		1.01	%		1.01	%		1.01	%
Net investment income(b)		2.99	%^		1.46	%		.55	%		1.20	%		1.34	%		1.02	%
Portfolio turnover rate		7	%		20	%		15	%		18	%		20	%		22	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.35	%^		.36	%		.38	%		.40	%		.40	%		.40	%

See footnote summary on page 42.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    37

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class C
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  17.23			$  22.24			$  17.52			$  16.10			$  16.91			$  16.15
Income From Investment Operations
Net investment income (loss)(a)(b)		.18			.14			(.02	)		.08			.10			.06
Net realized and unrealized gain (loss) on investment transactions		.41			(3.60	)		5.10			1.84			(.56	)		1.73
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.59			(3.46	)		5.08			1.92			(.46	)		1.79
Less: Dividends and Distributions
Dividends from net investment income		(.04	)		– 0	–		(.05	)		(.04	)		(.00	)(c)		(.24	)
Distributions from net realized gain on investment transactions		(.97	)		(1.55	)		(.31	)		(.46	)		(.35	)		(.79	)
Total dividends and distributions		(1.01	)		(1.55	)		(.36	)		(.50	)		(.35	)		(1.03	)
Net asset value, end of period		$  16.81			$  17.23			$  22.24			$  17.52			$  16.10			$  16.91
Total Return
Total investment return based on net asset value(d)*		3.59	%		(16.70	)%		29.39	%		11.98	%		(2.46	)%		11.31	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$4,348			$5,166			$8,023			$16,621			$23,546			$38,133
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		1.44	%^		1.41	%		1.39	%		1.39	%		1.40	%		1.39	%
Expenses, before waivers/reimbursements(e)‡		1.76	%^		1.74	%		1.75	%		1.76	%		1.76	%		1.77	%
Net investment income (loss)(b)		2.12	%^		.72	%		(.10	)%		.50	%		.64	%		.34	%
Portfolio turnover rate		7	%		20	%		15	%		18	%		20	%		22	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.35	%^		.36	%		.38	%		.40	%		.40	%		.40	%

See footnote summary on page 42.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Advisor Class
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  17.05			$  22.13			$  17.46			$  16.08			$  16.96			$  16.25
Income From Investment Operations
Net investment income(a)(b)		.26			.33			.16			.23			.25			.21
Net realized and unrealized gain (loss) on investment transactions		.42			(3.55	)		5.08			1.85			(.57	)		1.76
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.68			(3.22	)		5.24			2.08			(.32	)		1.97
Less: Dividends and Distributions
Dividends from net investment income		(.27	)		(.31	)		(.26	)		(.24	)		(.21	)		(.47	)
Distributions from net realized gain on investment transactions		(.97	)		(1.55	)		(.31	)		(.46	)		(.35	)		(.79	)
Total dividends and distributions		(1.24	)		(1.86	)		(.57	)		(.70	)		(.56	)		(1.26	)
Net asset value, end of period		$  16.49			$  17.05			$  22.13			$  17.46			$  16.08			$  16.96
Total Return
Total investment return based on net asset value(d)*		4.17	%		(15.87	)%		30.73	%		13.08	%		(1.49	)%		12.44	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$752,028			$753,314			$967,876			$864,334			$869,353			$931,834
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		.43	%^		.40	%		.39	%		.39	%		.39	%		.39	%
Expenses, before waivers/reimbursements(e)‡		.75	%^		.73	%		.74	%		.76	%		.76	%		.76	%
Net investment income(b)		3.24	%^		1.69	%		.81	%		1.44	%		1.58	%		1.26	%
Portfolio turnover rate		7	%		20	%		15	%		18	%		20	%		22	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.35	%^		.36	%		.38	%		.40	%		.40	%		.40	%

See footnote summary on page 42.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    39

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class R
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  16.96			$  22.03			$  17.40			$  15.99			$  16.84			$  16.14
Income From Investment Operations
Net investment income(a)(b)		.20			.19			.02			.11			.15			.10
Net realized and unrealized gain (loss) on investment transactions		.42			(3.54	)		5.07			1.84			(.57	)		1.73
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.62			(3.35	)		5.09			1.95			(.42	)		1.83
Less: Dividends and Distributions
Dividends from net investment income		(.14	)		(.17	)		(.15	)		(.08	)		(.08	)		(.34	)
Distributions from net realized gain on investment transactions		(.97	)		(1.55	)		(.31	)		(.46	)		(.35	)		(.79	)
Total dividends and distributions		(1.11	)		(1.72	)		(.46	)		(.54	)		(.43	)		(1.13	)
Net asset value, end of period		$  16.47			$  16.96			$  22.03			$  17.40			$  15.99			$  16.84
Total Return
Total investment return based on net asset value(d)*		3.78	%		(16.43	)%		29.78	%		12.31	%		(2.17	)%		11.62	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$2,222			$1,925			$2,351			$1,866			$2,248			$2,898
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		1.14	%^		1.11	%		1.11	%		1.09	%		1.10	%		1.09	%
Expenses, before waivers/reimbursements(e)‡		1.46	%^		1.45	%		1.46	%		1.46	%		1.46	%		1.47	%
Net investment income(b)		2.51	%^		1.00	%		.09	%		.69	%		.93	%		.59	%
Portfolio turnover rate		7	%		20	%		15	%		18	%		20	%		22	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.35	%^		.36	%		.38	%		.40	%		.40	%		.40	%

See footnote summary on page 42.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

	Class K
	Six Months Ended February 28, 2023 (unaudited)			Year Ended August 31,
				2022			2021			2020			2019			2018
Net asset value, beginning of period		$  16.95			$  22.02			$  17.37			$  16.00			$  16.87			$  16.17
Income From Investment Operations
Net investment income(a)(b)		.23			.31			.08			.17			.19			.15
Net realized and unrealized gain (loss) on investment transactions		.41			(3.60	)		5.07			1.83			(.57	)		1.75
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		.64			(3.29	)		5.15			2.00			(.38	)		1.90
Less: Dividends and Distributions
Dividends from net investment income		(.18	)		(.23	)		(.19	)		(.17	)		(.14	)		(.41	)
Distributions from net realized gain on investment transactions		(.97	)		(1.55	)		(.31	)		(.46	)		(.35	)		(.79	)
Total dividends and distributions		(1.15	)		(1.78	)		(.50	)		(.63	)		(.49	)		(1.20	)
Net asset value, end of period		$  16.44			$  16.95			$  22.02			$  17.37			$  16.00			$  16.87
Total Return
Total investment return based on net asset value(d)*		3.91	%		(16.20	)%		30.24	%		12.63	%		(1.90	)%		12.01	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$5,494			$5,302			$10,818			$8,869			$10,672			$11,729
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)‡		.83	%^		.80	%		.80	%		.78	%		.79	%		.78	%
Expenses, before waivers/reimbursements(e)‡		1.15	%^		1.14	%		1.15	%		1.15	%		1.15	%		1.16	%
Net investment income(b)		2.82	%^		1.57	%		.39	%		1.08	%		1.19	%		.92	%
Portfolio turnover rate		7	%		20	%		15	%		18	%		20	%		22	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.35	%^		.36	%		.38	%		.40	%		.40	%		.40	%

See footnote summary on page 42.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    41

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) Amount is less than $.005.

(d) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

(e) In connection with the Fund’s investments in affiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses, and for the six months ended February 28, 2023 and the years ended August 31, 2022, August 31, 2021, August 31, 2020, August 31, 2019 and August 31, 2018, such waiver amounted to .32% (annualized), .34%, .35%, .37%, .36% and .37%, respectively.

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the year ended August 31, 2018 by .05%.

^ Annualized.

See notes to financial statements.

42    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

TRUSTEES

Garry L. Moody(1), Chairman Jorge A. Bermudez(1) Michael J. Downey(1) Onur Erzan, President and Chief Executive Officer	Nancy P. Jacklin(1) Jeanette W. Loeb(1) Carol C. McMullen(1) Marshall C. Turner, Jr.(1)
OFFICERS
Ding Liu(2), Vice President Nelson Yu(2), Vice President Nancy E. Hay, Clerk Michael B. Reyes, Senior Vice President Joseph J. Mantineo, Treasurer and Chief Financial Officer	Phyllis J. Clarke, Controller and Chief Accounting Officer Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company
State Street Corporation CCB/5 1 Iron Street
Boston, MA 02210   Principal Underwriter AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203   Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Transfer Agent AllianceBernstein Investor
Services, Inc.
P.O. Box 786003
San Antonio, TX 78278 Toll-Free (800) 221-5672   Independent Registered Public Accounting Firm Ernst & Young LLP
One Manhattan West New York, NY 10001

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Multi-Asset Solutions Team. Messrs. Liu and Yu are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    43

Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2023, which covered the period January 1, 2022 through December 31, 2022 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

44    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    45

Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of The AB Portfolios (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Wealth Appreciation Strategy (the “Fund”) at a meeting held in-person on May 3-5, 2022 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Vice President for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the underlying funds advised by the Adviser in which the Fund invests.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the

46    ^|    AB WEALTH APPRECIATION  STRATEGY abfunds.com

investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The directors also considered that the Advisory Agreement provides that the Fund will reimburse the Adviser for the cost to it of providing certain clerical, accounting, administrative and other services to the Fund by employees of the Adviser or its affiliates. Requests for these reimbursements are made on a quarterly basis and subject to approval by the directors. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2020 and 2021 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries that provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the underlying funds advised by

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    47

the Adviser in which the Fund invests, including, but not limited to, benefits relating to soft dollar arrangements (whereby investment advisers receive brokerage and research services from brokers that execute agency transactions for their clients); 12b-1 fees and sales charges received by the Fund’s principal underwriter (which is a wholly owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares; brokerage commissions paid by the Fund to brokers affiliated with the Adviser; and transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser. The directors recognized that the Adviser’s profitability would be somewhat lower without these benefits. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Class A Shares of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing performance of the Class A Shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended February 28, 2022 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate payable by the Fund to the Adviser and information prepared by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds. The directors compared the Fund’s contractual effective advisory fee rate with a peer group median and took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Vice President and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors noted that

48    ^|    AB WEALTH APPRECIATION  STRATEGY abfunds.com

the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Class A shares of the Fund in comparison to a peer group and a peer universe selected by the 15(c) service provider. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. Based on their review, the directors concluded that the Fund’s expense ratio was acceptable.

Economies of Scale

The directors noted that the advisory fee schedules for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors took into consideration prior presentations by an independent consultant on economies of scale in the mutual fund industry and for the AB Funds, and presentations from time to time by the Adviser concerning certain of its views on economies of scale. The directors also had requested and received from the Adviser certain updates on economies of scale in advance of the Meeting. The directors believe that economies of

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    49

scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for setting breakpoints that give effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s shareholders would benefit from a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

50    ^|    AB WEALTH APPRECIATION  STRATEGY abfunds.com

This page is not part of the Shareholder Report or the Financial Statements.

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Disruptors ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Low Volatility Equity ETF

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

abfunds.com AB WEALTH APPRECIATION STRATEGY    ^|    51

NOTES

52    ^|    AB WEALTH APPRECIATION STRATEGY abfunds.com

AB WEALTH APPRECIATION STRATEGY

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

WA-0152-0223                

ITEM 2. CODE OF ETHICS.

Not applicable when filing a semi-annual report to shareholders.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable when filing a semi-annual report to shareholders.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable when filing a semi-annual report to shareholders.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the registrant.

ITEM 6. INVESTMENTS.

Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this Form N-CSR.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the registrant.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Directors since the Fund last provided disclosure in response to this item.

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 Rule 30a-2(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 13. EXHIBITS.

The following exhibits are attached to this Form N-CSR:

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
12(b)(1)	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12(b)(2)	Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12(c)	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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.

(Registrant): The AB Portfolios

By:	/s/ Onur Erzan
	Onur Erzan
	President
Date: April 26, 2023

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

By:	/s/ Onur Erzan
	Onur Erzan
	President
Date: April 26, 2023

By:	/s/ Joseph J. Mantineo
	Joseph J. Mantineo
	Treasurer and Chief Financial Officer
Date: April 26, 2023