T.
ROWE
PRICE
Small-Cap
Value
Fund
September
30,
2021
(Unaudited)
1
Portfolio
of
Investments
‡
Shares
$
Value
(Cost
and
value
in
$000s)
‡
COMMON
STOCKS
95.2%
COMMUNICATION
SERVICES
2.5%
Interactive
Media
&
Services
0.2%
Genius
Sports (1)(2)
1,015,579
18,951
Khosla
Ventures
Acquistion
SPAC/Nextdoor
PIPE (1)(3)
676,204
6,195
25,146
Media
2.3%
Advantage
Solutions (1)
4,328,823
37,444
Advantage
Solutions,
Warrants,
12/31/26 (1)
400,000
728
Boston
Omaha,
Class
A (1)(4)
1,802,458
69,899
Cable
One
42,300
76,696
Integral
Ad
Science
Holding (1)
731,720
15,096
Liberty
Broadband,
Class
C (1)
201,142
34,737
Saga
Communications,
Class
A (4)
469,200
10,674
Scholastic
1,166,800
41,597
Thryv
Holdings (1)
1,124,675
33,785
320,656
Total
Communication
Services
345,802
CONSUMER
DISCRETIONARY
8.8%
Auto
Components
1.2%
Dorman
Products (1)
553,800
52,428
Horizon
Global (1)(4)
3,281,990
23,072
LCI
Industries
327,000
44,024
Strattec
Security (1)(4)
358,160
13,933
Visteon (1)
366,200
34,566
168,023
Distributors
0.3%
Pool
79,700
34,623
34,623
Diversified
Consumer
Services
1.0%
Alclear
Holdings,
Acquisition
Date:
12/13/18,
Cost $9,877 (1)(5)
877,243
34,210
American
Public
Education (1)(4)
1,308,291
33,505
Perdoceo
Education (1)
1,856,391
19,604
Strategic
Education
642,912
45,325
132,644
Hotels,
Restaurants
&
Leisure
1.7%
Bally's (1)
316,734
15,881
BJ's
Restaurants (1)
872,316
36,428
Dutch
Bros,
Class
A (1)
369,659
16,014
Marriott
Vacations
Worldwide
405,666
63,823
Papa
John's
International
628,600
79,826
T.
ROWE
PRICE
Small-Cap
Value
Fund
2
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Red
Robin
Gourmet
Burgers (1)
500,000
11,530
Torchys
Holdings,
Class
A,
Acquisition
Date:
11/13/20,
Cost $12,311 (1)(5)(6)(7)
1,439,856
12,311
235,813
Household
Durables
1.2%
Cavco
Industries (1)
326,700
77,343
Meritage
Homes (1)
893,564
86,676
164,019
Internet
&
Direct
Marketing
Retail
0.7%
Big
Sky
Growth
Partners (1)
1,328,347
13,257
Deliveroo
Holdings,
Acquisition
Date:
9/12/17
-
5/16/19,
Cost $10,632
(GBP) (1)(5)
5,985,000
22,156
Framebridge,
EC,
Acquisition
Date:
5/19/20,
Cost $908 (1)(5)(6)
907,892
232
Poshmark,
Class
A (1)
351,624
8,355
ThredUp,
Class
A (1)(2)
693,339
15,038
Xometry,
Acquisition
Date:
7/20/20
-
9/4/20,
Cost $5,711 (1)(5)
561,828
30,781
Xometry,
Class
A (1)(2)
123,083
7,098
96,917
Leisure
Products
0.1%
Rad
Power
Bikes,
Class
A,
Acquisition
Date:
1/22/21,
Cost $5,494 (1)(5)(6)
1,138,910
10,915
10,915
Specialty
Retail
1.6%
Hibbett
479,200
33,898
Lumber
Liquidators
Holdings (1)(4)
2,367,505
44,225
Monro
830,100
47,739
Petco
Health
&
Wellness (1)
1,669,052
35,217
Winmark (4)
264,232
56,818
217,897
Textiles,
Apparel
&
Luxury
Goods
1.0%
Allbirds,
Acquisition
Date:
10/10/18
-
12/21/18,
Cost $6,158 (1)
(5)(6)
561,510
6,492
Bombas,
Acquisition
Date:
2/12/21,
Cost $14,601 (1)(5)(6)
3,303,766
27,884
Hanesbrands
370,500
6,358
On
Holding,
Acquisition
Date:
2/25/20,
Cost $9,961 (1)(5)
1,368,750
39,178
On
Holding,
Class
A (1)
215,659
6,498
Steven
Madden
1,362,462
54,717
141,127
Total
Consumer
Discretionary
1,201,978
CONSUMER
STAPLES
2.2%
Beverages
0.4%
Boston
Beer,
Class
A (1)
21,047
10,729
T.
ROWE
PRICE
Small-Cap
Value
Fund
3
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Coca-Cola
Consolidated
125,474
49,459
60,188
Food
&
Staples
Retailing
0.1%
Grocery
Outlet
Holding (1)
862,006
18,593
18,593
Food
Products
1.6%
Nomad
Foods (1)
2,755,100
75,931
Post
Holdings (1)
545,054
60,043
Post
Holdings
Partnering (1)
912,104
9,221
Simply
Good
Foods (1)
1,253,104
43,220
Utz
Brands (2)
1,876,326
32,141
220,556
Household
Products
0.1%
Oil-Dri
265,000
9,275
Reynolds
Consumer
Products
242,200
6,622
15,897
Total
Consumer
Staples
315,234
ENERGY
6.4%
Energy
Equipment
&
Services
2.5%
Aspen
Aerogels (1)
321,805
14,806
Cactus,
Class
A
1,502,583
56,677
ChampionX (1)
3,225,700
72,127
Enerflex
(CAD)
4,413,918
32,340
Energy
Reservoir
Holdings,
Class
A-1,
Acquisition
Date:
4/30/19,
Cost $20,875 (1)(4)(5)(6)(7)
20,874,541
20,875
Expro
Group
Holdings (1)
7,811,657
22,966
Liberty
Oilfield
Services,
Class
A (1)
2,690,800
32,639
NexTier
Oilfield
Solutions (1)
4,476,502
20,592
Ranger
Energy
Services (1)(4)
1,005,220
9,248
TechnipFMC (1)
5,598,800
42,159
TETRA
Technologies (1)
3,658,100
11,413
335,842
Oil,
Gas
&
Consumable
Fuels
3.9%
Advantage
Energy
(CAD) (1)(4)
12,909,921
65,233
ARC
Resources
(CAD) (2)
8,796,894
82,440
Devon
Energy
3,088,547
109,674
International
Seaways
1,349,846
24,594
Kimbell
Royalty
Partners
1,564,859
22,111
Magnolia
Oil
&
Gas,
Class
A
4,357,423
77,519
Matador
Resources
2,205,760
83,907
PDC
Energy
145,900
6,914
REX
American
Resources (1)(4)
368,900
29,464
T.
ROWE
PRICE
Small-Cap
Value
Fund
4
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Venture
Global
LNG,
Series
B,
Acquisition
Date:
3/8/18,
Cost $1,314 (1)(5)(6)
435
1,997
Venture
Global
LNG,
Series
C,
Acquisition
Date:
5/25/17
-
3/8/18,
Cost $26,302 (1)(5)(6)
7,197
33,035
536,888
Total
Energy
872,730
FINANCIALS
25.4%
Banks
14.5%
Atlantic
Capital
Bancshares (1)
781,371
20,699
BankUnited
2,747,499
114,900
Burke
&
Herbert
Bank
&
Trust
9,197
20,013
Columbia
Banking
System
1,893,835
71,947
CrossFirst
Bankshares (1)
1,181,454
15,359
Dogwood
State
Bank,
Non-Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $2,923 (1)(4)(5)(6)
292,336
3,508
Dogwood
State
Bank,
Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $1,436 (1)(4)(5)(6)
143,582
1,723
Dogwood
State
Bank,
Warrants,
5/6/24,
Acquisition
Date:
5/6/19,
Cost $— (1)(4)(5)(6)
43,592
173
East
West
Bancorp
629,499
48,811
Eastern
Bankshares
1,744,900
35,421
Farmers
&
Merchants
Bank
of
Long
Beach
2,557
20,776
FB
Financial
1,462,980
62,733
First
Bancshares
691,323
26,810
Glacier
Bancorp
1,098,000
60,774
Grasshopper
Bancorp,
Acquisition
Date:
10/12/18
-
5/2/19,
Cost $5,034 (1)(5)(6)
503,404
2,290
Grasshopper
Bancorp,
Warrants,
10/12/28,
Acquisition
Date:
10/12/18,
Cost $— (1)(5)(6)
100,220
—
HarborOne
Bancorp (4)
3,517,573
49,387
Heritage
Financial
788,733
20,113
Home
BancShares
4,329,596
101,875
Independent
Bank
423,151
32,223
Independent
Bank
Group
852,780
60,581
John
Marshall
Bancorp (1)(4)
1,037,256
18,904
Live
Oak
Bancshares (4)
2,189,686
139,330
Metropolitan
Bank
Holding (1)
181,004
15,259
National
Bank
Holdings,
Class
A (4)
1,711,459
69,280
Origin
Bancorp
842,180
35,666
Pacific
Premier
Bancorp
1,213,800
50,300
Pinnacle
Financial
Partners
1,441,533
135,619
Popular
1,024,700
79,588
Preferred
Bank (4)
807,758
53,861
Professional
Holding,
Class
A (1)
640,000
12,032
Prosperity
Bancshares
408,500
29,057
T.
ROWE
PRICE
Small-Cap
Value
Fund
5
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Sandy
Spring
Bancorp
686,130
31,438
Southern
First
Bancshares (1)
339,996
18,190
SouthState
1,010,354
75,443
SVB
Financial
Group (1)
82,100
53,109
Texas
Capital
Bancshares (1)
783,300
47,014
Towne
Bank
2,499,175
77,749
Webster
Financial
1,165,273
63,461
Western
Alliance
Bancorp
1,978,654
215,317
1,990,733
Capital
Markets
2.3%
AssetMark
Financial
Holdings (1)
975,884
24,270
Hercules
Capital (2)
1,361,800
22,620
Houlihan
Lokey
887,427
81,732
Main
Street
Capital (2)
476,700
19,592
OTC
Markets
Group,
Class
A (2)
451,185
22,108
StepStone
Group,
Class
A
1,344,075
57,311
Virtus
Investment
Partners
280,742
87,120
314,753
Consumer
Finance
1.2%
Green
Dot,
Class
A (1)
1,088,100
54,764
Nerdwallet,
Class
A,
Acquisition
Date:
3/18/20,
Cost $10,575 (1)
(5)(6)
1,510,726
16,467
PRA
Group (1)
536,664
22,615
PROG
Holdings
1,513,473
63,581
157,427
Diversified
Financial
Services
0.1%
Conyers
Park
III
Acquisition (1)
1,353,447
13,670
Stash
Financial,
Acquisition
Date:
1/6/21
-
1/26/21,
Cost $1,244 (1)(5)(6)
38,630
2,437
16,107
Insurance
2.4%
Aldel
Financial
SPAC/Hagerty
Group
PIPE (1)(3)
1,429,288
12,979
Aldel
Financial
SPAC/Hagerty
Group
PIPE,
Warrants (1)(3)
257,272
468
BRP
Group,
Class
A (1)(4)
3,157,858
105,125
Coalition,
Acquisition
Date:
9/13/21,
Cost $357 (1)(5)(6)
21,587
357
James
River
Group
Holdings
1,723,153
65,015
Palomar
Holdings (1)
527,286
42,620
ProAssurance
1,975,700
46,982
Ryan
Specialty
Group
Holdings,
Class
A (1)
944,828
32,001
Selective
Insurance
Group
260,500
19,676
325,223
Mortgage
Real
Estate
Investment
Trusts
1.5%
Blackstone
Mortgage
Trust,
Class
A,
REIT
460,657
13,967
T.
ROWE
PRICE
Small-Cap
Value
Fund
6
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Capstead
Mortgage,
REIT
3,602,777
24,103
Hannon
Armstrong
Sustainable
Infrastructure
Capital,
REIT
2,049,600
109,613
PennyMac
Mortgage
Investment
Trust,
REIT
2,565,235
50,509
198,192
Thrifts
&
Mortgage
Finance
3.4%
Blue
Foundry
Bancorp (1)
553,054
7,627
Columbia
Financial (1)
866,600
16,032
FS
Bancorp (4)
566,000
19,589
Kearny
Financial
2,639,653
32,811
Meridian
Bancorp
2,348,918
48,764
PCSB
Financial (4)
1,020,446
18,817
PDL
Community
Bancorp (1)(4)
1,038,475
15,068
PennyMac
Financial
Services
1,005,694
61,478
Provident
Bancorp (4)
1,202,307
19,261
Radian
Group
3,628,458
82,439
Walker
&
Dunlop
387,096
43,935
WSFS
Financial
2,031,588
104,241
470,062
Total
Financials
3,472,497
HEALTH
CARE
9.5%
Biotechnology
3.9%
ACADIA
Pharmaceuticals (1)
10,000
166
Acceleron
Pharma (1)
262,959
45,255
Apellis
Pharmaceuticals (1)
365,300
12,040
Avidity
Biosciences (1)
1,058,058
26,060
Blueprint
Medicines (1)
236,682
24,333
C4
Therapeutics (1)
555,636
24,826
Cerevel
Therapeutics
Holdings (1)
532,465
15,708
Denali
Therapeutics (1)
331,200
16,709
Fate
Therapeutics (1)
341,900
20,264
Generation
Bio (1)
221,690
5,558
Icosavax (1)
342,552
10,136
IGM
Biosciences (1)(2)
194,200
12,771
Immuneering,
Class
A (1)(2)
333,794
8,862
Insmed (1)
795,882
21,919
Karuna
Therapeutics (1)
149,058
18,234
Kodiak
Sciences (1)
235,141
22,569
Kymera
Therapeutics (1)
368,653
21,655
Monte
Rosa
Therapeutics (1)(2)
282,029
6,284
Nurix
Therapeutics (1)
582,256
17,444
Progenic
Pharmaceuticals,
CVR (1)(2)
1,146,000
56
Prothena (1)
402,713
28,685
Radius
Health (1)
1,008,548
12,516
Repare
Therapeutics (1)
448,300
11,763
T.
ROWE
PRICE
Small-Cap
Value
Fund
7
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Replimune
Group (1)
538,398
15,958
Rocket
Pharmaceuticals (1)
467,700
13,980
Tenaya
Therapeutics (1)
274,080
5,660
Turning
Point
Therapeutics (1)
418,889
27,827
Twist
Bioscience (1)
150,963
16,149
Ultragenyx
Pharmaceutical (1)
307,899
27,769
Xencor (1)
539,685
17,626
Zentalis
Pharmaceuticals (1)
285,464
19,023
527,805
Health
Care
Equipment
&
Supplies
2.0%
Atrion
86,223
60,141
Figs,
Acquisition
Date:
10/23/20,
Cost $14,899 (1)(5)
1,742,961
61,497
Figs,
Class
A (1)(2)
328,972
12,218
Lantheus
Holdings (1)
723,739
18,586
Ortho
Clinical
Diagnostics
Holdings (1)
1,800,412
33,272
Pax
Labs,
Class
A,
Acquisition
Date:
4/18/19,
Cost $9,910 (1)(5)
(6)
2,631,808
3,342
Quidel (1)
119,529
16,871
Utah
Medical
Products (4)
183,572
17,043
Warby
Parker,
Class
A (1)
915,761
48,581
271,551
Health
Care
Providers
&
Services
2.6%
Agiliti (1)
1,922,563
36,606
Alignment
Healthcare (1)
1,578,071
25,218
Ensign
Group
753,306
56,415
Innovage
Holding (1)
346,951
2,293
Molina
Healthcare (1)
57,354
15,561
Option
Care
Health (1)
3,013,294
73,102
Pennant
Group (1)
1,122,109
31,520
Select
Medical
Holdings
3,214,534
116,270
356,985
Health
Care
Technology
0.6%
Certara (1)
499,278
16,526
Multiplan (1)(2)
1,832,715
10,318
Phreesia (1)
818,024
50,472
77,316
Life
Sciences
Tools
&
Services
0.3%
Pacific
Biosciences
of
California,
Acquisition
Date:
7/21/21,
Cost $13,533 (1)(5)
505,896
12,279
Pacific
Biosciences
of
California,
Acquisition
Date:
8/13/21
-
9/10/21,
Cost $19,022 (1)(5)
656,800
16,781
Seer (1)(2)
442,156
15,268
44,328
T.
ROWE
PRICE
Small-Cap
Value
Fund
8
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Pharmaceuticals
0.1%
Arvinas (1)
243,497
20,011
20,011
Total
Health
Care
1,297,996
INDUSTRIALS
&
BUSINESS
SERVICES
14.2%
Aerospace
&
Defense
0.9%
Parsons (1)
1,019,760
34,427
Triumph
Group (1)(4)
4,993,486
93,029
127,456
Airlines
0.2%
Allegiant
Travel (1)
90,507
17,693
Sun
Country
Airlines
Holdings (1)
385,727
12,937
30,630
Building
Products
1.6%
CSW
Industrials
466,600
59,585
Insteel
Industries
912,985
34,739
JELD-WEN
Holding (1)
1,625,800
40,694
UFP
Industries
1,204,900
81,909
216,927
Commercial
Services
&
Supplies
2.0%
ABM
Industries
652,000
29,347
Brady,
Class
A
1,190,500
60,358
MSA
Safety
299,300
43,608
Stericycle (1)
1,223,800
83,182
Tetra
Tech
170,000
25,388
UniFirst
121,500
25,833
267,716
Construction
&
Engineering
0.5%
Ameresco,
Class
A (1)
286,300
16,729
Valmont
Industries
214,500
50,433
67,162
Electrical
Equipment
0.9%
Array
Technologies (1)
784,949
14,537
Regal
Rexnord
323,300
48,605
Shoals
Technologies
Group,
Class
A (1)
1,077,029
30,028
Thermon
Group
Holdings (1)
1,583,023
27,402
120,572
Machinery
4.1%
Alamo
Group
225,400
31,450
Blue
Bird (1)
1,231,600
25,691
Chart
Industries (1)
122,100
23,334
T.
ROWE
PRICE
Small-Cap
Value
Fund
9
Shares
$
Value
(Cost
and
value
in
$000s)
‡
CIRCOR
International (1)(4)
1,441,035
47,569
Enerpac
Tool
Group
1,793,300
37,175
ESCO
Technologies
610,200
46,985
Helios
Technologies
886,734
72,810
Hillenbrand
623,100
26,575
Hydrofarm
Holdings
Group (1)
130,457
4,938
John
Bean
Technologies
112,000
15,742
RBC
Bearings (1)
172,889
36,687
SPX (1)
827,200
44,214
Timken
537,600
35,170
Zurn
Water
Solutions
1,845,800
118,666
567,006
Marine
0.3%
Matson
531,500
42,897
42,897
Professional
Services
1.4%
ASGN (1)
189,700
21,463
Checkr,
Acquisition
Date:
6/29/18,
Cost $866 (1)(5)(6)
70,474
3,806
FTI
Consulting (1)
165,100
22,239
Huron
Consulting
Group (1)
413,600
21,507
Korn
Ferry
985,300
71,296
ManTech
International,
Class
A
111,900
8,495
Upwork (1)
888,946
40,029
188,835
Road
&
Rail
0.6%
Landstar
System
444,900
70,214
Ryder
System
94,900
7,849
U.S.
Xpress
Enterprises,
Class
A (1)
1,137,900
9,820
87,883
Trading
Companies
&
Distributors
1.7%
Air
Lease
713,400
28,065
Beacon
Roofing
Supply (1)
1,736,300
82,926
McGrath
RentCorp
648,702
46,674
Rush
Enterprises,
Class
A
584,550
26,398
Univar
Solutions (1)
2,204,400
52,509
236,572
Total
Industrials
&
Business
Services
1,953,656
INFORMATION
TECHNOLOGY
7.7%
Communications
Equipment
0.7%
Harmonic (1)(4)
11,414,990
99,881
99,881
T.
ROWE
PRICE
Small-Cap
Value
Fund
10
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Electronic
Equipment,
Instruments
&
Components
2.2%
Belden (4)
2,475,900
144,246
Knowles (1)
685,900
12,854
Littelfuse
418,800
114,445
PAR
Technology (1)
379,291
23,330
294,875
IT
Services
2.0%
I3
Verticals,
Class
A (1)(4)
1,094,354
26,494
Megaport
(AUD) (1)
3,499,142
41,814
Payoneer
Global (1)(2)
2,881,591
24,638
Themis
Solutions,
Acquisition
Date:
4/14/21,
Cost $3,039 (1)(5)(6)
135,360
3,039
Toast,
Class
B,
Acquisition
Date:
6/27/18
-
2/14/20,
Cost $13,771 (1)(4)(5)
3,863,305
183,323
279,308
Semiconductors
&
Semiconductor
Equipment
1.6%
Entegris
598,200
75,313
Lattice
Semiconductor (1)
538,169
34,793
MaxLinear (1)
1,147,500
56,514
Onto
Innovation (1)
393,371
28,421
Semtech (1)
310,396
24,202
219,243
Software
1.2%
Apiture,
Acquisition
Date:
7/1/20,
Cost $7,412 (1)(5)(6)
467,672
10,107
Ceridian
HCM
Holding (1)
525,657
59,200
Clearwater
Analytics
Holdings,
Class
A (1)
586,336
15,016
DoubleVerify
Holdings (1)
163,562
5,587
Gusto,
Acquisition
Date:
8/18/20
-
11/9/20,
Cost $7,474 (1)(5)(6)
559,515
16,087
nCino (1)
341,074
24,227
Paycor
HCM (1)
402,796
14,162
Workiva (1)
120,000
16,915
161,301
Total
Information
Technology
1,054,608
MATERIALS
4.8%
Chemicals
2.1%
AgroFresh
Solutions (1)(2)(4)
5,790,000
12,506
American
Vanguard
1,266,800
19,065
Element
Solutions
2,755,500
59,739
Hawkins
778,700
27,161
Minerals
Technologies
659,000
46,025
Orion
Engineered
Carbons (1)(4)
3,106,391
56,630
Quaker
Chemical
268,800
63,899
285,025
T.
ROWE
PRICE
Small-Cap
Value
Fund
11
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Containers
&
Packaging
0.3%
Myers
Industries (4)
1,990,883
38,962
38,962
Metals
&
Mining
1.7%
Carpenter
Technology
1,542,600
50,505
Constellium (1)
5,141,200
96,552
ERO
Copper
(CAD) (1)
2,658,066
47,134
Reliance
Steel
&
Aluminum
307,800
43,837
238,028
Paper
&
Forest
Products
0.7%
Clearwater
Paper (1)(4)
1,383,079
53,014
West
Fraser
Timber
(CAD) (2)
455,600
38,373
91,387
Total
Materials
653,402
MISCELLANEOUS
0.1%
Miscellaneous
0.1%
Bluescape
Opportunities
Acquisition (1)
936,614
9,619
Total
Miscellaneous
9,619
REAL
ESTATE
9.1%
Equity
Real
Estate
Investment
Trusts
7.5%
American
Campus
Communities,
REIT
963,717
46,692
Apartment
Investment
&
Management,
Class
A,
REIT
4,309,600
29,521
Cedar
Realty
Trust,
REIT (4)
1,614,594
35,021
CubeSmart,
REIT
1,017,600
49,303
EastGroup
Properties,
REIT
458,000
76,316
Essential
Properties
Realty
Trust,
REIT
1,787,445
49,905
Healthcare
Realty
Trust,
REIT
2,583,192
76,927
IQHQ,
REIT (1)(6)
1,105,380
18,836
JBG
SMITH
Properties,
REIT
2,645,042
78,320
NexPoint
Residential
Trust,
REIT
150,400
9,307
Pebblebrook
Hotel
Trust,
REIT
2,387,300
53,499
PotlatchDeltic,
REIT
1,171,646
60,433
PS
Business
Parks,
REIT
489,200
76,677
Safehold,
REIT
742,671
53,391
Saul
Centers,
REIT (4)
1,324,006
58,336
Sunstone
Hotel
Investors,
REIT (1)
5,317,310
63,489
Terreno
Realty,
REIT
1,730,100
109,394
UMH
Properties,
REIT
347,000
7,946
Washington
Real
Estate
Investment
Trust,
REIT
2,837,400
70,226
1,023,539
Real
Estate
Management
&
Development
1.6%
FirstService
459,600
82,948
T.
ROWE
PRICE
Small-Cap
Value
Fund
12
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Opendoor
Technologies,
Class
A (1)
3,101,597
63,676
St.
Joe
1,704,438
71,757
218,381
Total
Real
Estate
1,241,920
UTILITIES
4.5%
Electric
Utilities
1.5%
IDACORP
734,500
75,932
MGE
Energy
864,337
63,529
PNM
Resources
539,675
26,703
Portland
General
Electric
860,900
40,454
206,618
Gas
Utilities
1.5%
Chesapeake
Utilities
739,880
88,822
ONE
Gas
1,068,000
67,679
RGC
Resources (4)
443,171
10,038
Southwest
Gas
Holdings
545,000
36,450
202,989
Independent
Power
&
Renewable
Electricity
Producers
0.3%
NextEra
Energy
Partners
588,700
44,364
44,364
Multi-Utilities
0.5%
NorthWestern
1,258,100
72,089
72,089
Water
Utilities
0.7%
California
Water
Service
Group
652,000
38,422
Middlesex
Water
290,537
29,861
SJW
Group
313,406
20,704
88,987
Total
Utilities
615,047
Total
Miscellaneous
Common
Stocks
0.0% (1)(8)
1,402
Total
Common
Stocks
(Cost
$7,869,337)
13,035,891
CONVERTIBLE
PREFERRED
STOCKS
3.7%
CONSUMER
DISCRETIONARY
0.8%
Hotels,
Restaurants
&
Leisure
0.5%
Cava
Group,
Series
E,
Acquisition
Date:
6/23/20
-
3/26/21,
Cost $17,573 (1)(5)(6)
695,708
26,180
Cava
Group,
Series
F,
Acquisition
Date:
3/26/21,
Cost $14,389 (1)
(5)(6)
382,387
14,389
T.
ROWE
PRICE
Small-Cap
Value
Fund
13
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Sweetgreen,
Series
G,
Acquisition
Date:
8/15/16
-
2/27/18,
Cost $10,075 (1)(5)(6)
1,119,428
16,993
Sweetgreen,
Series
I,
Acquisition
Date:
9/13/19,
Cost $3,143 (1)
(5)(6)
183,785
2,790
Torchys
Holdings,
Acquisition
Date:
11/13/20,
Cost $2,539 (1)(5)
(6)(7)
282,711
2,539
62,891
Internet
&
Direct
Marketing
Retail
0.1%
1661,
Series
F,
Acquisition
Date:
5/28/21,
Cost $12,383 (1)(5)(6)
2,127,647
12,383
Minted,
Series
E,
Acquisition
Date:
10/30/18,
Cost $5,471 (1)(5)(6)
406,249
6,016
18,399
Leisure
Products
0.1%
Rad
Power
Bikes,
Series
C,
Acquisition
Date:
1/22/21,
Cost $5,494 (1)(5)(6)
1,138,910
10,916
Rad
Power
Bikes,
Series
D,
Acquisition
Date:
9/16/21,
Cost $10,332 (1)(5)(6)
1,078,119
10,332
21,248
Textiles,
Apparel
&
Luxury
Goods
0.1%
Allbirds,
Series
A,
Acquisition
Date:
10/10/18,
Cost $2,022 (1)(5)
(6)
184,315
2,131
Allbirds,
Series
B,
Acquisition
Date:
10/10/18,
Cost $355 (1)(5)(6)
32,380
375
Allbirds,
Series
C,
Acquisition
Date:
10/9/18,
Cost $3,394 (1)(5)(6)
309,470
3,578
Allbirds,
Series
E,
Acquisition
Date:
9/22/20,
Cost $7,403 (1)(5)(6)
640,264
7,403
Allbirds,
Series
Seed,
Acquisition
Date:
10/10/18,
Cost $1,086 (1)
(5)(6)
99,030
1,145
14,632
Total
Consumer
Discretionary
117,170
CONSUMER
STAPLES
0.5%
Food
Products
0.5%
Farmers
Business
Network,
Series
D,
Acquisition
Date:
11/3/17,
Cost $15,529 (1)(5)(6)
841,026
52,277
Farmers
Business
Network,
Series
E,
Acquisition
Date:
2/11/19,
Cost $3,362 (1)(5)(6)
144,247
8,966
Farmers
Business
Network,
Series
F,
Acquisition
Date:
7/31/20,
Cost $881 (1)(5)(6)
26,661
1,657
Total
Consumer
Staples
62,900
ENERGY
0.1%
Energy
Equipment
&
Services
0.1%
Ranger
Energy
Services,
Series
A,
Acquisition
Date:
9/30/21,
Cost $14,000 (1)(5)
2,000,000
17,480
Total
Energy
17,480
T.
ROWE
PRICE
Small-Cap
Value
Fund
14
Shares
$
Value
(Cost
and
value
in
$000s)
‡
FINANCIALS
0.6%
Diversified
Financial
Services
0.4%
Stash
Financial,
Series
F,
Acquisition
Date:
4/24/20,
Cost $11,157 (1)(5)(6)
445,224
28,094
Stash
Financial,
Series
G,
Acquisition
Date:
1/26/21,
Cost $12,559 (1)(5)(6)
335,107
21,145
49,239
Insurance
0.2%
Coalition,
Series
E,
Acquisition
Date:
9/7/21,
Cost $21,422 (1)(5)
(6)
1,296,510
21,422
21,422
Total
Financials
70,661
HEALTH
CARE
0.5%
Biotechnology
0.1%
Laronde,
Series
B,
Acquisition
Date:
7/28/21,
Cost $9,269 (1)(5)(6)
331,043
9,269
9,269
Health
Care
Providers
&
Services
0.2%
Capsule,
Series
D,
Acquisition
Date:
4/7/21,
Cost $6,130 (1)(5)(6)
423,036
6,130
Honor
Technology,
Series
D,
Acquisition
Date:
10/16/20,
Cost $8,981 (1)(5)(6)
3,729,550
11,791
Honor
Technology,
Series
E,
Acquisition
Date:
9/29/21,
Cost $10,347 (1)(5)(6)
3,272,913
10,347
28,268
Life
Sciences
Tools
&
Services
0.2%
National
Resilience,
Series
B,
Acquisition
Date:
10/23/20,
Cost $6,453 (1)(5)(6)
472,388
20,978
National
Resilience,
Series
C,
Acquisition
Date:
6/9/21,
Cost $13,636 (1)(5)(6)
307,043
13,636
34,614
Total
Health
Care
72,151
INDUSTRIALS
&
BUSINESS
SERVICES
0.5%
Aerospace
&
Defense
0.1%
ABL
Space
Systems,
Series
B,
Acquisition
Date:
3/24/21,
Cost $14,587 (1)(5)(6)
323,903
14,587
14,587
Electrical
Equipment
0.1%
Tonian
Holdings,
Series
A,
Non-Voting
Shares,
Acquisition
Date:
1/15/21
-
7/20/21,
Cost $8,652 (1)(4)(5)(6)
8,531,194
8,531
Tonian
Holdings,
Series
A,
Voting
Shares,
Acquisition
Date:
1/15/21
-
7/20/21,
Cost $12,093 (1)(4)(5)(6)
11,924,382
11,925
20,456
T.
ROWE
PRICE
Small-Cap
Value
Fund
15
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Professional
Services
0.1%
Checkr,
Series
C,
Acquisition
Date:
4/10/18,
Cost $4,046 (1)(5)(6)
296,360
16,003
16,003
Road
&
Rail
0.2%
Convoy,
Series
D,
Acquisition
Date:
10/30/19,
Cost $19,800 (1)(5)
(6)
1,462,353
24,126
24,126
Total
Industrials
&
Business
Services
75,172
INFORMATION
TECHNOLOGY
0.6%
IT
Services
0.1%
Themis
Solutions,
Series
AA,
Acquisition
Date:
4/14/21,
Cost $684 (1)(5)(6)
30,470
684
Themis
Solutions,
Series
AB,
Acquisition
Date:
4/14/21,
Cost $68 (1)(5)(6)
3,030
68
Themis
Solutions,
Series
B,
Acquisition
Date:
4/14/21,
Cost $74 (1)(5)(6)
3,310
74
Themis
Solutions,
Series
E,
Acquisition
Date:
4/14/21,
Cost $8,658 (1)(5)(6)
385,620
8,658
9,484
Software
0.5%
Gusto,
Series
B,
Acquisition
Date:
8/18/20,
Cost $1,746 (1)(5)(6)
129,187
3,927
Gusto,
Series
B-2,
Acquisition
Date:
8/18/20,
Cost $3,259 (1)(5)(6)
241,168
7,331
Gusto,
Series
C,
Acquisition
Date:
7/16/18,
Cost $5,412 (1)(5)(6)
711,894
21,638
Gusto,
Series
D,
Acquisition
Date:
7/16/19,
Cost $7,227 (1)(5)(6)
542,859
16,500
Mesosphere,
Series
D,
Acquisition
Date:
5/4/18,
Cost $13,430 (1)
(5)(6)
1,214,930
2,709
Nuro,
Series
C,
Acquisition
Date:
10/30/20
-
3/2/21,
Cost $11,195 (1)(5)(6)
857,551
11,195
SecurityScorecard,
Series
E,
Acquisition
Date:
3/5/21,
Cost $9,505 (1)(5)(6)
627,251
9,505
72,805
Total
Information
Technology
82,289
MATERIALS
0.1%
Chemicals
0.1%
Sila
Nano,
Series
F,
Acquisition
Date:
1/7/21,
Cost $11,381 (1)(5)
(6)
275,749
11,381
Total
Materials
11,381
Total
Convertible
Preferred
Stocks
(Cost
$361,202)
509,204
T.
ROWE
PRICE
Small-Cap
Value
Fund
16
Shares
$
Value
(Cost
and
value
in
$000s)
‡
PREFERRED
STOCKS
0.0%
ENERGY
0.0%
Energy
Equipment
&
Services
0.0%
Energy
Reservoir
Holdings,
Class
A-3,
Acquisition
Date:
5/3/21
-
9/29/21,
Cost $1,287 (1)(5)(6)(7)
1,286,870
1,287
Total
Energy
1,287
Total
Preferred
Stocks
(Cost
$1,287)
1,287
SHORT-TERM
INVESTMENTS
1.2%
Money
Market
Funds
1.2%
T.
Rowe
Price
Government
Reserve
Fund,
0.05% (4)(9)
162,403,679
162,404
Total
Short-Term
Investments
(Cost
$162,404)
162,404
SECURITIES
LENDING
COLLATERAL
0.4%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
JPMORGAN
CHASE
BANK
0.2%
Short-Term
Funds
0.2%
T.
Rowe
Price
Short-Term
Fund,
0.07% (4)(9)
27,205,810
27,206
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
JPMorgan
Chase
Bank
27,206
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
BANK
AND
TRUST
COMPANY
0.2%
Short-Term
Funds
0.2%
T.
Rowe
Price
Short-Term
Fund,
0.07% (4)(9)
27,462,437
27,462
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
Bank
and
Trust
Company
27,462
Total
Securities
Lending
Collateral
(Cost
$54,668)
54,668
Total
Investments
in
Securities
100.5%
(Cost
$8,448,898)
$
13,763,454
Other
Assets
Less
Liabilities
(0.5)%
(72,950)
Net
Assets
100.0%
$
13,690,504
‡
Shares
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(1)
Non-income
producing
(2)
All
or
a
portion
of
this
security
is
on
loan
at
September
30,
2021.
T.
ROWE
PRICE
Small-Cap
Value
Fund
17
.
.
.
.
.
.
.
.
.
.
(3)
A
portion
of
the
position
represents
an
unfunded
commitment;
a
liability
to
fund
the
commitment
has
been
recognized.
The
fund's
total
unfunded
commitment
at
September
30,
2021,
was
$21,055
and
was
valued
at
$19,642
(0.1%
of
net
assets).
(4)
Affiliated
Companies
(5)
Security
cannot
be
offered
for
public
resale
without
first
being
registered
under
the
Securities
Act
of
1933
and
related
rules
("restricted
security").
Acquisition
date
represents
the
day
on
which
an
enforceable
right
to
acquire
such
security
is
obtained
and
is
presented
along
with
related
cost
in
the
security
description.
The
fund
has
registration
rights
for
certain
restricted
securities.
Any
costs
related
to
such
registration
are
borne
by
the
issuer.
The
aggregate
value
of
restricted
securities
(excluding
144A
holdings)
at
period
end
amounts
to
$1,087,773
and
represents
7.9%
of
net
assets.
(6)
Level
3
in
fair
value
hierarchy.
(7)
Investment
in
a
partnership
held
indirectly
through
a
limited
liability
company
that
is
owned
by
the
fund
and
treated
as
a
corporation
for
U.S.
tax
purposes.
(8)
The
identity
of
certain
securities
has
been
concealed
to
protect
the
fund
while
it
completes
a
purchase
or
selling
program
for
the
securities.
(9)
Seven-day
yield
AUD
Australian
Dollar
CAD
Canadian
Dollar
CVR
Contingent
Value
Rights
EC
Escrow
CUSIP;
represents
a
beneficial
interest
in
a
residual
pool
of
assets;
the
amount
and
timing
of
future
distributions,
if
any,
is
uncertain;
when
presented,
interest
rate
and
maturity
date
are
those
of
the
original
security.
GBP
British
Pound
PIPE
Private
Investment
in
Public
Equity
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
SPAC
Special
Purpose
Acquisition
Company
T.
ROWE
PRICE
Small-Cap
Value
Fund
18
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
nine
months
ended
September
30,
2021.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
Advantage
Energy
$
(349)
$
48,133
$
—
AgroFresh
Solutions
(338)
(335)
—
Alclear
Holdings
—
24,333
—
American
Public
Education
367
(2,740)
—
Belden
2,631
38,886
382
Boston
Omaha,
Class
A
786
20,517
—
BRP
Group,
Class
A
1,336
10,629
—
Cedar
Realty
Trust,
REIT
(5,594)
26,628
362
CIRCOR
International
397
(6,037)
—
Clearwater
Paper
1,047
1,872
—
Dogwood
State
Bank,
Non-Voting
Shares
—
1,017
—
Dogwood
State
Bank,
Voting
Shares
—
500
—
Dogwood
State
Bank,
Warrants,
5/6/24
—
173
—
Energy
Reservoir
Holdings,
Class
A-1
—
7,097
—
FS
Bancorp
365
3,780
230
HarborOne
Bancorp
757
10,759
356
Harmonic
1,693
13,925
—
Horizon
Global
648
(5,810)
—
I3
Verticals,
Class
A
664
(10,536)
—
John
Marshall
Bancorp
220
3,919
—
Live
Oak
Bancshares
3,129
31,590
190
Lumber
Liquidators
Holdings
1,361
(28,876)
—
Myers
Industries
762
(3,003)
743
National
Bank
Holdings,
Class
A
1,383
12,389
1,142
Oil-Dri
1,570
(1,193)
240
Orion
Engineered
Carbons
928
1,002
—
PCSB
Financial
204
2,394
165
PDL
Community
Bancorp
49
4,036
—
Preferred
Bank
1,452
11,976
871
Provident
Bancorp
160
4,801
134
Ranger
Energy
Services
(91)
5,763
—
REX
American
Resources
434
1,725
—
RGC
Resources
3
(420)
236
Saga
Communications,
Class
A
159
(697)
74
T.
ROWE
PRICE
Small-Cap
Value
Fund
19
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
Saul
Centers,
REIT
$
588
$
14,561
$
3,758
Strattec
Security
358
(4,142)
—
Toast,
Class
B
—
109,921
—
Tonian
Holdings,
Series
A,
Non-Voting
Shares
—
(121)
—
Tonian
Holdings,
Series
A,
Voting
Shares
—
(168)
—
Triumph
Group
812
28,302
—
Utah
Medical
Products
318
1,267
158
Winmark
974
6,906
307
T.
Rowe
Price
Government
Reserve
Fund,
0.05%
—
—
53
T.
Rowe
Price
Short-Term
Fund,
0.07%
—
—
—++
Affiliates
not
held
at
period
end
77,139
(53,989)
—
Totals
$
96,322#
$
330,734
$
9,401+
T.
ROWE
PRICE
Small-Cap
Value
Fund
20
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Supplementary
Investment
Schedule
Affiliate
Value
12/31/20
Purchase
Cost
Sales
Cost
Value
09/30/21
Advantage
Energy
$
13,605
$
7,309
$
3,814
$
65,233
Aegion
66,189
207
53,030
—
AgroFresh
Solutions
13,620
35
814
12,506
Alclear
Holdings
—
9,877
—
*
American
Business
Bank
11,578
34
11,893
—
American
Public
Education
*
19,558
807
33,505
Belden
106,313
4,342
5,295
144,246
Boston
Omaha,
Class
A
38,219
11,991
828
69,899
BRP
Group,
Class
A
*
48,324
614
105,125
Cedar
Realty
Trust,
REIT
18,762
42
10,411
35,021
CIRCOR
International
*
21,934
802
47,569
Clearwater
Paper
40,562
10,769
189
53,014
Dogwood
State
Bank,
Non-
Voting
Shares
*
—
—
3,508
Dogwood
State
Bank,
Voting
Shares
*
—
—
1,723
Dogwood
State
Bank,
Warrants,
5/6/24
*
—
—
173
Energy
Reservoir
Holdings,
Class
A-1
13,777
—
(1)
20,875
FS
Bancorp
14,791
1,242
224
19,589
HarborOne
Bancorp
39,311
118
801
49,387
Harmonic
81,249
5,747
1,040
99,881
Horizon
Global
29,012
80
210
23,072
Howard
Bancorp
15,629
47
17,856
—
I3
Verticals,
Class
A
37,385
99
454
26,494
John
Marshall
Bancorp
15,075
263
353
18,904
Live
Oak
Bancshares
100,145
8,483
888
139,330
Lumber
Liquidators
Holdings
68,058
5,417
374
44,225
Myers
Industries
*
12,356
501
38,962
National
Bank
Holdings,
Class
A
58,855
179
2,143
69,280
Oil-Dri
11,443
32
1,007
*
Orion
Engineered
Carbons
*
17,975
2,225
56,630
PCSB
Financial
16,741
49
367
18,817
PDL
Community
Bancorp
10,867
496
331
15,068
Preferred
Bank
41,959
120
194
53,861
Provident
Bancorp
14,844
43
427
19,261
Ranger
Energy
Services
3,766
11
292
9,248
T.
ROWE
PRICE
Small-Cap
Value
Fund
21
The
accompanying
notes
are
an
integral
part
of
this
Portfolio
of
Investments.
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Supplementary
Investment
Schedule
Affiliate
Value
12/31/20
Purchase
Cost
Sales
Cost
Value
09/30/21
REX
American
Resources
$
26,795
$
1,520
$
576
$
29,464
RGC
Resources
*
1,776
311
10,038
Saga
Communications,
Class
A
9,872
1,640
141
10,674
Saul
Centers,
REIT
37,120
8,383
1,728
58,336
Sportsman's
Warehouse
Holdings
60,963
165
18,044
—
Strattec
Security
18,197
51
173
13,933
Toast,
Class
B
*
—
—
183,323
Tonian
Holdings,
Series
A,
Non-
Voting
Shares
—
8,652
—
8,531
Tonian
Holdings,
Series
A,
Voting
Shares
—
12,093
—
11,925
Triumph
Group
54,414
12,139
1,826
93,029
Utah
Medical
Products
15,825
155
204
17,043
Winmark
46,254
4,296
638
56,818
T.
Rowe
Price
Government
Reserve
Fund,
0.05%
103,930
¤
¤
162,404
T.
Rowe
Price
Short-Term
Fund,
0.07%
59,676
¤
¤
54,668
Total
$
2,004,592^
#
Capital
gain
distributions
from
mutual
funds
represented
$0
of
the
net
realized
gain
(loss).
++
Excludes
earnings
on
securities
lending
collateral,
which
are
subject
to
rebates
and
fees.
+
Investment
income
comprised
$9,401
of
dividend
income
and
$0
of
interest
income.
¤
Purchase
and
sale
information
not
shown
for
cash
management
funds.
^
The
cost
basis
of
investments
in
affiliated
companies
was
$1,394,876.
*
On
the
date
indicated,
issuer
was
held
but
not
considered
an
affiliated
company.
T.
ROWE
PRICE
Small-Cap
Value
Fund
Unaudited
Notes
to
Portfolio
of
Investments
22
T.
Rowe
Price
Small-Cap
Value
Fund,
Inc. (the
fund) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act)
as
an
open-end
management
investment
company
and
follows
accounting
and
reporting
guidance
of
the
Financial
Accounting
Standards
Board
Accounting
Standards
Codification
Topic
946.
The
accompanying
Portfolio
of
Investments
was
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP).
For
additional
information
on
the
fund’s
significant
accounting
policies
and
investment
related
disclosures,
please
refer
to
the
fund’s most
recent
semiannual
or
annual
shareholder
report
and
its
prospectus.
VALUATION
Fair
Value
The
fund’s
financial
instruments
are
valued
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business,
and
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date. The
T.
Rowe
Price
Valuation
Committee
(the
Valuation
Committee)
is
an
internal
committee
that
has
been
delegated
certain
responsibilities
by
the
fund’s
Board
of
Directors
(the
Board)
to
ensure
that
financial
instruments
are
appropriately
priced
at
fair
value
in
accordance
with
GAAP
and
the
1940
Act.
Subject
to
oversight
by
the
Board,
the
Valuation
Committee
develops
and
oversees
pricing-related
policies
and
procedures
and
approves
all
fair
value
determinations.
Specifically,
the
Valuation
Committee
establishes
policies
and
procedures
used
in
valuing
financial
instruments,
including
those
which
cannot
be
valued
in
accordance
with
normal
procedures
or
using
pricing
vendors;
determines
pricing
techniques,
sources,
and
persons
eligible
to
effect
fair
value
pricing
actions;
evaluates
the
services
and
performance
of
the
pricing
vendors;
oversees
the
pricing
process
to
ensure
policies
and
procedures
are
being
followed;
and
provides
guidance
on
internal
controls
and
valuation-related
matters.
The
Valuation
Committee
provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
Level
1
–
quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
T.
ROWE
PRICE
Small-Cap
Value
Fund
23
Level
2
–
inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
Level
3
–
unobservable
inputs
(including
the fund’s
own
assumptions
in
determining
fair
value)
Observable
inputs
are
developed
using
market
data,
such
as
publicly
available
information
about
actual
events
or
transactions,
and
reflect
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
Unobservable
inputs
are
those
for
which
market
data
are
not
available
and
are
developed
using
the
best
information
available
about
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
GAAP
requires
valuation
techniques
to
maximize
the
use
of
relevant
observable
inputs
and
minimize
the
use
of
unobservable
inputs.
When
multiple
inputs
are
used
to
derive
fair
value,
the
financial
instrument
is
assigned
to
the
level
within
the
fair
value
hierarchy
based
on
the
lowest-level
input
that
is
significant
to
the
fair
value
of
the
financial
instrument.
Input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level
but
rather
the
degree
of
judgment
used
in
determining
those
values.
Valuation
Techniques
Equity
securities,
including
exchange-traded
funds, listed
or
regularly
traded
on
a
securities
exchange
or
in
the
over-the-counter
(OTC)
market
are
valued
at
the
last
quoted
sale
price
or,
for
certain
markets,
the
official
closing
price
at
the
time
the
valuations
are
made.
OTC
Bulletin
Board
securities
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices.
A
security
that
is
listed
or
traded
on
more
than
one
exchange
is
valued
at
the
quotation
on
the
exchange
determined
to
be
the
primary
market
for
such
security.
Listed
securities
not
traded
on
a
particular
day
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
for
domestic
securities
and
the
last
quoted
sale
or
closing
price
for
international
securities.
The
last
quoted
prices
of
non-U.S.
equity
securities
may
be
adjusted
to
reflect
the
fair
value
of
such
securities
at
the
close
of
the
NYSE,
if
the
fund
determines
that
developments
between
the
close
of
a
foreign
market
and
the
close
of
the
NYSE
will
affect
the
value
of
some
or
all
of
its
portfolio
securities.
Each
business
day,
the
fund
uses
information
from
outside
pricing
services
to
evaluate
and,
if
appropriate,
decide whether
it
is
necessary
to
adjust
quoted
prices
to
reflect
fair
value
by
reviewing
a
variety
of
factors,
including
developments
in
foreign
markets,
the
performance
of
U.S.
securities
markets,
and
the
performance
of
instruments
trading
in
U.S.
markets
that
represent
foreign
securities
and
baskets
of
foreign
securities. The
fund
uses
outside
pricing
services
T.
ROWE
PRICE
Small-Cap
Value
Fund
24
to
provide
it
with
quoted
prices
and
information
to
evaluate
or
adjust
those
prices.
The
fund
cannot
predict
how
often
it
will
use
quoted
prices
and
how
often
it
will
determine
it
necessary
to
adjust
those
prices
to
reflect
fair
value.
Investments
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
values
each
day
at
the
prevailing
exchange
rate,
using
the
mean
of
the
bid
and
asked
prices
of
such
currencies
against
U.S.
dollars
as
provided
by
an
outside
pricing
service.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
closing
NAV
per
share
on
the
day
of
valuation.
Investments
for
which
market
quotations
or
market-based
valuations
are
not
readily
available
or
deemed
unreliable
are
valued
at
fair
value
as
determined
in
good
faith
by
the
Valuation
Committee,
in
accordance
with
fair
valuation
policies
and
procedures.
The
objective
of
any
fair
value
pricing
determination
is
to
arrive
at
a
price
that
could
reasonably
be
expected
from
a
current
sale.
Financial
instruments
fair
valued
by
the
Valuation
Committee
are
primarily
private
placements,
restricted
securities,
warrants,
rights,
and
other
securities
that
are
not
publicly
traded.
Factors
used
in
determining
fair
value
vary
by
type
of
investment
and
may
include
market
or
investment
specific
considerations.
The
Valuation
Committee
typically
will
afford
greatest
weight
to
actual
prices
in
arm’s
length
transactions,
to
the
extent
they
represent
orderly
transactions
between
market
participants,
transaction
information
can
be
reliably
obtained,
and
prices
are
deemed
representative
of
fair
value.
However,
the
Valuation
Committee
may
also
consider
other
valuation
methods
such
as
market-based
valuation
multiples;
a
discount
or
premium
from
market
value
of
a
similar,
freely
traded
security
of
the
same
issuer;
discounted
cash
flows;
yield
to
maturity;
or
some
combination.
Fair
value
determinations
are
reviewed
on
a
regular
basis
and
updated
as
information
becomes
available,
including
actual
purchase
and
sale
transactions
of
the
investment.
Because
any
fair
value
determination
involves
a
significant
amount
of
judgment,
there
is
a
degree
of
subjectivity
inherent
in
such
pricing
decisions,
and
fair
value
prices
determined
by
the
Valuation
Committee
could
differ
from
those
of
other
market
participants.
T.
ROWE
PRICE
Small-Cap
Value
Fund
25
Valuation
Inputs
The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
September
30,
2021
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
Following
is
a
reconciliation
of
the
fund’s
Level
3
holdings
for
the
period ended
September
30,
2021.
Gain
(loss)
reflects
both
realized
and
change
in
unrealized
gain/
loss
on
Level
3
holdings
during
the
period,
if
any.
The
change
in
unrealized
gain/
loss
on
Level
3
instruments
held
at
September
30,
2021,
totaled $170,708,000 for
the
period ended
September
30,
2021.
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
12,129,522
$
710,456
$
195,913
$
13,035,891
Convertible
Preferred
Stocks
—
17,480
491,724
509,204
Preferred
Stocks
—
—
1,287
1,287
Short-Term
Investments
162,404
—
—
162,404
Securities
Lending
Collateral
54,668
—
—
54,668
Total
$
12,346,594
$
727,936
$
688,924
$
13,763,454
($000s)
Beginning
Balance
12/31/20
Gain
(Loss)
During
Period
Total
Purchases
Total
Sales
Ending
Balance
9/30/21
Investment
in
Securities
Common
Stocks
$
195,528
$
28,843
$
35,451
$
(63,909)
$
195,913
Convertible
Preferred
Stocks
279,859
61,195
190,512
(39,842)
491,724
Preferred
Stocks
—
—
1,287
—
1,287
Total
$
475,387
$
90,038
$
227,250
$
(103,751)
$
688,924
T.
ROWE
PRICE
Small-Cap
Value
Fund
26
In
accordance
with
GAAP,
the
following
table
provides
quantitative
information
about
significant
unobservable
inputs
used
to
determine
the
fair
valuations
of
the
fund’s
Level
3
assets,
by
class
of
financial
instrument.
Because
the
Valuation
Committee
considers
a
wide
variety
of
factors
and
inputs,
both
observable
and
unobservable,
in
determining
fair
values,
the
unobservable
inputs
presented
do
not
reflect
all
inputs
significant
to
the
fair
value
determination.
Investments
in
Securities
Value
(000s)
Valuation
Technique(s)+
Significant
Unobservable
Input(s)
Value
or
Range
of
Input(s)
Weighted
Average
of
Input(s)*
Impact
to
Valuation
from
an
Increase
in
Input**
Common
Stock
$
195,913
Recent
comparable
transaction
price(s)
—#
—#
—#
—#
Expected
present
value
Discount
rate
for
cost
of
equity
20%
20%
Decrease
Discount
for
lack
of
collectability
50%
50%
Decrease
Timing
of
events
3.67
yrs
3.67
yrs
Decrease
Market
comparable
Enterprise
value
to
sales
multiple
2.4x
–
7.8x
6.0x
Increase
Sales
growth
rate
11%
-
40%
30%
Increase
Enterprise
value
to
gross
profit
multiple
9.5x
–
15.4x
12.3x
Increase
Gross
profit
growth
rate
13%
-
27%
26%
Increase
Enterprise
value
to
EBITDA
multiple
10.8x
10.8x
Increase
T.
ROWE
PRICE
Small-Cap
Value
Fund
27
Investments
in
Securities
Value
(000s)
Valuation
Technique(s)+
Significant
Unobservable
Input(s)
Value
or
Range
of
Input(s)
Weighted
Average
of
Input(s)*
Impact
to
Valuation
from
an
Increase
in
Input**
Price
to
tangible
book
value
multiple
1.7x
–
1.9x
1.8x
Increase
Tangible
book
value
growth
rate
36%
36%
Increase
Projected
enterprise
value
to
EBITDA
multiple
12.7x
12.7x
Increase
Discount
for
lack
of
collectability
100%
100%
Decrease
Discount
for
lack
of
marketability
10%
10%
Decrease
Options
pricing
model
Private
company
valuation
—#
—#
—#
Risk-free
rate
3%
3%
Increase
Volatility
38%
38%
Increase
Discount
for
lack
of
marketability
10%
10%
Decrease
Preferred
Stocks
$
1,287
Recent
comparable
transaction
price(s)
—#
—#
—#
—#
Convertible
Preferred
Stocks
$
491,724
Recent
comparable
transaction
price(s)
—#
—#
—#
—#
Market
comparable
Enterprise
value
to
sales
multiple
2.1x
–
3.7x
2.6x
Increase
T.
ROWE
PRICE
Small-Cap
Value
Fund
28
#
No
quantitative
unobservable
inputs
significant
to
the
valuation
technique
were
created
by
the
fund’s
management.
*
Unobservable
inputs
were
weighted
by
the
relative
fair
value
of
the
instruments.
**
Represents
the
directional
change
in
the
fair
value
of
the
Level
3
investment(s)
that
would
have
resulted
from
an
increase
in
the
corresponding
input
at
period
end.
A
decrease
in
the
unobservable
input
would
have
had
the
opposite
effect.
Significant
increases
and
decreases
in
these
inputs
in
isolation
could
result
in
significantly
higher
or
lower
fair
value
measurements.
+
Valuation
techniques
may
change
in
order
to
reflect
management’s
judgment
of
current
market
participant
assumptions.
F46-054Q3
09/21
Investments
in
Securities
Value
(000s)
Valuation
Technique(s)+
Significant
Unobservable
Input(s)
Value
or
Range
of
Input(s)
Weighted
Average
of
Input(s)*
Impact
to
Valuation
from
an
Increase
in
Input**
Sales
growth
rate
8%
-
21%
12%
Increase
Enterprise
value
to
gross
profit
multiple
4.2x
–
4.8x
4.4x
Increase
Gross
profit
growth
rate
8%
-
23%
13%
Increase
Discount
for
lack
of
marketability
10%
10%
Decrease
Options
pricing
model
Private
company
valuation
—#
—#
—#
Risk-free
rate
3%
3%
Increase
Volatility
38%
38%
Increase