T.
ROWE
PRICE
Small-Cap
Value
Fund
March
31,
2022
(Unaudited)
1
Portfolio
of
Investments
‡
Shares
$
Value
(Cost
and
value
in
$000s)
‡
COMMON
STOCKS
93.8%
COMMUNICATION
SERVICES
2.2%
Interactive
Media
&
Services
0.2%
Genius
Sports (1)
1,349,979
6,210
NerdWallet,
Class
A (1)
423,315
5,076
NerdWallet,
Class
A,
Acquisition
Date:
3/18/20,
Cost $10,575 (1)
(2)
755,363
8,604
Nextdoor
Holdings (1)
676,204
4,050
23,940
Media
2.0%
Advantage
Solutions (1)(3)
4,295,723
27,407
Advantage
Solutions,
Warrants,
12/31/26 (1)
400,000
376
Boston
Omaha,
Class
A (1)(4)
1,788,658
45,378
Cable
One
71,100
104,108
Integral
Ad
Science
Holding (1)
804,020
11,096
Liberty
Broadband,
Class
C (1)
88,355
11,956
Saga
Communications,
Class
A (4)
465,700
10,641
Scholastic
1,053,484
42,434
253,396
Total
Communication
Services
277,336
CONSUMER
DISCRETIONARY
7.9%
Auto
Components
1.2%
Dorman
Products (1)
544,621
51,755
Horizon
Global (1)(3)(4)
3,256,890
18,597
LCI
Industries
321,718
33,398
Strattec
Security (1)(4)
352,006
13,119
Visteon (1)
335,891
36,656
153,525
Distributors
0.1%
Pool
29,826
12,612
12,612
Diversified
Consumer
Services
0.8%
American
Public
Education (1)(4)
1,298,091
27,572
Clear
Secure,
Class
A (1)
877,243
23,580
Strategic
Education (3)
792,412
52,600
103,752
Hotels,
Restaurants
&
Leisure
1.7%
BJ's
Restaurants (1)
825,123
23,351
Dutch
Bros,
Class
A (1)(3)
41,586
2,299
Marriott
Vacations
Worldwide
398,992
62,921
Papa
John's
International
618,260
65,090
T.
ROWE
PRICE
Small-Cap
Value
Fund
2
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Red
Robin
Gourmet
Burgers (1)
366,516
6,180
Sweetgreen,
Acquisition
Date:
8/15/16
-
9/13/19,
Cost $13,218 (1)
(2)
1,303,213
39,605
Sweetgreen,
Class
A (1)(3)
344,182
11,010
Torchys
Holdings,
Class
A,
Acquisition
Date:
11/13/20,
Cost $12,311 (1)(2)(5)(6)
1,439,856
9,489
219,945
Household
Durables
1.1%
Cavco
Industries (1)
321,420
77,414
Meritage
Homes (1)
878,790
69,627
147,041
Internet
&
Direct
Marketing
Retail
0.5%
Big
Sky
Growth
Partners (1)
1,318,047
12,930
Deliveroo
(GBP) (1)
5,974,865
8,809
Framebridge,
EC,
Acquisition
Date:
5/19/20,
Cost $908 (1)(2)(5)
907,892
273
Poshmark,
Class
A (1)
297,924
3,772
Rent
the
Runway,
Class
A (1)
431,719
2,974
ThredUp,
Class
A (1)(3)
936,539
7,211
Xometry,
Class
A (1)(3)
675,063
24,809
60,778
Leisure
Products
0.1%
Rad
Power
Bikes,
Class
A,
Acquisition
Date:
1/22/21,
Cost $5,494 (1)(2)(5)
1,138,910
10,915
10,915
Specialty
Retail
1.5%
Hibbett (3)
276,026
12,239
LL
Flooring
Holdings (1)(4)
2,328,444
32,645
Monro
816,286
36,194
Petco
Health
&
Wellness (1)(3)
1,641,545
32,125
Warby
Parker,
Class
A (1)
903,169
30,536
Winmark (4)
258,793
56,935
200,674
Textiles,
Apparel
&
Luxury
Goods
0.9%
Bombas,
Acquisition
Date:
2/12/21,
Cost $14,601 (1)(2)(5)
3,303,766
26,328
On
Holding,
Class
A (1)
1,581,609
39,920
Steven
Madden
1,340,155
51,783
118,031
Total
Consumer
Discretionary
1,027,273
CONSUMER
STAPLES
2.6%
Beverages
0.5%
Boston
Beer,
Class
A (1)
20,860
8,103
T.
ROWE
PRICE
Small-Cap
Value
Fund
3
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Coca-Cola
Consolidated
122,874
61,050
69,153
Food
&
Staples
Retailing
0.2%
Grocery
Outlet
Holding (1)(3)
801,822
26,284
26,284
Food
Products
1.5%
Nomad
Foods (1)
3,152,700
71,188
Post
Holdings (1)
535,852
37,113
Post
Holdings
Partnering (1)
905,204
9,120
Simply
Good
Foods (1)
1,232,462
46,772
Utz
Brands (3)
1,763,030
26,057
190,250
Household
Products
0.3%
Oil-Dri
79,497
2,278
Reynolds
Consumer
Products
1,192,300
34,982
37,260
Personal
Products
0.1%
BellRing
Brands (1)
679,427
15,681
15,681
Total
Consumer
Staples
338,628
ENERGY
8.0%
Energy
Equipment
&
Services
2.8%
Cactus,
Class
A
1,477,743
83,847
ChampionX (1)
3,125,399
76,510
Enerflex
(CAD) (4)
5,415,480
34,698
Energy
Reservoir
Holdings,
Class
A-1,
Acquisition
Date:
4/30/19,
Cost $20,875 (1)(2)(4)(5)(6)
20,874,541
20,875
Expro
Group
Holdings (1)
1,897,553
33,738
Liberty
Oilfield
Services,
Class
A (1)
2,646,490
39,221
NexTier
Oilfield
Solutions (1)
1,988,291
18,372
Ranger
Energy
Services (1)(4)
974,625
9,990
TechnipFMC (1)
6,643,382
51,486
368,737
Oil,
Gas
&
Consumable
Fuels
5.2%
Advantage
Energy
(CAD) (1)
8,403,904
58,551
ARC
Resources
(CAD) (3)
7,813,203
104,622
Devon
Energy
2,854,663
168,796
International
Seaways
1,327,651
23,951
Kimbell
Royalty
Partners
1,199,313
19,501
Magnolia
Oil
&
Gas,
Class
A
4,651,848
110,016
Matador
Resources
2,205,104
116,827
REX
American
Resources (1)
257,618
25,659
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)(2)(5)
435
2,588
Venture
Global
LNG,
Series
C,
Acquisition
Date:
5/25/17
-
3/8/18,
Cost $26,302 (1)(2)(5)
7,197
42,823
673,334
Total
Energy
1,042,071
FINANCIALS
24.4%
Banks
14.5%
BankUnited
2,202,665
96,829
Burke
&
Herbert
Bank
&
Trust
9,039
20,157
Coastal
Financial (1)
406,454
18,595
Columbia
Banking
System (3)
1,938,071
62,542
CrossFirst
Bankshares (1)
1,161,944
18,312
Dogwood
State
Bank,
Non-Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $2,923 (1)(2)(4)(5)
292,336
3,838
Dogwood
State
Bank,
Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $1,436 (1)(2)(4)(5)
143,582
1,885
Dogwood
State
Bank,
Warrants,
5/6/24,
Acquisition
Date:
5/6/19,
Cost $— (1)(2)(4)(5)
43,592
210
East
West
Bancorp
604,086
47,735
Eastern
Bankshares
1,716,125
36,965
Farmers
&
Merchants
Bank
of
Long
Beach
2,515
20,623
FB
Financial
1,438,690
63,907
First
Bancshares
679,931
22,887
Glacier
Bancorp
1,079,924
54,299
Grasshopper
Bancorp,
Acquisition
Date:
10/12/18
-
5/2/19,
Cost $5,034 (1)(2)(5)
503,404
2,014
Grasshopper
Bancorp,
Warrants,
10/12/28,
Acquisition
Date:
10/12/18,
Cost $— (1)(2)(5)
100,220
72
HarborOne
Bancorp (4)
3,490,573
48,938
Home
BancShares
3,703,814
83,706
Independent
Bank
1,051,864
85,927
Independent
Bank
Group
979,107
69,673
John
Marshall
Bancorp (1)(4)
1,029,256
22,541
Live
Oak
Bancshares (4)
2,218,086
112,878
Metropolitan
Bank
Holding (1)
191,588
19,498
National
Bank
Holdings,
Class
A (4)
1,683,079
67,794
Origin
Bancorp
828,259
35,027
Pacific
Premier
Bancorp
1,225,421
43,319
Pinnacle
Financial
Partners
1,324,962
122,003
Popular
1,007,671
82,367
Preferred
Bank (4)
778,086
57,648
Professional
Holding,
Class
A (1)
642,840
14,502
Sandy
Spring
Bancorp
674,784
30,311
Southern
First
Bancshares (1)
334,201
16,991
T.
ROWE
PRICE
Small-Cap
Value
Fund
5
Shares
$
Value
(Cost
and
value
in
$000s)
‡
SouthState
1,221,919
99,696
SVB
Financial
Group (1)
80,876
45,246
Texas
Capital
Bancshares (1)
932,248
53,427
Towne
Bank
2,417,020
72,366
Veritex
Holdings
529,990
20,230
Webster
Financial
1,015,673
57,000
Western
Alliance
Bancorp
1,827,977
151,393
1,883,351
Capital
Markets
2.3%
AssetMark
Financial
Holdings (1)
1,573,284
35,006
Bluescape
Opportunities
Acquisition (1)
929,414
9,303
Hercules
Capital (3)
1,038,793
18,771
Houlihan
Lokey
872,708
76,624
Main
Street
Capital (3)
436,885
18,629
OTC
Markets
Group,
Class
A (3)
442,902
27,460
StepStone
Group,
Class
A
1,411,775
46,673
Virtus
Investment
Partners
276,168
66,277
298,743
Consumer
Finance
0.8%
Green
Dot,
Class
A (1)
1,070,112
29,407
PRA
Group (1)
527,735
23,790
PROG
Holdings (1)
1,863,173
53,603
106,800
Diversified
Financial
Services
0.1%
Conyers
Park
III
Acquisition (1)
1,343,147
13,485
Stash
Financial,
Acquisition
Date:
1/6/21
-
1/26/21,
Cost $1,244 (1)(2)(5)
38,630
2,251
15,736
Insurance
2.4%
BRP
Group,
Class
A (1)(4)
3,519,258
94,422
Coalition,
Acquisition
Date:
9/13/21,
Cost $357 (1)(2)(5)
21,587
357
Hagerty,
Class
A (1)
779,150
8,407
Hagerty
Group
Warrant,
Acquisition
Date:
8/18/21,
Cost $377 (1)
(2)
257,272
718
James
River
Group
Holdings (4)
2,073,410
51,296
Palomar
Holdings (1)
682,886
43,698
ProAssurance
1,885,507
50,682
Ryan
Specialty
Group
Holdings,
Class
A (1)
979,228
37,984
Selective
Insurance
Group
239,653
21,415
308,979
Mortgage
Real
Estate
Investment
Trusts
1.1%
Hannon
Armstrong
Sustainable
Infrastructure
Capital,
REIT
2,085,615
98,921
T.
ROWE
PRICE
Small-Cap
Value
Fund
6
Shares
$
Value
(Cost
and
value
in
$000s)
‡
PennyMac
Mortgage
Investment
Trust,
REIT (3)
2,523,031
42,614
141,535
Thrifts
&
Mortgage
Finance
3.2%
Blue
Foundry
Bancorp (1)
903,300
12,240
Columbia
Financial (1)
852,165
18,330
FS
Bancorp (4)
554,600
17,193
Kearny
Financial
2,596,094
33,438
PCSB
Financial (4)
1,012,446
19,348
PennyMac
Financial
Services
997,894
53,088
Ponce
Financial
Group (1)(4)
1,791,077
18,591
Provident
Bancorp (4)
1,193,007
19,351
Radian
Group
3,568,686
79,260
Walker
&
Dunlop
449,360
58,156
WSFS
Financial
1,969,939
91,838
420,833
Total
Financials
3,175,977
HEALTH
CARE
8.6%
Biotechnology
3.2%
Apellis
Pharmaceuticals (1)
632,469
32,136
Avidity
Biosciences (1)
1,040,535
19,219
Blueprint
Medicines (1)
329,132
21,025
C4
Therapeutics (1)
506,101
12,278
Cerevel
Therapeutics
Holdings (1)(3)
528,265
18,495
Denali
Therapeutics (1)
380,887
12,253
Fate
Therapeutics (1)
587,500
22,777
Generation
Bio (1)(3)
218,333
1,603
Icosavax (1)
396,452
2,791
IGM
Biosciences (1)
199,004
5,319
Immuneering,
Class
A (1)
328,252
2,124
Insmed (1)
1,003,482
23,582
Ionis
Pharmaceuticals (1)
584,000
21,631
Karuna
Therapeutics (1)
181,330
22,991
Kymera
Therapeutics (1)
455,353
19,271
Monte
Rosa
Therapeutics (1)(3)
451,149
6,325
Nkarta (1)(3)
834,800
9,500
Nurix
Therapeutics (1)
572,625
8,022
Progenic
Pharmaceuticals,
CVR (3)(5)
1,146,000
968
Prothena (1)
609,513
22,290
Relay
Therapeutics (1)
387,213
11,589
Repare
Therapeutics (1)(3)
612,611
8,724
Replimune
Group (1)
806,769
13,699
Rocket
Pharmaceuticals (1)
764,847
12,130
Tenaya
Therapeutics (1)(3)
393,880
4,640
Turning
Point
Therapeutics (1)
473,644
12,717
T.
ROWE
PRICE
Small-Cap
Value
Fund
7
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Twist
Bioscience (1)
196,447
9,701
Ultragenyx
Pharmaceutical (1)
339,160
24,630
Xencor (1)
568,293
15,162
Zentalis
Pharmaceuticals (1)
428,479
19,770
417,362
Health
Care
Equipment
&
Supplies
1.7%
Atrion
85,723
61,121
Figs,
Class
A (1)
2,133,518
45,913
Lantheus
Holdings (1)
711,662
39,362
Ortho
Clinical
Diagnostics
Holdings (1)
1,786,612
33,338
Pax
Labs,
Class
A,
Acquisition
Date:
4/18/19,
Cost $9,910 (1)(2)
(5)
2,631,808
2,158
Quidel (1)
132,129
14,859
Utah
Medical
Products (4)
243,418
21,874
218,625
Health
Care
Providers
&
Services
2.9%
Agiliti (1)
1,907,763
40,254
Alignment
Healthcare (1)
2,909,110
32,669
Ensign
Group
740,867
66,685
Innovage
Holding (1)(3)
3,474,241
22,305
Molina
Healthcare (1)
52,285
17,442
Option
Care
Health (1)
3,018,154
86,198
Pennant
Group (1)
1,354,262
25,230
Select
Medical
Holdings
3,693,034
88,596
379,379
Health
Care
Technology
0.5%
Certara (1)
559,178
12,011
Multiplan (1)
3,684,147
17,242
Phreesia (1)
1,255,024
33,082
62,335
Life
Sciences
Tools
&
Services
0.1%
Pacific
Biosciences
of
California (1)
1,157,596
10,534
Seer (1)(3)
522,256
7,959
18,493
Pharmaceuticals
0.2%
Arvinas (1)
296,997
19,988
19,988
Total
Health
Care
1,116,182
INDUSTRIALS
&
BUSINESS
SERVICES
14.4%
Aerospace
&
Defense
1.4%
Parsons (1)
1,011,760
39,155
T.
ROWE
PRICE
Small-Cap
Value
Fund
8
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Triumph
Group (1)(4)
5,441,450
137,560
176,715
Airlines
0.3%
Allegiant
Travel (1)
90,007
14,616
Sun
Country
Airlines
Holdings (1)
986,962
25,839
40,455
Building
Products
2.1%
CSW
Industrials
458,987
53,972
Insteel
Industries
831,733
30,766
JELD-WEN
Holding (1)
1,543,473
31,301
UFP
Industries
1,184,884
91,426
Zurn
Water
Solutions
1,815,733
64,277
271,742
Commercial
Services
&
Supplies
1.9%
ABM
Industries
641,354
29,528
Aris
Water
Solution,
Class
A (4)
1,629,662
29,660
Brady,
Class
A
1,170,910
54,178
MSA
Safety
294,363
39,062
Stericycle (1)
1,068,427
62,952
Tetra
Tech
167,301
27,594
242,974
Construction
&
Engineering
0.5%
Ameresco,
Class
A (1)
217,848
17,319
Valmont
Industries
211,307
50,418
67,737
Electrical
Equipment
1.3%
Array
Technologies (1)
1,375,724
15,504
Regal
Rexnord
714,341
106,280
Shoals
Technologies
Group,
Class
A (1)
1,059,239
18,049
Thermon
Group
Holdings (1)
1,556,974
25,223
165,056
Machinery
3.0%
Alamo
Group
269,000
38,679
Blue
Bird (1)
1,211,347
22,797
Chart
Industries (1)
82,985
14,254
CIRCOR
International (1)(4)
1,850,266
49,254
Enerpac
Tool
Group
1,391,037
30,450
ESCO
Technologies
600,123
41,961
Helios
Technologies
872,021
69,980
Hydrofarm
Holdings
Group (1)(3)
129,357
1,960
John
Bean
Technologies
100,202
11,871
RBC
Bearings (1)
170,165
32,992
SPX (1)
928,100
45,857
T.
ROWE
PRICE
Small-Cap
Value
Fund
9
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Timken
528,663
32,090
392,145
Marine
0.4%
Matson
388,126
46,816
46,816
Professional
Services
0.7%
ASGN (1)
186,727
21,793
Checkr,
Acquisition
Date:
6/29/18,
Cost $866 (1)(2)(5)
70,474
3,410
FTI
Consulting (1)
162,445
25,540
Huron
Consulting
Group (1)
377,319
17,285
ManTech
International,
Class
A
56,856
4,900
Upwork (1)
514,139
11,949
84,877
Road
&
Rail
0.6%
Landstar
System
491,800
74,178
U.S.
Xpress
Enterprises,
Class
A (1)(3)
1,135,626
4,406
78,584
Trading
Companies
&
Distributors
2.2%
Air
Lease
795,705
35,528
Beacon
Roofing
Supply (1)
1,707,601
101,227
Herc
Holdings
82,263
13,745
McGrath
RentCorp
591,270
50,246
Rush
Enterprises,
Class
A
351,584
17,899
Univar
Solutions (1)
2,168,076
69,682
288,327
Total
Industrials
&
Business
Services
1,855,428
INFORMATION
TECHNOLOGY
5.8%
Communications
Equipment
0.8%
Harmonic (1)(4)
11,486,881
106,713
106,713
Electronic
Equipment,
Instruments
&
Components
1.7%
Belden
1,929,718
106,906
Littelfuse
411,812
102,710
PAR
Technology (1)
411,191
16,588
226,204
IT
Services
0.8%
I3
Verticals,
Class
A (1)
1,076,311
29,986
Megaport
(AUD) (1)
3,472,354
35,572
Payoneer
Global (1)(3)
3,480,113
15,521
Themis
Solutions,
Acquisition
Date:
4/14/21,
Cost $3,039 (1)(2)(5)
135,360
3,264
T.
ROWE
PRICE
Small-Cap
Value
Fund
10
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Toast,
Class
A (1)
659,199
14,324
98,667
Semiconductors
&
Semiconductor
Equipment
1.5%
Entegris
458,705
60,210
Lattice
Semiconductor (1)
416,933
25,412
MaxLinear (1)
1,042,768
60,845
Onto
Innovation (1)
386,706
33,601
Semtech (1)
268,886
18,645
198,713
Software
1.0%
Apiture,
Acquisition
Date:
7/1/20,
Cost $7,412 (1)(2)(5)
467,672
10,106
Ceridian
HCM
Holding (1)
516,925
35,337
Clearwater
Analytics
Holdings,
Class
A (1)(3)
576,570
12,108
DoubleVerify
Holdings (1)
418,501
10,534
Gusto,
Acquisition
Date:
8/18/20
-
11/9/20,
Cost $7,473 (1)(2)(5)
559,515
16,087
nCino (1)
338,274
13,863
Paycor
HCM (1)(3)
396,047
11,529
Socure,
Acquisition
Date:
12/22/21,
Cost $2,410 (1)(2)(5)
149,990
2,410
Workiva (1)
106,446
12,561
124,535
Total
Information
Technology
754,832
MATERIALS
4.5%
Chemicals
2.0%
AgroFresh
Solutions (1)(3)(4)
5,635,705
10,708
American
Vanguard
974,839
19,809
Element
Solutions
3,085,300
67,568
Hawkins
765,937
35,156
Minerals
Technologies
319,437
21,131
Orion
Engineered
Carbons (4)
3,428,591
54,755
Quaker
Chemical (3)
317,500
54,867
263,994
Containers
&
Packaging
0.4%
Myers
Industries (4)
2,410,283
52,062
52,062
Metals
&
Mining
1.7%
Carpenter
Technology
1,570,430
65,927
Constellium (1)
5,056,499
91,017
Reliance
Steel
&
Aluminum
328,061
60,150
217,094
Paper
&
Forest
Products
0.4%
Clearwater
Paper (1)(4)
1,422,379
39,869
T.
ROWE
PRICE
Small-Cap
Value
Fund
11
Shares
$
Value
(Cost
and
value
in
$000s)
‡
West
Fraser
Timber
(CAD)
153,306
12,614
52,483
Total
Materials
585,633
REAL
ESTATE
10.1%
Equity
Real
Estate
Investment
Trusts
8.2%
American
Campus
Communities,
REIT
947,923
53,055
Apartment
Investment
&
Management,
Class
A,
REIT (1)
2,614,654
19,139
Apple
Hospitality
REIT
3,284,506
59,023
Cedar
Realty
Trust,
REIT
326,639
9,028
CubeSmart,
REIT
1,009,600
52,529
DigitalBridge
Group,
REIT (1)
4,803,200
34,583
EastGroup
Properties,
REIT
492,300
100,075
Essential
Properties
Realty
Trust,
REIT
2,081,545
52,663
IQHQ,
REIT (1)(5)
1,105,380
21,710
JBG
SMITH
Properties,
REIT
2,714,842
79,328
NexPoint
Residential
Trust,
REIT
170,500
15,398
Pebblebrook
Hotel
Trust,
REIT
2,479,000
60,686
PotlatchDeltic,
REIT
1,162,646
61,306
PS
Business
Parks,
REIT
517,700
87,015
Safehold,
REIT (3)
1,046,250
58,015
Saul
Centers,
REIT (4)
1,341,306
70,687
Terreno
Realty,
REIT
1,839,100
136,185
UMH
Properties,
REIT
460,400
11,321
Washington
Real
Estate
Investment
Trust,
REIT
2,977,800
75,934
1,057,680
Real
Estate
Management
&
Development
1.9%
eXp
World
Holdings (3)
615,800
13,036
FirstService
456,200
66,094
Opendoor
Technologies,
Class
A (1)
3,772,797
32,635
St.
Joe
1,683,162
99,711
Tricon
Residential (3)
2,169,634
34,454
245,930
Total
Real
Estate
1,303,610
UTILITIES
5.3%
Electric
Utilities
2.2%
IDACORP
949,000
109,477
MGE
Energy
959,537
76,561
PNM
Resources
1,056,775
50,377
Portland
General
Electric
944,300
52,078
288,493
Gas
Utilities
1.6%
Chesapeake
Utilities
651,992
89,818
T.
ROWE
PRICE
Small-Cap
Value
Fund
12
Shares
$
Value
(Cost
and
value
in
$000s)
‡
ONE
Gas
769,009
67,857
RGC
Resources (4)
580,462
12,410
Southwest
Gas
Holdings
520,583
40,757
210,842
Independent
Power
&
Renewable
Electricity
Producers
0.4%
NextEra
Energy
Partners
562,757
46,911
46,911
Multi-Utilities
0.6%
NorthWestern
1,239,702
74,990
74,990
Water
Utilities
0.5%
Artesian
Resources,
Class
A
70,305
3,413
California
Water
Service
Group
641,354
38,019
SJW
Group
308,243
21,448
62,880
Total
Utilities
684,116
Total
Common
Stocks
(Cost
$7,834,573)
12,161,086
CONVERTIBLE
PREFERRED
STOCKS
4.6%
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)(2)(5)
695,708
40,671
Cava
Group,
Series
F,
Acquisition
Date:
3/26/21,
Cost $14,389 (1)
(2)(5)
382,387
22,354
Torchys
Holdings,
Acquisition
Date:
11/13/20,
Cost $2,539 (1)(2)
(5)(6)
282,711
1,863
64,888
Internet
&
Direct
Marketing
Retail
0.1%
1661,
Series
F,
Acquisition
Date:
5/28/21,
Cost $12,383 (1)(2)(5)
2,127,647
12,383
Minted,
Series
E,
Acquisition
Date:
10/30/18,
Cost $5,471 (1)(2)(5)
406,249
6,016
18,399
Leisure
Products
0.2%
Rad
Power
Bikes,
Series
C,
Acquisition
Date:
1/22/21,
Cost $5,494 (1)(2)(5)
1,138,910
10,916
Rad
Power
Bikes,
Series
D,
Acquisition
Date:
9/16/21,
Cost $10,332 (1)(2)(5)
1,078,119
10,332
21,248
Total
Consumer
Discretionary
104,535
T.
ROWE
PRICE
Small-Cap
Value
Fund
13
Shares
$
Value
(Cost
and
value
in
$000s)
‡
CONSUMER
STAPLES
0.5%
Food
Products
0.5%
Farmers
Business
Network,
Series
D,
Acquisition
Date:
11/3/17,
Cost $15,529 (1)(2)(5)
841,026
52,277
Farmers
Business
Network,
Series
E,
Acquisition
Date:
2/11/19,
Cost $3,362 (1)(2)(5)
144,247
8,966
Farmers
Business
Network,
Series
F,
Acquisition
Date:
7/31/20,
Cost $881 (1)(2)(5)
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)(2)(4)
2,000,000
19,475
Total
Energy
19,475
FINANCIALS
0.6%
Banks
0.1%
CRB
Group,
Acquisition
Date:
1/28/22,
Cost $11,470 (1)(2)(5)
109,095
11,470
11,470
Diversified
Financial
Services
0.3%
Stash
Financial,
Series
F,
Acquisition
Date:
4/24/20,
Cost $11,157 (1)(2)(5)
445,224
25,943
Stash
Financial,
Series
G,
Acquisition
Date:
1/26/21,
Cost $12,559 (1)(2)(5)
335,107
19,527
45,470
Insurance
0.2%
Coalition,
Series
E,
Acquisition
Date:
9/7/21,
Cost $21,422 (1)(2)
(5)
1,296,510
21,422
21,422
Total
Financials
78,362
HEALTH
CARE
0.7%
Biotechnology
0.1%
Laronde,
Series
B,
Acquisition
Date:
7/28/21,
Cost $9,269 (1)(2)(5)
331,043
9,269
9,269
Health
Care
Providers
&
Services
0.2%
Capsule,
Series
D,
Acquisition
Date:
4/7/21,
Cost $6,130 (1)(2)(5)
423,036
6,130
Honor
Technology,
Series
D,
Acquisition
Date:
10/16/20,
Cost $8,982 (1)(2)(5)
3,729,550
11,791
Honor
Technology,
Series
E,
Acquisition
Date:
9/29/21,
Cost $10,347 (1)(2)(5)
3,272,913
10,347
28,268
T.
ROWE
PRICE
Small-Cap
Value
Fund
14
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Life
Sciences
Tools
&
Services
0.4%
National
Resilience,
Series
B,
Acquisition
Date:
10/23/20,
Cost $6,453 (1)(2)(5)
472,388
28,688
National
Resilience,
Series
C,
Acquisition
Date:
6/9/21,
Cost $13,636 (1)(2)(5)
307,043
18,647
47,335
Total
Health
Care
84,872
INDUSTRIALS
&
BUSINESS
SERVICES
0.9%
Aerospace
&
Defense
0.3%
ABL
Space
Systems,
Series
B,
Acquisition
Date:
3/24/21,
Cost $14,587 (1)(2)(5)
323,903
22,024
Epirus,
Series
C-2,
Acquisition
Date:
1/28/22,
Cost $14,645 (1)(2)
(5)
2,622,728
14,645
36,669
Electrical
Equipment
0.3%
CELLINK,
Series
D,
Acquisition
Date:
1/20/22,
Cost $12,776 (1)
(2)(5)
613,518
12,776
Tonian
Holdings,
Series
A,
Non-Voting
Shares,
Acquisition
Date:
1/15/21
-
7/20/21,
Cost $8,652 (1)(2)(4)(5)
8,531,194
9,811
Tonian
Holdings,
Series
A,
Voting
Shares,
Acquisition
Date:
1/15/21
-
7/20/21,
Cost $15,688 (1)(2)(4)(5)
15,050,275
17,307
39,894
Professional
Services
0.1%
Checkr,
Series
C,
Acquisition
Date:
4/10/18,
Cost $4,046 (1)(2)(5)
296,360
14,341
14,341
Road
&
Rail
0.2%
Convoy,
Series
D,
Acquisition
Date:
10/30/19,
Cost $19,800 (1)(2)
(5)
1,462,353
24,126
24,126
Total
Industrials
&
Business
Services
115,030
INFORMATION
TECHNOLOGY
0.8%
IT
Services
0.1%
Themis
Solutions,
Series
AA,
Acquisition
Date:
4/14/21,
Cost $684 (1)(2)(5)
30,470
735
Themis
Solutions,
Series
AB,
Acquisition
Date:
4/14/21,
Cost $68 (1)(2)(5)
3,030
73
Themis
Solutions,
Series
B,
Acquisition
Date:
4/14/21,
Cost $74 (1)(2)(5)
3,310
80
Themis
Solutions,
Series
E,
Acquisition
Date:
4/14/21,
Cost $8,658 (1)(2)(5)
385,620
9,297
10,185
T.
ROWE
PRICE
Small-Cap
Value
Fund
15
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Software
0.7%
Gusto,
Series
B,
Acquisition
Date:
8/18/20,
Cost $1,746 (1)(2)(5)
129,187
3,927
Gusto,
Series
B-2,
Acquisition
Date:
8/18/20,
Cost $3,259 (1)(2)(5)
241,168
7,331
Gusto,
Series
C,
Acquisition
Date:
7/16/18,
Cost $5,412 (1)(2)(5)
711,894
21,638
Gusto,
Series
D,
Acquisition
Date:
7/16/19,
Cost $7,227 (1)(2)(5)
542,859
16,501
Mesosphere,
Series
D,
Acquisition
Date:
5/4/18,
Cost $13,431 (1)
(2)(5)
1,214,930
1,823
Nuro,
Series
C,
Acquisition
Date:
10/30/20
-
3/2/21,
Cost $11,195 (1)(2)(5)
857,551
17,876
Nuro,
Series
D,
Acquisition
Date:
10/29/21,
Cost $6,458 (1)(2)(5)
309,802
6,458
SecurityScorecard,
Series
E,
Acquisition
Date:
3/5/21,
Cost $9,505 (1)(2)(5)
627,251
11,077
Socure,
Series
A,
Acquisition
Date:
12/22/21,
Cost $2,929 (1)(2)
(5)
182,290
2,929
Socure,
Series
A-1,
Acquisition
Date:
12/22/21,
Cost $2,404 (1)
(2)(5)
149,613
2,404
Socure,
Series
B,
Acquisition
Date:
12/22/21,
Cost $43 (1)(2)(5)
2,706
43
Socure,
Series
E,
Acquisition
Date:
10/27/21,
Cost $5,572 (1)(2)(5)
346,775
5,572
97,579
Total
Information
Technology
107,764
MATERIALS
0.2%
Chemicals
0.1%
Sila
Nano,
Series
F,
Acquisition
Date:
1/7/21,
Cost $11,381 (1)(2)
(5)
275,749
8,595
8,595
Metals
&
Mining
0.1%
Kobold
Metals,
Series
B-1,
Acquisition
Date:
1/10/22,
Cost $14,318 (1)(2)(5)
522,347
14,318
14,318
Total
Materials
22,913
Total
Convertible
Preferred
Stocks
(Cost
$407,936)
595,851
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)(2)(4)(5)(6)
1,286,870
1,287
Total
Energy
1,287
Total
Preferred
Stocks
(Cost
$1,287)
1,287
T.
ROWE
PRICE
Small-Cap
Value
Fund
16
Shares
$
Value
(Cost
and
value
in
$000s)
‡
SHORT-TERM
INVESTMENTS
1.7%
Money
Market
Funds
1.7%
T.
Rowe
Price
Government
Reserve
Fund,
0.29% (4)(7)
220,156,195
220,156
Total
Short-Term
Investments
(Cost
$220,156)
220,156
SECURITIES
LENDING
COLLATERAL
0.6%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
JPMORGAN
CHASE
BANK
0.1%
Money
Market
Funds
0.1%
T.
Rowe
Price
Government
Reserve
Fund,
0.29% (4)(7)
11,073,675
11,074
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
JPMorgan
Chase
Bank
11,074
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
BANK
AND
TRUST
COMPANY
0.5%
Money
Market
Funds
0.5%
T.
Rowe
Price
Government
Reserve
Fund,
0.29% (4)(7)
62,245,490
62,245
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
Bank
and
Trust
Company
62,245
Total
Securities
Lending
Collateral
(Cost
$73,319)
73,319
Total
Investments
in
Securities
100.7%
(Cost
$8,537,271)
$
13,051,699
Other
Assets
Less
Liabilities
(0.7)%
(
86,675
)
Net
Assets
100.0%
$
12,965,024
‡
Shares
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(1)
Non-income
producing
(2)
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
$807,418
and
represents
6.2%
of
net
assets.
(3)
All
or
a
portion
of
this
security
is
on
loan
at
March
31,
2022.
(4)
Affiliated
Companies
(5)
Level
3
in
fair
value
hierarchy.
T.
ROWE
PRICE
Small-Cap
Value
Fund
17
.
.
.
.
.
.
.
.
.
.
(6)
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.
(7)
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
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
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
three
months
ended
March
31,
2022.
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
$
11,121
$
(
2,967
)
$
—
AgroFresh
Solutions
(
696
)
184
—
American
Public
Education
(
3
)
(
1,313
)
—
Aris
Water
Solution,
Class
A
60
8,558
264
Boston
Omaha,
Class
A
81
(
6,099
)
—
BRP
Group,
Class
A
235
(
29,317
)
—
CIRCOR
International
3
(
900
)
—
Clearwater
Paper
143
(
12,100
)
—
Dogwood
State
Bank,
Non-Voting
Shares
—
—
—
Dogwood
State
Bank,
Voting
Shares
—
—
—
Dogwood
State
Bank,
Warrants,
5/6/24
—
—
—
Enerflex
(
83
)
2,071
74
Energy
Reservoir
Holdings,
Class
A-1
—
—
—
Energy
Reservoir
Holdings,
Class
A-3
—
—
—
FS
Bancorp
53
(
1,529
)
112
HarborOne
Bancorp
101
(
2,962
)
175
Harmonic
267
(
28,351
)
—
Horizon
Global
62
(
7,465
)
—
I3
Verticals,
Class
A
42
5,453
—
James
River
Group
Holdings
(
11
)
(
3,949
)
92
John
Marshall
Bancorp
32
2,006
—
Live
Oak
Bancshares
490
(
80,600
)
67
LL
Flooring
Holdings
(
216
)
(
6,930
)
—
Myers
Industries
76
3,986
287
National
Bank
Holdings,
Class
A
334
(
6,500
)
391
Orion
Engineered
Carbons
107
(
7,040
)
92
PCSB
Financial
23
48
61
Ponce
Financial
Group ^^
7
(
295
)
—
Preferred
Bank
972
952
346
Provident
Bancorp
29
(
2,872
)
48
Ranger
Energy
Services
(
81
)
75
—
Ranger
Energy
Services,
Series
A
—
(
38
)
—
REX
American
Resources
1,961
(
543
)
—
RGC
Resources
—
(
524
)
86
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
Saga
Communications,
Class
A
$
22
$
(
564
)
$
75
Saul
Centers,
REIT
119
(
431
)
750
Strattec
Security
37
55
—
Tonian
Holdings,
Series
A,
Non-Voting
Shares
—
1,280
—
Tonian
Holdings,
Series
A,
Voting
Shares
—
1,787
—
Triumph
Group
182
36,617
—
Utah
Medical
Products
58
(
2,428
)
71
Winmark
308
(
7,715
)
118
T.
Rowe
Price
Government
Reserve
Fund,
0.29%
—
—
59
++
Totals
$
15,835
#
$
(
150,360
)
$
3,168
+
T.
ROWE
PRICE
Small-Cap
Value
Fund
20
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Supplementary
Investment
Schedule
Affiliate
Value
12/31/21
Purchase
Cost
Sales
Cost
Value
03/31/22
Advantage
Energy
$
75,324
$
—
$
13,806
$
*
AgroFresh
Solutions
11,399
—
875
10,708
American
Public
Education
28,992
—
107
27,572
Aris
Water
Solution,
Class
A
*
—
270
29,660
Boston
Omaha,
Class
A
51,581
—
104
45,378
BRP
Group,
Class
A
*
10,290
126
94,422
CIRCOR
International
42,771
7,546
163
49,254
Clearwater
Paper
50,519
1,480
30
39,869
Dogwood
State
Bank,
Non-
Voting
Shares
3,838
—
—
3,838
Dogwood
State
Bank,
Voting
Shares
1,885
—
—
1,885
Dogwood
State
Bank,
Warrants,
5/6/24
210
—
—
210
Enerflex
*
557
498
34,698
Energy
Reservoir
Holdings,
Class
A-1
20,875
—
—
20,875
Energy
Reservoir
Holdings,
Class
A-3
1,287
—
—
1,287
FS
Bancorp
18,954
—
232
17,193
HarborOne
Bancorp
*
—
93
48,938
Harmonic
133,704
2,465
1,105
106,713
Horizon
Global
26,086
—
24
18,597
I3
Verticals,
Class
A
24,840
—
307
*
James
River
Group
Holdings
*
13,222
164
51,296
John
Marshall
Bancorp
20,584
—
49
22,541
Live
Oak
Bancshares
192,229
1,363
114
112,878
LL
Flooring
Holdings
40,251
—
676
32,645
Myers
Industries
39,980
8,165
69
52,062
National
Bank
Holdings,
Class
A
74,898
—
604
67,794
Orion
Engineered
Carbons
*
7,949
86
54,755
PCSB
Financial
19,349
—
49
19,348
Ponce
Financial
Group ^^
15,142
3,800
56
18,591
Preferred
Bank
57,766
—
1,070
57,648
Provident
Bancorp
*
—
51
19,351
Ranger
Energy
Services
10,281
—
366
9,990
Ranger
Energy
Services,
Series
A
19,513
—
—
19,475
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
12/31/21
Purchase
Cost
Sales
Cost
Value
03/31/22
REX
American
Resources
$
33,635
$
—
$
7,433
$
*
RGC
Resources
10,156
2,818
40
12,410
Saga
Communications,
Class
A
11,222
—
17
10,641
Saul
Centers,
REIT
69,918
1,335
135
70,687
Strattec
Security
13,203
—
139
13,119
Tonian
Holdings,
Series
A,
Non-
Voting
Shares
8,531
—
—
9,811
Tonian
Holdings,
Series
A,
Voting
Shares
11,925
3,595
—
17,307
Triumph
Group
97,338
3,865
260
137,560
Utah
Medical
Products
22,862
1,474
34
21,874
Winmark
65,358
—
708
56,935
T.
Rowe
Price
Government
Reserve
Fund,
0.29%
269,856
¤
¤
293,475
Total
$
1,733,290
^
#
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
$3,168
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
$1,421,511.
^^
Includes
previously
reported
affiliates
PDL
Community
Bancorp
acquired
through
a
corporate
action.
*
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
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)
T.
ROWE
PRICE
Small-Cap
Value
Fund
23
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
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.
T.
ROWE
PRICE
Small-Cap
Value
Fund
24
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
March
31,
2022
(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
March
31,
2022.
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
March
31,
2022,
totaled $(5,724,000) for
the
period ended
March
31,
2022.
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
11,673,262
$
303,793
$
184,031
$
12,161,086
Convertible
Preferred
Stocks
—
19,475
576,376
595,851
Preferred
Stocks
—
—
1,287
1,287
Short-Term
Investments
220,156
—
—
220,156
Securities
Lending
Collateral
73,319
—
—
73,319
Total
$
11,966,737
$
323,268
$
761,694
$
13,051,699
($000s)
Beginning
Balance
12/31/21
Gain
(Loss)
During
Period
Total
Purchases
Ending
Balance
3/31/22
Investment
in
Securities
Common
Stocks
$
186,369
$
(2,338)
$
—
$
184,031
Convertible
Preferred
Stocks
522,958
(3,386)
56,804
576,376
Preferred
Stocks
1,287
—
—
1,287
Total
$
710,614
$
(5,724)
$
56,804
$
761,694
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
$
184,031
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
2.75
yrs
2.75
yrs
Decrease
Market
comparable
Enterprise
value
to
sales
multiple
2.0x
-
18.2x
6.2x
Increase
Sales
growth
rate
23%
-
45%
30%
Increase
Enterprise
value
to
gross
profit
multiple
7.1x
-
24.5x
14.7x
Increase
Gross
profit
growth
rate
36%
-
65%
50%
Increase
Enterprise
value
to
EBITDA
multiple
10.5x
-
22.3x
12.2x
Increase
EBITDA
growth
rate
38%
38%
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
1.4x
-
1.5x
1.5x
Increase
Tangible
book
value
growth
rate
15%
15%
Increase
Projected
enterprise
value
to
EBITDA
multiple
12.5x
12.5x
Increase
Discount
for
lack
of
marketability
10%
10%
Decrease
Options
pricing
model
Private
company
valuation
—#
—#
—#
Risk-free
rate
3%
3%
Increase
Volatility
41%
-
46%
44%
Increase
Discount
for
lack
of
marketability
10%
10%
Decrease
Preferred
Stocks
$
1,287
Recent
comparable
transaction
price(s)
—#
—#
—#
—#
Convertible
Preferred
Stocks
$
576,376
Recent
comparable
transaction
price(s)
—#
—#
—#
—#
Market
comparable
Enterprise
value
to
sales
multiple
2.0x
-
18.2x
6.2x
Increase
Sales
growth
rate
8%
-
59%
32%
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.
OTHER
MATTERS
Unpredictable
events
such
as
environmental
or
natural
disasters,
war,
terrorism,
pandemics,
outbreaks
of
infectious
diseases,
and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
a
fund
invests.
Certain
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
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**
Enterprise
value
to
gross
profit
multiple
4.2x
-
24.5x
15.4x
Increase
Gross
profit
growth
rate
8%
-
65%
55%
Increase
Enterprise
value
to
EBITDA
multiple
17.9x
-
22.3x
21.0x
Increase
EBITDA
growth
rate
38%
38%
Increase
Projected
enterprise
value
to
EBITDA
multiple
4.3x
4.3x
Increase
Discount
rate
for
cost
of
capital
30%
30%
Decrease
Discount
for
lack
of
marketability
10%
10%
Decrease
T.
ROWE
PRICE
Small-Cap
Value
Fund
29
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
Since
2020,
a
novel
strain
of
coronavirus
(COVID-19)
has
resulted
in
disruptions
to
global
business
activity
and
caused
significant
volatility
and
declines
in
global
financial
markets.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict.
Economic
sanctions
have
since
been
imposed
on
Russia
and
certain
of
its
citizens,
including
the
exclusion
of
Russia
from
the
SWIFT
global
payments
network.
As
a
result, Russian-related
stocks
and
debt
have
since
suffered
significant
declines
in
value.
The
duration
of
the
coronavirus
outbreak
and
the
Russian-Ukraine
conflict,
and
their
effects
on
the
financial
markets,
cannot
be
determined
with
certainty.
The fund’s
performance
could
be
negatively
impacted
if
the
value
of
a
portfolio
holding
were
harmed
by
these
and
such
other
events.
Management
is
actively
monitoring
these
events.
F46-054Q1
03/22