T. Rowe Price Equity Series N-CSR Certified 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: 811-07143

T. Rowe Price Equity Series, Inc.

(Exact name of registrant as specified in charter)

100 East Pratt Street, Baltimore, MD 21202                

(Address of principal executive offices)

David Oestreicher

100 East Pratt Street, Baltimore, MD 21202

(Name and address of agent for service)

Registrant’s telephone number, including area code: (410) 345-2000

Date of fiscal year end: December 31    

Date of reporting period: December 31, 2022

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Annual

REPORT

December

31,

2022

Moderate

Allocation

Portfolio

T.

ROWE

PRICE

For

more

insights

from

T.

Rowe

Price

investment

professionals,

go

to

troweprice.com

.

Highlights

and

Market

Commentary

Management’s

Discussion

of

Fund

Performance

Performance

and

Expenses

Financial

Highlights

Portfolio

of

Investments

Financial

Statements

and

Notes

Additional

Fund

Information

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

HIGHLIGHTS

The

Moderate

Allocation

Portfolio

underperformed

its

combined

index

portfolio

benchmark

and

its

Lipper

peer

group

average

for

the

12

months

ended

December

31,

2022.

Security

selection

in

the

portfolio’s

underlying

investments

drove

underperformance,

especially

in

the

U.S.

large-cap

growth

equity

strategy.

Tactical

allocation

decisions

in

the

fund’s

underlying

investments

also

had

a

negative

impact

on

relative

performance.

The

inclusion

of

diversifying

sectors

such

as

high

yield

bonds

and

real

assets

equities

contributed

to

relative

results.

We

maintain

a

modest

underweight

to

equities,

reflecting

a

less

compelling

risk/reward

trade-off

given

the

headwinds

to

growth

from

rising

interest

rates

coupled

with

what

we

believe

are

elevated

expectations

for

earnings.

We

believe

that

the

Moderate

Allocation

Portfolio’s

diversification

and

flexibility

to

identify

investment

opportunities

across

sectors

and

regions

should

allow

us

to

generate

solid

long-term

returns

in

a

variety

of

market

environments.

Log

in

to

your

account

at

troweprice.com

for

more

information.

*

Certain

mutual

fund

accounts

that

are

assessed

an

annual

account

service

fee

can

also

save

money

by

switching

to

e-delivery.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

Market

Commentary

1

Dear

Investor

Nearly

all

major

global

stock

and

bond

indexes

fell

sharply

in

2022,

as

investors

contended

with

persistently

high

inflation,

tightening

financial

conditions,

and

slowing

economic

and

corporate

earnings

growth.

Double-digit

losses

were

common

in

equity

markets

around

the

world,

and

bond

investors

also

faced

a

historically

tough

environment

amid

a

sharp

rise

in

interest

rates.

Value

shares

declined

but

outperformed

growth

stocks

by

a

considerable

margin

as

equity

investors

turned

risk

averse

and

as

rising

rates

put

downward

pressure

on

growth

stock

valuations.

Emerging

markets

stocks

generally

underperformed

shares

in

developed

markets.

Meanwhile,

the

U.S.

dollar

strengthened

versus

most

currencies

during

the

period,

which

weighed

on

returns

for

U.S.

investors

in

international

securities.

Within

the

S&P

500

Index,

energy

was

a

rare

bright

spot,

gaining

more

than

60%

as

oil

prices

jumped

in

response

to

Russia’s

invasion

of

Ukraine

and

concerns

over

commodity

supply

shortages.

Defensive

shares,

such

as

utilities,

consumer

staples,

and

health

care,

held

up

relatively

well

and

finished

the

year

with

roughly

flat

returns.

Conversely,

communication

services,

consumer

discretionary,

and

information

technology

shares

suffered

the

largest

declines.

Elevated

inflation

remained

a

leading

concern

for

investors

throughout

the

period,

although

there

were

signs

that

price

increases

were

moderating

by

year-end.

November’s

consumer

price

index

data

showed

headline

inflation

rising

7.1%

on

a

12-month

basis,

the

lowest

level

since

December

2021

but

still

well

above

the

Federal

Reserve’s

2%

long-term

target.

In

response

to

the

high

inflation

readings,

global

central

banks

tightened

monetary

policy,

and

investors

focused

on

communications

from

central

bank

officials

on

how

high

rates

would

have

to

go.

The

Fed,

which

at

the

end

of

2021

had

forecast

that

it

would

only

need

to

raise

interest

rates

0.75

percentage

point

in

all

of

2022,

raised

its

short-term

lending

benchmark

from

near

zero

in

March

to

a

target

range

of

4.25%

to

4.50%

by

December

and

indicated

that

additional

hikes

are

likely.

Bond

yields

increased

considerably

across

the

U.S.

Treasury

yield

curve

as

the

Fed

tightened

monetary

policy,

with

the

yield

on

the

benchmark

10-year

U.S.

Treasury

note

climbing

from

1.52%

at

the

start

of

the

period

to

3.88%

at

the

end

of

the

year.

Significant

inversions

in

the

yield

curve,

which

are

often

considered

a

warning

sign

of

a

coming

recession,

occurred

during

the

period

as

shorter-maturity

Treasuries

experienced

the

largest

yield

increases.

The

sharp

increase

in

yields

led

to

historically

weak

results

across

the

fixed

income

market,

with

the

Bloomberg

U.S.

Aggregate

Bond

Index

delivering

its

worst

year

on

record.

(Bond

prices

and

yields

move

in

opposite

directions.)

As

the

period

came

to

an

end,

the

economic

backdrop

appeared

mixed.

Although

manufacturing

gauges

have

drifted

toward

contraction

levels,

the

U.S.

jobs

market

remained

resilient,

and

corporate

and

household

balance

sheets

appeared

strong.

Meanwhile,

the

housing

market

has

weakened

amid

rising

mortgage

rates.

The

past

year

has

been

a

trying

time

for

investors

as

few

sectors

remained

untouched

by

the

broad

headwinds

that

markets

faced,

and

volatility

may

continue

in

the

near

term

as

central

banks

tighten

policy

amid

slowing

economic

growth.

However,

in

our

view,

there

continue

to

be

opportunities

for

selective

investors

focused

on

fundamentals.

Valuations

in

most

global

equity

markets

have

improved

markedly,

although

U.S.

equities

still

appear

relatively

expensive

by

historical

standards,

while

bond

yields

have

reached

some

of

the

most

attractive

levels

since

the

2008

global

financial

crisis.

We

believe

this

environment

makes

skilled

active

management

a

critical

tool

for

identifying

risks

and

opportunities,

and

our

investment

teams

will

continue

to

use

fundamental

research

to

identify

securities

that

can

add

value

to

your

portfolio

over

the

long

term.

Thank

you

for

your

continued

confidence

in

T.

Rowe

Price.

Sincerely, 

Robert

Sharps

CEO

and

President

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

Management’s

Discussion

of

Fund

Performance

2

INVESTMENT

OBJECTIVE 

The

fund

seeks

the

highest

total

return

over

time

consistent

with

an

emphasis

on

both

capital

appreciation

and

income.

FUND

COMMENTARY

How

did

the

fund

perform

in

the

past 12

months?

The

Moderate

Allocation

Portfolio

returned

-18.31%

in

the

12

months

ended

December

31,

2022.

The

portfolio

underperformed

its

combined

index

portfolio

benchmark,

the

Morningstar

Moderate

Target

Risk

Index,

and

its

peer

group,

the

Lipper

Variable

Annuity

Underlying

Mixed-Asset

Target

Allocation

Moderate

Funds

Average.

(

Past

performance

cannot

guarantee

future

results

.)

*For

a

definition

of

the

combined

index

portfolio,

please

see

the

Benchmark

Information

section.

What

factors

influenced

the

fund’s

performance?

Overall,

security

selection

in

the

portfolio’s

underlying

investments

had

a

negative

impact

on

relative

performance.

Security

selection

among

U.S.

large-cap

growth

stocks

was

a

significant

detractor.

The

allocation

underperformed

its

style-

specific

benchmark,

driven

largely

by

stock

selection

and

an

overweight

allocation

in

the

consumer

discretionary

and

communication

services

sectors.

The

allocation

to

U.S.

large-cap

value

stocks

also

held

back

relative

performance

as

stock

selection

in

the

energy

sector

weighed.

Within

fixed

income,

security

selection

in

the

U.S.

investment-grade

debt

strategy,

which

trailed

its

style-specific

benchmark,

had

a

negative

impact.

However,

security

selection

within

the

emerging

markets

bond

and

U.S.

large-cap

core

equity

allocations

modestly

contributed

to

relative

performance,

as

they

outpaced

their

respective

benchmarks.

Tactical

decisions

to

overweight

and

underweight

asset

classes

weighed

on

relative

returns.

An

underweight

to

cash

in

favor

of

bonds

throughout

the

period

weighed

on

relative

returns.

An

overweight

to

emerging

markets

equities

during

the

period,

which

fared

worse

than

developed

markets,

detracted.

Emerging

markets

tumbled

as

the

Russia-Ukraine

conflict,

rising

interest

rates,

a

strengthening

U.S.

dollar,

and

concerns

about

the

Chinese

economy

created

an

acute

risk-off

environment.

Conversely,

our

underweight

to

U.S.

large-cap

growth

stocks

was

beneficial

as

the

segment

significantly

underperformed

U.S.

large-cap

value

stocks

for

the

year.

An

opportunistic

tilt

toward

inflation-linked

securities

in

the

first

half

of

the

year

also

added

value.

The

inclusion

of

diversifying

sectors

lifted

relative

returns,

led

by

the

inclusion

of

real

assets

equities.

However,

this

positive

impact

was

partly

mitigated

by

a

tactical

underweight

allocation

to

the

sector

early

in

the

year.

We

closed

the

underweight

halfway

through

the

period

and

are

now

neutral

to

the

sector.

Real

assets

equities

fell

to

a

lesser

extent

than

the

broader

equity

markets

as

commodities,

such

as

coal

and

natural

gas,

emerged

as

clear

leaders

with

robust

gains.

On

the

other

hand,

real

estate

stocks

fell

sharply,

hurt

by

substantial

increases

in

interest

rates.

Exposure

to

high

yield

debt

added

value.

High

yield

bonds

fell

as

credit

spreads

widened

and

investors

were

concerned

about

the

potential

for

weaker

corporate

earnings

and

a

recession

in

2023

but

outperformed

more

interest

rate-sensitive

investment-grade

issues

for

the

year.

Conversely,

the

inclusion

of

international

bonds

as

a

diversifying

fixed

income

sector

detracted

from

relative

returns.

Bonds

in

developed

non-U.S.

markets

fared

poorly

in

2022,

as

interest

rates

in

most

developed

countries

increased

amid

elevated

inflation,

and

losses

to

U.S.

investors

were

exacerbated

by

a

stronger

U.S.

dollar

versus

many

other

currencies.

How

is

the

fund

positioned?

We

are

underweight

to

stocks

as

we

believe

the

weakening

outlook

for

growth

and

earnings

is

cause

for

caution

amid

still-elevated

inflation

and

continued

policy

tightening

by

central

banks.

Within

fixed

income,

we

increased

our

allocation

to

cash

over

the

last

year,

which

reduces

portfolio

duration

while

earning

attractive

yields

and

provides

liquidity

should

market

opportunities

arise.

Stocks

On

a

regional

basis,

we

are

modestly

overweight

to

international

stocks,

with

a

tilt

to

emerging

markets,

relative

to

U.S.

stocks

given

more

attractive

valuations.

We

believe

the

global

growth

outlook

may

benefit

from

reopening

and

stabilization

in

China.

However,

inflation

concerns,

tighter

central

bank

policy,

an

energy

crisis

in

Europe,

and

U.S.

dollar

strength

remain

notable

risks.

U.S.

stocks

remain

expensive

on

a

relative

basis,

although

the

U.S.

economy

appears

to

be

more

resilient

than

the

rest

of

the

world,

and

its

less

cyclical

nature

could

provide

support

as

global

growth

weakens.

Among

major

developed

markets

outside

the

U.S.,

equity

valuations

in

Europe

are

compelling,

but

elevated

energy

costs

and

weakening

manufacturing

activity

have

made

a

recession

likely.

Despite

the

negative

impact

of

slowing

global

trade

volumes,

Japanese

equities

offer

cheap

valuations,

relatively

PERFORMANCE

COMPARISON

Total

Return

Periods

Ended

12/31/22

6

Months

12

Months

Moderate

Allocation

Portfolio

-0.04‌%

-18.31‌%

Morningstar

Moderate

Target

Risk

Index

1.38‌

-14.77‌

Combined

Index

Portfolio*

1.05‌

-14.49‌

Lipper

Variable

Annuity

Underlying

Mixed-Asset

Target

Allocation

Moderate

Funds

Average

0.13‌

-15.48‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

3

lower

inflation,

an

improving

outlook

for

the

yen,

and

accommodative

monetary

and

fiscal

policies.

We

remain

overweight

to

emerging

markets

stocks,

which

offer

more

compelling

valuations

relative

to

their

developed

markets

counterparts.

While

the

rapid

relaxation

of

China’s

zero-COVID

restrictions

may

create

a

disorderly

reopening

process

and

lead

to

a

significant

increase

in

coronavirus

cases

over

the

near

term,

we

believe

the

country’s

domestic

economic

outlook

will

improve

by

mid-2023.

However,

multiple

risks

persist

in

China,

including

housing

sector

concerns,

geopolitical

uncertainty,

and

sanctions-related

impacts.

In

the

U.S.,

we

are

nearly

balanced

between

value

and

growth

equities,

as

we

have

moderated

our

overweight

to

value

given

relative

outperformance

over

the

last

12

months.

The

slowing

economic

growth

backdrop

is

unfavorable

for

cyclicals,

while

higher

interest

rates

weigh

on

growth-oriented

equities.

During

the

period,

we

introduced

a

tactical

allocation

to

large-cap

core

equities

that

generally

have

a

higher-quality

profile

and

are

less

cyclical

or

have

less

interest

rate

sensitivity

than

value

or

growth

styles,

respectively.

We

are

modestly

overweight

to

U.S.

small-cap

stocks

relative

to

larger

companies.

We

believe

small-cap

valuations

are

particularly

compelling

as

shares

have

traded

lower

amid

elevated

recession

concerns

and

higher

financing

costs.

Earnings

for

smaller

companies

have

held

up

relatively

well

during

this

period

of

economic

weakness

and

could

improve

if

the

outlook

stabilizes.

We

are

neutral

to

inflation-sensitive

real

assets

equities,

which

we

believe

may

provide

a

hedge

should

inflationary

pressures

persist

longer

than

expected.

Commodity

prices

may

face

further

pressure

due

to

economic

concerns,

although

energy

demand

could

be

bolstered

as

China

begins

reopening.

The

real

estate

sector

remains

attractive

in

the

context

of

economic

recovery

as

the

sector

offers

income

and

an

ability

to

raise

rents,

but

equity

prices

remain

vulnerable

to

rising

rates.

Bonds

We

are

overweight

to

high

yield

bonds

as

yields

in

the

sector

offer

reasonable

compensation

for

risk,

in

our

view.

High

yield

credit

fundamentals

remain

supportive

in

the

face

of

slowing

economic

growth;

however,

default

rates

are

likely

to

rise

from

historically

low

levels

toward

longer-run

averages.

We

believe

that,

in

an

environment

of

volatile

equity

returns,

the

income

offered

by

high

yield

bonds

contributes

to

a

compelling

risk-

adjusted

return

profile.

We

are

neutral

to

nondollar

bonds,

given

the

differing

paces

with

which

various

central

banks

are

progressing

with

monetary

policy

tightening.

While

near-term

risks

remain

that

the

U.S.

dollar

could

strengthen

further

in

a

risk-off

environment,

we

believe

nondollar

bonds

should

benefit

from

more

supportive

currency

dynamics

over

the

intermediate

term

given

narrowing

growth

and

real

interest

rate

differentials

between

the

U.S.

and

the

rest

of

the

world.

We

are

overweight

to

dollar-denominated

emerging

markets

bonds

given

attractive

yield

levels

in

select

markets

versus

developed

markets.

We

believe

peaking

monetary

tightening

from

many

central

banks

and

moderating

inflation

should

be

supportive

of

the

sector.

What

is

portfolio

management’s

outlook?

Global

equity

and

bond

markets

fell

sharply

in

2022

but

bounced

off

recent

lows

at

the

end

of

the

period

on

signs

that

inflation

is

beginning

to

ease.

Capital

markets

appear

to

have

priced

in

a

significant

global

economic

growth

environment

heading

into

2023,

although

the

duration

and

magnitude

remain

uncertain

as

the

world’s

major

central

banks

continue

efforts

to

bring

inflation

under

control

by

hiking

interest

rates

and

draining

liquidity

from

the

markets.

However,

signs

suggesting

easing

inflation

pressures

have

emerged

in

recent

months.

Key

input

costs—such

as

oil

and

other

commodities—

have

declined,

while

labor

participation

and

employment

data

suggest

a

resilient

labor

market

in

the

U.S.

despite

an

uncertain

growth

outlook.

The

Fed

has

signaled

a

potential

shift

to

a

more

moderate

pace

of

tightening

but

remains

committed

to

taming

inflation,

particularly

wage

inflation,

which

it

sees

as

a

key

driver

of

persistent

inflation.

Even

taking

into

account

this

more

moderate

pace,

we

expect

the

Fed’s

benchmark

interest

rate

to

reach

5%

by

early

2023

as

inflation

will

likely

settle

above

the

Fed’s

2%

long-term

inflation

target.

Given

the

range

of

potential

paths

for

growth

and

inflation,

these

conditions

contribute

to

a

less

compelling

risk/reward

trade-off

between

stocks

and

bonds

or

cash

in

the

near

term,

and

we

believe

that

a

more

modest

allocation

to

equities

may

be

prudent.

While

equities

have

rallied

in

recent

months,

uncertainty

around

corporate

fundamentals

suggests

limited

near-term

upside,

particularly

as

earnings

estimates

remain

elevated

against

a

slowing

growth

outlook.

Furthermore,

fixed

income

yields,

particularly

for

below

investment-grade

issuers,

have

reached

attractive

levels,

given

what

we

expect

to

be

a

manageable

outlook

for

credit

downgrades

and

defaults.

Other

key

risks

to

global

markets

include

central

bank

missteps,

persistent

inflation,

the

potential

for

a

sharper

slowdown

in

global

growth,

geopolitical

tensions,

and

the

need

for

China

to

SECURITY

DIVERSIFICATION

Based

on

net

assets

as

of

12/31/22.

*

Includes

the

cash

underlying

futures

positions,

such

as

the

Russell

2000

futures.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

4

strike

a

balance

between

containing

the

coronavirus

and

economic

growth.

We

believe

these

headwinds

should

peak

and

subsequently

ease

in

the

latter

half

of

2023

and

potentially

provide

a

more

constructive

environment.

We

continue

to

evaluate

long‐term

valuations

and

early

indications

of

stabilization

or

improvement

in

macroeconomic

conditions

as

we

assess

where

there

may

be

opportunities

to

add

to

equities

and

other

risk

assets.

The

elevated

levels

of

volatility

and

uncertainty

in

global

markets

underscore

the

value

of

our

thoughtful

strategic

investing

approach.

Given

the

uncertain

impact

of

the

forces

driving

global

financial

markets,

we

believe

the

Moderate

Allocation

Portfolio’s

broad

diversification

and

the

strength

of

T.

Rowe

Price’s

fundamental

research

platform

should

help

us

perform

in

a

variety

of

market

environments

over

the

long

term.

The

views

expressed

reflect

the

opinions

of

T.

Rowe

Price

as

of

the

date

of

this

report

and

are

subject

to

change

based

on

changes

in

market,

economic,

or

other

conditions.

These

views

are

not

intended

to

be

a

forecast

of

future

events

and

are

no

guarantee

of

future

results.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

5

RISKS

OF

INVESTING

Stocks

generally

fluctuate

in

value

more

than

bonds

and

may

decline

significantly

over

short

time

periods.

There

is

a

chance

that

stock

prices

overall

will

decline

because

stock

markets

tend

to

move

in

cycles,

with

periods

of

rising

and

falling

prices.

The

value

of

stocks

held

by

the

fund

may

decline

due

to

general

weakness

or

volatility

in

the

stock

markets

in

which

the

fund

invests

or

because

of

factors

that

affect

a

particular

company

or

industry.

Investing

in

the

securities

of

non-U.S.

issuers

involves

special

risks

not

typically

associated

with

investing

in

U.S.

issuers.

Risks

can

result

from

varying

stages

of

economic

and

political

development;

differing

regulatory

environments,

trading

days,

and

accounting

standards;

and

higher

transaction

costs

of

non-U.S.

markets.

Non-U.S.

investments

are

also

subject

to

currency

risk,

or

a

decline

in

the

value

of

a

foreign

currency

versus

the

U.S.

dollar,

which

reduces

the

dollar

value

of

securities

denominated

in

that

currency.

The

risks

of

investing

outside

the

U.S.

are

heightened

for

any

investments

in

emerging

markets,

which

are

susceptible

to

greater

volatility

than

investments

in

developed

markets.

Fixed

income

markets

can

be

adversely

affected

by

economic

and

other

market

developments.

Fixed

income

securities

are

subject

to

interest

rate

risk,

the

decline

in

bond

prices

that

usually

accompanies

a

rise

in

interest

rates.

Longer-maturity

bonds

typically

decline

more

than

shorter

maturities.

Funds

that

invest

in

bonds

are

also

subject

to

credit

risk,

the

chance

that

any

fund

holding

could

have

its

credit

rating

downgraded

or

that

a

bond

issuer

will

default

(fail

to

make

timely

payments

of

interest

or

principal),

potentially

reducing

the

fund’s

income

level

and

share

price.

BENCHMARK

INFORMATION

Combined

Index

Portfolio:

An

unmanaged

blended

index

benchmark

composed

of

the

following

underlying

indexes

as

of

December

31,

2022:

60%

stocks

(42%

Russell

3000

Index,

18%

MSCI

All

Country

World

ex-US

Index

Net),

30%

bonds

(Bloomberg

U.S.

Aggregate

Bond

Index),

and

10%

money

market

securities

(FTSE

3-Month

Treasury

Bill

Index). 

Note:

Bloomberg

®

and Bloomberg

U.S.

Aggregate

Bond

Index

are

service

marks

of

Bloomberg

Finance

L.P.

and

its

affiliates,

including

Bloomberg

Index

Services

Limited

(“BISL”),

the

administrator

of

the

index

(collectively,

“Bloomberg”)

and

have

been

licensed

for

use

for

certain

purposes

by

T.

Rowe

Price.

Bloomberg

is

not

affiliated

with

T.

Rowe

Price,

and

Bloomberg

does

not

approve,

endorse,

review,

or

recommend

its

products.

Bloomberg

does

not

guarantee

the

timeliness,

accurateness,

or

completeness

of

any

data

or

information

relating

to

its

products. 

Note:

Portions

of

the

mutual

fund

information

contained

in

this

report

was

supplied

by

Lipper,

a

Refinitiv

Company,

subject

to

the

following:

Copyright

2023

©

Refinitiv.

All

rights

reserved.

Any

copying,

republication

or

redistribution

of

Lipper

content

is

expressly

prohibited

without

the

prior

written

consent

of

Lipper.

Lipper

shall

not

be

liable

for

any

errors

or

delays

in

the

content,

or

for

any

actions

taken

in

reliance

thereon.

Note:

MSCI

and

its

affiliates

and

third-party

sources

and

providers

(collectively,

“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

or

any

securities

or

financial

products.

This

report

is

not

approved,

reviewed,

or

produced

by

MSCI.

Historical

MSCI

data

and

analysis

should

not

be

taken

as

an

indication

or

guarantee

of

any

future

performance

analysis,

forecast

or

prediction.

None

of

the

MSCI

data

is

intended

to

constitute

investment

advice

or

a

recommendation

to

make

(or

refrain

from

making)

any

kind

of

investment

decision

and

may

not

be

relied

on

as

such.

Note:

London

Stock

Exchange

Group

plc

and

its

group

undertakings

(collectively,

the

“LSE

Group”).

©

LSE

Group

2023.

All

rights

in

the

FTSE

Russell

indexes

or

data

vest

in

the

relevant

LSE

Group

company

which

owns

the

index

or

the

data.

Neither

LSE

Group

nor

its

licensors

accept

any

liability

for

any

errors

or

omissions

in

the

indexes

or

data

and

no

party

may

rely

on

any

indexes

or

data

contained

in

this

communication.

No

further

distribution

of

data

from

the

LSE

Group

is

permitted

without

the

relevant

LSE

Group

company’s

express

written

consent.

The

LSE

Group

does

not

promote,

sponsor

or

endorse

the

content

of

this

communication. 

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

6

GROWTH

OF

$10,000 

This

chart

shows

the

value

of

a

hypothetical

$10,000

investment

in

the

portfolio

over

the

past

10

fiscal

year

periods

or

since

inception

(for portfolios

lacking

10-year

records).

The

result

is

compared

with

benchmarks,

which

include

a

broad-based

market

index

and

may

also

include

a

peer

group

average

or

index.

Market

indexes

do

not

include

expenses,

which

are

deducted

from

portfolio returns

as

well

as

mutual fund

averages

and

indexes.

MODERATE

ALLOCATION

PORTFOLIO

AVERAGE

ANNUAL

COMPOUND

TOTAL

RETURN

FUND

EXPENSE

EXAMPLE

As

a

mutual

fund

shareholder,

you

may

incur

two

types

of

costs:

(1)

transaction

costs,

such

as

redemption

fees

or

sales

loads,

and

(2)

ongoing

costs,

including

management

fees,

distribution

and

service

(12b-1)

fees,

and

other

fund

expenses.

The

following

example

is

intended

to

help

you

understand

your

ongoing

costs

(in

dollars)

of

investing

in

the

fund

and

to

compare

these

costs

with

the

ongoing

costs

of

investing

in

other

mutual

funds.

The

example

is

based

on

an

investment

of

$1,000

invested

at

the

beginning

of

the

most

recent

six-month

period

and

held

for

the

entire

period.

Actual

Expenses

The

first

line

of

the

following

table

(Actual)

provides

information

about

actual

account

values

and

actual

expenses.

You

may

use

the

information

on

this

line,

together

with

your

account

balance,

to

estimate

the

expenses

that

you

paid

over

the

period.

Simply

divide

your

account

value

by

$1,000

(for

example,

an

$8,600

account

value

divided

by

$1,000

=

8.6),

then

multiply

the

result

by

the

number

on

the

first

line

under

the

heading

“Expenses

Paid

During

Period”

to

estimate

the

expenses

you

paid

on

your

account

during

this

period.

Hypothetical

Example

for

Comparison

Purposes

The

information

on

the

second

line

of

the

table

(Hypothetical)

is

based

on

hypothetical

account

values

and

expenses

derived

from

the

fund’s

actual

expense

ratio

and

an

assumed

5%

per

year

rate

of

return

before

expenses

(not

the

fund’s

actual

return).

You

may

compare

the

ongoing

costs

of

investing

in

the

fund

with

other

funds

by

contrasting

this

5%

hypothetical

example

and

the

5%

hypothetical

examples

that

appear

in

the

shareholder

reports

of

the

other

funds.

The

hypothetical

account

values

and

expenses

may

not

be

used

to

estimate

the

actual

ending

account

balance

or

expenses

you

paid

for

the

period.

You

should

also

be

aware

that

the

expenses

shown

in

the

table

highlight

only

your

ongoing

costs

and

do

not

reflect

any

transaction

costs,

such

as

redemption

fees

or

sales

loads.

Therefore,

the

second

line

of

the

table

is

useful

in

comparing

ongoing

costs

only

and

will

not

help

you

determine

the

relative

total

costs

of

owning

different

funds.

To

the

extent

a

fund

charges

transaction

costs,

however,

the

total

cost

of

owning

that

fund

is

higher.

MODERATE

ALLOCATION

PORTFOLIO

Periods

Ended

12/31/22

1

Year

5

Years

10

Years

Moderate

Allocation

Portfolio

-18.31‌%

3.21‌%

6.14‌%

The

fund’s

performance

information

represents

only

past

performance

and

is

not

necessarily

an

indication

of

future

results.

Current

performance

may

be

lower

or

higher

than

the

performance

data

cited.

Share

price,

principal

value,

and

return

will

vary,

and

you

may

have

a

gain

or

loss

when

you

sell

your

shares.

For

the

most

recent

month-end

performance,

please

contact

a

T.

Rowe

Price

representative

at

1-800-469-6587

(financial

advisors,

or

customers

who

have

an

advisor,

should

call

1-800-638-8790).

Total

returns

do

not

include

charges

imposed

by

your

insurance

company’s

separate

account.

If

these

had

been

included,

performance

would

have

been

lower.

This

table

shows

how

the

portfolio

would

have

performed

each

year

if

its

actual

(or

cumulative)

returns

for

the

periods

shown

had

been

earned

at

a

constant

rate.

Average

annual

total

return

figures

include

changes

in

principal

value,

reinvested

dividends,

and

capital

gain

distributions.

When

assessing

performance,

investors

should

consider

both

short-

and

long-

term

returns.  

Beginning

Account

Value

7/1/22

Ending

Account

Value

12/31/22

Expenses

Paid

During

Period*

7/1/22

to

12/31/22

Actual

$1,000.00

$999.60

$3.53

Hypothetical

(assumes

5%

return

before

expenses)

 1,000.00

  1,021.68

  3.57

*

Expenses

are

equal

to

the

fund’s

annualized

expense

ratio

for

the

6-month

period

(0.70%),

multiplied

by

the

average

account

value

over

the

period,

multiplied

by

the

number

of

days

in

the

most

recent

fiscal

half

year

(184),

and

divided

by

the

days

in

the

year

(365)

to

reflect

the

half-year

period.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

Financial

Highlights

7

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

..

Year

..

..

Ended

.

12/31/22

12/31/21

12/31/20

12/31/19

12/31/18

NET

ASSET

VALUE

Beginning

of

period

$

22

.63‌

$

22

.92‌

$

20

.96‌

$

18

.31‌

$

21

.09‌

Investment

activities

Net

investment

income

(1)(2)

0

.31‌

0

.24‌

0

.28‌

0

.38‌

0

.39‌

Net

realized

and

unrealized

gain/loss

(

4

.45‌

)

2

.02‌

2

.72‌

3

.22‌

(

1

.44‌

)

Total

from

investment

activities

(

4

.14‌

)

2

.26‌

3

.00‌

3

.60‌

(

1

.05‌

)

Distributions

Net

investment

income

(

0

.30‌

)

(

0

.24‌

)

(

0

.29‌

)

(

0

.40‌

)

(

0

.38‌

)

Net

realized

gain

(

0

.38‌

)

(

2

.31‌

)

(

0

.75‌

)

(

0

.55‌

)

(

1

.35‌

)

Total

distributions

(

0

.68‌

)

(

2

.55‌

)

(

1

.04‌

)

(

0

.95‌

)

(

1

.73‌

)

NET

ASSET

VALUE

End

of

period

$

17

.81‌

$

22

.63‌

$

22

.92‌

$

20

.96‌

$

18

.31‌

Ratios/Supplemental

Data

Total

return

(2)(3)

(

18

.31‌

)

%

10

.06‌

%

14

.54‌

%

19

.80‌

%

(

5

.08‌

)

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

(4)

0

.90‌

%

0

.90‌

%

0

.90‌

%

0

.90‌

%

0

.88‌

%

Net

expenses

after

waivers/payments

by

Price

Associates

0

.70‌

%

0

.71‌

%

0

.72‌

%

0

.72‌

%

0

.76‌

%

Net

investment

income

1

.60‌

%

1

.00‌

%

1

.32‌

%

1

.88‌

%

1

.84‌

%

Portfolio

turnover

rate

98

.9‌

%

82

.3‌

%

65

.5‌

%

91

.2‌

%

77

.0‌

%

Net

assets,

end

of

period

(in

thousands)

$

161,984‌

$

209,296‌

$

200,870‌

$

184,645‌

$

166,744‌

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

See

Note

7

for

details

of

expense-related

arrangements

with

Price

Associates.

(3)

Total

return

reflects

the

rate

that

an

investor

would

have

earned

on

an

investment

in

the

fund

during

each

period,

assuming

reinvestment

of

all

distributions,

and

payment

of

no

redemption

or

account

fees,

if

applicable.

(4)

See

Note

7.

Prior

to

12/31/19,

the

gross

expense

ratios

presented

are

net

of

a

management

fee

waiver

in

effect

during

the

period,

as

applicable.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

December

31,

2022

8

Portfolio

of

Investments

‡

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

ASSET-BACKED

SECURITIES

1.5%

AmeriCredit

Automobile

Receivables

Trust

Series 2020-3,

Class

D

1.49%,

9/18/26 

20,000‌

18‌

AmeriCredit

Automobile

Receivables

Trust

Series 2021-1,

Class

D

1.21%,

12/18/26 

23,000‌

21‌

Amur

Equipment

Finance

Receivables

X

Series 2022-1A,

Class

D

2.91%,

8/21/28  (1)

100,000‌

90‌

Applebee's

Funding

Series 2019-1A,

Class

A2I

4.194%,

6/5/49  (1)

118,800‌

117‌

Benefit

Street

Partners

XX

Series 2020-20A,

Class

AR,

CLO,

FRN

3M

USD

LIBOR

+

1.17%,

5.249%,

7/15/34  (1)

250,000‌

242‌

Carlyle

U.S.

Series 2019-4A,

Class

A11R,

CLO,

FRN

3M

TSFR

+

1.32%,

5.184%,

4/15/35  (1)

250,000‌

242‌

Carmax

Auto

Owner

Trust

Series 2021-1,

Class

D

1.28%,

7/15/27 

90,000‌

80‌

CarMax

Auto

Owner

Trust

Series 2022-1,

Class

D

2.47%,

7/17/28 

20,000‌

17‌

Carvana

Auto

Receivables

Trust

Series 2022-P1,

Class

C

3.30%,

4/10/28 

35,000‌

31‌

CBAM

Series 2019-9A,

Class

A,

CLO,

FRN

3M

USD

LIBOR

+

1.28%,

5.359%,

2/12/30  (1)

231,343‌

228‌

CIFC

Funding

Series 2020-1A,

Class

A1R,

CLO,

FRN

3M

USD

LIBOR

+

1.15%,

5.229%,

7/15/36  (1)

250,000‌

242‌

Driven

Brands

Funding

Series 2020-2A,

Class

A2

3.237%,

1/20/51  (1)

63,863‌

53‌

Exeter

Automobile

Receivables

Trust

Series 2022-2A,

Class

C

3.85%,

7/17/28 

75,000‌

72‌

Exeter

Automobile

Receivables

Trust

Series 2022-3A,

Class

C

5.30%,

9/15/27 

50,000‌

49‌

Ford

Credit

Auto

Owner

Trust

Series 2018-1,

Class

C

3.49%,

7/15/31  (1)

100,000‌

95‌

Hardee's

Funding

Series 2018-1A,

Class

A2II

4.959%,

6/20/48  (1)

52,663‌

49‌

HPEFS

Equipment

Trust

Series 2022-1A,

Class

D

2.40%,

11/20/29  (1)

100,000‌

91‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

HPS

Loan

Management

Series 2021-16A,

Class

A1,

CLO,

FRN

3M

USD

LIBOR

+

1.14%,

5.465%,

1/23/35  (1)

250,000‌

242‌

Navient

Private

Education

Refi

Loan

Trust

Series 2022-A,

Class

A

2.23%,

7/15/70  (1)

93,266‌

81‌

Progress

Residential

Trust

Series 2022-SFR7,

Class

B

5.50%,

10/27/39  (1)

100,000‌

96‌

Santander

Drive

Auto

Receivables

Trust

Series 2021-4,

Class

D

1.67%,

10/15/27 

25,000‌

23‌

Santander

Drive

Auto

Receivables

Trust

Series 2022-2,

Class

C

3.76%,

7/16/29 

40,000‌

38‌

Santander

Drive

Auto

Receivables

Trust

Series 2022-5,

Class

C

4.74%,

10/16/28 

20,000‌

19‌

Santander

Retail

Auto

Lease

Trust

Series 2021-A,

Class

D

1.38%,

3/22/27  (1)

50,000‌

47‌

SMB

Private

Education

Loan

Trust

Series 2018-A,

Class

A2A

3.50%,

2/15/36  (1)

53,454‌

51‌

SMB

Private

Education

Loan

Trust

Series 2018-C,

Class

A2A

3.63%,

11/15/35  (1)

49,420‌

47‌

SMB

Private

Education

Loan

Trust

Series 2021-A,

Class

B

2.31%,

1/15/53  (1)

100,000‌

87‌

Total

Asset-Backed

Securities

(Cost

$2,602)

2,468‌

BOND

MUTUAL

FUNDS

14.6%

T.

Rowe

Price

Inflation

Protected

Bond

Fund

-

I

Class,

5.89%  (2)(3)

519‌

6‌

T.

Rowe

Price

Institutional

Emerging

Markets

Bond

Fund,

6.45%  (2)(3)

1,104,345‌

6,935‌

T.

Rowe

Price

Institutional

Floating

Rate

Fund

-

Institutional

Class,

7.57%  (2)(3)

39,089‌

359‌

T.

Rowe

Price

Institutional

High

Yield

Fund

-

Institutional

Class,

8.21%  (2)(3)

1,355,743‌

9,978‌

T.

Rowe

Price

International

Bond

Fund

-

I

Class,

2.71%  (2)(3)

907,964‌

6,438‌

T.

Rowe

Price

Limited

Duration

Inflation

Focused

Bond

Fund

-

I

Class,

5.66%  (2)(3)

1,401‌

6‌

Total

Bond

Mutual

Funds

(Cost

$29,103)

23,722‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

9

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

COMMON

STOCKS

49.5%

COMMUNICATION

SERVICES

3.5%

Diversified

Telecommunication

Services

0.5%

KT

(KRW)  (4)

2,855‌

77‌

Nippon

Telegraph

&

Telephone

(JPY) 

13,900‌

396‌

Verizon

Communications 

7,100‌

280‌

753‌

Entertainment

0.5%

Activision

Blizzard 

1,540‌

118‌

Cinemark

Holdings  (4)

1,138‌

10‌

Netflix  (4)

921‌

271‌

Sea,

ADR  (4)

2,127‌

111‌

Walt

Disney  (4)

2,950‌

256‌

766‌

Interactive

Media

&

Services

2.0%

Alphabet,

Class

A  (4)

2,792‌

246‌

Alphabet,

Class

C  (4)

25,864‌

2,295‌

Bumble,

Class

A  (4)

909‌

19‌

Meta

Platforms,

Class

A  (4)

3,522‌

424‌

NAVER

(KRW) 

394‌

56‌

Tencent

Holdings

(HKD) 

3,500‌

149‌

Vimeo  (4)

2,732‌

9‌

Z

Holdings

(JPY) 

23,500‌

59‌

3,257‌

Media

0.2%

CyberAgent

(JPY) 

9,500‌

84‌

Stroeer

(EUR)  (5)

948‌

44‌

WPP

(GBP) 

14,645‌

145‌

273‌

Wireless

Telecommunication

Services

0.3%

SoftBank

Group

(JPY) 

1,500‌

64‌

T-Mobile

U.S.  (4)

1,929‌

270‌

Vodafone

Group,

ADR 

9,421‌

95‌

429‌

Total

Communication

Services

5,478‌

CONSUMER

DISCRETIONARY

4.9%

Auto

Components

0.3%

Autoliv,

SDR

(SEK) 

1,133‌

86‌

Denso

(JPY) 

2,200‌

108‌

Magna

International 

2,646‌

149‌

Stanley

Electric

(JPY)  (5)

3,000‌

57‌

Sumitomo

Rubber

Industries

(JPY)  (5)

3,300‌

29‌

429‌

Automobiles

0.4%

Honda

Motor

(JPY) 

1,900‌

43‌

Rivian

Automotive,

Class

A  (4)

2,421‌

45‌

Suzuki

Motor

(JPY) 

2,500‌

80‌

Tesla  (4)

2,312‌

285‌

Toyota

Motor

(JPY) 

16,400‌

224‌

677‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Diversified

Consumer

Services

0.1%

Bright

Horizons

Family

Solutions  (4)

636‌

40‌

Clear

Secure,

Class

A 

2,183‌

60‌

Rover

Group,

Acquisition

Date:

8/2/21,

Cost $—  (4)(6)

823‌

—‌

Strategic

Education 

71‌

6‌

106‌

Hotels,

Restaurants

&

Leisure

0.9%

BJ's

Restaurants  (4)

1,095‌

29‌

Booking

Holdings  (4)

99‌

200‌

Chipotle

Mexican

Grill  (4)

178‌

247‌

Chuy's

Holdings  (4)

1,095‌

31‌

Compass

Group

(GBP) 

8,482‌

196‌

Dutch

Bros,

Class

A  (4)

228‌

6‌

Fiesta

Restaurant

Group  (4)

2,184‌

16‌

Marriott

Vacations

Worldwide 

155‌

21‌

McDonald's 

1,779‌

469‌

Papa

John's

International 

1,005‌

83‌

Red

Robin

Gourmet

Burgers  (4)

506‌

3‌

Red

Rock

Resorts,

Class

A 

331‌

13‌

Ruth's

Hospitality

Group 

798‌

12‌

Wyndham

Hotels

&

Resorts 

409‌

29‌

Yum!

Brands 

1,011‌

129‌

1,484‌

Household

Durables

0.2%

Panasonic

Holdings

(JPY) 

12,000‌

100‌

Persimmon

(GBP) 

4,637‌

68‌

Skyline

Champion  (4)

828‌

43‌

Sony

Group

(JPY) 

2,200‌

168‌

379‌

Internet

&

Direct

Marketing

Retail

1.2%

Alibaba

Group

Holding,

ADR  (4)

265‌

23‌

Amazon.com  (4)

20,184‌

1,695‌

ASOS

(GBP)  (4)

3,260‌

20‌

DoorDash,

Class

A  (4)

980‌

48‌

Farfetch,

Class

A  (4)

2,473‌

12‌

Xometry,

Class

A  (4)

676‌

22‌

Zalando

(EUR)  (4)

2,181‌

77‌

1,897‌

Multiline

Retail

0.4%

Dollar

General 

2,143‌

528‌

Next

(GBP) 

1,471‌

103‌

Ollie's

Bargain

Outlet

Holdings  (4)

1,528‌

71‌

702‌

Specialty

Retail

0.9%

Burlington

Stores  (4)

494‌

100‌

Five

Below  (4)

168‌

30‌

Home

Depot 

820‌

259‌

Kingfisher

(GBP) 

45,914‌

130‌

Monro 

1,029‌

47‌

RH  (4)

70‌

19‌

Ross

Stores 

3,816‌

443‌

TJX 

2,542‌

202‌

Ulta

Beauty  (4)

350‌

164‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

10

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Warby

Parker,

Class

A  (4)

2,280‌

31‌

1,425‌

Textiles,

Apparel

&

Luxury

Goods

0.5%

Dr.

Martens

(GBP) 

14,459‌

33‌

Kering

(EUR) 

235‌

120‌

Lululemon

Athletica  (4)

552‌

177‌

Moncler

(EUR) 

2,264‌

120‌

NIKE,

Class

B 

2,077‌

243‌

Samsonite

International

(HKD)  (4)

23,700‌

62‌

Skechers

USA,

Class

A  (4)

1,157‌

48‌

803‌

Total

Consumer

Discretionary

7,902‌

CONSUMER

STAPLES

3.2%

Beverages

0.4%

Boston

Beer,

Class

A  (4)

217‌

71‌

Coca-Cola 

1,833‌

117‌

Constellation

Brands,

Class

A 

188‌

44‌

Diageo

(GBP) 

4,350‌

190‌

Heineken

(EUR) 

765‌

72‌

Keurig

Dr

Pepper 

4,581‌

163‌

Kirin

Holdings

(JPY)  (5)

4,300‌

66‌

723‌

Food

&

Staples

Retailing

0.4%

Fresh

Market,

EC  (4)(7)

590‌

—‌

Seven

&

i

Holdings

(JPY) 

4,600‌

197‌

Walmart 

3,273‌

464‌

Welcia

Holdings

(JPY) 

2,200‌

51‌

712‌

Food

Products

1.2%

Barry

Callebaut

(CHF) 

48‌

95‌

Cal-Maine

Foods 

149‌

8‌

Kraft

Heinz 

7,326‌

298‌

Mondelez

International,

Class

A 

7,393‌

493‌

Nestle

(CHF) 

5,707‌

659‌

Nomad

Foods  (4)

1,902‌

33‌

Post

Holdings  (4)

537‌

49‌

Post

Holdings

Partnering  (4)

724‌

7‌

Simply

Good

Foods  (4)

506‌

19‌

TreeHouse

Foods  (4)

492‌

24‌

Utz

Brands 

1,939‌

31‌

Wilmar

International

(SGD) 

53,200‌

166‌

1,882‌

Household

Products

0.4%

Kimberly-Clark 

830‌

113‌

Procter

&

Gamble 

3,180‌

482‌

595‌

Personal

Products

0.4%

BellRing

Brands  (4)

2,169‌

56‌

L'Oreal

(EUR) 

526‌

188‌

Unilever

(GBP) 

7,107‌

359‌

603‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Tobacco

0.4%

Philip

Morris

International 

6,688‌

677‌

677‌

Total

Consumer

Staples

5,192‌

ENERGY

1.9%

Energy

Equipment

&

Services

0.2%

Cactus,

Class

A 

520‌

26‌

Liberty

Energy,

Class

A 

2,919‌

47‌

NexTier

Oilfield

Solutions  (4)

4,574‌

42‌

Worley

(AUD) 

12,785‌

130‌

245‌

Oil,

Gas

&

Consumable

Fuels

1.7%

Chevron 

2,464‌

442‌

ConocoPhillips 

520‌

61‌

Devon

Energy 

879‌

54‌

Diamondback

Energy 

513‌

70‌

Equinor

(NOK) 

8,937‌

321‌

Exxon

Mobil 

7,423‌

819‌

Kimbell

Royalty

Partners 

462‌

8‌

Kinder

Morgan 

15,000‌

271‌

Magnolia

Oil

&

Gas,

Class

A 

3,471‌

81‌

Shell,

ADR 

2,671‌

152‌

TotalEnergies

(EUR) 

5,375‌

338‌

Venture

Global

LNG,

Series

B,

Acquisition

Date:

3/8/18,

Cost $3  (4)

(6)(7)

1‌

15‌

Venture

Global

LNG,

Series

C,

Acquisition

Date:

5/25/17

-

3/8/18,

Cost $18  (4)(6)(7)

5‌

74‌

Woodside

Energy

Group

(GBP) 

1,027‌

25‌

2,731‌

Total

Energy

2,976‌

FINANCIALS

8.1%

Banks

3.1%

ANZ

Group

Holdings

(AUD) 

6,350‌

102‌

Bank

of

America 

25,152‌

833‌

BankUnited 

1,365‌

46‌

BNP

Paribas

(EUR) 

2,337‌

133‌

Cadence

Bank 

1,494‌

37‌

Citigroup 

2,800‌

127‌

Close

Brothers

Group

(GBP) 

2,098‌

26‌

CRB

Group,

Acquisition

Date:

4/14/22,

Cost $2  (4)(6)(7)

23‌

2‌

CrossFirst

Bankshares  (4)

1,270‌

16‌

DBS

Group

Holdings

(SGD) 

3,775‌

96‌

Dime

Community

Bancshares 

1,058‌

34‌

DNB

Bank

(NOK) 

11,878‌

235‌

Dogwood

State

Bank,

Non-Voting

Shares,

Acquisition

Date:

5/6/19,

Cost $3  (4)(6)(7)

307‌

6‌

Dogwood

State

Bank,

Voting

Shares,

Acquisition

Date:

5/6/19,

Cost $2  (4)

(6)(7)

151‌

3‌

Dogwood

State

Bank,

Warrants,

5/6/24,

Acquisition

Date:

5/6/19,

Cost $—  (4)(6)(7)

46‌

—‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

11

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

East

West

Bancorp 

845‌

56‌

Equity

Bancshares,

Class

A 

658‌

21‌

Erste

Group

Bank

(EUR) 

1,837‌

59‌

FB

Financial 

1,067‌

39‌

First

Bancshares 

814‌

26‌

Five

Star

Bancorp 

663‌

18‌

Grasshopper

Bancorp,

Acquisition

Date:

10/12/18

-

5/2/19,

Cost $5  (4)

(6)(7)

528‌

2‌

Grasshopper

Bancorp,

Warrants,

10/12/28,

Acquisition

Date:

10/12/18,

Cost $—  (4)(6)(7)

104‌

—‌

Heritage

Commerce 

2,587‌

34‌

Home

BancShares 

1,476‌

34‌

ING

Groep

(EUR) 

20,591‌

251‌

Intesa

Sanpaolo

(EUR) 

30,404‌

67‌

JPMorgan

Chase 

5,259‌

705‌

Live

Oak

Bancshares 

1,053‌

32‌

Lloyds

Banking

Group

(GBP) 

186,476‌

102‌

Mitsubishi

UFJ

Financial

Group

(JPY) 

18,000‌

121‌

National

Bank

of

Canada

(CAD) 

2,989‌

201‌

Origin

Bancorp 

931‌

34‌

Pacific

Premier

Bancorp 

1,047‌

33‌

Pinnacle

Financial

Partners 

622‌

46‌

Popular 

356‌

24‌

Signature

Bank 

429‌

49‌

SouthState 

550‌

42‌

Standard

Chartered

(GBP) 

8,488‌

63‌

Sumitomo

Mitsui

Trust

Holdings

(JPY) 

2,135‌

74‌

Svenska

Handelsbanken,

Class

A

(SEK) 

15,022‌

151‌

U.S.

Bancorp 

6,100‌

266‌

United

Overseas

Bank

(SGD) 

8,300‌

190‌

Veritex

Holdings 

978‌

27‌

Wells

Fargo 

11,008‌

454‌

Western

Alliance

Bancorp 

1,025‌

61‌

4,978‌

Capital

Markets

0.9%

Bridgepoint

Group

(GBP) 

17,051‌

39‌

Cboe

Global

Markets 

416‌

52‌

Charles

Schwab 

2,929‌

244‌

Goldman

Sachs

Group 

1,506‌

517‌

Julius

Baer

Group

(CHF) 

2,410‌

140‌

Macquarie

Group

(AUD) 

940‌

106‌

MSCI 

100‌

47‌

P10,

Class

A 

2,020‌

22‌

S&P

Global 

530‌

178‌

StepStone

Group,

Class

A 

1,210‌

30‌

TMX

Group

(CAD) 

279‌

28‌

XP,

Class

A  (4)

2,617‌

40‌

1,443‌

Consumer

Finance

0.0%

Encore

Capital

Group  (4)

470‌

22‌

PRA

Group  (4)

887‌

30‌

52‌

Diversified

Financial

Services

0.6%

Berkshire

Hathaway,

Class

B  (4)

1,720‌

531‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Challenger

(AUD) 

10,162‌

52‌

Conyers

Park

III

Acquisition  (4)

1,070‌

11‌

Corebridge

Financial 

3,777‌

76‌

Element

Fleet

Management

(CAD)  (5)

13,449‌

183‌

Housing

Development

Finance

(INR) 

3,455‌

110‌

Mitsubishi

HC

Capital

(JPY) 

11,000‌

54‌

1,017‌

Insurance

3.4%

AIA

Group

(HKD) 

6,000‌

66‌

Allstate 

1,672‌

227‌

American

International

Group 

2,746‌

174‌

Assurant 

483‌

60‌

AXA

(EUR) 

11,350‌

316‌

Axis

Capital

Holdings 

1,214‌

66‌

Chubb 

3,835‌

846‌

Definity

Financial

(CAD) 

1,359‌

39‌

Direct

Line

Insurance

Group

(GBP) 

20,523‌

55‌

First

American

Financial 

430‌

22‌

Hanover

Insurance

Group 

379‌

51‌

Hartford

Financial

Services

Group 

2,332‌

177‌

Kemper 

568‌

28‌

Manulife

Financial

(CAD) 

5,792‌

103‌

Marsh

&

McLennan 

1,124‌

186‌

MetLife 

6,284‌

455‌

Munich

Re

(EUR) 

938‌

303‌

PICC

Property

&

Casualty,

Class

H

(HKD) 

100,000‌

95‌

Ping

An

Insurance

Group,

Class

H

(HKD) 

8,000‌

53‌

Progressive 

3,759‌

488‌

Sampo,

Class

A

(EUR) 

4,000‌

209‌

Selective

Insurance

Group 

1,054‌

93‌

Storebrand

(NOK) 

15,187‌

132‌

Sun

Life

Financial

(CAD) 

4,407‌

205‌

Tokio

Marine

Holdings

(JPY) 

9,900‌

211‌

Travelers 

3,194‌

599‌

Zurich

Insurance

Group

(CHF) 

457‌

218‌

5,477‌

Thrifts

&

Mortgage

Finance

0.1%

Blue

Foundry

Bancorp  (4)

741‌

10‌

Capitol

Federal

Financial 

1,706‌

15‌

Essent

Group 

508‌

20‌

Kearny

Financial 

1,409‌

14‌

PennyMac

Financial

Services 

1,240‌

70‌

129‌

Total

Financials

13,096‌

HEALTH

CARE

8.5%

Biotechnology

0.7%

AbbVie 

2,075‌

335‌

Abcam,

ADR  (4)

2,796‌

44‌

Agios

Pharmaceuticals  (4)

451‌

13‌

Amgen 

580‌

152‌

Apellis

Pharmaceuticals  (4)

992‌

51‌

Argenx,

ADR  (4)

219‌

83‌

Ascendis

Pharma,

ADR  (4)

495‌

61‌

Avid

Bioservices  (4)

1,625‌

22‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

12

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Blueprint

Medicines  (4)

683‌

30‌

Cerevel

Therapeutics

Holdings  (4)

628‌

20‌

CRISPR

Therapeutics  (4)

228‌

9‌

Cytokinetics  (4)

195‌

9‌

Flame

Biosciences,

Acquisition

Date:

9/28/20,

Cost $2  (4)(6)(7)

372‌

2‌

Generation

Bio  (4)

1,036‌

4‌

Genmab

(DKK)  (4)

164‌

69‌

Icosavax  (4)

811‌

6‌

Insmed  (4)

2,157‌

43‌

Intellia

Therapeutics  (4)

242‌

8‌

Ionis

Pharmaceuticals  (4)

664‌

25‌

Karuna

Therapeutics  (4)

163‌

32‌

Kura

Oncology  (4)

681‌

9‌

Kymera

Therapeutics  (4)

219‌

6‌

Monte

Rosa

Therapeutics  (4)

494‌

4‌

Morphic

Holding  (4)

315‌

8‌

MorphoSys,

ADR  (4)

2,215‌

8‌

Nkarta  (4)

830‌

5‌

Nurix

Therapeutics  (4)

305‌

3‌

Prometheus

Biosciences  (4)

267‌

29‌

Prothena  (4)

329‌

20‌

RAPT

Therapeutics  (4)

502‌

10‌

Relay

Therapeutics  (4)

463‌

7‌

Repare

Therapeutics  (4)

449‌

7‌

Replimune

Group  (4)

259‌

7‌

Scholar

Rock,

Warrants,

12/31/25,

Acquisition

Date:

6/17/22,

Cost $—  (4)

(6)

87‌

—‌

Scholar

Rock

Holding  (4)

1,153‌

10‌

Tenaya

Therapeutics  (4)

269‌

1‌

Ultragenyx

Pharmaceutical  (4)

220‌

10‌

Vaxcyte  (4)

204‌

10‌

Verve

Therapeutics  (4)

385‌

8‌

Xencor  (4)

773‌

20‌

Zentalis

Pharmaceuticals  (4)

473‌

10‌

1,210‌

Health

Care

Equipment

&

Supplies

1.4%

Alcon

(CHF) 

886‌

61‌

Align

Technology  (4)

122‌

26‌

AtriCure  (4)

541‌

24‌

Becton

Dickinson

&

Company 

2,992‌

761‌

CVRx  (4)

364‌

7‌

Elekta,

Class

B

(SEK) 

10,879‌

66‌

EssilorLuxottica

(EUR) 

882‌

159‌

ICU

Medical  (4)

304‌

48‌

Intuitive

Surgical  (4)

1,741‌

462‌

Koninklijke

Philips

(EUR) 

5,896‌

89‌

Masimo  (4)

243‌

36‌

Outset

Medical  (4)

1,480‌

38‌

Pax

Labs,

Class

A,

Acquisition

Date:

4/18/19,

Cost $14  (4)(6)(7)

3,864‌

2‌

Penumbra  (4)

183‌

41‌

PROCEPT

BioRobotics  (4)

1,149‌

48‌

QuidelOrtho  (4)

496‌

42‌

Siemens

Healthineers

(EUR) 

3,309‌

165‌

Stryker 

864‌

211‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Teleflex 

192‌

48‌

2,334‌

Health

Care

Providers

&

Services

2.6%

Alignment

Healthcare  (4)

1,703‌

20‌

AmerisourceBergen 

978‌

162‌

Centene  (4)

3,644‌

299‌

Cigna 

342‌

113‌

dentalcorp

Holdings

(CAD)  (4)(5)

1,362‌

9‌

Elevance

Health 

2,326‌

1,193‌

Fresenius

(EUR) 

3,616‌

101‌

HCA

Healthcare 

1,291‌

310‌

Humana 

862‌

442‌

ModivCare  (4)

511‌

46‌

Molina

Healthcare  (4)

312‌

103‌

Option

Care

Health  (4)

1,358‌

41‌

Pennant

Group  (4)

852‌

9‌

Privia

Health

Group  (4)

1,242‌

28‌

U.S.

Physical

Therapy 

356‌

29‌

UnitedHealth

Group 

2,593‌

1,375‌

4,280‌

Health

Care

Technology

0.1%

Certara (4)

269‌

4‌

Definitive

Healthcare  (4)

582‌

6‌

Doximity,

Class

A  (4)

582‌

20‌

GE

Healthcare

Technologies  (4)

498‌

29‌

Veeva

Systems,

Class

A  (4)

410‌

66‌

125‌

Life

Sciences

Tools

&

Services

0.9%

Adaptive

Biotechnologies  (4)

346‌

3‌

Bruker 

1,115‌

76‌

Danaher 

2,181‌

579‌

Evotec

(EUR)  (4)

2,454‌

40‌

NeoGenomics  (4)

1,307‌

12‌

Olink

Holding,

ADR  (4)

846‌

21‌

PerkinElmer 

856‌

120‌

Rapid

Micro

Biosystems,

Class

A  (4)

1,106‌

1‌

Seer  (4)

574‌

3‌

Thermo

Fisher

Scientific 

1,060‌

584‌

1,439‌

Pharmaceuticals

2.8%

Arvinas (4)

229‌

8‌

Astellas

Pharma

(JPY) 

15,800‌

240‌

AstraZeneca,

ADR 

11,799‌

800‌

Bayer

(EUR) 

3,413‌

176‌

Catalent  (4)

813‌

37‌

Eli

Lilly 

1,710‌

626‌

GSK,

ADR 

2,819‌

99‌

Ipsen

(EUR) 

399‌

43‌

Johnson

&

Johnson 

5,174‌

914‌

Merck 

2,010‌

223‌

Novartis

(CHF) 

3,609‌

327‌

Otsuka

Holdings

(JPY)  (5)

2,800‌

91‌

Reata

Pharmaceuticals,

Class

A  (4)

251‌

9‌

Roche

Holding

(CHF) 

1,225‌

385‌

Sanofi

(EUR) 

3,866‌

373‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

13

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Zoetis 

1,109‌

162‌

4,513‌

Total

Health

Care

13,901‌

INDUSTRIALS

&

BUSINESS

SERVICES

4.4%

Aerospace

&

Defense

0.5%

Cadre

Holdings 

572‌

11‌

L3Harris

Technologies 

2,086‌

434‌

Northrop

Grumman 

223‌

122‌

Parsons  (4)

1,083‌

50‌

Safran

(EUR) 

947‌

119‌

736‌

Building

Products

0.0%

CSW

Industrials 

258‌

30‌

Gibraltar

Industries  (4)

648‌

30‌

60‌

Commercial

Services

&

Supplies

0.2%

Cintas 

118‌

53‌

IAA  (4)

598‌

24‌

MSA

Safety 

90‌

13‌

Rentokil

Initial

(GBP) 

6,457‌

40‌

Republic

Services 

841‌

109‌

Stericycle  (4)

883‌

44‌

Tetra

Tech 

182‌

26‌

309‌

Construction

&

Engineering

0.0%

WillScot

Mobile

Mini

Holdings  (4)

355‌

16‌

16‌

Electrical

Equipment

0.8%

ABB

(CHF) 

6,574‌

200‌

AMETEK 

526‌

73‌

AZZ 

1,128‌

45‌

Eaton 

2,743‌

431‌

Hubbell 

536‌

126‌

Legrand

(EUR) 

1,824‌

146‌

Mitsubishi

Electric

(JPY) 

15,300‌

152‌

Prysmian

(EUR) 

4,153‌

154‌

Shoals

Technologies

Group,

Class

A  (4)

710‌

18‌

Thermon

Group

Holdings  (4)

532‌

11‌

1,356‌

Industrial

Conglomerates

1.1%

DCC

(GBP) 

1,657‌

81‌

General

Electric 

6,655‌

558‌

Honeywell

International 

1,265‌

271‌

Melrose

Industries

(GBP) 

71,559‌

115‌

Roper

Technologies 

509‌

220‌

Siemens

(EUR) 

4,458‌

615‌

1,860‌

Machinery

0.5%

Cummins 

120‌

29‌

Dover 

380‌

52‌

Enerpac

Tool

Group 

2,045‌

52‌

EnPro

Industries 

166‌

18‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Esab 

391‌

18‌

ESCO

Technologies 

610‌

54‌

Federal

Signal 

1,147‌

53‌

Graco 

613‌

41‌

Helios

Technologies 

631‌

34‌

Ingersoll

Rand 

2,017‌

105‌

John

Bean

Technologies 

406‌

37‌

KION

Group

(EUR) 

1,974‌

56‌

Marel

(ISK) 

2,236‌

8‌

Mueller

Water

Products,

Class

A 

2,616‌

28‌

RBC

Bearings  (4)

160‌

34‌

SMC

(JPY) 

100‌

42‌

SPX

Technologies  (4)

893‌

59‌

THK

(JPY)  (5)

2,400‌

45‌

Toro 

311‌

35‌

800‌

Professional

Services

0.3%

Booz

Allen

Hamilton

Holding 

340‌

36‌

Checkr,

Acquisition

Date:

6/29/18

-

12/2/19,

Cost $5  (4)(6)(7)

594‌

5‌

Clarivate  (4)

3,242‌

27‌

Huron

Consulting

Group  (4)

335‌

24‌

Legalzoom.com  (4)

965‌

7‌

Recruit

Holdings

(JPY) 

3,900‌

122‌

TechnoPro

Holdings

(JPY) 

4,600‌

122‌

Teleperformance

(EUR) 

480‌

115‌

TransUnion 

508‌

29‌

Upwork  (4)

862‌

9‌

496‌

Road

&

Rail

0.6%

Central

Japan

Railway

(JPY) 

700‌

86‌

CSX 

10,345‌

321‌

Landstar

System 

183‌

30‌

Norfolk

Southern 

900‌

222‌

Old

Dominion

Freight

Line 

361‌

102‌

Saia  (4)

236‌

49‌

Union

Pacific 

720‌

149‌

959‌

Trading

Companies

&

Distributors

0.4%

Air

Lease 

914‌

35‌

Ashtead

Group

(GBP) 

2,325‌

132‌

Bunzl

(GBP) 

2,390‌

80‌

Mitsubishi

(JPY) 

3,300‌

107‌

Rush

Enterprises,

Class

A 

589‌

31‌

SiteOne

Landscape

Supply  (4)

483‌

57‌

Sumitomo

(JPY) 

7,600‌

126‌

568‌

Total

Industrials

&

Business

Services

7,160‌

INFORMATION

TECHNOLOGY

10.7%

Communications

Equipment

0.1%

Clearfield (4)

97‌

9‌

Infinera  (4)

878‌

6‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

14

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Telefonaktiebolaget

LM

Ericsson,

Class

B

(SEK) 

26,367‌

154‌

169‌

Electronic

Equipment,

Instruments

&

Components

0.5%

CTS 

1,326‌

52‌

Hamamatsu

Photonics

(JPY) 

2,100‌

100‌

Largan

Precision

(TWD) 

1,000‌

66‌

Littelfuse 

201‌

44‌

Murata

Manufacturing

(JPY) 

2,400‌

118‌

Novanta  (4)

248‌

34‌

Omron

(JPY) 

1,100‌

53‌

PAR

Technology  (4)

1,031‌

27‌

TE

Connectivity 

1,123‌

129‌

Teledyne

Technologies  (4)

234‌

94‌

Vontier 

1,054‌

21‌

738‌

IT

Services

2.1%

Accenture,

Class

A 

370‌

99‌

Adyen

(EUR)  (4)

83‌

115‌

Affirm

Holdings  (4)

1,446‌

14‌

Amadeus

IT

Group

(EUR)  (4)

1,730‌

90‌

ANT

International,

Class

C,

Acquisition

Date:

6/7/18,

Cost $61  (4)(6)(7)

16,076‌

33‌

Block,

Class

A  (4)

1,441‌

90‌

Fidelity

National

Information

Services 

1,260‌

85‌

Fiserv  (4)

3,999‌

404‌

Mastercard,

Class

A 

2,287‌

795‌

MongoDB  (4)

569‌

112‌

NTT

Data

(JPY) 

12,600‌

184‌

Payoneer

Global  (4)

6,401‌

35‌

PayPal

Holdings  (4)

725‌

52‌

ServiceTitan,

Acquisition

Date:

11/9/18

-

5/4/21,

Cost $1  (4)(6)(7)

26‌

2‌

Shopify,

Class

A  (4)

3,051‌

106‌

Snowflake,

Class

A  (4)

369‌

53‌

SS&C

Technologies

Holdings 

968‌

50‌

Themis

Solutions,

Acquisition

Date:

4/14/21,

Cost $3  (4)(6)(7)

110‌

2‌

Toast,

Class

A  (4)

2,998‌

54‌

Visa,

Class

A 

4,611‌

958‌

3,333‌

Semiconductors

&

Semiconductor

Equipment

2.9%

Advanced

Micro

Devices  (4)

3,500‌

227‌

Applied

Materials 

1,510‌

147‌

ASML

Holding

(EUR) 

547‌

298‌

ASML

Holding 

664‌

363‌

Broadcom 

1,176‌

658‌

Credo

Technology

Group

Holding  (4)

1,001‌

13‌

Entegris 

931‌

61‌

KLA 

1,132‌

427‌

Lam

Research 

463‌

195‌

Lattice

Semiconductor  (4)

1,832‌

119‌

Marvell

Technology 

2,288‌

85‌

Micron

Technology 

3,000‌

150‌

Monolithic

Power

Systems 

385‌

136‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

NVIDIA 

4,777‌

698‌

NXP

Semiconductors 

1,095‌

173‌

Renesas

Electronics

(JPY)  (4)

5,900‌

52‌

Taiwan

Semiconductor

Manufacturing

(TWD) 

25,219‌

366‌

Taiwan

Semiconductor

Manufacturing,

ADR 

1,130‌

84‌

Texas

Instruments 

2,442‌

403‌

Tokyo

Electron

(JPY) 

400‌

117‌

4,772‌

Software

3.5%

Amplitude,

Class

A  (4)

982‌

12‌

Atlassian,

Class

A  (4)

770‌

99‌

Bill.com

Holdings  (4)

907‌

99‌

Blackline  (4)

581‌

39‌

Canva,

Acquisition

Date:

8/16/21

-

12/17/21,

Cost $34  (4)(6)(7)

20‌

11‌

Ceridian

HCM

Holding  (4)

109‌

7‌

Clearwater

Analytics

Holdings,

Class

A  (4)

544‌

10‌

Confluent,

Class

A  (4)

1,440‌

32‌

Crowdstrike

Holdings,

Class

A  (4)

342‌

36‌

Datadog,

Class

A  (4)

627‌

46‌

Descartes

Systems

Group  (4)

885‌

62‌

DoubleVerify

Holdings  (4)

2,262‌

50‌

Five9  (4)

773‌

52‌

Fortinet  (4)

523‌

26‌

Gusto,

Acquisition

Date:

10/4/21,

Cost $10  (4)(6)(7)

364‌

7‌

Intuit 

1,129‌

439‌

Manhattan

Associates  (4)

327‌

40‌

Microsoft 

14,271‌

3,422‌

nCino  (4)

207‌

5‌

Paycom

Software  (4)

155‌

48‌

Paycor

HCM  (4)

1,223‌

30‌

SAP

(EUR) 

1,946‌

201‌

ServiceNow  (4)

1,526‌

593‌

Socure,

Acquisition

Date:

12/22/21,

Cost $2  (4)(6)(7)

117‌

1‌

Synopsys  (4)

972‌

310‌

Workiva  (4)

688‌

58‌

5,735‌

Technology

Hardware,

Storage

&

Peripherals

1.6%

Apple 

18,836‌

2,447‌

Samsung

Electronics

(KRW) 

5,071‌

223‌

2,670‌

Total

Information

Technology

17,417‌

MATERIALS

1.7%

Chemicals

1.1%

Air

Liquide

(EUR) 

1,139‌

162‌

Akzo

Nobel

(EUR) 

1,642‌

110‌

Asahi

Kasei

(JPY) 

12,000‌

85‌

BASF

(EUR) 

2,103‌

104‌

Covestro

(EUR) 

2,194‌

85‌

Element

Solutions 

4,596‌

84‌

HB

Fuller 

224‌

16‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

15

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

International

Flavors

&

Fragrances 

1,300‌

136‌

Johnson

Matthey

(GBP) 

4,076‌

104‌

Linde 

493‌

161‌

Nutrien 

3,724‌

272‌

Quaker

Chemical 

279‌

47‌

Sherwin-Williams 

1,197‌

284‌

Tosoh

(JPY) 

1,000‌

12‌

Umicore

(EUR) 

2,905‌

107‌

1,769‌

Containers

&

Packaging

0.0%

Amcor,

CDI

(AUD) 

6,110‌

73‌

73‌

Metals

&

Mining

0.5%

Antofagasta

(GBP) 

7,070‌

132‌

BHP

Group

(AUD) 

2,058‌

64‌

BHP

Group

(GBP) 

5,360‌

166‌

Constellium  (4)

3,359‌

40‌

ERO

Copper

(CAD)  (4)

1,001‌

14‌

Franco-Nevada

(CAD) 

68‌

9‌

Haynes

International 

691‌

32‌

IGO

(AUD) 

28,626‌

262‌

Rio

Tinto

(AUD) 

695‌

55‌

South32

(AUD) 

32,660‌

89‌

863‌

Paper

&

Forest

Products

0.1%

Stora

Enso,

Class

R

(EUR) 

8,174‌

115‌

West

Fraser

Timber

(CAD) 

228‌

17‌

132‌

Total

Materials

2,837‌

REAL

ESTATE

0.8%

Equity

Real

Estate

Investment

Trusts

0.6%

Boston

Properties,

REIT 

440‌

30‌

Community

Healthcare

Trust,

REIT 

495‌

18‌

CubeSmart,

REIT 

1,336‌

54‌

EastGroup

Properties,

REIT 

591‌

88‌

Equity

LifeStyle

Properties,

REIT 

927‌

60‌

First

Industrial

Realty

Trust,

REIT 

234‌

11‌

Flagship

Communities

REIT 

440‌

7‌

Great

Portland

Estates

(GBP) 

10,097‌

60‌

Independence

Realty

Trust,

REIT 

1,874‌

32‌

Prologis,

REIT 

2,451‌

276‌

Rexford

Industrial

Realty,

REIT 

1,027‌

56‌

Scentre

Group

(AUD) 

45,909‌

89‌

Terreno

Realty,

REIT 

430‌

24‌

Weyerhaeuser,

REIT 

4,199‌

130‌

935‌

Real

Estate

Management

&

Development

0.2%

Altus

Group

(CAD)  (5)

252‌

10‌

DigitalBridge

Group 

1,116‌

12‌

FirstService 

734‌

90‌

Mitsui

Fudosan

(JPY) 

8,800‌

161‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Tricon

Residential 

3,472‌

27‌

300‌

Total

Real

Estate

1,235‌

UTILITIES

1.6%

Electric

Utilities

0.8%

American

Electric

Power 

1,867‌

177‌

FirstEnergy 

3,547‌

149‌

IDACORP 

541‌

58‌

MGE

Energy 

286‌

20‌

Southern 

12,028‌

859‌

Xcel

Energy 

1,099‌

77‌

1,340‌

Gas

Utilities

0.1%

Beijing

Enterprises

Holdings

(HKD) 

11,500‌

37‌

Chesapeake

Utilities 

464‌

55‌

ONE

Gas 

282‌

21‌

Southwest

Gas

Holdings 

979‌

60‌

173‌

Independent

Power

&

Renewable

Electricity

Producers

0.1%

Electric

Power

Development

(JPY) 

4,700‌

75‌

NextEra

Energy

Partners 

490‌

34‌

109‌

Multi-Utilities

0.6%

Ameren 

1,217‌

108‌

Dominion

Energy 

1,458‌

89‌

DTE

Energy 

880‌

104‌

Engie

(EUR) 

16,015‌

229‌

National

Grid

(GBP) 

11,936‌

143‌

Sempra

Energy 

1,754‌

271‌

WEC

Energy

Group 

430‌

40‌

984‌

Water

Utilities

0.0%

California

Water

Service

Group 

511‌

31‌

SJW

Group 

526‌

43‌

74‌

Total

Utilities

2,680‌

Total

Miscellaneous

Common

Stocks

 0.2%  (8)

303‌

Total

Common

Stocks

(Cost

$54,346)

80,177‌

CONVERTIBLE

PREFERRED

STOCKS

0.2%

CONSUMER

DISCRETIONARY

0.0%

Hotels,

Restaurants

&

Leisure

0.0%

Cava

Group,

Series

E,

Acquisition

Date:

6/23/20

-

3/26/21,

Cost $19  (4)

(6)(7)

754‌

24‌

Cava

Group,

Series

F,

Acquisition

Date:

3/26/21,

Cost $13  (4)(6)(7)

335‌

11‌

35‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

16

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Internet

&

Direct

Marketing

Retail

0.0%

1661,

Series

F,

Acquisition

Date:

5/28/21,

Cost $10  (4)(6)(7)

1,674‌

3‌

3‌

Total

Consumer

Discretionary

38‌

CONSUMER

STAPLES

0.0%

Food

Products

0.0%

Farmers

Business

Network,

Series

D,

Acquisition

Date:

11/3/17,

Cost $14  (4)(6)(7)

733‌

37‌

Total

Consumer

Staples

37‌

FINANCIALS

0.0%

Banks

0.0%

CRB

Group,

Series

D,

Acquisition

Date:

1/28/22,

Cost $9  (4)(6)(7)

81‌

6‌

Total

Financials

6‌

HEALTH

CARE

0.1%

Biotechnology

0.0%

Caris

Life

Sciences,

Series

C,

Acquisition

Date:

8/14/20,

Cost $5  (4)

(6)(7)

1,752‌

11‌

Caris

Life

Sciences,

Series

D,

Acquisition

Date:

5/11/21,

Cost $7  (4)

(6)(7)

895‌

6‌

17‌

Health

Care

Equipment

&

Supplies

0.0%

Kardium,

Series

D-6,

Acquisition

Date:

1/8/21,

Cost $5  (4)(6)(7)

5,305‌

5‌

5‌

Health

Care

Providers

&

Services

0.0%

Honor

Technology,

Series

D,

Acquisition

Date:

10/16/20,

Cost $10  (4)(6)(7)

4,107‌

10‌

10‌

Life

Sciences

Tools

&

Services

0.1%

Cleerly,

Series

C,

Acquisition

Date:

7/8/22,

Cost $5  (4)(6)(7)

413‌

5‌

Inscripta,

Series

E,

Acquisition

Date:

3/30/21,

Cost $6  (4)(6)(7)

636‌

4‌

National

Resilience,

Series

B,

Acquisition

Date:

10/23/20,

Cost $7  (4)(6)(7)

524‌

32‌

National

Resilience,

Series

C,

Acquisition

Date:

6/9/21,

Cost $11  (4)

(6)(7)

237‌

14‌

55‌

Total

Health

Care

87‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

INDUSTRIALS

&

BUSINESS

SERVICES

0.0%

Aerospace

&

Defense

0.0%

ABL

Space

Systems,

Series

B,

Acquisition

Date:

3/24/21,

Cost $6  (4)

(6)(7)

126‌

5‌

Epirus,

Series

C-2,

Acquisition

Date:

1/28/22,

Cost $11  (4)(6)(7)

1,914‌

11‌

16‌

Air

Freight

&

Logistics

0.0%

FLEXE,

Series

C,

Acquisition

Date:

11/18/20,

Cost $5  (4)(6)(7)

445‌

9‌

FLEXE,

Series

D,

Acquisition

Date:

4/7/22,

Cost $3  (4)(6)(7)

138‌

3‌

12‌

Electrical

Equipment

0.0%

CELLINK,

Series

D,

Acquisition

Date:

1/20/22,

Cost $5  (4)(6)(7)

252‌

5‌

5‌

Professional

Services

0.0%

Checkr,

Series

C,

Acquisition

Date:

4/10/18,

Cost $4  (4)(6)(7)

900‌

7‌

Checkr,

Series

D,

Acquisition

Date:

9/6/19,

Cost $12  (4)(6)(7)

1,200‌

9‌

16‌

Road

&

Rail

0.0%

Convoy,

Series

C,

Acquisition

Date:

9/14/18,

Cost $9  (4)(6)(7)

1,241‌

6‌

Convoy,

Series

D,

Acquisition

Date:

10/30/19,

Cost $10  (4)(6)(7)

764‌

4‌

10‌

Total

Industrials

&

Business

Services

59‌

INFORMATION

TECHNOLOGY

0.1%

IT

Services

0.0%

Haul

Hub,

Series

B,

Acquisition

Date:

2/14/20

-

3/3/21,

Cost $4  (4)(6)(7)

303‌

6‌

Haul

Hub,

Series

C,

Acquisition

Date:

4/14/22,

Cost $2  (4)(6)(7)

90‌

2‌

ServiceTitan,

Series

D,

Acquisition

Date:

11/9/18,

Cost $5  (4)(6)(7)

184‌

11‌

ServiceTitan,

Series

F,

Acquisition

Date:

3/25/21,

Cost $1  (4)(6)(7)

10‌

1‌

Themis

Solutions,

Series

AA,

Acquisition

Date:

4/14/21,

Cost $1  (4)

(6)(7)

30‌

—‌

Themis

Solutions,

Series

AB,

Acquisition

Date:

4/14/21,

Cost $—  (4)

(6)(7)

10‌

—‌

Themis

Solutions,

Series

B,

Acquisition

Date:

4/14/21,

Cost $—  (4)

(6)(7)

10‌

—‌

Themis

Solutions,

Series

E,

Acquisition

Date:

4/14/21,

Cost $7  (4)

(6)(7)

320‌

6‌

26‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

17

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Software

0.1%

Databricks,

Series

G,

Acquisition

Date:

2/1/21,

Cost $11  (4)(6)(7)

192‌

11‌

Databricks,

Series

H,

Acquisition

Date:

8/31/21,

Cost $30  (4)(6)(7)

411‌

25‌

Gusto,

Series

E,

Acquisition

Date:

7/13/21,

Cost $15  (4)(6)(7)

504‌

9‌

Nuro,

Series

C,

Acquisition

Date:

10/30/20

-

3/2/21,

Cost $12  (4)(6)(7)

921‌

13‌

Nuro,

Series

D,

Acquisition

Date:

10/29/21,

Cost $5  (4)(6)(7)

242‌

3‌

SecurityScorecard,

Series

E,

Acquisition

Date:

3/5/21,

Cost $5  (4)

(6)(7)

1,032‌

5‌

Seismic

Software,

Series

E,

Acquisition

Date:

12/13/18,

Cost $7  (4)(6)(7)

1,115‌

12‌

Seismic

Software,

Series

F,

Acquisition

Date:

9/25/20,

Cost $1  (4)(6)(7)

85‌

1‌

Socure,

Series

A,

Acquisition

Date:

12/22/21,

Cost $2  (4)(6)(7)

142‌

1‌

Socure,

Series

A-1,

Acquisition

Date:

12/22/21,

Cost $2  (4)(6)(7)

117‌

1‌

Socure,

Series

B,

Acquisition

Date:

12/22/21,

Cost $—  (4)(6)(7)

2‌

—‌

Socure,

Series

E,

Acquisition

Date:

10/27/21,

Cost $4  (4)(6)(7)

270‌

2‌

83‌

Total

Information

Technology

109‌

MATERIALS

0.0%

Chemicals

0.0%

Redwood

Materials,

Series

C,

Acquisition

Date:

5/28/21,

Cost $6  (4)

(6)(7)

135‌

11‌

Sila

Nano,

Series

F,

Acquisition

Date:

1/7/21,

Cost $9  (4)(6)(7)

228‌

7‌

18‌

Metals

&

Mining

0.0%

Kobold

Metals,

Series

B-1,

Acquisition

Date:

1/10/22,

Cost $6  (4)(6)(7)

201‌

6‌

6‌

Total

Materials

24‌

Total

Convertible

Preferred

Stocks

(Cost

$321)

360‌

CORPORATE

BONDS

5.9%

AbbVie,

3.20%,

11/21/29 

55,000‌

49‌

AbbVie,

4.05%,

11/21/39 

25,000‌

21‌

AbbVie,

4.70%,

5/14/45 

55,000‌

50‌

AbbVie,

4.875%,

11/14/48 

88,000‌

81‌

AerCap

Ireland

Capital,

4.875%,

1/16/24 

175,000‌

174‌

Alexandria

Real

Estate

Equities,

3.375%,

8/15/31 

45,000‌

39‌

Alexandria

Real

Estate

Equities,

3.95%,

1/15/28 

65,000‌

61‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Alexandria

Real

Estate

Equities,

4.70%,

7/1/30 

15,000‌

14‌

Ally

Financial,

4.75%,

6/9/27 

55,000‌

52‌

Anheuser-Busch

InBev

Worldwide,

4.50%,

6/1/50  (5)

29,000‌

26‌

Aon,

2.80%,

5/15/30 

15,000‌

13‌

APA

Pipelines,

4.25%,

7/15/27  (1)

180,000‌

168‌

Arrow

Electronics,

4.00%,

4/1/25 

50,000‌

48‌

Astrazeneca

Finance,

1.75%,

5/28/28 

35,000‌

30‌

AT&T,

3.50%,

9/15/53 

55,000‌

37‌

Ausgrid

Finance,

4.35%,

8/1/28  (1)

40,000‌

37‌

Bank

of

America,

3.248%,

10/21/27 

70,000‌

65‌

Bank

of

America,

VR,

1.898%,

7/23/31  (9)

210,000‌

161‌

Bank

of

America,

VR,

1.922%,

10/24/31  (9)

60,000‌

46‌

Bank

of

America,

VR,

2.496%,

2/13/31  (9)

105,000‌

85‌

Bank

of

America,

VR,

2.592%,

4/29/31  (9)

50,000‌

41‌

Bank

of

America,

VR,

3.419%,

12/20/28  (9)

80,000‌

72‌

Bank

of

America,

VR,

4.271%,

7/23/29  (9)

65,000‌

61‌

Barclays,

VR,

5.501%,

8/9/28  (9)

200,000‌

194‌

BAT

Capital,

3.557%,

8/15/27 

150,000‌

137‌

BAT

International

Finance,

1.668%,

3/25/26  (5)

15,000‌

13‌

Becton

Dickinson

&

Company,

1.957%,

2/11/31 

50,000‌

40‌

Becton

Dickinson

&

Company,

2.823%,

5/20/30 

25,000‌

22‌

Becton

Dickinson

&

Company,

3.70%,

6/6/27 

57,000‌

54‌

Berkshire

Hathaway

Finance,

2.50%,

1/15/51 

50,000‌

31‌

Berkshire

Hathaway

Finance,

2.85%,

10/15/50 

25,000‌

17‌

Berkshire

Hathaway

Finance,

3.85%,

3/15/52 

20,000‌

16‌

BNP

Paribas,

VR,

2.591%,

1/20/28  (1)

(9)

200,000‌

176‌

Boardwalk

Pipelines,

3.40%,

2/15/31 

33,000‌

28‌

Boardwalk

Pipelines,

4.45%,

7/15/27 

10,000‌

9‌

Boardwalk

Pipelines,

5.95%,

6/1/26 

10,000‌

10‌

Booking

Holdings,

4.625%,

4/13/30 

20,000‌

19‌

Boston

Properties,

2.90%,

3/15/30 

60,000‌

49‌

Brixmor

Operating

Partnership,

3.90%,

3/15/27 

35,000‌

32‌

Brixmor

Operating

Partnership,

4.05%,

7/1/30 

35,000‌

31‌

Brixmor

Operating

Partnership,

4.125%,

5/15/29 

33,000‌

29‌

Broadcom,

4.11%,

9/15/28 

15,000‌

14‌

Capital

One

Financial,

3.65%,

5/11/27 

50,000‌

47‌

Capital

One

Financial,

3.75%,

3/9/27 

50,000‌

47‌

Capital

One

Financial,

VR,

2.359%,

7/29/32  (9)

145,000‌

104‌

Capital

One

Financial,

VR,

3.273%,

3/1/30  (9)

25,000‌

21‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

18

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Capital

One

Financial,

VR,

5.247%,

7/26/30  (9)

15,000‌

14‌

Cardinal

Health,

4.50%,

11/15/44 

8,000‌

6‌

Carvana,

10.25%,

5/1/30  (1)

55,000‌

26‌

Celanese

U.S.

Holdings,

6.05%,

3/15/25 

25,000‌

25‌

Celanese

U.S.

Holdings,

6.165%,

7/15/27 

25,000‌

24‌

Centene,

2.625%,

8/1/31 

110,000‌

86‌

Charter

Communications

Operating,

2.25%,

1/15/29 

25,000‌

20‌

Charter

Communications

Operating,

3.75%,

2/15/28 

30,000‌

27‌

Charter

Communications

Operating,

4.20%,

3/15/28 

45,000‌

41‌

Charter

Communications

Operating,

5.125%,

7/1/49 

15,000‌

11‌

Charter

Communications

Operating,

6.484%,

10/23/45 

12,000‌

11‌

Cheniere

Corpus

Christi

Holdings,

3.70%,

11/15/29 

45,000‌

41‌

Cheniere

Corpus

Christi

Holdings,

5.125%,

6/30/27 

15,000‌

15‌

Citigroup,

VR,

3.106%,

4/8/26  (9)

40,000‌

38‌

Citigroup,

VR,

5.61%,

9/29/26  (9)

60,000‌

60‌

Citigroup,

Series VAR,

VR,

3.07%,

2/24/28  (9)

50,000‌

45‌

CNO

Financial

Group,

5.25%,

5/30/25 

15,000‌

15‌

Comcast,

3.90%,

3/1/38 

60,000‌

52‌

Corebridge

Financial,

3.90%,

4/5/32  (1)

15,000‌

13‌

Crown

Castle,

2.25%,

1/15/31 

95,000‌

76‌

Crown

Castle,

2.90%,

3/15/27 

10,000‌

9‌

Crown

Castle

Towers,

3.663%,

5/15/25  (1)

85,000‌

82‌

CSL

Finance,

4.05%,

4/27/29  (1)

25,000‌

24‌

CVS

Health,

1.75%,

8/21/30 

50,000‌

39‌

CVS

Health,

3.25%,

8/15/29 

10,000‌

9‌

CVS

Health,

5.05%,

3/25/48 

84,000‌

76‌

Diamondback

Energy,

3.25%,

12/1/26 

35,000‌

33‌

Duke

Energy,

5.00%,

8/15/52 

40,000‌

36‌

Ecolab,

4.80%,

3/24/30 

5,000‌

5‌

Edison

International,

4.95%,

4/15/25 

5,000‌

5‌

Energy

Transfer,

2.90%,

5/15/25 

60,000‌

57‌

Energy

Transfer,

4.50%,

4/15/24 

5,000‌

5‌

Energy

Transfer,

5.875%,

1/15/24 

25,000‌

25‌

Energy

Transfer,

6.00%,

6/15/48 

30,000‌

27‌

Eni,

Series X-R,

4.75%,

9/12/28  (1)

205,000‌

198‌

Enterprise

Products

Operating,

2.80%,

1/31/30 

15,000‌

13‌

Equifax,

5.10%,

12/15/27 

30,000‌

29‌

Equitable

Holdings,

4.35%,

4/20/28 

105,000‌

100‌

FedEx,

2.40%,

5/15/31 

46,000‌

37‌

Fifth

Third

Bancorp,

VR,

4.772%,

7/28/30  (9)

15,000‌

14‌

Fiserv,

3.50%,

7/1/29 

15,000‌

14‌

General

Motors,

4.20%,

10/1/27 

15,000‌

14‌

General

Motors,

5.60%,

10/15/32 

15,000‌

14‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

General

Motors

Financial,

4.00%,

10/6/26 

20,000‌

19‌

General

Motors

Financial,

4.30%,

7/13/25 

45,000‌

44‌

General

Motors

Financial,

4.35%,

4/9/25 

17,000‌

16‌

GLP

Capital,

3.35%,

9/1/24 

10,000‌

10‌

Goldman

Sachs

Group,

3.50%,

11/16/26 

70,000‌

66‌

Goldman

Sachs

Group,

VR,

1.542%,

9/10/27  (9)

50,000‌

43‌

Goldman

Sachs

Group,

VR,

2.615%,

4/22/32  (9)

185,000‌

147‌

Goldman

Sachs

Group,

VR,

3.615%,

3/15/28  (9)

45,000‌

42‌

Gray

Oak

Pipeline,

2.00%,

9/15/23  (1)

5,000‌

5‌

Gray

Oak

Pipeline,

2.60%,

10/15/25  (1)

15,000‌

14‌

Gray

Oak

Pipeline,

3.45%,

10/15/27  (1)

5,000‌

4‌

Hasbro,

3.55%,

11/19/26 

25,000‌

23‌

HCA,

2.375%,

7/15/31 

20,000‌

16‌

HCA,

3.125%,

3/15/27  (1)

20,000‌

18‌

HCA,

3.375%,

3/15/29  (1)

5,000‌

4‌

HCA,

3.50%,

9/1/30 

25,000‌

22‌

HCA,

5.375%,

9/1/26 

11,000‌

11‌

HCA,

5.875%,

2/15/26 

63,000‌

63‌

Healthcare

Realty

Holdings,

2.05%,

3/15/31 

15,000‌

11‌

Healthcare

Realty

Holdings,

3.625%,

1/15/28 

60,000‌

53‌

Highwoods

Realty,

3.05%,

2/15/30 

65,000‌

51‌

Highwoods

Realty,

4.125%,

3/15/28 

41,000‌

37‌

HSBC

Holdings,

VR,

1.645%,

4/18/26  (9)

205,000‌

185‌

Humana,

3.70%,

3/23/29 

15,000‌

14‌

Humana,

4.875%,

4/1/30 

42,000‌

41‌

Hyundai

Capital

America,

1.80%,

10/15/25  (1)

20,000‌

18‌

Hyundai

Capital

America,

2.10%,

9/15/28  (1)

35,000‌

29‌

Intercontinental

Exchange,

4.35%,

6/15/29 

40,000‌

39‌

JPMorgan

Chase,

VR,

1.578%,

4/22/27  (9)

50,000‌

44‌

JPMorgan

Chase,

VR,

1.953%,

2/4/32  (9)

175,000‌

134‌

JPMorgan

Chase,

VR,

2.182%,

6/1/28  (9)

60,000‌

52‌

JPMorgan

Chase,

VR,

2.739%,

10/15/30  (9)

40,000‌

33‌

JPMorgan

Chase,

VR,

2.947%,

2/24/28  (9)

50,000‌

45‌

JPMorgan

Chase,

VR,

2.956%,

5/13/31  (9)

119,000‌

98‌

JPMorgan

Chase,

VR,

3.54%,

5/1/28  (9)

25,000‌

23‌

JPMorgan

Chase,

VR,

4.586%,

4/26/33  (9)

15,000‌

14‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

19

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

JPMorgan

Chase,

VR,

4.912%,

7/25/33  (9)

63,000‌

60‌

JPMorgan

Chase,

VR,

5.717%,

9/14/33  (9)

30,000‌

30‌

Kilroy

Realty,

4.375%,

10/1/25 

13,000‌

13‌

Kookmin

Bank,

4.50%,

2/1/29 

200,000‌

187‌

Las

Vegas

Sands,

3.50%,

8/18/26 

25,000‌

22‌

Lowe's,

4.25%,

4/1/52 

25,000‌

20‌

Lowe's,

5.625%,

4/15/53 

15,000‌

14‌

LSEGA

Financing,

2.50%,

4/6/31  (1)

200,000‌

166‌

Marriott

International,

5.00%,

10/15/27 

30,000‌

30‌

Marsh

&

McLennan,

2.25%,

11/15/30 

15,000‌

12‌

Micron

Technology,

4.185%,

2/15/27 

9,000‌

9‌

Micron

Technology,

5.327%,

2/6/29 

22,000‌

21‌

Mileage

Plus

Holdings,

6.50%,

6/20/27  (1)

31,502‌

31‌

Morgan

Stanley,

VR,

1.593%,

5/4/27  (9)

20,000‌

18‌

Morgan

Stanley,

VR,

3.217%,

4/22/42  (9)

15,000‌

11‌

Morgan

Stanley,

VR,

4.431%,

1/23/30  (9)

25,000‌

23‌

Morgan

Stanley,

VR,

4.889%,

7/20/33  (9)

10,000‌

9‌

Netflix,

6.375%,

5/15/29 

55,000‌

57‌

NextEra

Energy

Capital

Holdings,

2.44%,

1/15/32 

45,000‌

36‌

NextEra

Energy

Capital

Holdings,

3.00%,

1/15/52 

35,000‌

23‌

NextEra

Energy

Capital

Holdings,

5.00%,

7/15/32 

15,000‌

15‌

NRG

Energy,

4.45%,

6/15/29  (1)

20,000‌

17‌

Nucor,

3.125%,

4/1/32 

20,000‌

17‌

NXP,

2.70%,

5/1/25 

5,000‌

5‌

NXP,

3.15%,

5/1/27 

10,000‌

9‌

NXP,

5.35%,

3/1/26 

20,000‌

20‌

Oracle,

2.30%,

3/25/28 

25,000‌

22‌

Pacific

Gas

&

Electric,

2.10%,

8/1/27 

20,000‌

17‌

Pacific

Gas

&

Electric,

2.50%,

2/1/31 

40,000‌

31‌

Pacific

Gas

&

Electric,

4.55%,

7/1/30 

45,000‌

41‌

Pacific

Gas

&

Electric,

5.90%,

6/15/32 

10,000‌

10‌

Parker-Hannifin,

4.25%,

9/15/27 

20,000‌

19‌

Parker-Hannifin,

4.50%,

9/15/29 

15,000‌

15‌

PerkinElmer,

1.90%,

9/15/28 

35,000‌

29‌

PerkinElmer,

2.25%,

9/15/31 

15,000‌

12‌

PerkinElmer,

3.30%,

9/15/29 

19,000‌

17‌

Philip

Morris

International,

5.625%,

11/17/29 

15,000‌

15‌

PNC

Financial

Services

Group,

2.55%,

1/22/30 

15,000‌

13‌

Realty

Income,

3.95%,

8/15/27 

35,000‌

33‌

Reynolds

American,

4.45%,

6/12/25 

34,000‌

33‌

Rogers

Communications,

3.20%,

3/15/27  (1)

14,000‌

13‌

Rogers

Communications,

3.80%,

3/15/32  (1)

25,000‌

22‌

Rogers

Communications,

4.55%,

3/15/52  (1)

15,000‌

12‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Ross

Stores,

1.875%,

4/15/31 

45,000‌

35‌

Sabine

Pass

Liquefaction,

4.50%,

5/15/30 

10,000‌

9‌

Sabine

Pass

Liquefaction,

5.00%,

3/15/27 

115,000‌

113‌

Sabine

Pass

Liquefaction,

5.875%,

6/30/26 

40,000‌

40‌

Santander

Holdings

USA,

VR,

2.49%,

1/6/28  (9)

30,000‌

26‌

SBA

Tower

Trust,

1.84%,

4/15/27  (1)

50,000‌

42‌

SBA

Tower

Trust,

2.593%,

10/15/31  (1)

40,000‌

31‌

Sempra

Energy,

3.70%,

4/1/29 

15,000‌

13‌

Sherwin-Williams,

2.95%,

8/15/29 

50,000‌

44‌

SMBC

Aviation

Capital

Finance,

3.55%,

4/15/24  (1)

205,000‌

198‌

Southern

California

Edison,

Series D,

4.70%,

6/1/27 

30,000‌

29‌

Standard

Chartered,

VR,

2.608%,

1/12/28  (1)(9)

200,000‌

174‌

T-Mobile

USA,

2.05%,

2/15/28 

25,000‌

21‌

T-Mobile

USA,

3.75%,

4/15/27 

165,000‌

156‌

Targa

Resources

Partners,

5.50%,

3/1/30 

57,000‌

54‌

Targa

Resources

Partners,

6.875%,

1/15/29 

20,000‌

20‌

Transcontinental

Gas

Pipe

Line,

3.25%,

5/15/30 

10,000‌

9‌

Transcontinental

Gas

Pipe

Line,

4.00%,

3/15/28 

15,000‌

14‌

Transcontinental

Gas

Pipe

Line,

4.60%,

3/15/48 

5,000‌

4‌

Transurban

Finance,

2.45%,

3/16/31  (1)

25,000‌

20‌

Transurban

Finance,

3.375%,

3/22/27  (1)

15,000‌

14‌

Trinity

Acquisition,

4.40%,

3/15/26 

65,000‌

62‌

Truist

Financial,

VR,

4.123%,

6/6/28  (9)

45,000‌

43‌

United

Airlines

PTT,

Series 2019-2,

Class

A,

2.90%,

5/1/28 

13,183‌

11‌

United

Airlines

PTT,

Series 2019-2,

Class

AA,

2.70%,

5/1/32 

8,845‌

7‌

UnitedHealth

Group,

2.00%,

5/15/30 

105,000‌

87‌

UnitedHealth

Group,

5.875%,

2/15/53 

32,000‌

35‌

Utah

Acquisition

Sub,

3.95%,

6/15/26 

40,000‌

37‌

Verizon

Communications,

1.75%,

1/20/31 

25,000‌

19‌

Verizon

Communications,

2.10%,

3/22/28 

30,000‌

26‌

Verizon

Communications,

2.55%,

3/21/31 

80,000‌

66‌

Verizon

Communications,

2.65%,

11/20/40 

77,000‌

52‌

Verizon

Communications,

3.55%,

3/22/51 

45,000‌

32‌

Vistra

Operations,

3.55%,

7/15/24  (1)

105,000‌

101‌

Vistra

Operations,

5.125%,

5/13/25  (1)

45,000‌

44‌

Vodafone

Group,

5.25%,

5/30/48 

50,000‌

44‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

20

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Volkswagen

Group

of

America

Finance,

3.20%,

9/26/26  (1)

205,000‌

190‌

Warnermedia

Holdings,

3.755%,

3/15/27  (1)

60,000‌

54‌

Warnermedia

Holdings,

4.054%,

3/15/29  (1)

20,000‌

17‌

Wells

Fargo,

4.30%,

7/22/27 

35,000‌

34‌

Wells

Fargo,

VR,

2.393%,

6/2/28  (9)

115,000‌

102‌

Wells

Fargo,

VR,

2.572%,

2/11/31  (9)

225,000‌

186‌

Wells

Fargo,

VR,

2.879%,

10/30/30  (9)

100,000‌

85‌

Westlake,

1.625%,

7/17/29

(EUR) 

100,000‌

86‌

Woodside

Finance,

3.65%,

3/5/25  (1)

(5)

45,000‌

43‌

Woodside

Finance,

3.70%,

9/15/26  (1)

40,000‌

37‌

Woodside

Finance,

3.70%,

3/15/28  (1)

71,000‌

64‌

Workday,

3.70%,

4/1/29 

10,000‌

9‌

Xcel

Energy,

3.40%,

6/1/30 

45,000‌

40‌

Total

Corporate

Bonds

(Cost

$10,719)

9,478‌

EQUITY

MUTUAL

FUNDS

8.9%

T.

Rowe

Price

Institutional

Emerging

Markets

Equity

Fund  (2)

224,676‌

7,172‌

T.

Rowe

Price

Real

Assets

Fund

-

I

Class  (2)

356,039‌

4,767‌

T.

Rowe

Price

U.S.

Large-Cap

Core

Fund

-

I

Class  (2)

85,153‌

2,483‌

Total

Equity

Mutual

Funds

(Cost

$12,964)

14,422‌

NON-U.S.

GOVERNMENT

MORTGAGE-BACKED

SECURITIES

1.3%

Angel

Oak

Mortgage

Trust,

Series 2020-5,

Class

A3,

CMO,

ARM,

2.041%,

5/25/65  (1)

11,159‌

10‌

BAMLL

Commercial

Mortgage

Securities

Trust,

Series 2021-JACX,

Class

B,

ARM,

1M

USD

LIBOR

+

1.45%,

5.768%,

9/15/38  (1)

25,000‌

23‌

BBCMS

Mortgage

Trust,

Series  2019-

BWAY,

Class

D,

ARM,

1M

USD

LIBOR

+

2.16%,

6.478%,

11/15/34  (1)

25,000‌

21‌

BINOM

Securitization

Trust,

Series 2021-INV1,

Class

A1,

CMO,

ARM,

2.034%,

6/25/56  (1)

75,639‌

66‌

BX

Commercial

Mortgage

Trust,

Series 2022-CSMO,

Class

B,

ARM,

1M

TSFR

+

3.141%,

7.476%,

6/15/27  (1)

100,000‌

99‌

BX

Trust,

Series 2021-ARIA,

Class

C,

ARM,

1M

USD

LIBOR

+

1.646%,

5.964%,

10/15/36  (1)

40,000‌

37‌

BXSC

Commercial

Mortgage

Trust,

Series 2022-WSS,

Class

B,

ARM,

1M

TSFR

+

2.092%,

6.428%,

3/15/35  (1)

100,000‌

97‌

CIM

Trust,

Series 2021-INV1,

Class

A29,

CMO,

ARM,

2.50%,

7/1/51  (1)

86,845‌

66‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Citigroup

Commercial

Mortgage

Trust,

Series 2014-GC21,

Class

AS,

4.026%,

5/10/47 

35,000‌

34‌

Cold

Storage

Trust,

Series 2020-ICE5,

Class

C,

ARM,

1M

USD

LIBOR

+

1.65%,

5.968%,

11/15/37  (1)

98,299‌

95‌

Commercial

Mortgage

Trust,

Series 2015-CR24,

Class

AM,

ARM,

4.028%,

8/10/48 

25,000‌

24‌

Commercial

Mortgage

Trust,

Series 2016-CR28,

Class

AHR,

3.651%,

2/10/49 

26,840‌

25‌

Connecticut

Avenue

Securities,

Series 2017-C06,

Class

2ED1,

CMO,

ARM,

1M

USD

LIBOR

+

1.00%,

5.389%,

2/25/30 

19,335‌

19‌

Connecticut

Avenue

Securities

Trust,

Series 2022-R01,

Class

1M1,

CMO,

ARM,

SOFR30A

+

1.00%,

4.928%,

12/25/41  (1)

16,252‌

16‌

Connecticut

Avenue

Securities

Trust,

Series 2022-R02,

Class

2M1,

CMO,

ARM,

SOFR30A

+

1.20%,

5.128%,

1/25/42  (1)

68,124‌

67‌

Connecticut

Avenue

Securities

Trust,

Series 2022-R03,

Class

1M1,

CMO,

ARM,

SOFR30A

+

2.10%,

6.028%,

3/25/42  (1)

28,053‌

28‌

Connecticut

Avenue

Securities

Trust,

Series 2022-R04,

Class

1M1,

CMO,

ARM,

SOFR30A

+

2.00%,

5.928%,

3/25/42  (1)

24,035‌

24‌

Finance

of

America

HECM

Buyout,

Series 2022-HB2,

Class

A1A,

CMO,

ARM,

4.00%,

12/25/24  (1)

93,807‌

92‌

Galton

Funding

Mortgage

Trust,

Series 2018-1,

Class

A23,

CMO,

ARM,

3.50%,

11/25/57  (1)

7,211‌

6‌

Galton

Funding

Mortgage

Trust,

Series 2018-2,

Class

A22,

CMO,

ARM,

4.00%,

10/25/58  (1)

4,935‌

5‌

Galton

Funding

Mortgage

Trust,

Series 2019-H1,

Class

A3,

CMO,

ARM,

2.964%,

10/25/59  (1)

51,156‌

49‌

Great

Wolf

Trust,

Series 2019-WOLF,

Class

A,

ARM,

1M

USD

LIBOR

+

1.034%,

5.352%,

12/15/36  (1)

40,000‌

39‌

Great

Wolf

Trust,

Series 2019-WOLF,

Class

C,

ARM,

1M

USD

LIBOR

+

1.633%,

5.951%,

12/15/36  (1)

35,000‌

33‌

GS

Mortgage-Backed

Securities

Trust,

Series 2021-GR1,

Class

A4,

CMO,

ARM,

2.50%,

11/25/51  (1)

86,116‌

66‌

Hundred

Acre

Wood

Trust,

Series 2021-INV1,

Class

A27,

CMO,

ARM,

2.50%,

7/25/51  (1)

84,284‌

64‌

JPMorgan

Chase

Commercial

Mortgage

Securities

Trust,

Series 2018-WPT,

Class

AFX,

4.248%,

7/5/33  (1)

20,000‌

19‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

21

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

JPMorgan

Mortgage

Trust,

Series 2020-5,

Class

B2,

CMO,

ARM,

3.584%,

12/25/50  (1)

23,684‌

19‌

JPMorgan

Mortgage

Trust,

Series 2020-INV1,

Class

A11,

CMO,

ARM,

1M

USD

LIBOR

+

0.83%,

4.874%,

8/25/50  (1)

6,678‌

6‌

JPMorgan

Mortgage

Trust,

Series 2020-INV1,

Class

A3,

CMO,

ARM,

3.50%,

8/25/50  (1)

8,904‌

8‌

JPMorgan

Mortgage

Trust,

Series 2020-LTV1,

Class

A15,

CMO,

ARM,

3.50%,

6/25/50  (1)

1,348‌

1‌

JPMorgan

Mortgage

Trust,

Series 2020-LTV1,

Class

A3,

CMO,

ARM,

3.50%,

6/25/50  (1)

2,696‌

3‌

JPMorgan

Mortgage

Trust,

Series 2020-LTV1,

Class

B1A,

CMO,

ARM,

3.263%,

6/25/50  (1)

28,532‌

24‌

Morgan

Stanley

Bank

of

America

Merrill

Lynch

Trust,

Series 2014-C18,

Class

300A,

3.749%,

8/15/31 

25,000‌

23‌

New

Residential

Mortgage

Loan

Trust,

Series 2021-INV2,

Class

A4,

CMO,

ARM,

2.50%,

9/25/51  (1)

88,078‌

67‌

OBX

Trust,

Series 2020-EXP1,

Class

1A8,

CMO,

ARM,

3.50%,

2/25/60  (1)

29,532‌

26‌

OBX

Trust,

Series 2021-NQM3,

Class

A1,

CMO,

ARM,

1.054%,

7/25/61  (1)

74,754‌

56‌

Sequoia

Mortgage

Trust,

Series  2013-

4,

Class

B1,

CMO,

ARM,

3.442%,

4/25/43 

21,855‌

20‌

Sequoia

Mortgage

Trust,

Series  2017-

CH2,

Class

A19,

CMO,

ARM,

4.00%,

12/25/47  (1)

6,684‌

6‌

SG

Residential

Mortgage

Trust,

Series 2019-3,

Class

A1,

CMO,

ARM,

2.703%,

9/25/59  (1)

2,954‌

3‌

SMRT,

Series 2022-MINI,

Class

C,

ARM,

1M

TSFR

+

1.55%,

5.886%,

1/15/39  (1)

100,000‌

95‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2020-DNA2,

Class

M2,

CMO,

ARM,

1M

USD

LIBOR

+

1.85%,

6.239%,

2/25/50  (1)

32,194‌

32‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2020-DNA5,

Class

M2,

CMO,

ARM,

SOFR30A

+

2.80%,

6.728%,

10/25/50  (1)

19,702‌

20‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2021-DNA2,

Class

M2,

CMO,

ARM,

SOFR30A

+

2.30%,

6.228%,

8/25/33  (1)

25,000‌

25‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2022-DNA1,

Class

M1B,

CMO,

ARM,

SOFR30A

+

1.85%,

5.778%,

1/25/42  (1)

45,000‌

43‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2022-DNA3,

Class

M1A,

CMO,

ARM,

SOFR30A

+

2.00%,

5.928%,

4/25/42  (1)

25,075‌

25‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2022-DNA5,

Class

M1A,

CMO,

ARM,

SOFR30A

+

2.95%,

6.878%,

6/25/42  (1)

66,505‌

67‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2022-DNA6,

Class

M1A,

CMO,

ARM,

SOFR30A

+

2.15%,

6.078%,

9/25/42  (1)

18,621‌

19‌

Structured

Agency

Credit

Risk

Debt

Notes,

Series 2022-HQA1,

Class

M1A,

CMO,

ARM,

SOFR30A

+

2.10%,

6.028%,

3/25/42  (1)

52,876‌

52‌

Towd

Point

Mortgage

Trust,

Series 2017-1,

Class

A1,

CMO,

ARM,

2.75%,

10/25/56  (1)

6,085‌

6‌

Towd

Point

Mortgage

Trust,

Series 2017-1,

Class

M1,

CMO,

ARM,

3.75%,

10/25/56  (1)

100,000‌

93‌

Vista

Point

Securitization

Trust,

Series 2020-2,

Class

A1,

CMO,

ARM,

1.475%,

4/25/65  (1)

28,428‌

25‌

Wells

Fargo

Commercial

Mortgage

Trust,

Series 2017-C39,

Class

B,

4.025%,

9/15/50 

125,000‌

110‌

Wells

Fargo

Commercial

Mortgage

Trust,

Series 2019-JWDR,

Class

A,

ARM,

2.501%,

9/15/31  (1)

100,000‌

86‌

Total

Non-U.S.

Government

Mortgage-Backed

Securities

(Cost

$2,298)

2,084‌

PREFERRED

STOCKS

0.1%

CONSUMER

DISCRETIONARY

0.1%

Automobiles

0.1%

Dr.

Ing.

h.c.

F.

Porsche

(EUR)  (4)

1,170‌

118‌

Total

Consumer

Discretionary

118‌

Total

Preferred

Stocks

(Cost

$94)

118‌

U.S.

GOVERNMENT

&

AGENCY

MORTGAGE-BACKED

SECURITIES

6.1%

U.S.

Government

Agency

Obligations

4.3%

Federal

Home

Loan

Mortgage 

2.50%,

4/1/30 

14,865‌

14‌

3.00%,

12/1/42

-

4/1/43 

65,660‌

60‌

3.50%,

8/1/42

-

3/1/44 

90,945‌

85‌

4.00%,

8/1/40

-

8/1/45 

43,645‌

42‌

4.50%,

6/1/39

-

5/1/42 

43,687‌

41‌

5.00%,

1/1/24

-

8/1/40 

15,586‌

14‌

6.00%,

10/1/32

-

8/1/38 

4,343‌

4‌

6.50%,

3/1/32 

45‌

—‌

7.00%,

6/1/32 

560‌

—‌

Federal

Home

Loan

Mortgage,

ARM 

12M

USD

LIBOR

+

1.829%,

2.204%,

2/1/37 

2,016‌

2‌

12M

USD

LIBOR

+

1.842%,

2.822%,

1/1/37 

1,360‌

1‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

22

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Federal

Home

Loan

Mortgage,

UMBS 

1.50%,

4/1/37 

15,039‌

13‌

2.00%,

3/1/42

-

6/1/52 

736,734‌

601‌

2.50%,

3/1/42

-

7/1/52 

634,120‌

540‌

3.00%,

1/1/33

-

8/1/52 

343,145‌

308‌

3.50%,

6/1/47

-

10/1/51 

149,992‌

139‌

4.00%,

8/1/37

-

2/1/50 

89,976‌

86‌

4.50%,

5/1/50 

8,912‌

9‌

Federal

National

Mortgage

Assn. 

3.00%,

8/1/43

-

2/1/44 

9,542‌

8‌

3.50%,

6/1/42

-

1/1/44 

91,360‌

85‌

4.00%,

11/1/40 

18,790‌

18‌

Federal

National

Mortgage

Assn.,

ARM,

12M

USD

LIBOR

+

1.881%,

4.131%,

8/1/36 

1,583‌

2‌

Federal

National

Mortgage

Assn.,

CMO,

IO,

6.50%,

2/25/32 

406‌

—‌

Federal

National

Mortgage

Assn.,

UMBS 

1.50%,

4/1/37

-

1/1/42 

196,252‌

167‌

2.00%,

4/1/42

-

3/1/52 

1,238,292‌

1,012‌

2.50%,

1/1/32

-

9/1/52 

1,264,781‌

1,090‌

3.00%,

6/1/27

-

5/1/52 

841,649‌

762‌

3.50%,

11/1/32

-

1/1/52 

388,439‌

366‌

4.00%,

7/1/35

-

8/1/52 

361,542‌

346‌

4.50%,

7/1/39

-

8/1/52 

275,705‌

269‌

5.00%,

8/1/23

-

10/1/52 

188,341‌

189‌

5.50%,

12/1/34

-

9/1/41 

55,514‌

58‌

6.00%,

4/1/33

-

1/1/53 

282,969‌

291‌

6.50%,

7/1/32

-

5/1/40 

20,201‌

21‌

7.00%,

4/1/32 

200‌

—‌

UMBS,

TBA  (10)

1.50%,

1/1/38 

120,000‌

104‌

2.00%,

1/1/53 

320,000‌

260‌

7,007‌

U.S.

Government

Obligations

1.8%

Government

National

Mortgage

Assn. 

2.00%,

3/20/51

-

5/20/52 

557,559‌

468‌

2.50%,

8/20/50

-

3/20/52 

548,253‌

475‌

3.00%,

7/15/43

-

6/20/52 

441,829‌

399‌

3.50%,

12/20/42

-

10/20/49 

387,525‌

363‌

4.00%,

7/20/42

-

10/20/52 

266,023‌

253‌

4.50%,

10/20/39

-

10/20/52 

203,400‌

200‌

5.00%,

3/20/34

-

6/20/49 

95,574‌

96‌

5.50%,

10/20/32

-

11/20/52 

167,676‌

170‌

6.00%,

4/15/36

-

12/20/38 

8,199‌

9‌

6.50%,

3/15/26

-

4/15/26 

1,810‌

1‌

7.00%,

9/20/27 

1,069‌

1‌

8.00%,

4/15/26 

97‌

—‌

Government

National

Mortgage

Assn.,

CMO 

3.00%,

11/20/47

-

12/20/47 

5,299‌

5‌

3.50%,

10/20/50 

25,000‌

21‌

Government

National

Mortgage

Assn.,

TBA  (10)

3.00%,

1/20/53 

25,000‌

22‌

5.50%,

1/20/53 

162,000‌

163‌

6.00%,

1/20/53 

90,000‌

91‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

6.50%,

1/20/53 

105,000‌

107‌

7.00%,

1/20/53 

30,000‌

31‌

2,875‌

Total

U.S.

Government

&

Agency

Mortgage-Backed

Securities

(Cost

$10,698)

9,882‌

U.S.

GOVERNMENT

AGENCY

OBLIGATIONS

(EXCLUDING

MORTGAGE-BACKED)

6.4%

U.S.

Treasury

Obligations

6.4%

U.S.

Treasury

Bonds,

2.875%,

5/15/52 

795,000‌

638‌

U.S.

Treasury

Bonds,

3.00%,

8/15/52 

790,000‌

654‌

U.S.

Treasury

Bonds,

3.25%,

5/15/42 

400,000‌

351‌

U.S.

Treasury

Bonds,

3.375%,

8/15/42 

1,000,000‌

894‌

U.S.

Treasury

Bonds,

4.00%,

11/15/42 

710,000‌

696‌

U.S.

Treasury

Bonds,

4.00%,

11/15/52 

700,000‌

703‌

U.S.

Treasury

Notes,

0.625%,

10/15/24 

50,000‌

47‌

U.S.

Treasury

Notes,

1.00%,

12/15/24 

450,000‌

421‌

U.S.

Treasury

Notes,

1.125%,

1/15/25 

705,000‌

660‌

U.S.

Treasury

Notes,

1.75%,

3/15/25 

485,000‌

458‌

U.S.

Treasury

Notes,

3.00%,

7/15/25  (11)

1,355,000‌

1,312‌

U.S.

Treasury

Notes,

3.125%,

8/31/27 

605,000‌

582‌

U.S.

Treasury

Notes,

3.875%,

11/30/27 

305,000‌

303‌

U.S.

Treasury

Notes,

3.875%,

12/31/27 

1,120,000‌

1,114‌

U.S.

Treasury

Notes,

4.125%,

9/30/27 

830,000‌

833‌

U.S.

Treasury

Notes,

4.125%,

11/15/32 

695,000‌

709‌

10,375‌

Total

U.S.

Government

Agency

Obligations

(Excluding

Mortgage-

Backed)

(Cost

$10,880)

10,375‌

SHORT-TERM

INVESTMENTS

6.6%

Money

Market

Funds

6.6%

T.

Rowe

Price

Treasury

Reserve

Fund,

4.27%  (2)(12)

10,661,344‌

10,661‌

Total

Short-Term

Investments

(Cost

$10,661)

10,661‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

23

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

SECURITIES

LENDING

COLLATERAL

0.3%

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

JPMORGAN

CHASE

BANK

0.3%

Money

Market

Funds

0.3%

T.

Rowe

Price

Government

Reserve

Fund,

4.30%  (2)(12)

424,188‌

424‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

JPMorgan

Chase

Bank

424‌

Total

Securities

Lending

Collateral

(Cost

$424)

424‌

Total

Investments

in

Securities

101.4%

of

Net

Assets

(Cost

$145,110)

$

164,171‌

‡

Shares/Par

and

Notional

Amount

are

denominated

in

U.S.

dollars

unless

otherwise

noted.

(1)

Security

was

purchased

pursuant

to

Rule

144A

under

the

Securities

Act

of

1933

and

may

be

resold

in

transactions

exempt

from

registration

only

to

qualified

institutional

buyers.

Total

value

of

such

securities

at

period-end

amounts

to

$6,035

and

represents

3.7%

of

net

assets.

(2)

Affiliated

Companies

(3)

SEC

30-day

yield

(4)

Non-income

producing

(5)

See

Note

4

.

All

or

a

portion

of

this

security

is

on

loan

at

December

31,

2022.

(6)

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

may

have

registration

rights

for

certain

restricted

securities.

Any

costs

related

to

such

registration

are

generally

borne

by

the

issuer.

The

aggregate

value

of

restricted

securities

(excluding

144A

holdings)

at

period

end

amounts

to

$527

and

represents

0.3%

of

net

assets.

(7)

See

Note

2.

Level

3

in

fair

value

hierarchy.

(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)

Security

is

a

fix-to-float

security,

which

carries

a

fixed

coupon

until

a

certain

date,

upon

which

it

switches

to

a

floating

rate.

Reference

rate

and

spread

are

provided

if

the

rate

is

currently

floating.

(10)

See

Note

4

.

To-Be-Announced

purchase

commitment.

Total

value

of

such

securities

at

period-end

amounts

to

$778

and

represents

0.5%

of

net

assets.

(11)

At

December

31,

2022,

all

or

a

portion

of

this

security

is

pledged

as

collateral

and/or

margin

deposit

to

cover

future

funding

obligations.

(12)

Seven-day

yield

1M

TSFR

One

month

term

SOFR

(Secured

overnight

financing

rate)

1M

USD

LIBOR

One

month

USD

LIBOR

(London

interbank

offered

rate)

3M

TSFR

Three

month

term

SOFR

(Secured

overnight

financing

rate)

3M

USD

LIBOR

Three

month

USD

LIBOR

(London

interbank

offered

rate)

12M

USD

LIBOR

Twelve

month

USD

LIBOR

(London

interbank

offered

rate)

ADR

American

Depositary

Receipts

ARM

Adjustable

Rate

Mortgage

(ARM);

rate

shown

is

effective

rate

at

period-end.

The

rates

for

certain

ARMs

are

not

based

on

a

published

reference

rate

and

spread

but

may

be

determined

using

a

formula

based

on

the

rates

of

the

underlying

loans. 

AUD

Australian

Dollar

CAD

Canadian

Dollar

CDI

CHESS

or

CREST

Depositary

Interest

CHF

Swiss

Franc

CLO

Collateralized

Loan

Obligation

CMO

Collateralized

Mortgage

Obligation

DKK

Danish

Krone

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

24

.

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.

EUR

Euro

FRN

Floating

Rate

Note

GBP

British

Pound

HKD

Hong

Kong

Dollar

INR

Indian

Rupee

IO

Interest-only

security

for

which

the

fund

receives

interest

on

notional

principal

ISK

Iceland

Krona

JPY

Japanese

Yen

KRW

South

Korean

Won

NOK

Norwegian

Krone

PTT

Pass-Through

Trust

REIT

A

domestic

Real

Estate

Investment

Trust

whose

distributions

pass-through

with

original

tax

character

to

the

shareholder

SDR

Swedish

Depository

Receipts

SEK

Swedish

Krona

SGD

Singapore

Dollar

SOFR30A

30-day

Average

SOFR

(Secured

overnight

financing

rate)

TBA

To-Be-Announced

TWD

Taiwan

Dollar

UMBS

Uniform

Mortgage-Backed

Securities

USD

U.S.

Dollar

VR

Variable

Rate;

rate

shown

is

effective

rate

at

period-end.

The

rates

for

certain

variable

rate

securities

are

not

based

on

a

published

reference

rate

and

spread

but

are

determined

by

the

issuer

or

agent

and

based

on

current

market

conditions.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

25

(Amounts

in

000s)

SWAPS

(0.0)%

Description

Notional

Amount

$

Value

Upfront

Payments/

$

(Receipts)

Unrealized

$

Gain/(Loss)

BILATERAL

SWAPS

0.0%

Credit

Default

Swaps,

Protection

Sold

0.0%

JPMorgan

Chase,

Protection

Sold

(Relevant

Credit:

Barclays

Bank,

A*),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

6/20/24

(EUR)

10

—

—

—‌

Total

Bilateral

Credit

Default

Swaps,

Protection

Sold

—

—‌

Total

Bilateral

Swaps

—

—‌

Description

Notional

Amount

$

Value

Initial

$

Value

**

Unrealized

$

Gain/(Loss)

CENTRALLY

CLEARED

SWAPS

(0.0)%

Credit

Default

Swaps,

Protection

Bought

(0.0)%

Protection

Bought

(Relevant

Credit:

Markit

CDX.NA.HY-S39,

5

Year

Index),

Pay

5.00%

Quarterly,

Receive

upon

credit

default,

12/20/27

*

455

(3)

(3)

—‌

Protection

Bought

(Relevant

Credit:

Markit

CDX.NA.IG-S39,

5

Year

Index),

Pay

1.00%

Quarterly,

Receive

upon

credit

default,

12/20/27

735

(6)

(7)

1‌

Total

Centrally

Cleared

Credit

Default

Swaps,

Protection

Bought

1‌

Credit

Default

Swaps,

Protection

Sold

(0.0)%

Protection

Sold

(Relevant

Credit:

Republic

of

Indonesia,

Baa2*),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

12/20/27

180

—

(2)

2‌

Protection

Sold

(Relevant

Credit:

United

Mexican

States,

Baa2*),

Receive

1.00%

Quarterly,

Pay

upon

credit

default,

12/20/27

324

(4)

(11)

7‌

Total

Centrally

Cleared

Credit

Default

Swaps,

Protection

Sold

9‌

Total

Centrally

Cleared

Swaps

10‌

Net

payments

(receipts)

of

variation

margin

to

date

(9‌)

Variation

margin

receivable

(payable)

on

centrally

cleared

swaps

$

1‌

*

Credit

ratings

as

of

December

31,

2022.

Ratings

shown

are

from

Moody’s

Investors

Service

and

if

Moody’s

does

not

rate

a

security,

then

Standard

&

Poor’s

(S&P)

is

used.

Fitch

is

used

for

securities

that

are

not

rated

by

either

Moody’s

or

S&P.

**

Includes

interest

purchased

or

sold

but

not

yet

collected

of

less

than

$1.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

26

(Amounts

in

000s)

FORWARD

CURRENCY

EXCHANGE

CONTRACTS

Counterparty

Settlement

Receive

Deliver

Unrealized

Gain/(Loss)

State

Street

2/24/23

USD

100‌

EUR

96‌

$

(3‌)

Net

unrealized

gain

(loss)

on

open

forward

currency

exchange

contracts

$

(3‌)

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

27

FUTURES

CONTRACTS

($000s)

Expiration

Date

Notional

Amount

Value

and

Unrealized

Gain

(Loss)

Short,

3

Long

Gilt

ten

year

contracts

3/23

(362)

$

19‌

Long,

4

Ultra

U.S.

Treasury

Bonds

contracts

3/23

537

(32‌)

Long,

15

Ultra

U.S.

Treasury

Notes

ten

year

contracts

3/23

1,774

(9‌)

Net

payments

(receipts)

of

variation

margin

to

date

19‌

Variation

margin

receivable

(payable)

on

open

futures

contracts

$

(3‌)

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

28

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

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

year

ended

December

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

T.

Rowe

Price

Inflation

Protected

Bond

Fund

-

I

Class,

5.89% 

$

—‌

$

—‌

$

—‌

T.

Rowe

Price

Institutional

Emerging

Markets

Bond

Fund,

6.45% 

—‌

(1,731‌)

351‌

T.

Rowe

Price

Institutional

Emerging

Markets

Equity

Fund 

201‌

(2,408‌)

55‌

T.

Rowe

Price

Institutional

Floating

Rate

Fund

-

Institutional

Class,

7.57% 

(70‌)

(7‌)

46‌

T.

Rowe

Price

Institutional

High

Yield

Fund

-

Institutional

Class,

8.21% 

(239‌)

(1,758‌)

647‌

T.

Rowe

Price

International

Bond

Fund

-

I

Class,

2.71% 

(126‌)

(1,712‌)

137‌

T.

Rowe

Price

Limited

Duration

Inflation

Focused

Bond

Fund

-

I

Class,

5.66% 

(72‌)

29‌

—‌

T.

Rowe

Price

Real

Assets

Fund

-

I

Class 

—‌

(576‌)

108‌

T.

Rowe

Price

U.S.

Large-Cap

Core

Fund

-

I

Class 

97‌

(201‌)

12‌

T.

Rowe

Price

Government

Reserve

Fund,

4.30%

—‌

—‌

—‌++

T.

Rowe

Price

Treasury

Reserve

Fund,

4.27%

—‌

—‌

185‌

Totals

$

(209‌)#

$

(8,364‌)

$

1,541‌+

Supplementary

Investment

Schedule

Affiliate

Value

12/31/21

Purchase

Cost

Sales

Cost

Value

12/31/22

T.

Rowe

Price

Inflation

Protected

Bond

Fund

-

I

Class,

5.89% 

$

6‌

$

—‌

$

—‌

$

6‌

T.

Rowe

Price

Institutional

Emerging

Markets

Bond

Fund,

6.45% 

7,915‌

754‌

3‌

6,935‌

T.

Rowe

Price

Institutional

Emerging

Markets

Equity

Fund 

9,274‌

417‌

111‌

7,172‌

T.

Rowe

Price

Institutional

Floating

Rate

Fund

-

Institutional

Class,

7.57% 

1,316‌

46‌

996‌

359‌

T.

Rowe

Price

Institutional

High

Yield

Fund

-

Institutional

Class,

8.21% 

12,273‌

1,169‌

1,706‌

9,978‌

T.

Rowe

Price

International

Bond

Fund

-

I

Class,

2.71% 

8,540‌

135‌

525‌

6,438‌

T.

Rowe

Price

Limited

Duration

Inflation

Focused

Bond

Fund

-

I

Class,

5.66% 

2,515‌

—‌

2,538‌

6‌

T.

Rowe

Price

Real

Assets

Fund

-

I

Class 

3,555‌

1,788‌

—‌

4,767‌

T.

Rowe

Price

U.S.

Large-Cap

Core

Fund

-

I

Class 

—‌

2,684‌

—‌

2,483‌

T.

Rowe

Price

Treasury

Reserve

Fund,

4.27%

15,775‌

  ¤

  ¤

10,661‌

T.

Rowe

Price

Government

Reserve

Fund,

4.30%

391‌

  ¤

  ¤

424‌

Total

$

49,229‌^

#

Capital

gain

distributions

from

underlying

Price

funds

represented

$325

of

the

net

realized

gain

(loss).

++

Excludes

earnings

on

securities

lending

collateral,

which

are

subject

to

rebates

and

fees

as

described

in

Note

4

.

+

Investment

income

comprised

$1,541

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

$53,152.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

December

31,

2022

Statement

of

Assets

and

Liabilities

29

($000s,

except

shares

and

per

share

amounts)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Assets

Investments

in

securities,

at

value

(cost

$145,110)

$

164,171‌

Interest

and

dividends

receivable

290‌

Receivable

for

investment

securities

sold

270‌

Foreign

currency

(cost

$34)

35‌

Receivable

for

shares

sold

11‌

Variation

margin

receivable

on

centrally

cleared

swaps

1‌

Other

assets

112‌

Total

assets

164,890‌

Liabilities

Payable

for

investment

securities

purchased

2,294‌

Obligation

to

return

securities

lending

collateral

424‌

Investment

management

and

administrative

fees

payable

171‌

Payable

for

shares

redeemed

11‌

Unrealized

loss

on

forward

currency

exchange

contracts

3‌

Variation

margin

payable

on

futures

contracts

3‌

Total

liabilities

2,906‌

NET

ASSETS

$

161,984‌

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

16,096‌

Paid-in

capital

applicable

to

9,097,061

shares

of

$0.0001

par

value

capital

stock

outstanding;

1,000,000,000

shares

of

the

Corporation

authorized

145,888‌

NET

ASSETS

$

161,984‌

NET

ASSET

VALUE

PER

SHARE

$

17.81‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

Statement

of

Operations

30

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

Ended

12/31/22

Investment

Income

(Loss)

Income

Dividend

(net

of

foreign

taxes

of

$89)

$

3,073‌

    Interest

959‌

Securities

lending

7‌

Total

income

4,039‌

Expenses

Investment

management

and

administrative

expense

1,578‌

Waived

/

paid

by

Price

Associates

(346‌)

Net

expenses

1,232‌

Net

investment

income

2,807‌

Realized

and

Unrealized

Gain

/

Loss

–

Net

realized

gain

(loss)

Securities

(254‌)

Futures

(1,150‌)

Swaps

(81‌)

Forward

currency

exchange

contracts

8‌

Foreign

currency

transactions

(24‌)

Capital

gain

distributions

from

mutual

funds

325‌

Net

realized

loss

(1,176‌)

Change

in

net

unrealized

gain

/

loss

Securities

(39,419‌)

Futures

(83‌)

Swaps

10‌

Forward

currency

exchange

contracts

1‌

Other

assets

and

liabilities

denominated

in

foreign

currencies

(1‌)

Change

in

net

unrealized

gain

/

loss

(39,492‌)

Net

realized

and

unrealized

gain

/

loss

(40,668‌)

DECREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

(37,861‌)

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

Statement

of

Changes

in

Net

Assets

31

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Ended

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

12/31/22

12/31/21

Increase

(Decrease)

in

Net

Assets

Operations

Net

investment

income

$

2,807‌

$

2,054‌

Net

realized

gain

(loss)

(

1,176‌

)

19,999‌

Change

in

net

unrealized

gain

/

loss

(

39,492‌

)

(

2,456‌

)

Increase

(decrease)

in

net

assets

from

operations

(

37,861‌

)

19,597‌

Distributions

to

shareholders

Net

earnings

(

6,064‌

)

(

21,441‌

)

Capital

share

transactions

*

Shares

sold

15,092‌

18,455‌

Distributions

reinvested

6,064‌

21,441‌

Shares

redeemed

(

24,543‌

)

(

29,626‌

)

Increase

(decrease)

in

net

assets

from

capital

share

transactions

(

3,387‌

)

10,270‌

Net

Assets

Increase

(decrease)

during

period

(

47,312‌

)

8,426‌

Beginning

of

period

209,296‌

200,870‌

End

of

period

$

161,984‌

$

209,296‌

*Share

information

(000s)

Shares

sold

779‌

758‌

Distributions

reinvested

335‌

959‌

Shares

redeemed

(

1,265‌

)

(

1,235‌

)

Increase

(decrease)

in

shares

outstanding

(

151‌

)

482‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

32

NOTES

TO

FINANCIAL

STATEMENTS

T.

Rowe

Price

Equity

Series,

Inc.

(the

corporation) is

registered

under

the

Investment

Company

Act

of

1940

(the

1940

Act).

The

Moderate

Allocation

Portfolio

(the

fund)

is a

diversified,

open-end

management

investment

company

established

by

the

corporation. The

fund

seeks

the

highest

total

return

over

time

consistent

with

an

emphasis

on

both

capital

appreciation

and

income.

Shares

of

the

fund are

currently offered

only

to

insurance

company

separate

accounts

established

for

the

purpose

of

funding

variable

annuity

contracts

and

variable

life

insurance

policies.

NOTE

1

-

SIGNIFICANT

ACCOUNTING

POLICIES 

Basis

of

Preparation

 The fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

in

the

Financial

Accounting

Standards

Board

(FASB)

Accounting

Standards

Codification

Topic

946

(ASC

946).

The

accompanying

financial

statements

were

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(GAAP),

including,

but

not

limited

to,

ASC

946.

GAAP

requires

the

use

of

estimates

made

by

management.

Management

believes

that

estimates

and

valuations

are

appropriate;

however,

actual

results

may

differ

from

those

estimates,

and

the

valuations

reflected

in

the

accompanying

financial

statements

may

differ

from

the

value

ultimately

realized

upon

sale

or

maturity.

Investment

Transactions,

Investment

Income,

and

Distributions

Investment

transactions

are

accounted

for

on

the

trade

date

basis.

Income

and

expenses

are

recorded

on

the

accrual

basis.

Realized

gains

and

losses

are

reported

on

the

identified

cost

basis.

Premiums

and

discounts

on

debt

securities

are

amortized

for

financial

reporting

purposes.

Paydown

gains

and

losses

are

recorded

as

an

adjustment

to

interest

income.

Inflation

adjustments

to

the

principal

amount

of

inflation-indexed

bonds

are

reflected

as

interest

income.

Income

tax-related

interest

and

penalties,

if

incurred,

are

recorded

as

income

tax

expense.

Dividends

received

from

mutual

fund

investments

are

reflected

as

dividend

income;

capital

gain

distributions

are

reflected

as

realized

gain/loss.

Dividend

income

and

capital

gain

distributions

are

recorded

on

the

ex-dividend

date.

Distributions

from

REITs

are

initially

recorded

as

dividend

income

and,

to

the

extent

such

represent

a

return

of

capital

or

capital

gain

for

tax

purposes,

are

reclassified

when

such

information

becomes

available.

Non-cash

dividends,

if

any,

are

recorded

at

the

fair

market

value

of

the

asset

received.

Proceeds

from

litigation

payments,

if

any,

are

included

in

either

net

realized

gain

(loss)

or

change

in

net

unrealized

gain/loss

from

securities.

Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date.

Income

distributions,

if

any,

are

declared

and

paid quarterly.

A

capital

gain

distribution,

if

any, may

also

be

declared

and

paid

by

the

fund

annually.

Currency

Translation

 Assets,

including

investments,

and

liabilities

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.

Purchases

and

sales

of

securities,

income,

and

expenses

are

translated

into

U.S.

dollars

at

the

prevailing

exchange

rate

on

the

respective

date

of

such

transaction.

The

effect

of

changes

in

foreign

currency

exchange

rates

on

realized

and

unrealized

security

gains

and

losses

is

not

bifurcated

from

the

portion

attributable

to

changes

in

market

prices.

Capital

Transactions

 Each

investor’s

interest

in

the

net

assets

of the

fund

is

represented

by

fund

shares. The

fund’s

net

asset

value

(NAV)

per

share

is

computed

at

the

close

of

the

New

York

Stock

Exchange

(NYSE),

normally

4

p.m.

ET,

each

day

the

NYSE

is

open

for

business.

However,

the

NAV

per

share

may

be

calculated

at

a

time

other

than

the

normal

close

of

the

NYSE

if

trading

on

the

NYSE

is

restricted,

if

the

NYSE

closes

earlier,

or

as

may

be

permitted

by

the

SEC.

Purchases

and

redemptions

of

fund

shares

are

transacted

at

the

next-computed

NAV

per

share,

after

receipt

of

the

transaction

order

by

T.

Rowe

Price

Associates,

Inc.,

or

its

agents.

New

Accounting

Guidance

 In

June

2022,

the

FASB

issued

Accounting

Standards

Update

(ASU),

ASU

2022-03,

Fair

Value

Measurement

(Topic

820)

–

Fair

Value

Measurement

of

Equity

Securities

Subject

to

Contractual

Sale

Restrictions,

which

clarifies

that

a

contractual

restriction

on

the

sale

of

an

equity

security

is

not

considered

part

of

the

unit

of

account

of

the

equity

security

and,

therefore,

is

not

considered

in

measuring

fair

value.

The

amendments

under

this

ASU

are

effective

for

fiscal

years

beginning

after

December

15,

2023;

however,

the

fund

opted

to

early

adopt,

as

permitted,

effective

December

1,

2022. Adoption

of

the

guidance

did not

have

a

material

impact

on

the fund's

financial  statements.

The

FASB

issued

Accounting

Standards

Update

(ASU),

ASU

2020–04,

Reference

Rate

Reform

(Topic

848) –

Facilitation

of

the

Effects

of

Reference

Rate

Reform

on

Financial

Reporting

in

March

2020

and

ASU

2021-01

in

January

2021

which

provided

further

amendments

and

clarifications

to

Topic

848.

These

ASUs provide

optional,

temporary

relief

with

respect

to

the

financial

reporting

of

contracts

subject

to

certain

types

of

modifications

due

to

the

planned

discontinuation

of

the

London

Interbank

Offered

Rate

(LIBOR),

and

other

interbank-offered

based

reference

rates,

through December

31,

2022.

In

December,

2022,

FASB

issued

ASU

2022-06

which

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

33

defers

the

sunset

date

of

Topic

848

from

December

31,

2022,

to

December

31,

2024,

after

which

entities

will

no

longer

be

permitted

to

apply

the

relief

in

Topic

848.

Management

intends

to

rely

upon

the

relief

provided

under

Topic

848,

which

is

not

expected to

have

a

material

impact

on

the fund's

financial  statements.

Indemnification

 In

the

normal

course

of

business, the

fund

may

provide

indemnification

in

connection

with

its

officers

and

directors,

service

providers,

and/or

private

company

investments. The

fund’s

maximum

exposure

under

these

arrangements

is

unknown;

however,

the

risk

of

material

loss

is

currently

considered

to

be

remote.

NOTE

2

-

VALUATION 

Fair

Value

  The

fund’s

financial

instruments

are

valued

at

the

close

of

the

NYSE

and

are

reported

at

fair

value,

which

GAAP

defines

as

the

price

that

would

be

received

to

sell

an

asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date. The fund’s

Board

of

Directors

(the

Board)

has

designated

T.

Rowe

Price

Associates,

Inc.

as

the

fund’s

valuation

designee

(Valuation

Designee).

Subject

to

oversight

by

the

Board,

the

Valuation

Designee

performs

the

following

functions

in

performing

fair

value

determinations:

assesses

and

manages

valuation

risks;

establishes

and

applies

fair

value

methodologies;

tests

fair

value

methodologies;

and

evaluates

pricing

vendors

and

pricing

agents.

The

duties

and

responsibilities

of

the

Valuation

Designee

are

performed

by

its

Valuation

Committee. The

Valuation

Designee provides

periodic

reporting

to

the

Board

on

valuation

matters.

Various

valuation

techniques

and

inputs

are

used

to

determine

the

fair

value

of

financial

instruments.

GAAP

establishes

the

following

fair

value

hierarchy

that

categorizes

the

inputs

used

to

measure

fair

value:

Level

1

–

quoted

prices

(unadjusted)

in

active

markets

for

identical

financial

instruments

that

the

fund

can

access

at

the

reporting

date

Level

2

–

inputs

other

than

Level

1

quoted

prices

that

are

observable,

either

directly

or

indirectly

(including,

but

not

limited

to,

quoted

prices

for

similar

financial

instruments

in

active

markets,

quoted

prices

for

identical

or

similar

financial

instruments

in

inactive

markets,

interest

rates

and

yield

curves,

implied

volatilities,

and

credit

spreads)

Level

3

–

unobservable

inputs

(including

the Valuation

Designee’s 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 Valuation

Designee

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 the

fund’s

portfolio

securities.

Each

business

day,

the

Valuation

Designee uses

information

from

outside

pricing

services

to

evaluate

the

quoted

prices

of

portfolio

securities

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 Valuation

Designee

uses

outside

pricing

services

to

provide

it

with

quoted

prices

and

information

to

evaluate

or

adjust

those

prices.

The Valuation

Designee

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.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

34

Debt

securities

generally

are

traded

in

the over-the-counter

(OTC)

market

and

are

valued

at

prices

furnished

by

independent

pricing

services

or

by

broker

dealers

who

make

markets

in

such

securities.

When

valuing

securities,

the

independent

pricing

services

consider

factors

such

as,

but

not

limited

to,

the

yield

or

price

of

bonds

of

comparable

quality,

coupon,

maturity,

and

type,

as

well

as

prices

quoted

by

dealers

who

make

markets

in

such

securities.

Investments

in

mutual

funds

are

valued

at

the

mutual

fund’s

closing

NAV

per

share

on

the

day

of

valuation.

Futures

contracts

are

valued

at

closing

settlement

prices.

Forward

currency

exchange

contracts

are

valued

using

the

prevailing

forward

exchange

rate.

Swaps

are

valued

at

prices

furnished

by

an

independent

pricing

service

or

independent

swap

dealers.

Assets

and

liabilities

other

than

financial

instruments,

including

short-term

receivables

and

payables,

are

carried

at

cost,

or

estimated

realizable

value,

if

less,

which

approximates

fair

value. 

Investments

for

which

market

quotations are

not

readily

available

or

deemed

unreliable

are

valued

at

fair

value

as

determined

in

good

faith

by

the

Valuation

Designee.

The

Valuation

Designee

has

adopted

methodologies

for

determining

the

fair

value

of

investments

for

which

market

quotations

are

not

readily

available

or

deemed

unreliable,

including

the

use

of

other

pricing

sources.

Factors

used

in

determining

fair

value

vary

by

type

of

investment

and

may

include

market

or

investment

specific

considerations.

The

Valuation

Designee 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

Designee 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.

Because

any

fair

value

determination

involves

a

significant

amount

of

judgment,

there

is

a

degree

of

subjectivity

inherent

in

such

pricing

decisions. Fair

value

prices

determined

by

the

Valuation

Designee could

differ

from

those

of

other

market

participants,

and

it

is

possible

that

the

fair

value

determined

for

a

security

may

be

materially

different

from

the

value

that

could

be

realized

upon

the

sale

of

that

security.

Valuation

Inputs

  The

following

table

summarizes

the

fund’s

financial

instruments,

based

on

the

inputs

used

to

determine

their

fair

values

on

December

31,

2022

(for

further

detail

by

category,

please

refer

to

the

accompanying

Portfolio

of

Investments):

($000s)

Level

1

Level

2

Level

3

Total

Value

Assets

Fixed

Income

Securities

1

$

—‌

$

34,287‌

$

—‌

$

34,287‌

Bond

Mutual

Funds

23,722‌

—‌

—‌

23,722‌

Common

Stocks

59,897‌

20,113‌

167‌

80,177‌

Convertible

Preferred

Stocks

—‌

—‌

360‌

360‌

Equity

Mutual

Funds

14,422‌

—‌

—‌

14,422‌

Preferred

Stocks

—‌

118‌

—‌

118‌

Short-Term

Investments

10,661‌

—‌

—‌

10,661‌

Securities

Lending

Collateral

424‌

—‌

—‌

424‌

Total

Securities

109,126‌

54,518‌

527‌

164,171‌

Swaps*

—‌

10‌

—‌

10‌

Futures

Contracts*

19‌

—‌

—‌

19‌

Total

$

109,145‌

$

54,528‌

$

527‌

$

164,200‌

Liabilities

Forward

Currency

Exchange

Contracts

$

—‌

$

3‌

$

—‌

$

3‌

Futures

Contracts*

41‌

—‌

—‌

41‌

Total

$

41‌

$

3‌

$

—‌

$

44‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

35

NOTE

3

-

DERIVATIVE

INSTRUMENTS 

During

the

year ended

December

31,

2022,

the

fund

invested

in

derivative

instruments.

As

defined

by

GAAP,

a

derivative

is

a

financial

instrument

whose

value

is

derived

from

an

underlying

security

price,

foreign

exchange

rate,

interest

rate,

index

of

prices

or

rates,

or

other

variable;

it

requires

little

or

no

initial

investment

and

permits

or

requires

net

settlement.

The

fund

invests

in

derivatives

only

if

the

expected

risks

and

rewards

are

consistent

with

its

investment

objectives,

policies,

and

overall

risk

profile,

as

described

in

its

prospectus

and

Statement

of

Additional

Information.

The

fund

may

use

derivatives

for

a

variety

of

purposes

and

may

use

them

to

establish

both

long

and

short

positions

within

the

fund’s

portfolio.

Potential

uses

include

to

hedge

against

declines

in

principal

value,

increase

yield,

invest

in

an

asset

with

greater

efficiency

and

at

a

lower

cost

than

is

possible

through

direct

investment,

to

enhance

return,

or

to

adjust

credit

exposure.

The

risks

associated

with

the

use

of

derivatives

are

different

from,

and

potentially

much

greater

than,

the

risks

associated

with

investing

directly

in

the

instruments

on

which

the

derivatives

are

based.

The

fund

values

its

derivatives

at

fair

value

and

recognizes

changes

in

fair

value

currently

in

its

results

of

operations.

Accordingly,

the

fund

does

not

follow

hedge

accounting,

even

for

derivatives

employed

as

economic

hedges.

Generally,

the

fund

accounts

for

its

derivatives

on

a

gross

basis.

It

does

not

offset

the

fair

value

of

derivative

liabilities

against

the

fair

value

of

derivative

assets

on

its

financial

statements,

nor

does

it

offset

the

fair

value

of

derivative

instruments

against

the

right

to

reclaim

or

obligation

to

return

collateral.

The

following

table

summarizes

the

fair

value

of

the

fund’s

derivative

instruments

held

as

of

December

31,

2022,

and

the

related

location

on

the

accompanying

Statement

of

Assets

and

Liabilities,

presented

by

primary

underlying

risk

exposure:

1

Includes

Asset-Backed

Securities,

Corporate

Bonds,

Non-U.S.

Government

Mortgage-Backed

Securities,

U.S.

Government

&

Agency

Mortgage-

Backed

Securities

and

U.S.

Government

Agency

Obligations

(Excluding

Mortgage-Backed).

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts

and

centrally

cleared

swaps;

however,

the

net

value

reflected

on

the

accompanying

Portfolio

of

Investments

is

only

the

unsettled

variation

margin

receivable

(payable)

at

that

date.

($000s)

Location

on

Statement

of

Assets

and

Liabilities

Fair

Value*

Assets

Interest

rate

derivatives

Futures

$

19

Credit

derivatives

Bilateral

Swaps

and

Premiums

,

Centrally

Cleared

Swaps

10

*

Total

$

29

*

Liabilities

Interest

rate

derivatives

Futures

$

41

Foreign

exchange

derivatives

Forwards

3

Credit

derivatives

Centrally

Cleared

Swaps

—

†

Total

$

44

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts

and

centrally

cleared

swaps;

however,

the

value

reflected

on

the

accompanying

Statement

of

Assets

and

Liabilities

is

only

the

unsettled

variation

margin

receivable

(payable)

at

that

date.

†

Amount

represents

less

than

$1,000.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

36

Additionally,

the

amount

of

gains

and

losses

on

derivative

instruments

recognized

in

fund

earnings

during

the

year ended

December

31,

2022,

and

the

related

location

on

the

accompanying

Statement

of

Operations

is

summarized

in

the

following

table

by

primary

underlying

risk

exposure: 

Counterparty

Risk

and

Collateral

 The

fund

invests

in

derivatives

in

various

markets,

which

expose

it

to

differing

levels

of

counterparty

risk.

Counterparty

risk

on

exchange-traded

and

centrally

cleared

derivative

contracts,

such

as

futures,

exchange-traded

options,

and

centrally

cleared

swaps,

is

minimal

because

the

clearinghouse

provides

protection

against

counterparty

defaults.

For

futures

and

centrally

cleared

swaps,

the

fund

is

required

to

deposit

collateral

in

an

amount

specified

by

the

clearinghouse

and

the

clearing

firm

(margin

requirement),

and

the

margin

requirement

must

be

maintained

over

the

life

of

the

contract.

Each

clearinghouse

and

clearing

firm,

in

its

sole

discretion,

may

adjust

the

margin

requirements

applicable

to

the

fund.

Derivatives,

such

as

non-cleared bilateral

swaps,

forward

currency

exchange

contracts,

and

OTC

options,

that

are

transacted

and

settle

directly

with

a

counterparty

(bilateral

derivatives)

may

expose

the

fund

to

greater

counterparty

risk.

To

mitigate

this

risk,

the

fund

has

entered

into

master

netting

arrangements

(MNAs)

with

certain

counterparties

that

permit

net

settlement

under

specified

conditions

and,

for

certain

counterparties,

also

require

the

exchange

of

collateral

to

cover

mark-to-market

exposure.

MNAs

may

be

in

the

form

of

International

Swaps

and

Derivatives

Association

master

agreements

(ISDAs)

or

foreign

exchange

letter

agreements

(FX

letters).

MNAs

provide

the

ability

to

offset

amounts

the

fund

owes

a

counterparty

against

amounts

the

counterparty

owes

the

fund

(net

settlement).

Both

ISDAs

and

FX

letters

generally

allow

termination

of

transactions

and

net

settlement

upon

the

occurrence

of

contractually

specified

events,

such

as

failure

to

pay

or

bankruptcy.

In

addition,

ISDAs

specify

other

events,

the

occurrence

of

which

would

allow

one

of

the

parties

to

terminate.

For

example,

a

downgrade

in

credit

rating

of

a

counterparty

below

a

specified

rating

would

allow

the

fund

to

terminate,

while

a

decline

in

the

fund’s

net

assets

of

more

than

a

specified

percentage

would

allow

the

counterparty

to

terminate.

Upon

termination,

all

transactions

with

that

counterparty

would

be

liquidated

and

a

net

termination

amount

settled.

ISDAs

typically

include

collateral

agreements

whereas

FX

letters

do

not.

Collateral

requirements

are

determined

daily

based

on

the

net

aggregate

unrealized

gain

or

loss

on

all

bilateral

derivatives

with

each

counterparty,

subject

to

minimum

transfer

amounts

that

typically

range

from

$100,000

to

$250,000.

Any

additional

collateral

required

due

to

changes

in

security

values

is

typically

transferred

the

next

business

day.

($000s)                                              

Location

of

Gain

(Loss)

on

Statement

of

Operations

Securities^

Futures

Forward

Currency

Exchange

Contracts

Swaps

Total

Realized

Gain

(Loss)

Interest

rate

derivatives

$

(7

)

$

(1,150

)

$

—

$

—

$

(1,157

)

Foreign

exchange

derivatives

—

—

8

—

8

Credit

derivatives

—

—

—

(81

)

(81

)

Total

$

(7

)

$

(1,150

)

$

8

$

(81

)

$

(1,230

)

Change

in

Unrealized

Gain

(Loss)

Interest

rate

derivatives

$

—

$

(83

)

$

—

$

—

$

(83

)

Foreign

exchange

derivatives

—

—

1

—

1

Credit

derivatives

—

—

—

10

10

Total

$

—

$

(83

)

$

1

$

10

$

(72

)

^

Options

purchased

are

reported

as

securities.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

37

Collateral

may

be

in

the

form

of

cash

or

debt

securities

issued

by

the

U.S.

government

or

related

agencies,

although

other

securities

may

be

used

depending

on

the

terms

outlined

in

the

applicable

MNA.

Cash

posted

by

the

fund

is

reflected

as

cash

deposits

in

the

accompanying

financial

statements

and

generally

is

restricted

from

withdrawal

by

the

fund;

securities

posted

by

the

fund

are

so

noted

in

the

accompanying

Portfolio

of

Investments;

both

remain

in

the

fund’s

assets.

Collateral

pledged

by

counterparties

is

not

included

in

the

fund’s

assets

because

the

fund

does

not

obtain

effective

control

over

those

assets.

For

bilateral

derivatives,

collateral

posted

or

received

by

the

fund

is

held

in

a

segregated

account

at

the

fund’s

custodian.

While

typically

not

sold

in

the

same

manner

as

equity

or

fixed

income

securities,

exchange-traded

or

centrally

cleared

derivatives

may

be

closed

out

only

on

the

exchange

or

clearinghouse

where

the

contracts

were

cleared,

and

OTC

and

bilateral

derivatives

may

be

unwound

with

counterparties

or

transactions

assigned

to

other

counterparties

to

allow

the

fund

to

exit

the

transaction.

This

ability

is

subject

to

the

liquidity

of

underlying

positions. As

of

December

31,

2022,

no

collateral

was

pledged

by

either

the

fund

or

counterparties for

bilateral

derivatives. As

of

December

31,

2022,

securities

valued

at $389,000

had

been

posted

by

the

fund

for

exchange-traded

and/or

centrally

cleared

derivatives.

Forward

Currency

Exchange

Contracts

 The

fund

is

subject

to

foreign

currency

exchange

rate

risk

in

the

normal

course

of

pursuing

its

investment

objectives.

It may use

forward

currency

exchange

contracts

(forwards)

primarily

to

protect

its

non-U.S.

dollar-denominated

securities

from

adverse

currency

movements

or

to

increase

exposure

to

a

particular

foreign

currency,

to

shift

the

fund’s

foreign

currency

exposure

from

one

country

to

another,

or

to

enhance

the

fund’s

return.

A

forward

involves

an

obligation

to

purchase

or

sell

a

fixed

amount

of

a

specific

currency

on

a

future

date

at

a

price

set

at

the

time

of

the

contract.

Although

certain

forwards

may

be

settled

by

exchanging

only

the

net

gain

or

loss

on

the

contract,

most

forwards

are

settled

with

the

exchange

of

the

underlying

currencies

in

accordance

with

the

specified

terms.

Forwards

are

valued

at

the

unrealized

gain

or

loss

on

the

contract,

which

reflects

the

net

amount

the

fund

either

is

entitled

to

receive

or

obligated

to

deliver,

as

measured

by

the

difference

between

the

forward

exchange

rates

at

the

date

of

entry

into

the

contract

and

the

forward

rates

at

the

reporting

date.

Appreciated

forwards

are

reflected

as

assets

and

depreciated

forwards

are

reflected

as

liabilities

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Risks

related

to

the

use

of

forwards

include

the

possible

failure

of

counterparties

to

meet

the

terms

of

the

agreements;

that

anticipated

currency

movements

will

not

occur,

thereby

reducing

the

fund’s

total

return;

and

the

potential

for

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

December

31,

2022,

the

volume

of

the

fund’s

activity

in

forwards,

based

on

underlying

notional

amounts,

was

generally

less

than

1%

of

net

assets.

Futures

Contracts

 The

fund

is

subject

to interest

rate

risk in

the

normal

course

of

pursuing

its

investment

objectives

and

uses

futures

contracts

to

help

manage

such

risk.

The

fund

may

enter

into

futures

contracts

to

manage

exposure

to

interest

rates,

security

prices,

foreign

currencies,

and

credit

quality;

as

an

efficient

means

of

adjusting

exposure

to

all

or

part

of

a

target

market;

to

enhance

income;

as

a

cash

management

tool;

or

to

adjust

credit

exposure. A

futures

contract

provides

for

the

future

sale

by

one

party

and

purchase

by

another

of

a

specified

amount

of

a

specific

underlying

financial

instrument

at

an

agreed-upon

price,

date,

time,

and

place.

The

fund

currently

invests

only

in

exchange-traded

futures,

which

generally

are

standardized

as

to

maturity

date,

underlying

financial

instrument,

and

other

contract

terms.

Payments

are

made

or

received

by

the

fund

each

day

to

settle

daily

fluctuations

in

the

value

of

the

contract

(variation

margin),

which

reflect

changes

in

the

value

of

the

underlying

financial

instrument.

Variation

margin

is

recorded

as

unrealized

gain

or

loss

until

the

contract

is

closed.

The

value

of

a

futures

contract

included

in

net

assets

is

the

amount

of

unsettled

variation

margin;

net

variation

margin

receivable

is

reflected

as

an

asset

and

net

variation

margin

payable

is

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Risks

related

to

the

use

of

futures

contracts

include

possible

illiquidity

of

the

futures

markets,

contract

prices

that

can

be

highly

volatile

and

imperfectly

correlated

to

movements

in

hedged

security

values

and/or

interest

rates,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

December

31,

2022,

the

volume

of

the

fund’s

activity

in

futures,

based

on

underlying

notional

amounts,

was

generally

between

1%

and

8%

of

net

assets.

Options 

 The

fund

is

subject

to interest

rate

risk in

the

normal

course

of

pursuing

its

investment

objectives

and

uses

options

to

help

manage

such

risk.

The

fund

may

use

options

to

manage

exposure

to

security

prices,

interest

rates,

foreign

currencies,

and

credit

quality;

as

an

efficient

means

of

adjusting

exposure

to

all

or

a

part

of

a

target

market;

to

enhance

income;

as

a

cash

management

tool;

or

to

adjust

credit

exposure.

Options

are

included

in

net

assets

at

fair

value,

options

purchased

are

included

in

Investments

in

Securities,

and

options

written

are

separately

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Premiums

on

unexercised,

expired

options

are

recorded

as

realized

gains

or

losses;

premiums

on

exercised

options

are

recorded

as

an

adjustment

to

the

proceeds

from

the

sale

or

cost

of

the

purchase.

The

difference

between

the

premium

and

the

amount

received

or

paid

in

a

closing

transaction

is

also

treated

as

realized

gain

or

loss.

In

return

for

a

premium

paid,

call

and

put

options

on

futures

give

the

holder

the

right,

but

not

the

obligation,

to

purchase

or

sell,

respectively,

a

position

in

a

particular

futures

contract

at

a

specified

exercise

price.

Risks related

to

the

use

of

options

include

possible

illiquidity

of

the

options

markets;

trading

restrictions

imposed

by

an

exchange

or

counterparty;

possible

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

38

failure

of

counterparties

to

meet

the

terms

of

the

agreements;

movements

in

the

underlying

asset

values

and

interest

rates;

and,

for

options

written,

the

potential

for

losses

to

exceed

any

premium

received

by

the

fund.

During

the

year ended

December

31,

2022,

the

volume

of

the

fund’s

activity

in

options,

based

on

underlying

notional

amounts,

was

generally

less

than

1%

of

net

assets.

Swaps

 The

fund

is

subject

to

credit

risk in

the

normal

course

of

pursuing

its

investment

objectives

and

uses

swap

contracts

to

help

manage

such

risk.

The

fund

may

use

swaps

in

an

effort

to

manage

both

long

and

short

exposure

to

changes

in

interest

rates,

inflation

rates,

and

credit

quality;

to

adjust

overall

exposure

to

certain

markets;

to

enhance

total

return

or

protect

the

value

of

portfolio

securities;

to

serve

as

a

cash

management

tool;

or

to

adjust

credit

exposure.

Swap

agreements

can

be

settled

either

directly

with

the

counterparty

(bilateral

swap)

or

through

a

central

clearinghouse

(centrally

cleared

swap).

Fluctuations

in

the

fair

value

of

a

contract

are

reflected

in

unrealized

gain

or

loss

and

are

reclassified

to

realized

gain

or

loss

upon

contract

termination

or

cash

settlement.

Net

periodic

receipts

or

payments

required

by

a

contract

increase

or

decrease,

respectively,

the

value

of

the

contract

until

the

contractual

payment

date,

at

which

time

such

amounts

are

reclassified

from

unrealized

to

realized

gain

or

loss.

For

bilateral

swaps,

cash

payments

are

made

or

received

by

the

fund

on

a

periodic

basis

in

accordance

with

contract

terms;

unrealized

gain

on

contracts

and

premiums

paid

are

reflected

as

assets

and

unrealized

loss

on

contracts

and

premiums

received

are

reflected

as

liabilities

on

the

accompanying

Statement

of

Assets

and

Liabilities.

For

bilateral

swaps,

premiums

paid

or

received

are

amortized

over

the

life

of

the

swap

and

are

recognized

as

realized

gain

or

loss

in

the

Statement

of

Operations.

For

centrally

cleared

swaps,

payments

are

made

or

received

by

the

fund

each

day

to

settle

the

daily

fluctuation

in

the

value

of

the

contract

(variation

margin).

Accordingly,

the

value

of

a

centrally

cleared

swap

included

in

net

assets

is

the

unsettled

variation

margin;

net

variation

margin

receivable

is

reflected

as

an

asset

and

net

variation

margin

payable

is

reflected

as

a

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

Credit

default

swaps

are

agreements

where

one

party

(the

protection

buyer)

agrees

to

make

periodic

payments

to

another

party

(the

protection

seller)

in

exchange

for

protection

against

specified

credit

events,

such

as

certain

defaults

and

bankruptcies

related

to

an

underlying

credit

instrument,

or

issuer

or

index

of

such

instruments.

Upon

occurrence

of

a

specified

credit

event,

the

protection

seller

is

required

to

pay

the

buyer

the

difference

between

the

notional

amount

of

the

swap

and

the

value

of

the

underlying

credit,

either

in

the

form

of

a

net

cash

settlement

or

by

paying

the

gross

notional

amount

and

accepting

delivery

of

the

relevant

underlying

credit.

For

credit

default

swaps

where

the

underlying

credit

is

an

index,

a

specified

credit

event

may

affect

all

or

individual

underlying

securities

included

in

the

index

and

will

be

settled

based

upon

the

relative

weighting

of

the

affected

underlying

security(ies)

within

the

index. Generally,

the

payment

risk

for

the

seller

of

protection

is

inversely

related

to

the

current

market

price

or

credit

rating

of

the

underlying

credit

or

the

market

value

of

the

contract

relative

to

the

notional

amount,

which

are

indicators

of

the

markets’

valuation

of

credit

quality.

As

of

December

31,

2022,

the

notional

amount

of

protection

sold

by

the

fund

totaled $515,000

(0.3%

of

net

assets),

which

reflects

the

maximum

potential

amount

the

fund

could

be

required

to

pay

under

such

contracts.

Risks

related

to

the

use

of

credit

default

swaps

include

the

possible

inability

of

the

fund

to

accurately

assess

the

current

and

future

creditworthiness

of

underlying

issuers,

the

possible

failure

of

a

counterparty

to

perform

in

accordance

with

the

terms

of

the

swap

agreements,

potential

government

regulation

that

could

adversely

affect

the

fund’s

swap

investments,

and

potential

losses

in

excess

of

the

fund’s

initial

investment.

During

the

year ended

December

31,

2022,

the

volume

of

the

fund’s

activity

in

swaps,

based

on

underlying

notional

amounts,

was

generally

between

0%

and

2%

of

net

assets.

NOTE

4

-

OTHER

INVESTMENT

TRANSACTIONS 

Consistent

with

its

investment

objective,

the

fund

engages

in

the

following

practices

to

manage

exposure

to

certain

risks

and/or

to

enhance

performance.

The

investment

objective,

policies,

program,

and

risk

factors

of

the

fund

are

described

more

fully

in

the

fund’s

prospectus

and

Statement

of

Additional

Information.

Emerging

and

Frontier

Markets

 The fund

invests,

either

directly

or

through

investments

in

other

T.

Rowe

Price

funds,

in

securities

of

companies

located

in,

issued

by

governments

of,

or

denominated

in

or

linked

to

the

currencies

of

emerging

and

frontier

market

countries.

Emerging

markets,

and

to

a

greater

extent

frontier

markets, tend

to

have

economic

structures

that

are

less

diverse

and

mature,

less

developed

legal

and

regulatory

regimes,

and

political

systems

that

are

less

stable,

than

those

of

developed

countries.

These

markets

may

be

subject

to

greater

political,

economic,

and

social

uncertainty

and

differing

accounting

standards

and

regulatory

environments

that

may

potentially

impact

the

fund’s

ability

to

buy

or

sell

certain

securities

or

repatriate

proceeds

to

U.S.

dollars.

Emerging

markets

securities

exchanges

are

more

likely

to

experience

delays

with

the

clearing

and

settling

of

trades,

as

well

as

the

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

39

custody

of

holdings

by

local

banks,

agents,

and

depositories.

Such

securities

are

often

subject

to

greater

price

volatility,

less

liquidity,

and

higher

rates

of

inflation

than

U.S.

securities.

Investing

in

frontier

markets

is

typically

significantly

riskier

than

investing

in

other

countries,

including

emerging

markets.

Restricted

Securities

 The

fund

invests

in

securities

that

are

subject

to

legal

or

contractual

restrictions

on

resale.

Prompt

sale

of

such

securities

at

an

acceptable

price

may

be

difficult

and

may

involve

substantial

delays

and

additional

costs.

Collateralized

Loan

Obligations 

 The

fund

invests

in

collateralized

loan

obligations

(CLOs)

which

are

entities

backed

by

a

diversified

pool

of

syndicated

bank

loans.

The

cash

flows

of

the

CLO

can

be

split

into

multiple

segments,

called

“tranches”

or

“classes”,

which

will

vary

in

risk

profile

and

yield.

The

riskiest

segments,

which

are

the

subordinate

or

“equity”

tranches,

bear

the

greatest

risk

of

loss

from

defaults

in

the

underlying

assets

of

the

CLO

and

serve

to

protect

the

other,

more

senior,

tranches.

Senior

tranches

will

typically

have

higher

credit

ratings

and

lower

yields

than

the

securities

underlying

the

CLO.

Despite

the

protection

from

the

more

junior

tranches,

senior

tranches

can

experience

substantial

losses. 

Mortgage-Backed

Securities

 The

fund

invests

in

mortgage-backed

securities

(MBS

or

pass-through

certificates)

that

represent

an

interest

in

a

pool

of

specific

underlying

mortgage

loans

and

entitle

the

fund

to

the

periodic

payments

of

principal

and

interest

from

those

mortgages.

MBS

may

be

issued

by

government

agencies

or

corporations,

or

private

issuers.

Most

MBS

issued

by

government

agencies

are

guaranteed;

however,

the

degree

of

protection

differs

based

on

the

issuer.

The

fund

also

invests

in

stripped

MBS,

created

when

a

traditional

MBS

is

split

into

an

interest-only

(IO)

and

a

principal-only

(PO)

strip.

MBS,

including

IOs

and

POs, are

sensitive

to

changes

in

economic

conditions

that

affect

the

rate

of

prepayments

and

defaults

on

the

underlying

mortgages;

accordingly,

the

value,

income,

and

related

cash

flows

from

MBS

may

be

more

volatile

than

other

debt

instruments.

IOs

also

risk

loss

of

invested

principal

from

faster-than-anticipated

prepayments.

TBA

Purchase,

Sale

Commitments

and

Forward

Settling

Mortgage

Obligations

 The

fund

enters

into

to-be-announced

(TBA)

purchase

or

sale

commitments

(collectively,

TBA

transactions),

pursuant

to

which

it

agrees

to

purchase

or

sell,

respectively,

mortgage-

backed

securities

for

a

fixed

unit

price,

with

payment

and

delivery

at

a

scheduled

future

date

beyond

the

customary

settlement

period

for

such

securities.

With

TBA

transactions,

the

particular

securities

to

be

received

or

delivered

by

the

fund

are

not

identified

at

the

trade

date;

however,

the

securities

must

meet

specified

terms,

including

rate

and

mortgage

term,

and

be

within

industry-accepted

“good

delivery”

standards.

The

fund

may

enter

into

TBA

transactions

with

the

intention

of

taking

possession

of

or

relinquishing

the

underlying

securities,

may

elect

to

extend

the

settlement

by

“rolling”

the

transaction,

and/or

may

use

TBA

transactions

to

gain

or

reduce

interim

exposure

to

underlying

securities.

Until

settlement,

the

fund

maintains

liquid

assets

sufficient

to

settle

its

commitment

to

purchase

a

TBA

or,

in

the

case

of

a

sale

commitment,

the

fund

maintains

an

entitlement

to

the

security

to

be

sold. 

To

mitigate

counterparty

risk,

the

fund

has

entered

into

Master

Securities

Forward

Transaction

Agreements

(MSFTA)

with

counterparties

that

provide

for

collateral

and

the

right

to

offset

amounts

due

to

or

from

those

counterparties

under

specified

conditions.

Subject

to

minimum

transfer

amounts,

collateral

requirements

are

determined

and

transfers

made

based

on

the

net

aggregate

unrealized

gain

or

loss

on

all

TBA

commitments

and

other

forward

settling

mortgage

obligations

with

a

particular

counterparty

(collectively,

MSFTA

Transactions).

At

any

time,

the

fund’s

risk

of

loss

from

a

particular

counterparty

related

to

its

MSFTA

Transactions

is

the

aggregate

unrealized

gain

on

appreciated

MSFTA

Transactions

in

excess

of

unrealized

loss

on

depreciated

MSFTA

Transactions

and

collateral

received,

if

any,

from

such

counterparty. As

of

December

31,

2022,

no

collateral

was

pledged

by

the

fund

or

counterparties

for

MSFTA

Transactions.

LIBOR

Transition

 The fund

may

invest

in

instruments

that

are

tied

to

reference

rates,

including

LIBOR.

Over

the

course

of

the

last

several

years,

global

regulators

have

indicated

an

intent

to

phase

out

the

use

of

LIBOR

and

similar

interbank

offered

rates

(IBOR).

While

publication

for

most

LIBOR

currencies

and

lesser-used

USD

LIBOR

settings

ceased

immediately

after

December

31,

2021,

remaining

USD

LIBOR

settings

will

continue

to

be

published

until

June

30,

2023.

There

remains

uncertainty

regarding

the

future

utilization

of

LIBOR

and

the

nature

of

any

replacement

rate.

Any

potential

effects

of

the

transition

away

from

LIBOR

on

the fund,

or

on

certain

instruments

in

which

the fund

invests,

cannot

yet

be

determined.

The

transition

process

may

result

in,

among

other

things,

an

increase

in

volatility

or

illiquidity

of

markets

for

instruments

that

currently

rely

on

LIBOR,

a

reduction

in

the

value

of

certain

instruments

held

by

the fund,

or

a

reduction

in

the

effectiveness

of

related

fund

transactions

such

as

hedges.

Any

such

effects

could

have

an

adverse

impact

on

the fund's

performance.

Securities

Lending

 The fund

may

lend

its

securities

to

approved

borrowers

to

earn

additional

income.

Its

securities

lending

activities

are

administered

by

a

lending

agent

in

accordance

with

a

securities

lending

agreement.

Security

loans

generally

do

not

have

stated

maturity

dates,

and

the

fund

may

recall

a

security

at

any

time.

The

fund

receives

collateral

in

the

form

of

cash

or

U.S.

government

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

40

securities.

Collateral

is

maintained

over

the

life

of

the

loan

in

an

amount

not

less

than

the

value

of

loaned

securities;

any

additional

collateral

required

due

to

changes

in

security

values

is

delivered

to

the

fund

the

next

business

day.

Cash

collateral

is

invested

in

accordance

with

investment

guidelines

approved

by

fund

management.

Additionally,

the

lending

agent

indemnifies

the

fund

against

losses

resulting

from

borrower

default.

Although

risk

is

mitigated

by

the

collateral

and

indemnification,

the

fund

could

experience

a

delay

in

recovering

its

securities

and

a

possible

loss

of

income

or

value

if

the

borrower

fails

to

return

the

securities,

collateral

investments

decline

in

value,

and

the

lending

agent

fails

to

perform.

Securities

lending

revenue

consists

of

earnings

on

invested

collateral

and

borrowing

fees,

net

of

any

rebates

to

the

borrower,

compensation

to

the

lending

agent,

and

other

administrative

costs.

In

accordance

with

GAAP,

investments

made

with

cash

collateral

are

reflected

in

the

accompanying

financial

statements,

but

collateral

received

in

the

form

of

securities

is

not.

At

December

31,

2022,

the

value

of

loaned

securities

was

$405,000;

the

value

of

cash

collateral

and

related

investments

was

$424,000.

Other 

Purchases

and

sales

of

portfolio

securities

other

than

short-term and

U.S.

government

securities

aggregated $90,654,000 and

$96,995,000,

respectively,

for

the

year ended

December

31,

2022.

Purchases

and

sales

of

U.S.

government

securities

aggregated

$74,144,000 and

$72,051,000,

respectively,

for

the

year ended

December

31,

2022.

NOTE

5

-

FEDERAL

INCOME

TAXES

Generally,

no

provision

for

federal

income

taxes

is

required

since

the

fund

intends

to

continue

to

qualify

as

a

regulated

investment

company

under

Subchapter

M

of

the

Internal

Revenue

Code

and

distribute

to

shareholders

all

of

its

taxable

income

and

gains.

Distributions

determined

in

accordance

with

federal

income

tax

regulations

may

differ

in

amount

or

character

from

net

investment

income

and

realized

gains

for

financial

reporting

purposes.

The fund

files

U.S.

federal,

state,

and

local

tax

returns

as

required. The

fund’s

tax

returns

are

subject

to

examination

by

the

relevant

tax

authorities

until

expiration

of

the

applicable

statute

of

limitations,

which

is

generally

three

years

after

the

filing

of

the

tax

return

but

which

can

be

extended

to

six

years

in

certain

circumstances.

Tax

returns

for

open

years

have

incorporated

no

uncertain

tax

positions

that

require

a

provision

for

income

taxes.

Capital

accounts

within

the

financial

reporting

records

are

adjusted

for

permanent

book/tax

differences

to

reflect

tax

character

but

are

not

adjusted

for

temporary

differences.

The

permanent

book/tax

adjustments,

if

any,

have

no

impact

on

results

of

operations

or

net

assets.

The

tax

character

of

distributions

paid

for

the

periods

presented

was

as

follows:

At

December

31,

2022,

the

tax-basis

cost

of

investments

(including

derivatives,

if

any)

and

gross

unrealized

appreciation

and

depreciation

were

as

follows:

($000s)

December

31,

2022

December

31,

2021

Ordinary

income

(including

short-term

capital

gains,

if

any)

$

2,932‌

$

5,550‌

Long-term

capital

gain

3,132‌

15,891‌

Total

distributions

$

6,064‌

$

21,441‌

($000s)

Cost

of

investments

$

147,169‌

Unrealized

appreciation

$

31,484‌

Unrealized

depreciation

(14,507‌)

Net

unrealized

appreciation

(depreciation)

$

16,977‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

41

At

December

31,

2022,

the

tax-basis

components

of

accumulated

net

earnings

(loss)

were

as

follows:

Temporary

differences

between

book-basis

and

tax-basis

components

of

total

distributable

earnings

(loss)

arise

when

certain

items

of

income,

gain,

or

loss

are

recognized

in

different

periods

for

financial

statement

purposes

versus

for

tax

purposes;

these

differences

will

reverse

in

a

subsequent

reporting

period.

The

temporary

differences

relate

primarily

to

the

deferral

of

losses

from

wash

sales

and

the

realization

of

gains/losses

on

passive

foreign

investment

companies.

The

loss

carryforwards

and

deferrals

primarily

relate

to

capital

loss

carryforwards

and

straddle

deferrals. Capital

loss

carryforwards

are

available

indefinitely

to

offset

future

realized

capital

gains.

NOTE

6

-

FOREIGN  TAXES

The

fund

is

subject

to

foreign

income

taxes

imposed

by

certain

countries

in

which

it

invests.

Additionally,

capital

gains

realized

upon

disposition

of

securities

issued

in

or

by

certain

foreign

countries

are

subject

to

capital

gains

tax

imposed

by

those

countries.

All

taxes

are

computed

in

accordance

with

the

applicable

foreign

tax

law,

and,

to

the

extent

permitted,

capital

losses

are

used

to

offset

capital

gains.

Taxes

attributable

to

income

are

accrued

by

the

fund

as

a

reduction

of

income.

Current

and

deferred

tax

expense

attributable

to

capital

gains

is

reflected

as

a

component

of

realized

or

change

in

unrealized

gain/loss

on

securities

in

the

accompanying

financial

statements.

To

the

extent

that

the

fund

has

country

specific

capital

loss

carryforwards,

such

carryforwards

are

applied

against

net

unrealized

gains

when

determining

the

deferred

tax

liability.

Any

deferred

tax

liability

incurred

by

the

fund

is

included

in

either

Other

liabilities

or

Deferred

tax

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

NOTE

7

-

RELATED

PARTY

TRANSACTIONS

The

fund

is

managed

by

T.

Rowe

Price

Associates,

Inc.

(Price

Associates),

a

wholly

owned

subsidiary

of

T.

Rowe

Price

Group,

Inc.

(Price

Group). Price

Associates

has

entered

into

a

sub-advisory

agreement(s)

with

one

or

more

of

its

wholly

owned

subsidiaries,

to

provide

investment

advisory

services

to

the

fund. The

investment

management

and

administrative

agreement

between

the

fund

and

Price

Associates

provides

for

an

all-inclusive

annual

fee

equal

to

0.90%

of

the

fund’s

average

daily

net

assets.

The

fee

is

computed

daily

and

paid

monthly. The

all-inclusive

fee

covers

investment

management

services

and

ordinary,

recurring

operating

expenses

but

does

not

cover

interest

expense;

expenses

related

to

borrowing,

taxes,

and

brokerage;

or

nonrecurring,

extraordinary

expenses. Effective

July

1,

2018,

Price

Associates

has

contractually

agreed,

at

least

through

April

30,

2023

to

waive

a

portion

of

its

management

fee

in

order

to

limit

the

fund’s

management

fee

to

0.85%

of

the

fund’s

average

daily

net

assets.

Thereafter,

this

agreement

automatically

renews

for

one-year

terms

unless

terminated

or

modified

by

the

fund’s

Board.

Fees

waived

and

expenses

paid

under

this

agreement

are

not

subject

to

reimbursement

to

Price

Associates

by

the

fund. The

total

management

fees

waived

were $88,000

for

the

year

ended

December

31,

2022.

In

addition,

the

fund

has

entered

into

service

agreements

with

Price

Associates

and

a

wholly

owned

subsidiary

of

Price

Associates,

each

an

affiliate

of

the

fund

(collectively,

Price).

Price

Associates

provides

certain

accounting

and

administrative

services

to

the

funds.

T.

Rowe

Price

Services,

Inc.

provides

shareholder

and

administrative

services

in

its

capacity

as

the

fund’s

transfer

and

dividend-

disbursing

agent.

Pursuant

to

the

all-inclusive

fee

arrangement

under

the

investment

management

and

administrative

agreement,

expenses

incurred

by

the

funds

pursuant

to

these

service

agreements

are

paid

by

Price

Associates.

The fund

may

invest

its

cash

reserves

in

certain

open-end

management

investment

companies

managed

by

Price

Associates

and

considered

affiliates

of

the

fund:

the

T.

Rowe

Price

Government

Reserve

Fund

or

the

T.

Rowe

Price

Treasury

Reserve

Fund,

organized

as

money

market

funds

(together,

the

Price

Reserve

Funds).

The

Price

Reserve

Funds

are

offered

as

short-term

investment

options

to

mutual

funds,

trusts,

and

other

accounts

managed

by

Price

Associates

or

its

affiliates

and

are

not

available

for

direct

purchase

by

members

of

the

public.

Cash

collateral

from

securities

lending,

if

any,

is

invested

in

the

T.

Rowe

Price

Government

Reserve Fund. The

Price

Reserve

Funds

pay

no

investment

management

fees.

($000s)

Undistributed

ordinary

income

$

256‌

Net

unrealized

appreciation

(depreciation)

16,977‌

Loss

carryforwards

and

deferrals

(1,137‌)

Total

distributable

earnings

(loss)

$

16,096‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

42

The

fund

may

also

invest

in

certain

other

T.

Rowe

Price

funds

(Price

Funds)

as

a

means

of

gaining

efficient

and

cost-effective

exposure

to

certain

markets.

The

fund

does

not

invest

for

the

purpose

of

exercising

management

or

control;

however,

investments

by

the

fund

may

represent

a

significant

portion

of

an

underlying

Price

Fund’s

net

assets.

Each

underlying

Price

Fund

is

an

open-end

management

investment

company

managed

by

Price

Associates

and

is

considered

an

affiliate

of

the

fund.

To

ensure

that

the

fund

does

not

incur

duplicate

management

fees

(paid

by

the

underlying

Price

Fund(s)

and

the

fund),

Price

Associates

has

agreed

to

permanently

waive

a

portion

of

its

management

fee

charged

to

the

fund

in

an

amount

sufficient

to

fully

offset

that

portion

of

management

fees

paid

by

each

underlying

Price

Fund

related

to

the

fund’s

investment

therein.

Annual

management

fee

rates

and

amounts

waived

related

to

investments

in

the

underlying

Price

Fund(s)

for

the

year

ended

December

31,

2022,

are

as

follows:

The

fund may

participate

in

securities

purchase

and

sale

transactions

with

other

funds

or

accounts

advised

by

Price

Associates

(cross

trades),

in

accordance

with

procedures

adopted

by the

fund’s

Board

and

Securities

and

Exchange

Commission

rules,

which

require,

among

other

things,

that

such

purchase

and

sale

cross

trades

be

effected

at

the

independent

current

market

price

of

the

security.

During

the

year ended

December

31,

2022,

the

aggregate

value

of

purchases

and

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates

was

less

than

1%

of

the

fund’s

net

assets

as

of

December

31,

2022.

Price

Associates

has

voluntarily

agreed

to

reimburse

the

fund

from

its

own

resources

on

a

monthly

basis

for

the

cost

of

investment

research

embedded

in

the

cost

of

the

fund’s

securities

trades

and

for

the

cost

of

brokerage

commissions

embedded

in

the

cost

of

the

fund’s

foreign

currency

transactions.

These

agreements

may

be

rescinded

at

any

time.

For

the

year ended

December

31,

2022,

these

reimbursements

amounted

to

$4,000,

which

is

included

in

Net

realized

gain

(loss)

on

Securities

in

the

Statement

of

Operations.

NOTE

8

-

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

the fund

invests.

Certain

events

may

cause

instability

across

global

markets,

including

reduced

liquidity

and

disruptions

in

trading

markets,

while

some

events

may

affect

certain

geographic

regions,

countries,

sectors,

and

industries

more

significantly

than

others,

and

exacerbate

other

pre-existing

political,

social,

and

economic

risks.

Since

2020,

a

novel

strain

of

coronavirus

(COVID-19)

has

resulted

in

disruptions

to

global

business

activity

and

caused

significant

volatility

and

declines

in

global

financial

markets.

In

February

2022,

Russian

forces

entered

Ukraine

and

commenced

an

armed

conflict

leading

to

economic

sanctions

being

imposed

on

Russia

and

certain

of

its

citizens,

creating

impacts

on

Russian-related

stocks

and

debt

and

greater

volatility

in

global

markets.

These

are

recent

examples

of

global

events

which

may

have

a

negative

impact

on

the

values

of

certain

portfolio

holdings

or

the

fund’s

overall

performance.

Management

is

actively

monitoring

the

risks

and

financial

impacts

arising

from

these

events.

($000s)

Effective

Management

Fee

Rate

Management

Fee

Waived

T.

Rowe

Price

Inflation

Protected

Bond

Fund

-

I

Class

0.17%

$

‌-

T.

Rowe

Price

Institutional

Emerging

Markets

Bond

Fund

0.70%

48‌

T.

Rowe

Price

Institutional

Emerging

Markets

Equity

Fund

1.00%

84‌

T.

Rowe

Price

Institutional

Floating

Rate

Fund

-

Institutional

Class

0.55%

5‌

T.

Rowe

Price

Institutional

High

Yield

Fund

-

Institutional

Class

0.50%

53‌

T.

Rowe

Price

International

Bond

Fund

-

I

Class

0.49%

33‌

T.

Rowe

Price

Limited

Duration

Inflation

Focused

Bond

Fund

-

I

Class

0.25%

3‌

T.

Rowe

Price

Real

Assets

Fund

-

I

Class

0.64%

27‌

T.

Rowe

Price

U.S.

Large-Cap

Core

Fund

-

I

Class

0.53%

5‌

Total

Management

Fee

Waived

$

258‌

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

43

Report

of

Independent

Registered

Public

Accounting

Firm

To

the

Board

of

Directors

of

T.

Rowe

Price

Equity

Series,

Inc.

and

Shareholders

of

T.

Rowe

Price

Moderate

Allocation

Portfolio

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

portfolio

of

investments,

of

T.

Rowe

Price

Moderate

Allocation

Portfolio

(one

of

the

portfolios

constituting

T.

Rowe

Price

Equity

Series,

Inc.,

referred

to

hereafter

as

the

"Fund")

as

of

December

31,

2022,

the

related

statement

of

operations

for

the

year

ended

December

31,

2022,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

December

31,

2022,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

December

31,

2022

(collectively

referred

to

as

the

“financial

statements”).

In

our

opinion,

the

financial

statements

present

fairly,

in

all

material

respects,

the

financial

position

of

the

Fund

as

of

December

31,

2022,

the

results

of

its

operations

for

the

year

then

ended,

the

changes

in

its

net

assets

for

each

of

the

two

years

in

the

period

ended

December

31,

2022

and

the

financial

highlights

for

each

of

the

five

years

in

the

period

ended

December

31,

2022

in

conformity

with

accounting

principles

generally

accepted

in

the

United

States

of

America.

Basis

for

Opinion

These

financial

statements

are

the

responsibility

of

the

Fund’s

management.

Our

responsibility

is

to

express

an

opinion

on

the

Fund’s

financial

statements

based

on

our

audits.

We

are

a

public

accounting

firm

registered

with

the

Public

Company

Accounting

Oversight

Board

(United

States)

(PCAOB)

and

are

required

to

be

independent

with

respect

to

the

Fund

in

accordance

with

the

U.S.

federal

securities

laws

and

the

applicable

rules

and

regulations

of

the

Securities

and

Exchange

Commission

and

the

PCAOB.

We

conducted

our

audits

of

these

financial

statements

in

accordance

with

the

standards

of

the

PCAOB.

Those

standards

require

that

we

plan

and

perform

the

audit

to

obtain

reasonable

assurance

about

whether

the

financial

statements

are

free

of

material

misstatement,

whether

due

to

error

or

fraud.

Our

audits

included

performing

procedures

to

assess

the

risks

of

material

misstatement

of

the

financial

statements,

whether

due

to

error

or

fraud,

and

performing

procedures

that

respond

to

those

risks.

Such

procedures

included

examining,

on

a

test

basis,

evidence

regarding

the

amounts

and

disclosures

in

the

financial

statements.

Our

audits

also

included

evaluating

the

accounting

principles

used

and

significant

estimates

made

by

management,

as

well

as

evaluating

the

overall

presentation

of

the

financial

statements.

Our

procedures

included

confirmation

of

securities

owned

as

of

December

31,

2022

by

correspondence

with

the

custodians,

transfer

agent

and

brokers;

when

replies

were

not

received

from

brokers,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

opinion.

PricewaterhouseCoopers

LLP

Baltimore,

Maryland

February

10,

2023

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

T.

Rowe

Price

group

of

investment

companies

since

1973.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

44

TAX

INFORMATION

(UNAUDITED)

FOR

THE

TAX

YEAR

ENDED 12/31/22

We

are

providing

this

information

as

required

by

the

Internal

Revenue

Code.

The

amounts

shown

may

differ

from

those

elsewhere

in

this

report

because

of

differences

between

tax

and

financial

reporting

requirements.

The

fund’s

distributions

to

shareholders

included:

$198,000 from

short-term

capital

gains 

$3,132,000 from

long-term

capital

gains,

subject

to

a

long-term

capital

gains

tax

rate

of

not

greater

than

20%

For

taxable

non-corporate

shareholders,

$1,568,000 of

the

fund's

income

represents

qualified

dividend

income

subject

to

a

long-term

capital

gains

tax

rate

of

not

greater

than

20%.

For

corporate

shareholders,

$707,000

of

the

fund's

income

qualifies

for

the

dividends-received

deduction.  

For

individuals

and

certain

trusts

and

estates

which

are

entitled

to

claim

a

deduction

of

up

to

20%

of

their

combined

qualified

real

estate

investment

trust

(REIT)

dividends,

$25,000 of

the

fund's

income

qualifies

as

qualified

real

estate

investment

trust

(REIT)

dividends.

INFORMATION

ON

PROXY

VOTING

POLICIES,

PROCEDURES,

AND

RECORDS

A

description

of

the

policies

and

procedures

used

by

T.

Rowe

Price

funds

to

determine

how

to

vote

proxies

relating

to

portfolio

securities

is

available

in

each

fund’s

Statement

of

Additional

Information.

You

may

request

this

document

by

calling

1-800-225-5132

or

by

accessing

the

SEC’s

website,

sec.gov.

The

description

of

our

proxy

voting

policies

and

procedures

is

also

available

on

our

corporate

website.

To

access

it,

please

visit

the

following

Web

page:

https://www.troweprice.com/corporate/us/en/utility/policies.html

Scroll

down

to

the

section

near

the

bottom

of

the

page

that

says,

“Proxy

Voting

Guidelines.”

Click

on

the

links

in

the

shaded

box.

Each

fund’s

most

recent

annual

proxy

voting

record

is

available

on

our

website

and

through

the

SEC’s

website.

To

access

it

through

T.

Rowe

Price,

visit

the

website

location

shown

above,

and

scroll

down

to

the

section

near

the

bottom

of

the

page

that

says,

“Proxy

Voting

Records.”

Click

on

the

Proxy

Voting

Records

link

in

the

shaded

box.

HOW

TO

OBTAIN

QUARTERLY

PORTFOLIO

HOLDINGS

The

fund

files

a

complete

schedule

of

portfolio

holdings

with

the

Securities

and

Exchange

Commission

(SEC)

for

the

first

and

third

quarters

of

each

fiscal

year

as

an

exhibit

to

its

reports

on

Form

N-PORT.

The

fund’s

reports

on

Form

N-PORT

are

available

electronically

on

the

SEC’s

website

(sec.gov).

In

addition,

most

T.

Rowe

Price

funds

disclose

their

first

and

third

fiscal

quarter-end

holdings

on

troweprice.com

.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

45

APPROVAL

OF

SUBADVISORY

AGREEMENT

At

a

meeting

held

on

July

25,

2022

(Meeting),

the

fund’s

Board

of

Directors

(Board)

considered

the

initial

approval

of

an

investment

subadvisory

agreement

(Subadvisory

Contract)

that

T.

Rowe

Price

Associates,

Inc.

(Adviser),

entered

into

with

T.

Rowe

Price

International

Ltd

(Subadviser)

on

behalf

of

the

fund.

The

Subadvisory

Contract

authorizes

the

Subadviser

to

have

investment

discretion

with

respect

to

all

or

a

portion

of

the

fund’s

portfolio.

The

Board

noted

that

the

Subadvisory

Contract

will

be

substantially

similar

to

other

subadvisory

agreements

that

are

in

place

for

other

T.

Rowe

Price

funds

that

delegate

investment

management

responsibilities

to

affiliated

investment

advisers

and

that

the

Adviser

will

retain

oversight

responsibilities

with

respect

to

the

fund.

The

Board

also

noted

that

the

new

subadvisory

arrangement

will

not

change

the

total

advisory

fees

paid

by

the

fund.

However,

under

the

Subadvisory

Contract,

the

Adviser

may

pay

the

Subadviser

up

to

60%

of

the

advisory

fees

that

the

Adviser

receives

from

the

fund.

At

the

Meeting,

the

Board

reviewed

materials

relevant

to

its

consideration

of

the

proposed

Subadvisory

Contract.

Each

year,

the

Board

considers

the

continuation

of

the

investment

management

agreement

(Advisory

Contract)

between

the

fund

and

the

Adviser.

The

fund’s

Advisory

Contract

was

most

recently

approved

by

the

Board

at

a

meeting

held

on

March

7–8,

2022

(March

Meeting).

A

discussion

of

the

basis

for

the

Board’s

approval

of

the

Advisory

Contract

is

included

in

the

fund’s

semiannual

shareholder

report

for

the

period

ended

June

30,

2022.

The

factors

considered

by

the

Board

at

the

Meeting

in

connection

with

approval

of

the

proposed

Subadvisory

Contract

were

substantially

similar

to

the

factors

considered

at

the

March

Meeting

in

connection

with

the

approval

to

continue

the

Advisory

Contract.

The

independent

directors

were

assisted

in

their

evaluation

of

the

Subadvisory

Contract

by

independent

legal

counsel

from

whom

they

received

separate

legal

advice

and

with

whom

they

met

separately.

Following

discussion

at

the

Meeting,

the

Board,

including

all

of

the

fund’s

independent

directors,

approved

the

Subadvisory

Contract

between

the

Adviser

and

Subadviser

on

behalf

of

the

fund.

No

single

factor

was

considered

in

isolation

or

to

be

determinative

to

the

decision.

Rather,

the

Board

concluded,

in

light

of

a

weighting

and

balancing

of

all

factors

considered,

that

it

was

in

the

best

interests

of

the

fund

and

its

shareholders

for

the

Board

to

approve

the

Subadvisory

Contract

effective

September

1,

2022.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

46

LIQUIDITY

RISK

MANAGEMENT

PROGRAM

In

accordance

with

Rule

22e-4

(Liquidity

Rule)

under

the

Investment

Company

Act

of

1940,

as

amended,

the

fund

has

established

a

liquidity

risk

management

program

(Liquidity

Program)

reasonably

designed

to

assess

and

manage

the

fund’s

liquidity

risk,

which

generally

represents

the

risk

that

the

fund

would

not

be

able

to

meet

redemption

requests

without

significant

dilution

of

remaining

investors’

interests

in

the

fund.

The

fund’s

Board

of

Directors

(Board)

has

appointed

the

fund’s

investment

adviser,

T.

Rowe

Price

Associates,

Inc.

(Adviser),

as

the

administrator

of

the

Liquidity

Program.

As

administrator,

the

Adviser

is

responsible

for

overseeing

the

day-to-day

operations

of

the

Liquidity

Program

and,

among

other

things,

is

responsible

for

assessing,

managing,

and

reviewing

with

the

Board

at

least

annually

the

liquidity

risk

of

each

T.

Rowe

Price

fund.

The

Adviser

has

delegated

oversight

of

the

Liquidity

Program

to

a

Liquidity

Risk

Committee

(LRC),

which

is

a

cross-

functional

committee

composed

of

personnel

from

multiple

departments

within

the

Adviser.

The

Liquidity

Program’s

principal

objectives

include

supporting

the

T.

Rowe

Price

funds’

compliance

with

limits

on

investments

in

illiquid

assets

and

mitigating

the

risk

that

the

fund

will

be

unable

to

timely

meet

its

redemption

obligations.

The

Liquidity

Program

also

includes

a

number

of

elements

that

support

the

management

and

assessment

of

liquidity

risk,

including

an

annual

assessment

of

factors

that

influence

the

fund’s

liquidity

and

the

periodic

classification

and

reclassification

of

a

fund’s

investments

into

categories

that

reflect

the

LRC’s

assessment

of

their

relative

liquidity

under

current

market

conditions.

Under

the

Liquidity

Program,

every

investment

held

by

the

fund

is

classified

at

least

monthly

into

one

of

four

liquidity

categories

based

on

estimations

of

the

investment’s

ability

to

be

sold

during

designated

time

frames

in

current

market

conditions

without

significantly

changing

the

investment’s

market

value.

As

required

by

the

Liquidity

Rule,

at

a

meeting

held

on

July

25,

2022,

the

Board

was

presented

with

an

annual

assessment

prepared

by

the

LRC,

on

behalf

of

the

Adviser,

that

addressed

the

operation

of

the

Liquidity

Program

and

assessed

its

adequacy

and

effectiveness

of

implementation,

including

any

material

changes

to

the

Liquidity

Program

and

the

determination

of

each

fund’s

Highly

Liquid

Investment

Minimum

(HLIM).

The

annual

assessment

included

consideration

of

the

following

factors,

as

applicable:

the

fund’s

investment

strategy

and

liquidity

of

portfolio

investments

during

normal

and

reasonably

foreseeable

stressed

conditions,

including

whether

the

investment

strategy

is

appropriate

for

an

open-end

fund,

the

extent

to

which

the

strategy

involves

a

relatively

concentrated

portfolio

or

large

positions

in

particular

issuers,

and

the

use

of

borrowings

for

investment

purposes

and

derivatives;

short-term

and

long-term

cash

flow

projections

covering

both

normal

and

reasonably

foreseeable

stressed

conditions;

and

holdings

of

cash

and

cash

equivalents,

as

well

as

available

borrowing

arrangements.

For

the

fund

and

other

T.

Rowe

Price

funds,

the

annual

assessment

incorporated

a

report

related

to

a

fund’s

holdings,

shareholder

and

portfolio

concentration,

any

borrowings

during

the

period,

cash

flow

projections,

and

other

relevant

data

for

the

period

of

April

1,

2021,

through

March

31,

2022.

The

report

described

the

methodology

for

classifying

a

fund’s

investments

(including

any

derivative

transactions)

into

one

of

four

liquidity

categories,

as

well

as

the

percentage

of

a

fund’s

investments

assigned

to

each

category.

It

also

explained

the

methodology

for

establishing

a

fund’s

HLIM

and

noted

that

the

LRC

reviews

the

HLIM

assigned

to

each

fund

no

less

frequently

than

annually.

During

the

period

covered

by

the

annual

assessment,

the

LRC

has

concluded,

and

reported

to

the

Board,

that

the

Liquidity

Program

continues

to

operate

adequately

and

effectively

and

is

reasonably

designed

to

assess

and

manage

the

fund’s

liquidity

risk.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

47

ABOUT

THE

PORTFOLIO'S

DIRECTORS

AND

OFFICERS

Your

fund

is

overseen

by

a

Board

of

Directors

(Board)

that

meets

regularly

to

review

a

wide

variety

of

matters

affecting

or

potentially

affecting

the

fund,

including

performance,

investment

programs,

compliance

matters,

advisory

fees

and

expenses,

service

providers,

and

business

and

regulatory

affairs.

The

Board

elects

the

fund’s

officers,

who

are

listed

in

the

final

table.

The

directors

who

are

also

employees

or

officers

of

T.

Rowe

Price

are

considered

to

be

“interested”

directors

as

defined

in

Section

2(a)(19)

of

the

1940

Act

because

of

their

relationships

with

T.

Rowe

Price

and

its

affiliates.

The

business

address

of

each

director

and

officer

is

100

East

Pratt

Street,

Baltimore,

Maryland

21202.

The

Statement

of

Additional

Information

includes

additional

information

about

the

fund

directors

and

is

available

without

charge

by

calling

a

T.

Rowe

Price

representative

at

1-800-638-5660.

INDEPENDENT

DIRECTORS

(a)

INTERESTED  DIRECTORS

(a)

Name

(Year

of

Birth)

Year

Elected

[Number

of

T.

Rowe

Price

Portfolios

Overseen]

Principal

Occupation(s)

and

Directorships

of

Public

Companies

and

Other

Investment

Companies

During

the

Past

Five

Years

Teresa

Bryce

Bazemore

(1959)

2018

[205]

President

and

Chief

Executive

Officer,

Federal

Home

Loan

Bank

of

San

Francisco

(2021

to

present);

President,

Radian

Guaranty

(2008

to

2017);

Chief

Executive

Officer,

Bazemore

Consulting

LLC

(2018

to

2021);

Director,

Chimera

Investment

Corporation

(2017

to

2021);

Director,

First

Industrial

Realty

Trust

(2020

to

present);

Director,

Federal

Home

Loan

Bank

of

Pittsburgh

(2017

to

2019)

Ronald

J.

Daniels

(b)

(1959)

2018

[0]

President,

The

Johns

Hopkins

University

and

Professor,

Political

Science

Department,

The

Johns

Hopkins

University

(2009

to

present);

Director,

Lyndhurst

Holdings

(2015

to

present);

Director,

BridgeBio

Pharma,

Inc.

(2020

to

present)

Bruce

W.

Duncan

(1951)

2013

[205]

President,

Chief

Executive

Officer,

and

Director,

CyrusOne,

Inc.

(2020

to

2021);

Chief

Executive

Officer

and

Director

(2009

to

2016),

Chair

of

the

Board

(2016

to

2020),

and

President

(2009

to

2016),

First

Industrial

Realty

Trust,

owner

and

operator

of

industrial

properties;

Chair

of

the

Board

(2005

to

2016)

and

Director

(1999

to

2016),

Starwood

Hotels

&

Resorts,

a

hotel

and

leisure

company;

Member,

Investment

Company

Institute

Board

of

Governors

(2017

to

2019);

Member,

Independent

Directors

Council

Governing

Board

(2017

to

2019);

Senior

Advisor,

KKR

(2018

to

present);

Director,

Boston

Properties

(2016

to

present);

Director,

Marriott

International,

Inc.

(2016

to

2020)

Robert

J.

Gerrard,

Jr.

(1952)

2012

[205]

Advisory

Board

Member,

Pipeline

Crisis/Winning

Strategies,

a

collaborative

working

to

improve

opportunities

for

young

African

Americans

(1997

to

2016);

Chair

of

the

Board,

all

funds

(July

2018

to

present)

Paul

F.

McBride

(1956)

2013

[205]

Advisory

Board

Member,

Vizzia

Technologies

(2015

to

present);

Board

Member,

Dunbar

Armored

(2012

to

2018)

Kellye

L.

Walker

(c)

(1966)

2021

[205]

Executive

Vice

President

and

Chief

Legal

Officer,

Eastman

Chemical

Company

(April

2020

to

present);

Executive

Vice

President

and

Chief

Legal

Officer,

Huntington

Ingalls

Industries,

Inc.

(January

2015

to

March

2020);

Director,

Lincoln

Electric

Company

(October

2020

to

present)

(a)

All

information

about

the

independent

directors

was

current

as

of

December

31,

2021,

unless

otherwise

indicated,

except

for

the

number

of

portfolios

overseen,

which

is

current

as

of

the

date

of

this

report.

(b)

Effective

April

27,

2022,

Mr.

Daniels

resigned

from

his

role

as

an

independent

director

of

the

Price

Funds.

(c)

Effective

November

8,

2021,

Ms.

Walker

was

appointed

as

an

independent

director

of

the

Price

Funds.

Name

(Year

of

Birth)

Year

Elected

[Number

of

T.

Rowe

Price

Portfolios

Overseen]

Principal

Occupation(s)

and

Directorships

of

Public

Companies

and

Other

Investment

Companies

During

the

Past

Five

Years

David

Oestreicher

(1967)

2018

[205]

Director,

Vice

President,

and

Secretary,

T.

Rowe

Price,

T.

Rowe

Price

Investment

Services,

Inc.,

T.

Rowe

Price

Retirement

Plan

Services,

Inc.,

and

T.

Rowe

Price

Services,

Inc.;

Director

and

Secretary,

T.

Rowe

Price

Investment

Management,

Inc.

(Price

Investment

Management);

Vice

President

and

Secretary,

T.

Rowe

Price

International

(Price

International);

Vice

President,

T.

Rowe

Price

Hong

Kong

(Price

Hong

Kong),

T.

Rowe

Price

Japan

(Price

Japan),

and

T.

Rowe

Price

Singapore

(Price

Singapore);

General

Counsel,

Vice

President,

and

Secretary,

T.

Rowe

Price

Group,

Inc.;

Chair

of

the

Board,

Chief

Executive

Officer,

President,

and

Secretary,

T.

Rowe

Price

Trust

Company;

Principal

Executive

Officer

and

Executive

Vice

President,

all

funds

Robert

W.

Sharps,

CFA,

CPA

(b)

(1971)

2017

[0]

Director

and

Vice

President,

T.

Rowe

Price;

Director,

Price

Investment

Management;

Chief

Executive

Officer

and

President,

T.

Rowe

Price

Group,

Inc.;

Vice

President,

T.

Rowe

Price

Trust

Company

Eric

L.

Veiel,

CFA

(1972)

2022

[205]

Director

and

Vice

President,

T.

Rowe

Price;

Vice

President,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

(a)

All

information

about

the

interested

directors

was

current

as

of

January

1,

2022,

unless

otherwise

indicated,

except

for

the

number

of

portfolios

overseen,

which

is

current

as

of

the

date

of

this

report.

(b)

Effective

February

3,

2022,

Mr.

Sharps

resigned

from

his

role

as

an

interested

director

of

the

Price

Funds.

T.

ROWE

PRICE

Moderate

Allocation

Portfolio

48

OFFICERS

Name

(Year

of

Birth)

Position

Held

With Equity

Series 

Principal

Occupation(s) 

Ziad

Bakri,

M.D.,

CFA

(1980)

Executive

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Brian

W.H.

Berghuis,

CFA

(1958)

Executive

Vice

President

Vice

President,

Price

Investment

Management,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Armando

(Dino)

Capasso

(1974)

Chief

Compliance

Officer

Chief

Compliance

Officer

and

Vice

President,

T.

Rowe

Price

and

Price

Investment

Management;

Vice

President,

T.

Rowe

Price

Group,

Inc.;

formerly,

Chief

Compliance

Officer,

PGIM

Investments

LLC

and

AST

Investment

Services,

Inc.

(ASTIS)

(to

2022);

Chief

Compliance

Officer,

PGIM

Retail

Funds

complex

and

Prudential

Insurance

Funds

(to

2022);

Vice

President

and

Deputy

Chief

Compliance

Officer,

PGIM

Investments

LLC

and

ASTIS

(to

2019);

Senior

Vice

President

and

Senior

Counsel,

Pacific

Investment

Management

Company

LLC

(to

2017) 

Alan

S.

Dupski,

CPA

(1982)

Principal

Financial

Officer,

Vice

President,

and

Treasurer

Vice

President,

Price

Investment

Management,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Gary

J.

Greb

(1961)

Vice

President

Vice

President,

Price

Investment

Management,

T.

Rowe

Price,

Price

International,

and

T.

Rowe

Price

Trust

Company

Paul

D.

Greene

II

(1978)

Executive

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Cheryl

Hampton,

CPA

(1969)

Vice

President

Vice

President,

T.

Rowe

Price;

formerly,

Tax

Director,

Invesco

Ltd.

(to

2021);

Vice

President,

Oppenheimer

Funds,

Inc.

(to

2019)

Stephon

Jackson,

CFA

(1962)

Co-president 

Vice

President,

T.

Rowe

Price

Benjamin

Kersse,

CPA

(1989)

Vice

President

Vice

President,

T.

Rowe

Price

Paul

J.

Krug,

CPA

(1964)

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

John

D.

Linehan,

CFA

(1965)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

and

T.

Rowe

Price

Trust

Company

Joshua

Nelson

(1977)

Co-president 

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

Price

International,

and

T.

Rowe

Price

Trust

Company

Fran

M.

Pollack-Matz

(1961)

Vice

President

and

Secretary 

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

T.

Rowe

Price

Investment

Services,

Inc.,

and

T.

Rowe

Price

Services,

Inc.

Shannon

H.

Rauser

(1987)

Assistant

Secretary 

Assistant

Vice

President,

T.

Rowe

Price

Charles

M.

Shriver,

CFA

(1967)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

Price

International,

and

T.

Rowe

Price

Trust

Company

Neil

Smith

(1972)

Executive

Vice

President

Vice

President,

Price

Hong

Kong,

Price

Japan,

Price

Singapore,

T.

Rowe

Price

Group,

Inc.,

and

Price

International

Toby

M.

Thompson,

CAIA,

CFA

(1971)

Executive

Vice

President

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

Price

International,

and

T.

Rowe

Price

Trust

Company

John

F.

Wakeman

(1962)

Vice

President

Vice

President,

Price

Investment

Management

and

T.

Rowe

Price

Group,

Inc.

Megan

Warren

(1968)

Vice

President

OFAC

Sanctions

Compliance

Officer

and

Vice

President,

Price

Investment

Management;

Vice

President,

T.

Rowe

Price,

T.

Rowe

Price

Group,

Inc.,

T.

Rowe

Price

Retirement

Plan

Services,

Inc.,

T.

Rowe

Price

Services,

Inc.,

and

T.

Rowe

Price

Trust

Company

Justin

P.

White 

(1981)

Executive

Vice

President

Vice

President,

T.

Rowe

Price

and

T.

Rowe

Price

Group,

Inc.

Unless

otherwise

noted,

officers

have

been

employees

of

T.

Rowe

Price

or

Price

International

for

at

least

5

years.

100

East

Pratt

Street

Baltimore,

MD

21202

T.

Rowe

Price

Investment

Services,

Inc.

Call

1-800-225-5132

to

request

a

prospectus

or

summary

prospectus;

each

includes

investment

objectives,

risks,

fees,

expenses,

and

other

information

that

you

should

read

and

consider

carefully

before

investing.

202302-2582741

E304-050

2/23

Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2.  Code of Ethics.

The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.

Item 3.  Audit Committee Financial Expert.

The registrant’s Board of Directors has determined that Ms. Teresa Bryce Bazemore qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Bazemore is considered independent for purposes of Item 3 of Form N-CSR.

Item 4.  Principal Accountant Fees and Services.

(a) – (d)  Aggregate fees billed for the last two fiscal years for professional services rendered to, or on behalf of, the registrant by the registrant’s principal accountant were as follows:

	2022		2021
Audit Fees	$	41,909	$	40,759
Audit-Related Fees		-		-
Tax Fees		-		5,742
All Other Fees		-		-

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.

(e)(1)  The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.

(2)  No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)  Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g)  The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $2,037,000 and $3,732,000, respectively.

(h)  All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.

Item 5.  Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a)  Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

(b)  Not applicable.

Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8.  Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10.  Submission of Matters to a Vote of Security Holders.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 11.  Controls and Procedures.

(a)  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)  The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13.   Exhibits.

(a)(1) The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.

    (2) Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

    (3) Written solicitation to repurchase securities issued by closed-end companies: not applicable.

(b) A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section  906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

T. Rowe Price Equity Series, Inc.

By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	February 10, 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/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	February 10, 2023

By	/s/ Alan S. Dupski
	Alan S. Dupski
	Principal Financial Officer
Date	February 10, 2023