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

Equity

Index

500

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

Equity

Index

500

Portfolio

HIGHLIGHTS

Large-cap

U.S.

stocks

plunged

as

Russia’s

assault

on

Ukraine,

surging

commodity

prices,

elevated

inflation,

and

rising

interest

rates

weighed

heavily

on

the

economy

and

the

financial

markets

during

the

year.

The

Equity

Index

500

Portfolio

modestly

lagged

its

bench-

mark,

the

S&P

500

Index,

primarily

due

to

expenses.

Most

sectors

in

the

S&P

500

Index

produced

negative

returns

in

the

last

12

months.

Information

technology

and

consumer

discre-

tionary

stocks

were

some

of

our

largest

absolute

detractors.

Energy

companies

surged,

while

health

care

companies

were

mostly

flat.

The

portfolio

offers

broad

exposure

to

different

sectors

of

the

U.S.

stock

market,

and

its

sector

allocations

are

consistent

with

those

of

the

benchmark.

As

such,

changes

in

the

portfolio’s

sector

diversification

and

other

overall

characteristics

reflect

changes

in

the

compo-

sition

of

the

S&P

500

Index.

The

trajectories

of

the

economy,

corporate

earnings,

and

interest

rates

are

unpredictable,

and

investor

sentiment

toward

the

broad

market

and

various

market

segments

could

change

without

warning.

Our

main

task

is

not

to

determine

which

stocks

or

sectors

may

perform

best

in

the

period

ahead

but,

rather,

to

replicate

the

structure

of

the

S&P

500

Index

and

closely

track

its

performance.

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

Equity

Index

500

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

Equity

Index

500

Portfolio

Management’s

Discussion

of

Fund

Performance

2

INVESTMENT

OBJECTIVE 

The

fund

seeks

to

track

the

performance

of

a

benchmark

index

that

measures

the

investment

return

of

large-capitalization

U.S.

stocks.

FUND

COMMENTARY

How

did

the

fund

perform

in

the

past 12

months?

The

Equity

Index

500

Portfolio

returned

-18.43%

versus

-18.11%

for

its

benchmark,

the

S&P

500

Index.

The

portfolio’s

performance

tends

to

slightly

lag

that

of

the

index

due

to

operating

and

management

expenses.

(

Past

performance

cannot

guarantee

future

results

.)

What

factors

influenced

the

fund’s

performance?

Most

sectors

in

the

S&P

500

Index

produced

negative

returns

in

2022.

Large-cap

U.S.

stocks

plunged

as

Russia’s

assault

on

Ukraine,

surging

commodity

prices,

elevated

inflation,

and

rising

interest

rates

weighed

heavily

on

the

economy

and

the

financial

markets.

By

the

summer

of

2022,

the

S&P

500

Index

and

several

other

equity

indexes

entered

“bear

market”

territory,

meaning

that

they

had

fallen

at

least

20%

from

their

recent

highs.

Within

our

portfolio,

information

technology

stocks

detracted

the

most

in

absolute

terms.

Software,

semiconductors,

and

hardware

companies

were

among

the

worst

performers

in

the

portfolio,

with

bellwethers

Microsoft,

NVIDIA,

and

Apple

being

particularly

weak.

Shares

of

these

tech

giants

fell

with

other

technology

names,

as

the

sector

was

hit

by

fears

that

supply

chain

issues

and

inflationary

pressures

would

slow

demand.

Also,

rising

interest

rates

tend

to

hurt

growth

stocks

by

reducing

the

present

value

of

their

future

profits.

(Please

refer

to

the

portfolio

of

investments

for

a

complete

list

of

holdings

and

the

amount

each

represents

in

the

portfolio.)

The

consumer

discretionary

sector

also

exhibited

negative

returns.

The

automobiles

segment

detracted

the

most

from

absolute

results,

as

leading

electric

automobile

maker

Tesla

tumbled

during

the

year.

The

stock

sank

amid

a

number

of

negative

data

points,

including

continued

controversy

surrounding

Chief

Executive

Officer

Elon

Musk’s

acquisition

of

Twitter,

reports

of

fatal

crashes

involving

the

company’s

Model

3

autopilot

feature,

and

concerns

that

macro

pressures

from

higher

financing

rates

and

a

weaker

consumer

could

hamper

demand

in

the

near

term.

The

internet

and

direct

marketing

segment

also

lagged.

Shares

of

Amazon.com

fell

sharply

on

a

series

of

disappointing

earnings

results,

with

the

firm

struggling

to

combat

slowing

growth

and

over-staffing

as

pandemic-driven

demand

receded.

Near

the

end

of

the

year,

the

company

projected

that

fourth-quarter

sales

would

be

well

below

analysts’

expectations.

Conversely,

energy

shares

surged

for

the

12-month

period.

Energy

companies

were

by

far

the

top

contributors

in

our

portfolio,

led

by

ExxonMobil

and

Chevron.

Many

large

oil

companies

reported

record

profits

during

the

first

quarter

of

2022,

as

many

countries

decided

to

find

alternatives

to

Russian

energy

exports,

resulting

in

higher

oil,

gasoline,

and

natural

gas

prices.

Oil

companies

ConocoPhillips,

Marathon

Petroleum,

and

Occidental

Petroleum

also

contributed

to

our

results,

while

energy

equipment

and

services

company

Schlumberger

added

value

to

a

lesser

extent.

The

health

care

sector

exhibited

mostly

flat

returns

during

the

12-month

period.

The

pharmaceuticals

segment

performed

best,

with

Merck

and

Eli

Lilly

being

the

top

performers.

Biotechnology

names

also

contributed

to

results,

with

our

position

in

AbbVie

being

particularly

strong.

Conversely,

health

care

equipment

and

supplies

companies

weighed

on

results,

with

Abbott

Laboratories

and

Medtronic

being

especially

weak.

PERFORMANCE

COMPARISON

Total

Return

Periods

Ended

12/31/22

6

Months

12

Months

Equity

Index

500

Portfolio

2.12‌%

-18.43‌%

S&P

500

Index

2.31‌

-18.11‌

SECTOR

DIVERSIFICATION

Percent

of

Net

Assets

6/30/22

12/31/22

Information

Technology

26.3‌%

25.3‌%

Health

Care

14.9‌ 

15.7‌ 

Financials

10.7‌ 

11.5‌ 

Consumer

Discretionary

10.4‌ 

9.7‌ 

Industrials

and

Business

Services

7.8‌ 

8.7‌ 

Communication

Services

8.7‌ 

7.2‌ 

Consumer

Staples

6.9‌ 

7.1‌ 

Energy

4.3‌ 

5.2‌ 

Utilities

3.1‌ 

3.2‌ 

Materials

2.6‌ 

2.7‌ 

Real

Estate

2.9‌ 

2.7‌ 

Other

and

Reserves

1.4‌ 

1.0‌ 

Total

100.0‌%

100.0‌%

Historical

weightings

reflect

current

industry/sector

classifications.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

3

How

is

the

fund

positioned?

The

Equity

Index

500

Portfolio,

which

tends

to

closely

track

its

benchmark,

offers

broad

exposure

to

different

sectors

of

the

U.S.

stock

market,

and

its

sector

allocations

are

consistent

with

those

of

the

benchmark.

As

such,

changes

in

the

portfolio’s

sector

diversification

and

other

overall

characteristics

reflect

changes

in

the

composition

of

the

S&P

500

Index

rather

than

strategic

shifts

that

are

typical

of

an

actively

managed

fund.

Since

the

portfolio

is

designed

to

track

its

index,

it

lacks

the

flexibility

to

shift

assets

toward

stocks

or

sectors

that

are

rising

or

away

from

those

that

are

declining.

The

portfolio’s

expenses

are

generally

low,

which

allows

investors

to

retain

more

of

their

returns.

As

a

reminder,

the

T.

Rowe

Price

Equity

Index

500

Portfolio

is

designed

for

investors

who

want

to

harness

the

potential

for

long-term

capital

appreciation

from

broad

exposure

to

large-cap

U.S.

stocks.

The

portfolio

could

serve

as

a

core

holding

in

an

investor’s

portfolio,

as

it

offers

attributes

that

many

investors

will

find

appealing.

The

portfolio

intends

to

be

diversified

in

approximately

the

same

proportion

as

the

index

it

tracks

is

diversified.

(Diversification

cannot

assure

a

profit

or

protect

against

loss

in

a

declining

market.)

What

is

portfolio

management’s

outlook?

Slowing

growth,

volatile

geopolitics,

tightening

global

monetary

policies,

and

elevated

inflation

have

created

a

challenging

market

environment

for

investors

throughout

2022.

Continued

aggressive

action

by

the

U.S.

Federal

Reserve

has

dampened

hopes

of

softening

monetary

tightening

and

accelerated

market

fears

of

a

U.S.

recession.

Overseas

economic

conditions

remain

challenging,

too.

Recession

risks

in

Europe

have

increased

as

the

war

in

Ukraine

has

waged

on,

and

there

are

concerns

about

China’s

growth

outlook,

even

though

the

country

has

been

taking

steps

to

roll

back

its

zero-

COVID

policies

and

reopen

its

economy.

The

trajectories

of

the

economy,

corporate

earnings,

and

interest

rates

are

unpredictable,

and

investor

sentiment

toward

the

broad

market

and

various

market

segments

could

change

without

warning.

Our

main

task

is

not

to

determine

which

stocks

or

sectors

may

perform

best

in

the

period

ahead

but,

rather,

to

replicate

the

structure

of

the

S&P

500

Index.

Our

intention

is

to

provide

you

with

broad

exposure

to

large-cap

U.S.

stocks

and

to

closely

track

the

index’s

performance.

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

Equity

Index

500

Portfolio

4

Risks

of

Investing

in

the

Equity

Index

500

Portfolio

Common

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

a

stock

in

which

the

fund

invests

may

decline

due

to

general

weakness

in

the

U.S.

stock

market,

such

as

when

the

U.S.

financial

markets

decline,

or

because

of

factors

that

affect

a

particular

company

or

industry.

Although

stocks

issued

by

larger

companies

tend

to

have

less

overall

volatility

than

stocks

issued

by

smaller

companies,

larger

companies

may

not

be

able

to

attain

the

high

growth

rates

of

successful

smaller

companies,

especially

during

strong

economic

periods.

In

addition,

larger

companies

may

be

less

capable

of

responding

quickly

to

competitive

challenges

and

industry

changes

and

may

suffer

sharper

price

declines

as

a

result

of

earnings

disappointments.

Because

the

portfolio

is

passively

managed

and

seeks

to

match

the

performance

of

its

benchmark

index,

holdings

are

generally

not

reallocated

based

on

changes

in

market

conditions

or

the

outlook

for

a

specific

security,

industry,

or

market

sector.

As

a

result,

the

portfolio’s

performance

may

lag

the

performance

of

actively

managed

funds.

The

returns

of

the

portfolio

are

expected

to

be

slightly

below

the

returns

of

its

benchmark

index

(referred

to

as

“tracking

error”)

because

the

portfolio

incurs

fees

and

transaction

expenses,

while

the

index

has

no

fees

or

expenses.

The

risk

of

tracking

error

is

increased

to

the

extent

the

portfolio

is

unable

to

fully

replicate

its

benchmark

index,

which

could

result

from

changes

in

the

composition

of

the

index

or

the

timing

of

purchases

and

redemptions

of

shares.

BENCHMARK

INFORMATION

Note:

The

S&P

500

Index

is

a

product

of

S&P

Dow

Jones

Indices

LLC,

a

division

of

S&P

Global,

or

its

affiliates

(“SPDJI”)

and

has

been

licensed

for

use

by

T.

Rowe

Price.

Standard

&  Poor’s

®

and

S&P

®

 are

registered

trademarks of

Standard

&

Poor’s

Financial

Services

LLC,

a

division

of

S&P

Global (“S&P”);

Dow

Jones

®

is

a

registered

trademark

of

Dow

Jones

Trademark

Holdings

LLC

(“Dow

Jones”);

T.

Rowe

Price

is

not

sponsored,

endorsed,

sold

or

promoted

by

SPDJI,

Dow

Jones,

S&P,

or

their

respective

affiliates,

and

none

of

such

parties

make

any

representation

regarding

the

advisability

of

investing

in

such

product(s)

nor

do

they

have

any

liability

for

any

errors,

omissions,

or

interruptions

of

the

S&P

500

Index.

TWENTY-FIVE

LARGEST

HOLDINGS

Percent

of

Net

Assets

12/31/22

Apple

6.0‌%

Microsoft

5.5‌ 

Alphabet

3.1‌ 

Amazon.com

2.3‌ 

Berkshire

Hathaway

1.7‌ 

UnitedHealth

Group

1.5‌ 

Johnson

&

Johnson

1.4‌ 

Exxon

Mobil

1.4‌ 

JPMorgan

Chase

1.2‌ 

NVIDIA

1.1‌ 

Procter

&

Gamble

1.1‌ 

Visa

1.0‌ 

Tesla

1.0‌ 

Home

Depot

1.0‌ 

Chevron

1.0‌ 

Mastercard

0.9‌ 

Eli

Lilly

0.9‌ 

Pfizer

0.9‌ 

AbbVie

0.9‌ 

Merck

0.9‌ 

Meta

Platforms

0.8‌ 

PepsiCo

0.8‌ 

Coca-Cola

0.8‌ 

Bank

of

America

0.7‌ 

Broadcom

0.7‌ 

Total

38.6‌%

Note:

The

information

shown

does

not

reflect

any

exchange-traded

funds

(ETFs),

cash

reserves,

or

collateral

for

securities

lending

that

may

be

held

in

the

portfolio.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

5

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

fund

returns

as

well

as

mutual portfolio

averages

and

indexes.

Equity

Index

500

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.

Equity

Index

500

Portfolio

Periods

Ended

12/31/22

1

Year

5

Years

10

Years

Equity

Index

500

Portfolio

-18.43‌%

9.01‌%

12.12‌%

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

$1,021.20

$1.99

Hypothetical

(assumes

5%

return

before

expenses)

 1,000.00

  1,023.24

  1.99

*

Expenses

are

equal

to

the

fund’s

annualized

expense

ratio

for

the

6-month

period

(0.39%),

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

Equity

Index

500

Portfolio

Financial

Highlights

6

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

$

31

.37‌

$

25

.07‌

$

22

.96‌

$

17

.99‌

$

19

.66‌

Investment

activities

Net

investment

income

(1)(2)

0

.33‌

0

.28‌

0

.37‌

0

.35‌

0

.34‌

Net

realized

and

unrealized

gain/loss

(

6

.11‌

)

6

.75‌

3

.68‌

5

.19‌

(

1

.26‌

)

Total

from

investment

activities

(

5

.78‌

)

7

.03‌

4

.05‌

5

.54‌

(

0

.92‌

)

Distributions

Net

investment

income

(

0

.33‌

)

(

0

.29‌

)

(

0

.37‌

)

(

0

.38‌

)

(

0

.32‌

)

Net

realized

gain

(

0

.14‌

)

(

0

.44‌

)

(

1

.57‌

)

(

0

.19‌

)

(

0

.43‌

)

Total

distributions

(

0

.47‌

)

(

0

.73‌

)

(

1

.94‌

)

(

0

.57‌

)

(

0

.75‌

)

NET

ASSET

VALUE

End

of

period

$

25

.12‌

$

31

.37‌

$

25

.07‌

$

22

.96‌

$

17

.99‌

Ratios/Supplemental

Data

Total

return

(2)(3)

(

18

.43‌

)

%

28

.20‌

%

18

.02‌

%

31

.01‌

%

(

4

.82‌

)

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

(4)

0

.39‌

%

0

.41‌

%

0

.40‌

%

0

.40‌

%

0

.40‌

%

Net

expenses

after

waivers/payments

by

Price

Associates

0

.38‌

%

0

.40‌

%

0

.39‌

%

0

.39‌

%

0

.40‌

%

Net

investment

income

1

.23‌

%

0

.97‌

%

1

.61‌

%

1

.69‌

%

1

.68‌

%

Portfolio

turnover

rate

12

.9‌

%

9

.5‌

%

16

.1‌

%

12

.0‌

%

9

.7‌

%

Net

assets,

end

of

period

(in

thousands)

$

23,508‌

$

29,530‌

$

22,667‌

$

22,419‌

$

17,850‌

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

See

Note

6

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

6.

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

Equity

Index

500

Portfolio

December

31,

2022

7

Portfolio

of

Investments

‡

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

COMMON

STOCKS

99.0%

COMMUNICATION

SERVICES

7.2%

Diversified

Telecommunication

Services

0.9%

AT&T 

5,162‌

95‌

Lumen

Technologies 

680‌

3‌

Verizon

Communications 

3,042‌

120‌

218‌

Entertainment

1.3%

Activision

Blizzard 

516‌

40‌

Electronic

Arts 

191‌

23‌

Live

Nation

Entertainment  (1)

102‌

7‌

Netflix  (1)

322‌

95‌

Take-Two

Interactive

Software  (1)

114‌

12‌

Walt

Disney  (1)

1,320‌

115‌

Warner

Bros

Discovery  (1)

1,599‌

15‌

307‌

Interactive

Media

&

Services

3.9%

Alphabet,

Class

A  (1)

4,325‌

382‌

Alphabet,

Class

C  (1)

3,834‌

340‌

Match

Group  (1)

203‌

8‌

Meta

Platforms,

Class

A  (1)

1,628‌

196‌

926‌

Media

0.8%

Charter

Communications,

Class

A  (1)

76‌

26‌

Comcast,

Class

A 

3,124‌

109‌

DISH

Network,

Class

A  (1)

181‌

3‌

Fox,

Class

A 

220‌

7‌

Fox,

Class

B 

104‌

3‌

Interpublic

Group 

283‌

9‌

News,

Class

A 

282‌

5‌

News,

Class

B 

86‌

2‌

Omnicom

Group 

147‌

12‌

Paramount

Global,

Class

B 

368‌

6‌

182‌

Wireless

Telecommunication

Services

0.3%

T-Mobile

U.S.  (1)

432‌

61‌

61‌

Total

Communication

Services

1,694‌

CONSUMER

DISCRETIONARY

9.7%

Auto

Components

0.1%

Aptiv (1)

197‌

18‌

BorgWarner 

169‌

7‌

25‌

Automobiles

1.3%

Ford

Motor 

2,864‌

33‌

General

Motors 

1,031‌

35‌

Tesla  (1)

1,944‌

239‌

307‌

Distributors

0.2%

Genuine

Parts 

103‌

18‌

LKQ 

184‌

10‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Pool 

29‌

9‌

37‌

Hotels,

Restaurants

&

Leisure

2.0%

Booking

Holdings  (1)

29‌

58‌

Caesars

Entertainment  (1)

154‌

6‌

Carnival  (1)

703‌

6‌

Chipotle

Mexican

Grill  (1)

20‌

28‌

Darden

Restaurants 

89‌

12‌

Domino's

Pizza 

26‌

9‌

Expedia

Group  (1)

110‌

10‌

Hilton

Worldwide

Holdings 

196‌

25‌

Las

Vegas

Sands  (1)

239‌

11‌

Marriott

International,

Class

A 

196‌

29‌

McDonald's 

530‌

140‌

MGM

Resorts

International 

231‌

8‌

Norwegian

Cruise

Line

Holdings  (1)

303‌

4‌

Royal

Caribbean

Cruises  (1)

157‌

8‌

Starbucks 

831‌

82‌

Wynn

Resorts  (1)

75‌

6‌

Yum!

Brands 

204‌

26‌

468‌

Household

Durables

0.3%

DR

Horton 

227‌

20‌

Garmin 

111‌

10‌

Lennar,

Class

A 

184‌

17‌

Mohawk

Industries  (1)

37‌

4‌

Newell

Brands 

267‌

3‌

NVR  (1)

2‌

9‌

PulteGroup 

165‌

8‌

Whirlpool 

40‌

6‌

77‌

Internet

&

Direct

Marketing

Retail

2.4%

Amazon.com (1)

6,427‌

540‌

eBay 

393‌

16‌

Etsy  (1)

91‌

11‌

567‌

Leisure

Products

0.0%

Hasbro 

93‌

6‌

6‌

Multiline

Retail

0.5%

Dollar

General 

163‌

40‌

Dollar

Tree  (1)

152‌

21‌

Target 

334‌

50‌

111‌

Specialty

Retail

2.4%

Advance

Auto

Parts 

44‌

6‌

AutoZone  (1)

14‌

35‌

Bath

&

Body

Works 

166‌

7‌

Best

Buy 

144‌

12‌

CarMax  (1)

113‌

7‌

Home

Depot 

741‌

234‌

Lowe's 

449‌

89‌

O'Reilly

Automotive  (1)

46‌

39‌

Ross

Stores 

251‌

29‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

8

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

TJX 

841‌

67‌

Tractor

Supply 

80‌

18‌

Ulta

Beauty  (1)

37‌

17‌

560‌

Textiles,

Apparel

&

Luxury

Goods

0.5%

NIKE,

Class

B 

912‌

107‌

Ralph

Lauren 

30‌

3‌

Tapestry 

175‌

7‌

VF 

237‌

6‌

123‌

Total

Consumer

Discretionary

2,281‌

CONSUMER

STAPLES

7.1%

Beverages

1.9%

Brown-Forman,

Class

B 

132‌

9‌

Coca-Cola 

2,818‌

179‌

Constellation

Brands,

Class

A 

117‌

27‌

Keurig

Dr

Pepper 

616‌

22‌

Molson

Coors

Beverage,

Class

B 

135‌

7‌

Monster

Beverage  (1)

277‌

28‌

PepsiCo 

997‌

180‌

452‌

Food

&

Staples

Retailing

1.5%

Costco

Wholesale 

321‌

147‌

Kroger 

472‌

21‌

Sysco 

368‌

28‌

Walgreens

Boots

Alliance 

520‌

19‌

Walmart 

1,022‌

145‌

360‌

Food

Products

1.2%

Archer-Daniels-Midland 

398‌

37‌

Campbell

Soup 

144‌

8‌

Conagra

Brands 

345‌

13‌

General

Mills 

431‌

36‌

Hershey 

107‌

25‌

Hormel

Foods 

208‌

10‌

J

M

Smucker 

77‌

12‌

Kellogg 

185‌

13‌

Kraft

Heinz 

577‌

24‌

Lamb

Weston

Holdings 

105‌

9‌

McCormick 

181‌

15‌

Mondelez

International,

Class

A 

989‌

66‌

Tyson

Foods,

Class

A 

210‌

13‌

281‌

Household

Products

1.6%

Church

&

Dwight 

175‌

14‌

Clorox 

90‌

13‌

Colgate-Palmolive 

606‌

48‌

Kimberly-Clark 

245‌

33‌

Procter

&

Gamble 

1,716‌

260‌

368‌

Personal

Products

0.2%

Estee

Lauder,

Class

A 

167‌

41‌

41‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Tobacco

0.7%

Altria

Group 

1,299‌

59‌

Philip

Morris

International 

1,123‌

114‌

173‌

Total

Consumer

Staples

1,675‌

ENERGY

5.1%

Energy

Equipment

&

Services

0.4%

Baker

Hughes 

725‌

21‌

Halliburton 

658‌

26‌

Schlumberger 

1,027‌

55‌

102‌

Oil,

Gas

&

Consumable

Fuels

4.7%

APA 

232‌

11‌

Chevron 

1,287‌

231‌

ConocoPhillips 

901‌

106‌

Coterra

Energy 

571‌

14‌

Devon

Energy 

473‌

29‌

Diamondback

Energy 

128‌

17‌

EOG

Resources 

426‌

55‌

EQT 

266‌

9‌

Exxon

Mobil 

2,982‌

329‌

Hess 

202‌

29‌

Kinder

Morgan 

1,434‌

26‌

Marathon

Oil 

459‌

12‌

Marathon

Petroleum 

340‌

40‌

Occidental

Petroleum 

528‌

33‌

ONEOK 

324‌

21‌

Phillips

66 

343‌

36‌

Pioneer

Natural

Resources 

173‌

40‌

Targa

Resources 

165‌

12‌

Valero

Energy 

280‌

36‌

Williams 

883‌

29‌

1,115‌

Total

Energy

1,217‌

FINANCIALS

11.5%

Banks

3.8%

Bank

of

America 

5,054‌

167‌

Citigroup 

1,402‌

63‌

Citizens

Financial

Group 

356‌

14‌

Comerica 

95‌

6‌

Fifth

Third

Bancorp 

498‌

16‌

First

Republic

Bank 

132‌

16‌

Huntington

Bancshares 

1,040‌

15‌

JPMorgan

Chase 

2,124‌

285‌

KeyCorp 

669‌

12‌

M&T

Bank 

125‌

18‌

PNC

Financial

Services

Group 

293‌

46‌

Regions

Financial 

678‌

15‌

Signature

Bank 

45‌

5‌

SVB

Financial

Group  (1)

42‌

10‌

Truist

Financial 

963‌

42‌

U.S.

Bancorp 

981‌

43‌

Wells

Fargo 

2,760‌

114‌

Zions

Bancorp 

110‌

5‌

892‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

9

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Capital

Markets

3.1%

Ameriprise

Financial 

78‌

24‌

Bank

of

New

York

Mellon 

532‌

24‌

BlackRock 

107‌

76‌

Cboe

Global

Markets 

78‌

10‌

Charles

Schwab 

1,105‌

92‌

CME

Group 

260‌

44‌

FactSet

Research

Systems 

28‌

11‌

Franklin

Resources 

205‌

5‌

Goldman

Sachs

Group 

246‌

84‌

Intercontinental

Exchange 

404‌

41‌

Invesco 

324‌

6‌

MarketAxess

Holdings 

27‌

8‌

Moody's 

115‌

32‌

Morgan

Stanley 

955‌

81‌

MSCI 

57‌

27‌

Nasdaq 

246‌

15‌

Northern

Trust 

150‌

13‌

Raymond

James

Financial 

140‌

15‌

S&P

Global 

242‌

81‌

State

Street 

266‌

21‌

T.

Rowe

Price

Group  (2)

162‌

18‌

728‌

Consumer

Finance

0.5%

American

Express 

433‌

64‌

Capital

One

Financial 

275‌

26‌

Discover

Financial

Services 

198‌

19‌

Synchrony

Financial 

326‌

11‌

120‌

Diversified

Financial

Services

1.7%

Berkshire

Hathaway,

Class

B  (1)

1,303‌

403‌

403‌

Insurance

2.4%

Aflac 

410‌

29‌

Allstate 

192‌

26‌

American

International

Group 

538‌

34‌

Aon,

Class

A 

150‌

45‌

Arch

Capital

Group  (1)

267‌

17‌

Arthur

J

Gallagher 

152‌

29‌

Assurant 

38‌

5‌

Brown

&

Brown 

169‌

10‌

Chubb 

301‌

66‌

Cincinnati

Financial 

113‌

12‌

Everest

Re

Group 

28‌

9‌

Globe

Life 

66‌

8‌

Hartford

Financial

Services

Group 

230‌

17‌

Lincoln

National 

112‌

3‌

Loews 

143‌

8‌

Marsh

&

McLennan 

359‌

59‌

MetLife 

478‌

35‌

Principal

Financial

Group 

165‌

14‌

Progressive 

423‌

55‌

Prudential

Financial 

267‌

27‌

Travelers 

170‌

32‌

W

R

Berkley 

148‌

11‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Willis

Towers

Watson 

78‌

19‌

570‌

Total

Financials

2,713‌

HEALTH

CARE

15.7%

Biotechnology

2.5%

AbbVie 

1,279‌

207‌

Amgen 

387‌

101‌

Biogen  (1)

104‌

29‌

Gilead

Sciences 

908‌

78‌

Incyte  (1)

134‌

11‌

Moderna  (1)

240‌

43‌

Regeneron

Pharmaceuticals  (1)

78‌

56‌

Vertex

Pharmaceuticals  (1)

187‌

54‌

579‌

Health

Care

Equipment

&

Supplies

2.8%

Abbott

Laboratories 

1,262‌

139‌

Align

Technology  (1)

52‌

11‌

Baxter

International 

365‌

19‌

Becton

Dickinson

&

Company 

206‌

52‌

Boston

Scientific  (1)

1,036‌

48‌

Cooper 

35‌

12‌

DENTSPLY

SIRONA 

155‌

5‌

Dexcom  (1)

280‌

32‌

Edwards

Lifesciences  (1)

448‌

33‌

Hologic  (1)

180‌

13‌

IDEXX

Laboratories  (1)

61‌

25‌

Intuitive

Surgical  (1)

257‌

68‌

Medtronic 

963‌

75‌

ResMed 

107‌

22‌

STERIS 

73‌

13‌

Stryker 

245‌

60‌

Teleflex 

34‌

9‌

Zimmer

Biomet

Holdings 

152‌

19‌

655‌

Health

Care

Providers

&

Services

3.7%

AmerisourceBergen 

118‌

20‌

Cardinal

Health 

189‌

14‌

Centene  (1)

410‌

34‌

Cigna 

221‌

73‌

CVS

Health 

950‌

89‌

DaVita  (1)

41‌

3‌

Elevance

Health 

173‌

89‌

HCA

Healthcare 

154‌

37‌

Henry

Schein  (1)

98‌

8‌

Humana 

91‌

47‌

Laboratory

Corp.

of

America

Holdings 

65‌

15‌

McKesson 

103‌

39‌

Molina

Healthcare  (1)

43‌

14‌

Quest

Diagnostics 

82‌

13‌

UnitedHealth

Group 

676‌

358‌

Universal

Health

Services,

Class

B 

46‌

6‌

859‌

Life

Sciences

Tools

&

Services

1.9%

Agilent

Technologies 

213‌

32‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

10

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Bio-Rad

Laboratories,

Class

A  (1)

16‌

7‌

Bio-Techne 

112‌

9‌

Charles

River

Laboratories

International  (1)

36‌

8‌

Danaher 

475‌

126‌

Illumina  (1)

114‌

23‌

IQVIA

Holdings  (1)

135‌

27‌

Mettler-Toledo

International  (1)

16‌

23‌

PerkinElmer 

91‌

13‌

Thermo

Fisher

Scientific 

285‌

157‌

Waters  (1)

43‌

15‌

West

Pharmaceutical

Services 

54‌

13‌

453‌

Pharmaceuticals

4.8%

Bristol-Myers

Squibb 

1,539‌

111‌

Catalent  (1)

130‌

6‌

Eli

Lilly 

572‌

209‌

Johnson

&

Johnson 

1,893‌

335‌

Merck 

1,836‌

204‌

Organon 

186‌

5‌

Pfizer 

4,065‌

208‌

Viatris 

871‌

10‌

Zoetis 

337‌

49‌

1,137‌

Total

Health

Care

3,683‌

INDUSTRIALS

&

BUSINESS

SERVICES

8.8%

Aerospace

&

Defense

1.9%

Boeing (1)

406‌

77‌

General

Dynamics 

164‌

41‌

Howmet

Aerospace 

267‌

10‌

Huntington

Ingalls

Industries 

29‌

7‌

L3Harris

Technologies 

139‌

29‌

Lockheed

Martin 

168‌

82‌

Northrop

Grumman 

104‌

57‌

Raytheon

Technologies 

1,064‌

107‌

Textron 

151‌

11‌

TransDigm

Group 

38‌

24‌

445‌

Air

Freight

&

Logistics

0.6%

CH

Robinson

Worldwide 

84‌

7‌

Expeditors

International

of

Washington 

114‌

12‌

FedEx 

173‌

30‌

United

Parcel

Service,

Class

B 

528‌

92‌

141‌

Airlines

0.2%

Alaska

Air

Group  (1)

92‌

4‌

American

Airlines

Group  (1)

470‌

6‌

Delta

Air

Lines  (1)

464‌

15‌

Southwest

Airlines  (1)

429‌

15‌

United

Airlines

Holdings  (1)

238‌

9‌

49‌

Building

Products

0.4%

A.O.

Smith 

91‌

5‌

Allegion 

62‌

6‌

Carrier

Global 

605‌

25‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Johnson

Controls

International 

500‌

32‌

Masco 

164‌

8‌

Trane

Technologies 

166‌

28‌

104‌

Commercial

Services

&

Supplies

0.5%

Cintas 

62‌

28‌

Copart  (1)

309‌

19‌

Republic

Services 

148‌

19‌

Rollins 

165‌

6‌

Waste

Management 

270‌

42‌

114‌

Construction

&

Engineering

0.1%

Quanta

Services 

104‌

15‌

15‌

Electrical

Equipment

0.6%

AMETEK 

166‌

23‌

Eaton 

288‌

45‌

Emerson

Electric 

428‌

41‌

Generac

Holdings  (1)

46‌

5‌

Rockwell

Automation 

84‌

22‌

136‌

Industrial

Conglomerates

1.1%

3M 

400‌

48‌

General

Electric 

810‌

68‌

Honeywell

International 

487‌

105‌

Roper

Technologies 

77‌

33‌

254‌

Machinery

1.9%

Caterpillar 

377‌

90‌

Cummins 

103‌

25‌

Deere 

199‌

85‌

Dover 

101‌

14‌

Fortive 

257‌

17‌

IDEX 

55‌

13‌

Illinois

Tool

Works 

203‌

45‌

Ingersoll

Rand 

292‌

15‌

Nordson 

39‌

9‌

Otis

Worldwide 

302‌

24‌

PACCAR 

252‌

25‌

Parker-Hannifin 

94‌

27‌

Pentair 

119‌

5‌

Snap-on 

38‌

9‌

Stanley

Black

&

Decker 

107‌

8‌

Westinghouse

Air

Brake

Technologies 

132‌

13‌

Xylem 

130‌

14‌

438‌

Professional

Services

0.4%

CoStar

Group  (1)

294‌

23‌

Equifax 

89‌

17‌

Jacobs

Solutions 

92‌

11‌

Leidos

Holdings 

100‌

10‌

Robert

Half

International 

78‌

6‌

Verisk

Analytics 

114‌

20‌

87‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

11

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Road

&

Rail

0.9%

CSX 

1,525‌

47‌

JB

Hunt

Transport

Services 

61‌

11‌

Norfolk

Southern 

168‌

41‌

Old

Dominion

Freight

Line 

66‌

19‌

Union

Pacific 

445‌

92‌

210‌

Trading

Companies

&

Distributors

0.2%

Fastenal 

416‌

20‌

United

Rentals  (1)

51‌

18‌

WW

Grainger 

33‌

18‌

56‌

Total

Industrials

&

Business

Services

2,049‌

INFORMATION

TECHNOLOGY

25.2%

Communications

Equipment

0.9%

Arista

Networks  (1)

178‌

22‌

Cisco

Systems 

2,973‌

142‌

F5  (1)

43‌

6‌

Juniper

Networks 

232‌

7‌

Motorola

Solutions 

122‌

31‌

208‌

Electronic

Equipment,

Instruments

&

Components

0.6%

Amphenol,

Class

A 

431‌

33‌

CDW 

97‌

17‌

Corning 

551‌

18‌

Keysight

Technologies  (1)

130‌

22‌

TE

Connectivity 

230‌

26‌

Teledyne

Technologies  (1)

34‌

14‌

Trimble  (1)

180‌

9‌

Zebra

Technologies,

Class

A  (1)

38‌

10‌

149‌

IT

Services

4.4%

Accenture,

Class

A 

457‌

122‌

Akamai

Technologies  (1)

113‌

10‌

Automatic

Data

Processing 

301‌

72‌

Broadridge

Financial

Solutions 

86‌

12‌

Cognizant

Technology

Solutions,

Class

A 

371‌

21‌

DXC

Technology  (1)

169‌

4‌

EPAM

Systems  (1)

41‌

13‌

Fidelity

National

Information

Services 

430‌

29‌

Fiserv  (1)

460‌

46‌

FleetCor

Technologies  (1)

53‌

10‌

Gartner  (1)

57‌

19‌

Global

Payments 

196‌

19‌

International

Business

Machines 

655‌

92‌

Jack

Henry

&

Associates 

52‌

9‌

Mastercard,

Class

A 

614‌

214‌

Paychex 

232‌

27‌

PayPal

Holdings  (1)

826‌

59‌

VeriSign  (1)

66‌

14‌

Visa,

Class

A 

1,184‌

246‌

1,038‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Semiconductors

&

Semiconductor

Equipment

5.0%

Advanced

Micro

Devices  (1)

1,166‌

75‌

Analog

Devices 

373‌

61‌

Applied

Materials 

624‌

61‌

Broadcom 

294‌

164‌

Enphase

Energy  (1)

98‌

26‌

First

Solar  (1)

71‌

11‌

Intel 

2,990‌

79‌

KLA 

103‌

39‌

Lam

Research 

98‌

41‌

Microchip

Technology 

399‌

28‌

Micron

Technology 

787‌

39‌

Monolithic

Power

Systems 

33‌

12‌

NVIDIA 

1,803‌

263‌

NXP

Semiconductors 

188‌

30‌

ON

Semiconductor  (1)

314‌

20‌

Qorvo  (1)

73‌

7‌

QUALCOMM 

812‌

89‌

Skyworks

Solutions 

116‌

11‌

SolarEdge

Technologies  (1)

41‌

12‌

Teradyne 

114‌

10‌

Texas

Instruments 

657‌

108‌

1,186‌

Software

8.1%

Adobe (1)

337‌

113‌

ANSYS  (1)

63‌

15‌

Autodesk  (1)

156‌

29‌

Cadence

Design

Systems  (1)

198‌

32‌

Ceridian

HCM

Holding  (1)

111‌

7‌

Fortinet  (1)

470‌

23‌

Gen

Digital 

421‌

9‌

Intuit 

205‌

80‌

Microsoft 

5,398‌

1,295‌

Oracle 

1,113‌

91‌

Paycom

Software  (1)

35‌

11‌

PTC  (1)

77‌

9‌

Salesforce  (1)

724‌

96‌

ServiceNow  (1)

147‌

57‌

Synopsys  (1)

111‌

35‌

Tyler

Technologies  (1)

30‌

10‌

1,912‌

Technology

Hardware,

Storage

&

Peripherals

6.2%

Apple 

10,829‌

1,407‌

Hewlett

Packard

Enterprise 

933‌

15‌

HP 

641‌

17‌

NetApp 

157‌

10‌

Seagate

Technology

Holdings 

139‌

7‌

Western

Digital  (1)

225‌

7‌

1,463‌

Total

Information

Technology

5,956‌

MATERIALS

2.7%

Chemicals

1.9%

Air

Products

&

Chemicals 

160‌

49‌

Albemarle 

84‌

18‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

12

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Celanese 

72‌

7‌

CF

Industries

Holdings 

141‌

12‌

Corteva 

518‌

31‌

Dow 

509‌

26‌

DuPont

de

Nemours 

360‌

25‌

Eastman

Chemical 

87‌

7‌

Ecolab 

179‌

26‌

FMC 

92‌

12‌

International

Flavors

&

Fragrances 

184‌

19‌

Linde 

358‌

117‌

LyondellBasell

Industries,

Class

A 

184‌

15‌

Mosaic 

247‌

11‌

PPG

Industries 

170‌

21‌

Sherwin-Williams 

170‌

40‌

436‌

Construction

Materials

0.1%

Martin

Marietta

Materials 

45‌

15‌

Vulcan

Materials 

96‌

17‌

32‌

Containers

&

Packaging

0.3%

Amcor 

1,079‌

13‌

Avery

Dennison 

58‌

10‌

Ball 

227‌

12‌

International

Paper 

258‌

9‌

Packaging

Corp.

of

America 

67‌

9‌

Sealed

Air 

104‌

5‌

Westrock 

181‌

6‌

64‌

Metals

&

Mining

0.4%

Freeport-McMoRan 

1,036‌

39‌

Newmont 

576‌

27‌

Nucor 

186‌

25‌

Steel

Dynamics 

122‌

12‌

103‌

Total

Materials

635‌

REAL

ESTATE

2.7%

Equity

Real

Estate

Investment

Trusts

2.6%

Alexandria

Real

Estate

Equities,

REIT 

108‌

16‌

American

Tower,

REIT 

338‌

72‌

AvalonBay

Communities,

REIT 

102‌

16‌

Boston

Properties,

REIT 

103‌

7‌

Camden

Property

Trust,

REIT 

78‌

9‌

Crown

Castle,

REIT 

314‌

43‌

Digital

Realty

Trust,

REIT 

208‌

21‌

Equinix,

REIT 

67‌

44‌

Equity

Residential,

REIT 

246‌

15‌

Essex

Property

Trust,

REIT 

47‌

10‌

Extra

Space

Storage,

REIT 

98‌

14‌

Federal

Realty

Investment

Trust,

REIT 

54‌

5‌

Healthpeak

Properties,

REIT 

388‌

10‌

Host

Hotels

&

Resorts,

REIT 

512‌

8‌

Invitation

Homes,

REIT 

418‌

12‌

Iron

Mountain,

REIT 

209‌

10‌

KRC

Interim,

REIT 

452‌

10‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Mid-America

Apartment

Communities,

REIT 

84‌

13‌

Prologis,

REIT 

668‌

75‌

Public

Storage,

REIT 

114‌

32‌

Realty

Income,

REIT 

454‌

29‌

Regency

Centers,

REIT 

110‌

7‌

SBA

Communications,

REIT 

79‌

22‌

Simon

Property

Group,

REIT 

237‌

28‌

UDR,

REIT 

219‌

8‌

Ventas,

REIT 

287‌

13‌

VICI

Properties,

REIT 

698‌

23‌

Vornado

Realty

Trust,

REIT 

115‌

2‌

Welltower,

REIT 

342‌

22‌

Weyerhaeuser,

REIT 

535‌

17‌

613‌

Real

Estate

Management

&

Development

0.1%

CBRE

Group,

Class

A  (1)

228‌

18‌

18‌

Total

Real

Estate

631‌

UTILITIES

3.3%

Electric

Utilities

2.1%

Alliant

Energy 

181‌

10‌

American

Electric

Power 

372‌

35‌

Constellation

Energy 

236‌

20‌

Duke

Energy 

558‌

58‌

Edison

International 

277‌

18‌

Entergy 

148‌

17‌

Evergy 

166‌

10‌

Eversource

Energy 

252‌

21‌

Exelon 

720‌

31‌

FirstEnergy 

393‌

17‌

NextEra

Energy 

1,439‌

120‌

NRG

Energy 

169‌

5‌

PG&E  (1)

1,166‌

19‌

Pinnacle

West

Capital 

82‌

6‌

PPL 

534‌

16‌

Southern 

788‌

56‌

Xcel

Energy 

396‌

28‌

487‌

Gas

Utilities

0.1%

Atmos

Energy 

102‌

11‌

11‌

Independent

Power

&

Renewable

Electricity

Producers

0.1%

AES 

480‌

14‌

14‌

Multi-Utilities

0.9%

Ameren 

188‌

17‌

CenterPoint

Energy 

453‌

14‌

CMS

Energy 

210‌

13‌

Consolidated

Edison 

256‌

24‌

Dominion

Energy 

604‌

37‌

DTE

Energy 

141‌

17‌

NiSource 

294‌

8‌

Public

Service

Enterprise

Group 

361‌

22‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

13

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Sempra

Energy 

228‌

35‌

WEC

Energy

Group 

228‌

21‌

208‌

Water

Utilities

0.1%

American

Water

Works 

132‌

20‌

20‌

Total

Utilities

740‌

Total

Common

Stocks

(Cost

$7,339)

23,274‌

EQUITY

MUTUAL

FUNDS

0.1%

iShares

Core

S&P

500

ETF 

92‌

35‌

Total

Equity

Mutual

Funds

(Cost

$29)

35‌

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

SHORT-TERM

INVESTMENTS

0.9%

Money

Market

Funds

0.7%

T.

Rowe

Price

Government

Reserve

Fund,

4.30%  (2)(3)

159,872‌

160‌

160‌

U.S.

Treasury

Obligations

0.2%

U.S.

Treasury

Bills,

3.728%,

2/16/23  (4)

40,000‌

40‌

40‌

Total

Short-Term

Investments

(Cost

$200)

200‌

Total

Investments

in

Securities

100.0%

of

Net

Assets

(Cost

$7,568)

$

23,509‌

‡

Shares/Par

and

Notional

Amount

are

denominated

in

U.S.

dollars

unless

otherwise

noted.

(1)

Non-income

producing

(2)

Affiliated

Companies

(3)

Seven-day

yield

(4)

At

December

31,

2022,

all

or

a

portion

of

this

security

is

pledged

as

collateral

and/or

margin

deposit

to

cover

future

funding

obligations.

ETF

Exchange-Traded

Fund

REIT

A

domestic

Real

Estate

Investment

Trust

whose

distributions

pass-through

with

original

tax

character

to

the

shareholder

T.

ROWE

PRICE

Equity

Index

500

Portfolio

14

FUTURES

CONTRACTS

($000s)

Expiration

Date

Notional

Amount

Value

and

Unrealized

Gain

(Loss)

Long,

1

S&P

500

E-Mini

Index

contracts

3/23

193

$

(5‌)

Net

payments

(receipts)

of

variation

margin

to

date

4‌

Variation

margin

receivable

(payable)

on

open

futures

contracts

$

(1‌)

T.

ROWE

PRICE

Equity

Index

500

Portfolio

15

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

Group 

$

—‌

$

(14‌)

$

1‌

T.

Rowe

Price

Government

Reserve

Fund,

4.30%

—‌

—‌

3‌++

Totals

$

—‌#

$

(14‌)

$

4‌+

Supplementary

Investment

Schedule

Affiliate

Value

12/31/21

Purchase

Cost

Sales

Cost

Value

12/31/22

T.

Rowe

Price

Group 

$

32‌

$

2‌

$

2‌

$

18‌

T.

Rowe

Price

Government

Reserve

Fund,

4.30%

257‌

  ¤

  ¤

160‌

Total

$

178‌^

#

Capital

gain

distributions

from

underlying

Price

funds

represented

$0

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

$4

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

$172.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

December

31,

2022

Statement

of

Assets

and

Liabilities

16

($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

$7,568)

$

23,509‌

Dividends

receivable

21‌

Total

assets

23,530‌

Liabilities

Investment

management

and

administrative

fees

payable

21‌

Variation

margin

payable

on

futures

contracts

1‌

Total

liabilities

22‌

NET

ASSETS

$

23,508‌

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

15,545‌

Paid-in

capital

applicable

to

935,893

shares

of

$0.0001

par

value

capital

stock

outstanding;

1,000,000,000

shares

of

the

Corporation

authorized

7,963‌

NET

ASSETS

$

23,508‌

NET

ASSET

VALUE

PER

SHARE

$

25.12‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

Statement

of

Operations

17

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

Ended

12/31/22

Investment

Income

(Loss)

Dividend

income

$

408‌

....

...

...

Expenses

Investment

management

and

administrative

expense

99‌

Waived

/

paid

by

Price

Associates

(3‌)

Net

expenses

96‌

Net

investment

income

312‌

Realized

and

Unrealized

Gain

/

Loss

–

Net

realized

gain

(loss)

Securities

(27‌)

Futures

(39‌)

Net

realized

loss

(66‌)

Change

in

net

unrealized

gain

/

loss

Securities

(5,708‌)

Futures

(8‌)

Change

in

net

unrealized

gain

/

loss

(5,716‌)

Net

realized

and

unrealized

gain

/

loss

(5,782‌)

DECREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

(5,470‌)

T.

ROWE

PRICE

Equity

Index

500

Portfolio

Statement

of

Changes

in

Net

Assets

18

($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

$

312‌

$

254‌

Net

realized

gain

(loss)

(66‌)

451‌

Change

in

net

unrealized

gain

/

loss

(5,716‌)

5,748‌

Increase

(decrease)

in

net

assets

from

operations

(5,470‌)

6,453‌

Distributions

to

shareholders

Net

earnings

(442‌)

(662‌)

Capital

share

transactions

*

Shares

sold

2,530‌

2,621‌

Distributions

reinvested

442‌

662‌

Shares

redeemed

(3,082‌)

(2,211‌)

Increase

(decrease)

in

net

assets

from

capital

share

transactions

(110‌)

1,072‌

Net

Assets

Increase

(decrease)

during

period

(6,022‌)

6,863‌

Beginning

of

period

29,530‌

22,667‌

End

of

period

$

23,508‌

$

29,530‌

*Share

information

(000s)

Shares

sold

91‌

91‌

Distributions

reinvested

17‌

22‌

Shares

redeemed

(113‌)

(76‌)

Increase

(decrease)

in

shares

outstanding

(5‌)

37‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

19

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

Equity

Index

500

Portfolio

(the

fund)

is

an

open-end

management

investment

company

established

by

the

corporation

and

intends

to

be

diversified

in

approximately

the

same

proportion

as

the

index

it

tracks

is

diversified.

The

fund

may

become

nondiversified

for

periods

of

time

solely

as

a

result

of

changes

in

the

composition

of

the

index

(for

example,

changes

in

the

relative

market

capitalization

or

index

weighting

of

one

or

more

securities

represented

in

the

index). The

fund

seeks

to

track

the

performance

of

a

benchmark

index

that

measures

the

investment

return

of

large-capitalization

U.S.

stocks.

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.

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.

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.

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

T.

ROWE

PRICE

Equity

Index

500

Portfolio

20

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.

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.

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.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

21

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):

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:

($000s)

Level

1

Level

2

Level

3

Total

Value

Assets

Common

Stocks

$

23,274‌

$

—‌

$

—‌

$

23,274‌

Equity

Mutual

Funds

35‌

—‌

—‌

35‌

Short-Term

Investments

160‌

40‌

—‌

200‌

Total

$

23,469‌

$

40‌

$

—‌

$

23,509‌

Liabilities

Futures

Contracts*

$

5‌

$

—‌

$

—‌

$

5‌

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts;

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*

*

Liabilities

Equity

derivatives

Futures

$

5‌

Total

$

5‌

*

The

fair

value

presented

includes

cumulative

gain

(loss)

on

open

futures

contracts;

however,

the

value

reflected

on

the

accompanying

Statement

of

Assets

and

Liabilities

is

only

the

unsettled

variation

margin

receivable

(payable)

at

that

date.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

22

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

exchange-traded

and/or

centrally

cleared

derivative

contracts,

such

as

futures,

exchange-traded

options,

and

centrally

cleared

swaps.

Counterparty

risk

on

such

derivatives

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.

Collateral may

be

in

the

form

of

cash

or

debt

securities

issued

by

the

U.S.

government

or

related

agencies.

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.

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.

This

ability

is

subject

to

the

liquidity

of

underlying

positions. As

of

December

31,

2022,

securities

valued

at $13,000

had

been

posted

by

the

fund

for

exchange-traded

and/or

centrally

cleared

derivatives. 

Futures

Contracts

 The

fund

is

subject

to equity

price

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

as

an

efficient

means

of

maintaining

liquidity

while

being

invested

in

the

market,

to

facilitate

trading,

or

to

reduce

transaction

costs. 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

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

less

than

1%

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.

($000s)                                              

Location

of

Gain

(Loss)

on

Statement

of

Operations

Futures

Realized

Gain

(Loss)

Equity

derivatives

$

(39‌)

Total

$

(39‌)

Change

in

Unrealized

Gain

(Loss)

Equity

derivatives

$

(8‌)

Total

$

(8‌)

T.

ROWE

PRICE

Equity

Index

500

Portfolio

23

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

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,

there

were

no

securities

on

loan. 

Other

Purchases

and

sales

of

portfolio

securities

other

than

short-term securities

aggregated $3,419,000 and

$3,277,000,

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)

$

355‌

$

325‌

Long-term

capital

gain

87‌

337‌

Total

distributions

$

442‌

$

662‌

($000s)

Cost

of

investments

$

7,980‌

Unrealized

appreciation

$

16,417‌

Unrealized

depreciation

(888‌)

Net

unrealized

appreciation

(depreciation)

$

15,529‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

24

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

certain

open

derivative

contracts.

NOTE

6

-

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). The

investment

management

and

administrative

agreement

between

the

fund

and

Price

Associates

provides

for

an

all-

inclusive

annual

fee

equal

to

0.40%

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

0.39%

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 $3,000

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.

Consistent

with

its

investment

objective,

the

fund

may

invest

in

T.

Rowe

Price

Group,

Inc.

Additionally,

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.

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

fund

had

no

purchases

or

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates.

NOTE

7

-

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.

($000s)

Undistributed

ordinary

income

$

1‌

Undistributed

long-term

capital

gain

15‌

Net

unrealized

appreciation

(depreciation)

15,529‌

Total

distributable

earnings

(loss)

$

15,545‌

T.

ROWE

PRICE

Equity

Index

500

Portfolio

25

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.

T.

ROWE

PRICE

Equity

Index

500

Portfolio

26

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

Equity

Index

500

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

Equity

Index

500

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

custodian,

transfer

agent

and

brokers;

when

replies

were

not

received

from

brokers,

we

performed

other

auditing

procedures.

We

believe

that

our

audits

provide

a

reasonable

basis

for

our

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

Equity

Index

500

Portfolio

27

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:

$45,000 from

short-term

capital

gains 

$87,000 from

long-term

capital

gains,

subject

to

a

long-term

capital

gains

tax

rate

of

not

greater

than

20%

For

taxable

non-corporate

shareholders,

$337,000 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,

$324,000

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,

$9,000 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

Equity

Index

500

Portfolio

28

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

Equity

Index

500

Portfolio

29

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

Equity

Index

500

Portfolio

30

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.

202302-2582488

E308-050

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	$	21,734	$	21,172
Audit-Related Fees		-		-
Tax Fees		-		1,540
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