T. Rowe Price U.S. Equity Research Fund (PRCOX) 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: 811-07225

T. Rowe Price U.S. Equity Research Fund, 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, 2024

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Annual Shareholder Report

December 31, 2024

U.S. Equity Research Fund

Investor Class (PRCOX)

This annual shareholder report contains important information about U.S. Equity Research Fund (the "fund") for the period of January 1, 2024 to December 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
U.S. Equity Research Fund - Investor Class	$51	0.45%

What drove fund performance during the past 12 months?

• U.S. stocks advanced during the period, buoyed by generally favorable corporate earnings and continuing interest in companies expected to benefit from artificial intelligence (AI) developments.

• Versus the S&P 500 Index, the leading contributor to the portfolio’s relative performance was stock selection in information technology. An overweight position in NVIDIA was beneficial. Shares rose as investors rewarded the company’s product suite for its potential to facilitate growth in the popular AI space during much of the period. Within communication services, security choices were also beneficial, led by an overweight position in T-Mobile US. Shares rose on investor optimism following the news that T-Mobile will acquire most of U.S. Cellular’s wireless operations and after the company reported strong second- and third-quarter results.

• Conversely, the leading detractor from relative performance was the energy sector, due to stock selection. Not owning ONEOK hurt relative performance as shares rose on investor expectations that the company could benefit from an increase in energy consumption by data centers. Later in the period, shares were boosted by investor optimism over several recent strategic initiatives. The portfolio’s overweight allocation to health care also weighed on relative returns as the sector underperformed the index during the year.

• The U.S. Equity Research Fund invests primarily in U.S. stocks and implements an analyst-driven approach to security selection. Analysts are allocated capital in proportion to the weight of the stocks they follow within the S&P 500 Index, and they have decision-making authority for their respective portion of the portfolio.

How has the fund performed?

Cumulative Returns of a Hypothetical $10,000 Investment as of December 31, 2024

	Investor Class	Regulatory Benchmark	Strategy Benchmark
2014	10,000	10,000	10,000
2015	10,134	10,180	10,095
2015	10,194	10,194	10,123
2015	9,551	9,455	9,471
2015	10,290	10,048	10,138
2016	10,309	10,145	10,275
2016	10,549	10,412	10,527
2016	11,009	10,870	10,933
2016	11,343	11,327	11,351
2017	12,103	11,978	12,039
2017	12,602	12,339	12,411
2017	13,175	12,903	12,967
2017	14,034	13,721	13,829
2018	14,002	13,633	13,724
2018	14,503	14,163	14,195
2018	15,526	15,172	15,290
2018	13,384	13,002	13,223
2019	15,319	14,828	15,027
2019	15,983	15,435	15,674
2019	16,222	15,614	15,940
2019	17,728	17,035	17,386
2020	14,215	13,475	13,979
2020	17,144	16,443	16,850
2020	18,731	17,957	18,355
2020	21,240	20,593	20,585
2021	22,410	21,900	21,856
2021	24,367	23,705	23,724
2021	24,541	23,681	23,863
2021	27,183	25,877	26,494
2022	25,891	24,512	25,276
2022	21,624	20,418	21,206
2022	20,626	19,506	20,170
2022	22,072	20,907	21,696
2023	23,872	22,408	23,322
2023	26,239	24,288	25,361
2023	25,545	23,497	24,531
2023	28,650	26,334	27,399
2024	31,968	28,973	30,291
2024	33,537	29,904	31,589
2024	35,218	31,767	33,448
2024	36,218	32,604	34,254

202501-4140694, 202502-4108238

F108-052 2/25

Average Annual Total Returns

	1 Year	5 Years	10 Years
U.S. Equity Research Fund (Investor Class)	26.42%	15.36%	13.73%
Russell 3000 Index (Regulatory Benchmark)	23.81	13.86	12.55
S&P 500 Index (Strategy Benchmark)	25.02	14.53	13.10

The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any.Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares.The fund’s past performance is not a good predictor of the fund’s future performance.Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

• Total Net Assets (000s)$13,610,813
• Number of Portfolio Holdings305

• Investment Advisory Fees Paid (000s)$37,648
• Portfolio Turnover Rate37.6%

What did the fund invest in?

Sector Allocation (as a % of Net Assets)

Information Technology	32.4%
Financials	14.0
Consumer Discretionary	11.3
Health Care	10.2
Communication Services	9.4
Industrials & Business Services	7.3
Consumer Staples	5.4
Energy	3.2
Utilities	2.3
Other	4.5

Top Ten Holdings (as a % of Net Assets)

Apple	8.1%
NVIDIA	7.1
Microsoft	6.5
Amazon.com	4.3
Alphabet	4.1
Broadcom	2.8
Meta Platforms	2.7
Tesla	2.3
Eli Lilly	1.9
JPMorgan Chase	1.3

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Frank Russell Company "LSE" and S&P do not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

U.S. Equity Research Fund 

Investor Class (PRCOX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Annual Shareholder Report

December 31, 2024

U.S. Equity Research Fund

Advisor Class (PACOX)

This annual shareholder report contains important information about U.S. Equity Research Fund (the "fund") for the period of January 1, 2024 to December 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
U.S. Equity Research Fund - Advisor Class	$94	0.83%

What drove fund performance during the past 12 months?

• U.S. stocks advanced during the period, buoyed by generally favorable corporate earnings and continuing interest in companies expected to benefit from artificial intelligence (AI) developments.

• Versus the S&P 500 Index, the leading contributor to the portfolio’s relative performance was stock selection in information technology. An overweight position in NVIDIA was beneficial. Shares rose as investors rewarded the company’s product suite for its potential to facilitate growth in the popular AI space during much of the period. Within communication services, security choices were also beneficial, led by an overweight position in T-Mobile US. Shares rose on investor optimism following the news that T-Mobile will acquire most of U.S. Cellular’s wireless operations and after the company reported strong second- and third-quarter results.

• Conversely, the leading detractor from relative performance was the energy sector, due to stock selection. Not owning ONEOK hurt relative performance as shares rose on investor expectations that the company could benefit from an increase in energy consumption by data centers. Later in the period, shares were boosted by investor optimism over several recent strategic initiatives. The portfolio’s overweight allocation to health care also weighed on relative returns as the sector underperformed the index during the year.

• The U.S. Equity Research Fund invests primarily in U.S. stocks and implements an analyst-driven approach to security selection. Analysts are allocated capital in proportion to the weight of the stocks they follow within the S&P 500 Index, and they have decision-making authority for their respective portion of the portfolio.

How has the fund performed?

Cumulative Returns of a Hypothetical $10,000 Investment as of December 31, 2024

	Advisor Class	Regulatory Benchmark	Strategy Benchmark
2014	10,000	10,000	10,000
2015	10,121	10,180	10,095
2015	10,177	10,194	10,123
2015	9,524	9,455	9,471
2015	10,257	10,048	10,138
2016	10,271	10,145	10,275
2016	10,501	10,412	10,527
2016	10,951	10,870	10,933
2016	11,277	11,327	11,351
2017	12,026	11,978	12,039
2017	12,513	12,339	12,411
2017	13,071	12,903	12,967
2017	13,907	13,721	13,829
2018	13,870	13,633	13,724
2018	14,357	14,163	14,195
2018	15,358	15,172	15,290
2018	13,231	13,002	13,223
2019	15,131	14,828	15,027
2019	15,777	15,435	15,674
2019	16,002	15,614	15,940
2019	17,470	17,035	17,386
2020	13,997	13,475	13,979
2020	16,871	16,443	16,850
2020	18,410	17,957	18,355
2020	20,867	20,593	20,585
2021	21,981	21,900	21,856
2021	23,875	23,705	23,724
2021	24,017	23,681	23,863
2021	26,582	25,877	26,494
2022	25,300	24,512	25,276
2022	21,108	20,418	21,206
2022	20,114	19,506	20,170
2022	21,501	20,907	21,696
2023	23,251	22,408	23,322
2023	25,530	24,288	25,361
2023	24,829	23,497	24,531
2023	27,816	26,334	27,399
2024	31,013	28,973	30,291
2024	32,503	29,904	31,589
2024	34,102	31,767	33,448
2024	35,032	32,604	34,254

202501-4140694, 202502-4108238

F208-052 2/25

Average Annual Total Returns

	1 Year	5 Years	10 Years
U.S. Equity Research Fund (Advisor Class)	25.94%	14.93%	13.36%
Russell 3000 Index (Regulatory Benchmark)	23.81	13.86	12.55
S&P 500 Index (Strategy Benchmark)	25.02	14.53	13.10

The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any.Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares.The fund’s past performance is not a good predictor of the fund’s future performance.Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

• Total Net Assets (000s)$13,610,813
• Number of Portfolio Holdings305

• Investment Advisory Fees Paid (000s)$37,648
• Portfolio Turnover Rate37.6%

What did the fund invest in?

Sector Allocation (as a % of Net Assets)

Information Technology	32.4%
Financials	14.0
Consumer Discretionary	11.3
Health Care	10.2
Communication Services	9.4
Industrials & Business Services	7.3
Consumer Staples	5.4
Energy	3.2
Utilities	2.3
Other	4.5

Top Ten Holdings (as a % of Net Assets)

Apple	8.1%
NVIDIA	7.1
Microsoft	6.5
Amazon.com	4.3
Alphabet	4.1
Broadcom	2.8
Meta Platforms	2.7
Tesla	2.3
Eli Lilly	1.9
JPMorgan Chase	1.3

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Frank Russell Company "LSE" and S&P do not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

U.S. Equity Research Fund 

Advisor Class (PACOX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Annual Shareholder Report

December 31, 2024

U.S. Equity Research Fund

R Class (RRCOX)

This annual shareholder report contains important information about U.S. Equity Research Fund (the "fund") for the period of January 1, 2024 to December 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
U.S. Equity Research Fund - R Class	$132	1.17%

What drove fund performance during the past 12 months?

• U.S. stocks advanced during the period, buoyed by generally favorable corporate earnings and continuing interest in companies expected to benefit from artificial intelligence (AI) developments.

• Versus the S&P 500 Index, the leading contributor to the portfolio’s relative performance was stock selection in information technology. An overweight position in NVIDIA was beneficial. Shares rose as investors rewarded the company’s product suite for its potential to facilitate growth in the popular AI space during much of the period. Within communication services, security choices were also beneficial, led by an overweight position in T-Mobile US. Shares rose on investor optimism following the news that T-Mobile will acquire most of U.S. Cellular’s wireless operations and after the company reported strong second- and third-quarter results.

• Conversely, the leading detractor from relative performance was the energy sector, due to stock selection. Not owning ONEOK hurt relative performance as shares rose on investor expectations that the company could benefit from an increase in energy consumption by data centers. Later in the period, shares were boosted by investor optimism over several recent strategic initiatives. The portfolio’s overweight allocation to health care also weighed on relative returns as the sector underperformed the index during the year.

• The U.S. Equity Research Fund invests primarily in U.S. stocks and implements an analyst-driven approach to security selection. Analysts are allocated capital in proportion to the weight of the stocks they follow within the S&P 500 Index, and they have decision-making authority for their respective portion of the portfolio.

How has the fund performed?

Cumulative Returns of a Hypothetical $10,000 Investment as of December 31, 2024

	R Class	Regulatory Benchmark	Strategy Benchmark
2014	10,000	10,000	10,000
2015	10,117	10,180	10,095
2015	10,165	10,194	10,123
2015	9,506	9,455	9,471
2015	10,231	10,048	10,138
2016	10,231	10,145	10,275
2016	10,455	10,412	10,527
2016	10,896	10,870	10,933
2016	11,207	11,327	11,351
2017	11,947	11,978	12,039
2017	12,422	12,339	12,411
2017	12,967	12,903	12,967
2017	13,790	13,721	13,829
2018	13,737	13,633	13,724
2018	14,210	14,163	14,195
2018	15,188	15,172	15,290
2018	13,071	13,002	13,223
2019	14,938	14,828	15,027
2019	15,563	15,435	15,674
2019	15,785	15,614	15,940
2019	17,219	17,035	17,386
2020	13,782	13,475	13,979
2020	16,598	16,443	16,850
2020	18,103	17,957	18,355
2020	20,501	20,593	20,585
2021	21,593	21,900	21,856
2021	23,445	23,705	23,724
2021	23,575	23,681	23,863
2021	26,067	25,877	26,494
2022	24,788	24,512	25,276
2022	20,670	20,418	21,206
2022	19,681	19,506	20,170
2022	21,023	20,907	21,696
2023	22,721	22,408	23,322
2023	24,928	24,288	25,361
2023	24,226	23,497	24,531
2023	27,119	26,334	27,399
2024	30,204	28,973	30,291
2024	31,632	29,904	31,589
2024	33,154	31,767	33,448
2024	34,032	32,604	34,254

202501-4140694, 202502-4108238

F408-052 2/25

Average Annual Total Returns

	1 Year	5 Years	10 Years
U.S. Equity Research Fund (R Class)	25.49%	14.60%	13.03%
Russell 3000 Index (Regulatory Benchmark)	23.81	13.86	12.55
S&P 500 Index (Strategy Benchmark)	25.02	14.53	13.10

The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any.Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares.The fund’s past performance is not a good predictor of the fund’s future performance.Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

• Total Net Assets (000s)$13,610,813
• Number of Portfolio Holdings305

• Investment Advisory Fees Paid (000s)$37,648
• Portfolio Turnover Rate37.6%

What did the fund invest in?

Sector Allocation (as a % of Net Assets)

Information Technology	32.4%
Financials	14.0
Consumer Discretionary	11.3
Health Care	10.2
Communication Services	9.4
Industrials & Business Services	7.3
Consumer Staples	5.4
Energy	3.2
Utilities	2.3
Other	4.5

Top Ten Holdings (as a % of Net Assets)

Apple	8.1%
NVIDIA	7.1
Microsoft	6.5
Amazon.com	4.3
Alphabet	4.1
Broadcom	2.8
Meta Platforms	2.7
Tesla	2.3
Eli Lilly	1.9
JPMorgan Chase	1.3

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Frank Russell Company "LSE" and S&P do not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

U.S. Equity Research Fund 

R Class (RRCOX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Annual Shareholder Report

December 31, 2024

U.S. Equity Research Fund

I Class (PCCOX)

This annual shareholder report contains important information about U.S. Equity Research Fund (the "fund") for the period of January 1, 2024 to December 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
U.S. Equity Research Fund - I Class	$39	0.34%

What drove fund performance during the past 12 months?

• U.S. stocks advanced during the period, buoyed by generally favorable corporate earnings and continuing interest in companies expected to benefit from artificial intelligence (AI) developments.

• Versus the S&P 500 Index, the leading contributor to the portfolio’s relative performance was stock selection in information technology. An overweight position in NVIDIA was beneficial. Shares rose as investors rewarded the company’s product suite for its potential to facilitate growth in the popular AI space during much of the period. Within communication services, security choices were also beneficial, led by an overweight position in T-Mobile US. Shares rose on investor optimism following the news that T-Mobile will acquire most of U.S. Cellular’s wireless operations and after the company reported strong second- and third-quarter results.

• Conversely, the leading detractor from relative performance was the energy sector, due to stock selection. Not owning ONEOK hurt relative performance as shares rose on investor expectations that the company could benefit from an increase in energy consumption by data centers. Later in the period, shares were boosted by investor optimism over several recent strategic initiatives. The portfolio’s overweight allocation to health care also weighed on relative returns as the sector underperformed the index during the year.

• The U.S. Equity Research Fund invests primarily in U.S. stocks and implements an analyst-driven approach to security selection. Analysts are allocated capital in proportion to the weight of the stocks they follow within the S&P 500 Index, and they have decision-making authority for their respective portion of the portfolio.

How has the fund performed?

Cumulative Returns of a Hypothetical $500,000 Investment as of December 31, 2024

	I Class	Regulatory Benchmark	Strategy Benchmark
11/29/16	500,000	500,000	500,000
12/31/16	505,949	508,515	508,640
3/31/17	540,069	537,720	539,495
6/30/17	562,515	553,935	556,155
9/30/17	588,329	579,257	581,073
12/31/17	626,633	615,967	619,684
3/31/18	625,670	611,997	614,980
6/30/18	648,282	635,796	636,097
9/30/18	694,227	681,090	685,145
12/31/18	598,767	583,679	592,515
3/31/19	685,612	665,648	673,381
6/30/19	715,575	692,907	702,362
9/30/19	726,494	700,962	714,290
12/31/19	793,644	764,731	779,076
3/31/20	636,609	604,904	626,393
6/30/20	767,984	738,150	755,075
9/30/20	839,061	806,115	822,499
12/31/20	951,871	924,466	922,417
3/31/21	1,004,292	983,141	979,376
6/30/21	1,092,524	1,064,150	1,063,101
9/30/21	1,100,569	1,063,067	1,069,289
12/31/21	1,219,211	1,161,694	1,187,201
3/31/22	1,161,551	1,100,375	1,132,607
6/30/22	970,519	916,599	950,245
9/30/22	925,792	875,677	903,848
12/31/22	991,020	938,568	972,188
3/31/23	1,072,103	1,005,960	1,045,074
6/30/23	1,178,849	1,090,328	1,136,436
9/30/23	1,147,726	1,054,851	1,099,236
12/31/23	1,287,405	1,182,191	1,227,754
3/31/24	1,436,929	1,300,639	1,357,354
6/30/24	1,507,960	1,342,467	1,415,501
9/30/24	1,583,966	1,426,091	1,498,825
12/31/24	1,629,367	1,463,644	1,534,934

202501-4140694, 202502-4108238

F358-052 2/25

Average Annual Total Returns

	1 Year	5 Years	Since Inception 11/29/16
U.S. Equity Research Fund (I Class)	26.56%	15.47%	15.73%
Russell 3000 Index (Regulatory Benchmark)	23.81	13.86	14.20
S&P 500 Index (Strategy Benchmark)	25.02	14.53	14.88

The preceding line graph shows the value of a hypothetical $500,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any.Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares.The fund’s past performance is not a good predictor of the fund’s future performance.Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

• Total Net Assets (000s)$13,610,813
• Number of Portfolio Holdings305

• Investment Advisory Fees Paid (000s)$37,648
• Portfolio Turnover Rate37.6%

What did the fund invest in?

Sector Allocation (as a % of Net Assets)

Information Technology	32.4%
Financials	14.0
Consumer Discretionary	11.3
Health Care	10.2
Communication Services	9.4
Industrials & Business Services	7.3
Consumer Staples	5.4
Energy	3.2
Utilities	2.3
Other	4.5

Top Ten Holdings (as a % of Net Assets)

Apple	8.1%
NVIDIA	7.1
Microsoft	6.5
Amazon.com	4.3
Alphabet	4.1
Broadcom	2.8
Meta Platforms	2.7
Tesla	2.3
Eli Lilly	1.9
JPMorgan Chase	1.3

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Frank Russell Company "LSE" and S&P do not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

U.S. Equity Research Fund 

I Class (PCCOX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Annual Shareholder Report

December 31, 2024

U.S. Equity Research Fund

Z Class (PCUZX)

This annual shareholder report contains important information about U.S. Equity Research Fund (the "fund") for the period of January 1, 2024 to December 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last year? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
U.S. Equity Research Fund - Z Class	$0	0.00%

What drove fund performance during the past 12 months?

• U.S. stocks advanced during the period, buoyed by generally favorable corporate earnings and continuing interest in companies expected to benefit from artificial intelligence (AI) developments.

• Versus the S&P 500 Index, the leading contributor to the portfolio’s relative performance was stock selection in information technology. An overweight position in NVIDIA was beneficial. Shares rose as investors rewarded the company’s product suite for its potential to facilitate growth in the popular AI space during much of the period. Within communication services, security choices were also beneficial, led by an overweight position in T-Mobile US. Shares rose on investor optimism following the news that T-Mobile will acquire most of U.S. Cellular’s wireless operations and after the company reported strong second- and third-quarter results.

• Conversely, the leading detractor from relative performance was the energy sector, due to stock selection. Not owning ONEOK hurt relative performance as shares rose on investor expectations that the company could benefit from an increase in energy consumption by data centers. Later in the period, shares were boosted by investor optimism over several recent strategic initiatives. The portfolio’s overweight allocation to health care also weighed on relative returns as the sector underperformed the index during the year.

• The U.S. Equity Research Fund invests primarily in U.S. stocks and implements an analyst-driven approach to security selection. Analysts are allocated capital in proportion to the weight of the stocks they follow within the S&P 500 Index, and they have decision-making authority for their respective portion of the portfolio.

How has the fund performed?

Cumulative Returns of a Hypothetical $10,000 Investment as of December 31, 2024

	Z Class	Regulatory Benchmark	Strategy Benchmark
11/23/21	10,000	10,000	10,000
12/31/21	10,170	10,094	10,175
3/31/22	9,698	9,562	9,707
6/30/22	8,108	7,965	8,144
9/30/22	7,743	7,609	7,747
12/31/22	8,294	8,156	8,332
3/31/23	8,982	8,741	8,957
6/30/23	9,883	9,474	9,740
9/30/23	9,631	9,166	9,421
12/31/23	10,813	10,273	10,523
3/31/24	12,080	11,302	11,634
6/30/24	12,690	11,665	12,132
9/30/24	13,339	12,392	12,846
12/31/24	13,735	12,718	13,156

202501-4140694, 202502-4108238

F1467-052 2/25

Average Annual Total Returns

	1 Year	Since Inception 11/23/21
U.S. Equity Research Fund (Z Class)	27.02%	10.77%
Russell 3000 Index (Regulatory Benchmark)	23.81	8.05
S&P 500 Index (Strategy Benchmark)	25.02	9.24

The preceding line graph shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The fund’s performance information included in the line graph and table above is compared with a regulatory required index that represents an overall securities market (Regulatory Benchmark). In addition, the line graph and table may also include one or more indexes that more closely aligns to the fund's investment strategy (Strategy Benchmark(s)). Due to new SEC Rules on shareholder reporting the fund adopted a new broad-based securities market index, referred to as the Regulatory Benchmark. Market index returns do not include expenses, which are deducted from fund returns. The fund's total return figures reflect the reinvestment of dividends and capital gains, if any.Neither the fund’s returns nor the index returns reflect the deduction of taxes that a shareholder would pay on fund distributions or redemptions of fund shares.The fund’s past performance is not a good predictor of the fund’s future performance.Updated performance information can be found at www.troweprice.com.

What are some fund statistics?

Fund Statistics

• Total Net Assets (000s)$13,610,813
• Number of Portfolio Holdings305

• Investment Advisory Fees Paid (000s)$37,648
• Portfolio Turnover Rate37.6%

What did the fund invest in?

Sector Allocation (as a % of Net Assets)

Information Technology	32.4%
Financials	14.0
Consumer Discretionary	11.3
Health Care	10.2
Communication Services	9.4
Industrials & Business Services	7.3
Consumer Staples	5.4
Energy	3.2
Utilities	2.3
Other	4.5

Top Ten Holdings (as a % of Net Assets)

Apple	8.1%
NVIDIA	7.1
Microsoft	6.5
Amazon.com	4.3
Alphabet	4.1
Broadcom	2.8
Meta Platforms	2.7
Tesla	2.3
Eli Lilly	1.9
JPMorgan Chase	1.3

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

Frank Russell Company "LSE" and S&P do not accept any liability for any errors or omissions in the indexes or data, and hereby expressly disclaim all warranties of originality, accuracy, completeness, timeliness, merchantability and fitness for a particular purpose. No party may rely on any indexes or data contained in this communication. Visit www.troweprice.com/en/us/market-data-disclosures for additional legal notices & disclaimers.

U.S. Equity Research Fund 

Z Class (PCUZX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

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 Mr. Paul F. McBride qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. McBride 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:

	2024		2023
Audit Fees		$23,525		$23,064
Audit-Related Fees		-		-
Tax Fees		-		-
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 $1,262,000 and $1,524,000, 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.

(i) Not applicable.

(j) Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not applicable. The complete schedule of investments is included in Item 7 of this Form N-CSR.

(b) Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

(a – b) Report pursuant to Regulation S-X.

Financial

Highlights

Portfolio

of

Investments

Financial

Statements

and

Notes

Additional

Fund

Information

December

31,

2024

Financial

Statements

and

Other

Information

For

more

insights

from

T.

Rowe

Price

investment

professionals,

go

to

troweprice.com

.

T.

ROWE

PRICE

PRCOX

U.S.

Equity

Research

Fund

PACOX

U.S.

Equity

Research

Fund–

.

Advisor Class

RRCOX

U.S.

Equity

Research

Fund–

.

R Class

PCCOX

U.S.

Equity

Research

Fund–

.

I Class

PCUZX

U.S.

Equity

Research

Fund–

.

Z Class

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Financial

Highlights

2

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Investor

Class

..

Year

..

..

Ended

.

12/31/24

12/31/23

12/31/22

12/31/21

12/31/20

NET

ASSET

VALUE

Beginning

of

period

$

46.54‌

$

36.28‌

$

45.23‌

$

36.67‌

$

30.93‌

Investment

activities

Net

investment

income

(1)(2)

0.41‌

0.42‌

0.36‌

0.34‌

0.46‌

Net

realized

and

unrealized

gain/loss

11.89‌

10.38‌

(8.85‌)

9.90‌

5.66‌

Total

from

investment

activities

12.30‌

10.80‌

(8.49‌)

10.24‌

6.12‌

Distributions

Net

investment

income

(0.37‌)

(0.54‌)

(0.32‌)

(0.31‌)

(0.32‌)

Net

realized

gain

—‌

—‌

(0.14‌)

(1.37‌)

(0.06‌)

Total

distributions

(0.37‌)

(0.54‌)

(0.46‌)

(1.68‌)

(0.38‌)

NET

ASSET

VALUE

End

of

period

$

58.47‌

$

46.54‌

$

36.28‌

$

45.23‌

$

36.67‌

Ratios/Supplemental

Data

Total

return

(2)(3)

26.42‌%

29.80‌%

(18.80‌)%

27.98‌%

19.81‌%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

0.45‌%

0.44‌%

0.45‌%

0.42‌%

0.45‌%

Net

expenses

after

waivers/

payments

by

Price

Associates

0.45‌%

0.44‌%

0.45‌%

0.42‌%

0.45‌%

Net

investment

income

0.75‌%

1.02‌%

0.92‌%

0.80‌%

1.47‌%

Portfolio

turnover

rate

37.6‌%

47.0‌%

45.4‌%

27.5‌%

35.6‌%

Net

assets,

end

of

period

(in

millions)

$7,029

$4,377

$3,155

$4,047

$2,210

0‌%

0‌%

0‌%

0‌%

0‌%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

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.

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Financial

Highlights

3

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Advisor

Class

..

Year

..

..

Ended

.

12/31/24

12/31/23

12/31/22

12/31/21

12/31/20

NET

ASSET

VALUE

Beginning

of

period

$

46.47‌

$

36.24‌

$

45.21‌

$

36.69‌

$

30.88‌

Investment

activities

Net

investment

income

(1)(2)

0.20‌

0.28‌

0.22‌

0.16‌

0.36‌

Net

realized

and

unrealized

gain/loss

11.86‌

10.36‌

(8.85‌)

9.87‌

5.64‌

Total

from

investment

activities

12.06‌

10.64‌

(8.63‌)

10.03‌

6.00‌

Distributions

Net

investment

income

(0.16‌)

(0.41‌)

(0.20‌)

(0.14‌)

(0.13‌)

Net

realized

gain

—‌

—‌

(0.14‌)

(1.37‌)

(0.06‌)

Total

distributions

(0.16‌)

(0.41‌)

(0.34‌)

(1.51‌)

(0.19‌)

NET

ASSET

VALUE

End

of

period

$

58.37‌

$

46.47‌

$

36.24‌

$

45.21‌

$

36.69‌

Ratios/Supplemental

Data

Total

return

(2)(3)

25.94‌%

29.37‌%

(19.11‌)%

27.39‌%

19.44‌%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

0.83‌%

0.78‌%

0.82‌%

0.86‌%

0.77‌%

Net

expenses

after

waivers/payments

by

Price

Associates

0.83‌%

0.78‌%

0.82‌%

0.86‌%

0.77‌%

Net

investment

income

0.37‌%

0.68‌%

0.55‌%

0.37‌%

1.17‌%

Portfolio

turnover

rate

37.6‌%

47.0‌%

45.4‌%

27.5‌%

35.6‌%

Net

assets,

end

of

period

(in

thousands)

$62,380

$48,264

$36,895

$35,556

$16,053

0‌%

0‌%

0‌%

0‌%

0‌%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

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.

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Financial

Highlights

4

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

R

Class

..

Year

..

..

Ended

.

12/31/24

12/31/23

12/31/22

12/31/21

12/31/20

NET

ASSET

VALUE

Beginning

of

period

$

45.97‌

$

35.90‌

$

44.82‌

$

36.42‌

$

30.76‌

Investment

activities

Net

investment

income

(1)(2)

0.01‌

0.15‌

0.10‌

0.07‌

0.25‌

Net

realized

and

unrealized

gain/loss

11.71‌

10.26‌

(8.77‌)

9.80‌

5.61‌

Total

from

investment

activities

11.72‌

10.41‌

(8.67‌)

9.87‌

5.86‌

Distributions

Net

investment

income

—‌

(0.34‌)

(0.11‌)

(0.10‌)

(0.14‌)

Net

realized

gain

—‌

—‌

(0.14‌)

(1.37‌)

(0.06‌)

Total

distributions

—‌

(0.34‌)

(0.25‌)

(1.47‌)

(0.20‌)

NET

ASSET

VALUE

End

of

period

$

57.69‌

$

45.97‌

$

35.90‌

$

44.82‌

$

36.42‌

Ratios/Supplemental

Data

Total

return

(2)(3)

25.49‌%

29.00‌%

(19.35‌)%

27.15‌%

19.06‌%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

1.17‌%

1.08‌%

1.12‌%

1.09‌%

1.09‌%

Net

expenses

after

waivers/payments

by

Price

Associates

1.17‌%

1.08‌%

1.12‌%

1.09‌%

1.09‌%

Net

investment

income

0.02‌%

0.38‌%

0.25‌%

0.17‌%

0.82‌%

Portfolio

turnover

rate

37.6‌%

47.0‌%

45.4‌%

27.5‌%

35.6‌%

Net

assets,

end

of

period

(in

thousands)

$133,468

$117,609

$81,938

$97,801

$13,750

0‌%

0‌%

0‌%

0‌%

0‌%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

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.

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Financial

Highlights

5

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

I

Class

..

Year

..

..

Ended

.

12/31/24

12/31/23

12/31/22

12/31/21

12/31/20

NET

ASSET

VALUE

Beginning

of

period

$

46.58‌

$

36.30‌

$

45.25‌

$

36.68‌

$

30.93‌

Investment

activities

Net

investment

income

(1)(2)

0.46‌

0.46‌

0.40‌

0.37‌

0.48‌

Net

realized

and

unrealized

gain/loss

11.92‌

10.39‌

(8.85‌)

9.91‌

5.68‌

Total

from

investment

activities

12.38‌

10.85‌

(8.45‌)

10.28‌

6.16‌

Distributions

Net

investment

income

(0.41‌)

(0.57‌)

(0.36‌)

(0.34‌)

(0.35‌)

Net

realized

gain

—‌

—‌

(0.14‌)

(1.37‌)

(0.06‌)

Total

distributions

(0.41‌)

(0.57‌)

(0.50‌)

(1.71‌)

(0.41‌)

NET

ASSET

VALUE

End

of

period

$

58.55‌

$

46.58‌

$

36.30‌

$

45.25‌

$

36.68‌

Ratios/Supplemental

Data

Total

return

(2)(3)

26.56‌%

29.91‌%

(18.72‌)%

28.09‌%

19.94‌%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/payments

by

Price

Associates

0.34‌%

0.35‌%

0.35‌%

0.34‌%

0.35‌%

Net

expenses

after

waivers/payments

by

Price

Associates

0.34‌%

0.35‌%

0.35‌%

0.34‌%

0.35‌%

Net

investment

income

0.86‌%

1.11‌%

1.03‌%

0.88‌%

1.50‌%

Portfolio

turnover

rate

37.6‌%

47.0‌%

45.4‌%

27.5‌%

35.6‌%

Net

assets,

end

of

period

(in

millions)

$6,386

$4,830

$4,162

$4,519

$3,650

0‌%

0‌%

0‌%

0‌%

0‌%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

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.

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Financial

Highlights

6

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Z

Class

(1)

..

Year

..

..

Ended

.

11/23/21

(1)

Through

12/31/21

12/31/24

12/31/23

12/31/22

NET

ASSET

VALUE

Beginning

of

period

$

46.44‌

$

36.17‌

$

45.09‌

$

46.17‌

Investment

activities

Net

investment

income

(2)(3)

0.55‌

0.58‌

0.54‌

0.06‌

Net

realized

and

unrealized

gain/loss

12.00‌

10.39‌

(8.83‌)

0.70‌

Total

from

investment

activities

12.55‌

10.97‌

(8.29‌)

0.76‌

Distributions

Net

investment

income

—‌

(0.70‌)

(0.49‌)

(0.47‌)

Net

realized

gain

—‌

—‌

(0.14‌)

(1.37‌)

Total

distributions

—‌

(0.70‌)

(0.63‌)

(1.84‌)

NET

ASSET

VALUE

End

of

period

$

58.99‌

$

46.44‌

$

36.17‌

$

45.09‌

Ratios/Supplemental

Data

Total

return

(3)(4)

27.02‌%

30.37‌%

(18.44‌)%

1.70‌%

Ratios

to

average

net

assets:

(3)

Gross

expenses

before

waivers/payments

by

Price

Associates

0.33‌%

0.34‌%

0.34‌%

0.33‌%

(5)

Net

expenses

after

waivers/payments

by

Price

Associates

0.00‌%

0.00‌%

0.00‌%

0.00‌%

(5)

Net

investment

income

1.12‌%

1.43‌%

1.42‌%

1.33‌%

(5)

Portfolio

turnover

rate

37.6‌%

47.0‌%

45.4‌%

27.5‌%

Net

assets,

end

of

period

(in

thousands)

$14

$1,325,814

$3,922,679

$787,784

0‌%

0‌%

0‌%

0‌%

(1)

Inception

date

(2)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(3)

Includes

the

impact

of

expense-related

arrangements

with

Price

Associates.

(4)

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.

Total

return

is

not

annualized

for

periods

less

than

one

year.

(5)

Annualized

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

December

31,

2024

7

Portfolio

of

Investments

‡

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

COMMON

STOCKS

 99.1%

COMMUNICATION

SERVICES

 9.4%

Diversified

Telecommunication

Services

 0.1%

AT&T 

379,587‌

8,643‌

8,643‌

Entertainment

 1.3%

Netflix (1)

149,200‌

132,985‌

Spotify

Technology (1)

26,199‌

11,721‌

Walt

Disney 

244,895‌

27,269‌

171,975‌

Interactive

Media

&

Services

 6.8%

Alphabet,

Class

A 

1,175,550‌

222,532‌

Alphabet,

Class

C 

1,744,173‌

332,160‌

Meta

Platforms,

Class

A 

625,550‌

366,266‌

Pinterest,

Class

A (1)

374,668‌

10,865‌

931,823‌

Media

 0.5%

Charter

Communications,

Class

A (1)

91,284‌

31,289‌

Comcast,

Class

A 

1,106,813‌

41,539‌

72,828‌

Wireless

Telecommunication

Services

 0.7%

T-Mobile

U.S. 

420,214‌

92,754‌

92,754‌

Total

Communication

Services

1,278,023‌

CONSUMER

DISCRETIONARY

 11.3%

Automobiles

 2.3%

Tesla (1)

777,859‌

314,131‌

314,131‌

Broadline

Retail

 4.3%

Amazon.com (1)

2,643,974‌

580,061‌

580,061‌

Hotels,

Restaurants

&

Leisure

 2.1%

Airbnb,

Class

A (1)

30,689‌

4,033‌

Booking

Holdings 

9,537‌

47,384‌

Chipotle

Mexican

Grill (1)

623,359‌

37,589‌

Domino's

Pizza 

15,614‌

6,554‌

Hilton

Worldwide

Holdings 

93,956‌

23,222‌

Las

Vegas

Sands 

352,480‌

18,103‌

Marriott

International,

Class

A 

90,464‌

25,234‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

8

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

McDonald's 

233,072‌

67,565‌

Norwegian

Cruise

Line

Holdings (1)

237,113‌

6,101‌

Royal

Caribbean

Cruises 

107,796‌

24,868‌

Starbucks 

100,471‌

9,168‌

Wingstop 

21,903‌

6,225‌

Wynn

Resorts 

67,622‌

5,826‌

281,872‌

Household

Durables

 0.2%

NVR (1)

3,732‌

30,524‌

30,524‌

Specialty

Retail

 2.0%

AutoZone (1)

6,388‌

20,454‌

Bath

&

Body

Works 

83,293‌

3,229‌

Burlington

Stores (1)

46,668‌

13,303‌

Home

Depot 

298,607‌

116,155‌

Lowe's 

141,433‌

34,906‌

O'Reilly

Automotive (1)

20,844‌

24,717‌

Ross

Stores 

173,388‌

26,229‌

TJX 

252,380‌

30,490‌

Ulta

Beauty (1)

13,439‌

5,845‌

275,328‌

Textiles,

Apparel

&

Luxury

Goods

 0.4%

Deckers

Outdoor (1)

51,300‌

10,419‌

Lululemon

Athletica (1)

73,414‌

28,074‌

NIKE,

Class

B 

64,040‌

4,846‌

Tapestry 

264,949‌

17,309‌

60,648‌

Total

Consumer

Discretionary

1,542,564‌

CONSUMER

STAPLES

 5.4%

Beverages

 1.4%

Coca-Cola 

1,372,705‌

85,465‌

Constellation

Brands,

Class

A 

45,221‌

9,994‌

Keurig

Dr

Pepper 

1,190,860‌

38,250‌

Monster

Beverage (1)

123,551‌

6,494‌

PepsiCo 

346,878‌

52,746‌

192,949‌

Consumer

Staples

Distribution

&

Retail

 1.9%

Costco

Wholesale 

118,153‌

108,260‌

Dollar

General 

150,942‌

11,444‌

Sysco 

44,124‌

3,374‌

Target 

125,143‌

16,917‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

9

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Walmart 

1,240,395‌

112,070‌

252,065‌

Food

Products

 0.1%

Lamb

Weston

Holdings 

35,000‌

2,339‌

Mondelez

International,

Class

A 

175,606‌

10,489‌

12,828‌

Household

Products

 1.1%

Clorox 

59,000‌

9,582‌

Colgate-Palmolive 

264,509‌

24,047‌

Kimberly-Clark 

93,120‌

12,202‌

Procter

&

Gamble 

585,221‌

98,112‌

143,943‌

Personal

Care

Products

 0.2%

Kenvue 

1,283,734‌

27,408‌

27,408‌

Tobacco

 0.7%

Altria

Group 

250,760‌

13,112‌

Philip

Morris

International 

644,654‌

77,584‌

90,696‌

Total

Consumer

Staples

719,889‌

ENERGY

 3.2%

Energy

Equipment

&

Services

 0.2%

Schlumberger 

855,126‌

32,785‌

32,785‌

Oil,

Gas

&

Consumable

Fuels

 3.0%

Chevron 

415,050‌

60,116‌

ConocoPhillips 

530,662‌

52,626‌

Diamondback

Energy 

96,395‌

15,792‌

EOG

Resources 

210,170‌

25,762‌

EQT 

212,789‌

9,812‌

Expand

Energy 

48,249‌

4,803‌

Exxon

Mobil 

1,212,870‌

130,468‌

Hess 

34,727‌

4,619‌

Marathon

Petroleum 

138,322‌

19,296‌

Phillips

66 

42,120‌

4,799‌

Suncor

Energy 

144,341‌

5,150‌

Targa

Resources 

126,011‌

22,493‌

Texas

Pacific

Land 

5,500‌

6,083‌

Valero

Energy 

142,910‌

17,519‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

10

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Williams 

568,195‌

30,751‌

410,089‌

Total

Energy

442,874‌

FINANCIALS

 14.0%

Banks

 3.5%

Bank

of

America 

2,460,372‌

108,133‌

Citigroup 

991,938‌

69,823‌

Fifth

Third

Bancorp 

373,893‌

15,808‌

Huntington

Bancshares 

1,058,727‌

17,225‌

JPMorgan

Chase 

753,079‌

180,521‌

KeyCorp 

538,545‌

9,231‌

Popular 

64,920‌

6,106‌

Truist

Financial 

97,484‌

4,229‌

Wells

Fargo 

814,216‌

57,191‌

Western

Alliance

Bancorp 

78,673‌

6,572‌

474,839‌

Capital

Markets

 2.8%

Ares

Management,

Class

A 

89,883‌

15,912‌

Bank

of

New

York

Mellon 

280,513‌

21,552‌

Blackrock 

35,399‌

36,288‌

Blackstone 

65,473‌

11,289‌

Cboe

Global

Markets 

46,194‌

9,026‌

Charles

Schwab 

699,971‌

51,805‌

CME

Group 

129,755‌

30,133‌

Goldman

Sachs

Group 

73,138‌

41,880‌

KKR 

226,559‌

33,510‌

Moody's 

16,225‌

7,681‌

Morgan

Stanley 

285,944‌

35,949‌

S&P

Global 

88,134‌

43,893‌

State

Street 

174,428‌

17,120‌

TPG (2)

125,940‌

7,914‌

Tradeweb

Markets,

Class

A 

96,619‌

12,649‌

376,601‌

Consumer

Finance

 0.5%

American

Express 

128,467‌

38,128‌

Capital

One

Financial 

76,986‌

13,728‌

Synchrony

Financial 

269,203‌

17,498‌

69,354‌

Financial

Services

 5.1%

Apollo

Global

Management 

149,448‌

24,683‌

Berkshire

Hathaway,

Class

B (1)

352,508‌

159,785‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

11

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Block (1)

90,557‌

7,696‌

Corebridge

Financial 

910,731‌

27,258‌

Corpay (1)

138,552‌

46,889‌

Equitable

Holdings 

398,435‌

18,794‌

Fiserv (1)

344,603‌

70,788‌

Global

Payments 

183,379‌

20,550‌

Mastercard,

Class

A 

243,293‌

128,111‌

Visa,

Class

A 

539,976‌

170,654‌

Voya

Financial 

235,651‌

16,220‌

691,428‌

Insurance

 2.1%

Allstate 

199,439‌

38,450‌

American

International

Group 

440,459‌

32,065‌

Axis

Capital

Holdings 

91,267‌

8,088‌

Chubb 

234,591‌

64,818‌

Hartford

Financial

Services

Group 

237,906‌

26,027‌

Marsh

&

McLennan 

162,215‌

34,456‌

MetLife 

417,851‌

34,214‌

Progressive 

33,864‌

8,114‌

RenaissanceRe

Holdings 

73,724‌

18,343‌

Travelers 

80,563‌

19,407‌

283,982‌

Mortgage

Real

Estate

Investment

Trusts

 0.0%

Annaly

Capital

Management,

REIT 

376,038‌

6,881‌

6,881‌

Total

Financials

1,903,085‌

HEALTH

CARE

 10.2%

Biotechnology

 1.5%

AbbVie 

409,790‌

72,820‌

Amgen 

128,295‌

33,439‌

BeiGene,

ADR (1)

52,722‌

9,738‌

Biogen (1)

88,959‌

13,604‌

Gilead

Sciences 

253,183‌

23,387‌

Regeneron

Pharmaceuticals (1)

51,930‌

36,991‌

Vertex

Pharmaceuticals (1)

45,998‌

18,523‌

208,502‌

Health

Care

Equipment

&

Supplies

 1.9%

Abbott

Laboratories 

191,995‌

21,717‌

Becton

Dickinson

&

Company 

126,811‌

28,770‌

Boston

Scientific (1)

333,279‌

29,768‌

Cooper (1)

149,373‌

13,732‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

12

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Edwards

Lifesciences (1)

195,100‌

14,443‌

Intuitive

Surgical (1)

124,109‌

64,780‌

Medtronic 

177,002‌

14,139‌

Stryker 

133,365‌

48,018‌

Zimmer

Biomet

Holdings 

235,266‌

24,851‌

260,218‌

Health

Care

Providers

&

Services

 2.1%

Cencora 

82,657‌

18,571‌

Cigna

Group 

113,928‌

31,460‌

CVS

Health 

242,262‌

10,875‌

Elevance

Health 

90,351‌

33,331‌

McKesson 

40,473‌

23,066‌

Molina

Healthcare (1)

36,310‌

10,568‌

Quest

Diagnostics 

92,498‌

13,954‌

Tenet

Healthcare (1)

104,724‌

13,219‌

UnitedHealth

Group 

269,690‌

136,426‌

291,470‌

Life

Sciences

Tools

&

Services

 1.4%

Danaher 

290,293‌

66,637‌

ICON (1)

31,668‌

6,641‌

Mettler-Toledo

International (1)

16,629‌

20,348‌

Repligen (1)

98,632‌

14,197‌

Thermo

Fisher

Scientific 

151,661‌

78,899‌

186,722‌

Pharmaceuticals

 3.3%

AstraZeneca,

ADR 

200,840‌

13,159‌

Bristol-Myers

Squibb 

132,922‌

7,518‌

Eli

Lilly 

338,282‌

261,154‌

Johnson

&

Johnson 

433,017‌

62,623‌

Merck 

529,047‌

52,630‌

Pfizer 

780,675‌

20,711‌

Sanofi,

ADR 

227,227‌

10,959‌

Viatris 

1,415,378‌

17,621‌

Zoetis 

22,333‌

3,639‌

450,014‌

Total

Health

Care

1,396,926‌

INDUSTRIALS

&

BUSINESS

SERVICES

 7.3%

Aerospace

&

Defense

 1.7%

Boeing (1)

286,429‌

50,698‌

General

Electric 

375,306‌

62,597‌

Howmet

Aerospace 

177,421‌

19,404‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

13

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

L3Harris

Technologies 

97,492‌

20,501‌

Lockheed

Martin 

13,144‌

6,387‌

Northrop

Grumman 

68,844‌

32,308‌

RTX 

154,367‌

17,863‌

TransDigm

Group 

14,182‌

17,973‌

227,731‌

Air

Freight

&

Logistics

 0.1%

FedEx 

48,166‌

13,551‌

13,551‌

Building

Products

 0.4%

Carrier

Global 

271,165‌

18,510‌

Johnson

Controls

International 

143,084‌

11,294‌

Trane

Technologies 

57,064‌

21,076‌

Trex (1)

19,500‌

1,346‌

52,226‌

Commercial

Services

&

Supplies

 0.5%

Cintas 

110,491‌

20,187‌

Copart (1)

260,048‌

14,924‌

Republic

Services 

36,362‌

7,315‌

Waste

Connections 

64,044‌

10,989‌

Waste

Management 

72,158‌

14,561‌

67,976‌

Electrical

Equipment

 0.8%

Emerson

Electric 

102,260‌

12,673‌

GE

Vernova 

114,356‌

37,615‌

Hubbell 

47,142‌

19,747‌

Rockwell

Automation 

93,865‌

26,826‌

Vertiv

Holdings,

Class

A 

71,498‌

8,123‌

104,984‌

Ground

Transportation

 1.2%

CSX 

1,389,087‌

44,826‌

Norfolk

Southern 

153,556‌

36,039‌

Old

Dominion

Freight

Line 

200,244‌

35,323‌

Saia (1)

37,185‌

16,946‌

Uber

Technologies (1)

538,374‌

32,475‌

165,609‌

Industrial

Conglomerates

 0.5%

Honeywell

International 

186,654‌

42,163‌

Roper

Technologies 

48,002‌

24,954‌

67,117‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

14

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Machinery

 1.5%

Caterpillar 

45,886‌

16,646‌

Cummins 

112,359‌

39,168‌

Deere 

80,981‌

34,312‌

Dover 

102,631‌

19,254‌

Esab 

79,977‌

9,592‌

Fortive 

320,108‌

24,008‌

IDEX 

68,918‌

14,424‌

Ingersoll

Rand 

151,019‌

13,661‌

Stanley

Black

&

Decker 

410,040‌

32,922‌

Xylem 

17,729‌

2,057‌

206,044‌

Passenger

Airlines

 0.1%

Delta

Air

Lines 

90,641‌

5,484‌

United

Airlines

Holdings (1)

110,976‌

10,776‌

16,260‌

Professional

Services

 0.3%

Booz

Allen

Hamilton

Holding 

35,897‌

4,620‌

Equifax 

53,341‌

13,594‌

Paylocity

Holding (1)

50,741‌

10,121‌

Verisk

Analytics 

53,968‌

14,865‌

43,200‌

Trading

Companies

&

Distributors

 0.2%

Fastenal 

188,794‌

13,576‌

SiteOne

Landscape

Supply (1)

71,831‌

9,465‌

WW

Grainger 

7,565‌

7,974‌

31,015‌

Total

Industrials

&

Business

Services

995,713‌

INFORMATION

TECHNOLOGY

 32.4%

Communications

Equipment

 0.5%

Arista

Networks (1)

167,889‌

18,557‌

Cisco

Systems 

755,816‌

44,744‌

63,301‌

Electronic

Equipment,

Instruments

&

Components

 0.9%

Amphenol,

Class

A 

451,593‌

31,363‌

Keysight

Technologies (1)

185,537‌

29,803‌

TE

Connectivity 

60,818‌

8,695‌

Teledyne

Technologies (1)

53,178‌

24,681‌

Zebra

Technologies,

Class

A (1)

56,099‌

21,667‌

116,209‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

15

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

IT

Services

 0.9%

Accenture,

Class

A 

235,751‌

82,935‌

Gartner (1)

10,759‌

5,212‌

International

Business

Machines 

129,221‌

28,407‌

Shopify,

Class

A (1)

33,808‌

3,595‌

120,149‌

Semiconductors

&

Semiconductor

Equipment

 11.1%

Analog

Devices 

187,782‌

39,896‌

Broadcom 

1,639,630‌

380,132‌

First

Solar (1)

42,100‌

7,420‌

KLA 

6,691‌

4,216‌

Marvell

Technology 

446,869‌

49,357‌

Micron

Technology 

32,454‌

2,731‌

NVIDIA 

7,174,460‌

963,458‌

QUALCOMM 

437,533‌

67,214‌

1,514,424‌

Software

 10.7%

Adobe (1)

115,557‌

51,386‌

Autodesk (1)

81,830‌

24,186‌

Cadence

Design

Systems (1)

144,485‌

43,412‌

Crowdstrike

Holdings,

Class

A (1)

49,197‌

16,833‌

Descartes

Systems

Group (1)

29,846‌

3,390‌

Dynatrace (1)

175,993‌

9,565‌

Fair

Isaac (1)

9,277‌

18,470‌

Fortinet (1)

548,449‌

51,817‌

Gen

Digital 

853,543‌

23,370‌

HubSpot (1)

12,431‌

8,662‌

Intuit 

77,483‌

48,698‌

Microsoft 

2,084,175‌

878,480‌

Oracle 

432,360‌

72,048‌

Palo

Alto

Networks (1)

74,900‌

13,629‌

Salesforce 

369,556‌

123,554‌

ServiceNow (1)

43,260‌

45,861‌

Synopsys (1)

47,111‌

22,866‌

Zscaler (1)

32,303‌

5,828‌

1,462,055‌

Technology

Hardware,

Storage

&

Peripherals

 8.3%

Apple 

4,404,487‌

1,102,972‌

Pure

Storage,

Class

A (1)

124,488‌

7,647‌

Western

Digital (1)

235,034‌

14,015‌

1,124,634‌

Total

Information

Technology

4,400,772‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

16

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

MATERIALS

 1.8%

Chemicals

 1.0%

CF

Industries

Holdings 

171,395‌

14,623‌

Linde 

191,969‌

80,372‌

Mosaic 

296,316‌

7,284‌

RPM

International 

23,324‌

2,870‌

Sherwin-Williams 

79,040‌

26,868‌

132,017‌

Construction

Materials

 0.1%

Vulcan

Materials 

61,446‌

15,806‌

15,806‌

Containers

&

Packaging

 0.3%

Ball 

226,805‌

12,504‌

International

Paper 

147,740‌

7,951‌

Packaging

Corp.

of

America 

67,216‌

15,132‌

35,587‌

Metals

&

Mining

 0.3%

Franco-Nevada 

119,608‌

14,065‌

Freeport-McMoRan 

496,342‌

18,901‌

Steel

Dynamics 

129,405‌

14,761‌

47,727‌

Paper

&

Forest

Products

 0.1%

West

Fraser

Timber (2)

156,356‌

13,533‌

13,533‌

Total

Materials

244,670‌

REAL

ESTATE

 1.8%

Health

Care

Real

Estate

Investment

Trusts

 0.2%

Welltower,

REIT 

199,477‌

25,140‌

25,140‌

Industrial

Real

Estate

Investment

Trusts

 0.4%

Prologis,

REIT 

290,180‌

30,672‌

Rexford

Industrial

Realty,

REIT 

485,234‌

18,759‌

49,431‌

Real

Estate

Management

&

Development

 0.1%

CBRE

Group,

Class

A (1)

83,830‌

11,006‌

CoStar

Group (1)

75,493‌

5,405‌

16,411‌

Residential

Real

Estate

Investment

Trusts

 0.3%

American

Homes

4

Rent,

Class

A,

REIT 

147,492���

5,519‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

17

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

AvalonBay

Communities,

REIT 

37,226‌

8,189‌

Camden

Property

Trust,

REIT 

21,354‌

2,478‌

Essex

Property

Trust,

REIT 

41,415‌

11,821‌

Sun

Communities,

REIT 

100,959‌

12,415‌

40,422‌

Retail

Real

Estate

Investment

Trusts

 0.2%

Kimco

Realty,

REIT 

331,209‌

7,760‌

Regency

Centers,

REIT 

95,448‌

7,056‌

Simon

Property

Group,

REIT 

51,819‌

8,924‌

23,740‌

Specialized

Real

Estate

Investment

Trusts

 0.6%

American

Tower,

REIT 

156,641‌

28,729‌

CubeSmart,

REIT 

119,091‌

5,103‌

Equinix,

REIT 

37,548‌

35,404‌

Public

Storage,

REIT 

64,755‌

19,390‌

88,626‌

Total

Real

Estate

243,770‌

UTILITIES

 2.3%

Electric

Utilities

 1.8%

Constellation

Energy 

172,491‌

38,588‌

Duke

Energy 

18,497‌

1,993‌

Entergy 

203,024‌

15,393‌

Evergy 

126,556‌

7,789‌

Exelon 

831,466‌

31,296‌

FirstEnergy 

151,124‌

6,012‌

NextEra

Energy 

834,786‌

59,846‌

PG&E 

2,140,543‌

43,196‌

Southern 

213,580‌

17,582‌

Xcel

Energy 

438,179‌

29,586‌

251,281‌

Gas

Utilities

 0.1%

Atmos

Energy 

96,579‌

13,451‌

13,451‌

Independent

Power

&

Renewable

Electricity

Producers

 0.1%

Vistra 

85,730‌

11,820‌

11,820‌

Multi-Utilities

 0.3%

Ameren 

343,936‌

30,658‌

CMS

Energy 

145,824‌

9,719‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

18

Shares/Par

$

Value

(Cost

and

value

in

$000s)

‡

Sempra 

16,720‌

1,467‌

41,844‌

Total

Utilities

318,396‌

Total

Common

Stocks

(Cost

$9,327,927)

13,486,682‌

SHORT-TERM

INVESTMENTS

 0.6%

Money

Market

Funds

 0.6%

T.

Rowe

Price

Treasury

Reserve

Fund,

4.52% (3)(4)

86,821,803‌

86,822‌

86,822‌

U.S.

Treasury

Obligations

 0.0%

U.S.

Treasury

Bills,

4.25%,

3/18/25 (5)

600,000‌

595‌

U.S.

Treasury

Bills,

4.289%,

2/20/25 (5)

590,000‌

587‌

U.S.

Treasury

Bills,

4.441%,

2/25/25 (5)

420,000‌

417‌

U.S.

Treasury

Bills,

4.622%,

3/13/25 (5)

2,800,000‌

2,777‌

4,376‌

Total

Short-Term

Investments

(Cost

$91,195)

91,198‌

SECURITIES

LENDING

COLLATERAL

 0.1%

INVESTMENTS

IN

A

POOLED

ACCOUNT

THROUGH

SECURITIES

LENDING

PROGRAM

WITH

STATE

STREET

BANK

AND

TRUST

COMPANY 0.1%

Money

Market

Funds 0.1%

T.

Rowe

Price

Government

Reserve

Fund,

4.53% (3)(4)

8,557,219‌

8,557‌

Total

Investments

in

a

Pooled

Account

through

Securities

Lending

Program

with

State

Street

Bank

and

Trust

Company

8,557‌

Total

Securities

Lending

Collateral

(Cost

$8,557)

8,557‌

Total

Investments

in

Securities

99.8%

of

Net

Assets

(Cost

$9,427,679)

$

13,586,437‌

‡

Shares/Par

and

Notional

Amount

are

denominated

in

U.S.

dollars

unless

otherwise

noted.

(1)

Non-income

producing

(2)

See

Note

4

.

All

or

a

portion

of

this

security

is

on

loan

at

December

31,

2024.

(3)

Seven-day

yield

(4)

Affiliated

Companies

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

19

.

.

.

.

.

.

.

.

.

.

(5)

At

December

31,

2024,

all

or

a

portion

of

this

security

is

pledged

as

collateral

and/or

margin

deposit

to

cover

future

funding

obligations.

ADR

American

Depositary

Receipts

REIT

A

domestic

Real

Estate

Investment

Trust

whose

distributions

pass-through

with

original

tax

character

to

the

shareholder

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

20

FUTURES

CONTRACTS

($000s)

Expiration

Date

Notional

Amount

Value

and

Unrealized

Gain

(Loss)

Long,

279

S&P

500

E-Mini

Index

contracts

3/25

82,804

$

(2,616‌)

Net

payments

(receipts)

of

variation

margin

to

date

2,295‌

Variation

margin

receivable

(payable)

on

open

futures

contracts

$

(321‌)

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

21

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,

2024.

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

Government

Reserve

Fund,

4.53%

$

—‌

$

—‌

$

—‌++

T.

Rowe

Price

Treasury

Reserve

Fund,

4.52%

—‌

—‌

2,763‌

Totals

$

—‌#

$

—‌

$

2,763‌+

Supplementary

Investment

Schedule

Affiliate

Value

12/31/23

Purchase

Cost

Sales

Cost

Value

12/31/24

T.

Rowe

Price

Government

Reserve

Fund,

4.53%

$

20,562‌

 ¤

 ¤

$

8,557‌

T.

Rowe

Price

Treasury

Reserve

Fund,

4.52%

51,266‌

 ¤

 ¤

86,822‌

Total

$

95,379‌^

#

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

$2,763

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

$95,379.

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

December

31,

2024

Statement

of

Assets

and

Liabilities

22

($000s,

except

shares

and

per

share

amounts)

Assets

Investments

in

securities,

at

value

(cost

$9,427,679)

$

13,586,437‌

Receivable

for

shares

sold

50,473‌

Dividends

and

interest

receivable

6,921‌

Receivable

for

investment

securities

sold

2,770‌

Cash

1‌

Other

assets

652‌

Total

assets

13,647,254‌

Liabilities

Payable

for

investment

securities

purchased

16,597‌

Obligation

to

return

securities

lending

collateral

8,557‌

Payable

for

shares

redeemed

6,325‌

Investment

management

fees

payable

3,777‌

Variation

margin

payable

on

futures

contracts

321‌

Due

to

affiliates

163‌

Payable

to

directors

10‌

Other

liabilities

691‌

Total

liabilities

36,441‌

NET

ASSETS

$

13,610,813‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

December

31,

2024

Statement

of

Assets

and

Liabilities

23

($000s,

except

shares

and

per

share

amounts)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

4,001,247‌

Paid-in

capital

applicable

to

232,668,588

shares

of

$0.0001

par

value

capital

stock

outstanding;

1,000,000,000

shares

authorized

9,609,566‌

NET

ASSETS

$

13,610,813‌

NET

ASSET

VALUE

PER

SHARE

Investor

Class

(Net

assets:

$7,029,373;

Shares

outstanding:

120,228,270)

$

58.47‌

Advisor

Class

(Net

assets:

$62,380;

Shares

outstanding:

1,068,626)

$

58.37‌

R

Class

(Net

assets:

$133,468;

Shares

outstanding:

2,313,360)

$

57.69‌

I

Class

(Net

assets:

$6,385,578;

Shares

outstanding:

109,058,098)

$

58.55‌

Z

Class

(Net

assets:

$14;

Shares

outstanding:

234)

$

58.99‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Statement

of

Operations

24

($000s)

Year

Ended

12/31/24

Investment

Income

(Loss)

Income

Dividend

(net

of

foreign

taxes

of

$169)

$

141,898‌

Securities

lending

222‌

.

  Interest

182‌

Other

1‌

Total

income

142,303‌

Expenses

Investment

management

38,403‌

Shareholder

servicing

Investor

Class

$

6,686‌

Advisor

Class

146‌

R

Class

443‌

I

Class

396‌

7,671‌

Rule

12b-1

fees

Advisor

Class

149‌

R

Class

650‌

799‌

Prospectus

and

shareholder

reports

Investor

Class

168‌

Advisor

Class

2‌

R

Class

2‌

I

Class

132‌

304‌

Custody

and

accounting

395‌

Registration

348‌

Directors

38‌

Legal

and

audit

2

9‌

Miscellaneous

51‌

Waived

/

paid

by

Price

Associates

(755‌)

Total

expenses

47,283‌

Net

investment

income

95,020‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Statement

of

Operations

25

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

Ended

12/31/24

Realized

and

Unrealized

Gain

/

Loss

–

Net

realized

gain

(loss)

Securities

874,371‌

Futures

10,411‌

Foreign

currency

transactions

(5‌)

Net

realized

gain

884,777‌

Change

in

net

unrealized

gain

/

loss

Securities

1,717,810‌

Futures

(3,681‌)

Change

in

net

unrealized

gain

/

loss

1,714,129‌

Net

realized

and

unrealized

gain

/

loss

2,598,906‌

INCREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

2,693,926‌

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Statement

of

Changes

in

Net

Assets

26

($000s)

Year

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Ended

.

.

.

.

.

.

.

.

.

.

.

.

.

.

12/31/24

12/31/23

Increase

(Decrease)

in

Net

Assets

Operations

Net

investment

income

$

95,020‌

$

132,352‌

Net

realized

gain

884,777‌

1,729,483‌

Change

in

net

unrealized

gain

/

loss

1,714,129‌

1,116,694‌

Increase

in

net

assets

from

operations

2,693,926‌

2,978,529‌

Distributions

to

shareholders

Net

earnings

Investor

Class

(44,295‌)

(49,998‌)

Advisor

Class

(173‌)

(422‌)

R

Class

–‌

(854‌)

I

Class

(44,644‌)

(58,838‌)

Z

Class

–‌

(19,969‌)

Decrease

in

net

assets

from

distributions

(89,112‌)

(130,081‌)

Capital

share

transactions

*

Shares

sold

Investor

Class

2,656,920‌

1,296,096‌

Advisor

Class

15,279‌

8,460‌

R

Class

19,844‌

32,617‌

I

Class

1,934,975‌

812,226‌

Z

Class

6,727‌

227,112‌

Distributions

reinvested

Investor

Class

43,783‌

49,428‌

Advisor

Class

172‌

420‌

R

Class

–‌

852‌

I

Class

44,020‌

58,228‌

Z

Class

–‌

19,969‌

Shares

redeemed

Investor

Class

(1,309,537‌)

(1,000,087‌)

Advisor

Class

(14,471‌)

(7,872‌)

R

Class

(33,099‌)

(21,746‌)

I

Class

(1,654,670‌)

(1,291,138‌)

Z

Class

(1,403,050‌)

(3,691,610‌)

Increase

(decrease)

in

net

assets

from

capital

share

transactions

306,893‌

(3,507,045‌)

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

Statement

of

Changes

in

Net

Assets

27

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Year

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Ended

.

.

.

.

.

.

.

.

.

.

.

.

.

.

12/31/24

12/31/23

Net

Assets

Increase

(decrease)

during

period

2,911,707‌

(658,597‌)

Beginning

of

period

10,699,106‌

11,357,703‌

End

of

period

$

13,610,813‌

$

10,699,106‌

*Share

information

(000s)

Shares

sold

Investor

Class

49,890‌

30,206‌

Advisor

Class

294‌

204‌

R

Class

379‌

791‌

I

Class

35,503‌

19,282‌

Z

Class

139‌

5,846‌

Distributions

reinvested

Investor

Class

729‌

1,077‌

Advisor

Class

3‌

9‌

R

Class

–‌

19‌

I

Class

732‌

1,267‌

Z

Class

–‌

436‌

Shares

redeemed

Investor

Class

(24,452‌)

(24,178‌)

Advisor

Class

(267‌)

(192‌)

R

Class

(624‌)

(534‌)

I

Class

(30,864‌)

(31,518‌)

Z

Class

(28,687‌)

(86,190‌)

Increase

(decrease)

in

shares

outstanding

2,775‌

(83,475‌)

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

NOTES

TO

FINANCIAL

STATEMENTS

28

T.

Rowe

Price

U.S.

Equity

Research

Fund,

Inc. (the

fund) is

registered

under

the

Investment

Company

Act

of

1940

(the

1940

Act)

as a

diversified, open-

end

management

investment

company. The

fund

seeks to

provide

long-

term

capital

growth

by

investing

primarily

in

U.S.

common

stocks.

The

fund

has five classes

of

shares:

the

U.S.

Equity

Research

Fund

(Investor

Class),

the

U.S.

Equity

Research

Fund–Advisor

Class

(Advisor

Class),

the

U.S.

Equity

Research

Fund–R

Class

(R

Class),

the

U.S.

Equity

Research

Fund–I

Class

(I

Class)

and

the

U.S.

Equity

Research

Fund–Z

Class

(Z

Class).

Advisor

Class

shares

are

sold

only

through

various

brokers

and

other

financial

intermediaries,

and

R

Class

shares

are

available

through

financial

intermediaries

for

employer-sponsored

defined

contribution

retirement

plans

and

certain

other

retirement

accounts.

I

Class

shares

require

a

$500,000

initial

investment

minimum,

although

the

minimum

generally

is

waived

or

reduced

for

financial

intermediaries,

eligible

retirement

plans,

and

certain

other

accounts.

The

Z

Class

is

only

available

to

funds

advised

by

T.

Rowe

Price

Associates,

Inc.

and

its

affiliates

and

other

clients

that

are

subject

to

a

contractual

fee

for

investment

management

services.

The

Advisor

Class

and

R

Class

each

operate

under

separate

Board-approved

Rule

12b-1

plans,

pursuant

to

which

each

class

compensates

financial

intermediaries

for

distribution,

shareholder

servicing,

and/

or

certain

administrative

services;

the

Investor,

I

and

Z

Classes

do

not

pay

Rule

12b-1

fees. Each

class

has

exclusive

voting

rights

on

matters

related

solely

to

that

class;

separate

voting

rights

on

matters

that

relate

to

all

classes;

and,

in

all

other

respects,

the

same

rights

and

obligations

as

the

other

classes.

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.

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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 other

investment

companies 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

by

each

class annually. A

capital

gain

distribution,

if

any, may

also

be

declared

and

paid

by

the

fund

annually.

Currency

Translation

 Assets,

including

investments,

and

liabilities

denominated

in

foreign

currencies

are

translated

into

U.S.

dollar

values

each

day

at

the

prevailing

exchange

rate,

using

the

mean

of

the

bid

and

asked

prices

of

such

currencies

against

U.S.

dollars

as

provided

by

an

outside

pricing

service.

Purchases

and

sales

of

securities,

income,

and

expenses

are

translated

into

U.S.

dollars

at

the

prevailing

exchange

rate

on

the

respective

date

of

such

transaction.

The

effect

of

changes

in

foreign

currency

exchange

rates

on

realized

and

unrealized

security

gains

and

losses

is

not

bifurcated

from

the

portion

attributable

to

changes

in

market

prices.

Class

Accounting

 Shareholder

servicing,

prospectus,

and

shareholder

report

expenses

incurred

by

each

class

are

charged

directly

to

the

class

to

which

they

relate.

Expenses

common

to

all

classes,

investment

income,

and

realized

and

unrealized

gains

and

losses

are

allocated

to

the

classes

based

upon

the

relative

daily

net

assets

of

each

class.

The

Advisor

Class

and

R

Class

each

pay

Rule

12b-1

fees,

in

an

amount

not

exceeding

0.25%

and

0.50%,

respectively,

of

the

class’s

average

daily

net

assets.

In-Kind

Redemptions

 In

accordance

with

guidelines

described

in

the

fund’s

prospectus,

and

when

considered

to

be

in

the

best

interest

of

all

shareholders,

the

fund

may

distribute

portfolio

securities

rather

than

cash

as

payment

for

a

redemption

of

fund

shares

(in-kind

redemption).

Gains

and

losses

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Equity

Research

Fund

30

realized

on

in-kind

redemptions

are

not

recognized

for

tax

purposes

and

are

reclassified

from

undistributed

realized

gain

(loss)

to

paid-in

capital.

During

the

year ended

December

31,

2024,

the

fund

realized

$574,614,000 of

net

gain

on

$1,376,346,000

of

in-kind

redemptions.

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.

Eastern

time,

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 December

2023,

the

FASB

issued

Accounting

Standards

Update

(ASU),

ASU

2023-09,

Income

Taxes

(Topic

740)

–

Improvements

to

Income

Taxes

Disclosures,

which

enhances

the

transparency

of

income

tax

disclosures.

The

ASU

requires

public

entities,

on

an

annual

basis,

to

provide

disclosure

of

specific

categories

in

the

rate

reconciliation,

as

well

as

disclosure

of

income

taxes

paid

disaggregated

by

jurisdiction.

The

amendments

under

this

ASU

are

required

to

be

applied

prospectively

and

are

effective

for

fiscal

years

beginning

after

December

15,

2024.

Management

expects

that

adoption

of

the

guidance

will

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

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31

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

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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.

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Valuation

Inputs

  The

following

table

summarizes

the

fund’s

financial

instruments,

based

on

the

inputs

used

to

determine

their

fair

values

on

December

31,

2024

(for

further

detail

by

category,

please

refer

to

the

accompanying

Portfolio

of

Investments):

NOTE

3

-

DERIVATIVE

INSTRUMENTS 

During

the

year ended

December

31,

2024,

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

or

delivery

of

cash

or

other

assets.

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

($000s)

Level

1

Level

2

Level

3

Total

Value

Assets

Common

Stocks

$

13,486,682‌

$

—‌

$

—‌

$

13,486,682‌

Short-Term

Investments

86,822‌

4,376‌

—‌

91,198‌

Securities

Lending

Collateral

8,557‌

—‌

—‌

8,557‌

Total

$

13,582,061‌

$

4,376‌

$

—‌

$

13,586,437‌

Liabilities

Futures

Contracts*

$

2,616‌

$

—‌

$

—‌

$

2,616‌

*

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.

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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,

2024,

and

the

related

location

on

the

accompanying

Statement

of

Assets

and

Liabilities,

presented

by

primary

underlying

risk

exposure: 

Additionally,

the

amount

of

gains

and

losses

on

derivative

instruments

recognized

in

fund

earnings

during

the

year ended

December

31,

2024,

and

the

related

location

on

the

accompanying

Statement

of

Operations

is

summarized

in

the

following

table

by

primary

underlying

risk

exposure: 

($000s)

Location

on

Statement

of

Assets

and

Liabilities

Fair

Value*

*

Liabilities

Equity

derivatives

Futures

$

2,616‌

Total

$

2,616‌

*

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.

($000s)                                              

Location

of

Gain

(Loss)

on

Statement

of

Operations

Futures

Realized

Gain

(Loss)

Equity

derivatives

$

10,411‌

Total

$

10,411‌

T.

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Equity

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35

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,

2024,

securities

valued

at $4,281,000

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

to

manage

exposure

to

interest

rates,

security

prices,

and

foreign

currencies;

as

an

efficient

means

of

adjusting

exposure

to

all

or

part

of

a

target

market;

or

as

a

cash

management

tool. 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

($000s)                                              

Location

of

Gain

(Loss)

on

Statement

of

Operations

Futures

Change

in

Unrealized

Gain

(Loss)

Equity

derivatives

$

(3,681‌)

Total

$

(3,681‌)

T.

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Equity

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36

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.

When

a

contract

is

closed,

a

realized

gain

or

loss

is

recorded

on

the

accompanying

Statement

of

Operations.

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,

2024,

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.

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,

T.

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PRICE

U.S.

Equity

Research

Fund

37

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,

2024,

the

value

of

loaned

securities

was

$8,406,000;

the

value

of

cash

collateral

and

related

investments

was

$8,557,000.

Other 

Purchases

and

sales

of

portfolio

securities

other

than

in-kind

transactions,

if

any,

and short-term securities

aggregated $6,063,460,000 and

$4,425,359,000,

respectively,

for

the

year ended

December

31,

2024. 

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

permanent

book/tax

adjustments

relate

primarily

to

redemptions

in

kind.

The

tax

character

of

distributions

paid

for

the

periods

presented

was

as

follows:

($000s)

December

31,

2024

December

31,

2023

Ordinary

income

(including

short-term

capital

gains,

if

any)

$

89,112‌

$

130,081‌

T.

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PRICE

U.S.

Equity

Research

Fund

38

At

December

31,

2024,

the

tax-basis

cost

of

investments

(including

derivatives,

if

any)

and

gross

unrealized

appreciation

and

depreciation

were as

follows:

At

December

31,

2024,

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.

The

loss

carryforwards

and

deferrals

primarily

relate

to

capital

loss

carryforwards

and

late-year

ordinary

loss

deferrals.

Capital

loss

carryforwards

are

available

indefinitely

to

offset

future

realized

capital

gains.

The

fund

has

elected

to

defer

certain

losses

to

the

first

day

of

the

following

fiscal

year

for

late-year

ordinary

loss

deferrals.

During

the

year

ended

December

31,

2024,

the

fund

utilized

$287,465,000

of

capital

loss

carryforwards.

Other

temporary

differences

relate

primarily

to

differences

in

treatment

of

corporate

actions.

NOTE

6

-

FOREIGN TAXES

The

fund

is

subject

to

foreign

income

taxes

imposed

by

certain

countries

in

which

it

invests.

Additionally,

capital

gains

realized

upon

disposition

of

securities

issued

in

or

by

certain

foreign

countries

are

subject

to

capital

gains

tax

imposed

by

those

countries.

All

taxes

are

computed

in

accordance

with

the

applicable

foreign

tax

law,

and,

to

the

extent

permitted,

capital

losses

are

used

to

offset

($000s)

Cost

of

investments

$

9,535,680‌

Unrealized

appreciation

$

4,290,484‌

Unrealized

depreciation

(239,729‌)

Net

unrealized

appreciation

(depreciation)

$

4,050,755‌

($000s)

Net

unrealized

appreciation

(depreciation)

$

4,050,755‌

Loss

carryforwards

and

deferrals

(49,498‌)

Other

temporary

differences

(10‌)

Total

distributable

earnings

(loss)

$

4,001,247‌

T.

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PRICE

U.S.

Equity

Research

Fund

39

capital

gains.

Taxes

attributable

to

income

are

accrued

by

the

fund

as

a

reduction

of

income.

Current

and

deferred

tax

expense

attributable

to

capital

gains

is

reflected

as

a

component

of

realized

or

change

in

unrealized

gain/

loss

on

securities

in

the

accompanying

financial

statements.

To

the

extent

that

the

fund

has

country

specific

capital

loss

carryforwards,

such

carryforwards

are

applied

against

net

unrealized

gains

when

determining

the

deferred

tax

liability.

Any

deferred

tax

liability

incurred

by

the

fund

is

included

in

either

Other

liabilities

or

Deferred

tax

liability

on

the

accompanying

Statement

of

Assets

and

Liabilities.

NOTE

7

-

RELATED

PARTY

TRANSACTIONS

The

fund

is

managed

by

T.

Rowe

Price

Associates,

Inc.

(Price

Associates),

a

wholly

owned

subsidiary

of

T.

Rowe

Price

Group,

Inc.

(Price

Group).

The

investment

management

agreement

between

the

fund

and

Price

Associates

provides

for

an

annual

investment

management

fee,

which

is

computed

daily

and

paid

monthly. The

fee

consists

of

an

individual

fund

fee,

equal

to

0.04%

of

the

fund’s

average

daily

net

assets,

and

a

group

fee.

The

group

fee

rate

is

calculated

based

on

the

combined

net

assets

of

certain

mutual

funds

sponsored

by

Price

Associates

(the

group)

applied

to

a

graduated

fee

schedule,

with

rates

ranging

from

0.48%

for

the

first

$1

billion

of

assets

to

0.260%

for

assets

in

excess

of

$845

billion.

The

fund’s

group

fee

is

determined

by

applying

the

group

fee

rate

to

the

fund’s

average

daily

net

assets. At

December

31,

2024,

the

effective

annual

group

fee

rate

was

0.28%. Price

Associates

has

agreed

to

permanently

waive

a

portion

of

the

fund’s

annual

investment

management

fee

in

order

to

limit

the

fund’s

management

fees

to

0.33%

of

the

fund’s

average

daily

net

assets.

This

agreement

can

only

be

modified

or

terminated

with

approval

by

the

fund’s

shareholders.

The

fund

has

no

obligation

to

repay

fees

waived

under

this

arrangement. No

management

fees

were

waived

under

this

arrangement

for

the

year ended

December

31,

2024. 

The

Investor

Class, Advisor

Class,

and R

Class are

each

subject

to

a

contractual

expense

limitation

through

the

expense

limitation

dates

indicated

in

the

table

below.

This

agreement

will

continue

through

the

expense

limitation

dates

indicated

in

the

table

below,

and

may

be

renewed,

revised,

or

revoked

only

with

approval

of

the

fund’s

Board.

During

the

limitation

period,

Price

Associates

is required

to

waive

or

pay

any

expenses

(excluding

interest;

expenses

related

to

borrowings,

taxes,

and

brokerage;

non-recurring,

extraordinary

expenses;

and

acquired

fund

fees

and

expenses)

that

would

otherwise

cause

the class’s ratio

of

annualized

total

expenses

to

average

T.

ROWE

PRICE

U.S.

Equity

Research

Fund

40

net

assets

(net

expense

ratio)

to

exceed

its

expense

limitation.

Each

class

is

required

to

repay

Price

Associates

for

expenses

previously

waived/paid

to

the

extent

the

class’s net

assets

grow

or

expenses

decline

sufficiently

to

allow

repayment

without

causing

the class’s net

expense

ratio

(after

the

repayment

is

taken

into

account)

to

exceed

the

lesser

of:

(1)

the

expense

limitation

in

place

at

the

time

such

amounts

were

waived;

or

(2)

the class’s

current

expense

limitation.

However,

no

repayment

will

be

made

more

than

three

years

after

the

date

of

a

payment

or

waiver.

The

I

Class

is

also

subject

to

an

operating

expense

limitation

(I

Class

Limit)

pursuant

to

which

Price

Associates

is

contractually

required

to

pay

all

operating

expenses

of

the

I

Class,

excluding

management

fees;

interest;

expenses

related

to

borrowings,

taxes,

and

brokerage; non-recurring,

extraordinary expenses; and

acquired

fund

fees

and

expenses, to

the

extent

such

operating

expenses,

on

an

annualized

basis,

exceed

the

I

Class

Limit. This

agreement

will

continue

through

the

expense

limitation

date

indicated

in

the

table

below,

and

may

be

renewed,

revised,

or

revoked

only

with

approval

of

the

fund’s

Board.

The

I

Class

is

required

to

repay

Price

Associates

for

expenses

previously

paid

to

the

extent

the

class’s

net

assets

grow

or

expenses

decline

sufficiently

to

allow

repayment

without

causing

the

class’s

operating

expenses

(after

the

repayment

is

taken

into

account)

to

exceed

the

lesser

of:

(1)

the

I

Class

Limit

in

place

at

the

time

such

amounts

were

paid;

or

(2)

the

current

I

Class

Limit.

However,

no

repayment

will

be

made

more

than

three

years

after

the

date

of

a

payment

or

waiver.

The

Z

Class

is

also

subject

to

a

contractual

expense

limitation

agreement

whereby

Price

Associates

has

agreed

to

waive

and/or

bear

all

of

the

Z

Class’

expenses

(excluding

interest;

expenses

related

to

borrowings,

taxes,

and

brokerage;

non-recurring,

extraordinary

expenses;

and

acquired

fund

fees

and

expenses)

in

their

entirety.

This

fee

waiver

and/or

expense

reimbursement

arrangement

is

expected

to

remain

in

place

indefinitely,

and

the

agreement

may

only

be

amended

or

terminated

with

approval

by

the

fund’s

Board.

Expenses

of

the

fund

waived/paid

by

the

manager

are

not

subject

to

later

repayment

by

the

fund.

Pursuant

to

these

agreements,

expenses

were waived/paid

by

and/or

repaid

to

Price

Associates

during

the year

ended December

31,

2024 as

indicated

in

the

table

below.

At

December

31,

2024,

there

were

no

amounts

subject

to

repayment

by

the

fund. Any

repayment

of

expenses

previously

waived/

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paid

by

Price

Associates

during

the

period

would

be

included

in

the

net

investment

income

and

expense

ratios

presented

on

the

accompanying

Financial

Highlights.

In

addition,

the

fund

has

entered

into

service

agreements

with

Price

Associates

and

two

wholly

owned

subsidiaries

of

Price

Associates,

each

an

affiliate

of

the

fund

(collectively,

Price).

Price

Associates

provides

certain

accounting

and

administrative

services

to

the

fund.

T.

Rowe

Price

Services,

Inc.

provides

shareholder

and

administrative

services

in

its

capacity

as

the

fund’s

transfer

and

dividend-disbursing

agent.

T.

Rowe

Price

Retirement

Plan

Services,

Inc.

provides

subaccounting

and

recordkeeping

services

for

certain

retirement

accounts

invested

in

the

Investor

Class,

R

Class

and

Advisor

Class.

For

the

year

ended

December

31,

2024,

expenses

incurred

pursuant

to

these

service

agreements

were

$116,000

for

Price

Associates;

$1,460,000

for

T.

Rowe

Price

Services,

Inc.;

and

$28,000

for

T.

Rowe

Price

Retirement

Plan

Services,

Inc.

All

amounts

due

to

and

due

from

Price,

exclusive

of

investment

management

fees

payable,

are

presented

net

on

the

accompanying

Statement

of

Assets

and

Liabilities.

T.

Rowe

Price

Investment

Services,

Inc.

(Investment

Services)

serves

as

distributor

to

the

fund.

Pursuant

to

an

underwriting

agreement,

no

compensation

for

any

distribution

services

provided

is

paid

to

Investment

Services

by

the

fund

(except

for

12b-1

fees

under

a

Board-approved

Rule

12b-1

plan).

Additionally,

the

fund

is

one

of

several

mutual

funds

in

which

certain

college

savings

plans

managed

by

Price

Associates invests.

As

approved

by

the

fund’s

Board

of

Directors,

shareholder

servicing

costs

associated

with

each

college

savings

plan

are

borne

by

the

fund

in

proportion

to

the

average

daily

value

of

its

shares

owned

by

the

college

savings

plan.

Price

has

agreed

to waive/reimburse

Investor

Class

Advisor

Class

R

Class

I

Class

Z

Class

Expense

limitation/I

Class

Limit

0.68%

0.93%

1.18%

0.04%

0.00%

Expense

limitation

date

04/30/26

04/30/26

04/30/26

04/30/26

N/A

(Waived)/

repaid

during

the

period

($000s)

$—

$—

$—

$—

$(755)

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shareholder

servicing

costs in

excess

of

0.05%

of

the

fund’s

average

daily

value

of

its

shares

owned

by

the

college

savings

plan.

Any

amounts

waived/

paid

by

Price

under

this

voluntary

agreement

are

not

subject

to

repayment

by

the

fund.

Price

may

amend

or

terminate

this

voluntary

arrangement

at

any

time

without

prior

notice.

For

the

year ended

December

31,

2024,

the

fund

was

charged $66,000 for

shareholder

servicing

costs

related

to

the

college

savings

plans, of

which

$23,000

was

for

services

provided

by

Price.

All

amounts

due

to

and

due

from

Price,

exclusive

of

investment

management

fees

payable,

are

presented

net

on

the

accompanying

Statement

of

Assets

and

Liabilities. At

December

31,

2024,

no

shares

of

the

I

Class

were

held

by

college

savings

plans.

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.

As

of

December

31,

2024,

T.

Rowe

Price

Group,

Inc.,

or

its

wholly

owned

subsidiaries,

owned

234

shares

of

the

Z

Class,

representing

100%

of

the

Z

Class's

net

assets. 

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,

2024,

the

aggregate

value

of

purchases

and

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates

was

less

than

1%

of

the

fund’s

net

assets

as

of

December

31,

2024.

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NOTE

8

-

SEGMENT

REPORTING

Operating

segments

are

defined

as

components

of

a

company

that

engage

in

business

activities

and

for

which

discrete

financial

information

is

available

and

regularly

reviewed

by

the

chief

operating

decision

maker

(CODM)

in

deciding

how

to

allocate

resources

and

assess

performance.

The

Management

Committee

of

Price

Associates

acts

as

the

fund’s

CODM.

The

fund

makes

investments

in

accordance

with

its

investment

objective

as

outlined

in

the

Prospectus

and

is

considered

one

reportable

segment

because

the

CODM

allocates

resources

and

assesses

the

operating

results

of

the

fund

on

the

whole.

The

fund’s

revenue

is

derived

from

investments

in

portfolio

of

securities.

The

CODM

allocates

resources

and

assesses

performance

based

on

the

operating

results

of

the

fund,

which

is

consistent

with

the

results

presented

in

the

statement

of

operations,

statement

of

changes

in

net

assets

and

financial

highlights.

The

CODM

compares

the

fund’s

performance

to

its

benchmark

index

and

evaluates

the

positioning

of

the

fund

in

relation

to

its

investment

objective.

The

measure

of

segment

assets

is

net

assets

of

the

fund

which

is

disclosed

in

the

statement

of

assets

and

liabilities.

The

accounting

policies

of

the

segment

are

the

same

as

those

described

in

the

summary

of

significant

accounting

policies.

The

financial

statements

include

all

details

of

the

segment

assets,

segment

revenue

and

expenses;

and

reflect

the

financial

results

of

the

segment.

NOTE

9

-

OTHER

MATTERS

Unpredictable environmental,

political,

social

and

economic

events,

including

but

not

limited

to,

environmental

or

natural

disasters,

war

and

conflict

(including

Russia’s

military

invasion

of

Ukraine

and

the

conflict

in

Israel,

Gaza

and

surrounding

areas),

terrorism,

geopolitical

developments

(including

trading

and

tariff

arrangements,

sanctions

and

cybersecurity

attacks),

and

public

health

epidemics

(including

the

global

outbreak

of

COVID-19)

and

similar

public

health

threats,

may

significantly

affect

the

economy

and

the

markets

and

issuers

in

which

a

fund

invests.

The

extent

and

duration

of

such

events

and

resulting

market

disruptions

cannot

be

predicted.

These

and

other

similar

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.

The

fund’s

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44

performance

could

be

negatively

impacted

if

the

value

of

a

portfolio

holding

were

harmed

by

these

or

such

events.

Management

actively

monitors

the

risks

and

financial

impacts

arising

from

such

events.

T.

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45

REPORT

OF

INDEPENDENT

REGISTERED

PUBLIC

ACCOUNTING

FIRM

To

the

Board

of

Directors

and

Shareholders

of

T.

Rowe

Price

U.S.

Equity

Research

Fund,

Inc.

Opinion

on

the

Financial

Statements

We

have

audited

the

accompanying

statement

of

assets

and

liabilities,

including

the

portfolio

of

investments,

of

T.

Rowe

Price

U.S.

Equity

Research

Fund,

Inc.

(the

"Fund")

as

of

December

31,

2024,

the

related

statement

of

operations

for

the

year

ended

December

31,

2024,

the

statement

of

changes

in

net

assets

for

each

of

the

two

years

in

the

period

ended

December

31,

2024,

including

the

related

notes,

and

the

financial

highlights

for

each

of

the

periods

indicated

therein

(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,

2024,

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,

2024

and

the

financial

highlights

for

each

of

the

periods

indicated

therein,

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.

T.

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46

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,

2024

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.

/s/

PricewaterhouseCoopers

LLP

Baltimore,

Maryland

February

18,

2025

We

have

served

as

the

auditor

of

one

or

more

investment

companies

in

the

T.

Rowe

Price

group

of

investment

companies

since

1973.

REPORT

OF

INDEPENDENT

REGISTERED

PUBLIC

ACCOUNTING

FIRM

(continued)

T.

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47

TAX

INFORMATION

(UNAUDITED)

FOR

THE

TAX

YEAR

ENDED 12/31/24

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.

For

taxable

non-corporate

shareholders,

$131,444,000

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,

$125,089,000

of

the

fund's

income

qualifies

for

the

dividends-received

deduction.

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.

F108-050

2/25

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

Not applicable.

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

Not applicable.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

Remuneration paid to Directors is included in Item 7 of this Form N-CSR.

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

If applicable, see Item 7.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 15. 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 16. 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 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

Not applicable.

Item 19. Exhibits.

(a)(1)	The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.
(2)	Listing standards relating to recovery of erroneously awarded compensation: not applicable.
(3)	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.
(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 U.S. Equity Research Fund, Inc.
By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	February 18, 2025

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 18, 2025

By	/s/ Alan S. Dupski
	Alan S. Dupski
	Principal Financial Officer
Date	February 18, 2025