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VNQ Vanguard Real Estate ETF

88.7789
-0.8711 (-0.97%)
27 Dec 2024 - Closed
Delayed by 15 minutes
Name Symbol Market Type
Vanguard Real Estate ETF AMEX:VNQ AMEX Exchange Traded Fund
  Price Change % Change Price High Price Low Price Open Price Traded Last Trade
  -0.8711 -0.97% 88.7789 89.77 88.495 89.12 3,816,758 23:32:53

Certified Annual Shareholder Report for Management Investment Companies (n-csr)

26/03/2020 7:46pm

Edgar (US Regulatory)


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: 811-03916

 

Name of Registrant: Vanguard Specialized Funds
Address of Registrant: P.O. Box 2600
  Valley Forge, PA 19482
   
Name and address of agent for service:   Anne E. Robinson, Esquire
  P.O. Box 876
  Valley Forge, PA 19482

 

Registrant’s telephone number, including area code: (610) 669-1000

 

Date of fiscal year end: January 31

 

Date of reporting period: February 1, 2019—January 31, 2020

 

 

 

 

Item 1: Reports to Shareholders

 

 

 

 

 

  

   
   
   
   
Annual Report | January 31, 2020  
   
   
Vanguard Energy Fund
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports. 
   

 

     

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your funds annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

  

 

Contents  
   
   
A Note From Our Chairman 1
Your Fund’s Performance at a Glance 2
Advisors’ Report 3
About Your Fund’s Expenses 7
Performance Summary 9
Financial Statements 11

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

  

     

 

 

A Note From Our Chairman

 

 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to stay the coursein good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—stay the course.

 

Dont be tempted to time the markets. Its a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether youre new to investing or a seasoned financial advisor, dont feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. Its a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

  1  

 

 

Your Funds Performance at a Glance

 

 

·   For the 12 months ended January 31, 2020, Vanguard Energy Fund returned –6.55% for Investor Shares and –6.50% for Admiral Shares. It held up a bit better than its benchmark, which returned –6.98%.

 

·   The broad stock market, as measured by the Standard & Poor’s 500 Index, returned 21.68% for the fiscal year thanks to a stronger-than-expected U.S. economy fueled by the Federal Reserves three interest rate cuts in 2019. An initial trade deal calling for the United States to reduce tariffs and China to buy large quantities of U.S. farm products also helped.

 

·   Declining oil prices led to negative returns for the fund. Its oil and gas exploration and production holdings significantly hurt performance, although positions in utilities companies boosted results.

 

·   For the ten years ended January 31, 2020, the fund posted an average annual return of 1.18% for Investor Shares, just below that of its benchmark index.

 

 

 

Market Barometer

 

 

Average Annual Total Returns
Periods Ended January 31, 2020

  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 21.39% 14.33% 12.13%
Russell 2000 Index (Small-caps) 9.21 7.28 8.23
Russell 3000 Index (Broad U.S. market) 20.53 13.82 11.85
FTSE All-World ex US Index (International) 10.28 7.74 5.24
       
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market) 9.64% 4.62% 3.01%
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market) 8.65 5.12 3.53
FTSE Three-Month U.S. Treasury Bill Index 2.18 1.68 1.07
       
CPI      
Consumer Price Index 2.49% 2.04% 2.00%

 

  2  

 

 

 

AdvisorsReport

 

 

For the 12 months ended January 31, 2020, Vanguard Energy Fund returned –6.55% for Investor Shares and –6.50% for Admiral Shares. It held up slightly better than its benchmark, the MSCI All Country World Energy Index, which returned –6.98%. Your fund is managed by two advisors, a strategy that enhances fund diversification by providing exposure to distinct yet complementary investment approaches. Its not uncommon for different advisors to have different views about individual securities or the broader investment environment.

 

The advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies are presented in the accompanying table. The advisors also have provided a discussion of the investment environment that existed during the period and of how their portfolio positioning reflects this assessment. These reports were prepared on February 19, 2020.

 

 

Wellington Management Company LLP

 

Portfolio Manager:

 

G. Thomas Levering,

Senior Managing Director,

Global Industry Analyst

 

Investment strategy

Wellington Managements portion of the fund emphasizes long-term total-return opportunities through diversified energy equity exposure. We believe that the future of energy will be increasingly carbon-free, and we therefore take a comprehensive approach to defining evolving opportunities.

 

We invest not only in the multiple subindustries included in energy benchmarks (e.g., integrated oil, exploration and production, refining and marketing, and energy equipment and services), but also in non-benchmark renewable power and electricity networks. The portion of the fund that we manage is therefore representative of the energy sector as a whole, and the weightings of underlying subindustries reflect the relative attractiveness of the stocks within them.

 

Investment environment

Global equities performed strongly over the 12 months. Stocks in the global energy sector underperformed the broader market (+16.67%), as measured by the MSCI All Country World Index.

 

Following a particularly volatile end to 2018, energy markets stabilized in the first quarter of 2019. Dovish comments from the Federal Reserve and productive trade talks between the U.S. and China helped to ease concerns about global demand. At the end of the second quarter, shrinking U.S. crude oil stockpiles and rising political tensions between the U.S. and Iran propelled crude oil to its biggest move since January.

 

Early in the third quarter, it appeared that this trend would continue as Russia and Saudi Arabia struck a deal at the G20 to extend previously agreed-upon output

  

  3  

 

 

cuts through the remainder of the year. However, initial gains were cut short as fears of a global economic slowdown weighed on the energy demand outlook.

 

Energy equities rebounded in the fourth quarter as improving 2020 oil supply/demand estimates and positive developments on the U.S.-China trade front lent broad support to oil prices. Spot WTI crude oil finished the year at $61, up 13% for the quarter and well above the $45 it started at in 2019.

 

Optimism about fundamentals increased heading into the new year, but energy equities experienced a difficult first month of 2020 as markets grappled with uncertainty about the magnitude and duration of the coronavirus outbreak.

 

Our successes and shortfalls

Security selection detracted from our portion of the portfolios performance, particularly among upstream producers and equipment and services. This was partially offset by strong selection in transportation and distribution and integrated oils. Overall, subindustry allocation decisions contributed to performance, led by an overweight to energy utilities.

 

On an individual security basis, the largest contributors over the period included out-of-benchmark allocations to Sempra Energy (utilities) and Iberdrola (utilities). We believe Iberdrola is well-positioned to gain share as adoption of renewables grows worldwide.

 

Ovintiv (previously known as Encana), a North American producer with operations in natural gas and crude oil, detracted from returns. The company has undergone a transformation over the past few years with the goal of returning more free cash flow to shareholders. But its corporate history and historical trading patterns as a highly levered gas company seem to be overshadowing its move to a more balanced business model.

 

We initiated a position in Gazprom, a Russia-based natural gas company that focuses on the extraction, production, transport, and sale of natural gas. During the second quarter, shares hit a ten-year high after the company announced plans to increase its dividend payout ratio to 50% of net profit, beating consensus expectations.

 

The funds positioning

Portfolio positioning was fairly consistent over the year, particularly at the subindustry level. It has historically been heavily concentrated in the largest segments of the MSCI All Country World Energy benchmark—the integrated oils and upstream producers. Recently, we have strategically reduced exposure to these areas in order to add to select energy utility companies.

 

As the future of energy becomes increasingly carbon-free, we expect that the risk-reward of investing in purely fossil fuel equities will become relatively less attractive. Fossil fuel demand growth will continue to wane and anti-carbon policy

  

  4  

 

 

pressure will rise. As a result, we are increasingly focused on finding attractive opportunities in all forms of energy and all segments of the energy value chain.

 

 

 

Vanguard Quantitative Equity Group

 

Portfolio Managers:

 

James P. Stetler

 

Binbin Guo, Principal, Head of

Alpha Equity Investments

 

The investment environment

In general, energy stocks struggled both on an absolute basis and relative to the broader stock market. The MSCI All Country World Energy Index returned –6.98% for the period, while the broader MSCI All Country World Index returned 16.67%.

 

Results were held back by increases in U.S. petroleum production, which put downward pressure on crude oil prices. The rise in production likely limited the effect on prices of several key events that occurred just before or during the fiscal year. These included the attack on two Saudi oil tankers, production cut announcements from OPEC, and U.S. sanctions on Venezuela and Iran that limited crude oil exports from those countries.

 

On January 6, oil prices reached $70.73 a barrel amid fears that the U.S. airstrike that killed Irans top military commander might trigger a retaliation and disrupt global energy supplies. They then dropped significantly as the coronavirus sparked fears of an economic slowdown.

 

In 2019, natural gas spot prices averaged $2.57 per million British thermal units (MMBtu), about 60 cents per MMBtu lower than in 2018 and the lowest annual average price since 2016. This drop supported higher consumption—particularly in the electric generation sector—and more natural gas exports. Continued growth in domestic natural gas production also supported lower prices throughout the funds fiscal year.

 

Investment objective and strategy

Its important to understand how our overall performance is affected by the macroeconomic factors weve described. However, our approach to investing focuses on specific fundamentals— not on technical analysis of stock price movements—so that we can identify stocks with characteristics that we believe will outperform over the long run.

 

To do this, we use a strict quantitative process that focuses on several fundamental factors. We believe that attractive stocks exhibit four key themes: (1) high quality—healthy balance sheets and consistent cash-flow generation; (2) sound management decisions— investment policies that favor internal over external funding; (3) strong market sentiment—market confirmation of our view; and (4) reasonable valuation— avoidance of overpriced stocks. Using

 

  5  

 

 

these results, we construct our portfolio with the goals of maximizing expected return and minimizing exposure to risks that our research indicates do not improve returns.

 

Our successes and shortfalls

For the 12 months, our sentiment and management decisions boosted relative performance, but our valuation and quality models did not perform as expected.

 

Our selections in integrated oil and gas held up better than those in the benchmark, while our oil and gas refining and marketing holdings were by far the biggest detractors from relative performance.

 

We also benefited from our positions in Russia and, to a lesser extent, Brazil and Thailand. Our holdings in India, the United States, and Canada detracted the most.

 

Our most successful overweights included those to Gazprom and Rosneft Oil Company. We also benefited from an underweight to Concho Resources. Our results were restrained by overweighted positions in EQT and HollyFrontier and underweights to Anadarko Petroleum and Phillips 66.

 

 

 

Vanguard Energy Fund Investment Advisors

 

    Fund Assets Managed    
Investment Advisor   %   $ Million   Investment Strategy
Wellington Management Company LLP   93   5,762   Emphasizes long-term total-return opportunities from the various energy subsectors: international oils, foreign integrated oils and foreign producers, North American producers, oil services and equipment, midstream and utilities, and refining and marketing.
Vanguard Quantitative Equity Group   5   312   Employs a quantitative fundamental management approach using models that assess valuation, management decisions, market sentiment, and earnings and balance-sheet quality of companies as compared with their peers.
Cash Investments   2   106   These short-term reserves are invested by Vanguard in equity index products to simulate investments in stock. Each advisor may also maintain a modest cash position.

 

  6  

 

 

About Your Funds Expenses

 

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a funds gross income, directly reduce the investment return of the fund.

 

A funds expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your funds costs in two ways:

 

·   Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Valueshown is derived from the funds actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading Expenses Paid During Period.

 

·   Based on hypothetical 5% yearly return. This section is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the funds actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your funds costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a sales load.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the funds expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your funds current prospectus.

 

  7  

 

 

Six Months Ended January 31, 2020      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Energy Fund 7/31/2019 1/31/2020 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $941.33 $1.57
Admiral™ Shares 1,000.00 941.55 1.17
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.59 $1.63
Admiral Shares 1,000.00 1,024.00 1.22

 

The calculations are based on expenses incurred in the most recent six-month period. The funds annualized six-month expense ratios for that period are 0.32% for Investor Shares and 0.24% for Admiral Shares. The dollar amounts shown as Expenses Paidare equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

  8  

 

 

Energy Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investors shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

 

 

        Average Annual Total Returns    
        Periods Ended January 31, 2020    
                    Final Value
        One   Five   Ten   of a $10,000
        Year   Years   Years   Investment
  Energy Fund Investor Shares   -6.55%   -0.80%   1.18%   $11,245
  Spliced Energy Index   -6.98   -0.12   1.19   11,254
  Dow Jones U.S. Total Stock Market Float Adjusted Index   20.37   11.79   13.80   36,436

 

Spliced Energy Index: S&P 500 Index through November 30, 2000; S&P Energy Sector Index through May 31, 2010; MSCI All Country World Energy Index thereafter.

 

 

 

                Final Value
    One   Five   Ten   of a $50,000
    Year   Years   Years   Investment
Energy Fund Admiral Shares   -6.50%   -0.72%   1.25%   $56,598
Spliced Energy Index   -6.98   -0.12   1.19   56,271
Dow Jones U.S. Total Stock Market Float Adjusted Index   20.37   11.79   13.80   182,178

 

 

 

 

 

See Financial Highlights for dividend and capital gains information.

 

9

 

 

Energy Fund

 

 

Sector Diversification

As of January 31, 2020

 

Integrated Oil & Gas     41.6 %
Oil & Gas Drilling     0.2  
Oil & Gas Equipment & Services     4.3  
Oil & Gas Exploration & Production     22.4  
Oil & Gas Refining & Marketing     8.1  
Oil & Gas Storage & Transportation     7.3  
Utilities     13.1  
Other     3.0  

 

The table reflects the funds equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (GICS), except for the Othercategory (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard and Poors, a division of McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

10

 

 

Energy Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The funds Form N-PORT reports are available on the SECs website at www.sec.gov.

 

          Market  
          Value  
      Shares   ($000 )
Common Stocks (97.4%)1          
United States (43.0%)          
Electric Utilities (5.7%)          
  Exelon Corp.   2,667,601   126,951  
  Duke Energy Corp.   1,168,054   114,037  
  Avangrid Inc.   1,228,509   65,430  
  NextEra Energy Inc.   165,745   44,453  
          350,871  
Energy Equipment & Services (2.8%)          
  Schlumberger Ltd.   5,160,039   172,913  
  TechnipFMC plc   46,881   750  
  Halliburton Co.   31,420   685  
  Baker Hughes Co.   5,800   126  
          174,474  
Multi-Utilities (0.4%)          
  Sempra Energy   160,867   25,842  
             
Oil, Gas & Consumable Fuels (33.8%)          
  Integrated Oil & Gas (7.9%)          
  Chevron Corp.   2,490,103   266,790  
  Occidental Petroleum Corp.   2,971,880   118,043  
  Exxon Mobil Corp.   1,724,981   107,156  
             
  Oil & Gas Exploration & Production (17.9%)          
  Pioneer Natural Resources Co.   1,342,527   181,241  
  ConocoPhillips   3,045,509   180,995  
  Diamondback Energy Inc.   1,992,323   148,229  
  EOG Resources Inc.   1,206,875   87,993  
  Concho Resources Inc.   1,158,066   87,758  
  Kosmos Energy Ltd.   12,524,090   63,998  
  Noble Energy Inc.   3,125,443   61,790  
  Cabot Oil & Gas Corp.   3,006,484   42,362  
  Viper Energy Partners LP   1,880,618   41,016  
* WPX Energy Inc.   3,282,615   39,227  
  Hess Corp.   634,648   35,902  
  Ovintiv Inc.   2,292,191   35,827  
* Magnolia Oil & Gas Corp. Class A   2,877,149   30,268  
  Parsley Energy Inc.   1,649,834   27,453  
  Devon Energy Corp.   978,835   21,260  
  Marathon Oil Corp.   1,050,767   11,947  
* PDC Energy Inc.   459,879   9,929  
             
Oil & Gas Refining & Marketing (6.1%)           
  Marathon Petroleum Corp.   4,631,768   252,431  
  Valero Energy Corp.   1,355,229   114,259  
  Phillips 66   72,885   6,660  
  HollyFrontier Corp.   55,092   2,475  
             
  Oil & Gas Storage & Transportation (1.9%)          
  Williams Cos. Inc.   5,190,919   107,400  
  Kinder Morgan Inc.   312,137   6,514  
  ONEOK Inc.   28,862   2,161  
          2,091,084  
Other (0.3%)          
2 Vanguard Energy ETF   253,000   18,183  
Total United States       2,660,454  
International (54.4%)          
Australia (0.1%)          
  Beach Energy Ltd.   1,277,459   2,229  
  Woodside Petroleum Ltd.   45,580   1,044  
  Santos Ltd.   112,201   644  
          3,917  
Austria (0.9%)          
  OMV AG   1,113,542   55,337  
             
Brazil (1.1%)          
  Petroleo Brasileiro SA ADR   4,082,233   57,600  
  Petroleo Brasileiro SA Preference Shares   782,400   5,198  
  Petroleo Brasileiro SA   410,501   2,909  
  Petrobras Distribuidora SA   358,474   2,411  
          68,118  

 

11

 

Energy Fund

 

 

          Market  
          Value  
      Shares   ($000 ) 
Canada (7.9%)          
  TC Energy Corp. (XNYS)   2,793,174   153,122  
  Enbridge Inc. (XTSE)   2,497,878   101,565  
  Parex Resources Inc.   3,274,932   51,844  
  Suncor Energy Inc. (XNYS)   1,671,900   51,143  
  Enbridge Inc. (XNYS)   1,202,816   48,919  
  Canadian Natural Resources Ltd. (XNYS)   1,475,000   41,492  
  TC Energy Corp. (XTSE)   496,812   27,243  
  Suncor Energy Inc. (XTSE)   176,382   5,391  
  Canadian Natural Resources Ltd. (XTSE)   180,607   5,079  
  Imperial Oil Ltd.   93,975   2,228  
  Pembina Pipeline Corp.   16,977   650  
          488,676  
China (2.8%)          
  CNOOC Ltd. ADR   786,705   118,792  
  ENN Energy Holdings Ltd.   2,743,800   31,896  
  China Oilfield Services Ltd.   8,586,000   12,458  
  CNOOC Ltd.   3,099,974   4,641  
  China Longyuan Power Group Corp. Ltd.   3,443,000   2,036  
  Xinyi Solar Holdings Ltd.   2,851,000   1,992  
  Kunlun Energy Co. Ltd.   2,450,000   1,898  
  CIMC Enric Holdings Ltd.   2,186,000   1,116  
  China Petroleum & Chemical Corp.   556,485   293  
          175,122  
Colombia (0.0%)          
  Ecopetrol SA   68,898   1,275  
             
Denmark (0.0%)          
  Vestas Wind Systems A/S   5,325   529  
             
Finland (0.0%)          
  Neste Oyj   5,155   205  
             
France (8.2%)          
  TOTAL SA ADR   6,253,571   303,861  
  TOTAL SA   2,087,985   101,666  
  Engie SA   5,880,699   101,226  
          506,753  
Greece (0.1%)          
  Hellenic Petroleum SA   186,762   1,631  
  Motor Oil Hellas Corinth Refineries SA   72,575   1,541  
          3,172  
Hungary (0.0%)          
  MOL Hungarian Oil & Gas plc   173,723   1,473  
             
India (2.8%)          
  Reliance Industries Ltd.   5,492,967   108,346  
  Power Grid Corp. of India Ltd.   21,922,265   57,340  
  Oil & Natural Gas Corp. Ltd.   1,385,961   2,109  
  Hindustan Petroleum Corp. Ltd.   589,408   1,922  
  Oil India Ltd.   836,511   1,514  
          171,231  
Israel (0.1%)          
  Oil Refineries Ltd.   3,563,390   1,569  
  Delek Group Ltd.   11,687   1,498  
  Paz Oil Co. Ltd.   11,607   1,408  
          4,475  
Italy (4.9%)          
^ Eni SPA ADR   4,825,616   135,069  
  Enel SPA   6,985,124   60,885  
  TENARIS SA   5,346,431   55,253  
  Tenaris SA ADR   1,626,565   33,654  
  Eni SPA   1,174,161   16,447  
  Saipem SPA   462,684   1,918  
          303,226  
Japan (0.1%)          
  JXTG Holdings Inc.   748,100   3,182  
  Inpex Corp.   273,700   2,555  
^ Cosmo Energy Holdings Co. Ltd.   86,300   1,664  
  Japan Petroleum Exploration Co. Ltd.   65,200   1,601  
          9,002  
Norway (1.6%)          
  Equinor ASA   3,847,123   69,431  
  Equinor ASA ADR   1,443,408   26,241  
  Aker BP ASA   70,704   1,992  
          97,664  
Poland (0.0%)          
  Grupa Lotos SA   91,639   1,819  
             
Portugal (1.2%)          
  Galp Energia SGPS SA   4,994,144   75,464  
             
Russia (4.7%)          
  Lukoil PJSC ADR   1,580,066   160,763  
  Gazprom PJSC ADR   14,944,015   104,752  
  Gazprom PJSC   1,792,291   6,334  
  Rosneft Oil Co. PJSC   414,767   3,111  
  LUKOIL PJSC   23,865   2,440  

 

12

 

Energy Fund

 

 

          Market  
          Value  
      Shares   ($000 ) 
  AK Transneft OAO Preference Shares   851   2,193  
  Tatneft PJSC ADR   30,385   2,182  
  Tatneft PJSC   155,950   1,849  
  Surgutneftegas PJSC   2,455,421   1,763  
  Rosneft Oil Co.PJSC GDR   155,000   1,160  
  Surgutneftegas OAO Preference Shares   1,938,125   1,094  
  Novatek PJSC GDR   5,442   979  
  Tatneft PAO Preference Shares   18,838   211  
  Bashneft PAO Preference Shares   6,209   171  
          289,002  
South Korea (0.0%)          
  GS Holdings Corp.   43,645   1,664  
             
Spain (3.5%)          
* Repsol SA   7,909,904   108,863  
* Iberdrola SA   9,543,437   104,418  
  Iberdrola SA-INT   120,060   1,314  
          214,595  
Sweden (0.6%)          
  Lundin Petroleum AB   1,199,013   36,468  
             
Thailand (0.1%)          
  PTT Exploration & Production PCL (Foreign)   615,500   2,436  
  PTT PCL (Foreign)   703,000   970  
          3,406  
Turkey (0.0%)          
  KOC Holding AS   494,226   1,609  
             
United Kingdom (13.7%)          
  BP plc ADR   7,633,963   275,815  
  Royal Dutch Shell plc ADR   4,564,897   238,059  
  BP plc   22,664,699   136,446  
  Royal Dutch Shell plc (XLON)   3,882,456   101,956  
  National Grid plc   5,249,040   69,743  
  Royal Dutch Shell plc Class B   546,265   14,354  
  Royal Dutch Shell plc (XAMS)   381,491   9,999  
  Petrofac Ltd.   308,868   1,421  
          847,793  
Total International       3,361,995  
Total Common Stocks
(Cost $4,951,341)
      6,022,449  
Temporary Cash Investments (3.3%)1          
Money Market Fund (1.7%)          
3,4 Vanguard Market Liquidity Fund,1.730%   1,058,086   105,830  
             
      Face      
      Amount      
      ($000)      
Repurchase Agreements (1.5%)          
  Societe Generale 1.560%, 2/3/20 (Dated 1/31/20, Repurchase Value $28,304,000, collaterized by U.S. Treasury Note/Bond 0.000%–5.000%, 2/6/20–11/15/47, Federal National Mortgage Assn. 3.000%–4.500%, 4/1/25–2/1/57, with a value of $28,866,000)   28,300   28,300  
  RBS Securities, Inc. 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $61,408,000, collateralized by U.S. Treasury Note/Bond 1.625%, 5/15/26, with a value of $62,628,000)   61,400   61,400  
          89,700  
U.S. Government and Agency Obligations (0.1%)          
5 United States Treasury Bill, 1.531%, 2/13/20   3,000   2,999  
5 United States Treasury Bill, 1.872%, 2/20/20   2,500   2,498  
5 United States Treasury Bill, 1.515%, 4/9/20   100   99  
          5,596  
  Total Temporary Cash Investments
(Cost $201,116)
      201,126  
  Total Investments (100.7%)
(Cost $5,152,457)
      6,223,575  

 

 

13

 

Energy Fund

 

    Amount  
    ($000 ) 
Other Assets and Liabilities (-0.7%)      
Other Assets      
Investment in Vanguard   300  
Receivables for Investment Securities Sold   125,939  
Receivables for Accrued Income   2,247  
Receivables for Capital Shares Issued   4,917  
Other Assets   670  
Total Other Assets   134,073  
Liabilities      
Payables for Investment Securities Purchased   (136,425 )
Payables to Investment Advisor   (1,399 )
Collateral for Securities on Loan   (15,158 )
Payables for Capital Shares Redeemed   (7,282 )
Payables to Vanguard   (10,224 )
Variation Margin Payable—Futures Contracts   (1,952 )
Other Liabilities   (4,848 )
Total Liabilities   (177,288 )
Net Assets (100%)   6,180,360  

 

At January 31, 2020, net assets consisted of:

 

    Amount  
    ($000 ) 
Paid-in Capital   5,217,671  
Total Distributable Earnings (Loss)   962,689  
Net Assets   6,180,360  
       
Investor Shares—Net Assets      
Applicable to 41,420,862 outstanding $.001 par value shares of beneficial interest (unlimited authorization)   1,792,508  
Net Asset Value Per Share—Investor Shares   $43.28  
       
Admiral Shares—Net Assets      
Applicable to 54,049,293 outstanding $.001 par value shares of beneficial interest (unlimited authorization)   4,387,852  
Net Asset Value Per Share—Admiral Shares   $81.18  

 

· See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $14,147,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures investments, the funds effective common stock and temporary cash investment positions represent 99.0% and 1.7%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
4 Collateral of $15,158,000 was received for securities on loan.
5 Securities with a value of $4,197,000 have been segregated as initial margin for open futures contracts.
  ADR—American Depositary Receipt.
  GDR—Global Depositary Receipt.

 

14

 

Energy Fund

 

 

Derivative Financial Instruments Outstanding as of Period End  
   
Futures Contracts                
              ($000 )
              Value and  
      Number of       Unrealized  
      Long (Short ) Notional   Appreciation  
  Expiration   Contracts   Amount   (Depreciation )
Long Futures Contracts                
E-mini S&P 500 Index March 2020   588   94,786   22  
E-mini S&P Energy Select Sector Index March 2020   14   773   (55 )
              (33 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

15

 

Energy Fund

 

 

Statement of Operations  

 

  Year Ended  
  January 31, 2020  
  ($000 )
Investment Income    
Income    
Dividends—Unaffiliated Issuers1 248,220  
Dividends—Affiliated Issuers 921  
Interest—Unaffiliated Issuers 4,044  
Interest—Affiliated Issuers 1,909  
Securities Lending—Net 733  
Total Income 255,827  
Expenses    
Investment Advisory Fees—Note B    
Basic Fee 10,640  
Performance Adjustment (4,134 )
The Vanguard Group—Note C    
Management and Administrative—Investor Shares 4,502  
Management and Administrative—Admiral Shares 7,303  
Marketing and Distribution—Investor Shares 212  
Marketing and Distribution—Admiral Shares 266  
Custodian Fees 419  
Auditing Fees 33  
Shareholders’ Reports—Investor Shares 60  
Shareholders’ Reports—Admiral Shares 38  
Trustees’ Fees and Expenses 11  
Total Expenses 19,350  
Net Investment Income 236,477  
Realized Net Gain (Loss)    
Investment Securities Sold—Unaffiliated Issuers 651,288  
Investment Securities Sold—Affiliated Issuers (6,212 )
Futures Contracts 15,442  
Foreign Currencies 125  
Realized Net Gain (Loss) 660,643  
Change in Unrealized Appreciation (Depreciation)    
Investment Securities—Unaffiliated Issuers2 (1,332,662 )
Investment Securities—Affiliated Issuers 4,109  
Futures Contracts (1,921 )
Foreign Currencies 85  
Change in Unrealized Appreciation (Depreciation) (1,330,389 )
Net Increase (Decrease) in Net Assets Resulting from Operations (433,269 )

 

1 Dividends are net of foreign withholding taxes of $14,444,000.
2 The change in unrealized appreciation (depreciation) is net of the change in deferred foreign capital gains taxes of $1,437,000.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

16

 

Energy Fund

 

 

Statement of Changes in Net Assets

 

 

  Year Ended January 31,  
  2020   2019  
  ($000 )  ($000 ) 
Increase (Decrease) in Net Assets        
Operations        
Net Investment Income 236,477   222,432  
Realized Net Gain (Loss) 660,643   87,343  
Change in Unrealized Appreciation (Depreciation) (1,330,389 ) (1,360,432 )
Net Increase (Decrease) in Net Assets Resulting from Operations (433,269 ) (1,050,657 )
Distributions        
Net Investment Income        
Investor Shares (64,161 ) (60,363 )
Admiral Shares (160,906 ) (153,140 )
Realized Capital Gain        
Investor Shares    
Admiral Shares    
Total Distributions (225,067 ) (213,503 )
Capital Share Transactions        
Investor Shares (280,012 ) (338,483 )
Admiral Shares (752,371 ) (290,002 )
Net Increase (Decrease) from Capital Share Transactions (1,032,383 ) (628,485 )
Total Increase (Decrease) (1,690,719 ) (1,892,645 )
Net Assets        
Beginning of Period 7,871,079   9,763,724  
End of Period 6,180,360   7,871,079  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

17

 

Energy Fund

 

 

Financial Highlights

 

 

Investor Shares

 

For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2020 2019 2018 2017 2016
Net Asset Value, Beginning of Period $47.85 $55.62 $52.70 $40.43 $51.53
Investment Operations          
Net Investment Income 1.5191 1.3001 1.4771,2 .982 1.096
Net Realized and Unrealized Gain (Loss) on Investments (4.524) (7.788) 3.035 12.275 (11.118)
Total from Investment Operations (3.005) (6.488) 4.512 13.257 (10.022)
Distributions          
Dividends from Net Investment Income (1.565) (1.282) (1.592) (.987) (1.078)
Distributions from Realized Capital Gains
Total Distributions (1.565) (1.282) (1.592) (.987) (1.078)
Net Asset Value, End of Period $43.28 $47.85 $55.62 $52.70 $40.43
           
Total Return3 -6.55% -11.48% 8.75% 32.73% -19.53%
           
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $1,793 $2,265 $2,968 $3,452 $2,693
Ratio of Total Expenses to Average Net Assets4 0.32% 0.37% 0.38% 0.41% 0.37%
Ratio of Net Investment Income to Average Net Assets 3.20% 2.42% 2.86%2 1.97% 2.20%
Portfolio Turnover Rate 48% 31% 24% 29% 23%

 

1 Calculated based on average shares outstanding.
2 Net investment income per share and the ratio of net investment income to average net assets include $.342 and 0.67%, respectively, from income received as a result of the General Electric Co. and Baker Hughes Inc. merger in July 2017.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
4 Includes performance-based investment advisory fee increases (decreases) of (0.06%), (0.01%), 0.00%, 0.03%, and 0.03%.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

18

 

Energy Fund

 

 

Financial Highlights

 

 

Admiral Shares

 

For a Share Outstanding           Year Ended January 31,    
Throughout Each Period   2020       2019       2018       2017       2016      
Net Asset Value, Beginning of Period   $89.77      $104.35      $98.88      $75.85      $96.69     
Investment Operations                      
Net Investment Income   2.9261   2.5111   2.8151,2 1.918    2.113   
Net Realized and Unrealized Gain (Loss) on Investments   (8.512)   (14.600)   5.730    23.035    (20.872)  
Total from Investment Operations   (5.586)   (12.089)   8.545    24.953    (18.759)  
Distributions                      
Dividends from Net Investment Income   (3.004)   (2.491)   (3.075)   (1.923)   (2.081)  
Distributions from Realized Capital Gains            
Total Distributions   (3.004)   2.491   (3.075)   (1.923)   (2.081)  
Net Asset Value, End of Period   $81.18      $89.77      $104.35      $98.88      $75.85     
                       
Total Return3   -6.50%      -11.40%      8.84%      32.83%      -19.48%     
                       
Ratios/Supplemental Data                      
Net Assets, End of Period (Millions)   $4,388      $5,606      $6,796      $7,231      $5,428     
Ratio of Total Expenses to Average Net Assets4   0.24%      0.29%      0.30%      0.33%      0.31%     
Ratio of Net Investment Income to Average Net Assets   3.28%      2.50%      2.94%2      2.05%      2.26%     
Portfolio Turnover Rate   48%      31%      24%      29%      23%     
1 Calculated based on average shares outstanding.
2 Net investment income per share and the ratio of net investment income to average net assets include $.643 and 0.67%, respectively, from income received as a result of the General Electric Co. and Baker Hughes Inc. merger in July 2017.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
4 Includes performance-based investment advisory fee increases (decreases) of (0.06%), (0.01%), 0.00%, 0.03%, and 0.03%.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

19

 

 

Energy Fund

 

 

Notes to Financial Statements

 

Vanguard Energy Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors.

 

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the funds pricing time but after the close of the securitiesprimary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the funds pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that funds net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the funds pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

 

3. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin

 

20

 

 

Energy Fund

 

 

requirements to secure the funds performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

 

Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

 

During the year ended January 31, 2020, the funds average investments in long and short futures contracts represented 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.

 

4. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature, and in the absence of a default, such collateral cannot be repledged, resold, or rehypothecated. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterpartys default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

 

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the funds tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the funds financial statements.

 

6. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

7. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterpartys default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering

 

21

 

 

Energy Fund

 

 

the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group (Vanguard) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the funds regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the funds board of trustees and included in Management and Administrative expenses on the funds Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

9. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

Taxes on foreign dividends and capital gains have been provided for in accordance with the funds understanding of the applicable countriestax rules and rates. Foreign capital gains tax is accrued daily based upon net unrealized gains. The fund has filed tax reclaims for previously withheld taxes on dividends earned in certain European Union countries. These filings are subject to various administrative and judicial proceedings within these countries. Such tax reclaims received during the year, if any, are included in dividend income. No other amounts for additional tax reclaims are reflected in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

 

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

 

B. The investment advisory firm Wellington Management Company LLP provides investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee is subject to quarterly adjustments

 

22

 

 

Energy Fund

 

 

based on performance relative to the MSCI ACWI Energy Index for the preceding three years. Vanguard provides investment advisory services to a portion of the fund as described below; the fund paid Vanguard advisory fees of $420,000 for the year ended January 31, 2020.

 

For the year ended January 31, 2020, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.15% of the funds average net assets, before a decrease of $4,134,000 (0.06%) based on performance.

 

C. In accordance with the terms of a FundsService Agreement (the FSA) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguards cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the funds liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $300,000, representing less than 0.01% of the funds net assets and 0.12% of Vanguards capital received pursuant to the FSA. The funds trustees and officers are also directors and employees, respectively, of Vanguard.

 

D. Various inputs may be used to determine the value of the funds investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the funds own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

The following table summarizes the market value of the funds investments and derivatives as of January 31, 2020, based on the inputs used to value them:

 

    Level 1      Level 2      Level 3   
Investments   ($000)   ($000)   ($000)  
Common Stocks—United States     2,659,704        750        —   
Common Stocks—International     1,689,560        1,672,435        —   
Temporary Cash Investments     105,830        95,296        —   
Futures Contracts—Liabilities1     (1,952)     —        —   
Total     4,453,142        1,768,481        —   

1 Represents variation margin on the last day of the reporting period.

 

23

 

 

Energy Fund

 

 

E. Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for foreign currency transactions, passive foreign investment companies, and tax expense on capital gains were reclassified between the following accounts:

 

    Amount   
    ($000)  
Paid-in Capital     —   
Total Distributable Earnings (Loss)     —   

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales; the realization of unrealized gains or losses on certain futures contracts; and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

    Amount   
    ($000)  
Undistributed Ordinary Income     7,187   
Undistributed Long-Term Gains     —   
Capital Loss Carryforwards (Non-expiring)*     (101,333)
Net Unrealized Gains (Losses)     1,066,487   
* The fund used capital loss carryforwards of $650,827,000 to offset taxable capital gains realized during the year ended January 31, 2020.

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

    Amount   
    ($000)  
Tax Cost     5,157,171   
Gross Unrealized Appreciation     1,357,862   
Gross Unrealized Depreciation     (291,458)
Net Unrealized Appreciation (Depreciation)     1,066,404   

 

F. During the year ended January 31, 2020, the fund purchased $3,343,468,000 of investment securities and sold $4,223,422,000 of investment securities, other than temporary cash investments.

 

24

 

 

Energy Fund

 

 

G. Capital share transactions for each class of shares were: 

 

    Year Ended January 31, 
    2020    2019 
    Amount    Shares    Amount    Shares 
    ($000)   (000)   ($000)   (000)
Investor Shares                
Issued   210,156    4,436    369,497    6,945 
Issued in Lieu of Cash Distributions   59,798    1,266    56,497    1,272 
Redeemed   (549,966)   (11,603)   (764,477)   (14,260)
Net Increase (Decrease)—Investor Shares   (280,012)   (5,901)   (338,483)   (6,043)
Admiral Shares                
Issued   536,363    6,047    921,133    9,349 
Issued in Lieu of Cash Distributions   145,329    1,640    139,594    1,675 
Redeemed   (1,434,063)   (16,094)   (1,350,729)   (13,691)
Net Increase (Decrease)—Admiral Shares   (752,371)   (8,407)   (290,002)   (2,667)

 

H. Transactions during the period in investments where the issuer is another member of The Vanguard Group were as follows:

 

        Current Period Transactions     
    Jan. 31,        Proceeds    Realized                Jan. 31, 
    2019        from    Net    Change in        Capital Gain    2020 
    Market    Purchases    Securities    Gain    Unrealized        Distributions    Market 
    Value    at Cost    Sold    (Loss)   App. (Dep.)   Income    Received    Value 
    ($000)   ($000)   ($000)   ($000)   ($000)   ($000)   ($000)   ($000)
Vanguard Energy ETF   49,789    —    29,517    (6,194)   4,105    921    —    18,183 
Vanguard Market Liquidity Fund   46,365    NA1    NA1    (18)     1,909    —    105,830 
Total   96,154            (6,212)   4,109    2,830    —    124,013 

1 Not applicable—purchases and sales are for temporary cash investment purposes.

 

I. Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

25

 

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Energy Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Energy Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the Fund) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (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 January 31, 2020, 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 January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of January 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; 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

Philadelphia, Pennsylvania

March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

26

 

 

 

Special 2019 tax information (unaudited) for Vanguard Energy Fund

 

The fund distributed $22,141,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 51.7% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

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The People Who Govern Your Fund

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your funds trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguards board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018– present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Childrens Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an interested person,as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

 

 

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBMs Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork- Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

 

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

Vanguard Senior Management Team

 

Joseph Brennan   Chris D. McIsaac
Mortimer J. Buckley   James M. Norris
Gregory Davis   Thomas M. Rampulla
John James   Karin A. Risi
Martha G. King   Anne E. Robinson
John T. Marcante   Michael Rollings

 

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the funds current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguards proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SECs website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SECs website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

CFA® is a registered trademark owned by CFA Institute.

 

  © 2020 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
   
  Q510 032020

 

 

 

 

 

       

 

 

 

 

 

Annual Report | January 31, 2020

 

 

Vanguard Global Capital Cycles Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your funds annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

 

 

Contents  
   
A Note From Our Chairman 1
   
Your Fund’s Performance at a Glance 2
   
Advisor’s Report 3
   
About Your Fund’s Expenses 6
   
Performance Summary 8
   
Financial Statements 10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

A Note From Our Chairman

 

 

 

 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to stay the coursein good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—stay the course.

 

Dont be tempted to time the markets. Its a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether youre new to investing or a seasoned financial advisor, dont feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. Its a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

1

 

 

Your Funds Performance at a Glance

 

 

·             Vanguard Global Capital Cycles Fund returned 7.11% for the fiscal year ended January 31, 2020, lagging the 14.14% return of its benchmark.

 

·             Amid continuing concerns about slowing global economic growth, trade disputes, and geopolitical tensions, large-capitalization stocks outperformed small- and mid-caps and growth stocks outperformed their value counterparts for the period.

 

·             The fund, which seeks opportunities resulting from cycles of under- and overinvestment in capital-intensive industries, invests at least 25% of its assets in precious metals and mining securities.

 

·             The fund was helped most, relative to the benchmark, by the advisors stock selection in the industrial and materials sectors. By region, the fund benefited most from its holdings in the Pacific; stock selection in North America was the biggest detractor from performance versus the benchmark.

 

 

 

Market Barometer

  Average Annual Total Returns  
  Periods Ended January 31, 2020  
  One Year   Three Years   Five Years  
Stocks            
Russell 1000 Index (Large-caps) 21.39%   14.33%   12.13%  
Russell 2000 Index (Small-caps) 9.21   7.28   8.23  
Russell 3000 Index (Broad U.S. market) 20.53   13.82   11.85  
FTSE All-World ex US Index (International) 10.28   7.74   5.24  
             
Bonds            
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market) 9.64%   4.62%   3.01%  
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market) 8.65   5.12   3.53  
FTSE Three-Month U.S. Treasury Bill Index 2.18   1.68   1.07  
             
CPI            
Consumer Price Index 2.49%   2.04%   2.00%  

 

2

 

 

Advisors Report

 

 

For the 12 months ended January 31, 2020, Vanguard Global Capital Cycles Fund returned 7.11%, trailing the 14.14% return of its benchmark, the S&P Global BMI Metals & Mining 25% Weighted Index.

 

The investment environment

Global markets recovered from 2018 declines during the first half of 2019, buoyed by a dovish shift in central bank policies and greater optimism about a U.S.-China trade deal. As the 2019 fourth quarter began, waning recession fears and forecasts for improving global growth in 2020 helped bolster risk sentiment. Geopolitics and trade disputes continued to be major drivers of market volatility. The U.S. canceled tariffs that were scheduled to take effect on December 15 in an effort to secure a phase-one trade deal with China. U.S. President Donald Trump announced on December 13 that the phase-one agreement would be signed on January 15, providing significant relief to global markets heading into year-end.

 

In January, however, global equities sold off as markets grappled with uncertainty about the magnitude and duration of the coronavirus outbreak and its potential economic effects. Asian equities in particular declined sharply at the end of January as the World Health Organization declared the coronavirus outbreak a global emergency after the death toll reached 200 and confirmed cases spread to at least 22 countries and regions. Risk sentiment diminished as companies braced for significant economic fallout and supply-chain disruptions.

 

The funds shortfalls

Security selection weighed on the funds relative performance for the period, most notably in energy (Cameco and Viper Energy), communication services (China Unicom and Millicom), and utilities (UGI and E.ON). An underweight allocation to information technology and an overweight allocation to energy also detracted from relative returns.

 

China Unicom and Cameco were among the funds largest relative detractors.

 

Shares of China Unicom, a Chinese telecommunications company, declined as the companys revenue was hurt by intense competition, particularly in its broadband segments, and a lower-fee policy. While we continue to find the long-term valuation compelling, we are disappointed that the company continues to increase spending, which goes against our process, and we reduced our position during the period.

 

Cameco, a global uranium company, also came under pressure during the period. Despite strong market fundamentals amid continued tight supply, uraniums spot price fell over the period, driving lower returns among producers. We continue to be optimistic about the pace of mine closures to reduce output and the increased long-term demand, specifically in China.

 

Another key headwind, which accelerated in January, was the continued out-performance of the growth factor relative to the value factor. This was most notable

 

3

 

 

in our significant underweight allocation to information technology. That is where we continue to see the market ignoring the long-term effects on margins and free cash flow of the massive spending and growth among older and new competitors.

 

We continue to see a lot of opportunity in many of the most unloved industries and geographies of the market. The industries include natural resources, which has experienced the worst performance at the start of a year since 1991. The geographies include China, where record-low valuations and negative sentiment have combined with improvements in industry structure and shareholder alignment to create a positive setup for forward returns.

 

The funds successes

Strong security selection in industrials (Lockheed Martin and BWX Technologies), materials (Barrick Gold and Agnico Eagle Mines), and financials (Sony Financial and Intact Financial) contributed to performance for the period. An overweight allocation to utilities also contributed.

 

The funds largest relative contributors included Barrick Gold and Agnico Eagle Mines.

 

Shares of Barrick Gold, a global gold mining company, rose for the period, largely because of an improving debt profile and the realization of synergies from the Randgold Resources merger. Higher gold prices also boosted the stock as investors turned to gold as a haven amid growing concerns about the potential economic effects of the coronavirus outbreak. We continue to see a lot of positives in Barrick. The company is executing on all fronts, divesting noncore assets, optimizing assets and cost structures, and continuing its focus on a range of environmental, social, and governance issues such as local employment, environmental stewardship, and improving relations with host countries.

 

Agnico Eagle Mines is a Canada-based gold producer with operations in Canada, Finland, Mexico, and the United States. Shares of the stock continued to perform well over the period as gold prices reached a five-year high amid broader geopolitical and macroeconomic uncertainty. We continue to find Agnico attractive because of its low-cost, cash-generating assets; best-in-class management; and improving free-cash-flow profile.

 

The funds positioning and investment strategy

The fund invests in areas that show opportunities from changing investor sentiment that results from cycles of under- and overinvestment in capital-intensive industries. At least 25% of the funds assets are invested in metals and mining securities, where these capital cycles have been historically robust. The rest of the funds assets are focused on industries and companies with scarce, high-quality assets that are not easily replicable. As capital flows out of areas that we believe will endure beyond any temporary negative sentiment, we will look for opportunities to invest at attractive valuations.

 

4

 

 

We continue to see attractive opportunities across Europe and emerging markets, specifically in utilities, industrials, and select financials, because of a lack of investment and depressed expectations. The fund is currently underweighted in North America and Asia Pacific ex-Japan relative to the S&P Global BMI Metals & Mining 25% Weighted Index.

 

Engie, a multinational electric utility company, is a great example of a utility undergoing a meaningful transition from fossil fuels to renewables. This transition not only will enable higher growth, it also will increase the potential for a higher valuation as the companys earnings quality improves.

 

Intact Financial, the largest provider of property and casualty insurance in Canada, continues to perform well as market consolidation resulting from a long period of low returns is finally coming to fruition. Historically, these improvements in market structure have led to multiple years of higher-than-average returns.

 

Finally, while expectations about the future growth of electric vehicles (EVs) continue to accelerate and are evident in the remarkable performance of stocks such as Tesla, many of the key ingredients for this growth remain underappreciated and fit well with our process.

 

A great example is Livent, a pure-play lithium producer, whose equity value is near its lows. Lithium prices remained remarkably weak as China removed subsidies for EVs and demand declined.

 

As a result, the worlds large lithium producers all canceled growth projects and, in some cases, closed existing capacity. This supply rationing has taken place at a time when European regulations have accelerated the pace of EV adoption, which we think creates a fantastic long-term opportunity to allocate capital to an array of opportunities in the EV value chain.

 

Because of the low interest rate environment, flat yield curves, and, most important, expectations that such conditions will persist, European banks have been trading at their cheapest valuation in history. By some measures, the valuations have been up to 30% cheaper than during the global financial crisis. We believe that both valuation and yield create an attractive opportunity along with the underappreciation of fundamental improvements. Similar dynamics are at play in China, where supply-side reform combined with more discipline have led to persistent improvements in the banking system and ultimately more sustainable returns.

 

Keith E. White

Senior Managing Director and

Equity Portfolio Manager

 

Wellington Management Company LLP

 

February 12, 2020

 

5

 

 

About Your Funds Expenses

 

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a funds gross income, directly reduce the investment return of the fund.

 

A funds expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your funds costs in two ways:

 

·             Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The Ending Account Valueshown is derived from the funds actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading Expenses Paid During Period.

 

·             Based on hypothetical 5% yearly return. This section is intended to help you compare your funds costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the funds actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your funds costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a sales load.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the funds expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your funds current prospectus.

 

6

 

 

Six Months Ended January 31, 2020

  Beginning Ending Expenses
  Account Value Account Value Paid During
Global Capital Cycles Fund 7/31/2019 1/31/2020 Period
Based on Actual Fund Return $1,000.00 $1,026.66 $1.94
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.29 1.94

The calculations are based on expenses incurred in the most recent six-month period. The funds annualized six-month expense ratio for that period is 0.38%. The dollar amounts shown as Expenses Paidare equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

7

 

 

Global Capital Cycles Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investors shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

 

 


    Average Annual Total Returns   
    Periods Ended January 31, 2020   
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
Global Capital Cycles Fund 7.11% -2.01% -5.72% $5,551
Spliced Global Capital Cycles Index 14.14 4.37 -1.13 8,925
MSCI All Country World Index 16.04 8.51 9.15 23,998

Spliced Global Capital Cycles Index: S&P/Citigroup World Equity Gold Index through June 30, 2005; S&P Global Custom Metals and Mining Index through September 25, 2018; S&P Global BMI Metals & Mining 25% Weighted Index thereafter.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Financial Highlights for dividend and capital gains information.

 

8

 

 

 

Global Capital Cycles Fund

 

Sector Diversification

As of January 31, 2020

 

Aerospace & Defense 4.6%
Aluminum 0.8
Building Products 1.3
Coal & Consumable Fuels 3.4
Construction & Engineering 1.8
Construction Materials 2.6
Diversified Banks 5.2
Diversified Capital Markets 2.3
Diversified Metals & Mining 15.8
Electric Utilities 5.4
Electrical Components & Equipment 1.3
Fertilizers & Agricultural Chemicals 2.5
Gas Utilities 3.7
Gold 12.3
Heavy Electrical Equipment 1.5
Household Products 3.1
Integrated Oil & Gas 1.0
Integrated Telecommunication Services 1.0
Internet & Direct Marketing Retail 2.9
Life & Health Insurance 4.8
Multi-Utilities 7.8
Oil & Gas Equipment & Services 1.4
Oil & Gas Exploration & Production 2.7
Pharmaceuticals 3.6
Property & Casualty Insurance 3.2
Semiconductors 3.2
Specialty Chemicals 0.8

 

The table reflects the funds equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (GICS), except for the Othercategory (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard and Poors, a division of McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

9

 

Global Capital Cycles Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The funds Form N-PORT reports are available on the SECs website at www.sec.gov.

 

          Market  
          Value  
      Shares   ($000 ) 
Common Stocks (96.4%)          
Aerospace & Defense (4.5%)      
  BWX Technologies Inc.   507,253   32,256  
  Lockheed Martin Corp.   50,749   21,727  
          53,983  
Aluminum (0.7%)          
  Alcoa Corp.   634,583   8,852  
           
Building Products (1.3%)          
  Cie de Saint-Gobain   405,437   15,296  
       
Coal & Consumable Fuels (3.3%)      
  Cameco Corp.   3,037,094   24,509  
1 NAC Kazatomprom JSC   935,375   12,156  
  JSC National Atomic Company Kazatomprom   274,369   3,566  
          40,231  
Construction & Engineering (1.7%)      
  Vinci SA   187,943   20,822  
       
Construction Materials (2.5%)      
  LafargeHolcim Ltd. (XPAR)   380,459   19,286  
  LafargeHolcim Ltd. (XSWX)   218,500   11,104  
          30,390  
Diversified Banks (5.0%)          
  Bank of America Corp.   1,439,061   47,244  
  ING Groep NV   1,191,074   12,932  
          60,176  
Diversified Capital Markets (2.2%)      
  UBS Group AG   2,196,656   27,282  
       
Diversified Metals & Mining (15.2%)      
  Anglo American plc   2,624,925   68,496  
  BHP Group plc ADR   1,353,433   58,780  
  Rio Tinto plc ADR   658,838   35,202  
  BHP Group Ltd.   855,544   21,939  
          184,417  
Electric Utilities (5.2%)          
  Power Grid Corp. of India Ltd.   16,270,602   42,558  
  Avangrid Inc.   383,932   20,448  
          63,006  
Electrical Components & Equipment (1.3%)  
  Legrand SA   193,248   15,462  
             
Fertilizers & Agricultural Chemicals (2.4%)  
  Nutrien Ltd.   428,359   18,287  
  Mosaic Co.   564,227   11,194  
        29,481  
Gas Utilities (3.5%)          
  Rubis SCA   528,482   32,643  
  UGI Corp.   243,441   10,125  
          42,768  
Gold (11.9%)          
  Barrick Gold Corp.   4,985,448   92,330  
  Agnico Eagle Mines Ltd.   505,429   31,246  
  Gold Fields Ltd. ADR   3,180,031   20,352  
          143,928  
Heavy Electrical Equipment (1.5%)  
  Mitsubishi Electric Corp.   1,299,700   18,021  
             
Household Products (2.9%)  
  Procter & Gamble Co.   286,849   35,747  
             
Integrated Oil & Gas (1.0%)  
  TOTAL SA   244,774   11,918  
             
Integrated Telecommunication Services (0.9%)  
  China Unicom Hong Kong Ltd.   13,650,000   11,387  
             
Internet & Direct Marketing Retail (2.8%)  
  Alibaba Group Holding Ltd.   1,365,000   34,459  

 

10

 

Global Capital Cycles Fund

 

          Market  
          Value  
      Shares   ($000 ) 
Life & Health Insurance (4.6%)  
  Sony Financial Holdings Inc.   1,876,700   43,210  
  AIA Group Ltd.   1,294,000   12,822  
          56,032  
Multi-Utilities (7.5%)  
  Engie SA   4,084,542   70,309  
  National Grid plc   1,559,081   20,715  
          91,024  
Oil & Gas Equipment & Services (1.4%)  
  Schlumberger Ltd.   498,588   16,708  
             
Oil & Gas Exploration & Production (2.6%)  
  Viper Energy Partners LP   828,676   18,073  
  Cabot Oil & Gas Corp.   942,902   13,286  
          31,359  
Pharmaceuticals (3.5%)  
  Ono Pharmaceutical Co.Ltd.   1,137,700   26,198  
  Bristol-Myers Squibb Co.   252,393   15,888  
          42,086  
Property & Casualty Insurance (3.1%)  
  Intact Financial Corp.   344,161   37,285  
             
Semiconductors (3.1%)  
  Taiwan Semiconductor Manufacturing Co. Ltd.   448,223   24,177  
  Marvell Technology Group Ltd.   540,400   12,991  
          37,168  
Specialty Chemicals (0.8%)  
* Livent Corp.   1,050,079   9,881  
Total Common Stocks
(Cost $1,128,359)
      1,169,169  
Temporary Cash Investment (2.8%)      
Money Market Fund (2.8%)          
2 Vanguard Market Liquidity Fund, 1.730%
(Cost $33,667)
  336,615   33,668  
Total Investments (99.2%)
(Cost $1,162,026)
      1,202,837  

 

    Amount  
    ($000 ) 
Other Assets and Liabilities (0.8%)      
Other Assets      
Investment in Vanguard   57  
Receivables for Investment Securities Sold   12,506  
Receivables for Accrued Income   907  
Receivables for Capital Shares Issued   656  
Other Assets   153  
Total Other Assets   14,279  
Liabilities      
Payables for Investment Securities Purchased   (30 ) 
Payables to Investment Advisor   (464 ) 
Payables for Capital Shares Redeemed   (1,193 ) 
Payables to Vanguard   (3,008 ) 
Other Liabilities   (3 ) 
Total Liabilities   (4,698 ) 
Net Assets (100%)      
Applicable to 152,038,123 outstanding $.001 par value shares of beneficial interest (unlimited authorization)   1,212,418  
Net Asset Value Per Share   $7.97  

 

At January 31, 2020, net assets consisted of:  

 

    Amount  
    ($000 ) 
Paid-in Capital   3,572,069  
Total Distributable Earnings (Loss)   (2,359,651)  
Net Assets   1,212,418  

 

· See Note A in Notes to Financial Statements.
* Non-income-producing security.
1 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2020, the value of this security represented 1.0% of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
  ADR—American Depositary Receipt.

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

11

 

Global Capital Cycles Fund

 

 

Statement of Operations

 

 

 

  Year Ended  
  January 31, 2020  
  ($000 )
Investment Income    
Income    
Dividends1 38,911  
Interest2 1,338  
Securities Lending—Net 168  
Total Income 40,417  
Expenses    
Investment Advisory Fees—Note B 1,920  
The Vanguard Group—Note C    
Management and Administrative 2,788  
Marketing and Distribution 164  
Custodian Fees 46  
Auditing Fees 30  
Shareholders’ Reports 33  
Trustees’ Fees and Expenses 3  
Total Expenses 4,984  
Expenses Paid Indirectly (20 )
Net Expenses 4,964  
Net Investment Income 35,453  
Realized Net Gain (Loss)    
Investment Securities Sold2 (37,316 )
Foreign Currencies (48 )
Realized Net Gain (Loss) (37,364 )
Change in Unrealized Appreciation (Depreciation)    
Investment Securities2 95,257  
Foreign Currencies 17  
Change in Unrealized Appreciation (Depreciation) 95,274  
Net Increase (Decrease) in Net Assets Resulting from Operations 93,363  

1 Dividends are net of foreign withholding taxes of $2,127,000.
2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $1,338,000, ($14,000), and $3,000, respectively. Purchases and sales are for temporary cash investment purposes.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

12

 

 

Global Capital Cycles Fund

 

Statement of Changes in Net Assets

 

 

 

  Year Ended January 31,  
  2020   2019  
  ($000 ) ($000 )
Increase (Decrease) in Net Assets        
Operations        
Net Investment Income 35,453   27,385  
Realized Net Gain (Loss) (37,364 ) (223,830 )
Change in Unrealized Appreciation (Depreciation) 95,274   (439,029 )
Net Increase (Decrease) in Net Assets Resulting from Operations 93,363   (635,474 )
Distributions        
Net Investment Income (30,515 ) (49,344 )
Realized Capital Gain    
Total Distributions (30,515 ) (49,344 )
Capital Share Transactions        
Issued 171,647   439,263  
Issued in Lieu of Cash Distributions 26,951   44,709  
Redeemed (448,234 ) (968,422 )
Net Increase (Decrease) from Capital Share Transactions (249,636 ) (484,450 )
Total Increase (Decrease) (186,788 ) (1,169,268 )
Net Assets        
Beginning of Period 1,399,206   2,568,474  
End of Period 1,212,418   1,399,206  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

13

 

 

Global Capital Cycles Fund

 

 

Financial Highlights

 

 

 

For a Share Outstanding     Year Ended January 31,  
Throughout Each Period 2020 2019 2018 2017 2016  
Net Asset Value, Beginning of Period $7.62 $10.57 $10.74 $6.22 $9.59  
Investment Operations            
Net Investment Income1 .212 .122 .049 .0662 .1753  
Net Realized and Unrealized Gain (Loss) on Investments .337 (2.858) (.217) 4.615 (3.397)  
Total from Investment Operations .549 (2.736) (.168) 4.681 (3.222)  
Distributions            
Dividends from Net Investment Income (.199) (.214) (.002) (.161) (.148)  
Distributions from Realized Capital Gains  
Total Distributions (.199) (.214) (.002) (.161) (.148)  
Net Asset Value, End of Period $7.97 $7.62 $10.57 $10.74 $6.22  
             
Total Return4 7.11% -26.17% -1.56% 75.99% -34.07%  
             
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $1,212 $1,399 $2,568 $2,612 $1,465  
Ratio of Total Expenses to Average Net Assets5 0.38% 0.33% 0.36% 0.43% 0.35%  
Ratio of Net Investment Income to Average Net Assets 2.68% 1.38% 0.47% 0.65%2 2.22%3  
Portfolio Turnover Rate 56% 110% 35% 29% 8%  

1 Calculated based on average shares outstanding.
2 Net investment income per share and the ratio of net investment income to average net assets include $.012 and 0.12%, respectively, resulting from a special dividend from Lucara Diamond Corp. in September 2016.
3 Net investment income per share and the ratio of net investment income to average net assets include $.037 and 0.47%, respectively, resulting from a spin-off from BHP Billiton plc in May 2015.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
5 Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.04%), 0.00%, 0.06%, and (0.02%).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

14

 

 

Global Capital Cycles Fund

 

 

Notes to Financial Statements

 

 

 

Vanguard Global Capital Cycles Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations.

 

A.       The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the funds pricing time but after the close of the securitiesprimary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the funds pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that funds net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the funds pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

 

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the funds tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the funds financial statements.

 

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and

 

15

 

 

Global Capital Cycles Fund

 

 

 

settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterpartys default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

6. Credit Facility: The fund and certain other funds managed by The Vanguard Group (Vanguard) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the funds regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the funds board of trustees and included in Management and Administrative expenses on the funds Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the funds understanding of the applicable countriestax rules and rates. The fund has filed tax reclaims for previously withheld taxes on dividends earned in certain European Union countries. These filings are subject to various administrative and judicial proceedings within these countries. Such tax reclaims received during the year, if any, are included in dividend income. No other amounts for additional tax reclaims are reflected in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

 

16

 

 

Global Capital Cycles Fund

 

 

 

B.       Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. In accordance with the advisory contract entered into with Wellington Management Company LLP, beginning February 1, 2020, the investment advisory fee will be subject to quarterly adjustments based on performance relative to the Custom Global Capital Cycles Index since January 31, 2019. For the year ended January 31, 2020, the investment advisory fee represented an effective annual rate of 0.15% of the funds average net assets.

 

C.       In accordance with the terms of a FundsService Agreement (the FSA) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, and distribution services at Vanguards cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the funds liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $57,000, representing less than 0.01% of the funds net assets and 0.02% of Vanguards capital received pursuant to the FSA. The funds trustees and officers are also directors and employees, respectively, of Vanguard.

 

D.       The funds custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing custody account. For the year ended January 31, 2020, custodian fee offset arrangements reduced the funds expenses by $20,000 (an annual rate of less than 0.01% of average net assets).

 

E.       Various inputs may be used to determine the value of the funds investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the funds own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

17

 

 

 

Global Capital Cycles Fund

 

 

 

 

The following table summarizes the market value of the funds investments as of January 31, 2020, based on the inputs used to value them:

 

    Level 1     Level 2     Level 3  
Investments     ($000 )     ($000 )     ($000 )
Common Stocks     616,588       552,581        
Temporary Cash Investments     33,668              
Total     650,256       552,581        

 

F.       Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for foreign currency transactions were reclassified between the individual components of total distributable earnings (loss).

 

    Amount  
      ($000 )
Paid-in Capital      
Total Distributable Earnings (Loss)      

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

    Amount  
      ($000 )
Undistributed Ordinary Income     1,877  
Undistributed Long-Term Gains      
Capital Loss Carryforwards (Non-expiring)     (2,399,475 )
Net Unrealized Gains (Losses)     40,811  

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments based on cost for U.S. federal income tax purposes were as follows:

 

    Amount  
      ($000 )
Tax Cost     1,162,026  
Gross Unrealized Appreciation     113,248  
Gross Unrealized Depreciation     (72,437 )
Net Unrealized Appreciation (Depreciation)     40,811  

 

18

 

 

Global Capital Cycles Fund

 

 

 

 

G.       During the year ended January 31, 2020, the fund purchased $703,944,000 of investment securities and sold $947,226,000 of investment securities, other than temporary cash investments.

 

H.       Capital shares issued and redeemed were:

 

    Year Ended January 31,  
    2020     2019  
    Shares     Shares  
      (000 )     (000 )
Issued     21,681       49,157  
Issued in Lieu of Cash Distributions     3,259       5,000  
Redeemed     (56,526 )     (113,485 )
Net Increase (Decrease) in Shares Outstanding     (31,586 )     (59,328 )

 

I.       Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

19

 

 

Report of Independent Registered

Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Global Capital Cycles Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Global Capital Cycles Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the Fund) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (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 January 31, 2020, 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 January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of January 31, 2020 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  
Philadelphia, Pennsylvania  
March 16, 2020  

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

20

 

 

 

Special 2019 tax information (unaudited) for Vanguard Global Capital Cycles Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $26,923,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 23.3% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

21

 

 

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The People Who Govern Your Fund

 

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your funds trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguards board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018– present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Childrens Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an interested person,as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

 

 

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBMs Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork- Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

 

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

Vanguard Senior Management Team

 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings

 

 

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

 

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the funds current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguards proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SECs website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SECs website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

© 2020 The Vanguard Group, Inc.

All rights reserved.

Vanguard Marketing Corporation, Distributor.

 

Q530 032020

 

 

 

 

 

 

 

   
   
   
   
Annual Report | January 31, 2020  
   
   
Vanguard Health Care Fund
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
   
See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports. 
   

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your funds annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

Contents  
   
   
A Note From Our Chairman 1
Your Fund’s Performance at a Glance 2
Advisors’ Report 3
About Your Fund’s Expenses 7
Performance Summary 9
Financial Statements 11

 

 

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

 

A Note From Our Chairman

 


 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to stay the coursein good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—stay the course.

 

Dont be tempted to time the markets. Its a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether youre new to investing or a seasoned financial advisor, dont feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. Its a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

1

 

 

Your Funds Performance at a Glance

 

 

·   For the 12 months ended January 31, 2020, Vanguard Health Care Fund returned 13.16% for Investor Shares and 13.22% for Admiral Shares. The results trailed the 15.01% return of the funds benchmark, the MSCI All Country World Health Care Index.

 

·   The broad stock market returned more than 20% and benefited from accommodative monetary policies implemented by the Federal Reserve and other major central banks.

 

·   Wellington Management Company LLP, the funds advisor, aims to invest in companies it views as temporarily out of favor or whose long-term earnings potential is undervalued.

 

·   The advisors pharmaceutical and health care equipment holdings, two of the funds largest allocations, lagged their counterparts in the benchmark and detracted most from relative performance.

 

·   For the ten years ended January 31, 2020, the fund posted an average annual return of 14.16% for Investor Shares and 14.22% for Admiral Shares, about 2 percentage points ahead of its spliced benchmark index.

 

 

Market Barometer      

 

 

Average Annual Total Returns
Periods Ended January 31, 2020

  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 21.39% 14.33% 12.13%
Russell 2000 Index (Small-caps) 9.21 7.28 8.23
Russell 3000 Index (Broad U.S. market) 20.53 13.82 11.85
FTSE All-World ex US Index (International) 10.28 7.74 5.24
       
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market) 9.64% 4.62% 3.01%
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market) 8.65 5.12 3.53
FTSE Three-Month U.S. Treasury Bill Index 2.18 1.68 1.07
       
CPI      
Consumer Price Index 2.49% 2.04% 2.00%

 

2

 

 

Advisors Report

 

For the fiscal year ended January 31, 2020, Vanguard Health Care Fund returned 13.16% for Investor Shares and 13.22% for Admiral Shares. The fund underperformed the 15.01% return of its benchmark, the MSCI All Country World Health Care Index.

 

The investment environment

We view the health care sector through a custom lens of subsectors. We combine biotechnology and pharmaceuticals and think of them in terms of capitalization: biopharma small-cap, biopharma mid-cap, and biopharma large-cap. The other subsectors are health care services and medical technology.

 

Medical technology was the top-performing subsector in the benchmark for the period, followed by the biopharma large-cap subsector. Health care services and biopharma mid-cap both lagged the broader health care sector. Small-cap biopharmaceuticals are not meaningfully represented in the benchmark.

 

Our successes

Stock selection contributed positively to the funds performance for the period. Stock selection was strongest in the biopharma mid-cap subsector.

 

Chugai Pharmaceutical, a Japan-based biopharma large-cap company, was the top relative performer for the fund. Chugai, and its partner Roche, benefited from strong sales of Actemra, which is used to treat rheumatoid arthritis, and Hemlibra. Hemlibra, a breakthrough in hemophilia treatment, has surpassed the markets expectations. We continue to believe the company has a strong pipeline of innovation to fuel future growth.

 

Another top contributor to the funds relative performance was The Medicines Company, a biopharma mid-cap company. The stocks performance was driven by positive phase 3 trial results for inclisiran, a cholesterol drug. The stock rose 60% in November on the announcement that Novartis would acquire the company for $9.7 billion, or $85 per share.

 

AstraZeneca was also among the top relative contributors to the funds performance. Shares of the biopharma large-cap traded higher on strong fundamentals as demonstrated by better-than-expected earnings reports throughout the period. The company also announced a number of positive clinical trial readouts on assets used to treat non-small-cell lung cancer, ovarian cancer, and heart failure.

 

Overall, AstraZenecas ramp-up of new oncology products is progressing well with clear distinction on novel medicines. This progress should continue to support sales growth acceleration as these new medicines win market share.

 

Our shortfalls

Stock selection was weakest in the biopharma large-cap subsector. From an allocation perspective, our overweight to the underperforming biopharma mid-cap subsector detracted from relative performance, as did our underweight to medical technology.

 

3

 

 

Two biopharma mid-cap generic-pharmaceutical companies, Mylan and Teva, were the largest detractors from the funds relative performance. The generic-pharmaceutical subsector proved to be challenging over the last year after litigation tied to price fixing and the U.S. opioid crisis put pressure on these stocks or this subsector. The price-fixing lawsuit alleges that these companies engaged in collusive behavior that led to inflated prices for several generic drugs.

 

We believe it is unlikely these allegations will prove to have broad merit, as the generic-pharmaceutical industry is tightly regulated, and pricing policies are strict and closely monitored. We are not aware of any specific evidence to suggest that Mylan or Teva engaged in this type of anticompetitive practice and believe a resolution in the courts will benefit the stock.

 

Teva also was hurt by uncertainty surrounding the opioid epidemic litigation. It does appear that a settlement among all the players is nearing that would be manageable for Teva and lift the significant pressure on the stock.

 

Alkermes, a biopharma mid-cap company commercializing neuropsychiatric drugs, also detracted from relative performance over the period. The companys commercial execution has been disappointing, particularly for its schizophrenia drug Aristada. On the positive side, and we believe not yet reflected in its valuation, Alkermes has submitted for Food and Drug Administration approval a safer version of the generic drug Zyprexa, used to treat schizophrenia and bipolar l disorder. This drug should help Alkermes achieve more commercial success in the future.

 

Biogen, a biopharma large-cap company, was another top detractor from relative performance. Its share price fell sharply in March after it announced, along with partner Eisai, that it would halt Phase 3 trials of aducanumab, for the treatment of Alzheimers disease, following an interim analysis.

 

In October, Biogen announced the success of one of its Phase 3 aducanumab clinical trials on final analysis and its intention to submit a New Drug Application after consultation with the FDA. Shares traded up on this development, and we expect significant further appreciation with the approval and launch of aducanumab.

 

The funds positioning and outlook

At period-end, we held about 31% of the funds assets in non-U.S. investments, a level that has remained fairly stable over recent years. Our non-U.S. holdings were primarily companies that are domiciled in Japan, the United Kingdom, Switzerland, Belgium, and Israel—many of which operate globally. We believe this strategy provides diversification for shareholders over the long term.

 

The fund held 89 companies across all health care subsectors at period-end, close to the 90 companies we held a year ago. The funds ten largest holdings represented a significant 41% of total assets.

 

4

 

 

As 2020 begins, fundamentals are strong across the health care sector, supported by continued volume growth and innovation in both biopharmaceuticals and medical technology. We remain cautiously optimistic about the sectors prospects despite the 2020 U.S. presidential election and the associated health care-related political rhetoric, which have put pressure on the sector.

 

We continue to believe that biopharmaceutical-price legislation is a top priority for both the president and congressional leaders on both sides of the aisle and we expect the dialogue about pharmaceutical pricing to remain elevated in 2020. We remain strongly convinced that solutions exist to make medicines more affordable for consumers while rewarding innovation, which is a prerequisite for earning returns in the funds biopharmaceutical investments.

 

We seek companies that look for solutions to the challenges facing the health care delivery system globally by shifting focus from volumes to value. Over the long term, the tailwinds of innovation, an aging population, and the globalization of demand for cutting-edge health care should continue to drive the growth of the health care sector. We believe that we are favorably positioned to capitalize on that potential growth.

 

A tenet of our philosophy is the importance of using a longer-term horizon to evaluate secular themes and health care trends, as well as individual companies, on a global scale. This should enable our team to identify pockets of opportunity in health care that are best positioned to create value and generate sustainable, innovation-driven, distinctive growth. We will remain diversified across subsectors and regions, focused on the long haul, and positioned in what we believe to be the most attractive stocks as we seek to generate strong, risk-adjusted returns.

 

As always, we thank you for your continued confidence and support as an investor in Vanguard Health Care Fund.

 

Jean M. Hynes, CFA

Senior Managing Director and

Portfolio Manager

 

Wellington Management Company LLP

 

February 19, 2020

 

5

 

 

 

Major Portfolio Changes  
Year ended January 31, 2020  
   
Additions Comments
Pfizer We purchased a new position in Pfizer for the fund. Pfizer is a biopharma large-cap company that is evolving its business toward a more profitable mix of specialty products, including key assets for treating cancer and rare diseases, and an expanding platform of gene therapy programs. After a decade of patent headwinds, and the spin-off of its established products business, Upjohn, Pfizer should return to growth driven by innovative drugs.
Reata Pharmaceuticals We initiated a new position in Reata Pharmaceuticals, a biopharma mid-cap company whose products modulate the activity of regulatory proteins to treat disease. Current pipeline assets seek to treat kidney and pulmonary diseases. We anticipate FDA approval of lead asset bardoxolone to treat multiple orphan, chronic kidney diseases.
Reductions Comments
Allergan We eliminated the fund’s position in Allergan, an aesthetics company, after the company agreed to be acquired by AbbVie.
Medicines We eliminated the fund’s position in Medicines during the period as the company agreed to be acquired by Novartis.

 

6

 

 

About Your Funds Expenses

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a funds gross income, directly reduce the investment return of the fund.

 

A funds expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your funds costs in two ways:

 

· Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The Ending Account Valueshown is derived from the funds actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading Expenses Paid During Period.

 

· Based on hypothetical 5% yearly return. This section is intended to help you compare your funds costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the funds actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your funds costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a sales load.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the funds expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your funds current prospectus.

 

7

 

 

Six Months Ended January 31, 2020      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Health Care Fund 7/31/2019 1/31/2020 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,127.82 $1.72
Admiral™ Shares 1,000.00 1,128.18 1.45
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.59 $1.63
Admiral Shares 1,000.00 1,023.84 1.38

 

The calculations are based on expenses incurred in the most recent six-month period. The funds annualized six-month expense ratios for that period are 0.32% for Investor Shares and 0.27% for Admiral Shares. The dollar amounts shown as Expenses Paidare equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

8

 

 

Health Care Fund

 

Performance Summary

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investors shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

 

        Average Annual Total Returns        
        Periods Ended January 31, 2020        
                          Final Value  
        One     Five     Ten     of a $10,000  
        Year     Years     Years     Investment  
  Health Care Fund Investor Shares     13.16%     7.97%     14.16%   $37,601  
  Spliced Health Care Index     15.01       7.42       12.19       31,587  

 

  Dow Jones U.S. Total Stock Market Float Adjusted Index     20.37       11.79       13.80       36,436  

 

Spliced Health Care Index: S&P 500 Index through December 31, 2001; S&P Health Care Index through May 31, 2010; MSCI All Country World Health Care Index thereafter.

 

                      Final Value  
    One     Five     Ten     of a $50,000  
    Year     Years     Years     Investment  
Health Care Fund Admiral Shares     13.22%     8.03%     14.22%   $188,929  
Spliced Health Care Index     15.01       7.42       12.19       157,935  
Dow Jones U.S. Total Stock Market Float Adjusted Index     20.37       11.79       13.80       182,178  

 

See Financial Highlights for dividend and capital gains information.

 

9

 

 

Health Care Fund

 

Sector Diversification

As of January 31, 2020

 

Biotechnology     15.7%
Health Care Distributors     0.9  
Health Care Equipment     14.8  
Health Care Facilities     3.7  
Health Care Services     1.7  
Health Care Supplies     0.6  
Health Care Technology     2.0  
Life Sciences Tools & Services     3.7  
Managed Health Care     10.6  
Pharmaceuticals     46.2  
Real Estate     0.1  

 

The table reflects the funds equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (GICS), except for the Othercategory (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard and Poors, a division of McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

10

 

 

Health Care Fund

 

Financial Statements

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The funds Form N-PORT reports are available on the SECs website at www.sec.gov.

 

            Market  
            Value·  
        Shares   ($000)
Common Stocks (97.5%)            
United States (66.7%)            
Biotechnology (12.7%)            
*   Vertex Pharmaceuticals Inc.   4,948,949     1,123,659  
*,1   Alnylam Pharmaceuticals Inc.   9,273,566     1,064,513  
*   Biogen Inc.   3,151,603     847,308  
*   Incyte Corp.   10,484,320     766,089  
*   Regeneron Pharmaceuticals Inc.   1,856,332     627,329  
*,1   Bluebird Bio Inc.   4,604,667     366,946  
*   Seattle Genetics Inc.   2,959,944     320,828  
*,1   Agios Pharmaceuticals Inc.   6,435,516     313,603  
*,1   Alkermes plc   13,352,397     232,465  
*,1   Ironwood Pharmaceuticals Inc.   10,551,966     127,468  
    Sarepta Therapeutics Inc.   463,410     53,737  
*,^   Portola Pharmaceuticals Inc.   3,603,414     46,088  
    Mirati Therapeutics Inc.   500,588     43,466  
    PTC Therapeutics Inc.   476,940     24,562  
              5,958,061  
Equity Real Estate Investment Trusts (REITs) (0.2%)            
    Alexandria Real Estate Equities Inc.   439,900     71,792  
                 
Health Care Equipment & Supplies (12.2%)            
    Medtronic plc   11,409,084     1,317,065  
    Abbott Laboratories   14,429,366     1,257,375  
*   Boston Scientific Corp.   25,652,969     1,074,090  
    Danaher Corp.   3,431,101     551,961  
    Baxter International Inc.   5,810,941     518,452  
    Zimmer Biomet Holdings Inc.   2,573,341     380,597  
*   Edwards Lifesciences Corp.   1,175,315     258,405  
    Teleflex Inc.   269,500     100,122  
*   Hologic Inc.   1,733,897     92,798  
    Hill-Rom Holdings Inc.   618,200     65,832  
    Envista Holdings Corp.   1,869,611     55,322  
    Penumbra Inc.   153,929     27,008  
              5,699,027  
Health Care Providers & Services (16.2%)
    UnitedHealth Group Inc.   9,410,057     2,563,770  
    Anthem Inc.   4,341,341     1,151,671  
    HCA Healthcare Inc.   6,913,545     959,600  
    CVS Health Corp.   11,436,465     775,621  
*   Centene Corp.   8,635,100     542,371  
    Universal Health Services Inc.   3,354,900     459,990  
    Humana Inc.   1,273,994     428,368  
    McKesson Corp.   2,756,813     393,149  
*   Acadia Healthcare Co.Inc.   4,337,455     139,362  
*   Molina Healthcare Inc.   1,063,057     130,724  
    Encompass Health Corp.   568,400     43,784  
              7,588,410  
Health Care Technology (1.9%)
    Cerner Corp.   9,158,457     657,852  
*,^   Teladoc Health Inc.   1,112,767     113,179  
*,1   Allscripts Healthcare Solutions Inc.   9,845,231     84,472  
^   Change Healthcare Inc.   3,786,900     58,773  
              914,276  
Life Sciences Tools & Services (3.0%)
    Thermo Fisher Scientific Inc.   2,697,167     844,726  
*   IQVIA Holdings Inc.   950,511     147,567  
*   PRA Health Sciences Inc.   1,412,629     143,113  
*   Illumina Inc.   428,288     124,233  
    Agilent Technologies Inc.   1,178,750     97,318  
*   Syneos Health Inc.   475,600     29,183  
              1,386,140  
Pharmaceuticals (20.5%)
    Bristol-Myers Squibb Co.   38,764,052     2,440,197  
    Pfizer Inc.   60,148,448     2,239,928  

 

11

 

 

Health Care Fund

 

          Market  
          Value·  
        Shares     ($000)
    Eli Lilly & Co.   15,816,053     2,208,554  
*,1   Mylan NV   45,663,520     978,113  
    Merck & Co. Inc.   9,691,049     828,003  
*   Elanco Animal Health Inc.   15,762,386     487,058  
*,1   Nektar Therapeutics Class A   13,392,612     266,379  
    Reata Pharmaceuticals Inc.   574,907     125,784  
*   Amneal Pharmaceuticals Inc.   9,306,210     41,785  
              9,615,801  
Total United States         31,233,507  
International (30.8%)            
Belgium (3.2%)            
1   UCB SA   11,524,209     1,060,486  
*   Galapagos NV   1,039,935     232,426  
*   Argenx SE   1,418,173     204,823  
              1,497,735  
Brazil (0.1%)            
    Notre Dame Intermedica Participacoes SA   1,699,100     27,855  
                 
China (0.3%)            
2   WuXi AppTec Co. Ltd.   5,866,200     71,054  
    Shanghai Fosun Pharmaceutical Group Co. Ltd.   14,799,500     39,353  
    Shandong Weigao Group Medical Polymer Co. Ltd.   22,904,000     27,312  
2   Shanghai Henlius Biotech Inc.   112,117     562  
              138,281  
Denmark (1.2%)            
*   Genmab A/S   1,881,023     432,993  
    Ascendis Pharma A/S ADR   626,431     84,631  
    Genmab A/S ADR   3,150,246     73,117  
              590,741  
Germany (0.4%)            
*   QIAGEN NV   6,100,700     203,769  
                 
Hong Kong (0.4%)            
*   BeiGene Ltd.   1,301,665     198,322  
             
Ireland (0.1%)            
*   ICON plc   170,300     28,716  
                 
Israel (1.4%)            
*   Teva Pharmaceutical Industries Ltd. ADR   62,898,811     654,148  
                 
Japan (10.1%)            
1   Eisai Co. Ltd.   18,458,677     1,391,076  
    Chugai Pharmaceutical Co. Ltd.   9,717,800     995,382  
    Astellas Pharma Inc.   27,040,300     477,806  
    Daiichi Sankyo Co. Ltd.   7,002,630     473,217  
    Ono Pharmaceutical Co. Ltd.   19,628,460     451,982  
    Takeda Pharmaceutical Co. Ltd.   11,180,216     429,358  
    Sysmex Corp.   2,732,700     195,498  
    Nippon Shinyaku Co. Ltd.   1,977,800     175,349  
    Terumo Corp.   4,077,000     146,755  
              4,736,423  
Netherlands (0.9%)            
    Koninklijke Philips NV   8,817,651     403,827  
                 
Switzerland (5.7%)            
    Novartis AG   20,389,633     1,926,171  
    Roche Holding AG   1,242,812     416,925  
    Alcon Inc.   3,740,111     220,958  
    Roche Holding AG (Bearer)   376,066     124,663  
              2,688,717  
United Kingdom (7.0%)            
    AstraZeneca plc   27,321,249     2,672,805  
    Smith & Nephew plc   13,455,498     323,755  
    Hikma Pharmaceuticals plc   7,465,828     180,282  
^   NMC Health plc   4,851,584     82,508  
2   ConvaTec Group plc   5,950,507     16,302  
              3,275,652  
Total International         14,444,186  
Total Common Stocks
(Cost $28,841,104)
        45,677,693  
Temporary Cash Investments (2.7%)  
Money Market Fund (0.3%)
3,4   Vanguard Market Liquidity Fund, 1.730%   1,156,352     115,658  

 

12

 

 

Health Care Fund

 

        Face     Market  
        Amount     Value·  
        ($000)   ($000)
Repurchase Agreements (2.4%)            
    Bank of America Securities, LLC 1.590%, 2/3/20 (Dated 1/31/20, Repurchase Value $32,604,000, collateralized by Government National Mortgage Assn. 3.500%–4.500%, 9/15/44–1/20/50, with a value of $33,252,000)   32,600     32,600  
    Bank of Nova Scotia 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $194,925,000, collateralized by U.S. Treasury Note/Bond 0.000%–3.625%, 2/29/20–5/15/47, with a value of $198,824,000)   194,900     194,900  
    Barclays Capital Inc. 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $152,820,000, collateralized by U.S. Treasury Note/Bond 2.750%, 9/15/21, with a value of $155,856,000)   152,800     152,800  
    BNP Paribas Securities Corp. 1.590%, 2/3/20 (Dated 1/31/20, Repurchase Value $77,710,000, collateralized by Federal Home Loan Mortgage Corp. 3.000%, 11/1/43, Federal National Mortgage Assn. 2.500%–8.000%, 2/1/23–11/1/49, and Government National Mortgage Assn. 3.000%–4.500%, 10/20/43–6/20/48, with a value of $79,254,000)   77,700     77,700  
    Credit Agricole Securities 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $78,010,000, collateralized by U.S. Treasury Note/Bond 4.625%, 2/15/40, with a value of $79,560,000)   78,000     78,000  
    HSBC Bank USA 1.590%, 2/3/20 (Dated 1/31/20, Repurchase Value $85,811,000, collateralized by Federal Home Loan Mortgage Corp. 4.000%–4.500%, 5/1/47–1/1/50, and Federal National Mortgage Assn. 3.500%–5.000%, 12/1/39–11/1/49, with a value of $87,516,000)   85,800     85,800  
    Natixis SA 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $320,342,000, collateralized by U.S. Treasury Note/Bond 0.125%–4.750%, 1/15/21–2/15/48, with a value of $326,706,000)   320,300     320,300  
    Nomura International PLC 1.560%, 2/3/20 (Dated 1/31/20, Repurchase Value $79,210,000, collateralized by U.S. Treasury Note/Bond 1.500%–2.125%, 12/31/22–1/15/23, with a value of $80,784,000)   79,200     79,200  
    RBC Capital Markets LLC 1.580%, 2/3/20 (Dated 1/31/20, Repurchase Value $40,705,000, collateralized by Federal National Mortgage Assn. 2.500%–3.000%, 1/1/50, with a value of $41,514,000)   40,700     40,700  
    Wells Fargo & Co. 1.590%, 2/3/20 (Dated 1/31/20, Repurchase Value $79,010,000, collateralized by Federal Home Loan Mortgage Corp. 2.500%, 9/1/46, and Federal National Mortgage Assn. 3.289%–3.500%, 9/1/47–6/1/49, with a value of $80,580,000)   79,000     79,000  
              1,141,000  
Total Temporary Cash Investments
(Cost $1,256,640)
        1,256,658  
Total Investments (100.2%)
(Cost $30,097,744)
        46,934,351  

 

13

 

 

Health Care Fund

 

    Amount
    ($000)
Other Assets and Liabilities (-0.2%)    
Other Assets   133,340
Liabilities4   (212,188)
    (78,848)
Net Assets (100%)   46,855,503
     
    Amount
    ($000)
Statement of Assets and Liabilities    
Assets    
Investments in Securities, at Value    
Unaffiliated Issuers   40,933,172
Affiliated Issuers   6,001,179
Total Investments in Securities   46,934,351
Investment in Vanguard   2,115
Receivables for Investment Securities Sold   13,181
Receivables for Accrued Income   106,107
Receivables for Capital Shares Issued   10,077
Other Assets   1,860
Total Assets   47,067,691
Liabilities    
Payables for Investment Securities Purchased   22,711
Collateral for Securities on Loan   115,538
Payables to Investment Advisor   15,023
Payables for Capital Shares Redeemed   29,446
Payables to Vanguard   29,470
Total Liabilities   212,188
Net Assets   46,855,503

 

At January 31, 2020, net assets consisted of:
    Amount
    ($000)
Paid-in Capital   29,008,693
Total Distributable Earnings (Loss)   17,846,810
Net Assets   46,855,503
     
Investor Shares—Net Assets    
Applicable to 42,673,084 outstanding $.001 par value shares of beneficial interest (unlimited authorization)   8,729,446
Net Asset Value Per Share—Investor Shares   $204.57
     
Admiral Shares—Net Assets    
Applicable to 441,961,099 outstanding $.001 par value shares of beneficial interest (unlimited authorization)   38,126,057
Net Asset Value Per Share—Admiral Shares   $86.27

· See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $107,752,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2020, the aggregate value of these securities was $87,918,000, representing 0.2% of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
4 Collateral of $115,538,000 was received for securities on loan.

ADR—American Depositary Receipt.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

14

 

 

Health Care Fund

 

Statement of Operations

 

    Year Ended
    January 31, 2020
    ($000)
Investment Income    
Income    
Dividends—Unaffiliated Issuers1   640,092
Dividends—Affiliated Issuers2   37,109
Interest   25,574
Securities Lending—Net   9,250
Total Income   712,025
Expenses    
Investment Advisory Fees—Note B    
Basic Fee   65,288
Performance Adjustment   (8,520)
The Vanguard Group—Note C    
Management and Administrative—Investor Shares   15,201
Management and Administrative—Admiral Shares   49,527
Marketing and Distribution—Investor Shares   775
Marketing and Distribution—Admiral Shares   1,226
Custodian Fees   529
Auditing Fees   34
Shareholders’ Reports—Investor Shares   151
Shareholders’ Reports—Admiral Shares   112
Trustees’ Fees and Expenses   52
Total Expenses   124,375
Net Investment Income   587,650
Realized Net Gain (Loss)    
Investment Securities Sold—Unaffiliated Issuers   3,920,176
Investment Securities Sold—Affiliated Issuers   314,788
Foreign Currencies   327
Realized Net Gain (Loss)   4,235,291
Change in Unrealized Appreciation (Depreciation)    
Investment Securities—Unaffiliated Issuers   1,379,184
Investment Securities—Affiliated Issuers   (586,786)
Foreign Currencies   1,209
Change in Unrealized Appreciation (Depreciation)   793,607
Net Increase (Decrease) in Net Assets Resulting from Operations   5,616,548

1 Dividends are net of foreign withholding taxes of $16,608,000.
2 Dividends are net of foreign withholding taxes of $7,342,000.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

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Statement of Changes in Net Assets

 

    Year Ended January 31,
    2020   2019
    ($000)   ($000)
Increase (Decrease) in Net Assets        
Operations        
Net Investment Income   587,650   547,466
Realized Net Gain (Loss)   4,235,291   4,354,399
Change in Unrealized Appreciation (Depreciation)   793,607   (3,702,920)
Net Increase (Decrease) in Net Assets Resulting from Operations   5,616,548   1,198,945
Distributions        
Net Investment Income        
Investor Shares   (98,845)   (96,667)
Admiral Shares   (448,974)   (432,952)
Realized Capital Gain1        
Investor Shares   (922,129)   (645,188)
Admiral Shares   (3,990,423)   (2,701,232)
Total Distributions   (5,460,371)   (3,876,039)
Capital Share Transactions        
Investor Shares   (145,595)   (499,536)
Admiral Shares   107,728   847,001
Net Increase (Decrease) from Capital Share Transactions   (37,867)   347,465
Total Increase (Decrease)   118,310   (2,329,629)
Net Assets        
Beginning of Period   46,737,193   49,066,822
End of Period   46,855,503   46,737,193

1 Includes fiscal 2020 and 2019 short-term gain distributions totaling $321,037,000 and $211,812,000, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

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Financial Highlights

 

Investor Shares                    
                     
For a Share Outstanding   Year Ended January 31,
Throughout Each Period   2020   2019   2018   2017   2016
Net Asset Value, Beginning of Period   $203.34   $215.96   $189.88   $200.67   $216.14
Investment Operations                    
Net Investment Income   2.5061   2.3751   2.1621   2.039   1.934
Net Realized and Unrealized Gain (Loss) on Investments   23.326   2.489   38.929   2.951   .566
Total from Investment Operations   25.832   4.864   41.091   4.990   2.500
Distributions                    
Dividends from Net Investment Income   (2.428)   (2.323)   (2.059)   (1.854)   (2.611)
Distributions from Realized Capital Gains   (22.174)   (15.161)   (12.952)   (13.926)   (15.359)
Total Distributions   (24.602)   (17.484)   (15.011)   (15.780)   (17.970)
Net Asset Value, End of Period   $204.57   $203.34   $215.96   $189.88   $200.67
                     
Total Return2   13.16%   2.76%   22.29%   2.71%   0.49%
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions)   $8,729   $8,850   $9,853   $9,636   $10,916
Ratio of Total Expenses to Average Net Assets3   0.32%   0.34%   0.38%   0.37%   0.36%
Ratio of Net Investment Income to Average Net Assets   1.25%   1.12%   1.02%   0.98%   0.84%
Portfolio Turnover Rate   18%   16%   11%   12%   18%

1 Calculated based on average shares outstanding.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
3 Includes performance-based investment advisory fee increases (decreases) of (0.02%), 0.00%, 0.04%, 0.04%, and 0.02%.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

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Financial Highlights

 

Admiral Shares                    
                     
For a Share Outstanding           Year Ended January 31,
Throughout Each Period   2020   2019   2018   2017   2016
Net Asset Value, Beginning of Period   $85.75   $91.08   $80.09   $84.64   $91.17
Investment Operations                    
Net Investment Income   1.0971   1.0361   .9381   .908   .868
Net Realized and Unrealized Gain (Loss) on Investments   9.844   1.057   16.436   1.244   .236
Total from Investment Operations   10.941   2.093   17.374   2.152   1.104
Distributions                    
Dividends from Net Investment Income   (1.068)   (1.027)   (.920)   (.828)   (1.155)
Distributions from Realized Capital Gains   (9.353)   (6.396)   (5.464)   (5.874)   (6.479)
Total Distributions   (10.421)   (7.423)   (6.384)   (6.702)   (7.634)
Net Asset Value, End of Period   $86.27   $85.75   $91.08   $80.09   $84.64
                     
Total Return2   13.22%   2.81%   22.35%   2.76%   0.54%
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions)   $38,126   $37,888   $39,214   $33,715   $36,606
Ratio of Total Expenses to Average Net Assets3   0.27%   0.28%   0.33%   0.32%   0.31%
Ratio of Net Investment Income to Average Net Assets   1.30%   1.18%   1.07%   1.03%   0.89%
Portfolio Turnover Rate   18%   16%   11%   12%   18%

1 Calculated based on average shares outstanding.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
3 Includes performance-based investment advisory fee increases (decreases) of (0.02%), 0.00%, 0.04%, 0.04%, and 0.02%.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

18

 

 

 

Health Care Fund

 

Notes to Financial Statements

 

Vanguard Health Care Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors.

 

A.       The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the funds pricing time but after the close of the securitiesprimary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market-or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the funds pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that funds net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the funds pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

 

3. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature, and in the absence of a default, such collateral cannot be repledged, resold, or rehypothecated. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterpartys default (including bankruptcy), the fund may terminate any repurchase agreements

 

19

 

 

Health Care Fund

 

with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

 

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the funds tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the funds financial statements.

 

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterpartys default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Assets and Liabilities for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (Vanguard) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the funds regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the funds board of trustees and included in Management and Administrative expenses on the funds Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

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Health Care Fund

 

8. Other: Dividend income is recorded on the ex-dividend date. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the funds understanding of the applicable countriestax rules and rates. The fund has filed tax reclaims for previously withheld taxes on dividends earned in certain European Union countries. These filings are subject to various administrative and judicial proceedings within these countries. Such tax reclaims received during the year, if any, are included in dividend income. No other amounts for additional tax reclaims are reflected in the financial statements due to the uncertainty as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment.

 

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

 

B.       Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the funds performance relative to the MSCI ACWI Health Care Index for the preceding three years. For the year ended January 31, 2020, the investment advisory fee represented an effective annual basic rate of 0.14% of the funds average net assets before a decrease of $8,520,000 (0.02%) based on performance.

 

C.       In accordance with the terms of a FundsService Agreement (the FSA) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, and distribution services at Vanguards cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the funds liability for these costs of operations is included in Payables to Vanguard on the Statement of Assets and Liabilities. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $2,115,000, representing less than 0.01% of the funds net assets and 0.85% of Vanguards capital received pursuant to the FSA. The funds trustees and officers are also directors and employees, respectively, of Vanguard.

 

D.       Various inputs may be used to determine the value of the funds investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

21

 

 

Health Care Fund

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the funds own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

The following table summarizes the market value of the funds investments as of January 31, 2020, based on the inputs used to value them:

 

    Level 1      Level 2      Level 3   
Investments   ($000)   ($000)   ($000)  
Common Stocks—United States     31,233,507        —        —   
Common Stocks—International     1,066,789        13,377,397        —   
Temporary Cash Investments     115,658        1,141,000        —   
Total     32,415,954        14,518,397        —   

 

E.       Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for foreign currency transactions and distributions in connection with fund share redemptions were reclassified between the following accounts:

 

    Amount   
    ($000)  
Paid-in Capital     236,637   
Total Distributable Earnings (Loss)     (236,637)  

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

    Amount   
    ($000)  
Undistributed Ordinary Income     108,245   
Undistributed Long-Term Gains     1,007,107  
Capital Loss Carryforwards (Non-expiring)    
Net Unrealized Gains (Losses)     16,757,362   

 

22

 

 

Health Care Fund

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments based on cost for U.S. federal income tax purposes were as follows:

 

    Amount   
    ($000)  
Tax Cost     30,177,653   
Gross Unrealized Appreciation     19,959,747   
Gross Unrealized Depreciation     (3,203,049)
Net Unrealized Appreciation (Depreciation)     16,756,698   

 

F.       During the year ended January 31, 2020, the fund purchased $8,104,380,000 of investment securities and sold $12,877,368,000 of investment securities, other than temporary cash investments.

 

G.      Capital share transactions for each class of shares were:

 

    Year Ended January 31, 
    2020    2019 
    Amount    Shares    Amount    Shares 
    ($000)   (000)   ($000)   (000)
Investor Shares                
Issued   597,477    2,991    876,659    4,206 
Issued in Lieu of Cash Distributions   960,801    4,742    697,907    3,578 
Redeemed   (1,703,873)   (8,580)   (2,074,102)   (9,889)
Net Increase (Decrease)—Investor Shares   (145,595)   (847)   (499,536)   (2,105)
Admiral Shares                
Issued   1,115,698    13,215    2,006,216    22,549 
Issued in Lieu of Cash Distributions   3,932,657    46,023    2,800,761    34,068 
Redeemed   (4,940,627)   (59,104)   (3,959,976)   (45,334)
Net Increase (Decrease)—Admiral Shares   107,728   134   847,001   11,283

 

23

 

 

Health Care Fund

 

H.       Certain of the funds investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company or the issuer is another member of The Vanguard Group. Transactions during the period in securities of these companies were as follows:

 

        Current Period Transactions     
    Jan. 31,        Proceeds    Realized                Jan. 31, 
    2019        from    Net    Change in        Capital Gain    2020 
    Market    Purchases    Securities    Gain    Unrealized        Distributions    Market 
    Value    at Cost    Sold    (Loss)   App. (Dep.)   Income    Received    Value 
    ($000)   ($000)   ($000)   ($000)   ($000)   ($000)   ($000)   ($000)
Agios Pharmaceuticals Inc.   235,954   81,053       (3,404)     313,603
Alkermes plc   296,315   147,056       (210,906)     232,465
Allscripts Healthcare Solutions Inc.   106,428   8,629       (30,585)     84,472
Alnylam Pharmaceuticals Inc.   822,158     64,279   3,051   303,583       1,064,513
Bluebird Bio Inc.   375,685   133,396       (142,135)     366,946
Eisai Co Ltd.   1,311,234   87,788       (7,946) 23,896     1,391,076
Incyte Corp.   895,615     52,530   252   (77,248)     NA1
Ironwood Pharmaceuticals Inc.   NA2   32,940       3,377       127,468
Medicines Co.   129,810   3,328   479,572   309,355   37,079      
Mylan NV   1,045,963   231,322       (299,172)     978,113
Nektar Therapeutics   NA2   136,914       (217,001)     266,379
UCB SA   1,026,062     25,173   2,042   57,555   13,213     1,060,486
Vanguard Market Liquidity Fund   80,400   NA3   NA3   88   17       115,658
Total   6,325,624           314,788   (586,786)   37,109     6,001,179

  

1 Not applicable—at January 31, 2020, the security was still held, but the issuer was no longer an affiliated company of the fund.

2 Not applicable—at January 31, 2019, the issuer was not an affiliated company of the fund.

3 Not applicable—purchases and sales are for temporary cash investment purposes.

 

I.       Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

24

 

 

Report of Independent Registered

Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Health Care Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard Health Care Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the Fund) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (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 January 31, 2020, 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 January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of January 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; 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

Philadelphia, Pennsylvania

March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

25

 

 

 

Special 2019 tax information (unaudited) for Vanguard Health Care Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $4,785,368,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

 

For nonresident alien shareholders, 100% of short-term capital gain dividends distributed by the fund are qualified short-term capital gains.

 

The fund distributed $663,060,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 42.7% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

26

 

 

The People Who Govern Your Fund

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your funds trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguards board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018–present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Children’s Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery).

Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an interested person,as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

 

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBMs Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork-Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

Vanguard Senior Management Team

 

Joseph Brennan   Chris D. McIsaac
Mortimer J. Buckley   James M. Norris
Gregory Davis   Thomas M. Rampulla
John James   Karin A. Risi
Martha G. King   Anne E. Robinson
John T. Marcante   Michael Rollings

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the funds current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguards proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SECs website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SECs website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

CFA® is a registered trademark owned by CFA Institute.

 

© 2020 The Vanguard Group, Inc.

All rights reserved.

Vanguard Marketing Corporation, Distributor.

 

Q520 032020

  

 

 

 

 

 

 

 

Annual Report | January 31, 2020

 

 

Vanguard Real Estate Index Funds

 

 

 

 

 

 

 

 

 

 

 

Vanguard Real Estate Index Fund

 

Vanguard Real Estate II Index Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your fund’s annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

 

 

Contents  

 

A Note From Our Chairman 1
   
Your Fund’s Performance at a Glance 2
   
About Your Fund’s Expenses 3
   
Real Estate Index Fund 5
   
Real Estate II Index Fund 28

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

A Note From Our Chairman

 

 

 

 

 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to “stay the course” in good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—“stay the course.”

 

Don’t be tempted to time the markets. It’s a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether you’re new to investing or a seasoned financial advisor, don’t feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. It’s a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

  1  

 

 

Your Fund’s Performance at a Glance

 

 

·   For the 12 months ended January 31, 2020, Vanguard Real Estate Index Fund returned 16.59% for Investor Shares. Returns were a bit higher for Institutional, Admiral, and ETF Shares as well as for Vanguard Real Estate II Index Fund. The results were in line with those of the funds’ benchmark index but more than 3 percentage points behind the broad U.S. stock market.

 

·   The Federal Reserve reduced its target for short-term interest rates three times in 2019. Real estate investment trusts (REITs), which are particularly sensitive to rate changes, attracted investors searching for more solid sources of income in the low-rate environment.

 

·   Specialized REITs, the funds’ largest holding, contributed most to their returns. Residential, industrial, office, diversified, and health care REITs noticeably boosted results, as did real estate services. Retail REITs and hotel and resort REITs were the main detractors.

 

·   For the ten years ended January 31, 2020, the Real Estate Index Fund posted an average annual return of 12.56% for Investor Shares, in line with its benchmark index. The Real Estate Index II Fund launched in 2017 and doesn’t yet have a ten-year record.

 

 

 

Market Barometer

 

    Average Annual Total Returns  
    Periods Ended January 31, 2020  
    One Year   Three Years   Five Years  
Stocks              
Russell 1000 Index (Large-caps)   21.39%   14.33%   12.13%  
Russell 2000 Index (Small-caps)   9.21   7.28   8.23  
Russell 3000 Index (Broad U.S. market)   20.53   13.82   11.85  
FTSE All-World ex US Index (International)   10.28   7.74   5.24  
               
Bonds              
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market)   9.64%   4.62%   3.01%  
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market)   8.65   5.12   3.53  
FTSE Three-Month U.S. Treasury Bill Index   2.18   1.68   1.07  
               
CPI              
Consumer Price Index   2.49%   2.04%   2.00%  

 

  2  

 

 

About Your Fund’s Expenses

 

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

 

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your fund’s costs in two ways:

 

·    Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the fund’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading “Expenses Paid During Period.”

 

·    Based on hypothetical 5% yearly return. This section is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

 

  3  

 

 

Six Months Ended January 31, 2020

 

    Beginning   Ending   Expenses  
    Account Value   Account Value   Paid During  
    7/31/2019   1/31/2020   Period  
Based on Actual Fund Return              
Real Estate Index Fund              
Investor Shares   $1,000.00   $1,075.70   $1.31  
ETF Shares   1,000.00   1,076.11   0.63  
Admiral™ Shares   1,000.00   1,076.14   0.63  
Institutional Shares   1,000.00   1,075.86   0.52  
Real Estate II Index Fund   $1,000.00   $1,076.11   $0.42  
Based on Hypothetical 5% Yearly Return              
Real Estate Index Fund              
Investor Shares   $1,000.00   $1,023.95   $1.28  
ETF Shares   1,000.00   1,024.60   0.61  
Admiral Shares   1,000.00   1,024.60   0.61  
Institutional Shares   1,000.00   1,024.70   0.51  
Real Estate II Index Fund   $1,000.00   $1,024.80   $0.41  

 

The calculations are based on expenses incurred in the most recent six-month period. The funds’ annualized six-month expense ratios for that period are: for the Real Estate Index Fund, 0.25% for Investor Shares, 0.12% for ETF Shares, 0.12% for Admiral Shares, and 0.10% for Institutional Shares; and for the Real Estate II Index Fund, 0.08%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

  4  

 

 

Real Estate Index Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

    Average Annual Total Returns
Periods Ended January 31, 2020
 
    One
Year
Five
Years
Ten
Years
Final Value
of a $10,000
Investment
Real Estate Index Fund Investor Shares 16.59% 5.88% 12.56% $32,660
Real Estate Spliced Index 16.82 6.13 12.80 33,364
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 11.79 13.80 36,436

 

Real Estate Spliced Index: MSCI US REIT Index adjusted to include a 2% cash position (Lipper Money Market Average) through April 30, 2009; MSCI US REIT Index through February 1, 2018; MSCI US Investable Market Real Estate 25/50 Transition Index through July 24, 2018; MSCI US Investable Market Real Estate 25/50 Index thereafter.

 

 

 

        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Real Estate Index Fund ETF Shares Net Asset Value 16.70% 6.03% 12.71% $33,099
Real Estate Index Fund ETF Shares Market Price 16.61 6.01 12.72 33,124
Real Estate Spliced Index 16.82 6.13 12.80 33,364
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 11.79 13.80 36,436

 

See Financial Highlights for dividend and capital gains information.

 

  5  

 

 

Real Estate Index Fund

 

 

 

 

    Average Annual Total Returns
Periods Ended January 31, 2020
     
                Final Value  
    One   Five   Ten   of a $10,000  
    Year   Years   Years   Investment  
Real Estate Index Fund Admiral Shares   16.73%   6.03%   12.72%   $33,119  
Real Estate Spliced Index   16.82   6.13   12.80   33,364  
Dow Jones U.S. Total Stock Market Float Adjusted Index   20.37   11.79   13.80   36,436  

 

    One   Five   Ten   Final Value
of a $5,000,000
 
    Year   Years   Years   Investment  
Real Estate Index Fund Institutional Shares   16.77%   6.05%   12.74%   $16,593,174  
Real Estate Spliced Index   16.82   6.13   12.80   16,682,097  
Dow Jones U.S. Total Stock Market Float Adjusted Index   20.37   11.79   13.80   18,217,755  

 

 

Cumulative Returns of ETF Shares: January 31, 2010, Through January 31, 2020

 

    One
Year
  Five
Years
  Ten
Years
 
Real Estate Index Fund ETF Shares Market Price   16.61%   33.89%   231.24%  
Real Estate Index Fund ETF Shares Net Asset Value   16.70   33.98   230.99  
Real Estate Spliced Index   16.82   34.65   233.64  

 

For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about how the ETF Shares’ market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares’ market price was above or below the NAV.

 

  6  

 

 

Real Estate Index Fund

 

 

Sector Diversification

As of January 31, 2020

 

Diversified Real Estate Activities   0.2 %
Diversified REITs   4.9  
Health Care REITs   9.8  
Hotel & Resort REITs   3.7  
Industrial REITs   8.6  
Office REITs   9.5  
Real Estate Development   0.4  
Real Estate Operating Companies   0.2  
Real Estate Services   2.9  
Residential REITs   15.0  
Retail REITs   11.3  
Specialized REITs   33.5  

 

The table reflects the fund’s equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (“GICS”), except for the “Other” category (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of MSCI Inc. (“MSCI”) and Standard and Poor’s, a division of McGraw-Hill Companies, Inc. (“S&P”), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

  7  

 

 

Real Estate Index Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov.

 

          Market
          Value
      Shares   ($000)
Equity Real Estate Investment Trusts (REITs) (96.4%)1        
Diversified REITs (4.4%)        
  WP Carey Inc.   8,396,869   706,344
  Liberty Property Trust   7,690,817   481,830
  VEREIT Inc.   47,491,709   463,519
  STORE Capital Corp.   10,788,044   423,431
  PS Business Parks Inc.   1,011,572   169,499
  Washington REIT   3,936,264   119,820
  American Assets Trust Inc.   2,494,598   113,654
  Colony Capital Inc.   22,736,642   106,180
  Essential Properties Realty Trust Inc.   3,750,730   103,558
  Empire State Realty Trust Inc.   7,432,377   100,783
  Global Net Lease Inc.   4,152,743   86,086
  Alexander & Baldwin Inc.   3,373,369   73,742
  Armada Hoffler Properties Inc.   2,606,873   47,810
  iStar Inc.   3,057,834   44,522
  Gladstone Commercial Corp.   1,526,251   32,540
  One Liberty Properties Inc.   732,234   20,019
§,*,2 Winthrop Realty Trust   1,892,511  
          3,093,337
Health Care REITs (8.7%)        
  Welltower Inc.   19,923,625   1,691,715
  Ventas Inc.   18,318,016   1,059,880
  Healthpeak Properties Inc.   24,145,203   868,986
  Medical Properties Trust Inc.   25,071,978   555,344
^ Omega Healthcare Investors Inc.   10,731,271   450,177
  Healthcare Trust of America Inc.   10,087,688   323,109
  Healthcare Realty Trust Inc.   6,353,875   229,121
  Sabra Health Care REIT Inc.   9,319,268   200,364
  National Health Investors Inc.   2,132,039   179,901
  Physicians Realty Trust   9,112,120   176,320
  CareTrust REIT Inc.   4,696,506   104,168
  Diversified Healthcare Trust   11,694,167   90,279
  LTC Properties Inc.   1,954,178   90,205
  Universal Health Realty Income Trust   642,248   79,221
  Community Healthcare Trust Inc.   907,172   42,791
  New Senior Investment Group Inc.   4,082,909   31,112
  Global Medical REIT Inc.   2,001,972   29,229
          6,201,922
Hotel & Resort REITs (3.3%)        
2 Host Hotels & Resorts Inc.   35,887,078   586,395
  Park Hotels & Resorts Inc.   11,787,567   258,619
  Ryman Hospitality Properties Inc.   2,402,643   204,297
  MGM Growth Properties LLC   5,594,172   178,678
  Service Properties Trust   8,087,091   174,519
  Apple Hospitality REIT Inc.   10,454,218   157,022
  Pebblebrook Hotel Trust   6,421,319   152,314
  Sunstone Hotel Investors Inc.   11,054,466   140,171
  RLJ Lodging Trust   8,462,772   131,681
  Xenia Hotels & Resorts Inc.   5,537,181   103,490
  DiamondRock Hospitality Co.   9,843,048   95,182
  Summit Hotel Properties Inc.   5,171,452   57,351
  Chatham Lodging Trust   2,304,535   37,679
  Hersha Hospitality Trust Class A   1,836,015   23,813

 

  8  

 

 

Real Estate Index Fund

 

          Market
          Value·
      Shares   ($000)
  CorePoint Lodging Inc.   1,986,855   18,180
  Ashford Hospitality Trust Inc.   4,764,644   11,721
  Braemar Hotels & Resorts Inc.   1,376,279   10,983
          2,342,095
Industrial REITs (7.6%)        
  Prologis Inc.   31,029,133   2,881,986
  Duke Realty Corp.   17,770,014   645,229
  Americold Realty Trust   8,944,275   308,309
  First Industrial Realty Trust Inc.   6,217,404   265,483
  Rexford Industrial Realty Inc.   5,394,998   259,985
  EastGroup Properties Inc.   1,846,398   251,239
  STAG Industrial Inc.   6,249,799   201,494
  Terreno Realty Corp.   3,222,593   184,526
  Lexington Realty Trust Class B   10,387,528   114,990
  Hannon Armstrong Sustainable Infrastructure Capital Inc.   3,228,363   110,055
  Industrial Logistics Properties Trust   3,199,430   73,235
^ Innovative Industrial Properties Inc.   815,274   72,967
  Monmouth Real Estate Investment Corp.   4,458,462   65,227
          5,434,725
Office REITs (8.4%)        
  Boston Properties Inc.   7,599,362   1,089,369
  Alexandria Real Estate Equities Inc.   5,576,140   910,026
  Vornado Realty Trust   8,443,345   555,319
  Kilroy Realty Corp.   4,964,327   409,905
  SL Green Realty Corp.   4,052,234   372,968
  Douglas Emmett Inc.   8,184,615   339,662
  Cousins Properties Inc.   7,145,693   292,473
  Hudson Pacific Properties Inc.   7,590,140   275,826
  Highwoods Properties Inc.   5,099,509   255,536
  JBG SMITH Properties   6,263,717   253,994
  Equity Commonwealth   5,995,435   196,590
  Corporate Office Properties Trust   5,503,451   163,838
  Piedmont Office Realty Trust Inc.   6,184,088   143,409
  Brandywine Realty Trust   8,663,015   135,316
  Paramount Group Inc.   9,205,345   129,427
  Columbia Property Trust Inc.   5,748,488   121,293
  Mack-Cali Realty Corp.   4,451,557   97,756
  Easterly Government Properties Inc.   3,501,335   84,767
  Office Properties Income Trust   2,364,599   80,467
  Franklin Street Properties Corp.   5,268,341   40,039
  City Office REIT Inc.   2,681,237   36,250
§ New York REIT Liquidating LLC   1,208   16
          5,984,246
Other (11.0%)3        
4,5 Vanguard Real Estate II Index Fund   346,574,081   7,847,621
           
Residential REITs (13.3%)        
  Equity Residential   18,232,144   1,514,727
  AvalonBay Communities Inc.   6,866,058   1,487,806
  Essex Property Trust Inc.   3,231,440   1,000,971
  Invitation Homes Inc.   26,435,080   831,912
  Mid-America Apartment Communities Inc.   5,606,759   769,303
  Sun Communities Inc.   4,457,735   722,911
  UDR Inc.   14,397,229   689,771
  Equity LifeStyle Properties Inc.   8,504,105   618,674
  Camden Property Trust   4,760,679   535,243
  Apartment Investment & Management Co.   7,318,976   385,783
  American Homes 4 Rent   13,267,509   362,601
  American Campus Communities Inc.   6,756,262   309,910
  Independence Realty Trust Inc.   4,433,719   65,043
  NexPoint Residential Trust Inc.   940,589   45,901
  Investors Real Estate Trust   570,721   42,062
  UMH Properties Inc.   1,786,776   28,231
  Front Yard Residential Corp.   2,511,323   26,946
  Preferred Apartment Communities Inc.   2,183,851   25,726
          9,463,521
Retail REITs (10.0%)        
  Simon Property Group Inc.   15,143,494   2,016,356
  Realty Income Corp.   15,645,528   1,226,766
  Regency Centers Corp.   7,818,290   485,047
  National Retail Properties Inc.   8,038,349   450,148

 

  9  

 

 

Real Estate Index Fund

 

 

          Market
          Value•
      Shares   ($000)
  Federal Realty Investment Trust   3,425,464   428,251
  Kimco Realty Corp.   20,753,165   395,348
  Brixmor Property Group Inc.   14,645,681   292,328
  Spirit Realty Capital Inc.   4,429,808   233,805
  Weingarten Realty Investors   6,010,466   174,905
  Agree Realty Corp.   2,063,532   156,684
  Retail Properties of America Inc.   10,503,617   127,619
^ Macerich Co.   5,555,588   123,945
  Urban Edge Properties   5,954,974   109,512
  Acadia Realty Trust   4,151,250   103,034
  SITE Centers Corp.   7,101,747   90,263
  Retail Opportunity Investments Corp.   5,090,196   84,345
  Taubman Centers Inc.   3,010,815   79,546
  Kite Realty Group Trust   4,129,613   71,029
^ American Finance Trust Inc.   5,225,102   67,770
^ Tanger Factory Outlet Centers Inc.   4,598,167   67,271
  RPT Realty   3,947,000   55,061
  Getty Realty Corp.   1,718,852   54,178
^ Seritage Growth Properties   1,420,676   52,167
  Alexander’s Inc.   112,933   36,441
  Saul Centers Inc.   679,162   33,537
  Urstadt Biddle Properties Inc. Class A   1,469,778   33,320
^ Washington Prime Group Inc.   9,171,898   27,607
  Retail Value Inc.   783,684   25,760
  Whitestone REIT   1,776,868   23,277
^ Pennsylvania REIT   3,616,615   14,249
  Cedar Realty Trust Inc.   4,374,363   11,373
§ Spirit MTA REIT   2,071,263   1,590
  Urstadt Biddle Properties Inc.   20,899   366
          7,152,898
Specialized REITs (29.7%)        
  American Tower Corp.   21,764,202   5,043,636
  Crown Castle International Corp.   20,440,318   3,062,777
  Equinix Inc.   4,170,071   2,459,216
  Public Storage   7,725,412   1,728,638
  SBA Communications Corp.   5,560,758   1,387,743
^ Digital Realty Trust Inc.   10,009,156   1,231,026
  Weyerhaeuser Co.   36,625,089   1,060,296
  Extra Space Storage Inc.   6,318,295   699,309
  VICI Properties Inc.   19,665,350   527,031
  Gaming and Leisure Properties Inc.   10,027,548   473,852
  Iron Mountain Inc.   14,115,925   446,204
  Lamar Advertising Co.   4,226,119   392,226
  CyrusOne Inc.   5,565,209   338,643
  CUBESMART   9,463,079   299,696
  EPR Properties   3,812,764   272,117
  Life Storage Inc.   2,293,211   259,546
  CoreSite Realty Corp.   1,813,609   213,008
  Outfront Media Inc.   7,046,974   209,577
  Rayonier Inc.   6,372,943   193,610
  QTS Realty Trust Inc.   2,719,248   154,671
  PotlatchDeltic Corp.   3,303,958   142,070
  Four Corners Property Trust Inc.   3,362,599   101,853
  National Storage Affiliates Trust   2,914,477   99,530
  GEO Group Inc.   5,962,460   94,207
  CoreCivic Inc.   5,854,253   93,375
^ Uniti Group Inc.   9,496,104   60,110
  CorEnergy Infrastructure Trust Inc.   665,562   30,350
  CatchMark Timber Trust Inc.   2,407,704   24,703
^ Safehold Inc.   497,860   22,384
  Jernigan Capital Inc.   1,090,687   21,803
          21,143,207
Total Equity Real Estate Investment Trusts (REITs) (Cost $56,490,070)       68,663,572
Real Estate Management & Development (3.3%)1        
Diversified Real Estate Activities (0.2%)        
* St. Joe Co.   1,774,598   37,284
  RMR Group Inc.   750,135   34,559
* Five Point Holdings LLC   2,535,556   20,563
* Tejon Ranch Co.   1,083,413   17,443
          109,849
Real Estate Development (0.4%)        
* Howard Hughes Corp.   2,014,856   245,168
* Forestar Group Inc.   810,918   16,437
          261,605
Real Estate Operating Companies (0.2%)        
  Kennedy-Wilson Holdings Inc.   6,308,380   136,009
* FRP Holdings Inc.   338,898   16,043
          152,052
Real Estate Services (2.5%)        
* CBRE Group Inc.   15,709,840   959,086
  Jones Lang LaSalle Inc.   2,533,397   430,222
  Cushman & Wakefield plc   4,800,530   92,266
*,^ Redfin Corp.   3,611,601   87,870
  Newmark Group Inc.   7,301,467   85,938

 

  10  

 

 

Real Estate Index Fund

 

 

          Market
          Value•
      Shares   ($000)
^ Realogy Holdings Corp.   5,619,905   59,515
* Marcus & Millichap Inc.   1,152,522   40,799
  RE/MAX Holdings Inc.   876,557   33,555
^ eXp World Holdings Inc.   1,072,458   11,840
*,^ Altisource Portfolio Solutions SA   318,938   5,932
          1,807,023
Total Real Estate Management & Development (Cost $2,210,826)       2,330,529
Temporary Cash Investment (0.8%)1        
Money Market Fund (0.8%)        
6,7 Vanguard Market Liquidity Fund, 1.730%
(Cost $561,225)
  5,611,811   561,293
Total Investments (100.5%)
(Cost $59,262,121)
      71,555,394
Other Assets and Liabilities (-0.5%)        
Other Assets       77,402
Liabilities7       (406,517)
          (329,115)
Net Assets (100%)       71,226,279
           
          Amount
          ($000)
Statement of Assets and Liabilities        
Assets        
Investments in Securities, at Value        
Unaffiliated Issuers       62,560,085
Affiliated Issuers       1,147,688
Vanguard Real Estate II Index Fund       7,847,621
Total Investments in Securities       71,555,394
Investment in Vanguard       2,738
Receivables for Accrued Income       37,704
Receivables for Capital Shares Issued       34,134
Other Assets       2,826
Total Assets       71,632,796
Liabilities        
Payables for Investment Securities Purchased       11,509
Collateral for Securities on Loan       335,671
Payables for Capital Shares Redeemed       26,934
Payables to Vanguard       17,817
Unrealized Depreciation—OTC Swap Contracts       1,451
Other Liabilities       13,135
Total Liabilities       406,517
Net Assets (100%)       71,226,279

 

  11  

 

 

Real Estate Index Fund

 

 

At January 31, 2020, net assets consisted of:

          Amount
          ($000)
Paid-in Capital       60,358,012
Total Distributable Earnings (Loss)       10,868,267
Net Assets       71,226,279
         
Investor Shares–Net Assets        
Applicable to 7,793,923 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       243,222
Net Asset Value Per Share–Investor Shares       $31.21
         
ETF Shares–Net Assets        
Applicable to 401,174,872 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       37,681,748
Net Asset Value Per Share–ETF Shares       $93.93
         
Admiral Shares–Net Assets        
Applicable to 174,831,681 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       23,274,094
Net Asset Value Per Share–Admiral Shares       $133.12
         
Institutional Shares–Net Assets        
Applicable to 486,657,445 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       10,027,215
Net Asset Value Per Share–Institutional Shares       $20.60

 

· See Note A in Notes to Financial Statements.

 

§ Security value determined using significant unobservable inputs.

 

* Non-income-producing security.

 

^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $308,329,000.

 

1 The fund invests a portion of its assets in investment securities through the use of swap contracts. After giving effect to swap investments, the fund’s effective investment securities and temporary cash investment positions represent 100.0% and 0.5%, respectively, of net assets.

 

2 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company. The total value of affiliated companies is $586,395,000.

 

3 “Other” represents securities that are not classified by the fund’s benchmark index.

 

4 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.

 

5 Represents a wholly owned subsidiary of the fund. See accompanying financial statements for Vanguard Real Estate II Index Fund’s Statement of Net Assets.

 

6 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.

 

7 Collateral of $335,671,000 was received for securities on loan.

 

REIT—Real Estate Investment Trust.

 

OTC—Over-the-Counter.

 

  12  

 

 

Real Estate Index Fund

 

 

Derivative Financial Instruments Outstanding as of Period End

 

Over-the-Counter Total Return Swaps

                Floating          
                Interest          
                Rate   Value and   Value and  
            Notional   Received   Unrealized   Unrealized  
    Termination       Amount   (Paid) 1 Appreciation   (Depreciation )
Reference Entity   Date   Counterparty   ($000 ) (% ) ($000 ) ($000 )
Digital Realty Trust Inc.   2/2/21   GSI   29,423   (1.655 )   (644 )
Federal Realty Investment Trust   2/2/21   GSI   32,614   (1.655 )   (109 )
Regency Centers Corp.   2/2/21   GSI   26,204   (1.655 )   (147 )
Retail Opportunity Investments Corp.   2/2/21   GSI   8,819   (1.655 )   (37 )
Seritage Growth Properties   2/2/21   GSI   11,352   (1.655 )   (336 )
VEREIT Inc.   2/2/21   GSI   43,032   (1.655 )   (88 )
VICI Properties Inc.   2/2/21   GSI   80,490   (1.655 )   (90 )
                      (1,451 )

 

1 Payment received/paid monthly.

GSI—Goldman Sachs International.

 

At January 31, 2020, a counterparty had deposited in a segregated account securities with a value of $3,153,000 in connection with open over-the-counter swap contracts.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  13  

 

 

Real Estate Index Fund

 

 

Statement of Operations

 

 

    Year Ended  
    January 31, 2020  
    ($000 )
Investment Income      
Income      
Dividends—Unaffiliated Issuers   1,541,260  
Dividends—Affiliated Issuers   51,302  
Dividends—Vanguard Real Estate II Index Fund   199,690  
Interest—Unaffiliated Issuers   4  
Interest—Affiliated Issuers   5,704  
Securities Lending—Net   4,165  
Total Income   1,802,125  
Expenses      
The Vanguard Group—Note B      
Investment Advisory Services   4,147  
Management and Administrative—Investor Shares   2,296  
Management and Administrative—ETF Shares   35,158  
Management and Administrative—Admiral Shares   21,415  
Management and Administrative—Institutional Shares   7,776  
Marketing and Distribution—Investor Shares   85  
Marketing and Distribution—ETF Shares   1,802  
Marketing and Distribution—Admiral Shares   1,126  
Marketing and Distribution—Institutional Shares   317  
Custodian Fees   107  
Auditing Fees   38  
Shareholders’ Reports—Investor Shares   13  
Shareholders’ Reports—ETF Shares   1,190  
Shareholders’ Reports—Admiral Shares   292  
Shareholders’ Reports—Institutional Shares   77  
Trustees’ Fees and Expenses   29  
Total Expenses   75,868  
Expenses Paid Indirectly   (134 )
Net Expenses   75,734  
Net Investment Income   1,726,391  
Realized Net Gain (Loss)      
Capital Gain Distributions Received—Unaffiliated Issuers   283,714  
Capital Gain Distributions Received—Affiliated Issuers   2,665  
Capital Gain Distributions Received—Vanguard Real Estate II Index Fund    
Investment Securities Sold—Unaffiliated Issuers1   2,130,323  
Investment Securities Sold—Affiliated Issuers1   14,533  
Investment Securities Sold—Vanguard Real Estate II Index Fund    

 

  14  

 

 

Real Estate Index Fund

 

 

 

 

Statement of Operations (continued)

    Year Ended  
    January 31, 2020  
    ($000 )
Futures Contracts   340  
Swap Contracts   26,816  
Realized Net Gain (Loss)   2,458,391  
Change in Unrealized Appreciation (Depreciation)      
Investment Securities—Unaffiliated Issuers   5,005,277  
Investment Securities—Affiliated Issuers   (20,621 )
Investment Securities—Vanguard Real Estate II Index Fund   928,467  
Swap Contracts   (1,451 )
Change in Unrealized Appreciation (Depreciation)   5,911,672  
Net Increase (Decrease) in Net Assets Resulting from Operations   10,096,454  

 

1 Includes $2,366,459,000 of net gain (loss) resulting from in-kind redemptions; such gain (loss) is not taxable to the fund.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  15  

 

 

Real Estate Index Fund

 

Statement of Changes in Net Assets

 

 

    Year Ended January 31,  
    2020   2019  
    ($000 ) ($000 )
Increase (Decrease) in Net Assets          
Operations          
Net Investment Income   1,726,391   1,817,544  
Realized Net Gain (Loss)   2,458,391   924,880  
Change in Unrealized Appreciation (Depreciation)   5,911,672   2,345,988  
Net Increase (Decrease) in Net Assets Resulting from Operations   10,096,454   5,088,412  
Distributions          
Net Investment Income          
Investor Shares   (22,650 ) (62,454 )
ETF Shares   (921,879 ) (1,028,975 )
Admiral Shares   (554,006 ) (579,344 )
Institutional Shares   (244,373 ) (269,632 )
Realized Capital Gain          
Investor Shares      
ETF Shares      
Admiral Shares      
Institutional Shares      
Return of Capital          
Investor Shares   (7,475 ) (20,882 )
ETF Shares   (304,249 ) (344,053 )
Admiral Shares   (182,839 ) (193,713 )
Institutional Shares   (80,651 ) (90,156 )
Total Distributions   (2,318,122 ) (2,589,209 )
Capital Share Transactions          
Investor Shares   (1,748,144 ) (355,274 )
ETF Shares   2,721,882   (2,701,593 )
Admiral Shares   2,583,346   (367,595 )
Institutional Shares   734,197   (371,447 )
Net Increase (Decrease) from Capital Share Transactions   4,291,281   (3,795,909 )
Total Increase (Decrease)   12,069,613   (1,296,706 )
Net Assets          
Beginning of Period   59,156,666   60,453,372  
End of Period   71,226,279   59,156,666  

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  16  

 

 

Real Estate Index Fund

 

 

Financial Highlights

 

 

Investor Shares

 

For a Share Outstanding Year Ended January 31,  
Throughout Each Period 2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period $27.69   $26.40   $27.38   $25.59   $28.73  
Investment Operations                    
Net Investment Income .719 1  .787 1  .761 1  .746   .711  
Net Realized and Unrealized Gain (Loss) on Investments 3.801   1.639   (.614 ) 2.324   (2.851 )
Total from Investment Operations 4.520   2.426   .147   3.070   (2.140 )
Distributions                    
Dividends from Net Investment Income (.752 ) (.851 ) (.788 ) (.752 ) (.695 )
Distributions from Realized Capital Gains     (.011 ) (.187 )  
Return of Capital (.248 ) (.285 ) (.328 ) (.341 ) (.305 )
Total Distributions (1.000 ) (1.136 ) (1.127 ) (1.280 ) (1.000 )
Net Asset Value, End of Period $31.21   $27.69   $26.40   $27.38   $25.59  
                     
Total Return2 16.59%   9.53%   0.45%   12.07%   -7.44%  
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions) $243   $1,871   $2,143   $2,603   $2,621  
Ratio of Total Expenses to Average Net Assets 0.26%   0.25%   0.26%   0.26%   0.26%  
Ratio of Net Investment Income to Average Net Assets 2.48%   3.02%   2.87%   2.60%   2.66%  
Portfolio Turnover Rate3 6%   24%   6%   7%   11%  

 

1 Calculated based on average shares outstanding.

 

2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.

 

3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  17  

 

 

Real Estate Index Fund

 

 

Financial Highlights

 

 

ETF Shares

 

For a Share Outstanding     Year Ended January 31,  
Throughout Each Period 2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period $83.36   $79.47   $82.43   $77.05   $86.49  
Investment Operations                    
Net Investment Income 2.335 1 2.487 1 2.499 1 2.334   2.217  
Net Realized and Unrealized Gain (Loss) on Investments 11.379   4.934   (1.945 ) 7.022   (8.533 )
Total from Investment Operations 13.714   7.421   .554   9.356   (6.316 )
Distributions                    
Dividends from Net Investment Income (2.364 ) (2.646 ) (2.458 ) (2.353 ) (2.170 )
Distributions from Realized Capital Gains     (.034 ) (.563 )  
Return of Capital (.780 ) (.885 ) (1.022 ) (1.060 ) (.954 )
Total Distributions (3.144 ) (3.531 ) (3.514 ) (3.976 ) (3.124 )
Net Asset Value, End of Period $93.93   $83.36   $79.47   $82.43   $77.05  
                     
Total Return 16.70%   9.70%   0.59%   12.25%   -7.31%  
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions) $37,682   $30,857   $32,377   $33,527   $27,007  
Ratio of Total Expenses to Average Net Assets 0.12%   0.12%   0.12%   0.12%   0.12%  
Ratio of Net Investment Income to Average Net Assets 2.60%   3.15%   3.01%   2.74%   2.80%  
Portfolio Turnover Rate2 6%   24%   6%   7%   11%  

 

1 Calculated based on average shares outstanding.

 

2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  18  

 

 

Real Estate Index Fund

 

 

Financial Highlights

 

 

Admiral Shares

 

For a Share Outstanding         Year Ended January 31,  
Throughout Each Period 2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period $118.14   $112.63   $116.83   $109.19   $122.58  
Investment Operations                    
Net Investment Income 3.315 1 3.507 1 3.538 1 3.306   3.142  
Net Realized and Unrealized Gain (Loss) on Investments 16.121   7.008   (2.761 ) 9.966   (12.105 )
Total from Investment Operations 19.436   10.515   .777   13.272   (8.963 )
Distributions                    
Dividends from Net Investment Income (3.350 ) (3.751 ) (3.483 ) (3.333 ) (3.076 )
Distributions from Realized Capital Gains     (.048 ) (.798 )  
Return of Capital (1.106 ) (1.254 ) (1.447 ) (1.501 ) (1.351 )
Total Distributions (4.456 ) (5.005 ) (4.978 ) (5.632 ) (4.427 )
Net Asset Value, End of Period $133.12   $118.14   $112.63   $116.83   $109.19  
                     
Total Return2 16.73%   9.69%   0.58%   12.23%   -7.30%  
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions) $23,274   $18,223   $17,757   $18,337   $15,029  
Ratio of Total Expenses to Average Net Assets 0.12%   0.11%   0.12%   0.12%   0.12%  
Ratio of Net Investment Income to Average Net Assets 2.60%   3.16%   3.01%   2.74%   2.80%  
Portfolio Turnover Rate3 6%   24%   6%   7%   11%  

 

1 Calculated based on average shares outstanding.

 

2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.

 

3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  19  

 

 

Real Estate Index Fund

 

 

Financial Highlights

 

 

Institutional Shares

 

For a Share Outstanding         Year Ended January 31,  
Throughout Each Period 2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period $18.28   $17.43   $18.08   $16.90   $18.97  
Investment Operations                    
Net Investment Income .518 1 .543 1 .568 1 .515   .489  
Net Realized and Unrealized Gain (Loss) on Investments 2.496   1.085   (.444 ) 1.540   (1.870 )
Total from Investment Operations 3.014   1.628   .124   2.055   (1.381 )
Distributions                    
Dividends from Net Investment Income (.522 ) (.583 ) (.542 ) (.519 ) (.479 )
Distributions from Realized Capital Gains     (.007 ) (.123 )  
Return of Capital (.172 ) (.195 ) (.225 ) (.233 ) (.210 )
Total Distributions (.694 ) (.778 ) (.774 ) (.875 ) (.689 )
Net Asset Value, End of Period $20.60   $18.28   $17.43   $18.08   $16.90  
                     
Total Return 16.77%   9.70%   0.60%   12.23%   -7.27%  
                     
Ratios/Supplemental Data                    
Net Assets, End of Period (Millions) $10,027   $8,206   $8,176   $7,799   $6,785  
Ratio of Total Expenses to Average Net Assets 0.10%   0.09%   0.10%   0.10%   0.10%  
Ratio of Net Investment Income to Average Net Assets 2.63%   3.18%   3.03%   2.76%   2.82%  
Portfolio Turnover Rate2 6%   24%   6%   7%   11%  

 

1 Calculated based on average shares outstanding.

 

2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  20  

 

 

Real Estate Index Fund

 

 

Notes to Financial Statements

 

 

Vanguard Real Estate Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker.

 

As a part of its principal investment strategy, the fund attempts to replicate its benchmark index by investing all, or substantially all, of its assets—either directly or indirectly through a wholly owned subsidiary—in the stocks that make up the index. Vanguard Real Estate II Index Fund is the wholly owned subsidiary in which the fund has invested a portion of its assets. For additional financial information about the Real Estate II Index Fund, refer to the accompanying financial statements.

 

A.  The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1.  Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in affiliated Vanguard funds are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2.  Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

 

Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Assets and Liabilities. Fluctuations in the value of the contracts are recorded in the Statement of Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

 

  21  

 

 

Real Estate Index Fund

 

 

 

 

 

During the year ended January 31, 2020, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund had no open futures contracts at January 31, 2020.

 

3.  Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund generally invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

 

The notional amounts of swap contracts are not recorded in the Statement of Assets and Liabilities. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded.

 

A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

 

During the year ended January 31, 2020, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

 

4.  Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

 

  22  

 

 

Real Estate Index Fund

 

 

 

 

 

5.  Distributions: Distributions to shareholders are recorded on the ex-dividend date. The portion of distributions that exceeds a fund’s current and accumulated earnings and profits, as measured on a tax basis, constitute a non-taxable return of capital. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

6.  Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Assets and Liabilities for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

7.  Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

8. Other: Distributions received from investment securities are recorded on the ex-dividend date. Each investment security reports annually the tax character of its distributions. Dividend income, capital gain distributions received, and unrealized appreciation (depreciation) reflect the amounts of taxable income, capital gain, and return of capital reported by the investment securities, and management’s estimates of such amounts for investment security distributions for which actual information has not been reported. Income, capital gain, and return of capital distributions received from affiliated Vanguard funds are recorded on ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the

 

  23  

 

 

Real Estate Index Fund

 

 

 

 

 

lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

 

B.  In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Assets and Liabilities. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $2,738,000, representing less than 0.01% of the fund’s net assets and 1.10% of Vanguard’s capital received pursuant to the FSA. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

 

C.  The fund’s custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing account. For the year ended January 31, 2020, custodian fee offset arrangements reduced the fund’s expenses by $134,000 (an annual rate of less than 0.01% of average net assets).

 

D.  Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

 

  24  

 

 

Real Estate Index Fund

 

 

 

 

 

The following table summarizes the market value of the fund’s investments and derivatives as of January 31, 2020, based on the inputs used to value them:

 

  Level 1   Level 2   Level 3  
Investments ($000 ) ($000 ) ($000 )
Common Stocks 70,992,495     1,606  
Temporary Cash Investments 561,293      
Swap Contracts—Liabilities   (1,451 )  
Total 71,553,788   (1,451 ) 1,606  

 

E.  Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for in-kind redemptions and swap agreements were reclassified between the following accounts:

 

  Amount  
  ($000 )
Paid-in Capital 2,366,459  
Total Distributable Earnings (Loss) (2,366,459 )

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain swap agreements. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

  Amount  
  ($000 )
Undistributed Ordinary Income  
Undistributed Tax-Exempt Income  
Undistributed Long-Term Gains  
Capital Loss Carryforwards (Non-expiring)* (1,509,620 )
Net Unrealized Gains (Losses) 12,293,273  

 

* The fund used capital loss carryforwards of $40,084,000 to offset taxable capital gains realized during the year ended January 31, 2020.

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

  Amount  
  ($000 )
Tax Cost 59,262,121  
Gross Unrealized Appreciation 15,718,650  
Gross Unrealized Depreciation (3,425,377 )
Net Unrealized Appreciation (Depreciation) 12,293,273  

 

  25  

 

 

Real Estate Index Fund

 

 

 

 

 

F.  During the year ended January 31, 2020, the fund purchased $16,033,654,000 of investment securities and sold $11,579,557,000 of investment securities, other than temporary cash investments. Purchases and sales include $10,268,399,000 and $7,738,448,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

 

G.  Capital share transactions for each class of shares were:

 

          Year Ended January 31,  
  2020   2019  
  Amount   Shares   Amount   Shares  
  ($000 ) (000 ) ($000 ) (000 )
Investor Shares                
Issued 395,906   13,631   202,254   7,803  
Issued in Lieu of Cash Distributions 28,280   981   77,560   2,978  
Redeemed1 (2,172,330 ) (74,391 ) (635,088 ) (24,392 )
Net Increase (Decrease)—Investor Shares (1,748,144 ) (59,779 ) (355,274 ) (13,611 )
ETF Shares                
Issued 10,501,566   118,494   8,087,624   102,051  
Issued in Lieu of Cash Distributions        
Redeemed (7,779,684 ) (87,500 ) (10,789,217 ) (139,300 )
Net Increase (Decrease)—ETF Shares 2,721,882   30,994   (2,701,593 ) (37,249 )
Admiral Shares                
Issued1 5,327,904   42,120   2,761,716   24,919  
Issued in Lieu of Cash Distributions 647,759   5,156   680,270   6,116  
Redeemed (3,392,317 ) (26,697 ) (3,809,581 ) (34,442 )
Net Increase (Decrease)—Admiral Shares 2,583,346   20,579   (367,595 ) (3,407 )
Institutional Shares                
Issued 2,004,257   102,367   1,757,587   102,091  
Issued in Lieu of Cash Distributions 306,680   15,790   338,704   19,682  
Redeemed (1,576,740 ) (80,293 ) (2,467,738 ) (142,026 )
Net Increase (Decrease)—Institutional Shares 734,197   37,864   (371,447 ) (20,253 )

 

1 In November 2018, the fund announced changes to the availability and minimum investment criteria of the Investor and Admiral share classes. As a result, all of the outstanding Investor Shares automatically converted to Admiral Shares beginning in April 2019, with the exception of those held by Vanguard funds and certain other institutional investors. Investor Shares—Redeemed and Admiral Shares—Issued include 57,968,000 and 13,589,000 shares, respectively, in the amount of $1,688,895,000 from the conversion during the year ended January 31, 2020.

 

  26  

 

 

Real Estate Index Fund

 

 

 

 

 

H.  Certain of the fund’s investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company or the issuer is another member of The Vanguard Group. Transactions during the period in securities of these companies were as follows:

 

      Current Period Transactions    
  Jan. 31,       Proceeds   Realized               Jan. 31,  
  2019       from   Net   Change in       Capital Gain   2020  
  Market   Purchases   Securities   Gain   Unrealized       Distributions   Market  
  Value   at Cost   Sold1   (Loss)   App. (Dep.)   Income   Received   Value  
  ($000 ) ($000 ) ($000 ) ($000 ) ($000 ) ($000 ) ($000 ) ($000 )
Brookfield Property REIT Inc. 137,387   1,249   149,263   (7,667 ) 21,133        
Host Hotels & Resorts Inc. NA2   152,118   140,437   3,615   (66,162 ) 29,894   616   586,395  
iStar Inc. NA3   7,960   10,326   497   15,443   64   1,214   NA3  
Omega Healthcare Investors Inc. NA3   203,469   75,247   18,019   10,368   21,344   835   NA3  
Vanguard Market Liquidity Fund 801,441   NA4   NA4   69   52   5,704     561,293  
Vanguard Real Estate II Index Fund 6,719,464   265,125       928,467   199,690     7,847,621  
Winthrop Realty Trust 2,061         (1,455 )      
Total 7,660,353   629,921   375,273   14,533   907,846   256,696   2,665   8,995,309  

 

1 Does not include adjustments to related return of capital.
2 Not applicable—at January 31, 2019, the issuer was not an affiliated company of the fund.
3 Not applicable—at January 31, 2019, and January 31, 2020, the issuer was not an affiliated company of the fund, but it was affiliated during the year.
4 Not applicable—purchases and sales are for temporary cash investment purposes.

 

I.  Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

  27  

 

 

  

Real Estate II Index Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

 

Cumulative Performance: September 26, 2017, Through January 31, 2020

Initial Investment of $100,000,000

 

 

 

    Average Annual Total Returns
Periods Ended January 31, 2020
 
    One
Year
Since
Inception
(9/26/2017)
Final Value
of a $100,000,000
Investment
Real Estate II Index Fund 16.78% 9.74% $124,382,109
Real Estate Spliced Index 16.82 9.81 124,572,985
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 12.93 133,035,562

Real Estate Spliced Index: MSCI US REIT Index adjusted to include a 2% cash position (Lipper Money Market Average) through April 30, 2009; MSCI US REIT Index through February 1, 2018; MSCI US Investable Market Real Estate 25/50 Transition Index through July 24, 2018; MSCI US Investable Market Real Estate 25/50 Index thereafter.

 

“Since Inception” performance is calculated from the fund’s inception date for both the fund and its comparative standard(s).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See Financial Highlights for dividend and capital gains information.

  

  28  

 

 

 

Real Estate II Index Fund

 

 

Sector Diversification

As of January 31, 2020

  

Diversified Real Estate Activities 0.2%
Diversified REITs 4.6
Health Care REITs 9.8
Hotel & Resort REITs 3.7
Industrial REITs 8.6
Office REITs 9.5
Real Estate Development 0.4
Real Estate Operating Companies 0.2
Real Estate Services 2.9
Residential REITs 15.0
Retail REITs 11.4
Specialized REITs 33.7

The table reflects the fund’s equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (“GICS”), except for the “Other” category (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

  

 

 

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of MSCI Inc. (“MSCI”) and Standard and Poor’s, a division of McGraw-Hill Companies, Inc. (“S&P”), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

  

  29  

 

  

Real Estate II Index Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov.

 

        Market  
        Value•  
    Shares   ($000 )
Equity Real Estate Investment Trusts (REITs) (95.9%)1  
Diversified REITs (4.6%)      
  WP Carey Inc. 1,039,250   87,422  
  Liberty Property Trust 951,956   59,640  
  STORE Capital Corp. 1,335,436   52,416  
  VEREIT Inc. 3,372,558   32,916  
  PS Business Parks Inc. 125,241   20,985  
  Washington REIT 487,923   14,852  
  American Assets Trust Inc. 308,856   14,072  
  Colony Capital Inc. 2,819,083   13,165  
  Essential Properties Realty Trust Inc. 464,351   12,821  
  Empire State Realty Trust Inc. 920,792   12,486  
  Global Net Lease Inc. 515,635   10,689  
  Alexander & Baldwin Inc. 417,544   9,128  
  Armada Hoffler Properties Inc. 323,727   5,937  
  iStar Inc. 378,171   5,506  
  Gladstone Commercial Corp. 188,378   4,016  
  One Liberty Properties Inc. 90,548   2,476  
        358,527  
Health Care REITs (9.8%)        
  Welltower Inc. 2,466,385   209,421  
  Ventas Inc. 2,267,555   131,201  
  Healthpeak Properties Inc. 2,988,885   107,570  
  Medical Properties Trust Inc. 3,103,093   68,734  
  Omega Healthcare Investors Inc. 1,328,425   55,727  
  Healthcare Trust of America Inc. 1,248,503   39,990  
  Healthcare Realty Trust Inc. 786,337   28,355  
  Sabra Health Care REIT Inc. 1,153,097   24,792  
  National Health Investors Inc. 263,913   22,269  
  Physicians Realty Trust 1,127,576   21,819  
  CareTrust REIT Inc. 581,375   12,895  
  Diversified Healthcare Trust 1,449,773   11,192  
  LTC Properties Inc. 241,711   11,157  
  Universal Health Realty Income Trust 79,428   9,797  
  Community Healthcare Trust Inc. 112,174   5,291  
  New Senior Investment Group Inc. 505,706   3,853  
  Global Medical REIT Inc. 248,538   3,629  
        767,692  
Hotel & Resort REITs (3.7%)        
  Host Hotels & Resorts Inc. 4,442,420   72,589  
  Park Hotels & Resorts Inc. 1,460,177   32,036  
  Ryman Hospitality Properties Inc. 297,395   25,287  
  MGM Growth Properties LLC 692,710   22,125  
  Service Properties Trust 1,000,632   21,594  
  Apple Hospitality REIT Inc. 1,293,947   19,435  
  Pebblebrook Hotel Trust 794,503   18,846  
  Sunstone Hotel Investors Inc. 1,367,608   17,341  
  RLJ Lodging Trust 1,047,702   16,302  
  Xenia Hotels & Resorts Inc. 685,474   12,812  
  DiamondRock Hospitality Co. 1,219,324   11,791  
  Summit Hotel Properties Inc. 639,604   7,093  
  Chatham Lodging Trust 285,002   4,660  
  Hersha Hospitality Trust Class A 225,730   2,928  
  CorePoint Lodging Inc. 244,420   2,236  

  

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Real Estate II Index Fund

  

 

      Market  
        Value•  
    Shares   ($000 )
  Ashford Hospitality Trust Inc. 587,373   1,445  
  Braemar Hotels & Resorts Inc. 169,658   1,354  
        289,874  
Industrial REITs (8.6%)        
  Prologis Inc. 3,841,171   356,768  
  Duke Realty Corp. 2,199,732   79,872  
  Americold Realty Trust 1,108,140   38,198  
  First Industrial Realty Trust Inc. 769,931   32,876  
  Rexford Industrial Realty Inc. 668,005   32,191  
  EastGroup Properties Inc. 228,584   31,104  
  STAG Industrial Inc. 773,655   24,943  
  Terreno Realty Corp. 398,935   22,843  
  Lexington Realty Trust Class B 1,288,193   14,260  
  Hannon Armstrong Sustainable Infrastructure Capital Inc. 400,335   13,647  
  Industrial Logistics Properties Trust 396,036   9,065  
^ Innovative Industrial Properties Inc. 100,949   9,035  
  Monmouth Real Estate Investment Corp. 553,989   8,105  
        672,907  
Office REITs (9.4%)        
  Boston Properties Inc. 940,666   134,844  
  Alexandria Real Estate Equities Inc. 690,279   112,654  
  Vornado Realty Trust 1,045,205   68,743  
  Kilroy Realty Corp. 614,437   50,734  
  SL Green Realty Corp. 501,528   46,161  
  Douglas Emmett Inc. 1,013,220   42,049  
  Cousins Properties Inc. 884,853   36,217  
  Hudson Pacific Properties Inc. 939,578   34,144  
  Highwoods Properties Inc. 631,418   31,640  
  JBG SMITH Properties 775,330   31,440  
  Equity Commonwealth 742,744   24,355  
  Corporate Office Properties Trust 681,369   20,284  
  Piedmont Office Realty Trust Inc. 766,538   17,776  
  Brandywine Realty Trust 1,071,706   16,740  
  Paramount Group Inc. 1,140,943   16,042  
  Columbia Property Trust Inc. 711,804   15,019  
  Mack-Cali Realty Corp. 552,202   12,126  
  Easterly Government Properties Inc. 434,339   10,515  
  Office Properties Income Trust 292,668   9,959  
  Franklin Street Properties Corp. 653,021   4,963  
  City Office REIT Inc. 331,630   4,484  
        740,889  
Residential REITs (14.9%)        
  Equity Residential 2,256,977   187,510  
  AvalonBay Communities Inc. 849,945   184,174  
  Essex Property Trust Inc. 400,019   123,910  
  Invitation Homes Inc. 3,272,589   102,988  
  Mid-America Apartment Communities Inc. 694,096   95,237  
  Sun Communities Inc. 551,857   89,495  
  UDR Inc. 1,782,108   85,381  
  Equity LifeStyle Properties Inc. 1,052,748   76,587  
  Camden Property Trust 589,260   66,250  
  Apartment Investment & Management Co. 906,158   47,764  
  American Homes 4 Rent 1,642,722   44,896  
  American Campus Communities Inc. 836,145   38,354  
  Independence Realty Trust Inc. 548,637   8,048  
  NexPoint Residential Trust Inc. 116,318   5,676  
  Investors Real Estate Trust 70,683   5,209  
  UMH Properties Inc. 221,251   3,496  
  Front Yard Residential Corp. 311,169   3,339  
  Preferred Apartment Communities Inc. 269,596   3,176  
        1,171,490  
Retail REITs (11.4%)        
  Simon Property Group Inc. 1,874,568   249,599  
  Realty Income Corp. 1,936,724   151,859  
  Regency Centers Corp. 1,019,629   63,258  
  Federal Realty Investment Trust 456,143   57,027  
  National Retail Properties Inc. 995,022   55,721  
  Kimco Realty Corp. 2,568,841   48,936  
  Brixmor Property Group Inc. 1,812,773   36,183  
  Spirit Realty Capital Inc. 548,308   28,940  
  Weingarten Realty Investors 743,347   21,631  
  Agree Realty Corp. 255,379   19,391  
  

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Real Estate II Index Fund

 

 

 

      Market  
        Value•  
    Shares   ($000 )

  Retail Properties of America Inc. 1,301,343   15,811  
^ Macerich Co. 687,708   15,343  
  Urban Edge Properties 737,692   13,566  
  Acadia Realty Trust 514,080   12,759  
  Retail Opportunity Investments Corp. 695,808   11,530  
  SITE Centers Corp. 878,528   11,166  
  Taubman Centers Inc. 373,171   9,859  
  Kite Realty Group Trust 512,552   8,816  
  American Finance Trust Inc. 646,364   8,383  
^ Tanger Factory Outlet Centers Inc. 571,081   8,355  
^ Seritage Growth Properties 213,305   7,833  
  RPT Realty 487,993   6,807  
  Getty Realty Corp. 212,341   6,693  
  Alexander’s Inc. 14,006   4,519  
  Saul Centers Inc. 83,911   4,144  
  Urstadt Biddle Properties Inc. 182,306   4,133  
^ Washington Prime Group Inc. 1,134,262   3,414  
  Retail Value Inc. 97,024   3,189  
  Whitestone REIT 219,605   2,877  
^ Pennsylvania REIT 445,913   1,757  
  Cedar Realty Trust Inc. 539,698   1,403  
§ Spirit MTA REIT 257,871   198  
        895,100  
Specialized REITs (33.5%)        
  American Tower Corp. 2,694,308   624,379  
  Crown Castle International Corp. 2,530,386   379,153  
  Equinix Inc. 516,235   304,439  
  Public Storage 956,363   213,996  
  SBA Communications Corp. 688,398   171,797  
  Digital Realty Trust Inc. 1,267,998   155,951  
  Weyerhaeuser Co. 4,533,588   131,247  
  Extra Space Storage Inc. 782,162   86,570  
  VICI Properties Inc. 2,805,681   75,192  
  Gaming and Leisure Properties Inc. 1,241,375   58,661  
  Iron Mountain Inc. 1,747,311   55,233  
  Lamar Advertising Co. 523,092   48,548  
  CyrusOne Inc. 688,905   41,920  
  CubeSmart 1,171,255   37,094  
  EPR Properties 472,174   33,699  
  Life Storage Inc. 283,888   32,130  
  CoreSite Realty Corp. 224,506   26,368  
  Outfront Media Inc. 872,293   25,942  
  Rayonier Inc. 788,861   23,966  
  QTS Realty Trust Inc. 336,609   19,146  
  PotlatchDeltic Corp. 408,805   17,579  
  Four Corners Property Trust Inc. 416,766   12,624  
  National Storage Affiliates Trust 361,451   12,344  
  GEO Group Inc. 739,245   11,680  
  CoreCivic Inc. 725,712   11,575  
  Uniti Group Inc. 1,175,312   7,440  
  CorEnergy Infrastructure Trust Inc. 82,266   3,751  
  CatchMark Timber Trust Inc. 299,263   3,070  
  Safehold Inc. 61,569   2,768  
  Jernigan Capital Inc. 135,002   2,699  
        2,630,961  
Total Equity Real Estate Investment Trusts (REITs) (Cost $6,397,555)     7,527,440  
Real Estate Management & Development (3.7%)1        
Diversified Real Estate Activities (0.2%)        
* St. Joe Co. 219,248   4,606  
  RMR Group Inc. 92,590   4,266  
* Five Point Holdings LLC 314,537   2,551  
* Tejon Ranch Co. 133,376   2,147  
        13,570  
Real Estate Development (0.4%)        
* Howard Hughes Corp. 249,420   30,349  
* Forestar Group Inc. 99,881   2,025  
        32,374  
Real Estate Operating Companies (0.2%)        
  Kennedy-Wilson        
  Holdings Inc. 780,944   16,837  
* FRP Holdings Inc. 41,809   1,980  
        18,817  
Real Estate Services (2.9%)        
* CBRE Group Inc. 1,944,891   118,736  
  Jones Lang LaSalle Inc. 313,776   53,285  
  Cushman & Wakefield plc 595,294   11,442  
* Redfin Corp. 447,067   10,877  
  Newmark Group Inc. 905,452   10,657  
  Realogy Holdings Corp. 695,608   7,366  
* Marcus & Millichap Inc. 142,221   5,035  
  RE/MAX Holdings Inc. 108,518   4,154  
^ eXp World Holdings Inc. 132,165   1,459  
* Altisource Portfolio Solutions SA 39,509   735  
        223,746  
Total Real Estate Management & Development (Cost $269,070)     288,507  

  

  32  

 

 

Real Estate II Index Fund

 

 

      Market  
        Value•  
    Shares   ($000 )

Temporary Cash Investment (0.7%)1        
Money Market Fund (0.7%)        
2,3 Vanguard Market Liquidity Fund, 1.730%
(Cost $56,247)
562,423   56,253  
Total Investments (100.3%)
(Cost $6,722,872)
  7,872,200  
           
        Amount
($000
)
Other Assets and Liabilities (-0.3%)      
Other Assets        
Investment in Vanguard     341  
Receivables for Accrued Income     4,669  
Other Assets     852  
Total Other Assets     5,862  
Liabilities        
Payables for Investment Securities Purchased     (23)  
Collateral for Securities on Loan     (30,045)  
Payables to Vanguard     (312)  
Unrealized Depreciation—OTC Swap Contracts     (61)  
Total Liabilities     (30,441)  
Net Assets (100%)        
Applicable to 346,574,081 outstanding $.001 par value shares of beneficial interest (unlimited authorization)     7,847,621  
Net Asset Value Per Share     $22.64  
         
At January 31, 2020, net assets consisted of:        
         
      Amount
($000
) 
Paid-in Capital     6,738,981  
Total Distributable Earnings (Loss)     1,108,640  
Net Assets     7,847,621  

See Note A in Notes to Financial Statements.

^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $27,381,000.
§ Security value determined using significant unobservable inputs.
* Non-income-producing security.

1 The fund invests a portion of its assets in investment securities through the use of swap contracts. After giving effect to swap investments, the fund’s effective investment securities and temporary cash investment positions represent 100.0% and 0.3%, respectively, of net assets.

2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.

3

Collateral of $30,045,000 was received for securities on loan.

REIT—Real Estate Investment Trust.

  OTC—Over-the-Counter.

  

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Real Estate II Index Fund

 

 

Derivative Financial Instruments Outstanding as of Period End

 

Over-the-Counter Total Return Swaps

        Floating    
        Interest    
        Rate Value and Value and
      Notional Received Unrealized Unrealized
  Termination   Amount (Paid)1 Appreciation (Depreciation)
Reference Entity Date Counterparty ($000) (%) ($000) ($000)
VEREIT Inc. 2/2/21 GSI 29,829 (1.655) (61)

1 Payment received/paid monthly.

GSI—Goldman Sachs International.

 

At January 31, 2020, a counterparty had deposited in a segregated account securities with a value of $802,000 in connection with open over-the-counter swap contracts.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

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Real Estate II Index Fund

 

 

Statement of Operations

 

 

  Year Ended
  January 31, 2020
  ($000)
Investment Income  
Income  
Dividends 198,805
Interest1 400
Securities Lending—Net 417
Total Income 199,622
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,100
Management and Administrative 4,733
Custodian Fees 25
Auditing Fees 42
Trustees’ Fees and Expenses 3
Total Expenses 5,903
Expenses Paid Indirectly (22)
Net Expenses 5,881
Net Investment Income 193,741
Realized Net Gain (Loss)  
Capital Gain Distributions Received 35,733
Investment Securities Sold1 (10,562)
Futures Contracts 29
Swap Contracts 6,255
Realized Net Gain (Loss) 31,455
Change in Unrealized Appreciation (Depreciation)  
Investment Securities1 903,022
Swap Contracts (61)
Change in Unrealized Appreciation (Depreciation) 902,961
Net Increase (Decrease) in Net Assets Resulting from Operations 1,128,157

 

1 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $400,000, $5,000, and $5,000, respectively. Purchases and sales are for temporary cash investment purposes.

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

  

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Real Estate II Index Fund

 

Statement of Changes in Net Assets

 

  Year Ended January 31,
  2020 2019
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 193,741 199,381
Realized Net Gain (Loss) 31,455 (76,397)
Change in Unrealized Appreciation (Depreciation) 902,961 470,068
Net Increase (Decrease) in Net Assets Resulting from Operations 1,128,157 593,052
Distributions    
Net Investment Income (199,690) (203,421)
Realized Capital Gain
Return of Capital (65,435) (75,255)
Total Distributions (265,125) (278,676)
Capital Share Transactions    
Issued
Issued in Lieu of Cash Distributions 265,125 278,676
Redeemed
Net Increase (Decrease) from Capital Share Transactions 265,125 278,676
Total Increase (Decrease) 1,128,157 593,052
Net Assets    
Beginning of Period 6,719,464 6,126,412
End of Period 7,847,621 6,719,464

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  36  

 

 

 

Real Estate II Index Fund

 

 

Financial Highlights

  

 

      Year Ended
January 31,
Sept. 26,
20171 to
Jan. 31,
For a Share Outstanding Throughout Each Period 2020 2019 2018
Net Asset Value, Beginning of Period $20.10 $19.17 $20.00
Investment Operations      
Net Investment Income2 .571 .611 .268
Net Realized and Unrealized Gain (Loss) on Investments 2.752 1.176 (.834)
Total from Investment Operations 3.323 1.787 (.566)
Distributions      
Dividends from Net Investment Income (.590) (.626) (.225)
Distributions from Realized Capital Gains (.030)
Return of Capital (.193) (.231) (.009)
Total Distributions (.783) (.857) (.264)
Net Asset Value, End of Period $22.64 $20.10 $19.17
Total Return 16.78% 9.68% -2.89%
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $7,848 $6,719 $6,126
Ratio of Total Expenses to Average Net Assets 0.08% 0.08% 0.08%3
Ratio of Net Investment Income to Average Net Assets 2.63% 3.22% 3.84%3
Portfolio Turnover Rate 3% 23% 1%

 

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

  

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Real Estate II Index Fund

 

 

Notes to Financial Statements

 

 

Vanguard Real Estate II Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund is a wholly owned subsidiary of Vanguard Real Estate Index Fund (“Real Estate Index Fund”), and at January 31, 2020, the Real Estate Index Fund was the record and beneficial owner of 100% of the fund’s net assets. As part of the Real Estate Index Fund’s principal investment strategy, it attempts to replicate the benchmark index by investing all, or substantially all, of its assets—either directly or indirectly through the fund—in the stocks that make up the index.

 

A.  The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value.

 

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

 

Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

 

During the year ended January 31, 2020, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund had no open futures contracts at January 31, 2020.

 

3. Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease

  

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Real Estate II Index Fund

 

 

 

 

 

in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund generally invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

 

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded.

 

A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

 

During the year ended January 31, 2020, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

 

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2018–2020), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

 

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. The portion of distributions that exceeds a fund’s current and accumulated earnings and profits, as measured on a tax basis, constitute a non-taxable return of capital. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or

  

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Real Estate II Index Fund

 

 

 

 

 

less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

8. Other: Distributions received from investment securities are recorded on the ex-dividend date. Each investment security reports annually the tax character of its distributions. Dividend income, capital gain distributions received, and unrealized appreciation (depreciation) reflect the amounts of taxable income, capital gain, and return of capital reported by the investment securities, and management’s estimates of such amounts for investment security distributions for which actual information has not been reported. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

B.  In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets. All other costs of operations payable to Vanguard are generally settled twice a month.

  

  40  

 

  

Real Estate II Index Fund

 

 

 

 

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $341,000, representing less than 0.01% of the fund’s net assets and 0.14% of Vanguard’s capital received pursuant to the FSA. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

 

C. The fund’s custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing account. For the year ended January 31, 2020, custodian fee offset arrangements reduced the fund’s expenses by $22,000 (an annual rate of less than 0.01% of average net assets).

 

D. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

The following table summarizes the market value of the fund’s investments and derivatives as of January 31, 2020, based on the inputs used to value them:

 

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 7,815,749 198
Temporary Cash Investments 56,253
Swap Contracts—Liabilities (61)
Total 7,872,002 (61) 198

 

 

E. Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for swap agreements were reclassified between the individual components of total distributable earnings (loss).

 

  Amount
  ($000)
Paid-in Capital
Total Distributable Earnings (Loss)

  

  41  

 

 

Real Estate II Index Fund

 

 

 

 

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain swap agreements. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

  Amount
  ($000)
Undistributed Ordinary Income
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring)* (52,716)
Net Unrealized Gains (Losses) 1,149,328

 

* The fund used capital loss carryforwards of $25,200,000 to offset taxable capital gains realized during the year ended January 31, 2020.

 

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments, and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

  Amount
  ($000)
Tax Cost 6,722,872
Gross Unrealized Appreciation 1,566,882
Gross Unrealized Depreciation (417,554)
Net Unrealized Appreciation (Depreciation) 1,149,328

 

 

F.  During the year ended January 31, 2020, the fund purchased $498,978,000 of investment securities and sold $233,929,000 of investment securities, other than temporary cash investments.

 

G.  Capital shares issued and redeemed were:

 

  Year Ended January 31,
  2020 2019
  Shares Shares
  (000) (000)
Issued
Issued in Lieu of Cash Distributions 12,285 14,725
Redeemed
Net Increase (Decrease) in Shares Outstanding 12,285 14,725

 

 

H.  Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

  42  

 

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Vanguard Fixed Income Securities Funds and Shareholders of Vanguard Real Estate Index Fund and Vanguard Real Estate II Index Fund

 

Opinions on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard Real Estate Index Fund (one of the funds constituting Vanguard Specialized Funds) and the statement of net assets of Vanguard Real Estate II Index Fund (one of the funds constituting Vanguard Fixed Income Securities Funds) (hereafter collectively referred to as the “Funds”) as of January 31, 2020, the related statements of operations for the year ended January 31, 2020, the statements of changes in net assets for each of the two years in the period ended January 31, 2020, 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 each of the Funds as of January 31, 2020, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended January 31, 2020 and each of 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 Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ 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 Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of January 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

 

 

 

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

  

  43  

 

 

 

Special 2019 tax information (unaudited) for Vanguard Real Estate Index Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $62,570,000 of qualified dividend income to shareholders during the fiscal year.

 

The fund distributed $1,581,690,000 of qualified business income to shareholders during the fiscal year.

 

 

Special 2019 tax information (unaudited) for Vanguard Real Estate II Index Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $7,029,000 of qualified dividend income to shareholders during the fiscal year.

 

The fund distributed $179,201,000 of qualified business income to shareholders during the fiscal year.

 

  44  

 

 

THESE FUNDS ARE NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. (“MSCI”), ANY OF ITS AFFILIATES, ANY OF ITS DIRECT OR INDIRECT INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE “MSCI PARTIES”). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY VANGUARD. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE OWNERS OF THESE FUNDS OR ANY MEMBER OF THE PUBLIC REGARDING THE ADVISABILITY OF INVESTING IN FUNDS GENERALLY OR IN THESE FUNDS PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THESE FUNDS OR THE ISSUER OR OWNER OF THESE FUNDS. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUERS OR OWNERS OF THESE FUNDS INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF THESE FUNDS TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE CONSIDERATION INTO WHICH THESE FUNDS ARE REDEEMABLE. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE OWNERS OF THESE FUNDS IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THESE FUNDS .

 

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES WHICH MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY LICENSEE, LICENSEE’S CUSTOMERS OR COUNTERPARTIES, ISSUERS OF THE FUNDS, OWNERS OF THE FUNDS, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN IN CONNECTION WITH THE RIGHTS LICENSED HEREUNDER OR FOR ANY OTHER USE. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO ANY MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

  

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The People Who Govern Your Fund

 

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018–present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Children’s Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

  

   

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBM’s Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork-Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

   

 

  

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

 

Vanguard Senior Management Team

 

Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings

  

   

 

 

 

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

 

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the fund’s current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SEC’s website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

  

 

  © 2020 The Vanguard Group, Inc.
All rights reserved.
  U.S. Patent Nos. 6,879,964; 7,337,138;
  7,720,749; 7,925,573; 8,090,646; 8,417,623; and 8,626,636.
Vanguard Marketing Corporation, Distributor.
   
  Q1230 032020

  

   

 

 

 

 

 

 

 

Annual Report | January 31, 2020

 

 

Vanguard Dividend Growth Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your fund’s annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

 

 

Contents  

 

A Note From Our Chairman 1
   
Your Fund’s Performance at a Glance 2
   
Advisor’s Report 3
   
About Your Fund’s Expenses 7
   
Performance Summary 9
   
Financial Statements 11
   
Trustees Approve Advisory Arrangement 22

 

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

A Note From Our Chairman

 

 

 

 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to “stay the course” in good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—“stay the course.”

 

Don’t be tempted to time the markets. It’s a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether you’re new to investing or a seasoned financial advisor, don’t feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. It’s a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

1

 

 

Your Fund’s Performance at a Glance

 

 

·   For the fiscal year ended January 31, 2020, Vanguard Dividend Growth Fund returned 23.33%, ahead of the 22.73% return of its benchmark, the NASDAQ US Dividend Achievers Select Index.

 

·   Dividend-paying stocks outpaced the broad U.S. stock market for the 12 months amid continuing concerns about slowing global economic growth, trade disputes, and geopolitical tensions.

 

·   Large-capitalization stocks outperformed small- and mid-caps and growth stocks outperformed their value counterparts for the period.

 

·   The fund’s benchmark consists of the stocks of companies that have a record of increasing dividends over time.

 

·   All but one of the fund’s industry sectors posted positive results, led by information technology and materials. Only the energy sector declined for the fund. The advisor’s stock selections in consumer staples and health care boosted the fund’s return most compared with the benchmark.

 

 

 

Market Barometer

 

    Average Annual Total Returns  
    Periods Ended January 31, 2020  
    One Year   Three Years   Five Years  
Stocks              
Russell 1000 Index (Large-caps)   21.39%   14.33%   12.13%  
Russell 2000 Index (Small-caps)   9.21   7.28   8.23  
Russell 3000 Index (Broad U.S. market)   20.53   13.82   11.85  
FTSE All-World ex US Index (International)   10.28   7.74   5.24  
               
Bonds              
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market)   9.64%   4.62%   3.01%  
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market)   8.65   5.12   3.53  
FTSE Three-Month U.S. Treasury Bill Index   2.18   1.68   1.07  
               
CPI              
Consumer Price Index   2.49%   2.04%   2.00%  

 

2

 

 

Advisor’s Report

 

 

For the fiscal year ended January 31, 2020, Vanguard Dividend Growth Fund returned 23.33%, outperforming the 22.73% return of its benchmark, the NASDAQ US Dividend Achievers Select Index.

 

The investment environment

U.S. equities, as measured by the Standard & Poor’s 500 Index, rose 21.68%, buoyed by waning recession fears, improved trade sentiment, and accommodative Federal Reserve policies. Non-U.S. equities also climbed, returning 12.10%, as measured by the MSCI EAFE Index. They were aided by the signing of a phase-one U.S.-China trade agreement and by easing concerns about Brexit after Boris Johnson’s victory in the U.K. general election.

 

The fund’s relative performance over the 12 months was positive. During the first quarter of 2019, U.S. equities rallied to their largest quarterly advance since 2009, buoyed by a dovish shift in Fed policy and guidance, optimism over a U.S.-China trade deal, relatively strong fourth-quarter 2018 earnings, and corporate buybacks. By the summer, unresolved U.S. trade frictions with China, Mexico, Japan, and the European Union unsettled markets and raised concerns about potential risks to U.S. economic growth from increasing cost pressures, supply-chain disruptions, and waning business confidence and investment plans.

 

In the third quarter, U.S. equities continued to rise, and the U.S. economy remained resilient despite elevated geopolitical uncertainties and slowing global growth. U.S.-China trade relations were particularly volatile in the absence of meaningful compromises on key structural issues, and expectations for a protracted trade war and the potential for a longer-term decoupling of the world’s two largest economies eroded consumer and business confidence and curtailed capital spending. The Fed lowered its benchmark interest rate in August and September by a combined half percentage point in an effort to sustain economic expansion and mitigate the risks of trade frictions and moderating growth.

 

U.S. equities surged again in the fourth quarter, benefiting from waning recession fears, improved trade sentiment, and accommodative Fed policies. In October, the Fed lowered rates for the final time in 2019, by a quarter percentage point. Trade tensions eased in December after the U.S. and China reached agreement.

 

For 2020, we anticipate volatility around near-term events (such as U.S.-China trade relations, the U.S. elections, and geopolitical risks) and remain mindful of the longer-term risks, including the potential impact of the coronavirus. We feel good about the companies we own and their ability to perform well regardless of the macroeconomic environment.

 

We are pleased with the fund’s performance and its consistency with our expectations in the current environment, but we remind ourselves that this is a long game. The storyline of consistent dividend

 

3

 

 

growth is a time-tested winner, and we intend to write many good chapters in the years ahead.

 

The fund’s successes

Stock selection in health care, information technology, consumer staples, and materials were the largest contributors for the fiscal year.

 

Sector allocation, a residual of our bottom-up stock selection process, detracted from performance. This was partly offset by our lack of exposure to communication services and our underweight allocation to industrials.

 

Among the top absolute contributors were Microsoft (information technology), American Tower (real estate), and Danaher (health care).

 

Microsoft, a worldwide provider of software services and solutions, gained on strong earnings and rapid growth in its cloud-computing business, Azure.

 

American Tower, a leading independent owner, operator, and developer of multitenant communications real estate, traded higher on strong earnings over the last three quarters. In 2019, the company announced its plan to acquire Eaton Towers in a push to take advantage of accelerating mobile phone usage and the rollout of 4G technology in Africa. By the start of 2020, the deal with Eaton was complete. And in September 2019, AT&T signed a new master lease agreement with American Tower, pushing shares up another 3%.

 

Danaher, a provider of medical equipment, climbed early in the fiscal year on its announcement of a deal to acquire General Electric’s biopharma unit, putting Danaher at the forefront of biotechnology equipment makers. Strong earnings and the announced split-off of dental business Envista further benefited Danaher stock.

 

On a run-rate basis, the fund is expected to produce asset-weighted dividend growth of 18.3% for calendar year 2020. Our run-rate calculation is a rough estimate of potential dividend growth: It takes a company’s current declared dividend rate, annualizes it, and compares it with the previous calendar year’s actual dividend rate. This calculation does not accurately reflect dividend increases that may be announced later in the year, nor does it take into account the dollar amounts of the increases. Therefore, companies in the early stages of dividend growth tend to show large percentage increases even if their absolute cash dividend is small. The run-rate calculation also is not an accurate reflection of growth in the fund’s dividend payments to shareholders. Despite these shortcomings, we view this estimate as a reasonable report card.

 

A holding with a recent notable dividend run-rate increase is American Tower. On a run-rate basis, the company increased its dividend by 11.9%.

 

4

 

 

The fund’s shortfalls

From a security selection perspective, holdings in energy and industrials hurt the fund’s relative returns the most.

 

Our lack of exposure to utilities and an underweight allocation to information technology also weighed on relative results.

 

Our largest absolute detractors included 3M (industrials), Exxon Mobil (energy), and Deere & Co. (industrials).

 

Industrial machinery company 3M declined after it announced disappointing first-quarter results that missed analyst estimates while lowering full-year earnings guidance. Operating income fell that quarter across all five of its business units. Later in 2019, 3M cut its outlook for organic sales growth in China to the mid-single digits.

 

U.S.-based oil and gas company Exxon Mobil faced pressure from production declines and low natural-gas prices. The company’s refining business had its worst first-quarter performance in almost 20 years, as large stockpiles of gasoline squeezed margins and machinery repairs slowed output. Shale operations in the Permian Basin also posed challenges because of higher drilling costs from efforts to maintain output in the face of slowing growth and a drop-off in well production.

 

Deere & Co., a more recent addition to the portfolio, manufactures and distributes equipment used in agriculture, construction, forestry, and turf care. Global population growth along with a rising middle class means that demand for food will increase. Deere has a strong competitive moat driven by an extensive dealer network, best-in-class innovation, and brand. We view the company’s management team as strong and disciplined with capital allocation. Deere has good dividend growth prospects and has historically done well-timed stock buybacks and mergers and acquisitions. The stock has been volatile over trade headlines and detracted modestly from performance as a result.

 

Although we would prefer that all stocks in the fund perform well at all times, some will inevitably lag at one point or another. We assess a stock’s contribution to the fund over a longer period, with a consistent focus on dividend action.

 

The fund’s positioning and investment strategy

Our primary objective is to identify companies that we believe will steadily and reliably increase their dividend payments. We seek to achieve this by carefully building the fund one stock at a time, giving central consideration to each company’s dividend growth prospects. Our industry and sector weightings are a result of this process. At the end of the fiscal year, the fund had significant absolute weights in industrials, health care, and consumer staples but had less exposure (below 5% of assets) to energy, materials, and real estate. We held no stocks in communication services or utilities.

 

5

 

 

Working on behalf of the fund’s shareholders, we are continuously trying to balance the virtue of rigid adherence to a focused approach to investment with the need to adjust and protect when necessary. We have high confidence in our investment approach and conviction that patience and careful stock-picking will deliver in the long term.

 

Donald J. Kilbride

Senior Managing Director and

Equity Portfolio Manager

 

Wellington Management Company LLP

 

February 12, 2020

 

6

 

 

About Your Fund’s Expenses

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

 

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your fund’s costs in two ways:

 

·    Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the fund’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading “Expenses Paid During Period.”

 

·    Based on hypothetical 5% yearly return. This section is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

 

7

 

 

Six Months Ended January 31, 2020

 

 

    Beginning   Ending   Expenses  
    Account Value   Account Value   Paid During  
Dividend Growth Fund   7/31/2019   1/31/2020   Period  
Based on Actual Fund Return   $1,000.00   $1,065.06   $1.46  
Based on Hypothetical 5% Yearly Return   1,000.00   1,023.79   1.43  

 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.28%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

8

 

 

Dividend Growth Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

 

 

    Average Annual Total Returns
Periods Ended January 31, 2020
 
    One
Year
Five
Years
Ten
Years
Final Value
of a $10,000
Investment
Dividend Growth Fund 23.33% 12.21% 13.42% $35,216
NASDAQ US Dividend Achievers Select Index 22.73 12.20 13.04 34,066
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 11.79 13.80 36,436

 

 

 

 

See Financial Highlights for dividend and capital gains information.

 

9

 

 

Dividend Growth Fund

 

 

Sector Diversification

As of January 31, 2020

 

Consumer Discretionary   13.1 %
Consumer Staples   15.8  
Energy   1.3  
Financials   12.5  
Health Care   19.5  
Industrials   19.9  
Information Technology   9.7  
Materials   4.0  
Real Estate   4.2  

 

The table reflects the fund’s equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (“GICS”), except for the “Other” category (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of MSCI Inc. (“MSCI”) and Standard and Poor’s, a division of McGraw-Hill Companies, Inc. (“S&P”), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

10

 

 

 

Dividend Growth Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov.

 

    Market
    Value
  Shares ($000)
Common Stocks (96.7%)    
Consumer Discretionary (12.7%)  
McDonald’s Corp. 7,635,830 1,633,839
TJX Cos. Inc. 21,816,719 1,288,059
NIKE Inc. 13,046,236 1,256,352
Home Depot Inc. 3,549,162 809,564
VF Corp. 5,811,401 482,172
    5,469,986
Consumer Staples (15.2%)    
Coca-Cola Co. 28,057,241 1,638,543
Colgate-Palmolive Co. 15,740,100 1,161,305
PepsiCo Inc. 7,531,863 1,069,675
Procter & Gamble Co. 8,315,370 1,036,261
Diageo plc 22,778,561 900,746
Costco Wholesale Corp. 2,469,952 754,620
    6,561,150
Energy (1.2%)    
Exxon Mobil Corp. 8,451,882 525,031
     
Financials (12.1%)    
Chubb Ltd. 7,719,916 1,173,350
American Express Co. 8,657,533 1,124,354
Marsh & McLennan Cos. Inc. 9,983,186 1,116,719
PNC Financial Services Group Inc. 6,453,389 958,651
BlackRock Inc. 1,598,308 842,868
    5,215,942
Health Care (18.9%)    
Medtronic plc 13,744,037 1,586,612
Johnson & Johnson 10,050,853 1,496,270
UnitedHealth Group Inc. 5,225,371 1,423,652
Baxter International Inc. 11,606,823 1,035,561
Merck & Co. Inc. 11,936,764 1,019,877
Danaher Corp. 6,238,387 1,003,569
Amgen Inc. 2,567,955 554,807
    8,120,348
Industrials (19.3%)    
Union Pacific Corp. 6,705,944 1,203,180
General Dynamics Corp. 5,964,995 1,046,499
Canadian National Railway Co. 10,168,515 950,234
United Technologies Corp. 5,923,835 889,760
Lockheed Martin Corp. 2,075,511 888,568
Honeywell International Inc. 4,838,514 838,127
Northrop Grumman Corp. 1,918,161 718,486
United Parcel Service Inc. 6,743,716 698,110
Deere & Co. 3,669,622 581,929
3M Co. 3,017,472 478,752
    8,293,645
Information Technology (9.3%)  
Microsoft Corp. 8,007,887 1,363,183
Visa Inc. 5,209,541 1,036,542
Accenture plc Class A 4,714,961 967,557
Automatic Data Processing Inc. 3,803,041 651,803
    4,019,085
Materials (3.9%)    
Linde plc 4,188,058 850,720
Ecolab Inc. 4,137,915 811,487
    1,662,207
Real Estate (4.1%)    
Public Storage 4,052,282 906,739
American Tower Corp. 3,609,392 836,440
    1,743,179
Total Common Stocks
(Cost $25,026,044)
  41,610,573
Temporary Cash Investments (3.2%)  
Money Market Fund (0.0%)    
1    Vanguard Market Liquidity Fund, 1.730% 249 25

 

11

 

 

Dividend Growth Fund

 

 

 

  Face Market
  Amount Value
  ($000) ($000)
Repurchase Agreements (2.7%)  
Credit Agricole Securities (USA) Inc. 1.570%,2/3/20 (Dated 1/31/20,Repurchase Value $311,441,000,collateralized by U.S. Treasury Note/Bond, 0.125%, 4/15/21, with a value of $317,628,000) 311,400 311,400
Natixis SA 1.570%, 2/3/20 (Dated 1/31/20,Repurchase Value $266,635,000,collateralized by U.S.Treasury Note/Bond,0.375%–2.875%,8/31/21–8/15/28, with a value of $271,932,000) 266,600 266,600
RBS Securities, Inc 1.570%, 2/3/20 (Dated 1/31/20, Repurchase Value $438,557,000,collateralized by U.S.Treasury Note/Bond,0.500%–2.875%,4/30/23–8/15/28, with a value of $447,270,000) 438,500 438,500
Societe Generale 1.560%, 2/3/20 (Dated 1/31/20, Repurchase Value $140,918,000, collateralized by Federal Home Loan Bank 1.801%, 8/25/22, Federal National Mortgage Assn. 2.377%–4.500%, 2/1/25–1/1/50, Government National Mortgage Assn. 3.000%–6.000%, 4/20/37–8/15/60, and U.S Treasury Note/Bond 2.375%–4.750%, 3/15/22–2/15/37, with a value of $143,718,000) 140,900 140,900
    1,157,400
     
U.S. Government and Agency Obligations (0.5%)
United States Treasury Bill, 1.482%, 2/11/20 71,990 71,967
United States Treasury Bill, 1.503%, 3/5/20 71,950 71,855
United States Treasury Bill, 1.523%, 4/16/20 72,190 71,965
    215,787
Total Temporary Cash Investments
(Cost $1,373,198)
  1,373,212
Total Investments (99.9%)
(Cost $26,399,242)
  42,983,785
     
    Amount
    ($000)
Other Assets and Liabilities (0.1%)  
Other Assets    
Investment in Vanguard   1,843
Receivables for Accrued Income 42,831
Receivable for Capital Shares Issued 45,286
Other Assets   724
Total Other Assets   90,684
Liabilities    
Payables to Investment Advisor (14,902)
Payables for Capital Shares Redeemed (19,511)
Payables to Vanguard   (15,797)
Other Liabilities   (1)
Total Liabilities   (50,211)
Net Assets (100%)    
Applicable to 1,404,427,949 outstanding $.001 par value shares of beneficial interest (unlimited authorization) 43,024,258
Net Asset Value Per Share   $30.63
     
At January 31, 2020, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 26,416,555
Total Distributable Earnings (Loss) 16,607,703
Net Assets 43,024,258

 

See Note A in Notes to Financial Statements.
1 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

12

 

 

Dividend Growth Fund

 

 

 

Statement of Operations

 

 

  Year Ended
  January 31, 2020
  ($000)
Investment Income  
Income  
Dividends1 766,172
Interest2 21,855
Securities Lending—Net 1,335
Total Income 789,362
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 49,265
Performance Adjustment (776)
The Vanguard Group—Note C  
Management and Administrative 48,979
Marketing and Distribution 3,256
Custodian Fees 181
Auditing Fees 32
Shareholders’ Reports 270
Trustees’ Fees and Expenses 41
Total Expenses 101,248
Net Investment Income 688,114
Realized Net Gain (Loss)  
Investment Securities Sold2 1,369,978
Foreign Currencies 34
Realized Net Gain (Loss) 1,370,012
Change in Unrealized Appreciation (Depreciation)  
Investment Securities2 5,633,890
Foreign Currencies 63
Change in Unrealized Appreciation (Depreciation) 5,633,953
Net Increase (Decrease) in Net Assets Resulting from Operations 7,692,079

 

1 Dividends are net of foreign withholding taxes of $2,216,000.
2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $0, $2,000, and $1,000, respectively. Purchases and sales are for temporary cash investment purposes.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

13

 

 

Dividend Growth Fund

 

 

 

Statement of Changes in Net Assets

 

 

  Year Ended January 31,
  2020 2019
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 688,114 638,534
Realized Net Gain (Loss) 1,370,012 1,591,286
Change in Unrealized Appreciation (Depreciation) 5,633,953 (1,763,280)
Net Increase (Decrease) in Net Assets Resulting from Operations 7,692,079 466,540
Distributions    
Net Investment Income (676,259) (636,946)
Realized Capital Gain1 (1,204,097) (1,976,148)
Total Distributions (1,880,356) (2,613,094)
Capital Share Transactions    
Issued 6,730,003 2,220,531
Issued in Lieu of Cash Distributions 1,669,017 2,343,898
Redeemed (4,042,052) (4,268,724)
Net Increase (Decrease) from Capital Share Transactions 4,356,968 295,705
Total Increase (Decrease) 10,168,691 (1,850,849)
Net Assets    
Beginning of Period 32,855,567 34,706,416
End of Period 43,024,258 32,855,567

 

1 Includes fiscal 2020 and 2019 short-term gain distributions totaling $172,127,000 and $224,792,000, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

14

 

 

Dividend Growth Fund

 

 

 

Financial Highlights

 

 

For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2020 2019 2018 2017 2016
Net Asset Value, Beginning of Period $26.03 $27.85 $23.72 $21.78 $22.47
Investment Operations          
Net Investment Income .5361 .5201 .5141 .446 .442
Net Realized and Unrealized Gain (Loss) on Investments 5.499 (.178) 4.985 2.165 .145
Total from Investment Operations 6.035 .342 5.499 2.611 .587
Distributions          
Dividends from Net Investment Income (.525) (.526) (.509) (.450) (.432)
Distributions from Realized Capital Gains (.910) (1.636) (.860) (.221) (.845)
Total Distributions (1.435) (2.162) (1.369) (.671) (1.277)
Net Asset Value, End of Period $30.63 $26.03 $27.85 $23.72 $21.78
           
Total Return2 23.33% 1.63% 23.65% 12.06% 2.44%
           
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $43,024 $32,856 $34,706 $30,633 $25,632
Ratio of Total Expenses to Average Net Assets3 0.27% 0.22% 0.26% 0.30% 0.33%
Ratio of Net Investment Income to Average Net Assets 1.82% 1.93% 2.00% 1.93% 1.95%
Portfolio Turnover Rate 17% 23% 15% 27% 26%

 

1 Calculated based on average shares outstanding.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
3 Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.05%), (0.01%), 0.03%, and 0.04%.

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

15

 

 

 

 

Dividend Growth Fund

 

 

Notes to Financial Statements

 

 

Vanguard Dividend Growth Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund.

 

A.  The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund’s pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

 

3. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature, and in the absence of a default, such collateral cannot be repledged, resold, or rehypothecated. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

 

16

 

 

Dividend Growth Fund

 

 

 

 

 

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

 

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

17

 

 

Dividend Growth Fund

 

 

 

 

 

B.  Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance relative to the NASDAQ US Dividend Achievers Select Index for the preceding three years. For the year ended January 31, 2020, the investment advisory fee represented an effective annual basic rate of 0.13% of the fund’s average net assets before a decrease of $776,000 (0.00%) based on performance.

 

C.  In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $1,843,000, representing less than 0.01% of the fund’s net assets and 0.74% of Vanguard’s capital received pursuant to the FSA. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

 

D.  Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

The following table summarizes the market value of the fund’s investments as of January 31, 2020, based on the inputs used to value them:

 

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 40,709,827 900,746
Temporary Cash Investments 25 1,373,187
Total 40,709,852 2,273,933

 

E.  Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period

 

18

 

 

Dividend Growth Fund

 

 

 

 

 

end, permanent differences primarily attributable to the accounting for foreign currency transactions and distributions in connection with fund share redemptions were reclassified between the following accounts:

 

  Amount
  ($000)
Paid-in Capital 52,609
Total Distributable Earnings (Loss) (52,609)

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

  Amount
  ($000)
Undistributed Ordinary Income 35,908
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring)
Net Unrealized Gains (Losses) 16,584,575

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments based on cost for U.S. federal income tax purposes were as follows:

 

  Amount
  ($000)
Tax Cost 26,399,242
Gross Unrealized Appreciation 16,923,868
Gross Unrealized Depreciation (339,325)
Net Unrealized Appreciation (Depreciation) 16,584,543

 

F.  During the year ended January 31, 2020, the fund purchased $8,629,902,000 of investment securities and sold $6,094,066,000 of investment securities, other than temporary cash investments.

 

G.  Capital shares issued and redeemed were:

 

  Year Ended January 31,
  2020 2019
  Shares Shares
  (000) (000)
Issued 224,130 83,188
Issued in Lieu of Cash Distributions 55,515 93,281
Redeemed (137,538) (160,223)
Net Increase (Decrease) in Shares Outstanding 142,107 16,246

 

H.  Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

19

 

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Dividend Growth Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Dividend Growth Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the “Fund”) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended January 31, 2020 (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 January 31, 2020, 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 January 31, 2020 and the financial highlights for each of the five years in the period ended January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of January 31, 2020 by correspondence with the custodian, transfer agent and brokers. We believe that our audits provide a reasonable basis for our opinion.

 

 

 

 

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

20

 

 

 

Special 2019 tax information (unaudited) for Vanguard Dividend Growth Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $1,078,810,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

 

For nonresident alien shareholders, 100% of short-term capital gain dividends distributed by the fund are qualified short-term capital gains.

 

The fund distributed $706,554,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 70.9% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

21

 

 

Trustees Approve Advisory Arrangement

 

 

The board of trustees of Vanguard Dividend Growth Fund has renewed the fund’s investment advisory arrangement with Wellington Management Company LLP (Wellington Management). The board determined that renewing the fund’s advisory arrangement was in the best interests of the fund and its shareholders.

 

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. This evaluation included information provided to the board by Vanguard’s Portfolio Review Department, which is responsible for fund and advisor oversight and product management. The Portfolio Review Department met regularly with the advisor and made monthly presentations to the board during the fiscal year that directed the board’s focus to relevant information and topics.

 

The board, or an investment committee made up of board members, also received information throughout the year during advisor presentations. For each advisor presentation, the board was provided with letters and reports that included information about, among other things, the advisory firm and the advisor’s assessment of the investment environment, portfolio performance, and portfolio characteristics.

 

In addition, the board received monthly reports, which included a Market and Economic Report, a Fund Dashboard Monthly Summary, and a Fund Performance Report.

 

Prior to their meeting, the trustees were provided with a memo and materials that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

 

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of the advisor. The board considered that Wellington Management, founded in 1928, is among the nation’s oldest and most respected institutional managers. The board also noted that the portfolio manager of the fund has nearly three decades of industry experience. Wellington Management seeks to invest in companies with a history of paying a stable or growing dividend and the ability to continue increasing their dividend over the long term. Utilizing fundamental research, Wellington Management focuses on a company’s ability to create value and the ability and willingness to distribute that value to shareholders in a sustainable manner. Valuation is also an important input to the investment process, as the advisor seeks to purchase these businesses when short-term dislocations have made the share price attractive. Wellington Management has advised the fund since its inception in 1992.

 

The board concluded that Wellington Management’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

 

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The board concluded that the performance was such that the advisory arrangement should continue.

 

22

 

 

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below the peer-group average.

 

The board did not consider the profitability of Wellington Management in determining whether to approve the advisory fee, because Wellington Management is independent of Vanguard and the advisory fee is the result of arm’s-length negotiations.

 

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule. The breakpoints reduce the effective rate of the fee as the fund’s assets increase.

 

The board will consider whether to renew the advisory arrangement again after a one-year period.

 

23

 

 

 

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The People Who Govern Your Fund

 

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018– present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Children’s Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

 

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBM’s Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork-Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

Vanguard Senior Management Team

 

Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings

 

 

 

   

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

 

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the fund’s current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SEC’s website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

 

 

 

 

  © 2020 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
   
  Q570 032020

 

 

 

 

 

 

 

Annual Report | January 31, 2020

 

 

Vanguard Dividend Appreciation

Index Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

 

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your fund’s annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

Contents  
   
A Note From Our Chairman 1
   
Your Fund’s Performance at a Glance 2
   
About Your Fund’s Expenses 3
   
Performance Summary 5
   
Financial Statements 8

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

 

A Note From Our Chairman

 

 

 


 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to “stay the course” in good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—“stay the course.”

 

Don’t be tempted to time the markets. It’s a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether you’re new to investing or a seasoned financial advisor, don’t feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. It’s a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

1

 

 

Your Fund’s Performance at a Glance

 

·   For the 12 months ended January 31, 2020, Vanguard Dividend Appreciation Index Fund returned 22.68% for ETF Shares and 22.65% for Admiral Shares.

 

·   The fund’s results closely tracked the performance of its benchmark, the NASDAQ US Dividend Achievers Select Index, which consists of the stocks of companies that have a record of increasing dividends over time.

 

·   Dividend-paying stocks outpaced the broad U.S. stock market for the fiscal year amid continuing concerns about slowing global economic growth, trade disputes, and geopolitical tensions.

 

·   Large-capitalization stocks outperformed small- and mid-caps, and growth stocks beat their value counterparts.

 

·   Eight of the fund’s nine industry sectors recorded positive results. Technology performed best, followed by utilities and financials. Telecommunications was the sole detractor.

 

 

 

Market Barometer

 

    Average Annual Total Returns  
    Periods Ended January 31, 2020  
    One Year   Three Years   Five Years  
Stocks              
Russell 1000 Index (Large-caps)   21.39%   14.33%   12.13%  
Russell 2000 Index (Small-caps)   9.21   7.28   8.23  
Russell 3000 Index (Broad U.S. market)   20.53   13.82   11.85  
FTSE All-World ex US Index (International)   10.28   7.74   5.24  
               
Bonds              
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market)   9.64%   4.62%   3.01%  
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market)   8.65   5.12   3.53  
FTSE Three-Month U.S. Treasury Bill Index   2.18   1.68   1.07  
               
CPI              
Consumer Price Index   2.49%   2.04%   2.00%  

 

2

 

 

About Your Fund’s Expenses

 

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

 

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your fund’s costs in two ways:

 

·   Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the fund’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading “Expenses Paid During Period.”

 

·   Based on hypothetical 5% yearly return. This section is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

 

3

 

 

Six Months Ended January 31, 2020 

 

    Beginning   Ending   Expenses  
    Account Value   Account Value   Paid During  
Dividend Appreciation Index Fund   7/31/2019   1/31/2020   Period  
Based on Actual Fund Return              
ETF Shares   $1,000.00   $1,141.07   $0.32  
Admiral™ Shares   1,000.00   1,140.86   0.43  
Based on Hypothetical 5% Yearly Return              
ETF Shares   $1,000.00   $1,024.90   $0.31  
Admiral Shares   1,000.00   1,024.80   0.41  

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.06% for ETF Shares and 0.08% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

4

 

 

Dividend Appreciation Index Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

Cumulative Performance: January 31, 2010, Through January 31, 2020

Initial Investment of $10,000

 

 

 

    Average Annual Total Returns  
    Periods Ended January 31, 2020  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
Dividend Appreciation Index Fund ETF Shares Net Asset Value 22.68% 12.13% 12.95% $33,805
  Dividend Appreciation Index Fund ETF Shares Market Price 22.57 12.13 12.96 33,818
NASDAQ US Dividend Achievers Select Index 22.73 12.20 13.04 34,066
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 11.79 13.80 33,818
           
           
        Since Final Value
    One Five Inception of a $10,000
    Year Years (12/19/2013) Investment
Dividend Appreciation Index Fund Admiral Shares 22.65% 12.13% 11.30% $19,245
NASDAQ US Dividend Achievers Select Index 22.73 12.20 11.36 19,319
Dow Jones U.S. Total Stock Market Float Adjusted Index 20.37 11.79 11.57 19,543

“Since Inception” performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standard(s).

 

 

 

See Financial Highlights for dividend and capital gains information.

 

5

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

Cumulative Returns of ETF Shares: January 31, 2010, Through January 31, 2020

 

  One Five Ten
  Year Years Years
Dividend Appreciation Index Fund ETF Shares Market Price 22.57% 77.26% 238.18%
Dividend Appreciation Index Fund ETF Shares Net Asset Value 22.68 77.29 238.05
NASDAQ US Dividend Achievers Select Index 22.73 77.79 240.66

For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about how the ETF Shares’ market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares’ market price was above or below the NAV.

 

6

 

 

Dividend Appreciation Index Fund

 

 

Sector Diversification

As of January 31, 2020

 

Basic Materials     3.6 %
Consumer Goods     10.7  
Consumer Services     19.6  
Financials     11.6  
Health Care     12.2  
Industrials     26.4  
Technology     9.5  
Telecommunications     0.1  
Utilities     6.3  

 

The table reflects the fund’s equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Industry Classification Benchmark (“ICB”), except for the “Other” category (if applicable), which includes securities that have not been provided an ICB classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Industry Classification Benchmark (“ICB”) is owned by FTSE. FTSE does not accept any liability to any person for any loss or damage arising out of any error or omission in the ICB.

 

7

 

 

 

Dividend Appreciation Index Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov.

 

          Market  
          Value•  
      Shares   ($000 )
Common Stocks (99.6%)1          
Basic Materials (3.6%)          
  Ecolab Inc.   2,560,501   502,140  
  Air Products & Chemicals Inc.   1,946,790   464,718  
  PPG Industries Inc.   2,091,414   250,635  
  Nucor Corp.   2,705,727   128,495  
  International Flavors &Fragrances Inc.   945,462   123,960  
  RPM International Inc.   1,167,537   83,327  
  Albemarle Corp.   937,867   75,292  
  Westlake Chemical Corp.   1,139,382   69,730  
  Royal Gold Inc.   581,064   67,008  
  Balchem Corp.   286,150   30,910  
  Quaker Chemical Corp.   157,160   26,092  
  Sensient Technologies Corp.   375,093   22,412  
  HB Fuller Co.   451,145   20,847  
  Stepan Co.   199,767   19,707  
  Hawkins Inc.   94,452   3,946  
          1,889,219  
Consumer Goods (10.6%)          
  Procter & Gamble Co.   18,128,357   2,259,156  
  NIKE Inc.   11,158,995   1,074,611  
  Colgate-Palmolive Co.   7,635,460   563,344  
  VF Corp.   3,506,986   290,975  
  Hormel Foods Corp.   4,742,424   224,127  
  Brown-Forman Corp.   2,733,059   184,864  
  Clorox Co.   1,137,558   178,949  
  McCormick & Co. Inc.   1,088,180   177,776  
  Church & Dwight Co. Inc.   2,183,544   162,063  
  Genuine Parts Co.   1,292,862   120,973  
  Hasbro Inc.   1,115,018   113,587  
  Columbia Sportswear Co.   604,964   56,818  
  Polaris Inc.   540,696   49,658  
  Lancaster Colony Corp.   244,037   37,740  
  J&J Snack Foods Corp.   166,591   27,627  
  Nu Skin Enterprises Inc.   490,907   15,999  
^ Tootsie Roll Industries Inc.   352,541   12,025  
  Andersons Inc.   288,468   6,525  
          5,556,817  
Consumer Services (19.6%)          
  Walmart Inc.   18,048,015   2,066,317  
  Comcast Corp.   40,038,958   1,729,283  
  McDonald’s Corp.   6,784,531   1,451,686  
  Costco Wholesale Corp.   3,904,660   1,192,952  
  Lowe’s Cos. Inc.   7,118,170   827,416  
  TJX Cos. Inc.   10,972,627   647,824  
  Walgreens Boots Alliance Inc.   8,362,581   425,237  
  Sysco Corp.   4,551,506   373,861  
  Ross Stores Inc.   3,284,943   368,538  
  McKesson Corp.   1,701,268   242,618  
  Kroger Co.   7,079,002   190,142  
  AmerisourceBergen Corp. Class A   1,870,439   160,035  
  Tiffany & Co.   1,080,224   144,772  
  Rollins Inc.   2,902,352   110,144  
  FactSet Research Systems Inc.   337,263   96,494  
  Casey’s General Stores Inc.   324,731   52,236  
  Aaron’s Inc.   595,889   35,372  
  Cracker Barrel Old Country Store Inc.   213,232   32,609  
  Hillenbrand Inc.   661,500   19,203  
  John Wiley & Sons Inc.   426,888   18,621  
  Monro Inc.   293,688   18,414  
  Matthews International Corp.   282,315   10,536  
          10,214,310  
Financials (11.6%)          
  Visa Inc.   11,787,143   2,345,288  
  S&P Global Inc.   2,204,402   647,499  
  Chubb Ltd.   4,063,638   617,632  
  Aflac Inc.   6,651,588   343,022  

 

  8  

 

 

Dividend Appreciation Index Fund

 

 

          Market  
          Value•  
      Shares   ($000 )
  Travelers Cos. Inc.   2,335,116   307,348  
  T. Rowe Price Group Inc.   2,094,967   279,741  
  Cincinnati Financial Corp.   1,443,670   151,513  
  WR Berkley Corp.   1,620,890   119,184  
  Franklin Resources Inc.   4,512,957   114,178  
  Brown & Brown Inc.   2,477,344   111,233  
  Globe Life Inc.   987,589   102,966  
  SEI Investments Co.   1,363,003   88,950  
  American Financial Group Inc.   792,069   86,169  
  Assurant Inc.   547,196   71,442  
  RenaissanceRe Holdings Ltd.   374,408   70,928  
  Commerce Bancshares Inc.   1,032,812   69,880  
  Erie Indemnity Co.   409,687   68,213  
  Cullen/Frost Bankers Inc.   562,295   50,134  
  Hanover Insurance Group Inc.   359,876   49,872  
  Axis Capital Holdings Ltd.   741,650   47,651  
  BOK Financial Corp.   577,569   45,570  
  Prosperity Bancshares Inc.   619,376   43,480  
  RLI Corp.   394,860   36,726  
  Community Bank System Inc.   453,796   30,073  
  UMB Financial Corp.   442,378   29,401  
  Evercore Inc.   363,596   27,859  
  American Equity Investment Life Holding Co.   802,094   21,183  
  BancFirst Corp.   289,452   16,730  
  Westamerica Bancorporation   238,416   15,106  
  Tompkins Financial Corp.   135,475   11,663  
  1st Source Corp.   229,102   10,811  
  Bank of Marin Bancorp   123,789   5,454  
          6,036,899  
Health Care (12.1%)          
  Johnson & Johnson   13,075,327   1,946,524  
  Medtronic plc   11,905,928   1,374,420  
  Abbott Laboratories   15,570,698   1,356,831  
  Stryker Corp.   3,303,878   696,127  
  Becton Dickinson and Co.   2,385,567   656,460  
  West Pharmaceutical Services Inc.   658,010   102,617  
  Perrigo Co. plc   1,205,011   68,734  
  Chemed Corp.   141,693   66,176  
  Ensign Group Inc.   467,226   21,119  
  Healthcare Services Group Inc.   654,583   16,757  
  Atrion Corp.   16,316   11,734  
  National HealthCare Corp.   135,271   11,352  
          6,328,851  
Industrials (26.4%)          
  Accenture plc Class A   5,650,979   1,159,637  
  Union Pacific Corp.   6,408,006   1,149,724  
  United Technologies Corp.   7,639,690   1,147,481  
  Lockheed Martin Corp.   2,505,048   1,072,461  
  3M Co.   5,104,469   809,875  
  Caterpillar Inc.   5,101,880   670,132  
  Automatic Data Processing Inc.   3,862,725   662,032  
  Northrop Grumman Corp.   1,504,721   563,623  
  Raytheon Co.   2,502,047   552,802  
  CSX Corp.   7,229,442   551,896  
  Illinois Tool Works Inc.   2,908,317   508,897  
  Sherwin-Williams Co.   821,878   457,778  
  Waste Management Inc.   3,755,274   457,017  
  General Dynamics Corp.   2,555,078   448,263  
  Roper Technologies Inc.   918,420   350,524  
  FedEx Corp.   2,313,478   334,622  
  Republic Services Inc.   2,850,879   270,976  
  Cintas Corp.   926,989   258,602  
  Stanley Black & Decker Inc.   1,342,370   213,880  
  Fastenal Co.   5,077,297   177,096  
  WW Grainger Inc.   493,332   149,317  
  Dover Corp.   1,286,382   146,455  
  Broadridge Financial Solutions Inc.   1,025,002   122,129  
  Expeditors International of Washington Inc.   1,524,290   111,334  
  JB Hunt Transport Services Inc.   964,826   104,134  
  Jack Henry &Associates Inc.   683,466   102,206  
  CH Robinson Worldwide Inc.   1,213,582   87,645  
  Nordson Corp.   510,823   86,258  
  Carlisle Cos. Inc.   507,995   79,364  
  Graco Inc.   1,465,211   77,876  
  Toro Co.   941,092   75,306  
  Hubbell Inc.   484,137   69,343  
  AptarGroup Inc.   558,127   64,469  
  Robert Half International Inc.   1,055,970   61,426  
  Donaldson Co. Inc.   1,133,699   58,782  
  HEICO Corp.   473,387   57,957  

 

  9  

 

 

Dividend Appreciation Index Fund

 

 

          Market  
          Value•  
      Shares   ($000 )
  AO Smith Corp.   1,257,449   53,681  
  ITT Inc.   775,093   51,993  
  Sonoco Products Co.   886,044   50,629  
  Lincoln Electric Holdings Inc.   560,538   49,989  
  MSA Safety Inc.   341,847   46,354  
  Silgan Holdings Inc.   979,674   30,233  
  Regal Beloit Corp.   379,289   29,759  
  MSC Industrial Direct Co. Inc. Class A   400,146   27,238  
  Brady Corp. Class A   435,696   24,125  
  Franklin Electric Co. Inc.   410,215   23,665  
  ABM Industries Inc.   587,314   22,400  
  McGrath RentCorp   214,671   16,598  
  Badger Meter Inc.   258,307   15,256  
  Tennant Co.   160,546   12,397  
  Lindsay Corp.   95,703   9,573  
  Gorman-Rupp Co.   231,449   8,543  
  Cass Information Systems Inc.   130,764   7,064  
          13,750,816  
Technology (9.4%)          
  Microsoft Corp.   15,948,147   2,714,853  
  Texas Instruments Inc.   8,319,529   1,003,751  
  L3Harris Technologies Inc.   1,965,167   434,951  
  Analog Devices Inc.   3,264,810   358,313  
  Microchip Technology Inc.   2,100,153   204,723  
  Xilinx Inc.   2,246,084   189,749  
          4,906,340  
Telecommunications (0.0%)          
  Telephone & Data Systems Inc.   944,243   21,416  
             
Utilities (6.3%)          
  NextEra Energy Inc.   4,238,704   1,136,820  
  Xcel Energy Inc.   4,558,056   315,372  
  WEC Energy Group Inc.   2,798,232   279,515  
  Eversource Energy   2,811,128   259,861  
  American Water Works Co. Inc.   1,601,302   218,097  
  CMS Energy Corp.   2,509,164   171,903  
  Evergy Inc.   2,017,798   145,604  
  Alliant Energy Corp.   2,102,441   124,801  
  Atmos Energy Corp.   1,035,287   121,160  
  Aqua America Inc.   1,579,743   82,052  
  UGI Corp.   1,851,668   77,011  
  Portland General Electric Co.   787,296   48,419  
  Black Hills Corp.   532,025   44,174  
  Spire Inc.   450,031   37,947  
  Southwest Gas Holdings Inc.   470,427   35,522  
  New Jersey Resources Corp.   786,135   32,483  
  American States Water Co.   326,254   28,893  
  MGE Energy Inc.   307,516   24,580  
  California Water Service Group   426,295   22,406  
  Northwest Natural Holding Co.   255,557   18,753  
  SJW Group   252,205   18,499  
  Chesapeake Utilities Corp.   145,304   13,980  
  Middlesex Water Co.   145,672   9,506  
          3,267,358  
Total Common Stocks
(Cost $37,180,307)
      51,972,026  
Temporary Cash Investments (0.3%)1          
Money Market Fund (0.3%)          
2,3 Vanguard Market Liquidity Fund, 1.730%   1,451,304   145,159  
             
      Face      
      Amount      
      ($000 )    
U.S. Government and Agency Obligations (0.0%)          
  United States Treasury Bill, 1.531%, 2/13/20   200   200  
4 United States Treasury Bill, 1.872%, 2/20/20   2,700   2,698  
4 United States Treasury Bill, 1.543%, 4/16/20   555   553  
4 United States Treasury Bill, 1.541%, 4/30/20   2,800   2,790  
          6,241  
Total Temporary Cash Investments
(Cost $151,384)
      151,400  
Total Investments (99.9%)
(Cost $37,331,691)
      52,123,426  

 

 

  10  

 

 

Dividend Appreciation Index Fund

 

 

 

        Amount  
        ($000 )
Other Assets and Liabilities (0.1%)          
Other Assets          
Investment in Vanguard       2,286  
Receivables for Accrued Income       59,512  
Receivables for Capital Shares Issued       14,428  
Unrealized Appreciation—OTC Swap Contracts       2,977  
Total Other Assets       79,203  
Liabilities          
Payables for Investment Securities Purchased       (243 )
Collateral for Securities on Loan       (7,595 )
Payables for Capital Shares Redeemed       (10,190 )
Payables to Vanguard       (6,845 )
Variation Margin Payable—Futures Contracts       (2,907 )
Other Liabilities       (3,196 )
Total Liabilities       (30,976 )
Net Assets (100%)       52,171,653  

 

 

At January 31, 2020, net assets consisted of:

        Amount  
        ($000 )
Paid-in Capital       38,058,526  
Total Distributable Earnings (Loss)       14,113,127  
Net Assets       52,171,653  
           
ETF Shares—Net Assets          
Applicable to 336,700,044 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       42,216,748  
Net Asset Value Per Share—ETF Shares       $125.38  
           
Admiral Shares—Net Assets          
Applicable to 292,568,109 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       9,954,905  
Net Asset Value Per Share—Admiral Shares       $34.03  

 

· See Note A in Notes to Financial Statements.

 

^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $7,402,000.

 

1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After giving effect to futures and swap investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and -0.1%, respectively, of net assets.

 

2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.

 

3 Collateral of $7,595,000 was received for securities on loan.

 

4 Securities with a value of $5,908,000 have been segregated as initial margin for open futures contracts.

 

OTC—Over-the-Counter.

 

  11  

 

 

Dividend Appreciation Index Fund

 

 

Derivative Financial Instruments Outstanding as of Period End          

 

Futures Contracts                  
                ($000 )
                Value and  
        Number of       Unrealized  
        Long (Short ) Notional   Appreciation  
    Expiration   Contracts   Amount   (Depreciation )
Long Futures Contracts                  
E-mini S&P 500 Index   March 2020   885   142,662   1,429  

 

 

 

Over-the-Counter Total Return Swaps

                Floating          
                Interest          
                Rate   Value and   Value and  
            Notional   Received   Unrealized   Unrealized  
    Termination       Amount   (Paid )1 Appreciation   (Depreciation )
Reference Entity   Date   Counterparty   ($000 ) (% ) ($000 ) ($000 )
Visa Inc.   9/2/20   BOANA   51,673   (1.663 ) 2,977    

 

1 Payment received/paid monthly.

 

BOANA—Bank of America NA.

 

At January 31, 2020, a counterparty had deposited in a segregated account cash of $5,520,000 in connection with open over-the-counter swap contracts.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  12  

 

 

Dividend Appreciation Index Fund

 

 

Statement of Operations

 

    Year Ended  
    January 31, 2020  
    ($000 )
Investment Income      
Income      
Dividends   893,204  
Interest1   1,814  
Securities Lending—Net   135  
Total Income   895,153  
Expenses      
The Vanguard Group—Note B      
Investment Advisory Services   3,563  
Management and Administrative—Investor Shares   614  
Management and Administrative—ETF Shares   16,751  
Management and Administrative—Admiral Shares   5,448  
Marketing and Distribution—Investor Shares   54  
Marketing and Distribution—ETF Shares   1,582  
Marketing and Distribution—Admiral Shares   491  
Custodian Fees   196  
Auditing Fees   35  
Shareholders’ Reports—Investor Shares   1  
Shareholders’ Reports—ETF Shares   670  
Shareholders’ Reports—Admiral Shares   72  
Trustees’ Fees and Expenses   21  
Total Expenses   29,498  
Net Investment Income   865,655  
Realized Net Gain (Loss)      
Investment Securities Sold1,2   1,494,465  
Futures Contracts   17,292  
Swap Contracts   2,663  
Realized Net Gain (Loss)   1,514,420  
Change in Unrealized Appreciation (Depreciation)      
Investment Securities1   6,737,615  
Futures Contracts   (1,249 )
Swap Contracts   2,977  
Change in Unrealized Appreciation (Depreciation)   6,739,343  
Net Increase (Decrease) in Net Assets Resulting from Operations   9,119,418  

 

1 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $1,674,000, $19,000, and $10,000, respectively. Purchases and sales are for temporary cash investment purposes.

 

2 Includes $1,901,221,000 of net gain (loss) resulting from in-kind redemptions; such gain (loss) is not taxable to the fund.

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  13  

 

 

Dividend Appreciation Index Fund

 

 

Statement of Changes in Net Assets

 

 

    Year Ended January 31,  
    2020   2019  
    ($000 ) ($000 )
Increase (Decrease) in Net Assets          
Operations          
Net Investment Income   865,655   722,090  
Realized Net Gain (Loss)   1,514,420   1,435,854  
Change in Unrealized Appreciation (Depreciation)   6,739,343   (2,493,926 )
Net Increase (Decrease) in Net Assets Resulting from Operations   9,119,418   (335,982 )
Distributions          
Net Investment Income          
Investor Shares   (8,596 ) (20,522 )
ETF Shares   (677,362 ) (567,443 )
Admiral Shares   (151,843 ) (121,610 )
Realized Capital Gain          
Investor Shares      
ETF Shares      
Admiral Shares      
Total Distributions   (837,801 ) (709,575 )
Capital Share Transactions          
Investor Shares   (1,174,095 ) (71,388 )
ETF Shares   4,581,785   3,095,084  
Admiral Shares   1,720,389   909,308  
Net Increase (Decrease) from Capital Share Transactions   5,128,079   3,933,004  
Total Increase (Decrease)   13,409,696   2,887,447  
Net Assets          
Beginning of Period   38,761,957   35,874,510  
End of Period   52,171,653   38,761,957  

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  14  

 

 

Dividend Appreciation Index Fund

 

 

Financial Highlights

 

 

Investor Shares

 

    Feb. 1,                  
    2019, to                  
For a Share Outstanding   Nov. 7,   Year Ended January 31,  
Throughout Each Period   20191   2019   2018   2017   2016  
Net Asset Value, Beginning of Period   $41.65   $42.85   $34.67   $30.40   $31.37  
Investment Operations                      
Net Investment Income   .659 2 .803 2 .756 2 .694   .670  
Net Realized and Unrealized Gain (Loss) on Investments   6.446   (1.219 ) 8.165   4.275   (.947 )
Total from Investment Operations   7.105   (.416 ) 8.921   4.969   (.277 )
Distributions                      
Dividends from Net Investment Income   (.585 ) (.784 ) (.741 ) (.699 ) (.693 )
Distributions from Realized Capital Gains            
Total Distributions   (.585 ) (.784 ) (.741 ) (.699 ) (.693 )
Net Asset Value, End of Period   $48.171   $41.65   $42.85   $34.67   $30.40  
                       
Total Return3   17.15%   -0.94%   26.02%   16.46%   -0.93%  
                       
Ratios/Supplemental Data                      
Net Assets, End of Period (Millions)     $1,038   $1,144   $994   $875  
Ratio of Total Expenses to Average Net Assets   0.14%4   0.14%   0.15%   0.17%   0.19%  
Ratio of Net Investment Income to Average Net Assets   1.93%4   1.93%   1.99%   2.11%   2.11%  
Portfolio Turnover Rate5   14%6   16%   14%   19%   22%  

 

1 Net asset value as of November 7, 2019, on which date the remaining Investor Shares were converted to Admiral Shares.

 

2 Calculated based on average shares outstanding.

 

3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.

 

4 Annualized.

 

5 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

6 Reflects the fund’s portfolio turnover for the fiscal year ended January 31, 2020.

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  15  

 

 

Dividend Appreciation Index Fund

 

 

Financial Highlights

 

 

ETF Shares

 

For a Share Outstanding   Year Ended January 31,  
Throughout Each Period   2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period   $104.09   $107.10   $86.66   $75.98   $78.42  
Investment Operations                      
Net Investment Income   2.214 1 2.084 1 1.9511   1.810   1.759  
Net Realized and Unrealized Gain (Loss) on Investments   21.210   (3.056 ) 20.408   10.696   (2.380 )
Total from Investment Operations   23.424   (.972 ) 22.359   12.506   (.621 )
Distributions                      
Dividends from Net Investment Income   (2.134 ) (2.038 ) (1.919 ) (1.826 ) (1.819 )
Distributions from Realized Capital Gains            
Total Distributions   (2.134 ) (2.038 ) (1.919 ) (1.826 ) (1.819 )
Net Asset Value, End of Period   $125.38   $104.09   $107.10   $86.66   $75.98  
                       
Total Return   22.68%   -0.87%   26.10%   16.59%   -0.84%  
                       
Ratios/Supplemental Data                      
Net Assets, End of Period (Millions)   $42,217   $30,969   $28,717   $22,698   $18,771  
Ratio of Total Expenses to Average Net Assets   0.06%   0.06%   0.08%   0.08%   0.09%  
Ratio of Net Investment Income to Average Net Assets   1.90%   2.01%   2.06%   2.20%   2.21%  
Portfolio Turnover Rate2   14%   16%   14%   19%   22%  

 

1 Calculated based on average shares outstanding.

 

2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  16  

 

 

Dividend Appreciation Index Fund

 

 

Financial Highlights

 

 

Admiral Shares

 

For a Share Outstanding   Year Ended January 31,  
Throughout Each Period   2020   2019   2018   2017   2016  
Net Asset Value, Beginning of Period   $28.25   $29.07   $23.52   $20.62   $21.28  
Investment Operations                      
Net Investment Income   .594 1 .560 1 .528 1 .492   .478  
Net Realized and Unrealized Gain (Loss) on Investments   5.757   (.830 ) 5.542   2.903   (.644 )
Total from Investment Operations   6.351   (.270 ) 6.070   3.395   (.166 )
Distributions                      
Dividends from Net Investment Income   (.571 ) (.550 ) (.520 ) (.495 ) (.494 )
Distributions from Realized Capital Gains            
Total Distributions   (.571 ) (.550 ) (.520 ) (.495 ) (.494 )
Net Asset Value, End of Period   $34.03   $28.25   $29.07   $23.52   $20.62  
                       
Total Return2   22.65%   -0.89%   26.11%   16.58%   -0.83%  
                       
Ratios/Supplemental Data                      
Net Assets, End of Period (Millions)   $9,955   $6,755   $6,014   $4,294   $3,215  
Ratio of Total Expenses to Average Net Assets   0.08%   0.08%   0.08%   0.08%   0.09%  
Ratio of Net Investment Income to                      
Average Net Assets   1.87%   1.99%   2.06%   2.20%   2.21%  
Portfolio Turnover Rate3   14%   16%   14%   19%   22%  

 

1 Calculated based on average shares outstanding.

 

2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.

 

3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

  17  

 

 

 

Dividend Appreciation Index Fund

 

 

 

Notes to Financial Statements

 

 

 

Vanguard Dividend Appreciation Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers two classes of shares: ETF Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Prior to November 7, 2019, the fund offered Investor Shares. Effective at the close of business on November 7, 2019, the remaining Investor Shares were converted to Admiral Shares.

 

A.  The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

 

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

 

Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

 

During the year ended January 31, 2020, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.

 

  18  

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

3.  Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund generally invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

 

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded.

 

A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

 

During the year ended January 31, 2020, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

 

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2017–2020), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

 

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

  19  

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

 

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

 

The fund had no borrowings outstanding at January 31, 2020, or at any time during the period then ended.

 

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

 

  20  

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

B.  In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets. All other costs of operations payable to Vanguard are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $2,286,000 representing less than 0.01% of the fund’s net assets and 0.91% of Vanguard’s capital received pursuant to the FSA. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

 

C. Various inputs may be used to determine the value of the fund’s investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

 

The following table summarizes the market value of the fund’s investments and derivatives as of January 31, 2020, based on the inputs used to value them:

 

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 51,972,026
Temporary Cash Investments 145,159 6,241
Futures Contracts—Liabilities1 (2,907)
Swap Contracts—Assets 2,977
Total 52,114,278 9,218

 

1 Represents variation margin on the last day of the reporting period.

 

  21  

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

D.  Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for in-kind redemptions and swap agreements were reclassified between the following accounts:

 

  Amount
  ($000)
Paid-in Capital 1,901,221
Total Distributable Earnings (Loss) (1,901,221)

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain futures contracts and swap agreements. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

  Amount
  ($000)
Undistributed Ordinary Income 75,189
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring) (748,618)
Net Unrealized Gains (Losses) 14,791,735

 

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

 

  Amount
  ($000)
Tax Cost 37,331,691
Gross Unrealized Appreciation 15,529,477
Gross Unrealized Depreciation (737,742)
Net Unrealized Appreciation (Depreciation) 14,791,735

 

E.  During the year ended January 31, 2020, the fund purchased $16,881,120,000 of investment securities and sold $11,815,424,000 of investment securities, other than temporary cash investments. Purchases and sales include $9,066,634,000 and $5,311,600,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

 

  22  

 

 

Dividend Appreciation Index Fund

 

 

 

 

 

 

F.  Capital share transactions for each class of shares were:

 

        Year Ended January 31,
    2020     2019
  Amount Shares   Amount Shares
  ($000) (000 ) ($000) (000)
Investor Shares          
Issued 254,211 5,369   232,784 5,576
Issued in Lieu of Cash Distributions 7,936 179   18,724 455
Redeemed1 (1,436,242) (30,460 ) (322,896) (7,807)
Net Increase (Decrease)—Investor Shares (1,174,095) (24,912 ) (71,388) (1,776)
ETF Shares          
Issued 9,814,909 85,404   6,785,347 65,225
Issued in Lieu of Cash Distributions  
Redeemed (5,233,124) (46,225 ) (3,690,263) (35,825)
Net Increase (Decrease)—ETF Shares 4,581,785 39,179   3,095,084 29,400
Admiral Shares          
ssued1 3,452,025 108,647   1,912,970 68,066
Issued in Lieu of Cash Distributions 130,515 4,114   105,887 3,792
Redeemed (1,862,151) (59,339 ) (1,109,549) (39,609)
Net Increase (Decrease)—Admiral Shares 1,720,389 53,422   909,308 32,249

 

1 In November 2018, the fund announced changes to the availability and minimum investment criteria of the Investor and Admiral share classes. As a result, all of the outstanding Investor Shares automatically converted to Admiral Shares beginning in April 2019. Investor Shares—Redeemed and Admiral Shares—Issued include 26,826,000 and 39,551,000 shares, respectively, in the amount of $1,130,304,000 from the conversion during the year ended January 31, 2020.

 

 

G.  Management has determined that no events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

  23  

 

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Dividend Appreciation Index Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Dividend Appreciation Index Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the “Fund”) as of January 31, 2020, the related statement of operations for the year ended January 31, 2020, the statement of changes in net assets for each of the two years in the period ended January 31, 2020, 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 January 31, 2020, 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 January 31, 2020 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.

 

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 January 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; 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

Philadelphia, Pennsylvania

March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

  24  

 

 

 

Special 2019 tax information (unaudited) for Vanguard Dividend Appreciation Index Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $837,801,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 96.3% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

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The People Who Govern Your Fund

 

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018– present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Children’s Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

  

     

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBM’s Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork-Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

     

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

 

Vanguard Senior Management Team

 

Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings

 

     

 

 

 

Connect with Vanguard® > vanguard.com

 

 

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

 

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the fund’s current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SEC’s website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

“Dividend Achievers” is a trademark of The NASDAQ OMX Group, Inc. (collectively, with its affiliates “NASDAQ OMX”), and has been licensed for use by The Vanguard Group, Inc. Vanguard mutual funds are not sponsored, endorsed, sold, or promoted by NASDAQ OMX and NASDAQ OMX makes no representation regarding the advisability of investing in the funds. NASDAQ OMX MAKES NO WARRANTIES AND BEARS NO LIABILITY WITH RESPECT TO THE VANGUARD MUTUAL FUNDS.

 

 

 

 

 

 

 

  © 2020 The Vanguard Group, Inc.
  All rights reserved.
  U.S. Patent Nos. 6,879,964; 7,337,138;
  7,720,749; 7,925,573; 8,090,646; 8,417,623; and 8,626,636.
  Vanguard Marketing Corporation, Distributor.
   
  Q6020 032020

  

 

 

 

 

 

 

 

 

Annual Report | January 31, 2020

 

 

Vanguard Global ESG Select Stock Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

 

 

 

 

 

Important information about access to shareholder reports

 

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your funds annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.

 

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.

 

You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.

 

 

 

Contents  
   
A Note From Our Chairman 1
   
Your Fund’s Performance at a Glance 2
   
Advisor’s Report 3
   
About Your Fund’s Expenses 8
   
Performance Summary 10
   
Financial Statements 12
   
Trustees Approve Advisory Arrangement 24

 

 

 

 

 

 

 

 

 

 

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

 

 

 

 

A Note From Our Chairman

 

 

 

 

 

Tim Buckley

Chairman and Chief Executive Officer

 

 

 

Dear Shareholder,

 

These are challenging times. The markets plummet one day and bounce back the next as investors process the uncertainty surrounding the coronavirus outbreak.

 

At Vanguard, we tell investors to stay the coursein good times and bad. This means focusing on your investment goals, keeping a long-term perspective, being balanced across and diversified within asset classes, and limiting cost.

 

Vanguard investors have proven time and again that they know how to stay calm in a market downturn—an attribute that has served them well. But for those who are weathering their first bout of market volatility or could just use a friendly reminder, let me offer three points.

 

First, we stand by our counsel—stay the course.

 

Dont be tempted to time the markets. Its a losing strategy. An investment plan established during calmer times should not be abandoned in the midst of a market downturn. Although having exposure to different asset classes does not eliminate the risk of loss, we believe investors should let the potential benefits of diversification play out.

 

Second, whether youre new to investing or a seasoned financial advisor, dont feel that you need to go it alone. Our mission is to help you succeed, so reach out if we can be of help.

 

Our websites are constantly refreshed with our latest thinking on the markets and economy. And our experts offer practical advice on how to put this perspective to work in your portfolios.

 

And, finally, thank you.

 

Thank you for entrusting us with your financial success. Its a tremendous responsibility that we take very seriously. No matter the market conditions, we look forward to partnering with you and helping you reach your investment goals.

 

Sincerely,

 

 

Mortimer J. Buckley

Chairman and Chief Executive Officer

March 3, 2020

 

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Your Funds Performance at a Glance

 

 

·             Vanguard Global ESG Select Stock Fund returned 12.57% for Investor Shares and 12.64% for Admiral Shares for the fiscal year ended January 31, 2020.

 

·             Amid trade disputes, geopolitical tensions, and continuing concerns about slowing global economic growth, large-capitalization stocks outperformed small-and mid-caps and growth stocks outperformed their value counterparts for the period.

 

·             The fund, which launched on June 5, 2019, seeks to invest in global mid-and large-cap companies with high financial productivity and leading environmental, social, and governance (ESG) practices.

 

·             Relative to the benchmark, the fund was helped most by the advisor’s stock selection in the industrial sector. By region, the fund benefited most from its holdings in emerging markets, while stock selection in North America was the biggest detractor from performance versus the benchmark.

 

 

 

Market Barometer

  Average Annual Total Returns  
  Periods Ended January 31, 2020  
  One Year   Three Years   Five Years  
Stocks            
Russell 1000 Index (Large-caps) 21.39%   14.33%   12.13%  
Russell 2000 Index (Small-caps) 9.21   7.28   8.23  
Russell 3000 Index (Broad U.S. market) 20.53   13.82   11.85  
FTSE All-World ex US Index (International) 10.28   7.74   5.24  
             
Bonds            
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market) 9.64%   4.62%   3.01%  
Bloomberg Barclays Municipal Bond Index (Broad tax-exempt market) 8.65   5.12   3.53  
FTSE Three-Month U.S. Treasury Bill Index 2.18   1.68   1.07  
             
CPI            
Consumer Price Index 2.49%   2.04%   2.00%  

 

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Advisors Report

 

 

Performance

From its June 5, 2019, inception through January 31, 2020, Vanguard Global ESG Select Stock Fund returned 12.57% for Investor Shares and 12.64% for Admiral Shares, in line with the 12.56% return of its benchmark, the FTSE All-World Index.

 

The investment environment

For the period from the funds inception through January 31, 2020, global equities rose 12.26% in U.S. dollars, as measured by the MSCI All Country World Index.

 

In the third quarter of 2019, Boris Johnson became prime minister of the United Kingdom after winning the Conservative Party leadership contest. U.K. opposition parties vowed to block Johnsons bid for a general election, and Parliament passed legislation requiring him to request an extension to the Brexit process if he failed to secure an acceptable deal.

 

On the monetary front, the U.S. Federal Reserve cut interest rates in August, September, and October to extend the U.S. economic expansion amid slowing growth and trade uncertainty. The European Central Bank unveiled a sweeping, long-term economic stimulus package to bolster the euro zone economy against slowing growth and trade frictions, including an open-ended asset purchase program and more favorable bank-lending conditions.

 

In the fourth quarter, waning recession fears and forecasts for improving global growth in 2020 helped bolster risk sentiment, while geopolitics and trade disputes remained major drivers of market volatility. The U.S. canceled tariffs against China that were due to take effect in mid-December, and President Donald Trump subsequently announced that a phase-one trade agreement would be signed in January, providing significant relief to global markets. U.K. equities rose after the Conservative Partys general election victory lifted the uncertainty about the countrys departure from the European Union (EU) and eliminated concerns about the Labour Partys plans to nationalize large swaths of the U.K. economy.

 

Global equities declined in January 2020 as geopolitical tensions and the escalating coronavirus outbreak triggered a spike in volatility. The uncertain but potentially severe economic impacts of the outbreak rattled global markets, overshadowing investorsoptimism about the U.S.-China trade deal, which was signed January 15. The deal reduced tensions, though it left about $360 billion worth of tariffs in place and did not address difficult structural issues such as industrial subsidies. The U.K. exited the EU January 31, and the two sides face the difficult task of negotiating a new trade agreement during the 11-month transition.

 

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Our successes and shortfalls

The funds performance relative to the benchmark was driven primarily by strong stock selection in the industrial, real estate, and utilities sectors, while selection in health care, information technology, and communication services detracted. We expect stock selection to be the funds main driver or detractor in any period.

 

At the issuer level, Taiwan Semiconductor (TSMC) and Atlas Copco were among the funds top relative contributors. TSMC designs and manufactures integrated circuits and other semiconductor devices. Its share price rose during the period after the company reported better-than-expected third-quarter results and raised its fourth-quarter guidance, driven by end-market demand for high-end smartphones and high-performance computing applications. TSMC is one of the worlds best semiconductor companies, setting itself apart with leading-edge technology, high returns, and a proclivity for reinvesting to maintain its dominant competitive position.

 

The company complements its fundamental strengths with clear, measurable, time-based goals to lessen the environmental impact of its manufacturing process. It is investing in the circular economy (reusing or selling recycled waste) and has steadily lowered the water intensity of its operations. Stakeholders care about these topics.

 

Many customers have outsourced their fabrication to TSMC and want assurance that the company is acting responsibly. Similarly, employees and communities care that TSMC sets an example as a good corporate citizen given its global leadership position.

 

Atlas Copco is an international industrial group that develops, manufactures, and markets compressed air equipment and treatment, vacuum solutions, mining equipment, generators, electric and pneumatic tools, hybrid joining technologies, and other assembly systems; it also offers related equipment and services. Shares rose as Atlas reported third-quarter profits and orders that beat analystsestimates, striking a resilient tone amid concerns that global manufacturing is slowing.

 

Atlas is run with a long-term perspective by a controlling shareholder family, allowing for multiyear decision-making that competitors are not emboldened to emulate. Its corporate structure is decentralized and entrepreneurial, held together by a strong, unique, returns-focused culture. Atlas has shaped its portfolio to focus on attractive niche markets and has proven to be a great allocator of capital and resources in both acquiring and divesting over time.

 

Progressive, one of the largest U.S. auto insurers, was the funds biggest absolute detractor and one of its biggest relative detractors for the period. Investors have

 

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been concerned about deterioration in the combined ratio and margin pressure in the companys quarterly results, which led the stock price to fall in the latter half of 2019. Progressive has strong competitive advantages in distribution, branding, and cost, a result of applying segmentation strategies to everything it does, which makes it one of the worlds best insurers at pricing risk.

 

Progressive also has a clear and sensible capital allocation policy, and we are confident the company will be successful in the long term as it applies more and more data to grow more quickly and underwrite more effectively, both in existing markets such as auto and in new ones such as home.

 

Two million customers have been with Progressive for a decade or more, and the company can attract the best and the brightest employees to serve them, thanks to its distinctive culture and emphasis on diversity and inclusion. Notably, Progressive is one of only two companies in the Standard & Poors 500 Index with a female CEO and a female independent board chair.

 

The funds positioning and investment strategy

Our investment philosophy is grounded in the idea that sustainable financial strength plus superior stewardship is a powerful combination, often overlooked as a source of competitive advantage and a driver of alpha. We believe the best way to balance return and responsibility is to extend our time horizon, because these considerations converge over the long term. Thus the portfolio reflects our conviction that:

 

·             Companies with high returns on capital and strong stewardship are advantaged in outperforming peers and the market.

 

·             Patience and portfolio construction are two core disciplines that allow us to focus and develop differentiated insights that ultimately drive shareholder returns over the long term.

 

·             Active ownership through engagement and proxy voting are fiduciary responsibilities that can positively influence company behavior and reinforce the tenets that we believe lead to sustained outperformance.

 

Rather than focusing exclusively on environmental, social, and governance (ESG) factors, our approach takes a more holistic view of corporate responsibility. We call this stewardship. We do not rely on third-party ESG research or on prescribed ESG screening methodologies, which can be backward-looking, inconsistent, and arbitrarily connected to long-term value creation. Rather, the portfolio is constructed by selecting stocks based on their individual merits and by applying our quantitative and qualitative judgment to ensure that each company meets our high standards for stewardship.

 

Our investment universe is focused on the largest and most liquid global equities; this initially biases our selection to companies that have been around the longest, with

 

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higher-than-average returns on equity, and that have more sophisticated approaches to stewardship, consistent with our investment framework. We collaborate with Wellingtons global industry analysts to identify the best long-term investment ideas from within this universe that match our philosophy and process. Then we work with Wellingtons ESG research team to identify the stewardship leaders within industries and regions, considering those ESG issues that are most material to financial outcomes.

 

Given our teams desire to balance strong fundamentals and ESG leadership, we avoid companies that are deemed deficient or declining, and we are not interested in betting on turnarounds. Rather, our approach is to seek to invest in what we believe to be the best of the best.We then conduct detailed fundamental analysis on each company, evaluating the sustainability of its financial returns, its history of capital allocation, its ESG priorities, its aptitude and attitude toward engagement, and its desire to pursue best-in-class stewardship.

 

A critical element of our research process involves understanding how companies balance the interests of all stakeholders, prioritize ESG risks and opportunities, and integrate material ESG factors into strategy and long-term planning.

 

Ultimately, we will typically invest in about 35–50 stocks across regions and sectors that meet our fundamental and stewardship criteria. Valuation does not drive investment decisions but is used as an input for position sizing. The portfolio is constructed to reduce country, sector, and style biases so that stock-specific factors are the main drivers of risk and return.

 

We believe it is our fiduciary duty to actively engage with portfolio companies on behalf of fund holders. We aim to support or influence decisions that can maximize long-term stakeholder and shareholder value, which are intertwined and self-reinforcing. Making use of Wellingtons corporate access and relationships, we engage directly with company managements and boards to identify and understand ESG risks and opportunities. We challenge insular thinking. We help prioritize governance factors that matter to longstanding owners. We offer guidance on environmental and social issues for which companies may lack broader perspective.

 

Lastly, engagement enables us to hold boards and managements accountable for their actions. We hope to invest in companies that prioritize their long-term health and sustained returns on capital rather than capitulating to short-term performance pressures and seeking growth at all costs. We are particularly attracted to situations where we believe financial returns may be higher or last longer than the market anticipates. To support these aspirations, we aim to meet at least annually with managements and a board director for every security we own,

 

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focusing on the ESG considerations that we believe are most material to creating long-term value.

 

Mark D. Mandel, CFA

Senior Managing Director,

Equity Portfolio Manager

 

Yolanda C. Courtines, CFA

Senior Managing Director,

Equity Portfolio Manager

 

Wellington Management Company LLP

 

February 12, 2020

 

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About Your Funds Expenses

 

 

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a funds gross income, directly reduce the investment return of the fund.

 

A funds expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

 

The accompanying table illustrates your funds costs in two ways:

 

·             Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The Ending Account Valueshown is derived from the funds actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading Expenses Paid During Period.

 

·             Based on hypothetical 5% yearly return. This section is intended to help you compare your funds costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the funds actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your funds costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a sales load.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

 

You can find more information about the funds expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your funds current prospectus.

 

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Six Months Ended January 31, 2020      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Global ESG Select Stock Fund 7/31/2019 1/31/2020 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,062.44 $3.02
Admiral™ Shares 1,000.00 1,063.01 2.50
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,022.28 $2.96
Admiral Shares 1,000.00 1,022.78 2.45

The calculations are based on expenses incurred in the most recent six-month period. The funds annualized six-month expense ratios for that period are 0.58% for Investor Shares and 0.48% for Admiral Shares. The dollar amounts shown as Expenses Paidare equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

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Global ESG Select Stock Fund

 

 

Performance Summary

 

 

All of the returns in this report represent past performance. Past performance—and especially short-term past performance— is not a guarantee of the future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investors shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

 

Cumulative Performance: June 5, 2019, Through January 31, 2020

Initial Investment of $10,000

 

 

   

  

        Total Returns    
        Period Ended January 31, 2020    
        Since   Final Value
        Inception   of a $10,000
        (6/5/2019)   Investment
  Global ESG Select Stock Fund Investor Shares   12.57%   $11,257
  FTSE All-World Index   12.56   11,256

Since Inceptionperformance is calculated from the Investor Sharesinception date for both the fund and its comparative standard(s).

  

    Since   Final Value
    Inception   of a $50,000
    (6/5/2019)   Investment
Global ESG Select Stock Fund Admiral Shares   12.64%   $56,318
FTSE All-World Index   12.56   56,280

 “Since Inceptionperformance is calculated from the Admiral Sharesinception date for both the fund and its comparative standard(s).

 

 

 

 

See Financial Highlights for dividend and capital gains information.

   

10

 

 

 

Global ESG Select Stock Fund

 

 

Sector Diversification

As of January 31, 2020

 

Communication Services     2.0 %
Consumer Discretionary     17.3  
Consumer Staples     4.1  
Financials     21.0  
Health Care     12.2  
Industrials     15.0  
Information Technology     17.3  
Materials     5.1  
Real Estate     2.1  
Utilities     3.9  

 

The table reflects the funds equity exposure, based on its investments in stocks and stock index futures. Any holdings in short-term reserves are excluded. Sector categories are based on the Global Industry Classification Standard (GICS), except for the Othercategory (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of MSCI Inc. (MSCI) and Standard and Poors, a division of McGraw-Hill Companies, Inc. (S&P), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

 

11

 

 

Global ESG Select Stock Fund

 

 

Financial Statements

 

 

Statement of Net Assets

As of January 31, 2020

 

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The funds Form N-PORT reports are available on the SECs website at www.sec.gov.

 

 

 

          Market  
          Value•  
      Shares   ($000 )
Common Stocks (95.9%)          
Brazil (1.4%)          
  B3 SA - Brasil Bolsa Balcao   138,100   1,554  
             
Canada (4.2%)          
  Bank of Nova Scotia   45,582   2,489  
  BCE Inc.   43,503   2,050  
          4,539  
Denmark (2.4%)          
  Vestas Wind Systems A/S   25,786   2,560  
             
France (6.6%)          
  Cie Generale des Etablissements Michelin SCA   22,908   2,658  
  Schneider Electric SE   24,039   2,397  
  LVMH Moet Hennessy Louis Vuitton SE   4,658   2,029  
          7,084  
Hong Kong (2.1%)          
  AIA Group Ltd.   228,800   2,267  
             
Japan (5.0%)          
  Mitsubishi UFJ Financial Group Inc.   632,200   3,246  
  Recruit Holdings Co. Ltd.   55,300   2,156  
          5,402  
Netherlands (6.0%)          
  ING Groep NV   243,798   2,647  
  Koninklijke DSM NV   17,752   2,160  
  Wolters Kluwer NV   21,211   1,594  
          6,401  
Singapore (3.1%)          
  DBS Group Holdings Ltd.   181,700   3,347  
             
Spain (4.7%)          
  Industria de Diseno Textil SA   83,678   2,814  
  Iberdrola SA   200,143   2,190  
  Iberdrola SA Rights Exp.01/23/2020   183,429   37  
          5,041  
Sweden (1.4%)          
  Atlas Copco AB Class A   41,091   1,454  
             
Switzerland (4.1%)          
  Novartis AG   46,996   4,440  
             
Taiwan (2.7%)          
  Taiwan Semiconductor Manufacturing Co. Ltd.   282,000   2,909  
             
United Kingdom (2.5%)          
  Compass Group plc   106,719   2,638  
             
United States (49.7%)          
  Microsoft Corp.   28,071   4,779  
  Merck & Co. Inc.   51,072   4,364  
  Home Depot Inc.   18,715   4,269  
  Colgate-Palmolive Co.   56,978   4,204  
  Deere & Co.   23,706   3,759  
  Starbucks Corp.   40,176   3,408  
  Texas Instruments Inc.   27,782   3,352  
  Visa Inc.   15,804   3,144  
  Ecolab Inc.   15,970   3,132  
  Northern Trust Corp.   31,691   3,100  
  Progressive Corp.   36,816   2,971  
  Accenture plc Class A   10,481   2,151  
  Prologis Inc.   23,148   2,150  
  Danaher Corp.   12,893   2,074  
  NextEra Energy Inc.   6,821   1,829  
  Baxter International Inc.   18,965   1,692  
  Automatic Data Processing Inc.   9,150   1,568  
  Ingersoll-Rand plc   11,396   1,518  
          53,464  
  Total Common Stocks
(Cost $95,815)
      103,100  

  

 

12

 

 

Global ESG Select Stock Fund

 

 

          Market  
          Value•  
      Shares   ($000 )
  Temporary Cash Investment (3.2%)          
  Money Market Fund (3.2%)          
1 Vanguard Market Liquidity Fund, 1.730%
(Cost $3,422)
  34,215   3,422  
  Total Investments (99.1%)
(Cost $99,237)
      106,522  
  Other Assets and Liabilities (0.9%)        
  Other Assets       7,407  
  Liabilities       (6,472)  
          935  
  Net Assets (100%)       107,457  

  

          Amount  
        ($000 )
  Statement of Assets and Liabilities          
  Assets          
  Investments in Securities, at Value          
  Unaffiliated Issuer       103,100  
  Affiliated Issuer       3,422  
  Total Investments in Securities       106,522  
  Investment in Vanguard       4  
  Receivables for Accrued Income       123  
  Receivables for Investment Securities Sold       5,966  
  Receivables for Capital Shares Issued       1,142  
  Other Assets       172  
  Total Assets       113,929  
  Liabilities          
  Payables for Investment Securities Purchased       6,272  
  Payables to Investment Advisor       53  
  Payables for Capital Shares Redeemed       133  
  Payables to Vanguard       14  
  Total Liabilities       6,472  
  Net Assets       107,457  

 

At January 31, 2020, net assets consisted of:

 

          Amount  
        ($000 )
  Paid-in Capital       100,146  
  Total Distributable Earnings (Loss)       7,311  
  Net Assets       107,457  
             
  Investor Shares—Net Assets          
  Applicable to 1,500,101 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       33,506  
  Net Asset Value Per Share—Investor Shares       $22.34  
             
  Admiral Shares—Net Assets          
  Applicable to 2,648,169 outstanding $.001 par value shares of beneficial interest (unlimited authorization)       73,951  
  Net Asset Value Per Share—Admiral Shares       $27.93  

 

· See Note A in Notes to Financial Statements.
1 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

13

 

 

Global ESG Select Stock Fund

 

 

Statement of Operations

 

 

    May 21, 20191 to  
    January 31, 2020  
    ($000 ) 
Investment Income        
Income        
Dividends2     1,140  
Interest3     60  
Total Income     1,200  
Expenses        
Investment Advisory Fees – Note B     114  
The Vanguard Group—Note C        
Management and Administrative—Investor Shares     46  
Management and Administrative—Admiral Shares     66  
Marketing and Distribution—Investor Shares      
Marketing and Distribution—Admiral Shares      
Custodian Fees     15  
Auditing Fees     17  
Shareholders’ Reports—Investor Shares     3  
Shareholders’ Reports—Admiral Shares      
Total Expenses     261  
Expenses Paid Indirectly     (15 )
Net Expenses     246  
Net Investment Income     954  
Realized Net Gain (Loss)        
Investment Securities Sold3     (147 )
Foreign Currencies     (12 )
Realized Net Gain (Loss)     (159 )
Change in Unrealized Appreciation (Depreciation)        
Investment Securities3     7,285  
Foreign Currencies     (2 )
Change in Unrealized Appreciation (Depreciation)     7,283  
Net Increase (Decrease) in Net Assets Resulting from Operations     8,078  

  

1 Commencement of subscription period for the fund.
2 Dividends are net of foreign withholding taxes of $79,000.
3 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $60,000, $4,000, and $0, respectively. Purchases and sales are for temporary cash investment purposes.

  

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

  

14

 

  

Global ESG Select Stock Fund

 

 

Statement of Changes in Net Assets

 

 

    May 21, 20191 to  
    January 31, 2020  
    ($000
Increase (Decrease) in Net Assets        
Operations        
Net Investment Income     954  
Realized Net Gain (Loss)     (159 )
Change in Unrealized Appreciation (Depreciation)     7,283  
Net Increase (Decrease) in Net Assets Resulting from Operations     8,078  
Distributions        
Net Investment Income        
Investor Shares     (215 )
Admiral Shares     (517 )
Realized Capital Gain        
Investor Shares     (11 )
Admiral Shares     (24 )
Total Distributions     (767 )
Capital Share Transactions        
Investor Shares     31,199  
Admiral Shares     68,947  
Net Increase (Decrease) from Capital Share Transactions     100,146  
Total Increase (Decrease)     107,457  
Net Assets        
Beginning of Period      
End of Period     107,457  

 

1 Commencement of subscription period for the fund.

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

15

 

  

Global ESG Select Stock Fund

 

 

Financial Highlights

 

Investor Shares

 

 

    May 21, 20191 to  
For a Share Outstanding Throughout the Period   January 31, 2020  
Net Asset Value, Beginning of Period   $20.00  
Investment Operations      
Net Investment Income2   .258  
Net Realized and Unrealized Gain (Loss) on Investments   2.257  
Total from Investment Operations   2.515  
Distributions      
Dividends from Net Investment Income   (.167 )
Distributions from Realized Capital Gains   (.008 )
Total Distributions   (.175 )
Net Asset Value, End of Period   $22.34  
       
Total Return3   12.57%  
       
Ratios/Supplemental Data      
Net Assets, End of Period (Millions)   $34  
Ratio of Total Expenses to Average Net Assets   0.58%4,5  
Ratio of Net Investment Income to Average Net Assets   1.81%4  
Portfolio Turnover Rate   15%  

  

1 The subscription period for the fund was May 21, 2019, to June 4, 2019, during which time all assets were held in cash.
  Performance measurement began June 5, 2019, the first business day after the subscription period, at a net asset value of $20.00.
2 Calculated based on average shares outstanding.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
4 Annualized.
5 The ratio of expenses to average net assets for the period net of reduction from custody fee offset arrangements was 0.55%.

 

 

 

 

 

 

 

 

See accompanying Notes, which are an integral part of the Financial Statements.

 

16

 

 

Global ESG Select Stock Fund

 

 

Financial Highlights

 

 

Admiral Shares      
    May 21, 20191 to  
For a Share Outstanding Throughout the Period   January 31, 2020  
Net Asset Value, Beginning of Period   $25.00  
Investment Operations      
Net Investment Income2   .338  
Net Realized and Unrealized Gain (Loss) on Investments   2.823  
Total from Investment Operations   3.161  
Distributions      
Dividends from Net Investment Income   (.221 )
Distributions from Realized Capital Gains   (.010 )
Total Distributions   (.231 )
Net Asset Value, End of Period   $27.93  
       
Total Return3   12.64%  
       
Ratios/Supplemental Data      
Net Assets, End of Period (Millions)   $74  
Ratio of Total Expenses to Average Net Assets   0.48%4,5  
Ratio of Net Investment Income to Average Net Assets   1.89%4  
Portfolio Turnover Rate   15%  

  

1 The subscription period for the fund was May 21, 2019, to June 4, 2019, during which time all assets were held in cash.
  Performance measurement began June 5, 2019, the first business day after the subscription period, at a net asset value of $25.00.
2 Calculated based on average shares outstanding.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees.
4 Annualized.
5 The ratio of expenses to average net assets for the period net of reduction from custody fee offset arrangements was 0.45%.

 

 

 

 

 

 

 See accompanying Notes, which are an integral part of the Financial Statements.

 

17

 

 

Global ESG Select Stock Fund

 

 

Notes to Financial Statements

 

 

Vanguard Global ESG Select Stock Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors.

 

A.  The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

 

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the funds pricing time but after the close of the securitiesprimary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the funds pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that funds net asset value.

 

2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the funds pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).

 

3. Federal Income Taxes: The fund intends to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the funds tax positions taken for the period ended January 31, 2020, and has concluded that no provision for federal income tax is required in the funds financial statements.

 

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

 

5. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

 

18

 

 

Global ESG Select Stock Fund

 

 

 

 

 

 

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

 

B.  Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. In accordance with the advisory contract entered into with Wellington Management Company LLP, beginning August 1, 2020, the basic fee will be subject to quarterly adjustments based on the performance relative to the FTSE All-World Index since August 1, 2019. For the period ended January 31, 2020, the investment advisory fee represented an effective annual basic rate of 0.22% of the funds average net assets.

 

C.  In accordance with the terms of a FundsService Agreement (the FSA) between The Vanguard Group (Vanguard) and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, and distribution services at Vanguards cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees and are generally settled twice a month.

 

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2020, the fund had contributed to Vanguard capital in the amount of $4,000, representing less than 0.01% of the funds net assets and less than 0.01% of Vanguards capital received pursuant to the FSA. The funds trustees and officers are also directors and employees, respectively, of Vanguard.

 

D.  The funds custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing account. For the year ended January 31, 2020, custodian fee offset arrangements reduced the funds expenses by $15,000 (an effective annual rate of 0.03% of average net assets).

 

E.  Various inputs may be used to determine the value of the funds investments. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

 

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including the funds own assumptions used to determine the fair value of investments). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

  

19

 

 

Global ESG Select Stock Fund

 

 

 

 

 

The following table summarizes the market value of the funds investments as of January 31, 2020, based on the inputs used to value them:

 

    Level 1     Level 2     Level 3  
Investments   ($000 )   ($000 )   ($000 )
Common Stocks – North and South America     59,557              
Common Stocks – Other           43,543        
Temporary Cash Investments     3,422              
Total     62,979       43,543        

 

F.  Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for foreign currency transactions were reclassified between the individual components of total distributable earnings (loss).

 

    Amount  
    ($000 )
Paid-in Capital      
Total Distributable Earnings (Loss)      

 

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 and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the deferral of post-October capital losses to future periods. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

 

    Amount  
    ($000 )
Undistributed Ordinary Income     210  
Undistributed Long-Term Gains      
Capital Loss Carryforwards*     (182 )
Net Unrealized Gains (Losses)     7,283  

   

* Includes losses of $182,000 realized subsequent to October 31, 2019, which are deferred and will be treated as realized for tax purposes in the next fiscal year.

 

As of January 31, 2020, gross unrealized appreciation and depreciation for investments based on cost for U.S. federal income tax purposes were as follows:

 

    Amount  
    ($000 )
Tax Cost     99,237  
Gross Unrealized Appreciation     8,144  
Gross Unrealized Depreciation     (859 )
Net Unrealized Appreciation (Depreciation)     7,285  

 

20

 

 

 

Global ESG Select Stock Fund

 

G. During the period ended January 31, 2020, the fund purchased $107,606,000 of investment securities and sold $11,639,000 of investment securities, other than U.S. government securities and temporary cash investments.

 

H. Capital share transactions for each class of shares were:

 

    May 21, 20191 to 
    January 31, 2020 
    Amount    Shares 
    ($000)   (000)
Investor Shares        
Issued   39,713    1,896 
Issued in Lieu of Cash Distributions   191   
Redeemed   (8,705)   (404)
Net Increase (Decrease)—Investor Shares   31,199    1,500 
Admiral Shares        
Issued   83,112    3,170 
Issued in Lieu of Cash Distributions   461    16 
Redeemed   (14,626)   (538)
Net Increase (Decrease)—Admiral Shares   68,947    2,648 

1 Commencement of subscription period for the fund.

 

I. Subsequent to the report date, the fund was added to a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually. The facility includes the fund and certain other funds managed by Vanguard; each fund is individually liable for its borrowings, if any, under the credit facility.

 

Management has determined that no other events or transactions occurred subsequent to January 31, 2020, that would require recognition or disclosure in these financial statements.

 

  21  

 

 

Report of Independent Registered

Public Accounting Firm

 

To the Board of Trustees of Vanguard Specialized Funds and Shareholders of Vanguard Global ESG Select Stock Fund

 

Opinion on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard Global ESG Select Stock Fund (one of the funds constituting Vanguard Specialized Funds, referred to hereafter as the Fund) as of January 31, 2020, and the related statements of operations and changes in net assets, including the related notes, and the financial highlights for the period May 21, 2019 (inception) through January 31, 2020 (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 January 31, 2020, and the results of its operations, changes in its net assets, and the financial highlights for the period May 21, 2019 (inception) through January 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements based on our audit. 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 audit of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audit 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 audit 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 January 31, 2020 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 audit provides a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

March 16, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

  22  

 

 

 

Special 2020 tax information (unaudited) for Vanguard Global ESG Select Stock Fund

 

This information for the fiscal year ended January 31, 2020, is included pursuant to provisions of the Internal Revenue Code.

 

The fund distributed $767,000 of qualified dividend income to shareholders during the fiscal year.

 

For corporate shareholders, 46.0% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

 

  23  

 

 

Trustees Approve Advisory Arrangement

 

The board of trustees of Vanguard Global ESG Select Stock Fund has renewed the funds investment advisory arrangement with Wellington Management Company LLP (Wellington Management). The board determined that renewing the funds advisory arrangement was in the best interests of the fund and its shareholders.

 

The board based its decision upon an evaluation of the advisors investment staff, portfolio management process, and performance. This evaluation included information provided to the board by Vanguards Portfolio Review Department, which is responsible for fund and advisor oversight and product management. The Portfolio Review Department met regularly with the advisor and made monthly presentations to the board during the fiscal year that directed the boards focus to relevant information and topics.

 

The board, or an investment committee made up of board members, also received information throughout the year during advisor presentations. For each advisor presentation, the board was provided with letters and reports that included information about, among other things, the advisory firm and the advisors assessment of the investment environment, portfolio performance, and portfolio characteristics.

 

In addition, the board received monthly reports, which included a Market and Economic Report, a Fund Dashboard Monthly Summary, and a Fund Performance Report.

 

Prior to their meeting, the trustees were provided with a memo and materials that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the boards decision.

 

Nature, extent, and quality of services

The board reviewed the quality of the investment management services provided to the fund since its inception in 2019 and took into account the organizational depth and stability of the advisor. The board considered that Wellington Management, founded in 1928, is among the nations oldest and most respected institutional investment managers. Wellington Management seeks to invest in global mid- and large-capitalization companies with high financial productivity and leading environmental, social, and governance (ESG) practices. Wellington Management conducts proprietary investment and ESG research to construct a highly selective stock portfolio, representing 40 to 50 stocks that will be owned for an extended time period. Additionally, the advisor will engage with company management and vote proxies. Wellington Management has advised the fund since its inception in 2019.

 

The board concluded that the advisors experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

 

Investment performance

The board considered the funds performance since its inception, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The board concluded that the performance was such that the advisory arrangement should continue.

 

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Cost

The board concluded that, while the fund had not yet been in existence for a full fiscal year, the funds expense ratio was well below the average expense ratio charged by funds in its peer group and that the funds annualized advisory fee rate was also well below the peer-group average.

 

The board did not consider the profitability of Wellington Management in determining whether to approve the advisory fee, because Wellington Management is independent of Vanguard and the advisory fee is the result of arms-length negotiations.

 

The benefit of economies of scale

The board concluded that the funds shareholders benefit from economies of scale because of breakpoints in the funds advisory fee schedule with Wellington Management. The breakpoints reduce the effective rate of the fee as the funds assets increase.

 

The board will consider whether to renew the advisory arrangement again after a one-year period.

 

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The People Who Govern Your Fund

 

The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your funds trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.

 

A majority of Vanguards board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.

 

Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

 

Interested Trustee1

 

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018–present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Childrens Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.

 

Independent Trustees

 

Emerson U. Fullwood

Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.

 

Amy Gutmann

Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.

 

F. Joseph Loughrey

Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation. Director of the V Foundation. Member of the advisory

 

1 Mr. Buckley is considered an interested person,as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

 

 

 

 

council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

 

Mark Loughridge

Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBMs Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.

 

Scott C. Malpass

Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (1989–present) and vice president (1996–present) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee. Member of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.

 

Deanna Mulligan

Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (2011–present) of The Guardian Life Insurance Company of America. President (2010–2019), chief operating officer (2010–2011), and executive vice president (2008–2010) of Individual Life and Disability of The Guardian Life Insurance Company of America. Member of the board of The Guardian Life Insurance Company of America, the American Council of Life Insurers, and the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork- Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.

 

André F. Perold

Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.

 

Sarah Bloom Raskin

Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.

 

Peter F. Volanakis

Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

 

 

 

 

Executive Officers

 

John Bendl

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).

 

Glenn Booraem

Born in 1967. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (2017–present), treasurer (2015–2017), controller (2010–2015), and assistant controller (2001–2010) of each of the investment companies served by Vanguard.

 

Christine M. Buchanan

Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).

 

David Cermak

Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.

 

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.

 

Peter Mahoney

Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.

 

Anne E. Robinson

Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.

 

Michael Rollings

Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.

 

John E. Schadl

Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.

 

Vanguard Senior Management Team

 

Joseph Brennan   Chris D. McIsaac
Mortimer J. Buckley   James M. Norris
Gregory Davis   Thomas M. Rampulla
John James   Karin A. Risi
Martha G. King   Anne E. Robinson
John T. Marcante   Michael Rollings

 

 

 

 

 

Connect with Vanguard® > vanguard.com

 

Fund Information > 800-662-7447

 

Direct Investor Account Services > 800-662-2739

 

Institutional Investor Services > 800-523-1036

 

Text Telephone for People

Who Are Deaf or Hard of Hearing > 800-749-7273

 

This material may be used in conjunction with the offering of shares of any Vanguard fund only if preceded or accompanied by the funds current prospectus.

 

All comparative mutual fund data are from Morningstar, Inc., unless otherwise noted.

 

You can obtain a free copy of Vanguards proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SECs website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.

 

You can review information about your fund on the SECs website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.

 

Source for Bloomberg Barclays indexes: Bloomberg Index Services Limited. Copyright 2020, Bloomberg. All rights reserved.

 

CFA® is a registered trademark owned by CFA Institute.

 

 

  © 2020 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
   
  Q5470 032020

 

 

 

 

 

Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.

 

Item 3: Audit Committee Financial Expert. All members of the Audit Committee have been determined by the Registrant’s Board of Trustees to be Audit Committee Financial Experts and to be independent: F. Joseph Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

 

Item 4: Principal Accountant Fees and Services.

(a)       Audit Fees.

 

Audit Fees of the Registrant.

 

Fiscal Year Ended January 31, 2020: $219,000
Fiscal Year Ended January 31, 2019: $208,000

 

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.

 

Fiscal Year Ended January 31, 2020: $9,568,215
Fiscal Year Ended January 31, 2019: $9,734,277

 

Includes fees billed in connection with audits of the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(b)        Audit-Related Fees.

 

Fiscal Year Ended January 31, 2020: $3,012,031
Fiscal Year Ended January 31, 2019: $5,581,336

 

Includes fees billed in connection with assurance and related services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(c)       Tax Fees.

 

Fiscal Year Ended January 31, 2020: $357,238
Fiscal Year Ended January 31, 2019: $347,985

 

Includes fees billed in connection with tax compliance, planning, and advice services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(d)       All Other Fees.

 

Fiscal Year Ended January 31, 2020: $0
Fiscal Year Ended January 31, 2019: $0

 

Includes fees billed for services related to tax reported information provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

 

 

(e)        (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider, and, if appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-audit services provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant. In making a determination, the Audit Committee considers whether the services are consistent with maintaining the principal accountant’s independence.

 

In the event of a contingency situation in which the principal accountant is needed to provide services in between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to complete services through the next Audit Committee meeting, and to determine if such services would be consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting, services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate, approval by the entire Audit Committee. The Audit Committee would again consider whether such services and fees are consistent with maintaining the principal accountant’s independence.

 

The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided by the principal accountant to the Vanguard complex, whether such services are provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., or other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant.

 

(2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)       For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s engagement were not performed by persons other than full-time, permanent employees of the principal accountant.

 

(g)       Aggregate Non-Audit Fees.

 

Fiscal Year Ended January 31, 2020: $357,238
Fiscal Year Ended January 31, 2019: $347,985

 

Includes fees billed for non-audit services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(h)       For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit services was consistent with maintaining the principal accountant’s independence.

 

Item 5: Audit Committee of Listed Registrants.

 

The Registrant is a listed issuer as defined in rule 10A-3 under the Securities Exchange Act of 1934 (“Exchange Act”). The Registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Registrant’s audit committee members are: F. Joseph Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

 

 

 

Item 6: Investments.

 

Not applicable.

 

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

 

Not applicable.

 

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

 

Not applicable.

 

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

 

Not applicable.

 

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

 

Not applicable.

 

Item 11: Controls and Procedures.

 

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

(b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 

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

 

Not applicable.

 

Item 13: Exhibits.

 

(a) Code of Ethics.
(b) Certifications.

 

 

 

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.

 

VANGUARD SPECIALIZED FUNDS

 

BY:        /s/ MORTIMER J. BUCKLEY*

___________________________

MORTIMER J. BUCKLEY

CHIEF EXECUTIVE OFFICER

 

Date: March 19, 2020

 

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.

 

VANGUARD SPECIALIZED FUNDS

 

BY:        /s/ MORTIMER J. BUCKLEY*

___________________________

MORTIMER J. BUCKLEY

CHIEF EXECUTIVE OFFICER

 

Date: March 19, 2020

 

VANGUARD SPECIALIZED FUNDS

 

BY:        /s/ JOHN BENDL*

___________________________

JOHN BENDL

CHIEF FINANCIAL OFFICER

 

Date: March 19, 2020

 

 

* By: /s/ Anne E. Robinson

Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018 (see file Number 33-32216) and a Power of Attorney filed on October 30, 2019 (see file Number 811-02554), Incorporated by Reference.

 

 

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