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Vanguard Quantitative Funds

Filed: 29 May 18, 11:10am

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: 811-04526

Name of Registrant:Vanguard Quantitative 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: September 30

Date of reporting period: October 1, 2017 – March 31, 2018

Item 1: Reports to Shareholders



Semiannual Report | March 31, 2018

Vanguard Growth and Income Fund


 

Vanguard’s Principles for Investing Success

We want to give you the best chance of investment success. These
principles, grounded in Vanguard’s research and experience, can put you on
the right path.

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds.

Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.
We believe there is no wiser course for any investor.

Contents 
Your Fund’s Performance at a Glance.1
CEO’s Perspective.2
Advisors’ Report.4
Results of Proxy Voting.10
Fund Profile.11
Performance Summary.13
Financial Statements.14
About Your Fund’s Expenses.36
Glossary.38

 

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.
See the Glossary for definitions of investment terms used in this report.
About the cover: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an
incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put
you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs,
stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• Vanguard Growth and Income Fund returned nearly 6% for the six months ended
March 31, 2018, slightly ahead of its benchmark and the average return of its peers.

• The fund seeks a total return greater than that of the Standard & Poor’s 500 Index
by investing in U.S. large- and mid-capitalization stocks. Three independent advisors
manage the fund, each responsible for its own portfolio.

• Growth stocks outperformed their value counterparts, and large-cap stocks topped
their mid- and small-cap peers. U.S. stocks outpaced those of developed markets but
trailed those of emerging markets.

• Five of the fund’s 11 sectors produced positive relative results. Industrials
contributed the most, followed by energy, real estate, utilities, and consumer
staples. Information technology, consumer discretionary, and health care detracted
from relative performance.

Total Returns: Six Months Ended March 31, 2018 
 Total
 Returns
Vanguard Growth and Income Fund 
Investor Shares5.91%
Admiral™ Shares5.97
S&P 500 Index5.84
Large-Cap Core Funds Average5.20

 

Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements.

Expense Ratios   
Your Fund Compared With Its Peer Group   
 InvestorAdmiralPeer Group
 SharesSharesAverage
Growth and Income Fund0.34%0.23%1.03%

 

The fund expense ratios shown are from the prospectus dated January 26, 2018, and represent estimated costs for the current fiscal year. For the six months ended March 31, 2018, the fund’s annualized expense ratios were 0.34% for Investor Shares and 0.23% for Admiral Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2017.

Peer group: Large-Cap Core Funds.

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CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

I feel extremely fortunate to have the chance to lead a company filled with people who come to work every day passionate about Vanguard’s core purpose: to take a stand for all investors, to treat them fairly, and to give them the best chance for investment success.

When I joined Vanguard in 1991, I found a mission-driven team focused on improving lives—helping people retire more comfortably, put their children through college, and achieve financial security. I also found a company with purpose in an industry ripe for improvement.

It was clear, even early in my career, that the cards were stacked against most investors. Hidden fees, performance-chasing, and poor advice were relentlessly eroding investors’ dreams.

We knew Vanguard could be different and, as a result, could make a real difference. We have lowered the costs of investing for our shareholders significantly. And we’re proud of the performance of our funds.

Vanguard is built for Vanguard investors—we focus solely on you, our fund shareholders. Everything we do is designed to give our clients the best chance for investment success. In my role as CEO, I’ll keep this priority

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front and center. We’re proud of what we’ve achieved, but we’re even more excited about what’s to come.

Steady, time-tested guidance

Our guidance for investors, as always, is to stay the course, tune out the hyperbolic headlines, and focus on your goals and what you can control, such as costs and how much you save. This time-tested advice has served our clients well over the decades.

Regardless of how the markets perform in the short term, I’m incredibly optimistic about the future for our investors. We have a dedicated team serving you, and we will never stop striving to make

Vanguard the best place for you to invest through our high-quality funds and services, advice and guidance to help you meet your financial goals, and an experience that makes you feel good about entrusting us with your hard-earned savings.

Thank you for your continued loyalty.


Mortimer J. Buckley
President and Chief Executive Officer
April 13, 2018

Market Barometer   
   Total Returns
  Periods Ended March 31, 2018
 SixOneFive Years
 MonthsYear(Annualized)
Stocks   
Russell 1000 Index (Large-caps)5.85%13.98%13.17%
Russell 2000 Index (Small-caps)3.2511.7911.47
Russell 3000 Index (Broad U.S. market)5.6513.8113.03
FTSE All-World ex US Index (International)4.0316.456.30
 
Bonds   
Bloomberg Barclays U.S. Aggregate Bond Index   
(Broad taxable market)-1.08%1.20%1.82%
Bloomberg Barclays Municipal Bond Index   
(Broad tax-exempt market)-0.372.662.73
Citigroup Three-Month U.S. Treasury Bill Index0.631.070.30
 
CPI   
Consumer Price Index1.11%2.36%1.40%

 

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Advisors’ Report

For the six months ended March 31, 2018, Vanguard Growth and Income Fund returned 5.91% for Investor Shares and 5.97% for the low-cost Admiral Shares.

Your fund is managed by three independent advisors, a strategy that enhances the fund’s diversification by providing exposure to distinct yet complementary investment approaches. It’s not uncommon for different advisors to have different views about individual securities or the broader investment environment.

The advisors, the percentage of fund assets each manages, and brief descriptions of their investment strategies are presented in the accompanying table. The advisors have also prepared a discussion of the investment environment that existed during the period and of how portfolio positioning reflects this assessment. (Please note that Los Angeles Capital’s discussion refers to industry sectors as defined by Russell classifications, rather than by the Global Industry Classification Standard used elsewhere in this report.) These comments were prepared on April 17, 2018.

Vanguard Quantitative Equity Group

Portfolio Managers:

James P. Stetler

Binbin Guo, Principal,
Head of Alpha Equity Investments

The period opened with global equities posting positive returns for the seventh consecutive quarter. As 2018 began, positive global economic momentum continued against a backdrop of rising volatility and a hawkish tone from the major central banks. In the United States, companies began to respond to new tax laws, and strong earnings announcements moved the S&P 500 Index to a record high at the end of January. Developed Europe and Asia-Pacific equities also rose, fueled by improvement in macroeconomic fundamentals.

February brought a sudden change in market sentiment, and investors saw the return of volatility after an unusually long period of calm. Over the period, the broad U.S. equity market (as measured by the Russell 3000 Index) returned 5.65%. U.S. stock market performance was mixed; seven of 11 industry sectors advanced, led by information technology and consumer

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discretionary. Growth stocks outperformed their value counterparts, and large-capitalization stocks topped small-caps.

Although overall performance is affected by macro factors, our approach to investing focuses on specific fundamentals. We believe that attractive stocks exhibit five key characteristics: high quality (healthy balance sheets and steady cash-flow generation), effective use of capital by management with sound investment policies that favor internal over external funding, consistent earnings growth with the ability to grow earnings year after year, strong market sentiment, and reasonable valuation.

Using these five themes, we generate a daily composite stock ranking, seeking to capitalize on market inefficiencies. We then monitor our portfolio and adjust when appropriate to maximize expected returns and minimize exposure to risks that our research indicates don’t improve returns (such as industry selection and other risks relative to the benchmark).

Over the period, our sentiment, quality, and growth models boosted performance, while our management decisions and valuation models were approximately flat. Our strongest sector results were in energy, industrials, and information technology. Our worst were in consumer discretionary, materials, and telecommunication services.

At the individual stock level, the largest contributions to relative performance came from underweighted position in General Electric and overweighted positions in Boeing, Freeport-McMoRan, Red Hat, and Ralph Lauren. Underweighted positions in Amazon.com and overweighted positions in Albemarle, PG&E, Advanced Micro Devices, and Celgene hurt performance.

We believe that our approach will benefit investors over the long term and feel that the fund offers a strong mix of stocks with attractive valuation and growth characteristics relative to its benchmark.

D. E. Shaw Investment
Management, L.L.C.

Portfolio Manager:

Philip Kearns, Ph.D.,
Managing Director

The S&P 500 Index gained 5.84% for the half year, but this rise masked considerable volatility. The index’s performance over the six months is best understood in terms of two distinct segments: a period of gains, which lasted until January 26 and seemed to be characterized by optimism and even complacency; and a period of losses, which lasted from January 29 through the end of March and was characterized by apparent uncertainty and volatility.

During the first period, the S&P 500 rose 14.69%, had a maximum drawdown of just 1.05%, and never fell more than 0.53% on a single day. In what may have been a

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sign that investors expected the calm to continue, the CBOE Volatility Index (VIX), a measure of the expected volatility of the S&P 500, remained quite low. It ranged between 9.1 and 13.2 and closed above 12 on only two days. Even these low estimates of upcoming volatility proved too high, however, as the S&P 500 realized annualized volatility of just 5.57% for this first period. The market rally was broad-based, with all sectors of the S&P 500 except utilities rising. The consumer discretionary sector, which includes stocks that investors generally expect will outperform in times of strong growth and confidence, was the best-performing sector through January 26.

The big economic news of the fourth quarter—the signing of the Tax Cuts and Jobs Act of 2017 on December 22—did not seem at first to affect equities, as the S&P 500 was essentially flat during the last week of the year. Once the calendar flipped to 2018, however, investors may have begun to consider the effects of the tax legislation, and the U.S. stock market resumed its rise—even accelerating—as the S&P 500 posted positive returns in eight of the first nine trading days of January.

On January 29, the day Janet Yellen began presiding over her final U.S. Federal Reserve meeting, the ten-year U.S. Treasury bond yield rose to 2.69%, its highest level since April 2014, and the S&P 500 fell 0.67%. Although the Fed took no major monetary policy actions at this meeting, fears of higher short-term

interest rates may have been behind the continued rise of long-term rates and the decline of the equity market. By February 8, the S&P 500 was down 10.09% from its January peak. Market sentiment seemed to shift during this time, as the VIX closed as high as 30 on February 6 after topping 50 earlier that day. Although stocks rebounded over the next few weeks, the March 22 announcement of new U.S. tariffs on Chinese imports reignited negative sentiment and drove equities back down.

Although we actively monitor market activity of the type described above, we generally do not make investment decisions based on a subjective analysis of the investment environment. The one exception is when we attempt to mitigate certain situation-specific risks identified by the firm. There were no such occurrences of this during the six months under review.

Our quantitative equity investment process deploys both alpha models that seek to forecast individual stock returns and risk models that seek to mitigate active exposures to industries, sectors, and common risk factors. However, the resulting portfolios may exhibit small to moderate active exposures to industries, sectors, and risk factors as a by-product of our focus on bottom-up stock selection. Therefore, we generally attribute portfolio performance to three major sources: bottom-up stock selection; exposure to industry groups; and exposure to risk factors such as value, growth, and market capitalization.

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Stock selection was the largest contributor to relative performance during the reporting period, with exposure to technical risk factors—primarily overweight exposure to small-capitalization and less liquid stocks—being the principal detractors.

No other risk category had a notable impact on performance.

Underweighted positions in General Electric, Facebook, and Exxon Mobil contributed most to our portfolio’s performance. The biggest detractors were underweighted positions in Amazon.com, Microsoft, and Intel.

In our view, the U.S. economy is continuing to expand. There are, however, reasons to be cautious about the prospects for the equity markets. The new year began with optimism about the effect of tax reform legislation on corporate earnings apparently pushing up U.S. stocks, but this confidence appears to have quickly faded. As analysts began reporting that companies would probably spend most of their newfound cash on acquisitions, stock buybacks, and debt repayments, investors may have begun to see the tax changes as a quick windfall that would have little effect on future earnings growth.

Lastly, we note that concerns about rising interest rates and a possible trade war with China appear to have precipitated the market’s retreat from its January peak. An

increase in implied volatility may indicate that investors are willing to pay more to hedge against additional declines.

Los Angeles Capital

Portfolio Managers:

Thomas D. Stevens, CFA,
Chairman and Principal

Hal W. Reynolds, CFA,
Chief Investment Officer and Principal

While the S&P 500 Index generated a 5.84% return for the six months ended March 31, 2018, returns in February and March were negative—the first consecutive-month losses in two years. Following a period of record low volatility and strong market returns, concerns over the impact of rising interest rates emerged as a dominant theme at the end of January. Although the market’s strong fundamentals and earnings outlook remained intact throughout the first quarter of 2018, the scope of investor fears spread, encompassing first rising inflation, then protectionist trade policies, and finally the risks of new regulations governing data privacy. And all of these concerns weighed on the valuations of larger-cap U.S. equities.

The best-performing stocks were those with strong momentum and favorable earnings yields. Continuing the broader trend from recent periods, higher-yielding stocks underperformed as the market

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adjusted to rising rate expectations. The retail industry offered the highest returns as steady economic growth and improving consumer confidence has translated into robust consumer spending and further consolidation. Technology returns remained strong, while value-oriented segments such as telecommunications and utilities continued to lag the broader market.

The portfolio maintained a bias toward securities exhibiting strong earnings growth. We reduced its exposure to companies with high foreign revenue in light of rising concerns over the potential for new tariffs. Exposure to stocks with strong momentum and positive analyst insight added value, as did an overweight allocation to stocks with strong earnings

quality. The portfolio’s bias toward companies with high foreign revenue hindered performance.

The market continues to favor growth stocks over value. Investors remain comfortable with above-average valuations for higher-quality companies, given an improving economic outlook and strong earnings. Today, the portfolio favors higher-quality companies with strong fundamental momentum. It is tilted toward technology and industrial stocks, which benefit from increased capital spending, and away from utilities and real estate stocks, which are sensitive to changes in interest rates.

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Vanguard Growth and Income Fund Investment Advisors

 Fund Assets Managed 
Investment Advisor%$ Million     Investment Strategy
Vanguard Quantitative Equity333,390     Employs a quantitative fundamental management
Group       approach, using models that assess valuation, growth
        prospects, management decisions, market
        sentiment, and earnings and balance-sheet quality of
        companies as compared with their peers.
D. E. Shaw Investment323,389     Employs quantitative models that seek to capture
Management, L.L.C.       predominantly bottom-up stock-specific return
        opportunities. The portfolio’s sector weights, size,
        and style characteristics may differ modestly from the
        benchmark in a risk-controlled manner.
Los Angeles Capital323,377     Employs a quantitative model that emphasizes stocks
        with characteristics investors are currently seeking
        and underweights stocks with characteristics
        investors are currently avoiding. The portfolio’s sector
           weights, size, and style characteristics may differ
        modestly from the benchmark in a risk-controlled
        manner.
Cash Investments3283     These short-term reserves are invested by Vanguard
        in equity index products to simulate investments in
        stocks. Each advisor also may maintain a modest
        cash position.

 

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Results of Proxy Voting

At a special meeting of shareholders on November 15, 2017, fund shareholders approved the following proposals:

Proposal 1—Elect trustees for the fund.*

The individuals listed in the table below were elected as trustees for the fund. All trustees with the exception of Ms. Mulligan, Ms. Raskin, and Mr. Buckley (each of whom already serves as a director of The Vanguard Group, Inc.) served as trustees to the funds prior to the shareholder meeting.

   Percentage
TrusteeForWithheldFor
Mortimer J. Buckley99,221,7913,987,03596.1%
Emerson U. Fullwood98,727,8344,480,99195.7%
Amy Gutmann98,720,1974,488,62895.7%
JoAnn Heffernan Heisen98,985,2524,223,57395.9%
F. Joseph Loughrey98,943,0174,265,80895.9%
Mark Loughridge99,106,0044,102,82196.0%
Scott C. Malpass98,939,7534,269,07295.9%
F. William McNabb III99,035,3144,173,51196.0%
Deanna Mulligan99,119,0334,089,79296.0%
André F. Perold98,579,4844,629,34295.5%
Sarah Bloom Raskin99,023,9284,184,89795.9%
Peter F. Volanakis99,115,2444,093,58196.0%
* Results are for all funds within the same trust.   

 

Proposal 3—Approve a manager-of-managers arrangement with wholly owned subsidiaries of Vanguard.

This arrangement enables Vanguard or the fund to enter into and materially amend investment advisory arrangements with wholly owned subsidiaries of Vanguard, subject to the approval of the fund’s board of trustees and any conditions imposed by the Securities and Exchange Commission (SEC), while avoiding the costs and delays associated with obtaining future shareholder approval. The ability of the fund to operate in this manner is contingent upon the SEC’s approval of a pending application for an order of exemption.

    BrokerPercentage
Vanguard FundForAbstainAgainstNon-VotesFor
Growth and Income Fund83,199,7215,074,1414,547,03310,387,93080.6%

 

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Growth and Income Fund

Fund Profile
As of March 31, 2018

Share-Class Characteristics 
 InvestorAdmiral
 SharesShares
Ticker SymbolVQNPXVGIAX
Expense Ratio10.34%0.23%
30-Day SEC Yield1.49%1.60%

 

Portfolio Characteristics  
   DJ
   U.S. Total
  S&P 500Market
 FundIndexFA Index
Number of Stocks1,0125053,771
Median Market Cap$69.8B$100.5B$64.2B
Price/Earnings Ratio21.0x21.5x21.2x
Price/Book Ratio3.3x3.1x2.9x
Return on Equity16.1%16.1%15.0%
Earnings Growth Rate8.8%7.9%8.4%
Dividend Yield1.7%1.9%1.8%
Foreign Holdings0.1%0.0%0.0%
Turnover Rate   
(Annualized)89%
Short-Term Reserves0.3%

 

Sector Diversification (% of equity exposure)
   DJ
   U.S. Total
  S&P 500Market
 FundIndexFA Index 
Consumer Discretionary 12.2%12.7%12.9%
Consumer Staples7.37.66.8
Energy5.95.75.5
Financials14.714.715.1
Health Care13.913.713.3
Industrials10.510.210.9
Information Technology26.724.923.9
Materials2.72.93.3
Real Estate2.22.83.7
Telecommunication   
Services1.61.91.7
Utilities2.32.92.9

 

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.

These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

Volatility Measures  
  DJ
  U.S. Total
 S&P 500Market
 IndexFA Index
R-Squared0.990.99
Beta0.980.97

 

Ten Largest Holdings (% of total net assets)
Apple Inc.Technology 
 Hardware, Storage & 
 Peripherals4.1%
Microsoft Corp.Systems Software2.9
Amazon.com Inc.Internet & Direct 
 Marketing Retail2.3
Alphabet Inc. Class CInternet Software & 
 Services1.6
Alphabet Inc. Class AInternet Software & 
 Services1.6
Facebook Inc. Class AInternet Software & 
 Services1.4
JPMorgan Chase & Co.Diversified Banks1.4
Johnson & JohnsonPharmaceuticals1.3
Bank of America Corp.Diversified Banks1.2
Merck & Co. Inc.Pharmaceuticals1.1
Top Ten 18.9%

 

The holdings listed exclude any temporary cash investments and equity index products.

1 The expense ratios shown are from the prospectus dated January 26, 2018, and represent estimated costs for the current fiscal year. For the six months ended March 31, 2018, the annualized expense ratios were 0.34% for Investor Shares and 0.23% for Admiral Shares.

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Growth and Income Fund

Investment Focus


12


 

Growth and Income 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.

Fiscal-Year Total Returns (%): September 30, 2007, Through March 31, 2018


Note: For 2018, performance data reflect the six months ended March 31, 2018.

Average Annual Total Returns: Periods Ended March 31, 2018
 InceptionOneFiveTen
 DateYearYearsYears
Investor Shares12/10/198613.82%13.34%9.06%
Admiral Shares5/14/200113.9513.479.19

 

See Financial Highlights for dividend and capital gains information.

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Growth and Income Fund

Financial Statements (unaudited)

Statement of Net Assets
As of March 31, 2018

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

   Market
   Value
  Shares($000)
Common Stocks (97.0%)1  
Consumer Discretionary (11.8%) 
*Amazon.com Inc.167,952243,084
 Home Depot Inc.586,183104,481
 Comcast Corp. Class A2,093,22971,526
 McDonald’s Corp.345,74254,067
*Booking Holdings Inc.24,03450,000
 Yum! Brands Inc.452,62538,532
 Lowe’s Cos. Inc.414,57436,379
 Ross Stores Inc.410,58732,018
*Netflix Inc.107,24331,674
 TJX Cos. Inc.362,92029,600
 Kohl’s Corp.437,98328,692
 Best Buy Co. Inc.407,21528,501
*Dollar Tree Inc.289,11227,437
*Michael Kors Holdings  
 Ltd.399,12424,778
 Hilton Worldwide  
 Holdings Inc.310,10724,424
 H&R Block Inc.852,39821,659
 Wynn Resorts Ltd.118,53221,615
 Time Warner Inc.224,25521,210
 BorgWarner Inc.365,30818,349
 Marriott International  
 Inc. Class A133,66018,175
 Ralph Lauren Corp.  
 Class A157,64017,624
 News Corp. Class A1,100,80317,393
*Charter Communications  
 Inc. Class A49,14315,294
 Walt Disney Co.125,55912,611
 Carnival Corp.186,87012,255
 Aptiv plc135,00011,471
 PVH Corp.74,99611,357
 Ford Motor Co.1,008,47311,174
 News Corp. Class B657,78510,590
 Darden Restaurants Inc.123,06810,492
 DR Horton Inc.232,79410,206

 

*,^Discovery Communications  
 Inc. Class A460,9069,877
 Wyndham Worldwide  
 Corp.85,5969,795
*DISH Network Corp.  
 Class A250,5199,492
 Royal Caribbean Cruises  
 Ltd.75,3668,874
 Expedia Group Inc.74,8908,269
*LKQ Corp.207,5247,876
*O’Reilly Automotive Inc.29,7877,369
 L Brands Inc.167,8206,412
 Target Corp.91,0166,319
 Tiffany & Co.61,2535,982
 Goodyear Tire & Rubber  
 Co.218,2005,800
 Foot Locker Inc.122,0705,559
 VF Corp.56,4004,180
 Starbucks Corp.68,6933,977
 Viacom Inc. Class B121,7503,782
 Tapestry Inc.67,2453,538
 Macy’s Inc.109,9903,271
*Mohawk Industries Inc.10,3002,392
^Signet Jewelers Ltd.60,8122,342
*Ulta Beauty Inc.10,9672,240
*TripAdvisor Inc.49,9002,040
 Dollar General Corp.20,9301,958
*Michaels Cos. Inc.98,7001,945
*Liberty Media Corp-Liberty  
 SiriusXM Class C43,9001,793
*Discovery Communications  
 Inc.89,9501,756
 Advance Auto Parts Inc.13,4001,589
*Adtalem Global Education  
 Inc.33,1001,574
*Crocs Inc.93,4001,518
 Graham Holdings Co.  
 Class B2,4571,480
 Delphi Technologies plc31,0221,478

 

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Growth and Income Fund

   Market
   Value
  Shares($000)
 PulteGroup Inc.49,1981,451
 Dick’s Sporting Goods Inc.40,5001,419
 Las Vegas Sands Corp.19,4001,395
 CBS Corp. Class B27,1201,394
*Burlington Stores Inc.9,8001,305
*ServiceMaster Global  
 Holdings Inc.21,3001,083
 Carter’s Inc.10,2001,062
*Liberty Media Corp-Liberty  
 SiriusXM Class A25,8001,060
 Restaurant Brands  
 International Inc.18,5001,053
 La-Z-Boy Inc.35,0001,048
 Hyatt Hotels Corp.  
 Class A13,100999
 Omnicom Group Inc.12,279892
*Sleep Number Corp.24,100847
*Express Inc.117,000838
 Lennar Corp. Class A13,600802
*Hibbett Sports Inc.31,100745
^Sirius XM Holdings Inc.116,200725
 Brinker International Inc.16,800606
*Visteon Corp.5,500606
 Garmin Ltd.9,500560
*Sally Beauty Holdings Inc.31,600520
*Hilton Grand Vacations Inc.11,900512
 Nordstrom Inc.10,400503
 Newell Brands Inc.19,034485
 International Game  
 Technology plc18,100484
 Pier 1 Imports Inc.148,500478
 Yum China Holdings Inc.11,362471
 Gap Inc.15,104471
*Liberty Expedia Holdings  
 Inc. Class A11,000432
*Groupon Inc. Class A95,400414
 Big Lots Inc.9,507414
^GameStop Corp. Class A31,300395
 Lions Gate Entertainment  
 Corp. Class A14,500375
*Fossil Group Inc.29,200371
 Gentex Corp.14,000322
 Bloomin’ Brands Inc.12,800311
*Urban Outfitters Inc.6,900255
*Wayfair Inc.3,700250
 Finish Line Inc. Class A18,100245
*Ferrari NV1,900229
 Cable One Inc.305210
*GCI Liberty Inc. Class A3,900206
 MGM Resorts International4,700165
 Tailored Brands Inc.6,500163
*Liberty TripAdvisor  
 Holdings Inc. Class A11,100119
 Aaron’s Inc.2,400112

 

 Genuine Parts Co.1,200108
^Big 5 Sporting Goods Corp.12,62391
 Adient plc1,50090
 Service Corp. International2,13180
 Gannett Co. Inc.8,05080
 Brunswick Corp.1,20071
*Kirkland’s Inc.6,80066
*Pinnacle Entertainment Inc.2,10063
*Altice USA Inc. Class A2,30042
*Liberty Global plc Class A1,28040
*MDC Partners Inc. Class A5,40039
*Horizon Global Corp.4,30035
*Taylor Morrison Home Corp.  
 Class A1,50035
*Shutterfly Inc.41934
*Liberty Interactive Corp.  
 QVC Group Class A1,30033
*Sotheby’s60031
 Tenneco Inc.50127
*La Quinta Holdings Inc.1,30025
 Entravision Communications  
 Corp. Class A5,20024
 American Eagle  
 Outfitters Inc.1,10022
 Bassett Furniture  
 Industries Inc.68921
 New Media Investment  
 Group Inc.1,20021
 Ethan Allen Interiors Inc.80018
 Dunkin’ Brands Group Inc.30018
*Nautilus Inc.1,30017
 Toll Brothers Inc.40017
 Tile Shop Holdings Inc.2,80017
 Libbey Inc.3,30016
*Biglari Holdings Inc.3414
*,^Iconix Brand Group Inc.12,40014
*Modine Manufacturing Co.60513
*Monarch Casino & Resort  
 Inc.30013
 Ruth’s Hospitality Group Inc.50012
*Lumber Liquidators  
 Holdings Inc.50012
*Vitamin Shoppe Inc.2,0009
*American Public  
 Education Inc.2009
*Bojangles’ Inc.4006
*GoPro Inc. Class A9004
*WideOpenWest Inc.6004
 Cato Corp. Class A2714
 Aramark1004
*Overstock.com Inc.1004
*Liberty Global plc1003
   1,231,253

 

15


 

Growth and Income Fund

   Market
   Value
  Shares($000)
Consumer Staples (7.1%)  
 PepsiCo Inc.848,59692,624
 Walmart Inc.838,05174,561
 Procter & Gamble Co.792,63962,840
 CVS Health Corp.765,49747,622
 Constellation Brands Inc.  
 Class A177,46240,447
 Costco Wholesale Corp.211,59739,871
 Philip Morris International  
 Inc.371,82836,960
 Coca-Cola Co.797,24534,624
 Estee Lauder Cos. Inc.  
 Class A218,37832,696
 Conagra Brands Inc.865,41131,916
 Walgreens Boots Alliance  
 Inc.400,30026,208
 Colgate-Palmolive Co.361,55925,917
 Altria Group Inc.400,68424,971
*Monster Beverage Corp.394,12322,548
 Clorox Co.165,72022,059
 Mondelez International  
 Inc. Class A502,04920,951
 Kraft Heinz Co.324,43820,209
 Kimberly-Clark Corp.177,91019,593
 Hershey Co.179,39317,753
 Tyson Foods Inc. Class A193,85614,188
 Molson Coors Brewing  
 Co. Class B103,8027,819
 Coty Inc. Class A394,0907,212
*US Foods Holding Corp.98,0003,211
 Dr Pepper Snapple Group  
 Inc.26,1263,093
 Archer-Daniels-Midland Co.50,1752,176
 Lamb Weston Holdings Inc.33,9001,974
 Church & Dwight Co. Inc.36,9301,860
 Kroger Co.64,3301,540
 Sysco Corp.18,2221,093
*TreeHouse Foods Inc.11,599444
*Post Holdings Inc.5,700432
 Casey’s General Stores Inc.2,800307
*Boston Beer Co. Inc.  
 Class A40076
*Sprouts Farmers Market  
 Inc.3,00070
*Pilgrim’s Pride Corp.2,31857
*Avon Products Inc.14,50041
*USANA Health Sciences  
 Inc.40034
 Nu Skin Enterprises Inc.  
 Class A40030
*Central Garden & Pet Co.  
 Class A70028
*Nomad Foods Ltd.1,40022
 Dean Foods Co.1,30011

 

*Adecoagro SA1,2529
 Coca-Cola European  
 Partners plc1004
   740,101
Energy (5.7%)  
 Chevron Corp.744,47984,900
 Exxon Mobil Corp.997,31674,410
 Phillips 66593,06856,887
 ConocoPhillips942,14755,860
 Marathon Petroleum  
 Corp.737,53953,921
 Valero Energy Corp.432,46340,120
 Occidental Petroleum  
 Corp.553,41035,950
 Marathon Oil Corp.1,655,06226,696
 Anadarko Petroleum  
 Corp.432,79126,145
 Cabot Oil & Gas Corp.761,70618,266
 ONEOK Inc.298,26016,977
 Halliburton Co.337,17015,827
 EOG Resources Inc.133,00014,001
 Kinder Morgan Inc.741,30011,164
 Schlumberger Ltd.137,5008,907
 Baker Hughes a GE Co.320,4008,898
 Cimarex Energy Co.82,5767,721
 Williams Cos. Inc.246,4006,125
*Newfield Exploration Co.193,9004,735
 Apache Corp.99,9253,845
 EQT Corp.80,3603,818
 Pioneer Natural  
 Resources Co.18,5723,190
 Andeavor24,7002,484
*Transocean Ltd.205,9002,038
*Energen Corp.26,1001,641
 Peabody Energy Corp.27,6001,007
*Superior Energy Services  
 Inc.112,500948
*QEP Resources Inc.95,500935
 Encana Corp.75,600832
*Keane Group Inc.38,000562
 Murphy Oil Corp.19,100494
*CNX Resources Corp.28,700443
*Continental Resources Inc.5,000295
 Hess Corp.4,400223
 Oceaneering International  
 Inc.11,200208
 Patterson-UTI Energy Inc.9,600168
*W&T Offshore Inc.34,039151
*CONSOL Energy Inc.3,700107
*C&J Energy Services Inc.4,000103
*Exterran Corp.3,800101
*Laredo Petroleum Inc.11,500100
*Bonanza Creek Energy Inc.3,24590
*Oasis Petroleum Inc.10,20083

 

16


 

Growth and Income Fund

   Market
   Value
  Shares($000)
*Rowan Cos. plc Class A6,31073
 Golar LNG Ltd.2,41066
*Fairmount Santrol Holdings  
 Inc.14,20060
*Helix Energy Solutions  
 Group Inc.9,99258
 World Fuel Services Corp.2,00049
 Bristow Group Inc.3,50045
*,^California Resources Corp.2,50043
*Southwestern Energy Co.7,90034
*ProPetro Holding Corp.2,02132
 Plains GP Holdings LP  
 Class A1,30028
 RPC Inc.1,40025
 Archrock Inc.2,60023
*Matrix Service Co.1,30018
*Ultra Petroleum Corp.4,00017
*Earthstone Energy Inc.  
 Class A1,60016
*Denbury Resources Inc.4,50012
 Devon Energy Corp.2297
*Kosmos Energy Ltd.3002
 Antero Midstream GP LP1002
   591,986
Financials (14.2%)  
 JPMorgan Chase & Co.1,280,379140,803
 Bank of America Corp.4,079,202122,335
 Wells Fargo & Co.1,914,968100,363
*Berkshire Hathaway Inc.  
 Class B461,92492,145
 Citigroup Inc.1,018,39568,742
 CME Group Inc.292,86047,367
 BlackRock Inc.75,64340,977
 Progressive Corp.660,86140,266
 Fifth Third Bancorp1,130,47635,893
 T. Rowe Price Group Inc.325,15035,106
 Allstate Corp.359,39834,071
 S&P Global Inc.178,30034,066
 Bank of New York  
 Mellon Corp.659,13333,965
 Aflac Inc.756,91433,123
 Intercontinental  
 Exchange Inc.404,09529,305
 PNC Financial Services  
 Group Inc.186,38228,188
 Unum Group570,03427,139
*E*TRADE Financial Corp.480,75326,638
 State Street Corp.243,31424,266
 Capital One Financial  
 Corp.249,12723,871
 Ameriprise Financial Inc.160,70223,774
 Synchrony Financial675,26022,641
 SunTrust Banks Inc.327,39022,276
 Comerica Inc.227,86021,859

 

Lincoln National Corp.292,77221,390
Citizens Financial Group  
Inc.508,00021,326
Chubb Ltd.149,27220,416
Morgan Stanley329,24617,766
Franklin Resources Inc.495,66517,190
M&T Bank Corp.92,86317,120
Torchmark Corp.203,33317,115
Discover Financial  
Services219,03515,755
Prudential Financial Inc.129,85913,447
Willis Towers Watson plc85,50013,012
People’s United Financial  
Inc.685,90912,799
Moody’s Corp.71,30011,501
American International  
Group Inc.199,90010,879
Everest Re Group Ltd.40,85910,493
Goldman Sachs Group Inc.41,37510,421
US Bancorp190,9269,642
Regions Financial Corp.490,1789,107
American Express Co.91,7878,562
Cboe Global Markets Inc.75,0318,561
Leucadia National Corp.336,9117,658
Nasdaq Inc.82,7007,130
Principal Financial  
Group Inc.113,0896,888
Travelers Cos. Inc.44,9046,235
Affiliated Managers  
Group Inc.32,4206,146
Invesco Ltd.189,8906,078
Hartford Financial  
Services Group Inc.98,9005,095
XL Group Ltd.86,8004,797
Marsh & McLennan Cos.  
Inc.58,0004,790
Huntington Bancshares  
Inc.299,9824,530
Zions Bancorporation83,7204,415
Raymond James  
Financial Inc.49,2604,404
First Horizon National  
Corp.200,3103,772
Voya Financial Inc.69,7003,520
Navient Corp.257,3693,377
MetLife Inc.61,2902,813
First American Financial  
Corp.44,5002,611
Arthur J Gallagher & Co.35,6552,451
Loews Corp.48,6802,421
FNF Group57,1002,285
Northern Trust Corp.21,3002,197
Assurant Inc.23,2802,128
Aon plc11,2341,576

 

17


 

Growth and Income Fund

   Market
   Value
  Shares($000)
 Cincinnati Financial Corp.16,2001,203
 Credicorp Ltd.3,441781
 Financial Engines Inc.21,100738
 American Equity Investment  
 Life Holding Co.24,900731
 TCF Financial Corp.25,100572
*Flagstar Bancorp Inc.12,766452
 Argo Group International  
 Holdings Ltd.5,135295
 LPL Financial Holdings Inc.4,000244
 Ares Capital Corp.13,500214
 Beneficial Bancorp Inc.13,200205
 PacWest Bancorp3,824189
 Apollo Investment Corp.33,306174
*eHealth Inc.12,000172
 Bank of NT Butterfield &  
 Son Ltd.3,800171
 Synovus Financial Corp.3,400170
*Arch Capital Group Ltd.1,800154
 Hanover Insurance Group  
 Inc.1,200141
 Santander Consumer USA  
 Holdings Inc.8,300135
 Primerica Inc.1,300126
 Great Western Bancorp Inc.2,999121
 BankUnited Inc.3,000120
 SEI Investments Co.1,600120
 East West Bancorp Inc.1,800113
 Reinsurance Group of  
 America Inc. Class A663102
 KeyCorp4,90096
 Hilltop Holdings Inc.3,80089
*BrightSphere Investment  
 Group plc5,50087
 Meridian Bancorp Inc.4,00081
*Brighthouse Financial Inc.1,50077
 TD Ameritrade Holding Corp.1,30077
 Umpqua Holdings Corp.3,40073
 Kearny Financial Corp.5,38170
*Essent Group Ltd.1,60068
 Kemper Corp.1,10563
 Erie Indemnity Co. Class A50059
 First Financial Bancorp1,78652
 Preferred Bank78851
 First Midwest Bancorp Inc.1,90047
 Heritage Financial Corp.1,48846
 Washington Federal Inc.1,22242
 Walker & Dunlop Inc.60036
 Stifel Financial Corp.60036
*Credit Acceptance Corp.10033
*Green Dot Corp. Class A48331
 Federated Investors Inc.  
 Class B90030
 Resource Capital Corp.3,14530

 

 Oaktree Specialty Lending  
 Corp.6,20026
*First BanCorp4,30026
 Old Republic International  
 Corp.1,20026
 Home BancShares Inc.1,10025
 First Hawaiian Inc.90025
 Brookline Bancorp Inc.1,50024
*World Acceptance Corp.20021
*Bancorp Inc.1,93621
*PHH Corp.1,90020
 Berkshire Hills Bancorp Inc.50019
 BGC Partners Inc. Class A1,40019
 Nelnet Inc. Class A33918
^PennantPark Floating Rate  
 Capital Ltd.1,30017
 Columbia Banking System  
 Inc.40017
 MFA Financial Inc.2,10016
 Investment Technology  
 Group Inc.70014
 Opus Bank48313
 PJT Partners Inc.20010
*Athene Holding Ltd. Class A20010
 Maiden Holdings Ltd.1,3008
 MainSource Financial  
 Group Inc.2008
 Newtek Business Services  
 Corp.4007
 Garrison Capital Inc.5004
 Employers Holdings Inc.1004
*Cowen Inc. Class A3004
 Assured Guaranty Ltd.1004
*Donnelley Financial  
 Solutions Inc.2003
 Banner Corp.603
 OFG Bancorp3003
 THL Credit Inc.2072
   1,482,132
Health Care (13.4%)  
 Johnson & Johnson1,033,807132,482
 Merck & Co. Inc.2,075,889113,074
 AbbVie Inc.1,013,68795,945
 Pfizer Inc.2,456,08987,167
 UnitedHealth Group Inc.385,63882,527
 Bristol-Myers Squibb Co.1,299,48382,192
 Eli Lilly & Co.799,86761,886
 Anthem Inc.201,49644,269
*Vertex Pharmaceuticals  
 Inc.261,39242,602
 Humana Inc.156,40442,046
 Agilent Technologies Inc.532,37035,616
*Intuitive Surgical Inc.82,32733,987
 Zoetis Inc.366,48530,605

 

18


 

Growth and Income Fund

 

 

   Market
   Value
  Shares($000)
 Cigna Corp.182,40730,597
 Amgen Inc.174,80129,800
*Align Technology Inc.115,31328,959
 Medtronic plc342,53227,478
*Express Scripts Holding  
 Co.378,40126,140
 AmerisourceBergen Corp.  
 Class A269,36423,222
 Baxter International Inc.351,16222,840
*Celgene Corp.244,86421,844
 Gilead Sciences Inc.284,52521,450
*IQVIA Holdings Inc.211,48620,749
*Centene Corp.159,57317,054
*Edwards Lifesciences  
 Corp.121,67016,975
*Boston Scientific Corp.600,12316,395
*Mettler-Toledo  
 International Inc.27,17215,625
 Thermo Fisher Scientific  
 Inc.75,60315,609
*DaVita Inc.218,72014,422
 Becton Dickinson and Co.54,07311,718
*Biogen Inc.42,37511,603
 Cooper Cos. Inc.43,3749,924
*Mylan NV232,3109,564
 HCA Healthcare Inc.97,5809,465
*IDEXX Laboratories Inc.42,7448,181
*Waters Corp.35,1036,973
 Aetna Inc.41,0796,942
 Quest Diagnostics Inc.67,8606,806
 Zimmer Biomet Holdings  
 Inc.61,5106,707
 Abbott Laboratories111,1516,660
*Illumina Inc.27,6736,542
*Regeneron  
 Pharmaceuticals Inc.17,9216,171
 Universal Health Services  
 Inc. Class B49,7005,885
 Danaher Corp.59,6345,839
 McKesson Corp.40,0825,646
*Laboratory Corp. of  
 America Holdings27,2004,400
*Hologic Inc.109,0124,073
 ResMed Inc.35,3603,482
 Patterson Cos. Inc.146,5203,257
 Cardinal Health Inc.51,4203,223
*Molina Healthcare Inc.23,7001,924
*Alexion Pharmaceuticals  
 Inc.14,9031,661
 Perrigo Co. plc17,2981,442
*Myriad Genetics Inc.45,3001,339
 Bruker Corp.40,8001,221
*Varian Medical Systems  
 Inc.9,7701,198

 

*Dynavax Technologies  
 Corp.57,4001,139
*Portola Pharmaceuticals  
 Inc.34,3001,120
*Incyte Corp.12,1001,008
*Insulet Corp.10,500910
*Puma Biotechnology Inc.12,500851
*MyoKardia Inc.16,900825
*LivaNova plc7,600673
*AMAG Pharmaceuticals  
 Inc.30,771620
*Masimo Corp.7,000616
 Dentsply Sirona Inc.11,400574
*WellCare Health Plans Inc.2,900562
*Depomed Inc.81,100534
*,^MannKind Corp.225,800515
*Momenta  
 Pharmaceuticals Inc.23,900434
*,^Sorrento Therapeutics Inc.70,600364
*Spark Therapeutics Inc.5,300353
*Amicus Therapeutics Inc.19,600295
*United Therapeutics Corp.2,500281
*Charles River Laboratories  
 International Inc.2,500267
*Neurocrine Biosciences Inc.3,000249
*Clovis Oncology Inc.4,600243
*Madrigal Pharmaceuticals  
 Inc.2,000234
*Editas Medicine Inc.6,800225
*Allscripts Healthcare  
 Solutions Inc.18,100224
*Heron Therapeutics Inc.8,012221
*,^Arrowhead  
 Pharmaceuticals Inc.27,300197
*Ophthotech Corp.66,680183
*PTC Therapeutics Inc.6,300170
*Horizon Pharma plc11,300160
*Community Health  
 Systems Inc.33,700133
*QIAGEN NV4,082132
*Triple-S Management Corp.  
 Class B4,400115
*HMS Holdings Corp.6,800115
*Eagle Pharmaceuticals Inc.1,900100
*Tivity Health Inc.2,50099
*OraSure Technologies Inc.5,80098
*Endocyte Inc.10,70097
*Sangamo Therapeutics Inc.5,00095
*Agenus Inc.19,80093
*Rocket Pharmaceuticals Inc.4,60086
*Mallinckrodt plc5,90085
*ImmunoGen Inc.8,10085
*Varex Imaging Corp.2,10075
*,^Rockwell Medical Inc.12,85467

 

19


 

Growth and Income Fund

   Market
   Value
  Shares($000)
*Exelixis Inc.2,90064
*Premier Inc. Class A1,70053
*AngioDynamics Inc.2,60045
*Rigel Pharmaceuticals Inc.12,56544
*Quidel Corp.80041
*Select Medical Holdings  
 Corp.2,20038
*CytomX Therapeutics Inc.1,12932
*Syneos Health Inc.90032
*Taro Pharmaceutical  
 Industries Ltd.30030
*Endo International plc4,60027
*,^Aurinia Pharmaceuticals Inc.5,20027
 Encompass Health Corp.40023
*Valeant Pharmaceuticals  
 International Inc.1,30021
*Stemline Therapeutics Inc.1,12217
*Novus Therapeutics Inc.3,47717
*uniQure NV70016
 Meridian Bioscience Inc.1,00014
*Spectrum Pharmaceuticals  
 Inc.70011
*Flexion Therapeutics Inc.50011
*Otonomy Inc.2,60011
*Catalyst Pharmaceuticals  
 Inc.4,54411
*Nektar Therapeutics  
 Class A10011
*Immunomedics Inc.70010
*Innoviva Inc.60010
*Enzo Biochem Inc.1,76010
*BioCryst Pharmaceuticals  
 Inc.2,00010
*Chimerix Inc.1,83410
*Accelerate Diagnostics Inc.4009
*BioScrip Inc.3,7009
*BioMarin Pharmaceutical Inc.1008
*Diplomat Pharmacy Inc.4028
*Enanta Pharmaceuticals Inc.1008
*Haemonetics Corp.1007
*Advaxis Inc.4,0007
*ACADIA Pharmaceuticals  
 Inc.3007
*Vanda Pharmaceuticals Inc.4007
*Arbutus Biopharma Corp.1,3006
*Adverum Biotechnologies  
 Inc.1,1006
*Acorda Therapeutics Inc.2005
*Civitas Solutions Inc.3005
*Edge Therapeutics Inc.3,5004
*Brookdale Senior Living Inc.6004
*RTI Surgical Inc.8024
*Radius Health Inc.1004
*Medpace Holdings Inc.1003

 

*Intrexon Corp.2003
*Quality Systems Inc.2003
*AcelRx Pharmaceuticals Inc.1,1002
*Concert Pharmaceuticals Inc.1002
*Celldex Therapeutics Inc.9002
*OvaScience Inc.2,5182
*,^AquaBounty Technologies  
 Inc.3711
   1,401,697
Industrials (10.2%)  
 Boeing Co.333,053109,201
 Lockheed Martin Corp.155,28952,477
 Caterpillar Inc.341,30150,301
 Waste Management Inc.597,33450,248
 Raytheon Co.191,29141,284
 3M Co.184,84140,576
 Honeywell International  
 Inc.256,13537,014
 Cummins Inc.209,27133,921
 Pentair plc480,50932,737
 Norfolk Southern Corp.239,60232,533
 Southwest Airlines Co.566,08632,425
 American Airlines Group  
 Inc.505,47626,265
*United Rentals Inc.141,65824,469
 Harris Corp.150,95724,346
 Fortive Corp.306,37023,750
 Ingersoll-Rand plc253,31821,661
 Dover Corp.218,00021,412
 CSX Corp.369,93820,609
 Kansas City Southern184,44520,261
 Eaton Corp. plc245,02819,580
 PACCAR Inc.294,53919,490
 Cintas Corp.102,60017,502
 General Dynamics Corp.71,10415,707
 KAR Auction Services  
 Inc.278,66415,104
 Masco Corp.369,10014,926
 Deere & Co.95,47114,829
 Emerson Electric Co.210,52614,379
 WW Grainger Inc.47,67713,458
 Northrop Grumman Corp.38,16513,324
 AMETEK Inc.175,14013,305
 Spirit AeroSystems  
 Holdings Inc. Class A151,30012,664
 Expeditors International  
 of Washington Inc.190,32012,047
 Rockwell Automation Inc.63,60711,080
 United Technologies Corp.83,35410,488
 Fluor Corp.175,61710,049
 Illinois Tool Works Inc.58,5089,166
 United Parcel Service Inc.  
 Class B85,9528,996

 

20


 

Growth and Income Fund

   Market
   Value
  Shares($000)
 Fortune Brands Home &  
 Security Inc.127,9007,532
 Dun & Bradstreet Corp.62,3407,294
 TransDigm Group Inc.23,0997,090
 Jacobs Engineering Group  
 Inc.116,6006,897
 Roper Technologies Inc.23,3446,552
 Allegion plc75,5596,444
 Republic Services Inc.  
 Class A96,9366,420
 Allison Transmission  
 Holdings Inc.163,6006,390
 JB Hunt Transport  
 Services Inc.50,9035,963
 CH Robinson Worldwide  
 Inc.63,5205,952
 Delta Air Lines Inc.104,3155,718
 General Electric Co.344,5894,645
 Canadian Pacific Railway  
 Ltd.26,0004,589
*Quanta Services Inc.129,9364,463
 Old Dominion Freight  
 Line Inc.20,8003,057
 Stanley Black & Decker  
 Inc.19,3792,969
 Owens Corning36,9002,967
 Parker-Hannifin Corp.13,0102,225
 Equifax Inc.18,6752,200
 Robert Half International  
 Inc.36,9602,140
*HD Supply Holdings Inc.51,9001,969
 Alaska Air Group Inc.30,4001,884
 Arconic Inc.56,2001,295
*XPO Logistics Inc.12,5001,273
 Pitney Bowes Inc.115,9001,262
*United Continental  
 Holdings Inc.18,0001,250
*MRC Global Inc.53,200875
*Stericycle Inc.13,300778
*Continental Building  
 Products Inc.24,900711
 Xylem Inc.8,500654
*Moog Inc. Class A7,800643
 RPX Corp.54,900587
*AECOM15,700559
 Hubbell Inc. Class B4,200511
*AerCap Holdings NV8,900451
 Insperity Inc.6,400445
 Trinity Industries Inc.12,800418
*Armstrong World  
 Industries Inc.7,300411
 BWX Technologies Inc.5,500349
*Hertz Global Holdings Inc.17,600349
 KBR Inc.20,300329

 

 Carlisle Cos. Inc.3,100324
 Graco Inc.6,600302
 Timken Co.6,600301
*Colfax Corp.9,200293
 Brady Corp. Class A6,900256
*TransUnion4,300244
*JetBlue Airways Corp.11,100226
*TriNet Group Inc.3,600167
*Civeo Corp.43,700165
 EnerSys2,300160
*SPX FLOW Inc.2,800138
*Navigant Consulting Inc.7,100137
 ArcBest Corp.4,100131
*WESCO International Inc.1,900118
 Quad/Graphics Inc.4,400112
*Rexnord Corp.3,400101
*Masonite International Corp.1,60098
 Landstar System Inc.80088
 Spartan Motors Inc.5,10088
 Chicago Bridge & Iron Co.  
 NV6,00086
*FTI Consulting Inc.1,70082
*TrueBlue Inc.2,90075
*Univar Inc.2,60072
 Federal Signal Corp.3,10068
 Copa Holdings SA Class A50064
*Mistras Group Inc.3,18960
*LB Foster Co. Class A2,55760
 Greenbrier Cos. Inc.1,10055
 H&E Equipment Services  
 Inc.1,40054
*SPX Corp.1,60052
*NCI Building Systems Inc.2,60046
*USA Truck Inc.1,80046
 Oshkosh Corp.53041
 Albany International Corp.60038
*USG Corp.90036
*KLX Inc.50036
*Huron Consulting Group Inc.89934
 Hillenbrand Inc.73734
 LSC Communications Inc.1,80031
*GMS Inc.1,00031
*YRC Worldwide Inc.3,30029
*Armstrong Flooring Inc.2,06028
 ACCO Brands Corp.2,20028
*Babcock & Wilcox  
 Enterprises Inc.6,10027
*Sparton Corp.1,50026
*Rush Enterprises Inc.  
 Class A60026
*ARC Document Solutions  
 Inc.11,40025
*Harsco Corp.1,20025

 

21


 

Growth and Income Fund

   Market
   Value
  Shares($000)
 Global Brass & Copper  
 Holdings Inc.70023
 Matson Inc.80023
 Donaldson Co. Inc.50023
*Textainer Group Holdings Ltd.1,00017
*Builders FirstSource Inc.80016
 Triumph Group Inc.60015
*Saia Inc.20015
 Caesarstone Ltd.59512
 Universal Forest Products Inc.30010
*Aerojet Rocketdyne  
 Holdings Inc.3008
 Werner Enterprises Inc.2218
*Kirby Corp.1008
*DXP Enterprises Inc.1576
 CRA International Inc.1005
 Crane Co.525
 Essendant Inc.6005
*CAI International Inc.2004
*Milacron Holdings Corp.2084
 CECO Environmental Corp.7803
*Gibraltar Industries Inc.1003
 Heidrick & Struggles  
 International Inc.1003
*Vicor Corp.1003
*Echo Global Logistics Inc.1003
 Covanta Holding Corp.1001
 Steelcase Inc. Class A1001
   1,065,082
Information Technology (25.9%)  
 Apple Inc.2,537,476425,738
 Microsoft Corp.3,312,548302,336
*Alphabet Inc. Class C160,463165,564
*Alphabet Inc. Class A158,042163,912
*Facebook Inc. Class A900,710143,924
 NVIDIA Corp.412,30295,485
 Visa Inc. Class A777,62793,020
 Mastercard Inc. Class A502,48688,015
 Intel Corp.1,513,88978,843
 Cisco Systems Inc.1,682,62972,168
 Applied Materials Inc.992,56355,196
*Adobe Systems Inc.244,25352,778
 International Business  
 Machines Corp.325,25549,904
 QUALCOMM Inc.808,69844,810
 HP Inc.2,035,62644,621
 Western Digital Corp.449,28041,455
 Accenture plc Class A264,13640,545
 DXC Technology Co.393,14139,522
*VeriSign Inc.327,29038,803
 Intuit Inc.214,00137,097
*Electronic Arts Inc.295,98235,885

 

 Fidelity National  
 Information  
 Services Inc.368,64635,501
 NetApp Inc.560,30834,565
 Broadcom Ltd.127,93730,148
 Oracle Corp.656,45330,033
 Total System  
 Services Inc.333,30928,751
*Cadence Design  
 Systems Inc.701,05825,778
*Red Hat Inc.167,20224,998
*salesforce.com Inc.186,08221,641
 Cognizant Technology  
 Solutions Corp. Class A260,26020,951
 KLA-Tencor Corp.185,24820,194
 Activision Blizzard Inc.290,72019,612
*Micron Technology Inc.367,47319,160
*Citrix Systems Inc.205,66519,086
*eBay Inc.474,02019,075
 Motorola Solutions Inc.176,18518,552
 Lam Research Corp.86,55817,585
*,^Advanced Micro  
 Devices Inc.1,604,79916,128
*Synopsys Inc.187,51315,609
 Juniper Networks Inc.519,80512,647
 Analog Devices Inc.132,86412,108
*F5 Networks Inc.83,18612,030
 Western Union Co.550,60910,588
*PayPal Holdings Inc.136,42910,351
 CA Inc.305,13010,344
 Paychex Inc.165,13210,170
 Seagate Technology plc167,3049,791
 Texas Instruments Inc.94,0769,774
 Xilinx Inc.127,1209,183
*Take-Two Interactive  
 Software Inc.83,8008,194
*CoreLogic Inc.127,7305,777
*ANSYS Inc.31,9785,011
*Autodesk Inc.28,9003,629
*,^VMware Inc. Class A26,0003,153
 Skyworks Solutions Inc.31,4453,153
*Fiserv Inc.43,0623,071
 Versum Materials Inc.81,1933,055
 Symantec Corp.101,6132,627
 FLIR Systems Inc.49,1002,455
*BlackBerry Ltd.188,0002,162
 Amphenol Corp. Class A21,4931,851
*Palo Alto Networks Inc.9,7001,761
*Zynga Inc. Class A467,8001,712
*IPG Photonics Corp.7,1841,677
*First Data Corp. Class A93,1001,490
*IAC/InterActiveCorp8,8001,376
*Flex Ltd.76,4851,249
 LogMeIn Inc.8,9001,028

 

22


 

Growth and Income Fund

   Market
   Value
  Shares($000)
 InterDigital Inc.13,9001,023
*Black Knight Inc.21,3001,003
 CSRA Inc.24,200998
*Yelp Inc. Class A20,569859
 Sabre Corp.38,900834
*NCR Corp.25,500804
*Kulicke & Soffa Industries  
 Inc.27,900698
 Avnet Inc.15,100631
*CommVault Systems Inc.10,592606
*NetScout Systems Inc.22,300588
*ARRIS International plc20,000531
*MicroStrategy Inc. Class A3,307427
*Cirrus Logic Inc.10,300418
*Dell Technologies Inc.  
 Class V5,600410
*CommScope Holding  
 Co. Inc.9,700388
*Conduent Inc.19,400362
 Amdocs Ltd.5,100340
*Manhattan Associates Inc.7,400310
 Travelport Worldwide Ltd.18,500302
*Tower Semiconductor Ltd.9,700261
*Synaptics Inc.5,400247
*Sanmina Corp.9,100238
*Cornerstone OnDemand Inc.6,023236
 Maxim Integrated  
 Products Inc.3,900235
*InterXion Holding NV3,700230
*Cree Inc.5,700230
 Teradyne Inc.5,000229
*Tech Data Corp.2,640225
*Nuance Communications  
 Inc.12,700200
*First Solar Inc.2,800199
 Xperi Corp.9,200195
 Convergys Corp.8,600195
*Atlassian Corp. plc Class A3,600194
*Fortinet Inc.3,600193
 Dolby Laboratories Inc.  
 Class A2,900184
 Leidos Holdings Inc.2,600170
 Genpact Ltd.5,200166
*Trimble Inc.4,400158
*Rambus Inc.10,500141
*Photronics Inc.16,501136
*SINA Corp.1,300136
*Shutterstock Inc.2,800135
*SolarEdge Technologies Inc.2,500131
 NIC Inc.8,300110
*Rudolph Technologies Inc.3,900108
*Etsy Inc.3,700104
*MoneyGram International  
 Inc.11,40098

 

*Glu Mobile Inc.25,80097
 Vishay Intertechnology Inc.5,20097
 Progress Software Corp.2,40092
*TechTarget Inc.4,20083
*Knowles Corp.6,60083
*Lattice Semiconductor  
 Corp.13,80077
*Alpha & Omega  
 Semiconductor Ltd.3,90060
 Cohu Inc.2,60059
 NVE Corp.68257
*Teradata Corp.1,40056
*Calix Inc.8,06155
*EchoStar Corp. Class A1,00053
*Web.com Group Inc.2,60047
*KEMET Corp.2,40043
*Hortonworks Inc.2,10043
*FleetCor Technologies Inc.20040
*Euronet Worldwide Inc.50039
*Fitbit Inc. Class A7,70039
*Net 1 UEPS  
 Technologies Inc.4,10039
*XO Group Inc.1,82138
*Ubiquiti Networks Inc.50034
*Blucora Inc.1,20030
*Zix Corp.6,50028
*Celestica Inc.2,60027
*ViaSat Inc.40026
*Ciena Corp.1,00026
*SPS Commerce Inc.40026
*QuinStreet Inc.2,00026
*Amkor Technology Inc.2,40024
 Science Applications  
 International Corp.30024
*A10 Networks Inc.4,04524
*Rubicon Project Inc.13,00023
*Sykes Enterprises Inc.80023
 Systemax Inc.77122
*8x8 Inc.1,10020
*FireEye Inc.1,20020
*CommerceHub Inc. Class A85019
*Orbotech Ltd.30019
*DHI Group Inc.11,40018
*Endurance International  
 Group Holdings Inc.2,41318
*VirnetX Holding Corp.3,50014
 EVERTEC Inc.80013
*Aerohive Networks Inc.3,00012
*Ribbon Communications Inc. 2,09111
 Daktronics Inc.1,20011
*Match Group Inc.2009
*TrueCar Inc.9039
*Cision Ltd.7338
 Hackett Group Inc.5008

 

23


 

Growth and Income Fund

   Market
   Value
  Shares($000)
*Mellanox Technologies Ltd.1007
*CommerceHub Inc.3007
*Care.com Inc.4006
 TE Connectivity Ltd.656
 CDK Global Inc.1006
*GoDaddy Inc. Class A1006
*Everi Holdings Inc.7005
*Extreme Networks Inc.3003
   2,706,836
Materials (2.6%)  
*Freeport-McMoRan Inc.2,170,10238,129
 Air Products &  
 Chemicals Inc.196,77931,294
 LyondellBasell Industries  
 NV Class A271,29328,670
 Packaging Corp. of  
 America162,20818,281
 CF Industries  
 Holdings Inc.447,99116,903
 FMC Corp.214,78716,446
 Praxair Inc.110,24315,908
 WestRock Co.194,58512,487
 DowDuPont Inc.192,82612,285
 Sealed Air Corp.274,23511,735
*Owens-Illinois Inc.525,76211,388
 Avery Dennison Corp.93,0489,886
 Eastman Chemical Co.72,2807,631
 Sherwin-Williams Co.14,0535,510
 Albemarle Corp.55,7045,166
 Newmont Mining Corp.131,9515,155
 PPG Industries Inc.42,7644,772
 Graphic Packaging  
 Holding Co.310,1004,760
 Chemours Co.69,7003,395
 Nucor Corp.53,6453,277
 Celanese Corp. Class A25,1002,515
 Methanex Corp.31,4881,910
 Huntsman Corp.37,7001,103
*Berry Global Group Inc.20,0001,096
 Reliance Steel &  
 Aluminum Co.12,2841,053
*Alcoa Corp.21,300958
*Allegheny  
 Technologies Inc.40,400957
*Cleveland-Cliffs Inc.89,427622
 Steel Dynamics Inc.13,600601
 Monsanto Co.4,708549
 WR Grace & Co.8,800539
*Ferroglobe plc41,400444
*Crown Holdings Inc.7,500381
*Coeur Mining Inc.38,600309
 Valvoline Inc.10,900241
*SunCoke Energy Inc.13,500145
 Louisiana-Pacific Corp.5,000144

 

*Constellium NV Class A13,100142
 Ecolab Inc.1,000137
 Mercer International Inc.7,60095
*AdvanSix Inc.2,71494
*Flotek Industries Inc.15,30093
 Domtar Corp.1,20051
*Century Aluminum Co.2,70045
*TimkenSteel Corp.1,80027
^Israel Chemicals Ltd.4,93421
 Orion Engineered Carbons  
 SA70019
*Ryerson Holding Corp.1,90016
 Barrick Gold Corp.4015
 Worthington Industries Inc.1004
 Schweitzer-Mauduit  
 International Inc.1004
 Core Molding  
 Technologies Inc.2004
*,2Ferroglobe R&W Trust48,731
   277,402
Other (0.2%)  
 SPDR S&P 500 ETF Trust62,50016,447
*,2Babcock & Wilcox  
 Enterprises Inc. Rights  
 Exp. 04/10/20185,0009
*Rizzoli Corriere Della Sera  
 Mediagroup SPA2,0013
*,2Safeway Inc. CVR (PDC)  
 Exp. 01/30/201975,810
*,2Biosante Pharmaceutical  
 Inc. CVR4,189
   16,459
Real Estate (2.1%)  
*SBA Communications  
 Corp. Class A283,67448,486
 American Tower Corp.236,17234,325
 Host Hotels & Resorts  
 Inc.936,67017,460
 Weyerhaeuser Co.454,03115,891
 Prologis Inc.238,75815,039
*CBRE Group Inc. Class A263,66612,450
 Equity Residential169,10010,420
 HCP Inc.447,99610,407
 Realogy Holdings Corp.343,0649,359
 Apartment Investment  
 & Management Co.191,9007,820
 Duke Realty Corp.222,2005,884
 Simon Property Group Inc.36,9475,703
 Public Storage21,8984,388
 Extra Space Storage Inc.45,0423,935
 AvalonBay Communities  
 Inc.19,7963,256
 Ventas Inc.51,6992,561

 

24


 

Growth and Income Fund

   Market
   Value
  Shares($000)
 Crown Castle International  
 Corp.20,9142,292
 SL Green Realty Corp.18,7001,811
 Brixmor Property Group  
 Inc.98,0001,495
 Sun Communities Inc.13,1001,197
 CoreCivic Inc.52,0001,015
 Liberty Property Trust22,803906
 Spirit Realty Capital Inc.111,400864
*Equity Commonwealth22,204681
 American Homes 4 Rent  
 Class A27,200546
 Equity LifeStyle  
 Properties Inc.5,800509
 Kimco Realty Corp.17,731255
 Park Hotels & Resorts Inc.9,200249
 InfraREIT Inc.8,100157
 Outfront Media Inc.7,900148
 Colony NorthStar Inc.  
 Class A21,700122
 Forest City Realty Trust  
 Inc. Class A6,000122
 Piedmont Office Realty  
 Trust Inc. Class A6,000106
 Highwoods Properties Inc.1,70075
 VEREIT Inc.9,40065
 GEO Group Inc.3,10063
 Retail Properties of America 
��Inc.4,92257
 Columbia Property Trust Inc. 2,44750
 National Retail Properties  
 Inc.80031
 STORE Capital Corp.1,10027
*Quality Care Properties Inc.1,10621
 Hersha Hospitality Trust  
 Class A87016
 Mack-Cali Realty Corp.90015
 Brandywine Realty Trust60010
*St. Joe Co.5009
 Front Yard Residential Corp.7007
 CyrusOne Inc.1005
   220,310
Telecommunication Services (1.6%) 
 AT&T Inc.2,473,14688,168
 Verizon  
 Communications Inc.1,266,33760,556
 CenturyLink Inc.521,8008,573
*T-Mobile US Inc.92,4005,640
*Boingo Wireless Inc.13,300330

 

*,^Globalstar Inc.286,700197
^Frontier Communications  
 Corp.19,000141
*Vonage Holdings Corp.5,20055
*United States Cellular  
 Corp.41717
*Intelsat SA1,8007
   163,684
Utilities (2.2%)  
 NRG Energy Inc.1,448,19644,213
 NextEra Energy Inc.239,86639,177
 Exelon Corp.696,97527,189
 FirstEnergy Corp.660,14822,452
 CenterPoint Energy Inc.735,91120,164
 American Electric Power  
 Co. Inc.277,98119,067
 Duke Energy Corp.166,30012,883
 Entergy Corp.147,80011,644
 Public Service Enterprise  
 Group Inc.173,4008,712
 Dominion Energy Inc.68,1414,595
 PG&E Corp.72,7003,194
 AES Corp.277,7003,158
 NiSource Inc.110,1002,633
 Pinnacle West Capital  
 Corp.31,1002,482
 Edison International38,3002,438
 PPL Corp.76,5002,164
 Avangrid Inc.9,300475
 Xcel Energy Inc.10,200464
*,^Atlantic Power Corp.99,700209
 UGI Corp.3,900173
 Westar Energy Inc.  
 Class A2,800147
 Portland General  
 Electric Co.2,800113
 Fortis Inc.2,20074
 Chesapeake Utilities Corp.38827
 Great Plains Energy Inc.30010
 MGE Energy Inc.1006
   227,863
Total Common Stocks  
(Cost $8,340,438) 10,124,805
Temporary Cash Investments (3.2%)1 
Money Market Fund (3.0%)  
3,4Vanguard Market  
 Liquidity Fund,  
 1.775%3,113,981311,398

 

25


 

Growth and Income Fund

  FaceMarket
  AmountValue
  ($000)($000)
U.S. Government and Agency Obligations (0.2%)
5United States Treasury Bill,  
 1.461%, 5/3/181,6001,598
5United States Treasury Bill,  
 1.370%%–1.462%,  
 5/17/188,0007,984
5United States Treasury Bill,  
 1.446%, 5/31/18600598
5United States Treasury Bill,  
 1.845%, 8/9/185,0004,967
 United States Treasury Bill,  
 1.849%, 8/16/185,0004,966
   20,113
Total Temporary Cash Investments 
(Cost $331,491) 331,511
Total Investments (100.2%)  
(Cost $8,671,929) 10,456,316

 

 Amount
 ($000
Other Assets and Liabilities (-0.2%) 
Other Assets 
Investment in Vanguard581
Receivables for Investment Securities Sold 32,996
Receivables for Accrued Income9,865
Receivables for Capital Shares Issued3,115
Variation Margin Receivable— 
Futures Contracts4,440
Other Assets3,526
Total Other Assets54,523
Liabilities 
Payables for Investment Securities 
Purchased(33,525)
Collateral for Securities on Loan(7,226)
Payables to Investment Advisor(2,130)
Payables for Capital Shares Redeemed(16,771)
Payables to Vanguard(11,711)
Total Liabilities(71,363)
Net Assets (100%)10,439,476

 

At March 31, 2018, net assets consisted of:
 Amount
 ($000)
Paid-in Capital8,398,624
Undistributed Net Investment Income30,877
Accumulated Net Realized Gains237,522
Unrealized Appreciation (Depreciation) 
Investment Securities1,784,387
Futures Contracts(11,934)
Net Assets10,439,476
 
 
Investor Shares—Net Assets 
Applicable to 60,693,777 outstanding 
$.001 par value shares of beneficial 
interest (unlimited authorization)2,846,798
Net Asset Value Per Share— 
Investor Shares$46.90
 
 
Admiral Shares—Net Assets 
Applicable to 99,149,513 outstanding 
$.001 par value shares of beneficial 
interest (unlimited authorization)7,592,678
Net Asset Value Per Share— 
Admiral Shares$76.58

 

• 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 $6,919,000.

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 fund’s effective common stock and temporary cash investment positions represent 99.8% and 0.4%, respectively, of net assets.

2 Security value determined using significant unobservable inputs.

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 Includes $7,226,000 of collateral received for securities on loan.

5 Securities with a value of $14,348,000 have been segregated as initial margin for open futures contracts.

CVR—Contingent Value Rights.

26


 

Growth and Income Fund

Derivative Financial Instruments Outstanding as of Period End  
Futures Contracts    
    ($000)
    Value and
  Number of Unrealized
  Long (Short)NotionalAppreciation
 ExpirationContractsAmount(Depreciation)
Long Futures Contracts    
E-mini S&P 500 IndexJune 20182,240296,016(11,934)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

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

27


 

Growth and Income Fund

Statement of Operations 
 
 Six Months Ended
 March 31, 2018
 ($000)
Investment Income 
Income 
Dividends192,349
Interest 21,813
Securities Lending—Net70
Total Income94,232
Expenses 
Investment Advisory Fees—Note B 
Basic Fee5,109
Performance Adjustment26
The Vanguard Group—Note C 
Management and Administrative—Investor Shares3,177
Management and Administrative—Admiral Shares4,474
Marketing and Distribution—Investor Shares210
Marketing and Distribution—Admiral Shares258
Custodian Fees127
Shareholders’ Reports and Proxy—Investor Shares71
Shareholders’ Reports and Proxy—Admiral Shares59
Trustees’ Fees and Expenses8
Total Expenses13,519
Net Investment Income80,713
Realized Net Gain (Loss) 
Investment Securities Sold 2281,412
Futures Contracts24,293
Realized Net Gain (Loss)305,705
Change in Unrealized Appreciation (Depreciation) 
Investment Securities 2225,899
Futures Contracts(16,152)
Change in Unrealized Appreciation (Depreciation)209,747
Net Increase (Decrease) in Net Assets Resulting from Operations596,165

 

1 Dividends are net of foreign withholding taxes of $8,000.

2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $1,726,000, ($30,000), and ($13,000), respectively. Purchases and sales are for temporary cash investment purposes.

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

28


 

Growth and Income Fund

Statement of Changes in Net Assets  
 
 Six Months EndedYear Ended
 March 31,September 30,
 20182017
 ($000)($000)
Increase (Decrease) in Net Assets  
Operations  
Net Investment Income80,713136,920
Realized Net Gain (Loss)305,705448,835
Change in Unrealized Appreciation (Depreciation)209,747616,233
Net Increase (Decrease) in Net Assets Resulting from Operations596,1651,201,988
Distributions  
Net Investment Income  
Investor Shares(20,786)(53,480)
Admiral Shares(59,193)(81,075)
Realized Capital Gain1  
Investor Shares(119,262)(131,717)
Admiral Shares(313,418)(184,783)
Total Distributions(512,659)(451,055)
Capital Share Transactions  
Investor Shares(162,653)(112,815)
Admiral Shares521,7692,725,083
Net Increase (Decrease) from Capital Share Transactions359,1162,612,268
Total Increase (Decrease)442,6223,363,201
Net Assets  
Beginning of Period9,996,8546,633,653
End of Period210,439,4769,996,854

 

1 Includes fiscal 2018 and 2017 short-term gain distributions totaling $184,579,000 and $13,413,000, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes.

2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $30,877,000 and $30,143,000.

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

29


 

Growth and Income Fund

Financial Highlights      
 
 
Investor Shares      
Six Months     
 Ended     
For a Share OutstandingMarch 31,  Year Ended September 30,
Throughout Each Period201820172016201520142013
Net Asset Value, Beginning of Period$46.50$42.16$39.55$42.69$36.02$30.73
Investment Operations      
Net Investment Income. 3471.7921. 852.729.671.631
Net Realized and Unrealized Gain (Loss)      
on Investments2.4296.3464.813(.541)6.6395.288
Total from Investment Operations2.7767.1385.665.1887.3105.919
Distributions      
Dividends from Net Investment Income(. 353)(.799)(.790)(.724)(. 640)(. 629)
Distributions from Realized Capital Gains(2.023)(1.999)(2.265)(2.604)
Total Distributions(2.376)(2.798)(3.055)(3.328)(.640)(.629)
Net Asset Value, End of Period$46.90$46.50$42.16$39.55$42.69$36.02
 
Total Return25.91%17.66%14.79%0.22%20.42%19.54%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions)$2,847$2,982$2,801$2,691$2,979$2,869
Ratio of Total Expenses to      
Average Net Assets30.34%0.34%0.34%0.34%0.37%0.36%
Ratio of Net Investment Income to      
Average Net Assets1.46%1.80%2.09%1.70%1.67%1.90%
Portfolio Turnover Rate89%96%96%116%133%109%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.

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%, 0.00%, 0.00%, 0.00%, 0.02%, and 0.01%.

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

30


 

Growth and Income Fund

Financial Highlights      
 
 
Admiral Shares      
Six Months     
 Ended     
For a Share OutstandingMarch 31,  Year Ended September 30,
Throughout Each Period201820172016201520142013
Net Asset Value, Beginning of Period$75.93$68.83$64.57$69.71$58.82$50.18
Investment Operations      
Net Investment Income. 61211.36211.4661.2721.1761.097
Net Realized and Unrealized Gain (Loss)      
on Investments3.96510.3847.855(.897)10.8338.633
Total from Investment Operations4.57711.7469.321.37512.0099.730
Distributions      
Dividends from Net Investment Income(.624)(1.384)(1.364)(1.264)(1.119)(1.090)
Distributions from Realized Capital Gains(3.303)(3.262)(3.697)(4.251)
Total Distributions(3.927)(4.646)(5.061)(5.515)(1.119)(1.090)
Net Asset Value, End of Period$76.58$75.93$68.83$64.57$69.71$58.82
 
Total Return25.97%17.81%14.91%0.31%20.55%19.69%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions)$7,593$7,015$3,833$3,177$2,917$2,157
Ratio of Total Expenses to      
Average Net Assets30.23%0.23%0.23%0.23%0.26%0.26%
Ratio of Net Investment Income to      
Average Net Assets1.57%1.91%2.20%1.81%1.78%2.00%
Portfolio Turnover Rate89%96%96%116%133%109%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.

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%, 0.00%, 0.00%, 0.00%, 0.02%, and 0.01%.

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

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Growth and Income Fund

Notes to Financial Statements

Vanguard Growth and Income 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: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

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 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 requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

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 six months ended March 31, 2018, the fund’s average investments in long and short futures contracts represented 2% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.

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 fund’s tax positions taken for all open federal income tax years (September 30, 2014–2017), and for the period ended March 31, 2018, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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Growth and Income Fund

4. Distributions: Distributions to shareholders are recorded on the ex-dividend date.

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 settled 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.

6. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 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 March 31, 2018, 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 purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. 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), shareholder reporting, and the proxy. 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.

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Growth and Income Fund

B. The investment advisory firms D.E. Shaw Investment Management, L.L.C., and Los Angeles Capital Management and Equity Research, Inc., each provide 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 of D.E. Shaw Investment Management, L.L.C. is subject to quarterly adjustments based on performance relative to the S&P 500 Index for the preceding three years. The basic fee of Los Angeles Capital Management and Equity Research, Inc. is subject to quarterly adjustments based on performance relative to the S&P 500 Index for the preceding five years.

Vanguard provides investment advisory services to a portion of the fund as described below; the fund paid Vanguard advisory fees of $611,000 for the six months ended March 31, 2018.

For the six months ended March 31, 2018, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.10% of the fund’s average net assets, before an increase of $26,000 (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 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 March 31, 2018, the fund had contributed to Vanguard capital in the amount of $581,000, representing 0.01% of the fund’s net assets and 0.23% of Vanguard’s capitalization. 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 March 31, 2018, based on the inputs used to value them:

 Level 1Level 2Level 3
Investments($000)($000)($000)
Common Stocks10,124,79339
Temporary Cash Investments311,39820,113
Futures Contracts—Assets14,440
Total10,440,63120,1169
1 Represents variation margin on the last day of the reporting period.   

 

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Growth and Income Fund

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes. The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year.

At March 31, 2018, the cost of investment securities for tax purposes was $8,671,936,000. Net unrealized appreciation of investment securities for tax purposes was $1,784,380,000, consisting of unrealized gains of $1,954,497,000 on securities that had risen in value since their purchase and $170,117,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended March 31, 2018, the fund purchased $4,562,501,000 of investment securities and sold $4,709,416,000 of investment securities, other than temporary cash investments.

 Six Months Ended Year Ended
 March 31, 2018September 30, 2017
 AmountSharesAmountShares
 ($000)(000)($000)(000)
Investor Shares    
Issued167,9533,480277,0336,367
Issued in Lieu of Cash Distributions135,2252,849179,7604,259
Redeemed(465,831)(9,758)(569,608)(12,950)
Net Increase (Decrease)—Investor Shares(162,653)(3,429)(112,815)(2,324)
Admiral Shares    
Issued695,1498,8943,081,61541,593
Issued in Lieu of Cash Distributions354,8594,580247,8273,595
Redeemed(528,239)(6,712)(604,359)(8,482)
Net Increase (Decrease)—Admiral Shares521,7696,7622,725,08336,706

 

G. Management has determined that no material events or transactions occurred subsequent to March 31, 2018, that would require recognition or disclosure in these financial statements.

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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.

36


 

Six Months Ended March 31, 2018   
 BeginningEndingExpenses
 Account ValueAccount ValuePaid During
Growth and Income Fund9/30/20173/31/2018Period
Based on Actual Fund Return   
Investor Shares$1,000.00$1,059.06$1.75
Admiral Shares1,000.001,059.671.18
Based on Hypothetical 5% Yearly Return   
Investor Shares$1,000.00$1,023.24$1.72
Admiral Shares1,000.001,023.781.16

 

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 0.34% for Investor Shares and 0.23% 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 (182/365).

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Glossary

30-Day SEC Yield. A fund’s 30-day SEC yield is derived using a formula specified by the U.S. Securities and Exchange Commission. Under the formula, data related to the fund’s security holdings in the previous 30 days are used to calculate the fund’s hypothetical net income for that period, which is then annualized and divided by the fund’s estimated average net assets over the calculation period. For the purposes of this calculation, a security’s income is based on its current market yield to maturity (for bonds), its actual income (for asset-backed securities), or its projected dividend yield (for stocks). Because the SEC yield represents hypothetical annualized income, it will differ—at times significantly—from the fund’s actual experience. As a result, the fund’s income distributions may be higher or lower than implied by the SEC yield.

Beta. A measure of the magnitude of a fund’s past share-price fluctuations in relation to the ups and downs of a given market index. The index is assigned a beta of 1.00. Compared with a given index, a fund with a beta of 1.20 typically would have seen its share price rise or fall by 12% when the index rose or fell by 10%. For this report, beta is based on returns over the past 36 months for both the fund and the index. Note that a fund’s beta should be reviewed in conjunction with its R-squared (see definition). The lower the R-squared, the less correlation there is between the fund and the index, and the less reliable beta is as an indicator of volatility.

Dividend Yield. Dividend income earned by stocks, expressed as a percentage of the aggregate market value (or of net asset value, for a fund). The yield is determined by dividing the amount of the annual dividends by the aggregate value (or net asset value) at the end of the period. For a fund, the dividend yield is based solely on stock holdings and does not include any income produced by other investments.

Earnings Growth Rate. The average annual rate of growth in earnings over the past five years for the stocks now in a fund.

Equity Exposure. A measure that reflects a fund’s investments in stocks and stock futures. Any holdings in short-term reserves are excluded.

Expense Ratio. A fund’s total annual operating expenses expressed as a percentage of the fund’s average net assets. The expense ratio includes management and administrative expenses, but does not include the transaction costs of buying and selling portfolio securities.

Foreign Holdings. The percentage of a fund represented by securities or depositary receipts of companies based outside the United States.

Inception Date. The date on which the assets of a fund (or one of its share classes) are first invested in accordance with the fund’s investment objective. For funds with a subscription period, the inception date is the day after that period ends. Investment performance is measured from the inception date.

Median Market Cap. An indicator of the size of companies in which a fund invests; the midpoint of market capitalization (market price x shares outstanding) of a fund’s stocks, weighted by the proportion of the fund’s assets invested in each stock. Stocks representing half of the fund’s assets have market capitalizations above the median, and the rest are below it.

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

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Price/Earnings Ratio. The ratio of a stock’s current price to its per-share earnings over the past year. For a fund, the weighted average P/E of the stocks it holds. P/E is an indicator of market expectations about corporate prospects; the higher the P/E, the greater the expectations for a company’s future growth.

R-Squared. A measure of how much of a fund’s past returns can be explained by the returns from the market in general, as measured by a given index. If a fund’s total returns were precisely synchronized with an index’s returns, its R-squared would be 1.00. If the fund’s returns bore no relationship to the index’s returns, its R-squared would be 0. For this report, R-squared is based on returns over the past 36 months for both the fund and the index.

Return on Equity. The annual average rate of return generated by a company during the past five years for each dollar of shareholder’s equity (net income divided by shareholder’s equity). For a fund, the weighted average return on equity for the companies whose stocks it holds.

Short-Term Reserves. The percentage of a fund invested in highly liquid, short-term securities that can be readily converted to cash.

Turnover Rate. An indication of the fund’s trading activity. Funds with high turnover rates incur higher transaction costs and may be more likely to distribute capital gains (which may be taxable to investors). The turnover rate excludes in-kind transactions, which have minimal impact on costs.

39


 

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.

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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 on an at-cost basis.

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 208 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. 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 Trustees1

F. William McNabb III

Born in 1957. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: chairman of the board (January 2010–present) of Vanguard and of each of the investment companies served by Vanguard, trustee (2009–present) of each of the investment companies served by Vanguard, and director (2008–present) of Vanguard. Chief executive officer and president (2008–2017) of Vanguard and each of the investment companies served by Vanguard, managing director (1995–2008) of Vanguard, and director (1997–2018) of Vanguard Marketing Corporation. Director (2018–present) of UnitedHealth Group.

Mortimer J. Buckley

Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chief executive officer (January 2018–present) of Vanguard; chief executive officer, president, and trustee (January 2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (February 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) of the Children’s Hospital of Philadelphia.

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. Lead 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. Trustee of the National Constitution Center.

1 Mr. McNabb and Mr. Buckley are considered “interested persons,” as defined in the Investment Company Act of 1940, because they are officers of the Vanguard funds.


 

JoAnn Heffernan Heisen

Born in 1950. Trustee since July 1998. Principal occupation(s) during the past five years and other experience: corporate vice president of Johnson & Johnson (pharmaceuticals/medical devices/consumer products) and member of its executive committee (1997–2008). Chief global diversity officer (retired 2008), vice president and chief information officer (1997–2006), controller (1995–1997), treasurer (1991–1995), and assistant treasurer (1989–1991) of Johnson & Johnson. Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation. Member of the advisory board of the Institute for Women’s Leadership at Rutgers University.

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), Oxfam America, and the Lumina Foundation for Education. Director of the V Foundation for Cancer Research. Member of the advisory 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. Chairman of the board of TIFF Advisory Services, Inc. Member of the board of Catholic Investment Services, Inc. (investment advisors), the board of advisors for Spruceview Capital Partners, 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: president (2010–present) and chief executive officer (2011–present) of The Guardian Life Insurance Company of America. 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, the Partnership for New York City (business leadership), and the Committee Encouraging Corporate Philanthropy. Trustee of the Economic Club of New York 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 LLC (private investment firm). Overseer of the Museum of Fine Arts Boston.

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 of i(x) Investments, LLC.

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

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 and global head of Fund Administration at Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG LLP (audit, tax, and advisory services).

Brian Dvorak

Born in 1973. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2017–present) of Vanguard and each of the investment companies served by Vanguard. Assistant vice president (2017–present) of Vanguard Marketing Corporation. Vice president and director of Enterprise Risk Management (2011–2013) at Oppenheimer Funds, Inc.

Thomas J. Higgins

Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2008–present) 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. Director and senior vice president (2016–2018) of Vanguard Marketing Corporation. 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.

Vanguard Senior Management Team
 
Mortimer J. BuckleyJames M. Norris
Gregory DavisThomas M. Rampulla
John JamesKarin A. Risi
Martha G. KingAnne E. Robinson
John T. MarcanteMichael Rollings
Chris D. McIsaac 

 

Chairman Emeritus and Senior Advisor

John J. Brennan
Chairman, 1996–2009
Chief Executive Officer and President, 1996–2008

Founder

John C. Bogle
Chairman and Chief Executive Officer, 1974–1996


 

 P.O. Box 2600
 Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447Source for Bloomberg Barclays indexes: Bloomberg
Direct Investor Account Services > 800-662-2739Index Services Limited. Copyright 2018, Bloomberg. All
 rights reserved.
Institutional Investor Services > 800-523-1036 
 CFA® is a registered trademark owned by CFA Institute.
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 Lipper, a 
Thomson Reuters Company, or 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, 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 sec.gov. 
 
You can review and copy information about your fund at 
the SEC’s Public Reference Room in Washington, D.C. To 
find out more about this public service, call the SEC at 
202-551-8090. Information about your fund is also 
available on the SEC’s website, and you can receive 
copies of this information, for a fee, by sending a 
request in either of two ways: via email addressed to 
publicinfo@sec.gov or via regular mail addressed to the 
Public Reference Section, Securities and Exchange 
Commission, Washington, DC 20549-1520. 
 © 2018 The Vanguard Group, Inc.
 All rights reserved.
 Vanguard Marketing Corporation, Distributor.
 
 Q932 052018

 


Item 2: Code of Ethics.

Not Applicable.

Item 3: Audit Committee Financial Expert.

Not Applicable.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Not Applicable.

Item 5: Audit Committee of Listed Registrants.

Not Applicable.

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) 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 QUANTITATIVE FUNDS

 

/s/ MORTIMER J. BUCKLEY*

BY:

MORTIMER J. BUCKLEY

CHIEF EXECUTIVE OFFICER

 

Date: May 17, 2018

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 QUANTITATIVE FUNDS

 

/s/ MORTIMER J. BUCKLEY*

BY:

MORTIMER J. BUCKLEY

CHIEF EXECUTIVE OFFICER

Date: May 17, 2018
 

 

VANGUARD QUANTITATIVE FUNDS

 

/s/ THOMAS J. HIGGINS*

BY:

THOMAS J. HIGGINS

CHIEF FINANCIAL OFFICER

 

Date: May 17, 2018

* By: /s/ Anne E. Robinson

Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018 see file Number 33-32216, Incorporated by Reference.