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: 811-07443

Name of Registrant: Vanguard Whitehall 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: October 31

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

Item 1: Reports to Shareholders


 

Annual Report | October 31, 2018
 
Vanguard Emerging Markets
Government Bond Index 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. 3
Fund Profile. 5
Performance Summary. 7
Financial Statements. 10
About Your Fund’s Expenses. 51
Glossary. 53

 

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.


 

Your Fund’s Performance at a Glance

• For the 12 months ended October 31, 2018, Vanguard Emerging Markets Government Bond Index Fund returned –4.05% for Investor Shares. It performed in line with its benchmark index (–3.70%) after taking operating costs into account and outpaced the –5.55% average return of its peers.

• Emerging-market bonds had a strong start to the fiscal year, underpinned by robust synchronized global growth and modest inflation. As the year progressed, however, the environment grew more challenging. U.S. interest rates headed higher, and the stronger dollar raised the cost of borrowing in dollars and precipitated capital outflows.

• Some countries with large short-term external funding needs, including Argentina and Turkey, were among the worst performers.

• Please note that shortly after the close of the period, Vanguard lowered the investment minimum for your fund’s Admiral Shares from $10,000 to $3,000.

Total Returns: Fiscal Year Ended October 31, 2018        
 30-Day SEC Income Capital Total
  Yield Returns Returns Returns
Vanguard Emerging Markets Government Bond Index Fund        
Investor Shares 5.12% 3.95% -8.00% -4.05%
ETF Shares 5.34      
Market Price       -3.82
Net Asset Value       -3.84
Admiral™ Shares 5.34 4.15 -7.95 -3.80
Institutional Shares 5.32 4.16 -7.98 -3.82
Bloomberg Barclays USD Emerging Markets        
Government RIC Capped Index       -3.70
Emerging Markets Hard Currency Debt Funds        
Average       -5.55

Emerging Markets Hard Currency Debt 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. The Vanguard ETF® Shares shown are traded on the Nasdaq exchange and are available only through brokers. The table provides ETF returns based on both the Nasdaq market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.

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

1


 

Total Returns: Inception Through October 31, 2018  
  Average
  Annual Return
Emerging Markets Government Bond Index Fund Investor Shares (Returns since inception:  
5/31/2013) 3.03%
Bloomberg Barclays USD Emerging Markets Government RIC Capped Index 3.30
Emerging Markets Hard Currency Debt Funds Average 1.53
Emerging Markets Hard Currency Debt Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

The figures shown represent past performance, which is not a guarantee of future results. (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.

Expense Ratios          
Your Fund Compared With Its Peer Group          
  Investor ETF Admiral Institutional   Peer Group 
  Shares Shares Shares Shares Average 
Emerging Markets Government Bond Index 0.49% 0.32% 0.32% 0.29% 1.13%

The fund expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.49% for Investor Shares, 0.30% for ETF Shares, 0.30% for Admiral Shares, and 0.29% for Institutional 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:  Emerging Markets Hard Currency Debt Funds.

2


 

CEO’s Perspective

Tim Buckley

President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline

is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

Emerging Markets Government Bond Index Fund

Fund Profile
As of October 31, 2018

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VGOVX VWOB VGAVX VGIVX
Expense Ratio1 0.49% 0.32% 0.32% 0.29%
30-Day SEC Yield 5.12% 5.34% 5.34% 5.32%

 

Financial Attributes    
 
    Bloomberg
    Barclays USD
    Emerging Mkts
    Government
  Fund RIC Capped Idx
Number of Bonds 1,037 1,116
Yield to Maturity    
(before expenses) 6.0% 6.0%
Average Coupon 5.3% 5.4%
Average Duration 6.0 years 6.1 years
Average Effective    
Maturity 10.0 years 10.0 years
Short-Term    
Reserves 0.6%

 

Sector Diversification (% of portfolio)  
Foreign 98.8%
Treasury/Agency 0.1
Other 1.1

 

Volatility Measures  
  Bloomberg
  Barclays USD
  Emerging Mkts
  Government
  RIC Capped Idx
R-Squared 1.00
Beta 1.01

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

 

Distribution by Effective Maturity  
(% of portfolio)  
Under 1 Year 1.5%
1 - 3 Years 19.7
3 - 5 Years 19.2
5 - 10 Years 33.7
10 - 20 Years 8.2
20 - 30 Years 16.2
Over 30 Years 1.5

 

Distribution by Credit Quality (% of portfolio)
U.S. Government 0.1%
Aaa 1.2
Aa 5.5
A 20.8
Baa 37.4
Less Than Baa 35.0

Credit-quality ratings are obtained from Barclays and are from Moody's, Fitch, and S&P. When ratings from all three agencies are used, the median rating is shown. When ratings from two of the agencies are used, the lower rating for each issue is shown. "Not Rated" is used to classify securities for which a rating is not available. For more information about these ratings, see the Glossary entry for Credit Quality.

1 The expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.49% for Investor Shares, 0.30% for ETF Shares, 0.30% for Admiral Shares, and 0.29% for Institutional Shares.

5


 

Emerging Markets Government Bond Index Fund

Market Diversification (% of portfolio exposure)
 
Emerging Markets  
China 17.0%
Mexico 7.8
Brazil 6.0
Indonesia 5.4
United Arab Emirates 4.8
Russia 4.6
Saudi Arabia 4.2
Turkey 4.2
Argentina 3.9
Qatar 3.4
Colombia 2.3
Philippines 2.0
South Africa 1.7
Lebanon 1.6
Chile 1.5
Oman 1.4
Kazakhstan 1.4
Egypt 1.4
India 1.3
Malaysia 1.3
Bahrain 1.2
Panama 1.2
Ecuador 1.2
Ukraine 1.1
Hungary 1.1
Peru 1.1
Dominican Republic 1.0
Uruguay 1.0
Other 13.9
Subtotal 100.0%

 

6


 

Emerging Markets Government Bond Index Fund

Performance Summary

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

Cumulative Performance: May 31, 2013, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
      Since Final Value
  One Five Inception  of a $10,000 
  Year Years (5/31/2013) Investment
Emerging Markets Government Bond Index        
Fund Investor Shares -4.77% 3.57% 2.89% $11,667
Bloomberg Barclays USD Emerging Markets        
Government RIC Capped Index -3.70 3.87 3.30 11,923
Emerging Markets Hard Currency Debt Funds        
Average -5.55 2.10 1.53 10,860
Bloomberg Barclays Global Aggregate Index        
ex USD -2.09 -0.82 0.07 10,038

Emerging Markets Hard Currency Debt Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

      Since Final Value
  One Five Inception of a $10,000
  Year Years (5/31/2013) Investment
Emerging Markets Government Bond Index Fund        
ETF Shares Net Asset Value -3.84% 3.74% 3.18% $11,848
Emerging Markets Government Bond Index Fund        
ETF Shares Market Price -3.82 3.69 3.27 11,903
Bloomberg Barclays USD Emerging Markets        
Government RIC Capped Index -3.70 3.87 3.30 11,923
Bloomberg Barclays Global Aggregate Index ex USD -2.09 -0.82 0.07 10,038
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

 

Vanguard fund returns are adjusted to reflect the 0.75% fee on purchases of fund shares. The fee does not apply to the ETF Shares. The
Fiscal-Year Total Returns table is not adjusted for fees.
See Financial Highlights for dividend and capital gains information.


7


 

Emerging Markets Government Bond Index Fund        
 
 
 
 
  Average Annual Total Returns  
  Periods Ended October 31, 2018  
      Since Final Value
  One Five Inception of a $10,000
  Year Years  (5/31/2013) Investment
Emerging Markets Government Bond Index Fund        
Admiral Shares -4.52% 3.60% 3.06% $11,772
Bloomberg Barclays USD Emerging Markets        
Government RIC Capped Index -3.70 3.87 3.30 11,923
Bloomberg Barclays Global Aggregate Index ex USD -2.09 -0.82 0.07 10,038

"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

 

    Since Final Value
  Year One (2/11/2015) Inception 1 of a Investment $5,000,000
Emerging Markets Government Bond Index Fund      
Institutional Shares -4.54% 3.81% $5,746,585
Bloomberg Barclays USD Emerging Markets      
Government RIC Capped Index -3.70 4.13 5,812,767
Bloomberg Barclays Global Aggregate Index ex USD -2.09 1.31 5,248,163
"Since Inception" performance is calculated from the Institutional Shares’ inception date for both the fund and its comparative standards.

1 Institutional Shares were first issued on November 25, 2014, and were redeemed shortly thereafter. Institutional Shares were next issued on February 11, 2015. The total return shown is based on the period beginning February 11, 2015.

Cumulative Returns of ETF Shares: May 31, 2013, Through October 31, 2018    
      Since
  One Five Inception
  Year Years (5/31/2013)
Emerging Markets Government Bond Index Fund      
ETF Shares Market Price -3.82% 19.86% 19.03%
Emerging Markets Government Bond Index Fund      
ETF Shares Net Asset Value -3.84 20.15 18.48
Bloomberg Barclays USD Emerging Markets      
Government RIC Capped Index -3.70 20.91 19.23

"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standard.

Vanguard fund returns are adjusted to reflect the 0.75% fee on purchases of fund shares. The fee does not apply to the ETF Shares. The Fiscal-Year Total Returns table is not adjusted for fees.

8


 

Emerging Markets Government Bond Index Fund

Fiscal-Year Total Returns (%): May 31, 2013, Through October 31, 2018  
        Bloomberg
        Barclays USD
        Emerging Mkts
        Government
      Investor Shares RIC Capped Idx
Fiscal Year Income Returns Capital Returns Total Returns Total Returns
2013 1.51% -2.89 -1.38% -1.39%
2014 4.46 2.16 6.62 7.00
2015 4.36 -4.52 -0.16 -0.08
2016 4.97 5.68 10.65 11.05
2017 4.66 0.80 5.46 5.74
2018 3.95 -8.00 -4.05 -3.70

 

Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

          Since Inception
  Inception Date One Year  Five Years Income Capital Total
Investor Shares 5/31/2013 -2.17% 4.42% 4.40% -1.01% 3.39%
Fee-Adjusted Returns   -2.90 4.26     3.25
ETF Shares 5/31/2013          
Market Price   -2.37 4.35     3.60
Net Asset Value   -2.07 4.56     3.53
Admiral Shares 5/31/2013 -2.08 4.57 4.57 -1.03 3.54
Fee-Adjusted Returns   -2.82 4.41     3.40
Institutional Shares 2/11/20151 -2.09 4.79 -0.23 4.56
Fee-Adjusted Returns   -2.82     4.34

1 Institutional Shares were first issued on November 25, 2014, and were redeemed shortly thereafter. Institutional Shares were next issued on February 11, 2015. The total return shown is based on the period beginning February 11, 2015.

Vanguard fund returns are adjusted to reflect the 0.75% fee on purchases of fund shares. The fee does not apply to the ETF Shares. The Fiscal-Year Total Returns table is not adjusted for fees.

9


 

Emerging Markets Government Bond Index Fund

Financial Statements

Statement of Net Assets

As of October 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.

        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Angola (0.4%)        
Sovereign Bonds (0.4%)        
  Republic of Angola 9.500% 11/12/25 1,600 1,763
1 Republic of Angola 8.250% 5/9/28 500 500
  Republic of Angola 8.250% 5/9/28 1,900 1,897
1 Republic of Angola 9.375% 5/8/48 1,600 1,608
Total Angola (Cost $5,730)       5,768
Argentina (3.8%)        
Sovereign Bonds (3.8%)        
  Argentine Republic 6.875% 4/22/21 150 143
  Argentine Republic 6.875% 4/22/21 4,075 3,901
  Argentine Republic 5.625% 1/26/22 3,150 2,827
  Argentine Republic 4.625% 1/11/23 1,800 1,521
  Argentine Republic 7.500% 4/22/26 7,275 6,322
  Argentine Republic 6.875% 1/26/27 4,950 4,104
  Argentine Republic 5.875% 1/11/28 3,715 2,862
  Argentine Republic 6.625% 7/6/28 1,300 1,028
  Argentine Republic 8.280% 12/31/33 1,012 853
  Argentine Republic 8.280% 12/31/33 3,434 2,923
  Argentine Republic 7.125% 7/6/36 2,315 1,771
2 Argentine Republic 2.500% 12/31/38 6,844 3,790
  Argentine Republic 7.625% 4/22/46 1,700 1,335
  Argentine Republic 6.875% 1/11/48 3,000 2,196
  Argentine Republic 7.125% 6/28/17 1,600 1,186
2 City of Buenos Aires 8.950% 2/19/21 200 201
2 City of Buenos Aires 7.500% 6/1/27 250 219
1,2 City of Buenos Aires 7.500% 6/1/27 1,000 875
2 Provincia de Buenos Aires 10.875% 1/26/21 940 947
1,2 Provincia de Buenos Aires 9.950% 6/9/21 650 635
2 Provincia de Buenos Aires 9.950% 6/9/21 955 934
2 Provincia de Buenos Aires 6.500% 2/15/23 450 383
2 Provincia de Buenos Aires 9.125% 3/16/24 1,000 894
2 Provincia de Buenos Aires 7.875% 6/15/27 2,000 1,569
  Provincia de Cordoba 7.125% 6/10/21 300 277
1 Provincia de Cordoba 7.125% 8/1/27 550 424
2 Provincia de Mendoza 8.375% 5/19/24 400 333
2 Provincia del Chubut 7.750% 7/26/26 500 395

 

10


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  YPF SA 8.500% 3/23/21 1,200 1,210
2 YPF SA 8.750% 4/4/24 1,620 1,594
  YPF SA 8.500% 7/28/25 1,675 1,582
1 YPF SA 7.000% 12/15/47 1,025 774
Total Argentina (Cost $57,114)       50,008
Armenia (0.1%)        
Sovereign Bonds (0.1%)        
1 Republic of Armenia 6.000% 9/30/20 200 202
  Republic of Armenia 6.000% 9/30/20 200 202
  Republic of Armenia 7.150% 3/26/25 500 522
Total Armenia (Cost $924)       926
Azerbaijan (0.5%)        
Sovereign Bonds (0.5%)        
  Republic of Azerbaijan 4.750% 3/18/24 800 787
1 Republic of Azerbaijan 4.750% 3/18/24 400 394
3 Republic of Azerbaijan 6.875% 3/24/26 2,000 2,150
1,2 Republic of Azerbaijan 3.500% 9/1/32 1,100 901
  State Oil Co. of the Azerbaijan Republic 4.750% 3/13/23 1,700 1,679
  State Oil Co. of the Azerbaijan Republic 6.950% 3/18/30 700 743
Total Azerbaijan (Cost $6,691)       6,654
Bahamas (0.1%)        
Sovereign Bond (0.1%)        
1,2 Commonwealth of the Bahamas 6.000% 11/21/28 850 860
Total Bahamas (Cost $850)       860
Bahrain (1.2%)        
Sovereign Bonds (1.2%)        
  Bahrain Mumtalakat Holding Co. BSC 4.000% 11/25/21 250 236
  Batelco International Finance No. 1 Ltd. 4.250% 5/1/20 400 391
  CBB International Sukuk Co. 5 SPC 5.624% 2/12/24 1,000 980
  CBB International Sukuk Co. 7 SPC 6.875% 10/5/25 550 570
1 Kingdom of Bahrain 5.500% 3/31/20 1,900 1,893
  Kingdom of Bahrain 5.875% 1/26/21 200 200
1 Kingdom of Bahrain 6.125% 7/5/22 1,200 1,208
  Kingdom of Bahrain 6.125% 8/1/23 1,425 1,438
1 Kingdom of Bahrain 6.125% 8/1/23 150 151
1 Kingdom of Bahrain 7.000% 1/26/26 2,200 2,205
  Kingdom of Bahrain 7.000% 1/26/26 1,300 1,302
  Kingdom of Bahrain 7.000% 10/12/28 2,200 2,144
1 Kingdom of Bahrain 6.750% 9/20/29 800 764
1 Kingdom of Bahrain 6.000% 9/19/44 1,050 848
  Kingdom of Bahrain 6.000% 9/19/44 400 323
1 Oil and Gas Holding Co. BSCC 7.500% 10/25/27 1,200 1,170
Total Bahrain (Cost $16,431)       15,823
Belarus (0.1%)        
Sovereign Bonds (0.1%)        
  Republic of Belarus 6.875% 2/28/23 800 823
  Republic of Belarus 7.625% 6/29/27 1,050 1,109
Total Belarus (Cost $1,956)       1,932

 

11


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Belize (0.0%)        
Sovereign Bond (0.0%)        
2 Belize 4.938% 2/20/34 450 250
Total Belize (Cost $310)       250
Bermuda (0.1%)        
Sovereign Bonds (0.1%)        
  Bermuda 4.854% 2/6/24 400 410
1 Bermuda 4.854% 2/6/24 400 412
2 Bermuda 3.717% 1/25/27 950 895
Total Bermuda (Cost $1,769)       1,717
Bolivia (0.1%)        
Sovereign Bonds (0.1%)        
  Plurinational State of Bolivia 4.875% 10/29/22 400 392
  Plurinational State of Bolivia 5.950% 8/22/23 600 606
1,2 Plurinational State of Bolivia 4.500% 3/20/28 1,000 921
Total Bolivia (Cost $2,040)       1,919
Brazil (5.7%)        
Sovereign Bonds (5.7%)        
  Banco do Brasil SA 6.000% 1/22/20 695 712
  Banco do Brasil SA 5.375% 1/15/21 375 380
  Banco do Brasil SA 5.875% 1/26/22 1,875 1,904
  Banco do Brasil SA 3.875% 10/10/22 1,726 1,641
  Banco do Brasil SA 5.875% 1/19/23 850 860
1 Banco do Brasil SA 4.875% 4/19/23 800 784
  Banco do Brasil SA 4.625% 1/15/25 950 893
2 Banco do Brasil SA 8.500% 10/29/49 425 453
  Banco Nacional de Desenvolvimento        
  Economico e Social 5.500% 7/12/20 600 617
1 Banco Nacional de Desenvolvimento        
  Economico e Social 5.500% 7/12/20 200 206
  Banco Nacional de Desenvolvimento        
  Economico e Social 5.750% 9/26/23 1,000 1,034
  Caixa Economica Federal 3.500% 11/7/22 350 335
  Cemig Geracao e Transmissao SA 9.250% 12/5/24 1,000 1,068
  Centrais Eletricas Brasileiras SA 5.750% 10/27/21 1,600 1,607
  Federative Republic of Brazil 4.875% 1/22/21 3,117 3,168
  Federative Republic of Brazil 2.625% 1/5/23 2,561 2,372
  Federative Republic of Brazil 8.875% 4/15/24 982 1,182
  Federative Republic of Brazil 4.250% 1/7/25 4,172 4,042
  Federative Republic of Brazil 8.750% 2/4/25 500 607
  Federative Republic of Brazil 6.000% 4/7/26 1,580 1,659
  Federative Republic of Brazil 10.125% 5/15/27 466 616
2 Federative Republic of Brazil 4.625% 1/13/28 3,552 3,337
  Federative Republic of Brazil 8.250% 1/20/34 1,425 1,703
  Federative Republic of Brazil 7.125% 1/20/37 2,195 2,404
  Federative Republic of Brazil 5.625% 1/7/41 2,226 2,048
  Federative Republic of Brazil 5.000% 1/27/45 3,586 2,994
  Federative Republic of Brazil 5.625% 2/21/47 3,440 3,105
  Petrobras Global Finance BV 8.375% 5/23/21 1,740 1,894
  Petrobras Global Finance BV 6.125% 1/17/22 870 899
  Petrobras Global Finance BV 4.375% 5/20/23 3,900 3,763

 

12


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Petrobras Global Finance BV 6.250% 3/17/24 1,325 1,337
Petrobras Global Finance BV 5.299% 1/27/25 1,859 1,775
Petrobras Global Finance BV 8.750% 5/23/26 3,048 3,410
Petrobras Global Finance BV 7.375% 1/17/27 4,020 4,171
Petrobras Global Finance BV 5.999% 1/27/28 6,958 6,575
Petrobras Global Finance BV 5.750% 2/1/29 2,200 2,041
Petrobras Global Finance BV 6.875% 1/20/40 1,653 1,570
Petrobras Global Finance BV 7.250% 3/17/44 2,710 2,615
Petrobras Global Finance BV 6.850% 6/5/15 2,575 2,292
Petrobras International Finance Co. SA 5.375% 1/27/21 1,517 1,540
Total Brazil (Cost $74,207)       75,613
Cameroon (0.0%)        
Sovereign Bond (0.0%)        
2 Republic of Cameroon 9.500% 11/19/25 500 521
Total Cameroon (Cost $494)       521
Chile (1.5%)        
Sovereign Bonds (1.5%)        
1 Banco del Estado de Chile 4.125% 10/7/20 400 403
1 Banco del Estado de Chile 2.668% 1/8/21 400 389
1 Banco del Estado de Chile 3.875% 2/8/22 725 721
1 Corp. Nacional del Cobre de Chile 3.875% 11/3/21 400 402
Corp. Nacional del Cobre de Chile 3.000% 7/17/22 350 338
1 Corp. Nacional del Cobre de Chile 3.000% 7/17/22 650 627
Corp. Nacional del Cobre de Chile 4.500% 8/13/23 675 683
1 Corp. Nacional del Cobre de Chile 4.500% 8/13/23 150 152
Corp. Nacional del Cobre de Chile 4.500% 9/16/25 1,100 1,094
1 Corp. Nacional del Cobre de Chile 3.625% 8/1/27 800 746
Corp. Nacional del Cobre de Chile 3.625% 8/1/27 1,500 1,397
1 Corp. Nacional del Cobre de Chile 5.625% 9/21/35 300 317
1 Corp. Nacional del Cobre de Chile 6.150% 10/24/36 100 112
1 Corp. Nacional del Cobre de Chile 4.250% 7/17/42 400 355
1 Corp. Nacional del Cobre de Chile 5.625% 10/18/43 200 214
Corp. Nacional del Cobre de Chile 5.625% 10/18/43 700 750
1 Corp. Nacional del Cobre de Chile 4.875% 11/4/44 400 388
Corp. Nacional del Cobre de Chile 4.875% 11/4/44 900 874
Corp. Nacional del Cobre de Chile 4.500% 8/1/47 1,450 1,338
1 Empresa de Transporte de Pasajeros        
Metro SA 4.750% 2/4/24 200 204
1 Empresa de Transporte de Pasajeros        
Metro SA 5.000% 1/25/47 400 397
1 Empresa Nacional del Petroleo 4.750% 12/6/21 536 541
Empresa Nacional del Petroleo 4.375% 10/30/24 500 486
1 Empresa Nacional del Petroleo 4.500% 9/14/47 800 679
Republic of Chile 3.875% 8/5/20 500 506
Republic of Chile 3.125% 3/27/25 850 814
Republic of Chile 3.125% 1/21/26 1,690 1,599
2 Republic of Chile 3.240% 2/6/28 2,350 2,204
Republic of Chile 3.860% 6/21/47 1,150 1,039
Total Chile (Cost $20,385)       19,769

 

13


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
China (17.1%)        
Sovereign Bonds (17.1%)        
ABCL Glory Capital Ltd. 2.500% 6/21/21 1,500 1,450
Agricultural Bank of China Ltd. 2.750% 5/21/20 250 247
Agricultural Bank of China Ltd. 2.750% 10/20/20 450 442
Amber Circle Funding Ltd. 3.250% 12/4/22 2,150 2,087
1 Avi Funding Co. Ltd. 2.850% 9/16/20 400 393
Avi Funding Co. Ltd. 2.850% 9/16/20 300 295
Avi Funding Co. Ltd. 3.800% 9/16/25 1,000 967
4 Bank of China Ltd. 3.089% 2/14/20 1,150 1,151
4 Bank of China Ltd. 3.239% 4/20/20 1,500 1,501
4 Bank of China Ltd. 3.108% 5/11/20 600 601
Bank of China Ltd. 2.875% 6/30/20 2,800 2,763
Bank of China Ltd. 2.375% 3/1/21 750 726
Bank of China Ltd. 2.250% 7/12/21 700 669
4 Bank of China Ltd. 3.300% 7/11/22 1,500 1,502
1 Bank of China Ltd. 5.000% 11/13/24 1,000 1,019
Bank of China Ltd. 5.000% 11/13/24 3,450 3,516
Bank of China Ltd. 3.875% 6/30/25 775 755
Beijing Gas Singapore Capital Corp. 2.750% 5/31/22 500 473
Beijing State-Owned Assets Management        
Hong Kong Co. Ltd. 4.125% 5/26/25 1,000 957
Bluestar Finance Holdings Ltd. 4.375% 6/11/20 200 200
Bluestar Finance Holdings Ltd. 3.500% 9/30/21 300 291
Bluestar Finance Holdings Ltd. 4.375% 12/29/49 700 700
BOC Aviation Ltd. 3.000% 3/30/20 1,000 990
BOC Aviation Ltd. 2.375% 9/15/21 450 429
1 BOC Aviation Ltd. 2.375% 9/15/21 900 858
BOC Aviation Ltd. 4.375% 5/2/23 500 503
BOC Aviation Ltd. 3.875% 4/27/26 800 760
CCBL Cayman 1 Corp. Ltd. 2.750% 5/31/21 450 434
CCBL Cayman Corp. Ltd. 3.250% 7/28/20 300 296
2 CCCI Treasure Ltd. 3.500% 12/29/49 1,100 1,082
CGNPC International Ltd. 4.000% 5/19/25 500 486
2 Chalco Hong Kong Investment Co. Ltd. 4.250% 12/31/49 450 429
Charming Light Investments Ltd. 2.375% 8/30/21 600 568
Charming Light Investments Ltd. 4.375% 12/21/27 950 879
China Cinda Finance 2014 Ltd. 5.625% 5/14/24 800 831
China Cinda Finance 2015 I Ltd. 3.125% 4/23/20 2,200 2,168
China Cinda Finance 2015 I Ltd. 4.250% 4/23/25 2,100 2,019
China Cinda Finance 2017 I Ltd. 3.650% 3/9/22 300 294
China Cinda Finance 2017 I Ltd. 3.875% 2/8/23 200 195
China Cinda Finance 2017 I Ltd. 4.400% 3/9/27 2,400 2,279
China Clean Energy Development Ltd. 4.000% 11/5/25 1,000 958
2 China Construction Bank Asia Corp. Ltd. 4.250% 8/20/24 700 700
4 China Construction Bank Corp. 3.083% 5/31/20 1,000 1,001
4 China Construction Bank Corp. 3.121% 12/4/20 675 676
4 China Construction Bank Corp. 3.057% 6/8/21 1,800 1,800
4 China Construction Bank Corp. 3.157% 6/8/23 200 200
2 China Construction Bank Corp. 3.875% 5/13/25 2,975 2,947
China Development Bank 2.500% 10/9/20 2,500 2,448
China Development Bank 2.125% 6/1/21 2,350 2,260
China Development Bank 2.625% 1/24/22 3,350 3,238
China Development Bank 3.375% 1/24/27 700 661

 

14


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
4 China Development Bank Corp. 2.873% 3/6/20 200 200
4 China Development Bank Corp. 3.023% 3/6/22 1,300 1,299
China Development Bank Corp. 4.000% 1/24/37 645 599
China Great Wall International Holdings III Ltd. 2.250% 10/27/19 200 197
China Great Wall International Holdings III Ltd. 2.625% 10/27/21 200 191
China Great Wall International Holdings III Ltd. 3.125% 8/31/22 2,400 2,290
China Great Wall International Holdings III Ltd. 3.875% 8/31/27 450 404
2 China Life Insurance Co. Ltd. 4.000% 7/3/75 1,000 970
2 China Minmetals Corp. 3.750% 12/31/49 750 689
China Overseas Finance Cayman II Ltd. 5.500% 11/10/20 1,800 1,851
China Overseas Finance Cayman III Ltd. 5.375% 10/29/23 1,300 1,349
China Overseas Finance Cayman III Ltd. 6.375% 10/29/43 450 507
China Overseas Finance Cayman V Ltd. 3.950% 11/15/22 1,750 1,722
China Overseas Finance Cayman VI Ltd. 5.950% 5/8/24 200 212
1 China Resources Gas Group Ltd. 4.500% 4/5/22 400 404
China Resources Land Ltd. 6.000% 2/27/24 400 428
China Shenhua Overseas Capital Co. Ltd. 3.125% 1/20/20 850 841
China Shenhua Overseas Capital Co. Ltd. 3.875% 1/20/25 600 581
Chinalco Capital Holdings Ltd. 4.000% 8/25/21 1,300 1,253
Chouzhou International Investment Ltd. 4.000% 12/5/20 500 480
CITIC Ltd. 6.375% 4/10/20 1,000 1,032
CITIC Ltd. 6.625% 4/15/21 400 422
CITIC Ltd. 2.800% 12/14/21 300 288
CITIC Ltd. 3.125% 2/28/22 200 193
CITIC Ltd. 6.800% 1/17/23 1,700 1,852
CITIC Ltd. 3.700% 6/14/26 500 463
CITIC Ltd. 3.875% 2/28/27 750 695
CITIC Ltd. 4.000% 1/11/28 625 579
CITIC Securities Finance MTN Co. Ltd. 3.500% 10/30/19 1,705 1,696
CNAC HK Finbridge Co. Ltd. 4.125% 3/14/21 2,000 1,991
CNAC HK Finbridge Co. Ltd. 3.500% 7/19/22 2,600 2,507
CNAC HK Finbridge Co. Ltd. 4.625% 3/14/23 1,500 1,495
CNAC HK Finbridge Co. Ltd. 4.125% 7/19/27 2,150 1,988
CNAC HK Finbridge Co. Ltd. 5.125% 3/14/28 350 345
CNOOC Curtis Funding No 1 Pty Ltd. 4.500% 10/3/23 2,520 2,557
1 CNOOC Curtis Funding No 1 Pty Ltd. 4.500% 10/3/23 300 304
1 CNOOC Finance 2011 Ltd. 4.250% 1/26/21 1,888 1,909
1 CNOOC Finance 2011 Ltd. 5.750% 1/26/41 200 225
1 CNOOC Finance 2012 Ltd. 3.875% 5/2/22 1,400 1,396
1 CNOOC Finance 2012 Ltd. 5.000% 5/2/42 200 205
CNOOC Finance 2013 Ltd. 3.000% 5/9/23 1,050 1,003
CNOOC Finance 2013 Ltd. 4.250% 5/9/43 800 737
CNOOC Finance 2015 Australia Pty Ltd. 2.625% 5/5/20 1,850 1,825
CNOOC Finance 2015 USA LLC 3.500% 5/5/25 1,300 1,237
CNOOC Finance 2015 USA LLC 4.375% 5/2/28 600 598
CNOOC Nexen Finance 2014 ULC 4.250% 4/30/24 2,160 2,167
CNOOC Nexen Finance 2014 ULC 4.875% 4/30/44 900 909
CNPC General Capital Ltd. 2.700% 11/25/19 1,000 992
1 CNPC General Capital Ltd. 3.950% 4/19/22 700 700
CNPC General Capital Ltd. 3.400% 4/16/23 250 243
1 CNPC HK Overseas Capital Ltd. 4.500% 4/28/21 1,225 1,248
1 CNPC HK Overseas Capital Ltd. 5.950% 4/28/41 400 460
2 CNRC Capitale Ltd. 3.900% 12/31/49 1,500 1,428
COSCO Finance 2011 Ltd. 4.000% 12/3/22 1,050 1,040

 

15


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
1 COSL Finance BVI Ltd. 3.250% 9/6/22 550 527
COSL Singapore Capital Ltd. 3.500% 7/30/20 1,200 1,188
COSL Singapore Capital Ltd. 4.500% 7/30/25 500 490
2 CRCC Yupeng Ltd. 3.950% 2/28/49 300 297
CRCC Yuxiang Ltd. 3.500% 5/16/23 950 919
2 Dianjian Haixing Ltd. 4.050% 10/29/49 200 199
2 Dianjian Haiyu Ltd. 3.500% 12/31/49 1,050 975
Export-Import Bank of China 2.000% 4/26/21 300 288
Export-Import Bank of China 2.625% 3/14/22 2,400 2,316
Export-Import Bank of China 2.750% 11/28/22 700 673
Export-Import Bank of China 3.625% 7/31/24 500 489
Export-Import Bank of China 2.875% 4/26/26 2,350 2,134
Export-Import Bank of China 3.375% 3/14/27 500 465
Export-Import Bank of China 4.000% 11/28/47 700 615
Franshion Brilliant Ltd. 5.750% 12/31/49 500 458
1 Franshion Development Ltd. 6.750% 4/15/21 500 522
Hongkong Xiangyu Investment Co. Ltd. 4.500% 1/30/23 500 449
Huarong Finance 2017 Co. Ltd. 3.375% 1/24/20 300 296
Huarong Finance 2017 Co. Ltd. 3.750% 4/27/22 700 678
4 Huarong Finance 2017 Co. Ltd. 4.359% 4/27/22 1,200 1,207
Huarong Finance 2017 Co. Ltd. 4.750% 4/27/27 2,050 1,896
Huarong Finance II Co. Ltd. 2.875% 11/19/18 1,600 1,599
Huarong Finance II Co. Ltd. 2.875% 11/22/19 1,500 1,478
Huarong Finance II Co. Ltd. 4.500% 1/16/20 1,760 1,761
Huarong Finance II Co. Ltd. 3.750% 11/19/20 550 542
Huarong Finance II Co. Ltd. 3.250% 6/3/21 1,250 1,207
Huarong Finance II Co. Ltd. 3.625% 11/22/21 1,650 1,602
Huarong Finance II Co. Ltd. 5.500% 1/16/25 1,800 1,792
Huarong Finance II Co. Ltd. 5.000% 11/19/25 600 579
Huarong Finance II Co. Ltd. 4.625% 6/3/26 1,250 1,165
Huarong Finance II Co. Ltd. 4.875% 11/22/26 1,200 1,131
2 Huarong Finance II Co. Ltd. 2.875% 12/31/49 1,200 1,068
ICBCIL Finance Co. Ltd. 3.250% 3/17/20 1,000 991
ICBCIL Finance Co. Ltd. 3.000% 4/5/20 700 690
ICBCIL Finance Co. Ltd. 3.200% 11/10/20 700 689
4 ICBCIL Finance Co. Ltd. 3.264% 5/15/21 1,000 997
ICBCIL Finance Co. Ltd. 2.750% 5/19/21 1,450 1,398
1 ICBCIL Finance Co. Ltd. 2.750% 5/19/21 600 579
ICBCIL Finance Co. Ltd. 2.500% 9/29/21 1,350 1,284
Industrial & Commercial Bank of China Asia        
Ltd. 5.125% 11/30/20 950 971
Industrial & Commercial Bank of China Ltd. 3.231% 11/13/19 1,300 1,293
4 Industrial & Commercial Bank of China Ltd. 3.257% 4/24/20 1,950 1,952
Industrial & Commercial Bank of China Ltd. 2.905% 11/13/20 1,300 1,273
Industrial & Commercial Bank of China Ltd. 2.635% 5/26/21 2,700 2,616
Industrial & Commercial Bank of China Ltd. 2.452% 10/20/21 350 336
4 Industrial & Commercial Bank of China Ltd. 3.437% 4/24/22 1,400 1,405
Industrial & Commercial Bank of China Ltd. 2.957% 11/8/22 500 481
4 Industrial & Commercial Bank of China Ltd. 3.166% 3/5/23 3,000 2,999
Industrial & Commercial Bank of China Ltd. 4.875% 9/21/25 2,750 2,762
Industrial & Commercial Bank of China Ltd. 3.538% 11/8/27 250 233
Inventive Global Investments Ltd. 2.375% 12/7/19 1,200 1,184
King Power Capital Ltd. 5.625% 11/3/24 500 522
Kunlun Energy Co. Ltd. 2.875% 5/13/20 600 590

 

16


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Kunlun Energy Co. Ltd. 3.750% 5/13/25 350 338
MCC Holding Hong Kong Corp. Ltd. 2.950% 5/31/20 1,500 1,471
Minmetals Bounteous Finance BVI Ltd. 3.500% 7/30/20 300 297
Minmetals Bounteous Finance BVI Ltd. 4.750% 7/30/25 600 595
Minmetals Bounteous Finance BVI Ltd. 4.200% 7/27/26 850 812
Nexen Energy ULC 7.875% 3/15/32 475 627
Nexen Energy ULC 5.875% 3/10/35 808 901
Nexen Energy ULC 6.400% 5/15/37 1,285 1,527
Nexen Energy ULC 7.500% 7/30/39 775 1,037
People’s Republic of China 2.125% 11/2/22 1,000 956
People’s Republic of China 2.625% 11/2/27 1,000 921
Prosperous Ray Ltd. 4.625% 11/12/23 550 559
Rongshi International Finance Ltd. 2.875% 5/4/22 500 481
Rongshi International Finance Ltd. 3.625% 5/4/27 500 468
Shanghai Electric Power Finance Ltd. 3.625% 8/11/20 1,100 1,086
Sino-Ocean Land Treasure Finance I Ltd. 4.625% 7/30/19 25 25
Sino-Ocean Land Treasure Finance I Ltd. 6.000% 7/30/24 350 340
Sino-Ocean Land Treasure Finance II Ltd. 4.450% 2/4/20 1,100 1,093
Sino-Ocean Land Treasure Finance II Ltd. 5.950% 2/4/27 250 235
2 Sino-Ocean Land Treasure III Ltd. 4.900% 12/31/49 600 487
Sinochem Overseas Capital Co. Ltd. 4.500% 11/12/20 400 404
1 Sinochem Overseas Capital Co. Ltd. 4.500% 11/12/20 1,375 1,391
1 Sinochem Overseas Capital Co. Ltd. 6.300% 11/12/40 450 520
Sinopec Capital 2013 Ltd. 3.125% 4/24/23 1,500 1,436
1 Sinopec Capital 2013 Ltd. 3.125% 4/24/23 200 192
Sinopec Capital 2013 Ltd. 4.250% 4/24/43 400 367
Sinopec Group Overseas Development 2012        
Ltd. 3.900% 5/17/22 907 905
1 Sinopec Group Overseas Development 2012        
Ltd. 3.900% 5/17/22 1,619 1,615
1 Sinopec Group Overseas Development 2012        
Ltd. 4.875% 5/17/42 975 984
Sinopec Group Overseas Development 2013        
Ltd. 4.375% 10/17/23 2,025 2,046
Sinopec Group Overseas Development 2013        
Ltd. 5.375% 10/17/43 200 216
Sinopec Group Overseas Development 2014        
Ltd. 4.375% 4/10/24 2,000 2,017
Sinopec Group Overseas Development 2015        
Ltd. 2.500% 4/28/20 5,650 5,563
Sinopec Group Overseas Development 2015        
Ltd. 3.250% 4/28/25 1,900 1,775
Sinopec Group Overseas Development 2015        
Ltd. 4.100% 4/28/45 800 715
Sinopec Group Overseas Development 2016        
Ltd. 2.750% 5/3/21 400 390
Sinopec Group Overseas Development 2016        
Ltd. 2.000% 9/29/21 900 856
Sinopec Group Overseas Development 2016        
Ltd. 3.500% 5/3/26 1,000 938
Sinopec Group Overseas Development 2017        
Ltd. 2.375% 4/12/20 700 689
1 Sinopec Group Overseas Development 2017        
Ltd. 3.000% 4/12/22 700 678

 

17


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  Sinopec Group Overseas Development 2017        
  Ltd. 2.500% 9/13/22 200 189
  Sinopec Group Overseas Development 2017        
  Ltd. 3.625% 4/12/27 600 564
1 Sinopec Group Overseas Development 2017        
  Ltd. 3.625% 4/12/27 800 752
1 Sinopec Group Overseas Development 2017        
  Ltd. 3.250% 9/13/27 1,000 912
1 Sinopec Group Overseas Development 2017        
  Ltd. 4.000% 9/13/47 200 175
  Skysea International Capital Management 4.875% 12/7/21 1,900 1,948
  State Elite Global Ltd. 3.125% 1/20/20 1,000 992
  State Grid Overseas Investment 2013 Ltd. 3.125% 5/22/23 1,410 1,364
1 State Grid Overseas Investment 2013 Ltd. 4.375% 5/22/43 200 193
  State Grid Overseas Investment 2014 Ltd. 4.125% 5/7/24 2,870 2,886
1 State Grid Overseas Investment 2014 Ltd. 4.125% 5/7/24 200 201
1 State Grid Overseas Investment 2014 Ltd. 4.850% 5/7/44 350 361
  State Grid Overseas Investment 2014 Ltd. 4.850% 5/7/44 400 415
  State Grid Overseas Investment 2016 Ltd. 2.750% 5/4/22 1,000 965
1 State Grid Overseas Investment 2016 Ltd. 2.750% 5/4/22 600 579
  State Grid Overseas Investment 2016 Ltd. 3.750% 5/2/23 1,200 1,192
  State Grid Overseas Investment 2016 Ltd. 2.875% 5/18/26 700 636
  State Grid Overseas Investment 2016 Ltd. 3.500% 5/4/27 1,000 938
1 State Grid Overseas Investment 2016 Ltd. 3.500% 5/4/27 1,200 1,127
1 State Grid Overseas Investment 2016 Ltd. 4.000% 5/4/47 900 811
  Tewoo Group No 4 Ltd. 3.150% 12/1/20 500 488
  Three Gorges Finance I Cayman Islands Ltd. 2.300% 6/2/21 400 386
  Three Gorges Finance I Cayman Islands Ltd. 3.700% 6/10/25 900 869
  Three Gorges Finance I Cayman Islands Ltd. 3.150% 6/2/26 2,300 2,119
  Tsinghua Unic Ltd. 4.750% 1/31/21 850 797
  Tsinghua Unic Ltd. 5.375% 1/31/23 700 634
Total China (Cost $231,564)       224,986
Colombia (2.5%)        
Sovereign Bonds (2.5%)        
  Ecopetrol SA 5.875% 9/18/23 2,585 2,695
  Ecopetrol SA 4.125% 1/16/25 1,050 1,000
  Ecopetrol SA 5.375% 6/26/26 1,970 1,980
  Ecopetrol SA 7.375% 9/18/43 893 996
  Ecopetrol SA 5.875% 5/28/45 1,830 1,734
  Oleoducto Central SA 4.000% 5/7/21 400 395
  Republic of Colombia 11.750% 2/25/20 340 376
  Republic of Colombia 4.375% 7/12/21 1,609 1,634
2 Republic of Colombia 2.625% 3/15/23 1,410 1,326
  Republic of Colombia 4.000% 2/26/24 2,045 2,020
  Republic of Colombia 8.125% 5/21/24 690 815
2 Republic of Colombia 4.500% 1/28/26 2,100 2,102
2 Republic of Colombia 3.875% 4/25/27 3,150 2,993
2 Republic of Colombia 4.500% 3/15/29 1,900 1,874
  Republic of Colombia 7.375% 9/18/37 1,090 1,323
  Republic of Colombia 6.125% 1/18/41 1,682 1,818
2 Republic of Colombia 5.625% 2/26/44 1,984 2,039
2 Republic of Colombia 5.000% 6/15/45 5,850 5,537
  Transportadora de Gas Internacional SA ESP 5.700% 3/20/22 600 609
Total Colombia (Cost $33,672)       33,266

 

18


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Costa Rica (0.4%)        
Sovereign Bonds (0.4%)        
  Banco Nacional de Costa Rica 5.875% 4/25/21 200 192
1 Banco Nacional de Costa Rica 5.875% 4/25/21 800 762
  Banco Nacional de Costa Rica 6.250% 11/1/23 400 378
  Instituto Costarricense de Electricidad 6.950% 11/10/21 475 452
  Instituto Costarricense de Electricidad 6.375% 5/15/43 200 143
  Republic of Costa Rica 4.250% 1/26/23 1,132 990
  Republic of Costa Rica 4.375% 4/30/25 200 166
  Republic of Costa Rica 5.625% 4/30/43 600 438
  Republic of Costa Rica 7.000% 4/4/44 2,230 1,848
Total Costa Rica (Cost $5,967)       5,369
Cote d’Ivoire (0.3%)        
Sovereign Bonds (0.3%)        
2 Republic of Cote d’Ivoire 6.375% 3/3/28 1,300 1,205
1,2 Republic of Cote d’Ivoire 5.750% 12/31/32 1,388 1,257
2 Republic of Cote d’Ivoire 5.750% 12/31/32 1,317 1,193
2 Republic of Cote d’Ivoire 6.125% 6/15/33 1,000 865
Total Cote d’Ivoire (Cost $4,854)       4,520
Croatia (0.7%)        
Sovereign Bonds (0.7%)        
  Hrvatska Elektroprivreda 5.875% 10/23/22 500 520
  Republic of Croatia 6.750% 11/5/19 1,222 1,259
  Republic of Croatia 6.625% 7/14/20 1,794 1,872
  Republic of Croatia 6.375% 3/24/21 2,200 2,308
  Republic of Croatia 5.500% 4/4/23 1,400 1,469
  Republic of Croatia 6.000% 1/26/24 1,435 1,545
Total Croatia (Cost $8,879)       8,973
Dominican Republic (1.0%)        
Sovereign Bonds (1.0%)        
2 Dominican Republic 7.500% 5/6/21 2,102 2,173
  Dominican Republic 6.600% 1/28/24 1,075 1,121
2 Dominican Republic 5.875% 4/18/24 750 760
  Dominican Republic 5.500% 1/27/25 1,560 1,537
  Dominican Republic 6.875% 1/29/26 1,145 1,199
  Dominican Republic 5.950% 1/25/27 100 99
  Dominican Republic 6.000% 7/19/28 169 167
1 Dominican Republic 6.000% 7/19/28 1,400 1,385
  Dominican Republic 7.450% 4/30/44 450 469
1 Dominican Republic 6.850% 1/27/45 1,170 1,150
2 Dominican Republic 6.850% 1/27/45 1,819 1,778
1 Dominican Republic 6.500% 2/15/48 1,650 1,548
Total Dominican Republic (Cost $13,824)       13,386
Ecuador (1.1%)        
Sovereign Bonds (1.1%)        
  Republic of Ecuador 10.500% 3/24/20 1,500 1,534
  Republic of Ecuador 10.750% 3/28/22 2,850 2,926
  Republic of Ecuador 8.750% 6/2/23 1,300 1,231
  Republic of Ecuador 7.950% 6/20/24 2,150 1,939
  Republic of Ecuador 9.650% 12/13/26 1,550 1,443

 

19


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
1 Republic of Ecuador 9.625% 6/2/27 370 345
  Republic of Ecuador 9.625% 6/2/27 800 745
1 Republic of Ecuador 7.875% 1/23/28 5,750 4,833
Total Ecuador (Cost $16,318)       14,996
Egypt (1.2%)        
Sovereign Bonds (1.2%)        
  Arab Republic of Egypt 5.750% 4/29/20 1,012 1,018
  Arab Republic of Egypt 6.125% 1/31/22 2,700 2,669
1 Arab Republic of Egypt 5.577% 2/21/23 1,200 1,151
  Arab Republic of Egypt 5.875% 6/11/25 3,375 3,149
  Arab Republic of Egypt 7.500% 1/31/27 1,700 1,662
1 Arab Republic of Egypt 6.588% 2/21/28 3,000 2,752
  Arab Republic of Egypt 6.875% 4/30/40 1,050 880
  Arab Republic of Egypt 8.500% 1/31/47 1,950 1,839
1 Arab Republic of Egypt 7.903% 2/21/48 1,200 1,073
Total Egypt (Cost $17,238)       16,193
El Salvador (0.4%)        
Sovereign Bonds (0.4%)        
  Republic of El Salvador 7.375% 12/1/19 745 743
  Republic of El Salvador 7.750% 1/24/23 785 791
  Republic of El Salvador 5.875% 1/30/25 1,018 914
  Republic of El Salvador 6.375% 1/18/27 669 599
1 Republic of El Salvador 6.375% 1/18/27 300 268
  Republic of El Salvador 8.625% 2/28/29 500 505
1 Republic of El Salvador 8.625% 2/28/29 150 151
  Republic of El Salvador 8.250% 4/10/32 604 591
  Republic of El Salvador 7.650% 6/15/35 740 680
  Republic of El Salvador 7.625% 2/1/41 568 514
Total El Salvador (Cost $5,895)       5,756
Ethiopia (0.1%)        
Sovereign Bond (0.1%)        
  Federal Democratic Republic of Ethiopia 6.625% 12/11/24 1,150 1,123
Total Ethiopia (Cost $1,120)       1,123
Gabon (0.2%)        
Sovereign Bonds (0.2%)        
1,2 Gabonese Republic 6.375% 12/12/24 400 364
2 Gabonese Republic 6.375% 12/12/24 1,586 1,447
  Gabonese Republic 6.950% 6/16/25 200 184
Total Gabon (Cost $2,163)       1,995
Georgia (0.1%)        
Sovereign Bonds (0.1%)        
  Georgian Railway JSC 7.750% 7/11/22 900 952
  Republic of Georgia 6.875% 4/12/21 600 630
Total Georgia (Cost $1,589)       1,582
Ghana (0.4%)        
Sovereign Bonds (0.4%)        
1 Republic of Ghana 7.875% 8/7/23 400 407
1,2 Republic of Ghana 8.125% 1/18/26 300 301

 

20


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
2 Republic of Ghana 8.125% 1/18/26 1,670 1,677
2 Republic of Ghana 7.625% 5/16/29 200 191
1,2 Republic of Ghana 7.625% 5/16/29 850 810
2 Republic of Ghana 10.750% 10/14/30 1,000 1,198
1,2 Republic of Ghana 8.627% 6/16/49 800 750
Total Ghana (Cost $5,245)       5,334
Guatemala (0.2%)        
Sovereign Bonds (0.2%)        
  Republic of Guatemala 5.750% 6/6/22 653 666
  Republic of Guatemala 4.500% 5/3/26 1,500 1,375
  Republic of Guatemala 4.875% 2/13/28 600 551
Total Guatemala (Cost $2,773)       2,592
Honduras (0.1%)        
Sovereign Bonds (0.1%)        
  Republic of Honduras 8.750% 12/16/20 200 215
2 Republic of Honduras 7.500% 3/15/24 400 420
  Republic of Honduras 6.250% 1/19/27 970 953
Total Honduras (Cost $1,582)       1,588
Hungary (1.1%)        
Sovereign Bonds (1.1%)        
1,5 MFB Magyar Fejlesztesi Bank Zrt 6.250% 10/21/20 1,100 1,147
  MFB Magyar Fejlesztesi Bank Zrt 6.250% 10/21/20 200 209
  Republic of Hungary 6.250% 1/29/20 2,065 2,132
  Republic of Hungary 6.375% 3/29/21 3,897 4,126
  Republic of Hungary 5.375% 2/21/23 1,812 1,903
  Republic of Hungary 5.750% 11/22/23 1,470 1,575
  Republic of Hungary 5.375% 3/25/24 1,325 1,404
  Republic of Hungary 7.625% 3/29/41 1,450 1,967
Total Hungary (Cost $14,584)       14,463
India (1.3%)        
Sovereign Bonds (1.3%)        
  Bank of India 3.125% 5/6/20 400 393
  Bank of India 6.250% 2/16/21 900 935
  Bharat Petroleum Corp. Ltd. 4.625% 10/25/22 400 399
  Bharat Petroleum Corp. Ltd. 4.000% 5/8/25 400 371
  BPRL International Singapore Pte Ltd. 4.375% 1/18/27 550 507
  Export-Import Bank of India 2.750% 4/1/20 600 591
  Export-Import Bank of India 2.750% 8/12/20 200 196
  Export-Import Bank of India 3.125% 7/20/21 1,100 1,074
  Export-Import Bank of India 4.000% 1/14/23 600 592
  Export-Import Bank of India 3.375% 8/5/26 2,200 1,994
1 Export-Import Bank of India 3.875% 2/1/28 1,400 1,284
  Indian Oil Corp. Ltd. 5.625% 8/2/21 500 516
  Indian Oil Corp. Ltd. 5.750% 8/1/23 400 416
  NTPC Ltd. 5.625% 7/14/21 400 414
  NTPC Ltd. 4.750% 10/3/22 450 454
  NTPC Ltd. 4.375% 11/26/24 400 389
  NTPC Ltd. 4.250% 2/26/26 450 425
  Oil India International Pte Ltd. 4.000% 4/21/27 800 715
  Oil India Ltd. 5.375% 4/17/24 450 456

 

21


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
ONGC Videsh Ltd. 3.750% 5/7/23 700 673
ONGC Videsh Ltd. 4.625% 7/15/24 900 884
Power Grid Corp. of India Ltd. 3.875% 1/17/23 600 585
4 State Bank of India 3.358% 4/6/20 1,150 1,153
State Bank of India 3.250% 1/24/22 700 677
1 State Bank of India 4.875% 4/17/24 400 402
State Bank of India 4.875% 4/17/24 200 201
Total India (Cost $17,393)       16,696
Indonesia (5.4%)        
Sovereign Bonds (5.4%)        
Pelabuhan Indonesia II PT 4.250% 5/5/25 1,150 1,078
1 Pelabuhan Indonesia II PT 4.250% 5/5/25 300 281
Pelabuhan Indonesia II PT 5.375% 5/5/45 500 440
1 Pelabuhan Indonesia III PT 4.875% 10/1/24 200 195
Pertamina Persero PT 5.250% 5/23/21 450 462
Pertamina Persero PT 4.875% 5/3/22 2,450 2,483
Pertamina Persero PT 4.300% 5/20/23 1,100 1,073
1 Pertamina Persero PT 4.300% 5/20/23 430 419
Pertamina Persero PT 6.500% 5/27/41 200 203
Pertamina Persero PT 6.000% 5/3/42 1,450 1,374
1 Pertamina Persero PT 6.000% 5/3/42 750 711
Pertamina Persero PT 5.625% 5/20/43 1,425 1,282
1 Pertamina Persero PT 5.625% 5/20/43 200 180
Pertamina Persero PT 6.450% 5/30/44 1,600 1,582
1 Perusahaan Gas Negara Persero Tbk 5.125% 5/16/24 400 395
Perusahaan Gas Negara Persero Tbk 5.125% 5/16/24 800 789
Perusahaan Listrik Negara PT 5.500% 11/22/21 1,000 1,036
1 Perusahaan Listrik Negara PT 4.125% 5/15/27 1,450 1,310
Perusahaan Listrik Negara PT 5.450% 5/21/28 200 198
Perusahaan Listrik Negara PT 5.250% 10/24/42 500 441
1 Perusahaan Listrik Negara PT 5.250% 10/24/42 300 264
1 Perusahaan Listrik Negara PT 6.150% 5/21/48 1,600 1,554
1 Perusahaan Listrik Negara PT 6.250% 1/25/49 1,000 983
Perusahaan Penerbit SBSN Indonesia III 3.300% 11/21/22 378 365
1 Perusahaan Penerbit SBSN Indonesia III 3.750% 3/1/23 800 778
1 Perusahaan Penerbit SBSN Indonesia III 4.350% 9/10/24 600 590
Perusahaan Penerbit SBSN Indonesia III 4.350% 9/10/24 2,250 2,213
6 Perusahaan Penerbit SBSN Indonesia III 4.325% 5/28/25 1,200 1,166
Perusahaan Penerbit SBSN Indonesia III 4.550% 3/29/26 1,250 1,213
6 Perusahaan Penerbit SBSN Indonesia III 4.150% 3/29/27 1,500 1,406
1 Perusahaan Penerbit SBSN Indonesia III 4.400% 3/1/28 1,000 948
1 Republic of Indonesia 5.875% 3/13/20 350 361
Republic of Indonesia 5.875% 3/13/20 1,210 1,248
Republic of Indonesia 4.875% 5/5/21 4,400 4,490
Republic of Indonesia 3.700% 1/8/22 2,250 2,212
Republic of Indonesia 3.750% 4/25/22 1,100 1,080
Republic of Indonesia 3.375% 4/15/23 1,900 1,814
Republic of Indonesia 5.375% 10/17/23 1,359 1,405
Republic of Indonesia 5.875% 1/15/24 2,650 2,788
Republic of Indonesia 4.125% 1/15/25 1,575 1,513
1 Republic of Indonesia 4.125% 1/15/25 200 192
Republic of Indonesia 4.750% 1/8/26 2,400 2,374
Republic of Indonesia 4.350% 1/8/27 1,100 1,057

 

22


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Republic of Indonesia 3.850% 7/18/27 500 461
1 Republic of Indonesia 3.850% 7/18/27 1,000 924
Republic of Indonesia 3.500% 1/11/28 200 180
Republic of Indonesia 4.100% 4/24/28 1,300 1,222
Republic of Indonesia 8.500% 10/12/35 1,840 2,412
Republic of Indonesia 6.625% 2/17/37 2,637 2,955
Republic of Indonesia 7.750% 1/17/38 2,188 2,728
Republic of Indonesia 5.250% 1/17/42 1,750 1,681
Republic of Indonesia 4.625% 4/15/43 2,175 1,931
1 Republic of Indonesia 6.750% 1/15/44 100 115
Republic of Indonesia 6.750% 1/15/44 2,050 2,359
Republic of Indonesia 5.125% 1/15/45 3,619 3,398
Republic of Indonesia 5.950% 1/8/46 200 210
Republic of Indonesia 5.250% 1/8/47 2,000 1,921
Republic of Indonesia 4.750% 7/18/47 600 540
Saka Energi Indonesia PT 4.450% 5/5/24 600 552
Total Indonesia (Cost $74,652)       71,535
Iraq (0.3%)        
Sovereign Bonds (0.3%)        
1 Republic of Iraq 6.752% 3/9/23 1,250 1,217
Republic of Iraq 6.752% 3/9/23 950 926
2 Republic of Iraq 5.800% 1/15/28 1,445 1,329
Total Iraq (Cost $3,496)       3,472
Jamaica (0.4%)        
Sovereign Bonds (0.4%)        
2 Jamaica 7.625% 7/9/25 700 795
Jamaica 6.750% 4/28/28 2,050 2,227
2 Jamaica 8.000% 3/15/39 1,148 1,336
Jamaica 7.875% 7/28/45 950 1,099
Total Jamaica (Cost $5,174)       5,457
Jordan (0.2%)        
Sovereign Bonds (0.2%)        
Hashemite Kingdom of Jordan 6.125% 1/29/26 850 815
Hashemite Kingdom of Jordan 5.750% 1/31/27 1,200 1,103
1 Hashemite Kingdom of Jordan 7.375% 10/10/47 1,000 902
Hashemite Kingdom of Jordan 7.375% 10/10/47 450 406
Total Jordan (Cost $3,528)       3,226
Kazakhstan (1.4%)        
Sovereign Bonds (1.4%)        
Development Bank of Kazakhstan JSC 4.125% 12/10/22 1,700 1,666
KazAgro National Management Holding JSC 4.625% 5/24/23 1,250 1,231
Kazakhstan Temir Zholy Finance BV 6.950% 7/10/42 1,200 1,299
1 KazMunayGas National Co. JSC 3.875% 4/19/22 750 744
KazMunayGas National Co. JSC 4.750% 4/24/25 400 399
1 KazMunayGas National Co. JSC 4.750% 4/24/25 1,000 999
1 KazMunayGas National Co. JSC 4.750% 4/19/27 400 389
KazMunayGas National Co. JSC 5.375% 4/24/30 400 397
1 KazMunayGas National Co. JSC 5.375% 4/24/30 500 497
1 KazMunayGas National Co. JSC 5.750% 4/19/47 200 191
KazMunayGas National Co. JSC 5.750% 4/19/47 2,300 2,195

 

23


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
1 KazMunayGas National Co. JSC 6.375% 10/24/48 1,100 1,114
Republic of Kazakhstan 3.875% 10/14/24 1,700 1,703
Republic of Kazakhstan 5.125% 7/21/25 2,500 2,634
Republic of Kazakhstan 4.875% 10/14/44 1,400 1,373
Republic of Kazakhstan 6.500% 7/21/45 1,000 1,191
Total Kazakhstan (Cost $17,589)       18,022
Kenya (0.3%)        
Sovereign Bonds (0.3%)        
1 Republic of Kenya 6.875% 6/24/24 200 195
Republic of Kenya 6.875% 6/24/24 1,925 1,872
1 Republic of Kenya 7.250% 2/28/28 800 753
1 Republic of Kenya 8.250% 2/28/48 1,000 912
Total Kenya (Cost $3,946)       3,732
Kuwait (0.8%)        
Sovereign Bonds (0.8%)        
Equate Petrochemical BV 3.000% 3/3/22 900 862
Equate Petrochemical BV 4.250% 11/3/26 1,350 1,308
State of Kuwait 2.750% 3/20/22 3,325 3,230
State of Kuwait 3.500% 3/20/27 4,600 4,467
Total Kuwait (Cost $10,131)       9,867
Lebanon (1.6%)        
Sovereign Bonds (1.6%)        
Republic of Lebanon 5.450% 11/28/19 1,025 988
Republic of Lebanon 6.375% 3/9/20 2,341 2,254
Republic of Lebanon 5.800% 4/14/20 1,100 1,044
Republic of Lebanon 8.250% 4/12/21 1,728 1,655
Republic of Lebanon 6.100% 10/4/22 2,214 1,929
Republic of Lebanon 6.000% 1/27/23 585 504
Republic of Lebanon 6.650% 4/22/24 1,791 1,527
Republic of Lebanon 6.200% 2/26/25 300 244
Republic of Lebanon 6.250% 6/12/25 400 325
Republic of Lebanon 6.600% 11/27/26 1,975 1,590
Republic of Lebanon 6.850% 3/23/27 1,000 825
Republic of Lebanon 6.750% 11/29/27 961 769
Republic of Lebanon 6.650% 11/3/28 1,040 823
Republic of Lebanon 6.850% 5/25/29 800 626
Republic of Lebanon 6.650% 2/26/30 1,050 815
Republic of Lebanon 7.000% 3/23/32 3,050 2,374
Republic of Lebanon 7.050% 11/2/35 500 388
Republic of Lebanon 7.250% 3/23/37 2,550 1,988
Total Lebanon (Cost $23,591)       20,668
Malaysia (1.4%)        
Sovereign Bonds (1.4%)        
1MDB Global Investments Ltd. 4.400% 3/9/23 2,700 2,478
Axiata SPV2 Bhd. 3.466% 11/19/20 350 348
Axiata SPV2 Bhd. 4.357% 3/24/26 1,350 1,324
Cagamas Global plc 2.745% 12/10/19 500 496
Danga Capital Bhd. 3.035% 3/1/21 800 779
2 Malayan Banking Bhd. 3.905% 10/29/26 700 689
Malaysia Sovereign Sukuk Bhd. 3.043% 4/22/25 900 852

 

24


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Malaysia Sovereign Sukuk Bhd. 4.236% 4/22/45 550 533
Malaysia Sukuk Global Bhd. 3.179% 4/27/26 1,100 1,040
Malaysia Sukuk Global Bhd. 4.080% 4/27/46 450 423
Petroliam Nasional Bhd. 7.625% 10/15/26 485 595
Petronas Capital Ltd. 3.125% 3/18/22 700 686
1 Petronas Capital Ltd. 7.875% 5/22/22 1,150 1,303
Petronas Capital Ltd. 3.500% 3/18/25 1,600 1,545
Petronas Capital Ltd. 4.500% 3/18/45 1,250 1,217
Petronas Global Sukuk Ltd. 2.707% 3/18/20 2,150 2,130
SSG Resources Ltd. 4.250% 10/4/22 700 695
1 Wakala Global Sukuk Bhd. 4.646% 7/6/21 750 773
Total Malaysia (Cost $18,367)       17,906
Mexico (7.8%)        
Sovereign Bonds (7.8%)        
Banco Nacional de Comercio Exterior SNC 4.375% 10/14/25 900 865
2 Banco Nacional de Comercio Exterior SNC 3.800% 8/11/26 700 673
Comision Federal de Electricidad 4.875% 5/26/21 1,450 1,450
Comision Federal de Electricidad 4.875% 1/15/24 600 589
1 Comision Federal de Electricidad 4.875% 1/15/24 700 698
1 Comision Federal de Electricidad 4.750% 2/23/27 1,000 944
Comision Federal de Electricidad 5.750% 2/14/42 700 649
1 Comision Federal de Electricidad 6.125% 6/16/45 200 195
1 Mexico City Airport Trust 4.250% 10/31/26 1,600 1,333
Mexico City Airport Trust 5.500% 10/31/46 200 158
1 Mexico City Airport Trust 5.500% 7/31/47 1,000 799
Mexico City Airport Trust 5.500% 7/31/47 3,300 2,599
Petroleos Mexicanos 6.000% 3/5/20 1,019 1,041
Petroleos Mexicanos 5.500% 1/21/21 4,139 4,181
Petroleos Mexicanos 6.375% 2/4/21 2,670 2,733
Petroleos Mexicanos 4.875% 1/24/22 2,620 2,580
Petroleos Mexicanos 3.500% 1/30/23 2,495 2,303
Petroleos Mexicanos 4.625% 9/21/23 1,343 1,283
Petroleos Mexicanos 4.875% 1/18/24 1,469 1,406
Petroleos Mexicanos 4.250% 1/15/25 1,460 1,317
Petroleos Mexicanos 4.500% 1/23/26 1,700 1,513
Petroleos Mexicanos 6.875% 8/4/26 3,630 3,620
Petroleos Mexicanos 6.500% 3/13/27 6,080 5,891
1 Petroleos Mexicanos 5.350% 2/12/28 875 783
1 Petroleos Mexicanos 6.500% 1/23/29 2,000 1,921
Petroleos Mexicanos 6.625% 6/15/35 3,697 3,376
Petroleos Mexicanos 6.500% 6/2/41 3,920 3,361
Petroleos Mexicanos 5.500% 6/27/44 1,211 936
Petroleos Mexicanos 6.375% 1/23/45 1,360 1,133
Petroleos Mexicanos 5.625% 1/23/46 3,047 2,367
Petroleos Mexicanos 6.750% 9/21/47 7,759 6,672
1 Petroleos Mexicanos 6.350% 2/12/48 855 710
2 Poinsettia Finance Ltd. 6.625% 6/17/31 500 509
United Mexican States 3.500% 1/21/21 200 199
United Mexican States 3.625% 3/15/22 4,877 4,822
United Mexican States 4.000% 10/2/23 2,676 2,643
United Mexican States 3.600% 1/30/25 3,499 3,307
United Mexican States 4.125% 1/21/26 3,712 3,580
United Mexican States 4.150% 3/28/27 3,810 3,633

 

25


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  United Mexican States 3.750% 1/11/28 2,430 2,235
  United Mexican States 7.500% 4/8/33 825 1,006
  United Mexican States 6.750% 9/27/34 1,649 1,885
  United Mexican States 6.050% 1/11/40 3,679 3,835
  United Mexican States 4.750% 3/8/44 6,650 5,885
  United Mexican States 5.550% 1/21/45 985 972
  United Mexican States 4.600% 1/23/46 3,130 2,699
  United Mexican States 4.350% 1/15/47 2,000 1,673
  United Mexican States 4.600% 2/10/48 1,355 1,178
  United Mexican States 5.750% 10/12/10 2,968 2,740
Total Mexico (Cost $111,557)       102,880
Mongolia (0.3%)        
Sovereign Bonds (0.3%)        
  Mongolia 5.125% 12/5/22 2,050 1,940
1 Mongolia 5.625% 5/1/23 1,000 951
1,7 Trade & Development Bank of Mongolia LLC 9.375% 5/19/20 200 209
7 Trade & Development Bank of Mongolia LLC 9.375% 5/19/20 400 419
Total Mongolia (Cost $3,532)       3,519
Morocco (0.4%)        
Sovereign Bonds (0.4%)        
  Kingdom of Morocco 4.250% 12/11/22 1,850 1,839
  Kingdom of Morocco 5.500% 12/11/42 725 736
  OCP SA 5.625% 4/25/24 1,300 1,321
  OCP SA 4.500% 10/22/25 950 898
1 OCP SA 4.500% 10/22/25 450 426
  OCP SA 6.875% 4/25/44 300 313
1 OCP SA 6.875% 4/25/44 200 209
Total Morocco (Cost $5,827)       5,742
Mozambique (0.0%)        
Sovereign Bond (0.0%)        
8 Republic of Mozambique 10.500% 1/18/23 644 538
Total Mozambique (Cost $560)       538
Namibia (0.1%)        
Sovereign Bonds (0.1%)        
  Republic of Namibia 5.500% 11/3/21 500 500
  Republic of Namibia 5.250% 10/29/25 700 630
Total Namibia (Cost $1,225)       1,130
Nigeria (0.5%)        
Sovereign Bonds (0.5%)        
  Federal Republic of Nigeria 6.750% 1/28/21 250 258
  Federal Republic of Nigeria 6.375% 7/12/23 800 796
  Federal Republic of Nigeria 6.500% 11/28/27 1,000 916
1 Federal Republic of Nigeria 7.143% 2/23/30 1,000 919
1 Federal Republic of Nigeria 7.875% 2/16/32 1,500 1,442
1 Federal Republic of Nigeria 7.696% 2/23/38 2,175 1,960
  Federal Republic of Nigeria 7.625% 11/28/47 1,000 882
Total Nigeria (Cost $7,823)       7,173

 

26


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Oman (1.5%)        
Sovereign Bonds (1.5%)        
  Lamar Funding Ltd. 3.958% 5/7/25 1,700 1,487
1 Oman Sovereign Sukuk SAOC 5.932% 10/31/25 1,200 1,197
  OmGrid Funding Ltd. 5.196% 5/16/27 500 453
  Sultanate of Oman 3.625% 6/15/21 1,400 1,362
1 Sultanate of Oman 3.625% 6/15/21 1,300 1,264
  Sultanate of Oman 3.875% 3/8/22 800 772
1 Sultanate of Oman 4.125% 1/17/23 750 718
  Sultanate of Oman 4.750% 6/15/26 2,200 2,026
1 Sultanate of Oman 4.750% 6/15/26 1,800 1,657
  Sultanate of Oman 5.375% 3/8/27 2,200 2,072
1 Sultanate of Oman 5.625% 1/17/28 1,800 1,715
  Sultanate of Oman 5.625% 1/17/28 200 190
  Sultanate of Oman 6.500% 3/8/47 2,115 1,891
  Sultanate of Oman 6.750% 1/17/48 200 183
1 Sultanate of Oman 6.750% 1/17/48 2,500 2,276
Total Oman (Cost $20,629)       19,263
Pakistan (0.4%)        
Sovereign Bonds (0.4%)        
  Islamic Republic of Pakistan 6.750% 12/3/19 600 601
1 Islamic Republic of Pakistan 8.250% 4/15/24 250 255
  Islamic Republic of Pakistan 8.250% 4/15/24 1,350 1,380
  Islamic Republic of Pakistan 8.250% 9/30/25 450 459
1 Islamic Republic of Pakistan 6.875% 12/5/27 1,800 1,661
  Third Pakistan International Sukuk Co. Ltd. 5.500% 10/13/21 500 484
  Third Pakistan International Sukuk Co. Ltd. 5.625% 12/5/22 200 191
Total Pakistan (Cost $5,238)       5,031
Panama (1.2%)        
Sovereign Bonds (1.2%)        
1,2 Aeropuerto Internacional de Tocumen SA 5.625% 5/18/36 1,000 1,025
  Republic of Panama 5.200% 1/30/20 923 942
2 Republic of Panama 4.000% 9/22/24 400 398
2 Republic of Panama 3.750% 3/16/25 1,800 1,756
  Republic of Panama 7.125% 1/29/26 1,325 1,538
  Republic of Panama 8.875% 9/30/27 1,285 1,692
2 Republic of Panama 3.875% 3/17/28 1,250 1,198
  Republic of Panama 9.375% 4/1/29 1,000 1,386
2 Republic of Panama 6.700% 1/26/36 2,062 2,477
2 Republic of Panama 4.500% 5/15/47 1,000 937
2 Republic of Panama 4.500% 4/16/50 1,700 1,573
2 Republic of Panama 4.300% 4/29/53 600 537
Total Panama (Cost $15,884)       15,459
Papua New Guinea (0.0%)        
Sovereign Bond (0.0%)        
1 Papua New Guinea Government International        
  Bond 8.375% 10/4/28 500 497
Total Papua New Guinea (Cost $498)       497

 

27


 

Emerging Markets Government Bond Index Fund      
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Paraguay (0.3%)        
Sovereign Bonds (0.3%)        
Republic of Paraguay 4.625% 1/25/23 800 800
Republic of Paraguay 5.000% 4/15/26 200 198
Republic of Paraguay 4.700% 3/27/27 1,000 973
Republic of Paraguay 6.100% 8/11/44 650 655
1 Republic of Paraguay 5.600% 3/13/48 800 762
Total Paraguay (Cost $3,472)       3,388
Peru (1.1%)        
Sovereign Bonds (1.1%)        
Corp. Financiera de Desarrollo SA 4.750% 2/8/22 200 203
Fondo MIVIVIENDA SA 3.500% 1/31/23 650 626
Petroleos del Peru SA 4.750% 6/19/32 200 185
1 Petroleos del Peru SA 5.625% 6/19/47 1,850 1,739
Republic of Peru 7.350% 7/21/25 1,950 2,348
Republic of Peru 4.125% 8/25/27 2,047 2,061
Republic of Peru 8.750% 11/21/33 2,122 3,031
2 Republic of Peru 6.550% 3/14/37 1,421 1,728
Republic of Peru 5.625% 11/18/50 2,057 2,301
Total Peru (Cost $14,575)       14,222
Philippines (1.9%)        
Sovereign Bonds (1.9%)        
9 Power Sector Assets & Liabilities        
Management Corp. 7.390% 12/2/24 1,150 1,338
Republic of the Philippines 6.500% 1/20/20 150 156
Republic of the Philippines 4.000% 1/15/21 1,310 1,323
Republic of the Philippines 4.200% 1/21/24 1,564 1,580
Republic of the Philippines 10.625% 3/16/25 1,534 2,079
Republic of the Philippines 5.500% 3/30/26 2,300 2,490
Republic of the Philippines 3.000% 2/1/28 200 182
Republic of the Philippines 9.500% 2/2/30 1,723 2,479
Republic of the Philippines 7.750% 1/14/31 2,554 3,352
Republic of the Philippines 6.375% 1/15/32 1,200 1,434
Republic of the Philippines 6.375% 10/23/34 1,695 2,061
Republic of the Philippines 5.000% 1/13/37 2,080 2,207
Republic of the Philippines 3.950% 1/20/40 1,950 1,799
Republic of the Philippines 3.700% 3/1/41 1,450 1,290
Republic of the Philippines 3.700% 2/2/42 1,990 1,767
Total Philippines (Cost $27,147)       25,537
Poland (0.8%)        
Sovereign Bonds (0.8%)        
Republic of Poland 5.125% 4/21/21 2,460 2,559
Republic of Poland 5.000% 3/23/22 3,534 3,698
Republic of Poland 3.000% 3/17/23 675 657
Republic of Poland 4.000% 1/22/24 1,878 1,899
Republic of Poland 3.250% 4/6/26 2,000 1,918
Total Poland (Cost $10,936)       10,731

 

28


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Qatar (3.4%)        
Sovereign Bonds (3.4%)        
1,2 Nakilat Inc. 6.067% 12/31/33 700 768
1 Ooredoo International Finance Ltd. 4.750% 2/16/21 500 510
1 Ooredoo International Finance Ltd. 3.250% 2/21/23 1,050 1,004
1 Ooredoo International Finance Ltd. 5.000% 10/19/25 900 920
1 Ooredoo International Finance Ltd. 3.750% 6/22/26 250 235
1 Ooredoo International Finance Ltd. 3.875% 1/31/28 1,750 1,645
1 Qatari Diar Finance QSC 5.000% 7/21/20 2,480 2,533
  QNB Finance Ltd. 2.875% 4/29/20 3,300 3,250
4 QNB Finance Ltd. 3.663% 5/31/21 200 202
1,2 Ras Laffan Liquefied Natural Gas Co. Ltd. III 5.838% 9/30/27 1,020 1,102
1,2 Ras Laffan Liquefied Natural Gas Co. Ltd. III 6.332% 9/30/27 500 553
  State of Qatar 5.250% 1/20/20 1,000 1,022
1 State of Qatar 5.250% 1/20/20 2,007 2,050
  State of Qatar 2.375% 6/2/21 5,100 4,945
1 State of Qatar 4.500% 1/20/22 2,550 2,611
  State of Qatar 3.241% 1/18/23 475 467
1 State of Qatar 3.875% 4/23/23 1,000 1,002
  State of Qatar 3.250% 6/2/26 4,300 4,082
1 State of Qatar 4.500% 4/23/28 3,000 3,063
  State of Qatar 9.750% 6/15/30 325 481
1 State of Qatar 9.750% 6/15/30 750 1,109
  State of Qatar 6.400% 1/20/40 1,028 1,258
1 State of Qatar 6.400% 1/20/40 700 855
  State of Qatar 5.750% 1/20/42 650 744
1 State of Qatar 5.750% 1/20/42 316 362
  State of Qatar 4.625% 6/2/46 1,450 1,442
1 State of Qatar 5.103% 4/23/48 6,135 6,242
Total Qatar (Cost $44,895)       44,457
Romania (0.5%)        
Sovereign Bonds (0.5%)        
  Republic of Romania 6.750% 2/7/22 2,682 2,888
  Republic of Romania 4.375% 8/22/23 1,704 1,700
1 Republic of Romania 4.875% 1/22/24 100 102
  Republic of Romania 4.875% 1/22/24 470 479
1 Republic of Romania 6.125% 1/22/44 200 215
  Republic of Romania 6.125% 1/22/44 820 881
1 Republic of Romania 5.125% 6/15/48 500 463
  Republic of Romania 5.125% 6/15/48 500 462
Total Romania (Cost $7,507)       7,190
Russia (4.7%)        
Sovereign Bonds (4.7%)        
  Gazprom Neft OAO Via GPN Capital SA 4.375% 9/19/22 1,000 978
1 Gazprom Neft OAO Via GPN Capital SA 6.000% 11/27/23 200 206
  Gazprom Neft OAO Via GPN Capital SA 6.000% 11/27/23 1,550 1,597
  Gazprom OAO Via Gaz Capital SA 3.850% 2/6/20 878 873
  Gazprom OAO Via Gaz Capital SA 5.999% 1/23/21 1,700 1,739
  Gazprom OAO Via Gaz Capital SA 6.510% 3/7/22 1,325 1,387
  Gazprom OAO Via Gaz Capital SA 4.950% 7/19/22 550 551
  Gazprom OAO Via Gaz Capital SA 4.950% 3/23/27 200 191
  Gazprom OAO Via Gaz Capital SA 4.950% 2/6/28 650 619

 

29


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  Gazprom OAO Via Gaz Capital SA 8.625% 4/28/34 875 1,068
  Gazprom OAO Via Gaz Capital SA 7.288% 8/16/37 1,375 1,515
1 Gazprom OAO Via Gaz Capital SA 7.288% 8/16/37 100 110
  GTLK Europe DAC 5.950% 7/19/21 1,000 978
  Rosneft Finance SA 7.250% 2/2/20 200 206
  Rosneft Oil Co. Via Rosneft International        
  Finance DAC 4.199% 3/6/22 1,927 1,872
  Russian Federation 5.000% 4/29/20 2,800 2,844
  Russian Federation 4.500% 4/4/22 3,800 3,832
1 Russian Federation 4.875% 9/16/23 450 460
  Russian Federation 4.875% 9/16/23 5,800 5,926
  Russian Federation 4.750% 5/27/26 3,400 3,354
  Russian Federation 4.250% 6/23/27 2,800 2,649
  Russian Federation 12.750% 6/24/28 1,235 1,955
2 Russian Federation 7.500% 3/31/30 1,002 1,096
  Russian Federation 5.625% 4/4/42 4,400 4,463
  Russian Federation 5.875% 9/16/43 600 630
1 Russian Federation 5.250% 6/23/47 4,600 4,254
  Russian Federation 5.250% 6/23/47 2,800 2,589
  Russian Railways Via RZD Capital plc 5.700% 4/5/22 1,550 1,582
  Sberbank of Russia Via SB Capital SA 5.717% 6/16/21 2,000 2,029
  Sberbank of Russia Via SB Capital SA 6.125% 2/7/22 2,300 2,358
  Sberbank of Russia Via SB Capital SA 5.125% 10/29/22 524 516
  SCF Capital Designated Activity Co. 5.375% 6/16/23 400 384
  Vnesheconombank Via VEB Finance plc 6.902% 7/9/20 1,350 1,363
  Vnesheconombank Via VEB Finance plc 6.025% 7/5/22 1,225 1,193
  Vnesheconombank Via VEB Finance plc 5.942% 11/21/23 1,125 1,077
  Vnesheconombank Via VEB Finance plc 6.800% 11/22/25 1,275 1,255
  VTB Bank OJSC Via VTB Capital SA 6.551% 10/13/20 550 567
  VTB Bank OJSC Via VTB Capital SA 6.950% 10/17/22 1,925 1,889
Total Russia (Cost $62,760)       62,155
Saudi Arabia (4.2%)        
Sovereign Bonds (4.2%)        
  Kingdom of Saudi Arabia 2.375% 10/26/21 2,542 2,427
1 Kingdom of Saudi Arabia 2.375% 10/26/21 3,400 3,247
1 Kingdom of Saudi Arabia 2.875% 3/4/23 2,400 2,280
  Kingdom of Saudi Arabia 2.875% 3/4/23 400 380
1 Kingdom of Saudi Arabia 4.000% 4/17/25 4,375 4,299
1 Kingdom of Saudi Arabia 3.250% 10/26/26 5,440 5,033
1 Kingdom of Saudi Arabia 3.625% 3/4/28 3,000 2,813
  Kingdom of Saudi Arabia 3.625% 3/4/28 2,400 2,251
1 Kingdom of Saudi Arabia 4.500% 4/17/30 2,400 2,366
  Kingdom of Saudi Arabia 4.500% 10/26/46 6,185 5,607
1 Kingdom of Saudi Arabia 4.625% 10/4/47 1,900 1,740
  Kingdom of Saudi Arabia 4.625% 10/4/47 3,550 3,258
  Kingdom of Saudi Arabia 5.000% 4/17/49 200 192
1 Kingdom of Saudi Arabia 5.000% 4/17/49 3,100 2,979
  KSA Sukuk Ltd. 2.894% 4/20/22 1,500 1,447
1 KSA Sukuk Ltd. 2.894% 4/20/22 2,800 2,702
10 KSA Sukuk Ltd. 3.628% 4/20/27 4,300 4,102
1 KSA Sukuk Ltd. 4.303% 1/19/29 1,900 1,862
  Saudi Electricity Global Sukuk Co. 4.211% 4/3/22 625 627
  Saudi Electricity Global Sukuk Co. 2 3.473% 4/8/23 1,050 1,021

 

30


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  Saudi Electricity Global Sukuk Co. 2 5.060% 4/8/43 940 901
1 Saudi Electricity Global Sukuk Co. 3 4.000% 4/8/24 650 636
  Saudi Electricity Global Sukuk Co. 3 4.000% 4/8/24 1,950 1,910
1 Saudi Electricity Global Sukuk Co. 3 5.500% 4/8/44 300 304
  Saudi Electricity Global Sukuk Co. 3 5.500% 4/8/44 700 709
Total Saudi Arabia (Cost $57,589)       55,093
Senegal (0.2%)        
Sovereign Bonds (0.2%)        
  Republic of Senegal 8.750% 5/13/21 500 533
  Republic of Senegal 6.250% 7/30/24 200 195
2 Republic of Senegal 6.250% 5/23/33 1,000 865
2 Republic of Senegal 6.750% 3/13/48 200 165
1,2 Republic of Senegal 6.750% 3/13/48 800 660
Total Senegal (Cost $2,725)       2,418
Serbia, Republic Of (0.3%)        
Sovereign Bonds (0.3%)        
  Republic of Serbia 4.875% 2/25/20 1,425 1,436
  Republic of Serbia 7.250% 9/28/21 2,150 2,319
Total Serbia, Republic Of (Cost $3,738)       3,755
South Africa (1.6%)        
Sovereign Bonds (1.6%)        
  Eskom Holdings SOC Ltd. 5.750% 1/26/21 2,200 2,106
  Eskom Holdings SOC Ltd. 6.750% 8/6/23 930 869
1 Eskom Holdings SOC Ltd. 7.125% 2/11/25 200 187
  Eskom Holdings SOC Ltd. 7.125% 2/11/25 850 795
1,11 Eskom Holdings SOC Ltd. 6.350% 8/10/28 900 868
1 Eskom Holdings SOC Ltd. 8.450% 8/10/28 400 386
  Republic of South Africa 5.500% 3/9/20 2,175 2,197
  Republic of South Africa 5.875% 5/30/22 1,071 1,094
  Republic of South Africa 4.665% 1/17/24 1,700 1,628
  Republic of South Africa 5.875% 9/16/25 2,400 2,367
  Republic of South Africa 4.850% 9/27/27 200 181
  Republic of South Africa 4.300% 10/12/28 1,950 1,665
  Republic of South Africa 5.875% 6/22/30 1,550 1,463
  Republic of South Africa 6.250% 3/8/41 753 700
  Republic of South Africa 5.375% 7/24/44 1,000 829
  Republic of South Africa 5.000% 10/12/46 950 758
  Republic of South Africa 5.650% 9/27/47 1,500 1,266
  Republic of South Africa 6.300% 6/22/48 1,200 1,086
1 Transnet SOC Ltd. 4.000% 7/26/22 1,025 954
  ZAR Sovereign Capital Fund Propriety Ltd. 3.903% 6/24/20 200 198
Total South Africa (Cost $23,393)       21,597
Sri Lanka (0.8%)        
Sovereign Bonds (0.8%)        
  Democratic Socialist Republic of Sri Lanka 6.250% 10/4/20 1,532 1,476
  Democratic Socialist Republic of Sri Lanka 6.250% 7/27/21 1,700 1,613
  Democratic Socialist Republic of Sri Lanka 5.750% 4/18/23 200 180
1 Democratic Socialist Republic of Sri Lanka 5.750% 4/18/23 1,400 1,262
  Democratic Socialist Republic of Sri Lanka 6.125% 6/3/25 700 613
  Democratic Socialist Republic of Sri Lanka 6.850% 11/3/25 700 636

 

31


 

Emerging Markets Government Bond Index Fund        
 
 
 
      Face Market
    Maturity Amount Value
  Coupon Date ($000) ($000)
Democratic Socialist Republic of Sri Lanka 6.825% 7/18/26 1,600 1,439
Democratic Socialist Republic of Sri Lanka 6.200% 5/11/27 2,000 1,711
1 Democratic Socialist Republic of Sri Lanka 6.750% 4/18/28 1,050 919
Total Sri Lanka (Cost $10,869)       9,849
Supranational (0.3%)        
Sovereign Bonds (0.3%)        
1 Africa Finance Corp. 4.375% 4/29/20 750 748
1 Africa Finance Corp. 3.875% 4/13/24 500 473
African Export-Import Bank 4.000% 5/24/21 900 890
African Export-Import Bank 4.125% 6/20/24 750 715
1 Arab Petroleum Investments Corp. 4.125% 9/18/23 600 600
Total Supranational (Cost $3,525)       3,426
Suriname (0.0%)        
Sovereign Bond (0.0%)        
2 Republic of Suriname 9.250% 10/26/26 300 294
Total Suriname (Cost $308)       294
Tajikistan (0.0%)        
Sovereign Bond (0.0%)        
2 Republic of Tajikistan 7.125% 9/14/27 500 446
Total Tajikistan (Cost $451)       446
Thailand (0.1%)        
Sovereign Bonds (0.1%)        
2 Krung Thai Bank PCL 5.200% 12/26/24 650 655
PTT Public Co. Ltd. 4.500% 10/25/42 400 366
Total Thailand (Cost $1,025)       1,021
Trinidad And Tobago (0.2%)        
Sovereign Bonds (0.2%)        
1 Republic of Trinidad & Tobago 4.375% 1/16/24 400 384
Republic of Trinidad & Tobago 4.500% 8/4/26 1,300 1,199
2 Trinidad Generation UnLtd 5.250% 11/4/27 600 566
Total Trinidad And Tobago (Cost $2,291)       2,149
Tunisia (0.1%)        
Sovereign Bond (0.1%)        
Banque Centrale de Tunisie SA 5.750% 1/30/25 2,100 1,779
Total Tunisia (Cost $2,005)       1,779
Turkey (4.3%)        
Sovereign Bonds (4.3%)        
Export Credit Bank of Turkey 5.375% 2/8/21 200 189
1 Export Credit Bank of Turkey 5.375% 2/8/21 500 474
1 Export Credit Bank of Turkey 5.000% 9/23/21 400 371
1 Export Credit Bank of Turkey 4.250% 9/18/22 500 435
1 Export Credit Bank of Turkey 6.125% 5/3/24 900 808
Hazine Mustesarligi Varlik Kiralama AS 4.251% 6/8/21 1,250 1,178
Hazine Mustesarligi Varlik Kiralama AS 5.004% 4/6/23 500 464
1 Hazine Mustesarligi Varlik Kiralama AS 4.489% 11/25/24 800 698
Republic of Turkey 7.500% 11/7/19 1,416 1,434
Republic of Turkey 7.000% 6/5/20 2,730 2,751

 

32


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
  Republic of Turkey 5.625% 3/30/21 1,901 1,853
  Republic of Turkey 5.125% 3/25/22 1,925 1,812
  Republic of Turkey 6.250% 9/26/22 2,554 2,474
  Republic of Turkey 3.250% 3/23/23 1,801 1,544
  Republic of Turkey 7.250% 12/23/23 2,000 1,981
  Republic of Turkey 5.750% 3/22/24 2,550 2,378
  Republic of Turkey 7.375% 2/5/25 2,800 2,779
  Republic of Turkey 4.250% 4/14/26 2,750 2,265
  Republic of Turkey 4.875% 10/9/26 3,300 2,793
  Republic of Turkey 6.000% 3/25/27 2,950 2,662
  Republic of Turkey 5.125% 2/17/28 900 765
  Republic of Turkey 6.125% 10/24/28 900 810
  Republic of Turkey 8.000% 2/14/34 2,390 2,375
  Republic of Turkey 6.875% 3/17/36 3,998 3,558
  Republic of Turkey 6.750% 5/30/40 2,410 2,094
  Republic of Turkey 6.000% 1/14/41 3,580 2,842
  Republic of Turkey 4.875% 4/16/43 4,119 2,930
  Republic of Turkey 6.625% 2/17/45 850 719
  Republic of Turkey 5.750% 5/11/47 4,550 3,458
1 TC Ziraat Bankasi AS 4.750% 4/29/21 800 730
  TC Ziraat Bankasi AS 5.125% 5/3/22 900 797
  Turkiye Halk Bankasi AS 3.875% 2/5/20 800 717
1 Turkiye Halk Bankasi AS 3.875% 2/5/20 400 359
  Turkiye Halk Bankasi AS 4.750% 2/11/21 700 594
  Turkiye Halk Bankasi AS 5.000% 7/13/21 200 169
1 Turkiye Halk Bankasi AS 5.000% 7/13/21 500 424
1 Turkiye Vakiflar Bankasi TAO 5.625% 5/30/22 500 440
  Turkiye Vakiflar Bankasi TAO 6.000% 11/1/22 200 163
2 Turkiye Vakiflar Bankasi TAO 6.875% 2/3/25 600 493
2 Turkiye Vakiflar Bankasi TAO 8.000% 11/1/27 1,000 774
Total Turkey (Cost $65,044)       56,554
Ukraine (1.3%)        
Sovereign Bonds (1.3%)        
2 Oschadbank Via SSB #1 plc 9.625% 3/20/25 1,000 992
1 Oschadbank Via SSB #1 plc 9.625% 3/20/25 200 198
1 Ukraine 7.750% 9/1/20 378 376
  Ukraine 7.750% 9/1/20 600 597
1 Ukraine 7.750% 9/1/21 907 892
  Ukraine 7.750% 9/1/21 340 334
  Ukraine 7.750% 9/1/22 1,750 1,697
  Ukraine 7.750% 9/1/23 1,300 1,238
1 Ukraine 8.994% 2/1/24 700 700
  Ukraine 7.750% 9/1/24 1,750 1,644
  Ukraine 7.750% 9/1/25 250 230
  Ukraine 7.750% 9/1/26 2,050 1,853
  Ukraine 7.750% 9/1/27 800 714
1 Ukraine 9.750% 11/1/28 1,200 1,200
1,2 Ukraine 7.375% 9/25/32 2,900 2,418
2 Ukraine Government International Bond 7.375% 9/25/32 250 208
1,2 Ukraine Railways Via Shortline plc 9.875% 9/15/21 200 200
2 Ukreximbank Via Biz Finance PLC 9.625% 4/27/22 350 353
1,2 Ukreximbank Via Biz Finance plc 9.750% 1/22/25 200 198
2 Ukreximbank Via Biz Finance plc 9.750% 1/22/25 700 696
Total Ukraine (Cost $17,209)       16,738

 

33


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
United Arab Emirates (4.8%)        
Corporate Bonds (0.1%)        
  First Gulf Bank PJSC 2.625% 2/24/20 900 888
          888
Sovereign Bonds (4.7%)        
1 Abu Dhabi Crude Oil Pipeline LLC 3.650% 11/2/29 800 740
1,2 Abu Dhabi Crude Oil Pipeline LLC 4.600% 11/2/47 2,250 2,126
  Abu Dhabi National Energy Co. PJSC 3.625% 6/22/21 1,450 1,443
  Abu Dhabi National Energy Co. PJSC 5.875% 12/13/21 780 825
1 Abu Dhabi National Energy Co. PJSC 5.875% 12/13/21 200 212
  Abu Dhabi National Energy Co. PJSC 3.625% 1/12/23 200 195
1 Abu Dhabi National Energy Co. PJSC 3.625% 1/12/23 2,500 2,438
  Abu Dhabi National Energy Co. PJSC 3.875% 5/6/24 850 828
1 Abu Dhabi National Energy Co. PJSC 4.375% 6/22/26 1,000 977
1 Abu Dhabi National Energy Co. PJSC 4.875% 4/23/30 1,000 991
1 Abu Dhabi National Energy Co. PJSC 6.500% 10/27/36 425 503
  ADCB Finance Cayman Ltd. 2.625% 3/10/20 2,000 1,966
  ADCB Finance Cayman Ltd. 4.500% 3/6/23 425 425
1 DAE Funding LLC 4.000% 8/1/20 515 511
1 DAE Funding LLC 4.500% 8/1/22 800 782
1 DAE Funding LLC 5.000% 8/1/24 1,000 970
1 Dolphin Energy Ltd. 5.500% 12/15/21 820 859
  DP World Crescent Ltd. 3.908% 5/31/23 1,000 983
1 DP World Crescent Ltd. 4.848% 9/26/28 1,000 977
  DP World Ltd. 3.250% 5/18/20 1,250 1,243
1 DP World Ltd. 6.850% 7/2/37 1,540 1,714
1 DP World Ltd. 5.625% 9/25/48 1,000 943
  Dubai DOF Sukuk Ltd. 6.450% 5/2/22 200 215
1 Dubai Electricity & Water Authority 7.375% 10/21/20 1,975 2,111
  Emirate of Abu Dhabi 2.125% 5/3/21 2,065 1,997
1 Emirate of Abu Dhabi 2.500% 10/11/22 500 479
  Emirate of Abu Dhabi 2.500% 10/11/22 1,650 1,581
1 Emirate of Abu Dhabi 3.125% 5/3/26 1,400 1,323
  Emirate of Abu Dhabi 3.125% 5/3/26 2,107 1,991
1 Emirate of Abu Dhabi 3.125% 10/11/27 4,250 3,949
  Emirate of Abu Dhabi 3.125% 10/11/27 800 742
1 Emirate of Abu Dhabi 4.125% 10/11/47 3,500 3,236
  Emirate of Abu Dhabi 4.125% 10/11/47 700 647
  Emirate of Dubai 7.750% 10/5/20 1,200 1,290
  Emirate of Dubai 3.875% 1/30/23 1,100 1,088
  Emirate of Dubai 5.250% 1/30/43 200 194
1,2 Emirates Airline 4.500% 2/6/25 842 828
  Emirates NBD PJSC 3.250% 11/19/19 935 931
  Emirates Telecommunications Group Co.        
  PJSC 3.500% 6/18/24 300 292
  First Abu Dhabi Bank PJSC 2.250% 2/11/20 1,475 1,449
  ICD Sukuk Co. Ltd. 3.508% 5/21/20 250 247
  ICD Sukuk Co. Ltd. 5.000% 2/1/27 1,100 1,082
1 IPIC GMTN Ltd. 5.000% 11/15/20 1,400 1,438
  IPIC GMTN Ltd. 5.000% 11/15/20 250 257
1 IPIC GMTN Ltd. 5.500% 3/1/22 1,710 1,800
1 IPIC GMTN Ltd. 6.875% 11/1/41 800 1,050
1 MDC-GMTN BV 5.500% 4/20/21 450 471
  MDC-GMTN BV 3.250% 4/28/22 700 690

 

34


 

Emerging Markets Government Bond Index Fund      
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
1 MDC-GMTN BV 3.250% 4/28/22 200 197
  MDC-GMTN BV 2.750% 5/11/23 450 426
  MDC-GMTN BV 3.000% 4/19/24 1,600 1,510
2 Medjool Ltd. 3.875% 3/19/23 171 167
  Noor Sukuk Co. Ltd. 2.788% 4/28/20 350 344
1 Oztel Holdings SPC Ltd. 5.625% 10/24/23 600 600
1 Oztel Holdings SPC Ltd. 6.625% 4/24/28 900 884
  RAK Capital 3.094% 3/31/25 700 657
2 Ruwais Power Co. PJSC 6.000% 8/31/36 600 654
  Sharjah Sukuk 2 Ltd. 3.839% 1/27/21 700 699
  Sharjah Sukuk Ltd. 3.764% 9/17/24 400 393
  Sharjah Sukuk Program Ltd. 4.226% 3/14/28 700 686
  Union National Bank PJSC 4.000% 3/13/23 900 889
          62,135
Total United Arab Emirates (Cost $64,995)       63,023
United States (0.0%)        
U. S. Government and Agency Obligations (0.0%)      
  United States Treasury Note/Bond 2.875% 10/31/20 530 530
Total United States (Cost $530)       530
Uruguay (1.0%)        
Sovereign Bonds (1.0%)        
2 Oriental Republic of Uruguay 8.000% 11/18/22 348 391
2 Oriental Republic of Uruguay 4.500% 8/14/24 1,689 1,712
2 Oriental Republic of Uruguay 4.375% 10/27/27 2,305 2,279
  Oriental Republic of Uruguay 7.875% 1/15/33 546 713
2 Oriental Republic of Uruguay 7.625% 3/21/36 1,276 1,646
2 Oriental Republic of Uruguay 4.125% 11/20/45 850 737
2 Oriental Republic of Uruguay 5.100% 6/18/50 4,575 4,329
2 Oriental Republic of Uruguay 4.975% 4/20/55 850 782
Total Uruguay (Cost $12,787)       12,589
Venezuela (0.7%)        
Sovereign Bonds (0.7%)        
8 Bolivarian Republic of Venezuela 6.000% 12/9/20 1,156 283
2,8 Bolivarian Republic of Venezuela 12.750% 8/23/22 3,355 855
8 Bolivarian Republic of Venezuela 9.000% 5/7/23 1,432 360
8 Bolivarian Republic of Venezuela 8.250% 10/13/24 2,829 707
8 Bolivarian Republic of Venezuela 7.650% 4/21/25 2,392 598
8 Bolivarian Republic of Venezuela 11.750% 10/21/26 2,227 568
8 Bolivarian Republic of Venezuela 9.250% 9/15/27 3,226 806
8 Bolivarian Republic of Venezuela 9.250% 5/7/28 940 235
2,8 Bolivarian Republic of Venezuela 11.950% 8/5/31 4,429 1,118
8 Bolivarian Republic of Venezuela 9.375% 1/13/34 1,900 549
8 Bolivarian Republic of Venezuela 7.000% 3/31/38 1,375 337
1 CITGO Holding Inc. 10.750% 2/15/20 1,720 1,789
1 CITGO Petroleum Corp. 6.250% 8/15/22 535 526
  CITGO Petroleum Corp. 6.250% 8/15/22 100 99
Total Venezuela (Cost $15,496)       8,830

 

35


 

Emerging Markets Government Bond Index Fund        
 
 
 
        Face Market
      Maturity Amount Value
    Coupon Date ($000) ($000)
Vietnam (0.2%)        
Sovereign Bonds (0.2%)        
  Socialist Republic of Vietnam 6.750% 1/29/20 709 730
  Socialist Republic of Vietnam 4.800% 11/19/24 1,275 1,285
Total Vietnam (Cost $2,033)       2,015
Zambia (0.2%)        
Sovereign Bonds (0.2%)        
  Republic of Zambia 5.375% 9/20/22 725 487
1 Republic of Zambia 8.500% 4/14/24 450 305
  Republic of Zambia 8.500% 4/14/24 1,000 683
2 Republic of Zambia 8.970% 7/30/27 1,100 745
Total Zambia (Cost $3,142)       2,220
 
        Shares  
Temporary Cash Investments (0.6%)        
Money Market Fund (0.6%)        
12 Vanguard Market Liquidity Fund        
  (Cost $8,279) 2.308%   82,794 8,279
Total Temporary Cash Investments (Cost $8,279)     8,279
Total Investments (99.4%) (Cost $1,375,534)       1,309,980
 
          Amount
          ($000)
Other Assets and Liabilities (0.6%)        
Other Assets        
Investment in Vanguard       66
Receivables for Investment Securities Sold       6,442
Receivables for Accrued Income       16,174
Receivables for Capital Shares Issued       661
Variation Margin Receivable—Futures Contracts       68
Other Assets13       109
Total Other Assets       23,520
Liabilities        
Payables for Investment Securities Purchased       (13,671)
Payables for Capital Shares Redeemed       (304)
Payables for Distributions       (179)
Payables to Vanguard       (353)
Variation Margin Payable—Futures Contracts       (48)
Other Liabilities       (564)
Total Liabilities       (15,119)
Net Assets (100%)       1,318,381

 

36


 

Emerging Markets Government Bond Index Fund  
 
 
At October 31, 2018, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 1,389,896
Total Distributable Earnings (Loss) (71,515)
Net Assets 1,318,381
 
Investor Shares—Net Assets  
Applicable to 1,074,730 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 10,008
Net Asset Value Per Share—Investor Shares $9.31
 
ETF Shares—Net Assets  
Applicable to 13,915,368 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 1,033,493
Net Asset Value Per Share—ETF Shares $74.27
 
Admiral Shares—Net Assets  
Applicable to 13,718,838 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 255,521
Net Asset Value Per Share—Admiral Shares $18.63
 
Institutional Shares—Net Assets  
Applicable to 647,986 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 19,359
Net Asset Value Per Share—Institutional Shares $29.88

 

See Note A in Notes to Financial Statements.
1 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions
exempt from registration, normally to qualified institutional buyers. At October 31, 2018, the aggregate value of these securities
was $232,942,000, representing 17.7% of net assets.
2 The average or expected maturity is shorter than the final maturity shown because of the possibility of interim principal payments
and prepayments or the possibility of the issue being called.
3 Guaranteed by the Republic of Azerbaijan.
4 Adjustable-rate security based upon 3-month USD LIBOR plus spread.
5 Guaranteed by the Republic of Hungary.
6 Guaranteed by the Republic of Indonesia.
7 Guaranteed by the Government of Mongolia.
8 Non-income-producing security--security in default.
9 Guaranteed by the Republic of the Philippines.
10 Guaranteed by the Kingdom of Saudi Arabia.
11 Guaranteed by the Republic of South Africa.
12 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
is the 7-day yield.
13 Cash of $109,000 has been segregated as initial margin for open futures contracts.

37


 

Emerging Markets Government Bond Index Fund      
 
 
Derivative Financial Instruments Outstanding as of Period End    
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional Appreciation
  Expiration Contracts Amount (Depreciation)
Long Futures Contracts        
Ultra 10-Year U. S. Treasury Note December 2018 90 11,260 (181)
5-Year U. S. Treasury Note December 2018 96 10,789 (66)
        (247)
 
Short Futures Contracts        
10-Year U. S. Treasury Note December 2018 (133) (15,752) 189
2-Year U. S. Treasury Note December 2018 (36) (7,584) 22
Ultra Long U. S. Treasury Bond December 2018 (14) (2,089) 92
30-Year U.S. Treasury Bond December 2018 (1) (138) 6
        309
        62

 

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

38


 

Emerging Markets Government Bond Index Fund  
 
 
Statement of Operations  
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Interest1 61,773
Total Income 61,773
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 40
Management and Administrative—Investor Shares 44
Management and Administrative—ETF Shares 2,796
Management and Administrative—Admiral Shares 751
Management and Administrative—Institutional Shares 54
Marketing and Distribution—Investor Shares 3
Marketing and Distribution—ETF Shares 54
Marketing and Distribution—Admiral Shares 21
Marketing and Distribution—Institutional Shares
Custodian Fees 76
Auditing Fees 49
Shareholders’ Reports and Proxy—Investor Shares 11
Shareholders’ Reports and Proxy—ETF Shares 36
Shareholders’ Reports and Proxy—Admiral Shares 5
Shareholders’ Reports and Proxy—Institutional Shares
Trustees’ Fees and Expenses 1
Total Expenses 3,941
Net Investment Income 57,832
Realized Net Gain (Loss)  
Investment Securities Sold1,2 (6,522)
Futures Contracts (76)
Realized Net Gain (Loss) (6,598)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities1 (103,517)
Futures Contracts 62
Change in Unrealized Appreciation (Depreciation) (103,455)
Net Increase (Decrease) in Net Assets Resulting from Operations (52,221)

1 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from affiliated companies of the fund
were $81,000, $1,000, and ($1,000), respectively. Purchases and sales are for temporary cash investment purposes.
2 Includes $1,157,000 of net gain (loss) resulting from in-kind redemptions; such gain (loss) is not taxable to the fund.

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

39


 

Emerging Markets Government Bond Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 57,832 57,245
Realized Net Gain (Loss) (6,598) 6,795
Change in Unrealized Appreciation (Depreciation) (103,455) 4,599
Net Increase (Decrease) in Net Assets Resulting from Operations (52,221) 68,639
Distributions    
Net Investment Income    
Investor Shares (489) (597)
ETF Shares (44,359) (44,292)
Admiral Shares (11,882) (10,905)
Institutional Shares (869) (933)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (57,599) (56,727)
Capital Share Transactions    
Investor Shares (1,826) 890
ETF Shares 115,604 118,819
Admiral Shares (9,200) 94,634
Institutional Shares 879 (1,051)
Net Increase (Decrease) from Capital Share Transactions 105,457 213,292
Total Increase (Decrease) (4,363) 225,204
Net Assets    
Beginning of Period 1,322,744 1,097,540
End of Period 1,318,381 1,322,744

 

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

40


 

Emerging Markets Government Bond Index Fund          
 
 
Financial Highlights          
 
 
Investor Shares          
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $10.12 $10.04 $9.50 $9.95 $9.74
Investment Operations          
Net Investment Income . 4101 .4501 .454 .427 .417
Net Realized and Unrealized Gain (Loss)          
on Investments 2 (. 812) . 082 . 533 (. 447) . 213
Total from Investment Operations (. 402) . 532 . 987 (. 020) . 630
Distributions          
Dividends from Net Investment Income (. 408) (. 452) (. 447) (. 430) (. 420)
Distributions from Realized Capital Gains
Total Distributions (. 408) (. 452) (. 447) (. 430) (. 420)
Net Asset Value, End of Period $9.31 $10.12 $10.04 $9.50 $9.95
 
Total Return3 -4.05% 5.46% 10.65% -0.16% 6.62%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $10 $13 $12 $9 $7
Ratio of Total Expenses to Average Net Assets 0.49% 0.49% 0.49% 0.49% 0.49%
Ratio of Net Investment Income to          
Average Net Assets 4.23% 4.50% 4.72% 4.52% 4.35%
Portfolio Turnover Rate 4 25% 19% 24% 20% 27%

1 Calculated based on average shares outstanding.
2 Includes increases from purchase fees of $.01, $.01, $.01, $.01, and $.00.
3 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
4 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

41


 

Emerging Markets Government Bond Index Fund          
 
 
Financial Highlights          
 
 
ETF Shares          
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $80.73 $80.11 $75.81 $79.40 $77.71
Investment Operations          
Net Investment Income 3.4111 3.7131 3.753 3.516 3.429
Net Realized and Unrealized Gain (Loss)          
on Investments 2 (6.445) .589 4.228 (3.556) 1.700
Total from Investment Operations (3.034) 4.302 7.981 (.040) 5.129
Distributions          
Dividends from Net Investment Income (3.426) (3.682) (3.681) (3.550) (3.439)
Distributions from Realized Capital Gains
Total Distributions (3.426) (3.682) (3.681) (3.550) (3.439)
Net Asset Value, End of Period $74.27 $80.73 $80.11 $75.81 $79.40
 
Total Return -3.84% 5.56% 10.84% -0.01% 6.79%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $1,033 $1,002 $874 $501 $222
Ratio of Total Expenses to Average Net Assets 0.30% 0.32% 0.32% 0.34% 0.34%
Ratio of Net Investment Income to          
Average Net Assets 4.42% 4.67% 4.89% 4.67% 4.50%
Portfolio Turnover Rate 3 25% 19% 24% 20% 27%

1 Calculated based on average shares outstanding.
2 Includes increases from purchase fees of $.04, $.07, $.04, $.06 and $.01.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

42


 

Emerging Markets Government Bond Index Fund          
 
 
Financial Highlights          
 
 
Admiral Shares          
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $20.24 $20.09 $19.00 $19.90 $19.48
Investment Operations          
Net Investment Income . 8581 .9341 .941 .885 .863
Net Realized and Unrealized Gain (Loss)          
on Investments 2 (1.613) .150 1.076 (.894) .427
Total from Investment Operations (.755) 1.084 2.017 (.009) 1.290
Distributions          
Dividends from Net Investment Income (. 855) (. 934) (. 927) (. 891) (. 870)
Distributions from Realized Capital Gains
Total Distributions (. 855) (. 934) (. 927) (. 891) (. 870)
Net Asset Value, End of Period $18.63 $20.24 $20.09 $19.00 $19.90
 
Total Return3 -3.80% 5.57% 10.89% 0% 6.78%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $256 $288 $191 $131 $118
Ratio of Total Expenses to Average Net Assets 0.30% 0.32% 0.32% 0.33% 0.34%
Ratio of Net Investment Income to          
Average Net Assets 4.42% 4.67% 4.89% 4.68% 4.50%
Portfolio Turnover Rate 4 25% 19% 24% 20% 27%

1 Calculated based on average shares outstanding.
2 Includes increases from purchase fees of $.01, $.02, $.01, $.02, and $.00.
3 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
4 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

43


 

Emerging Markets Government Bond Index Fund          
 
 
Financial Highlights          
 
 
Institutional Shares          
        Feb. 11, Nov. 25,
        20151, to 20141 to
For a Share Outstanding Year Ended October 31, Oct. 31, Dec. 18,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $32.47 $32.24 $30.50 $30.72 $31.53
Investment Operations          
Net Investment Income 1.380 2 1.5082 1.521 1.019 .108
Net Realized and Unrealized Gain (Loss)          
on Investments 3 (2.596) .238 1.715 (.159) (1.240)
Total from Investment Operations (1.216) 1.746 3.236 .860 (1.132)
Distributions          
Dividends from Net Investment Income (1.374) (1.516) (1.496) (1.080) (.108)
Distributions from Realized Capital Gains
Total Distributions (1.374) (1.516) (1.496) (1.080) (.108)
Net Asset Value, End of Period $29.88 $32.47 $32.24 $30.50 $30.29
 
Total Return4 -3.82% 5.59% 10.89% 2.82% -3.60%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $19 $20 $21 $10 $0
Ratio of Total Expenses to Average Net Assets 0.29% 0.29% 0.29% 0.29% 0.30%
Ratio of Net Investment Income to          
Average Net Assets 4.43% 4.70% 4.92% 4.75% 4.72%
Portfolio Turnover Rate 5 25% 19% 24% 20%6 20%6

1 The class commenced operations on November 25, 2014. On December 18, 2014, all outstanding shares were redeemed and the Net
Asset Value represents the per share amount at which such shares were redeemed. On February 11, 2015, the class recommenced
operations. The expense ratio and net income ratio for the periods shown have been annualized.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase fees of $.02 for 2018, $.03 for 2017, $.02 for 2016, and $.04 in aggregate for periods prior to
November 1, 2015.
4 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
5 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.
6 Reflects the fund’s portfolio turnover for the fiscal year ended October 31, 2015.

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

44


 

Emerging Markets Government Bond Index Fund

Notes to Financial Statements

Vanguard Emerging Markets Government Bond Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on Nasdaq; they can be purchased and sold through a broker. Admiral Shares and Institutional 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. Bonds and 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. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities.

2. Futures Contracts: The fund uses futures contracts to invest in fixed income asset classes with greater efficiency and lower cost than is possible through direct investment, to add value when these instruments are attractively priced, or to adjust sensitivity to changes in interest rates. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of bonds held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

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

45


 

Emerging Markets Government Bond Index Fund

During the year ended October 31, 2018, the fund’s average investments in long and short futures contracts each represented less than 1% of net assets, 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 (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. 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 October 31, 2018, or at any time during the period then ended.

6. Other: 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. Fees assessed on capital share transactions are credited to paid-in capital.

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.

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period

46


 

Emerging Markets Government Bond Index Fund

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 October 31, 2018, the fund had contributed to Vanguard capital in the amount of $66,000, representing 0.01% of the fund’s net assets and 0.03% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

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

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

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

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Sovereign Bonds 1,300,283
Corporate Bonds 888
U.S. Government and Agency Obligations 530
Temporary Cash Investments 8,279
Futures Contracts—Assets1 68
Futures Contracts—Liabilities1 (48)
Total 8,299 1,301,701
1 Represents variation margin on the last day of the reporting period.      

 

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

  Amount
  ($000)
Paid-in Capital 1,095
Total Distributable Earnings (Loss) (1,095)

 

47


 

Emerging Markets Government Bond Index Fund

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales, the realization of unrealized gains or losses on certain futures contracts, and payables for distributions. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 4,449
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring) (10,065)
Net Unrealized Gains (Losses) (65,554)

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 1,375,534
Gross Unrealized Appreciation 8,801
Gross Unrealized Depreciation (74,355)
Net Unrealized Appreciation (Depreciation) (65,554)

 

E. During the year ended October 31, 2018, the fund purchased $390,215,000 of investment securities and sold $292,498,000 of investment securities, other than U.S. government securities and temporary cash investments. Purchases and sales of U.S. government securities were $54,241,000 and $53,695,000, respectively. Total purchases and sales include $122,639,000 and $23,559,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

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Emerging Markets Government Bond Index Fund

F. Capital share transactions for each class of shares were:      
      Year Ended October 31,
    2018   2017
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued1 5,198 528 8,929 892
Issued in Lieu of Cash Distributions 418 43 502 50
Redeemed (7,442) (765) (8,541) (850)
Net Increase (Decrease)—Investor Shares (1,826) (194) 890 92
ETF Shares        
Issued1 139,633 1,801 206,684 2,608
Issued in Lieu of Cash Distributions
Redeemed (24,029) (300) (87,865) (1,100)
Net Increase (Decrease)—ETF Shares 115,604 1,501 118,819 1,508
Admiral Shares        
Issued1 85,167 4,371 130,192 6,486
Issued in Lieu of Cash Distributions 9,869 510 9,143 457
Redeemed (104,236) (5,368) (44,701) (2,245)
Net Increase (Decrease)—Admiral Shares (9,200) (487) 94,634 4,698
Institutional Shares        
Issued1
Issued in Lieu of Cash Distributions 879 28 949 29
Redeemed (2,000) (64)
Net Increase (Decrease)—Institutional Shares 879 28 (1,051) (35)

1 Includes purchase fees for fiscal 2018 and 2017 of $686,000 and $1,024,000, respectively (fund totals).

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

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard Emerging Markets Government Bond Index Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Emerging Markets Government Bond Index Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodians and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 13, 2018

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

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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.

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Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Emerging Markets Government Bond Index 4/30/2018 10/31/2018 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $986.02 $2.45
ETF Shares 1,000.00 987.18 1.40
Admiral Shares 1,000.00 987.66 1.40
Institutional Shares 1,000.00 987.12 1.45
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,022.74 $2.50
ETF Shares 1,000.00 1,023.79 1.43
Admiral Shares 1,000.00 1,023.79 1.43
Institutional Shares 1,000.00 1,023.74 1.48

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 0.49% for Investor Shares, 0.28% for ETF Shares, 0.28% for Admiral Shares, and 0.29% for Institutional Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

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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.

Average Coupon. The average interest rate paid on the fixed income securities held by a fund. It is expressed as a percentage of face value.

Average Duration. An estimate of how much the value of the bonds held by a fund will fluctuate in response to a change in interest rates. To see how the value could change, multiply the average duration by the change in rates. If interest rates rise by 1 percentage point, the value of the bonds in a fund with an average duration of five years would decline by about 5%. If rates decrease by a percentage point, the value would rise by 5%.

Average Effective Maturity. The average length of time until fixed income securities held by a fund reach maturity and are repaid, taking into consideration the possibility that the issuer may call the bond before its maturity date. The figure reflects the proportion of fund assets represented by each security; it also reflects any futures contracts held. In general, the longer the average effective maturity, the more a fund’s share price will fluctuate in response to changes in market interest rates.

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.

Credit Quality. Credit-quality ratings are measured on a scale that generally ranges from AAA (highest) to D (lowest). U.S. Treasury, U.S. Agency, and U.S. Agency mortgage-backed securities appear under “U.S. Government.” Credit-quality ratings are obtained from Barclays and are from Moody’s, Fitch, and S&P. When ratings from all three agencies are used, the median rating is shown. When ratings from two of the agencies are used, the lower rating for each issue is shown. “Not Rated” is used to classify securities for which a rating is not available.

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.

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.

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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.

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

Yield to Maturity. The rate of return an investor would receive if the fixed income securities held by a fund were held to their maturity dates.

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BLOOMBERG is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (BISL) (collectively, Bloomberg), or Bloomberg’s licensors, own all proprietary rights in the Bloomberg Barclays USD Emerging Markets Government RIC Capped Index (Index or Bloomberg Barclays Index).

Neither Barclays Bank Plc, Barclays Capital Inc., or any affiliate (collectively Barclays) or Bloomberg is the issuer or producer of the Emerging Markets Government Bond Index Fund and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to investors in the Emerging Markets Government Bond Index Fund. The Index is licensed for use by The Vanguard Group, Inc. (Vanguard) as the sponsor of the Emerging Markets Government Bond Index Fund. Bloomberg and Barclays’ only relationship with Vanguard in respect of the Index is the licensing of the Index, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or the Emerging Markets Government Bond Index Fund or the owners of the Emerging Markets Government Bond Index Fund.

Additionally, Vanguard may for itself execute transaction(s) with Barclays in or relating to the Index in connection with the Emerging Markets Government Bond Index Fund. Investors acquire the Emerging Markets Government Bond Index Fund from Vanguard and investors neither acquire any interest in the Index nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon making an investment in the Emerging Markets Government Bond Index Fund. The Emerging Markets Government Bond Index Fund is not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied regarding the advisability of investing in the Emerging Markets Government Bond Index Fund or the advisability of investing in securities generally or the ability of the Index to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of the Emerging Markets Government Bond Index Fund with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Emerging Markets Government Bond Index Fund to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of the Emerging Markets Government Bond Index Fund or any other third party into consideration in determining, composing or calculating the Index. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of the Emerging Markets Government Bond Index Fund.

55


 

The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of the Emerging Markets Government Bond Index Fund, investors or other third parties. In addition, the licensing agreement between Vanguard and Bloomberg is solely for the benefit of Vanguard and Bloomberg and not for the benefit of the owners of the Emerging Markets Government Bond Index Fund, investors or other third parties.

NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, INVESTORS OR TO OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS INDEX OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THE BLOOMBERG BARCLAYS INDEX. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE INVESTORS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS INDEX OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE BLOOMBERG BARCLAYS INDEX OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR

TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS INDEX, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO THE BLOOMBERG BARCLAYS INDEX. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH, RESULTING FROM THE USE OF THE BLOOMBERG BARCLAYS INDEX OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO THE EMERGING MARKETS GOVERNMENT BOND INDEX FUND.

None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank Plc. Barclays Bank Plc is registered in England No. 1026167. Registered office 1 Churchill Place London E14 5HP.

© 2018 Bloomberg. Used with Permission.

Source: Bloomberg Index Services Limited. Copyright 2018, Bloomberg. All rights reserved.

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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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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

 
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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 information about your fund on the  
SEC’s website, and you can receive copies of this  
information, for a fee, by sending a request via email  
addressed to publicinfo@sec.gov.  
 
  © 2018 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q11200 122018

 


 

Annual Report | October 31, 2018
Vanguard Global Minimum Volatility 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. 3
Advisor’s Report. 5
Fund Profile. 8
Performance Summary. 10
Financial Statements. 12
Your Fund’s After-Tax Returns. 36
About Your Fund’s Expenses. 37
Glossary. 39

 

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.


 

Your Fund’s Performance at a Glance

• Vanguard Global Minimum Volatility Fund returned nearly 4% for the 12 months ended October 31, 2018, outpacing its benchmark, the FTSE Global All Cap Index (USD Hedged), by more than 2 percentage points.

• The fund’s objective is to create a portfolio that has broad equity exposure with less volatility than the global equity market. Over the fiscal year, the fund produced lower weekly volatility but also a higher risk-adjusted return than its benchmark. (We calculate weekly volatility and risk-adjusted return using standard deviation, as we discuss in the Advisor’s Report.)

• Our positions in financials, industrials, and information technology aided relative performance the most. Energy, communication services, and utilities were the biggest relative detractors.

• An underweight allocation to Europe helped lower volatility, as did our overweight positions in North America and the markets of the Pacific region.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total
  Returns
Vanguard Global Minimum Volatility Fund  
Investor Shares 3.89%
Admiral™ Shares 3.93
FTSE Global All Cap Index (USD Hedged) 1.38
Global Funds Average -1.29
Global 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.  
 
 
Total Returns: Inception Through October 31, 2018  
  Average
  Annual Return
Global Minimum Volatility Fund Investor Shares (Returns since inception: 12/12/2013) 9.98%
FTSE Global All Cap Index (USD Hedged) 8.72
Global Funds Average 5.42
Global Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

The figures shown represent past performance, which is not a guarantee of future results. (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.

1


 

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Global Minimum Volatility Fund 0.25% 0.17% 1.18%

The fund expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the fund’s expense ratios were 0.23% for Investor Shares and 0.15% 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: Global Funds.

2


 

CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

Advisor’s Report

For the 12 months ended October 31, 2018, Vanguard Global Minimum Volatility Fund returned 3.89% for Investor Shares and 3.93% for Admiral Shares, with an annualized weekly volatility of 9.92%. Its benchmark, the FTSE Global All Cap Index (USD Hedged), returned 1.38%, with an annualized weekly volatility of 12.57%. (To get the annualized weekly volatility, we calculate the standard deviation of weekly returns and multiply it by the square root of 52, the number of weeks in a year.)

Investment objective

Our objective is to create a portfolio that has broad equity exposure with less volatility than the global equity market. We achieved this over the performance period, as the fund’s weekly volatility averaged about 21% less than that of its benchmark.

It is important to mention, as we have in the past, that we do not target a specific volatility level. Rather, we seek to provide an equity fund that has lower absolute risk than the broad global market. Thus, when the broad global equity market is experiencing periods of low volatility, you should expect this fund’s volatility to be much closer to the volatility level of its benchmark.

We recognize that equity-like returns are also an important outcome of an investment in this fund, but achieving a total return higher than the benchmark’s is not our objective. Although our research leads us to expect that, on average, a minimum volatility fund may outperform the overall global market in sharp

downturns (while still experiencing losses), the fund should be expected to trail in strong bull markets. With that in mind, because the fund is expected to have a lower level of risk than the global equity market, you should not expect it to outperform the market over the long run.

We think an acceptable comparative performance measure for the fund over the long term is its risk-adjusted return. This can be calculated by dividing the portfolio’s total return for the period by the annualized standard deviation of weekly returns. We view 12 months to be a relatively short time, but for the annual period, the risk-adjusted return was about 0.44, compared with 0.13 for the benchmark. Over a longer period—since the fund’s inception on December 12, 2013—its risk-adjusted return was 1.12, compared with 0.84 for the benchmark.

Investment strategy

In building our portfolio, we use quantitative models that evaluate a variety of factors that drive a stock’s volatility. These fundamental drivers include risk factors such as growth, value, dividend yields, size, volatility, and liquidity. In addition, our portfolio construction process includes estimates of each stock’s correlation—or how its factors move in relation to one another. This approach allows us to make appropriate risk/ diversification trade-offs, while not relying solely on volatility estimates.

5


 

Our process also approaches currency exposure and its impact on a portfolio in a specific manner. We recognize that owning companies in foreign markets involves the risk of movements in foreign currency exchange rates relative to the U.S. dollar. Because of this, an optimization process that focuses solely on volatilities tied to an investor’s home currency will tend to overweight exposures to that currency. We aim to avoid such currency-specific exposures by focusing on equity volatilities and correlations measured in local currency terms. Then we use currency forward contracts to hedge the resulting exposure for U.S. investors. We believe this process can further reduce the volatility of the portfolio overall in the long run.

Finally, when constructing the portfolio, we apply constraints to reduce stock, sector, and country concentration risk. We find that these constraints, which allow for broader diversification and liquidity, reduce unnecessarily high risk exposures without significantly affecting our ability to reduce overall volatility. Drawing from the universe of about 7,900 stocks in the FTSE index, we construct a portfolio of about 600 stocks.

The investment environment

Global stock markets ended in negative territory for the 12 months, but U.S. stocks produced solid returns as increasing profits and a strong economy outweighed investor concerns about rising interest rates, higher inflation, and trade tensions. Large-capitalization stocks beat small-caps, and growth stocks outpaced value.

Emerging markets stocks were hurt by trade tensions and a rising dollar. Results in Europe and the Asia-Pacific region were also in negative territory, in part because of these areas’ greater economic dependence on emerging markets.

The overall U.S. fixed income market, as measured by the Bloomberg Barclays U.S. Aggregate Bond Index, returned –2.05%. Yields rose and prices mostly declined as investors remained concerned about the threat of inflation and the possibility that the Federal Reserve would more aggressively raise rates.

The Fed did raise rates in September—its eighth increase since the current tightening cycle began—and signaled more hikes to come. Attention is now focused on the pace of further rate increases, with many analysts expecting another one in December and three in 2019.

The fund’s successes and shortfalls

The benefits of our strategy become even clearer when you seek to remove some of the noise caused by short-term reversals in daily and weekly returns, which can increase volatility levels, and focus on monthly returns. For example, since inception, the fund has delivered about a 30% reduction in the annualized volatility of monthly returns relative to its benchmark.

Over the 12 months, our strategy of holding stocks that have lower correlations with one another provided diversification benefits. On average, we were overweighted in less volatile sectors, such as consumer staples,

6


 

communication services, and utilities, and underweighted in two of the benchmark’s more volatile sectors, energy and financials. Our underweight allocation to financials aided performance, as these stocks tended to lag the overall market.

As for regional allocations, our positions in Europe and the Pacific region contributed the most to relative performance and helped lower volatility. Our positions in emerging markets and the Middle East modestly increased volatility for the fund compared with its benchmark.

We expect our approach to portfolio construction to pay off in reduced volatility over the long run. With this in mind, we find that focusing on the long-term risk-adjusted returns of the portfolio relative to the benchmark realigns expectations with the fund’s objective. We thank you for your investment and look forward to serving our investors in the future.

Portfolio Manager: Antonio Picca

Vanguard Quantitative Equity Group

November 21, 2018

7


 

Global Minimum Volatility Fund

Fund Profile

As of October 31, 2018

Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VMVFX VMNVX
Expense Ratio1 0.25% 0.17%

 

Portfolio Characteristics    
    FTSE Global
    All Cap Index
  Fund (USD Hedged)
Number of Stocks 612 7,869
Median Market Cap $9.6B $42.7B
Price/Earnings Ratio 17.5x 15.3x
Price/Book Ratio 2.1x 2.1x
Return on Equity 12.6% 13.6%
Earnings Growth    
Rate 7.8% 8.6%
Dividend Yield 3.1% 2.5%
Turnover Rate 24%
Short-Term Reserves -0.1%

 

Sector Diversification (% of equity exposure)
  Fund
Communication Services 10.3%
Consumer Discretionary 10.4
Consumer Staples 12.2
Energy 1.7
Financials 16.7
Health Care 10.8
Industrials 7.7
Information Technology 11.5
Materials 3.5
Real Estate 7.9
Utilities 7.3

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.

 

Volatility Measures  
  FTSE Global
  All Cap Index
  (USD Hedged)
R-Squared 0.67
Beta 0.58

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

 

 

Ten Largest Holdings (% of total net assets)
Starwood Property Trust    
Inc. Mortgage REITs 1.5%
Jack Henry & Associates Data Processing &  
Inc. Outsourced Services 1.4
Blackstone Mortgage    
Trust Inc. Mortgage REITs 1.3
Amdocs Ltd. IT Consulting &  
  Other Services 1.3
Broadridge Financial Data Processing &  
Solutions Inc. Outsourced Services 1.1
China Mobile Ltd. Wireless  
  Telecommunication  
  Services 1.0
HDFC Bank Ltd. Diversified Banks 1.0
Church & Dwight Co.    
Inc. Household Products 1.0
Expeditors International Air Freight &  
of Washington Inc. Logistics 0.9
Quest Diagnostics Inc. Health Care Services 0.9
Top Ten   11.4%

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

Allocation by Region (% of portfolio)


1 The expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.23% for Investor Shares and 0.15% for Admiral Shares.

8


 

Global Minimum Volatility Fund

Market Diversification (% of equity exposure)
    FTSE Global
    All Cap
    Index
    (USD
  Fund Hedged)
Europe    
United Kingdom 5.4% 5.5%
Switzerland 3.2 2.5
France 3.1 3.0
Germany 2.9 2.7
Sweden 1.1 1.0
Other 4.4 4.4
Subtotal 20.1% 19.1%
Pacific    
Japan 8.1% 8.1%
Australia 2.9 2.2
Hong Kong 1.8 1.1
South Korea 1.8 1.5
Other 0.6 0.5
Subtotal 15.2% 13.4%
Emerging Markets    
India 1.4% 1.1%
China 1.4 2.9
Other 2.5 5.2
Subtotal 5.3% 9.2%
North America    
United States 55.3% 55.1%
Canada 3.9 3.0
Subtotal 59.2% 58.1%
Middle East 0.2% 0.2%

 

9


 

Global Minimum Volatility Fund

Performance Summary

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

Cumulative Performance: December 12, 2013, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
    Since Final Value
  One Inception of a $10,000
  Year (12/12/2013) Investment
Global Minimum Volatility Fund Investor      
Shares 3.89% 9.98% $15,918
FTSE Global All Cap Index (USD      
Hedged) 1.38 8.72 15,043
Global Funds Average -1.29 5.42 12,943

Global Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

    Since Final Value
  One Inception of a $50,000
  Year (12/12/2013) Investment
Global Minimum Volatility Fund Admiral      
Shares 3.93% 10.07% $79,882
FTSE Global All Cap Index (USD Hedged) 1.38 8.72 75,216
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

 

See Financial Highlights for dividend and capital gains information.

10


 

Global Minimum Volatility Fund

Fiscal-Year Total Returns (%): December 12, 2013, Through October 31, 2018


Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Since
  Date Year Inception
Investor Shares 12/12/2013 11.30% 11.31%
Admiral Shares 12/12/2013 11.42 11.40

 

11


 

Global Minimum Volatility Fund

Financial Statements

Statement of Net Assets

As of October 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.

    Market
    Value
  Shares ($000)
Common Stocks (99.2%)1    
Australia (2.9%)    
AGL Energy Ltd. 983,833 12,564
Wesfarmers Ltd. 367,202 12,161
Woolworths Group Ltd. 588,315 11,874
Sonic Healthcare Ltd. 548,436 8,778
Cochlear Ltd. 55,523 6,997
Transurban Group 787,070 6,331
ASX Ltd. 141,615 5,948
Stockland 2,204,185 5,638
Caltex Australia Ltd. 233,418 4,670
Woodside Petroleum Ltd. 115,122 2,834
GPT Group 514,397 1,881
Amcor Ltd. 176,247 1,663
Coca-Cola Amatil Ltd. 195,045 1,373
JB Hi-Fi Ltd. 75,108 1,224
Crown Resorts Ltd. 120,123 1,069
BWP Trust 383,701 941
Goodman Group 119,454 878
Northern Star Resources    
Ltd. 126,398 790
Computershare Ltd. 43,610 612
Charter Hall Retail REIT 191,055 576
    88,802
Austria (0.1%)    
voestalpine AG 50,217 1,782
OMV AG 10,978 610
Erste Group Bank AG 11,360 462
    2,854
Belgium (0.4%)    
Colruyt SA 135,455 7,876
Elia System Operator SA 22,220 1,389
Sofina SA 5,842 1,117
Cofinimmo SA 5,895 705
Ackermans & van Haaren    
NV 2,298 362
    11,449

 

Brazil (0.9%)    
  Telefonica Brasil SA ADR 1,104,963 12,817
  Ambev SA ADR 1,870,822 8,101
  Ultrapar Participacoes SA    
  ADR 283,674 3,347
  TIM Participacoes SA ADR 117,950 1,825
  Embraer SA ADR 46,793 1,042
      27,132
Canada (3.9%)    
  BCE Inc. 537,987 20,821
  Emera Inc. 608,272 18,769
  TELUS Corp. 543,164 18,600
  Dollarama Inc. 607,876 16,812
  Shaw Communications    
  Inc. Class B 508,080 9,460
^ Canadian Tire Corp. Ltd.    
  Class A 81,280 9,146
  Intact Financial Corp. 95,668 7,559
  Bank of Montreal 78,683 5,883
  National Bank of Canada 101,593 4,612
  Pembina Pipeline Corp. 108,535 3,511
  Metro Inc. 38,536 1,209
* CGI Group Inc. Class A 18,967 1,171
  Fortis Inc. 34,129 1,128
2 Hydro One Ltd. 53,573 779
      119,460
Chile (0.1%)    
  Enel Americas SA ADR 157,624 1,242
  Cia Cervecerias Unidas SA  
  ADR 30,786 772
  Enel Chile SA ADR 152,793 657
  Banco Santander Chile ADR 20,561 606
      3,277
China (1.4%)    
  China Mobile Ltd. ADR 669,972 31,187
* Ctrip.com International Ltd.  
  ADR 238,838 7,949

 

12


 

Global Minimum Volatility Fund  
 
 
 
    Market
    Value
  Shares ($000)
* New Oriental Education &    
Technology Group Inc. ADR  46,239 2,705
ZTO Express Cayman Inc.    
ADR 99,752 1,618
    43,459
Denmark (0.5%)    
Carlsberg A/S Class B 66,717 7,360
Coloplast A/S Class B 51,189 4,777
H Lundbeck A/S 45,017 2,100
Jyske Bank A/S 19,159 782
    15,019
Finland (0.4%)    
Elisa Oyj 97,265 3,870
Nokia Oyj 408,899 2,310
Sampo Oyj Class A 47,215 2,171
Fortum Oyj 68,278 1,437
Kesko Oyj Class B 17,152 1,002
Nokian Renkaat Oyj 22,391 712
    11,502
France (3.0%)    
Hermes International 22,924 13,087
Thales SA 81,628 10,425
Orange SA 486,818 7,598
Sanofi 81,840 7,313
Vivendi SA 302,413 7,294
Accor SA 148,429 6,782
Pernod Ricard SA 40,624 6,195
Dassault Systemes SE 41,243 5,163
Veolia Environnement SA 249,840 4,979
Sodexo SA 40,591 4,143
Eiffage SA 33,530 3,275
Alstom SA 61,381 2,681
Capgemini SE 21,416 2,615
Publicis Groupe SA 42,340 2,451
EssilorLuxottica SA 15,111 2,064
Lagardere SCA 70,942 1,939
Suez 107,608 1,552
SCOR SE 28,753 1,329
Covivio 11,526 1,157
Legrand SA 14,345 937
Ipsen SA 4,557 632
    93,611
Germany (2.9%)    
Deutsche Telekom AG 961,479 15,770
Deutsche Post AG 356,181 11,246
MTU Aero Engines AG 32,501 6,901
Henkel AG & Co. KGaA    
Preference Shares 59,430 6,493
HUGO BOSS AG 86,010 6,147
Merck KGaA 50,401 5,393
Hannover Rueck SE 26,902 3,618
Fresenius SE & Co. KGaA 56,165 3,570
Beiersdorf AG 30,239 3,127
Aareal Bank AG 80,125 2,981

 

  E.ON SE 299,746 2,899
2 Scout24 AG 66,268 2,746
  Fielmann AG 43,608 2,705
  Axel Springer SE 38,553 2,560
  Muenchener    
  Rueckversicherungs-    
  Gesellschaft AG in    
  Muenchen 7,322 1,573
  Fraport AG Frankfurt    
  Airport Services    
  Worldwide 15,970 1,233
  Brenntag AG 23,192 1,211
  RHOEN-KLINIKUM AG 44,814 1,133
  Fresenius Medical Care    
  AG & Co. KGaA 14,355 1,127
*,2 Delivery Hero SE 27,859 1,122
  Freenet AG 43,292 974
  ProSiebenSat.1 Media SE 42,098 972
  Evonik Industries AG 18,660 577
  Rheinmetall AG 6,494 562
  Aurubis AG 8,146 494
*,2 Zalando SE 11,772 455
      87,589
Hong Kong (1.8%)    
  CLP Holdings Ltd. 2,168,350 24,297
  Hang Seng Bank Ltd. 424,500 9,954
  Power Assets Holdings    
  Ltd. 1,371,000 9,155
  Yuexiu REIT 5,326,000 3,235
  Want Want China    
  Holdings Ltd. 3,487,000 2,495
  Chow Tai Fook Jewellery    
  Group Ltd. 1,969,600 1,728
  CK Infrastructure    
  Holdings Ltd. 217,500 1,592
  China Mengniu Dairy Co.    
  Ltd. 482,000 1,426
  MTR Corp. Ltd. 104,500 507
  Tingyi Cayman Islands    
  Holding Corp. 302,000 448
      54,837
India (1.4%)    
  HDFC Bank Ltd. ADR 331,939 29,513
  Infosys Ltd. ADR 849,956 8,049
  Dr Reddy’s Laboratories    
  Ltd. ADR 160,635 5,467
2 Reliance Industries Ltd.    
  GDR 26,708 762
      43,791
Indonesia (0.2%)    
  Telekomunikasi Indonesia    
  Persero Tbk PT ADR 286,923 7,231
 
Ireland (0.2%)    
  Kerry Group plc Class A 34,890 3,574

 

13


 

Global Minimum Volatility Fund  
 
 
 
      Market
      Value
    Shares ($000)
* ICON plc 6,199 856
  Kingspan Group plc 13,075 568
      4,998
Israel (0.2%)    
  Bank Hapoalim BM 679,226 4,595
  Bank Leumi Le-Israel BM 170,348 1,062
  Paz Oil Co. Ltd. 5,690 852
      6,509
Italy (0.8%)    
  Assicurazioni Generali SPA 405,209 6,539
  Snam SPA 946,154 3,912
  Eni SPA 180,000 3,197
  UnipolSai Assicurazioni    
  SPA 1,201,768 2,624
  Davide Campari-Milano    
  SPA 326,166 2,510
  Terna Rete Elettrica    
  Nazionale SPA 409,786 2,117
  Mediobanca Banca di    
  Credito Finanziario SPA 238,470 2,088
  Atlantia SPA 43,161 867
      23,854
Japan (8.0%)    
  Canon Inc. 511,900 14,581
  Skylark Holdings Co. Ltd. 915,100 14,247
  NEC Corp. 473,400 13,589
  NTT DOCOMO Inc. 526,800 13,064
  Japan Tobacco Inc. 472,000 12,128
  Japan Post Holdings Co.    
  Ltd. 963,600 11,427
^ Yamada Denki Co. Ltd. 2,305,400 10,871
^ Sawai Pharmaceutical Co.    
  Ltd. 164,600 8,344
  Daiichi Sankyo Co. Ltd. 204,500 7,817
  Mitsubishi Tanabe    
  Pharma Corp. 526,300 7,774
  Seven & i Holdings Co.    
  Ltd. 172,300 7,461
  Otsuka Holdings Co. Ltd. 141,300 6,758
  Kagome Co. Ltd. 230,700 6,142
  Lawson Inc. 84,700 5,377
  Toyo Suisan Kaisha Ltd. 132,600 4,558
  Chugoku Electric Power    
  Co. Inc. 348,800 4,486
  Taisho Pharmaceutical    
  Holdings Co. Ltd. 37,700 4,020
  Toho Co. Ltd. 122,400 3,993
  ABC-Mart Inc. 66,800 3,905
  Astellas Pharma Inc. 239,100 3,694
  Chugai Pharmaceutical    
  Co. Ltd. 62,900 3,683
  KDDI Corp. 136,500 3,303
  Ryohin Keikaku Co. Ltd. 12,400 3,278
  Sankyo Co. Ltd. 81,700 3,119
  Aozora Bank Ltd. 90,000 3,106

 

  Nitori Holdings Co. Ltd. 22,600 2,951
  Takashimaya Co. Ltd. 174,500 2,746
  Isetan Mitsukoshi Holdings    
  Ltd. 221,000 2,583
  Japan Airlines Co. Ltd. 72,100 2,559
  Nippon Telegraph &    
  Telephone Corp. 59,700 2,462
  Ajinomoto Co. Inc. 148,100 2,393
  Nissin Foods Holdings Co.    
  Ltd. 37,100 2,392
  Sumitomo Dainippon    
  Pharma Co. Ltd. 113,800 2,378
  K’s Holdings Corp. 180,400 2,279
  Dentsu Inc. 45,100 2,092
  Calbee Inc. 62,800 2,083
  Shionogi & Co. Ltd. 32,400 2,072
  Nippon Steel & Sumitomo    
  Metal Corp. 94,000 1,734
  Shimamura Co. Ltd. 19,500 1,640
  Rohto Pharmaceutical Co.    
  Ltd. 51,000 1,615
  MOS Food Services Inc. 60,500 1,602
  Nisshin Seifun Group Inc. 77,500 1,542
  Oriental Land Co. Ltd. 16,200 1,524
  Mitsubishi Materials Corp. 51,700 1,431
  Sega Sammy Holdings Inc. 107,300 1,378
  Fuji Media Holdings Inc. 79,700 1,293
  Secom Co. Ltd. 14,800 1,212
  Shimano Inc. 7,600 1,038
  Unicharm Corp. 38,000 1,031
  NH Foods Ltd. 29,000 1,000
  Ezaki Glico Co. Ltd. 19,600 977
  Benesse Holdings Inc. 34,800 970
  Hisamitsu Pharmaceutical    
  Co. Inc. 17,100 964
  Nippon Television Holdings    
  Inc. 59,900 956
  J Front Retailing Co. Ltd. 72,900 955
  Suzuken Co. Ltd. 18,400 931
  Kura Corp. 15,800 916
  Tsumura & Co. 27,900 868
  Sugi Holdings Co. Ltd. 18,200 833
  Marui Group Co. Ltd. 37,200 801
  MEIJI Holdings Co. Ltd. 11,400 756
  Kamigumi Co. Ltd. 36,000 743
  MediPal Holdings Corp. 33,700 721
  Studio Alice Co. Ltd. 28,500 652
  Kewpie Corp. 28,100 646
  Nichirei Corp. 26,800 644
  Hamamatsu Photonics KK 19,000 635
  Earth Corp. 13,200 600
  Bic Camera Inc. 45,200 597
  Yoshinoya Holdings Co. Ltd. 31,400 516
^ UACJ Corp. 20,900 456
  Sundrug Co. Ltd. 12,100 440
      244,332

 

14


 

Global Minimum Volatility Fund  
 
 
 
    Market
    Value
  Shares ($000)
Mexico (0.4%)    
Fomento Economico    
Mexicano SAB de CV    
ADR 121,291 10,318
Grupo Televisa SAB ADR 92,350 1,328
    11,646
Netherlands (0.8%)    
Koninklijke Ahold Delhaize    
NV 674,026 15,429
Heineken NV 45,502 4,094
Akzo Nobel NV 39,643 3,328
Koninklijke KPN NV 366,626 967
Koninklijke Vopak NV 8,000 362
    24,180
New Zealand (0.1%)    
Spark New Zealand Ltd. 1,236,367 3,193
 
Norway (0.3%)    
Orkla ASA 1,103,743 9,525
 
Poland (0.1%)    
Powszechna Kasa    
Oszczednosci Bank    
Polski SA 87,761 912
Powszechny Zaklad    
Ubezpieczen SA 82,022 836
Polski Koncern Naftowy    
ORLEN SA 33,682 810
Bank Polska Kasa Opieki    
SA 24,731 674
    3,232
Singapore (0.5%)    
Oversea-Chinese Banking    
Corp. Ltd. 814,348 6,326
United Overseas Bank Ltd. 306,300 5,416
Singapore    
Telecommunications    
Ltd. 1,339,900 3,061
Singapore Airlines Ltd. 140,540 963
Singapore Technologies    
Engineering Ltd. 267,000 685
Singapore Exchange Ltd. 121,900 603
    17,054
South Africa (0.1%)    
AngloGold Ashanti Ltd.    
ADR 325,726 3,065
 
South Korea (1.8%)    
KT Corp. 510,114 12,834
Korea Zinc Co. Ltd. 34,802 11,607
KT&G Corp. 89,104 7,946
SK Telecom Co. Ltd. 26,464 6,218
S-Oil Corp. 35,502 3,874
Maeil Dairies Co. Ltd. 33,866 2,249
GS Holdings Corp. 51,116 2,182

 

  Samsung Fire & Marine    
  Insurance Co. Ltd. 8,447 2,067
  Kangwon Land Inc. 64,885 1,643
  Woori Bank 101,757 1,410
  Yuhan Corp. 5,881 867
  Macquarie Korea    
  Infrastructure Fund 106,880 850
  Hyundai Department    
  tore Co. Ltd. 6,499 497
      54,244
Spain (0.9%)    
  Enagas SA 274,214 7,270
  Merlin Properties Socimi    
  SA 557,221 6,982
  Red Electrica Corp. SA 222,912 4,616
  Endesa SA 140,657 2,941
  Bankinter SA 213,493 1,749
  Viscofan SA 15,824 947
  Ebro Foods SA 40,418 793
  Acerinox SA 65,321 730
  Telefonica SA 84,013 689
  Mediaset Espana    
  Comunicacion SA 77,727 529
      27,246
Sweden (1.0%)    
  Swedish Match AB 418,420 21,314
  Essity AB Class B 174,354 3,979
  Tele2 AB 225,278 2,558
^ ICA Gruppen AB 61,545 2,177
  Telia Co. AB 450,547 2,028
      32,056
Switzerland (3.2%)    
  Swisscom AG 56,316 25,786
  Sonova Holding AG 95,983 15,653
  Kuehne & Nagel    
  International AG 108,640 15,099
  Logitech International SA 242,391 8,974
  Baloise Holding AG 60,686 8,674
  Partners Group Holding AG 7,766 5,529
  Straumann Holding AG 7,358 5,023
  Flughafen Zurich AG 14,896 2,944
  Swiss Prime Site AG 35,518 2,882
  dormakaba Holding AG 2,472 1,783
  Allreal Holding AG 9,242 1,418
  Chocoladefabriken Lindt &    
  Spruengli AG 178 1,227
  Siegfried Holding AG 2,483 996
2 Sunrise Communications    
  Group AG 7,436 655
  Swiss Life Holding AG 1,704 643
      97,286
Taiwan (0.7%)    
  Taiwan Semiconductor    
  Manufacturing Co. Ltd.    
  ADR 290,485 11,067

 

15


 

Global Minimum Volatility Fund  
 
 
 
      Market
      Value
    Shares ($000)
  Chunghwa Telecom Co.    
  Ltd. ADR 212,819 7,466
  United Microelectronics    
  Corp. ADR 995,508 1,872
      20,405
United Kingdom (5.3%)    
  GlaxoSmithKline plc 1,172,613 22,711
  Wm Morrison    
  Supermarkets plc 3,751,538 11,886
  Coca-Cola HBC AG 364,790 10,775
  Informa plc 1,150,577 10,500
  B&M European Value    
  Retail SA 1,847,437 9,831
  RSA Insurance Group plc 1,003,753 7,219
  Royal Dutch Shell plc    
  Class B 220,000 7,175
  Smith & Nephew plc 436,406 7,094
  Rightmove plc 1,122,620 6,480
  Tate & Lyle plc 639,600 5,499
  Compass Group plc 273,047 5,371
  Segro plc 565,602 4,434
  AstraZeneca plc 57,793 4,421
  Legal & General Group    
  plc 1,234,390 3,961
  Marks & Spencer Group    
  plc 945,795 3,577
  Pearson plc 265,908 3,055
  InterContinental Hotels    
  Group plc 56,328 2,956
  British Land Co. plc 357,187 2,698
  Whitbread plc 42,714 2,402
  Tesco plc 858,633 2,338
  SSE plc 157,578 2,297
2 Merlin Entertainments plc 532,359 2,199
  WH Smith plc 82,727 2,056
  UDG Healthcare plc 205,596 1,658
  Meggitt plc 217,708 1,473
  Inchcape plc 208,142 1,438
  Antofagasta plc 136,063 1,362
  BAE Systems plc 189,630 1,272
  Centrica plc 625,777 1,175
  DCC plc 12,780 1,095
  Next plc 15,409 1,024
  UK Commercial Property    
  REIT Ltd. 899,207 1,008
  Croda International plc 15,997 985
  ITV plc 419,590 796
  Direct Line Insurance    
  Group plc 180,567 759
  F&C Commercial Property  
  Trust Ltd. 434,498 747
  Derwent London plc 19,681 736
  St. James’s Place plc 54,849 709
  Associated British Foods    
  plc 22,516 686

 

  Kingfisher plc 203,970 662
  J Sainsbury plc 165,110 656
  Paddy Power Betfair plc 7,479 641
  Land Securities Group plc 58,496 636
  Schroders plc 18,169 622
* Indivior plc 234,263 564
  Reckitt Benckiser Group plc 6,727 544
  TUI AG 29,315 486
* BTG plc 62,378 439
  Saga plc 229,498 349
      163,457
United States (54.9%)    
Communication Services (1.6%)  
* Madison Square Garden Co.  
  Class A 49,190 13,607
  Omnicom Group Inc. 140,118 10,414
  Cable One Inc. 6,498 5,820
  John Wiley & Sons Inc.    
  Class A 105,106 5,701
* Live Nation Entertainment    
  Inc. 37,610 1,967
  Tribune Media Co. Class A 45,394 1,725
* Zayo Group Holdings Inc. 57,030 1,704
  New York Times Co. Class A 60,550 1,599
  Cinemark Holdings Inc. 34,226 1,423
* Liberty Media Corp-Liberty    
  Formula One 34,303 1,135
* Liberty Media Corp-Liberty    
  SiriusXM Class C 25,431 1,050
* Liberty Media Corp-Liberty    
  SiriusXM Class A 19,623 809
  News Corp. Class A 57,416 757
* Vonage Holdings Corp. 51,969 689
      48,400
Consumer Discretionary (4.8%)  
  Service Corp. International 544,011 22,560
  Yum China Holdings Inc. 403,479 14,558
  TJX Cos. Inc. 113,864 12,511
* Grand Canyon Education    
  Inc. 98,053 12,227
* Bright Horizons Family    
  Solutions Inc. 83,386 9,582
  Ross Stores Inc. 81,351 8,054
  Pool Corp. 40,381 5,886
* Burlington Stores Inc. 33,660 5,772
  Darden Restaurants Inc. 53,265 5,675
  Aramark 134,505 4,831
  Vail Resorts Inc. 18,773 4,718
  Dunkin’ Brands Group Inc. 60,533 4,392
  Churchill Downs Inc. 16,038 4,003
  Hyatt Hotels Corp. Class A 56,778 3,929
* Five Below Inc. 32,337 3,681
^ Cracker Barrel Old Country    
  Store Inc. 18,083 2,869
  Hasbro Inc. 28,527 2,616

 

16


 

Global Minimum Volatility Fund  
 
 
 
      Market
      Value
    Shares ($000)
* ServiceMaster Global    
  Holdings Inc. 53,676 2,302
  Graham Holdings Co. Class B 3,895 2,263
  Genuine Parts Co. 22,435 2,197
  Choice Hotels International    
  Inc. 21,749 1,596
  Yum! Brands Inc. 17,076 1,544
* Murphy USA Inc. 15,687 1,265
  Columbia Sportswear Co. 13,032 1,177
  Texas Roadhouse Inc.    
  Class A 17,927 1,084
  Extended Stay America Inc. 59,080 962
  Aaron’s Inc. 18,457 870
  Callaway Golf Co. 32,446 694
  Wolverine World Wide Inc. 19,535 687
  Lithia Motors Inc. Class A 7,560 674
  Caleres Inc. 17,496 598
* Adtalem Global Education    
  Inc. 9,000 456
      146,233
Consumer Staples (4.2%)    
  Church & Dwight Co. Inc. 496,058 29,451
  Archer-Daniels-Midland Co.  275,461 13,015
  Colgate-Palmolive Co. 200,380 11,933
  Vector Group Ltd. 869,258 11,752
3 Clorox Co. 61,405 9,115
  Coca-Cola Co. 164,700 7,886
  Kimberly-Clark Corp. 66,329 6,918
  Costco Wholesale Corp. 30,000 6,859
  Procter & Gamble Co. 73,366 6,506
  Lancaster Colony Corp. 37,365 6,404
  Sysco Corp. 66,363 4,734
  Hershey Co. 33,995 3,642
  Hormel Foods Corp. 72,386 3,159
  Bunge Ltd. 46,355 2,865
  J&J Snack Foods Corp. 8,387 1,310
  Coca-Cola European    
  Partners plc 27,089 1,232
  PriceSmart Inc. 13,028 914
  Lamb Weston Holdings Inc. 11,451 895
      128,590
Energy (0.2%)    
  ONEOK Inc. 71,694 4,703
  Cabot Oil & Gas Corp. 48,040 1,164
  Ship Finance International    
  Ltd. 77,542 969
      6,836
Financials (11.4%)    
  Starwood Property Trust    
  Inc. 2,117,399 45,990
  Blackstone Mortgage    
  Trust Inc. Class A 1,213,930 40,958
  Apollo Commercial Real    
  Estate Finance Inc. 1,276,038 23,875
  AGNC Investment Corp. 1,317,421 23,503

 

  RenaissanceRe Holdings    
  Ltd. 149,865 18,308
4 Brown & Brown Inc. 539,994 15,217
  New Residential    
  Investment Corp. 839,190 15,005
  Arthur J Gallagher & Co. 197,062 14,585
  Washington Federal Inc. 478,903 13,486
  Two Harbors Investment    
  Corp. 741,978 10,900
  White Mountains Insurance    
  Group Ltd. 11,576 10,264
  Marsh & McLennan Cos.    
  Inc. 115,997 9,831
  Annaly Capital    
  Management Inc. 973,089 9,604
  Torchmark Corp. 103,643 8,774
  Bank of Hawaii Corp. 89,616 7,029
  Aon plc 38,384 5,995
  Capitol Federal Financial    
  Inc. 455,900 5,658
  ProAssurance Corp. 115,023 5,052
  MFA Financial Inc. 671,474 4,653
  Commerce Bancshares Inc. 72,856 4,634
* Arch Capital Group Ltd. 153,715 4,361
  Chimera Investment Corp. 224,401 4,174
  WR Berkley Corp. 50,652 3,844
  TFS Financial Corp. 219,700 3,232
  American Financial Group    
  Inc. 32,163 3,217
  Old Republic International    
  Corp. 139,839 3,083
  Oritani Financial Corp. 206,400 3,015
  Willis Towers Watson plc 16,123 2,308
* Markel Corp. 2,040 2,230
  Northwest Bancshares Inc. 128,863 2,080
  Invesco Mortgage Capital    
  Inc. 114,359 1,725
  Everest Re Group Ltd. 7,759 1,690
  Capstead Mortgage Corp. 241,849 1,659
  People’s United Financial    
  Inc. 99,682 1,561
  Loews Corp. 32,594 1,518
  First Hawaiian Inc. 55,251 1,369
  Fidelity National Financial    
  Inc. 38,990 1,304
  Alleghany Corp. 1,988 1,194
  Cullen/Frost Bankers Inc. 12,049 1,180
  Investors Bancorp Inc. 102,965 1,151
  Granite Point Mortgage    
  Trust Inc. 54,907 1,022
  Mercury General Corp. 13,894 824
  Primerica Inc. 6,617 726
  ARMOUR Residential REIT    
  Inc. 32,000 697
  FNB Corp. 58,304 690

 

17


 

Global Minimum Volatility Fund  
 
 
 
      Market
      Value
    Shares ($000)
  Hanover Insurance Group Inc. 6,124 682
  Redwood Trust Inc. 36,230 595
  Old National Bancorp 32,114 573
  Safety Insurance Group Inc. 6,600 550
  Cathay General Bancorp 14,272 538
  IBERIABANK Corp. 7,000 521
  Trustmark Corp. 16,020 493
  Home BancShares Inc. 25,860 492
  First Citizens BancShares    
  Inc. Class A 1,000 427
  First Financial Bankshares    
  Inc. 5,000 295
  PennyMac Mortgage    
  Investment Trust 13,255 256
  Independent Bank Corp. 3,000 235
  First Midwest Bancorp Inc. 10,000 230
      349,062
Health Care (5.4%)    
3 Quest Diagnostics Inc. 302,877 28,504
  Chemed Corp. 86,984 26,472
*,3 Premier Inc. Class A 298,112 13,415
* Centene Corp. 101,608 13,242
  Cigna Corp. 58,801 12,572
  Eli Lilly & Co. 109,666 11,892
  HCA Healthcare Inc. 52,583 7,021
  Universal Health Services    
  Inc. Class B 53,444 6,497
* Henry Schein Inc. 67,355 5,590
* Laboratory Corp. of America    
  Holdings 34,695 5,570
  Humana Inc. 17,288 5,539
  Pfizer Inc. 113,097 4,870
* Molina Healthcare Inc. 29,582 3,750
  Encompass Health Corp. 55,042 3,704
  STERIS plc 29,223 3,194
* DaVita Inc. 45,209 3,044
* WellCare Health Plans Inc. 9,794 2,703
* Varian Medical Systems Inc. 20,456 2,442
  West Pharmaceutical    
  Services Inc. 14,204 1,505
* Tivity Health Inc. 41,562 1,430
* LHC Group Inc. 8,876 812
* Magellan Health Inc. 12,294 800
* Amedisys Inc. 5,554 611
* China Biologic Products    
  Holdings Inc. 8,243 548
      165,727
Industrials (5.1%)    
  Expeditors International of    
  Washington Inc. 429,090 28,826
  Waste Management Inc. 276,960 24,780
  Republic Services Inc.    
  Class A 289,648 21,052
  Harris Corp. 108,243 16,097
  BWX Technologies Inc. 247,041 14,442

 

  Rollins Inc. 206,167 12,205
  Carlisle Cos. Inc. 61,603 5,950
* AerCap Holdings NV 103,556 5,186
  Hexcel Corp. 74,622 4,367
  Cintas Corp. 22,330 4,061
* Teledyne Technologies Inc. 17,400 3,850
  General Dynamics Corp. 20,100 3,469
  National Presto Industries    
  Inc. 17,011 2,121
  Curtiss-Wright Corp. 12,397 1,357
  EMCOR Group Inc. 18,738 1,330
* AECOM 37,956 1,106
  Macquarie Infrastructure    
  Corp. 27,341 1,010
  UniFirst Corp. 5,821 869
  HEICO Corp. 10,113 848
  Comfort Systems USA Inc. 13,695 732
  MSA Safety Inc. 6,534 682
  Valmont Industries Inc. 5,378 669
  Deluxe Corp. 9,002 425
      155,434
Information Technology (9.0%)  
3 Jack Henry & Associates    
  Inc. 281,537 42,183
  Amdocs Ltd. 630,040 39,863
  Broadridge Financial    
  Solutions Inc. 275,256 32,188
  Fidelity National Information    
  Services Inc. 272,519 28,369
3 Paychex Inc. 353,707 23,164
  MAXIMUS Inc. 173,647 11,282
  Motorola Solutions Inc. 78,062 9,567
* Fiserv Inc. 115,386 9,150
  Automatic Data Processing    
  Inc. 60,455 8,710
  Genpact Ltd. 278,103 7,623
  Amphenol Corp. Class A 82,408 7,376
* Synopsys Inc. 67,688 6,060
* Tyler Technologies Inc. 24,828 5,255
  Booz Allen Hamilton Holding    
  Corp. Class A 102,212 5,064
  Juniper Networks Inc. 156,113 4,569
  Dolby Laboratories Inc.    
  Class A 59,626 4,103
* F5 Networks Inc. 22,708 3,980
  FLIR Systems Inc. 74,832 3,466
* Black Knight Inc. 62,108 3,029
  InterDigital Inc. 41,765 2,963
* Bottomline Technologies    
  DE Inc. 38,975 2,597
* Check Point Software    
  Technologies Ltd. 23,274 2,583
  CDK Global Inc. 43,763 2,505
  Western Union Co. 135,346 2,442
* Euronet Worldwide Inc. 14,108 1,569

 

18


 

Global Minimum Volatility Fund  
 
 
 
      Market
      Value
    Shares ($000)
* ExlService Holdings Inc. 19,412 1,244
* ARRIS International plc 40,521 1,008
* InterXion Holding NV 15,315 902
^,* ViaSat Inc. 13,617 868
* CACI International Inc.    
  Class A 4,783 854
* CoreLogic Inc. 17,606 715
* Viavi Solutions Inc. 58,513 675
* EPAM Systems Inc. 5,057 604
      276,530
Materials (2.5%)    
  AptarGroup Inc. 269,622 27,491
  Kaiser Aluminum Corp. 151,369 14,436
  Sonoco Products Co. 199,070 10,865
  Avery Dennison Corp. 64,931 5,891
  Royal Gold Inc. 62,016 4,752
  Compass Minerals    
  International Inc. 75,877 3,681
  Newmont Mining Corp. 93,385 2,887
  Reliance Steel &    
  Aluminum Co. 27,134 2,141
  Bemis Co. Inc. 42,690 1,954
  Silgan Holdings Inc. 33,250 799
  Sensient Technologies Corp.   8,876 576
      75,473
Real Estate (6.7%)    
  Equity Commonwealth 863,590 25,718
  Mid-America Apartment    
  Communities Inc. 162,078 15,837
  Highwoods Properties Inc.   283,495 12,088
  Rayonier Inc. 379,328 11,456
  PS Business Parks Inc. 86,994 11,361
  Equity LifeStyle Properties    
  Inc. 107,882 10,215
4 Apple Hospitality REIT Inc.   571,933 9,248
  Lamar Advertising Co.    
  Class A 116,889 8,570
  UDR Inc. 175,503 6,878
  WP Carey Inc. 91,102 6,014
4 Hudson Pacific Properties    
  Inc. 187,041 5,667
  Camden Property Trust 57,562 5,196
  Sun Communities Inc. 50,564 5,080
  EastGroup Properties Inc. 52,849 5,062
  STAG Industrial Inc. 187,110 4,951
  American Homes 4 Rent    
  Class A 204,147 4,301
  First Industrial Realty    
  Trust Inc. 139,199 4,273
  Gaming and Leisure    
  Properties Inc. 112,776 3,800
  Douglas Emmett Inc. 98,502 3,565
  Life Storage Inc. 33,170 3,123
  Piedmont Office Realty    
  Trust Inc. Class A 161,294 2,907

 

  Empire State Realty Trust    
  Inc. 175,348 2,781
  National Health Investors    
  Inc. 37,412 2,748
  Healthcare Realty Trust Inc. 97,524 2,717
  Rexford Industrial Realty Inc. 78,188 2,476
  Terreno Realty Corp. 58,765 2,200
  Cousins Properties Inc. 262,880 2,185
  Liberty Property Trust 49,083 2,055
  AvalonBay Communities Inc. 10,754 1,886
  Healthcare Trust of America    
  Inc. Class A 61,219 1,608
  Medical Properties Trust Inc. 106,807 1,587
^ National Retail Properties    
  Inc. 33,465 1,565
  Invitation Homes Inc. 67,685 1,481
  Duke Realty Corp. 50,390 1,389
  CubeSmart 47,614 1,380
  Weyerhaeuser Co. 49,320 1,313
  Kilroy Realty Corp. 17,238 1,187
  Outfront Media Inc. 64,294 1,139
  CorePoint Lodging Inc. 58,159 952
  Urstadt Biddle Properties    
  Inc. Class A 40,998 816
  Alexandria Real Estate    
  Equities Inc. 5,878 719
  Corporate Office Properties    
  Trust 25,619 662
  Ryman Hospitality    
  Properties Inc. 8,425 654
  Brandywine Realty Trust 45,892 645
  Hospitality Properties Trust 24,687 633
  VEREIT Inc. 82,255 603
  Universal Health Realty    
  Income Trust 8,800 564
  Paramount Group Inc. 38,100 545
      203,800
Utilities (4.0%)    
  IDACORP Inc. 201,663 18,807
3 Ameren Corp. 192,534 12,434
  Hawaiian Electric Industries    
  Inc. 310,402 11,578
  NorthWestern Corp. 183,765 10,798
  ALLETE Inc. 132,946 9,838
  Portland General Electric Co. 182,616 8,232
  OGE Energy Corp. 176,784 6,391
  MDU Resources Group Inc. 253,723 6,333
  Southern Co. 133,667 6,019
  DTE Energy Co. 44,247 4,973
  FirstEnergy Corp. 119,247 4,446
  CMS Energy Corp. 77,812 3,853
  WEC Energy Group Inc. 51,120 3,497
  Pinnacle West Capital Corp. 37,117 3,053
  NiSource Inc. 117,675 2,984
  El Paso Electric Co. 50,531 2,883

 

19


 

Global Minimum Volatility Fund  
 
 
 
    Market
    Value
  Shares ($000)
Eversource Energy 36,445 2,306
Alliant Energy Corp. 47,673 2,049
Evergy Inc. 21,457 1,201
Black Hills Corp. 13,028 775
    122,450
    1,678,535
Total Common Stocks    
(Cost $2,868,313)   3,034,830
Temporary Cash Investments (1.1%)1  
Money Market Fund (1.1%)    
5,6 Vanguard Market Liquidity    
Fund, 2.308% 316,720 31,672
 
  Face  
  Amount  
  ($000)  
U. S. Government and Agency Obligations (0.0%)
4 United States Treasury    
Bill, 2.088%, 12/27/18 1,000 996
Total Temporary Cash Investments  
(Cost $32,668)   32,668
Total Investments (100.3%)    
(Cost $2,900,981)   3,067,498
 
    Amount
    ($000)
Other Assets and Liabilities (-0.3%)  
Other Assets    
Investment in Vanguard   161
Receivables for Accrued Income 5,924
Receivables for Capital Shares Issued 2,763
Variation Margin Receivable—    
Futures Contracts   105
Unrealized Appreciation—    
Forwards Contracts   11,982
Other Assets   184
Total Other Assets   21,119
Liabilities    
Payables for Investment Securities  
Purchased   (5,098)
Collateral for Securities on Loan   (22,047)
Payables for Capital Shares Redeemed (1,444)
Payables to Vanguard   (510)
Variation Margin Payable—    
Futures Contracts   (9)
Unrealized Depreciation—    
Forwards Contracts   (1,762)
Total Liabilities   (30,870)
Net Assets (100%)   3,057,747

 

At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 2,697,348
Total Distributable Earnings (Loss) 360,399
Net Assets 3,057,747
 
 
Investor Shares—Net Assets  
Applicable to 37,412,087 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 515,362
Net Asset Value Per Share—  
Investor Shares $13.78
 
 
Admiral Shares—Net Assets  
Applicable to 92,183,094 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 2,542,385
Net Asset Value Per Share—  
Admiral Shares $27.58

 

See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers.
The total value of securities on loan is $20,965,000.
* Non-income-producing security.
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 99.7% and 0.6%, respectively, of net assets.
2 Security exempt from registration under Rule 144A of the
Securities Act of 1933. Such securities may be sold in
transactions exempt from registration, normally to qualified
institutional buyers. At October 31, 2018, the aggregate value
of these securities was $8,718,000, representing 0.3% of
net assets.
3 Securities with a value of $3,359,000 have been segregated
as collateral for open forward currency contracts.
4 Securities with a value of $1,172,000 have been segregated as
initial margin for open futures contracts.
5 Affiliated money market fund available only to Vanguard funds
and certain trusts and accounts managed by Vanguard. Rate
shown is the 7-day yield.
6 Includes $22,047,000 of collateral received for securities
on loan.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
REIT—Real Estate Investment Trust.

 


 

Global Minimum Volatility Fund            
 
 
Derivative Financial Instruments Outstanding as of Period End      
 
Futures Contracts            
            ($000)
            Value and
      Number of   Unrealized
      Long (Short) Notional Appreciation
    Expiration Contracts Amount (Depreciation)
Long Futures Contracts            
E-mini S&P 500 Index December 2018   76 10,302 130
FTSE 100 Index December 2018   14 1,272 (18)
Dow Jones EURO STOXX 50 Index December 2018   34 1,230 (57)
Topix Index December 2018   5 727 5
S&P ASX 200 Index December 2018   6 616 (35)
            25
 
 
Forward Currency Contracts            
            Unrealized
  Contract         Appreciation
  Settlement Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Deutsche Bank AG 11/15/18 TWD 494,646 USD 15,990 12
Goldman Sachs International 11/15/18 JPY  1,290,037  USD 11,491 (45)
BNP Paribas 11/15/18 USD 279,532 EUR 243,531 3,366
Deutsche Bank AG 11/15/18 USD 248,592 JPY 28,102,783 (740)
Toronto-Dominion Bank 11/15/18 USD 163,664 GBP 125,077 3,686
Toronto-Dominion Bank 11/15/18 USD 124,164 CAD 161,131 1,734
Toronto-Dominion Bank 11/15/18 USD 98,793 CHF 97,952 1,405
Deutsche Bank AG 11/15/18 USD 92,591 AUD 131,059 (233)
Toronto-Dominion Bank 11/15/18 USD 88,807 HKD 695,435 76
Deutsche Bank AG 11/15/18 USD 57,027 KRW 64,673,941 251
Goldman Sachs International 11/15/18 USD 43,632 INR 3,253,406 (284)
BNP Paribas 11/15/18 USD 35,755 TWD 1,108,589 (109)
Deutsche Bank AG 11/15/18 USD 31,726 SEK 288,804 128
Toronto-Dominion Bank 11/16/18 USD 24,453 BRL 91,801 (175)
Goldman Sachs International 11/15/18 USD 17,568 SGD 24,347 (14)
Goldman Sachs International 11/15/18 USD 14,741 DKK 95,734 189
Goldman Sachs International 11/15/18 USD 13,224 MXN 253,082 796
Goldman Sachs International 11/15/18 USD 9,350 EUR 8,256 (13)
BNP Paribas 11/15/18 USD 8,497 NOK 70,423 138

 

21


 

Global Minimum Volatility Fund            
 
 
Forward Currency Contracts (continued)          
            Unrealized
  Contract         Appreciation
  Settlement Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Deutsche Bank AG 11/15/18 USD 6,604 IDR 101,881,401 (85)
BNP Paribas 11/15/18 USD 5,675 ILS 20,615 127
Goldman Sachs International 11/15/18 USD 3,448 CLP 2,348,307 72
BNP Paribas 11/15/18 USD 3,100 NZD 4,819 (44)
Goldman Sachs International 11/15/18 USD 1,716 HKD 13,434 2
Goldman Sachs International 11/15/18 USD 1,517 ZAR 22,667 (17)
Goldman Sachs International 11/15/18 USD 593 JPY 67,058 (2)
Goldman Sachs International 11/15/18 USD 52 NZD 81 (1)
            10,220

 

AUD—Australian dollar.
BRL—Brazilian real.
CAD—Canadian dollar.
CHF—Swiss franc.
CLP—Chilean peso.
DKK—Danish krone.
EUR—Euro.
GBP—British pound.
HKD—Hong Kong dollar.
IDR—Indonesian rupiah.
ILS—Israeli shekel.
INR—Indian rupee.
JPY—Japanese yen.
KRW—Korean won.
MXN—Mexican peso.
NOK—Norwegian krone.
NZD—New Zealand dollar.
SEK—Swedish krona.
SGD—Singapore dollar.
TWD—Taiwanese dollar.
USD—U.S. dollar.
ZAR—South African rand.

At October 31, 2018, the counterparties had deposited in segregated accounts securities with a value of $9,693,000 in connection with open forward currency contracts. After October 31, 2018, the counterparties posted additional collateral of $1,603,000 in connection with open forward currency contracts as of October 31, 2018.

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

22


 

Global Minimum Volatility Fund  
 
 
Statement of Operations  
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends1 74,040
Interest 2 360
Securities Lending—Net 638
Total Income 75,038
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,254
Management and Administrative—Investor Shares 783
Management and Administrative—Admiral Shares 1,698
Marketing and Distribution—Investor Shares 106
Marketing and Distribution—Admiral Shares 165
Custodian Fees 210
Auditing Fees 45
Shareholders’ Reports and Proxy—Investor Shares 16
Shareholders’ Reports and Proxy—Admiral Shares 26
Trustees’ Fees and Expenses 2
Total Expenses 4,305
Net Investment Income 70,733
Realized Net Gain (Loss)  
Investment Securities Sold 2 93,642
Futures Contracts 603
Forward Currency Contracts 58,203
Foreign Currencies (2)
Realized Net Gain (Loss) 152,446
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2 (146,981)
Futures Contracts (164)
Forward Currency Contracts 4,700
Foreign Currencies 6
Change in Unrealized Appreciation (Depreciation) (142,439)
Net Increase (Decrease) in Net Assets Resulting from Operations 80,740

1 Dividends are net of foreign withholding taxes of $3,542,000.
2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund
were $336,000, ($4,000), and $1,000, respectively. Purchases and sales are for temporary cash investment purposes.

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

23


 

Global Minimum Volatility Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 70,733 48,457
Realized Net Gain (Loss) 152,446 7,873
Change in Unrealized Appreciation (Depreciation) (142,439) 229,772
Net Increase (Decrease) in Net Assets Resulting from Operations 80,740 286,102
Distributions    
Net Investment Income    
Investor Shares (12,387) (11,274)
Admiral Shares (40,756) (32,305)
Realized Capital Gain    
Investor Shares
Admiral Shares
Total Distributions (53,143) (43,579)
Capital Share Transactions    
Investor Shares (31,299) 57,675
Admiral Shares 822,933 367,340
Net Increase (Decrease) from Capital Share Transactions 791,634 425,015
Total Increase (Decrease) 819,231 667,538
Net Assets    
Beginning of Period 2,238,516 1,570,978
End of Period 3,057,747 2,238,516

 

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

24


 

Global Minimum Volatility Fund          
 
 
Financial Highlights          
 
 
Investor Shares          
          Dec. 12,
          20131 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $13.57 $11.92 $11.81 $11.41 $10.00
Investment Operations          
Net Investment Income . 374 2 .3242 .293 .2882 .262
Net Realized and Unrealized Gain (Loss)          
on Investments .148 1.650 .181 .795 1.172
Total from Investment Operations .522 1.974 .474 1.083 1.434
Distributions          
Dividends from Net Investment Income (. 312) (. 324) (. 205) (. 280) (. 024)
Distributions from Realized Capital Gains (.159) (.403)
Total Distributions (. 312) (. 324) (. 364) (. 683) (. 024)
Net Asset Value, End of Period $13.78 $13.57 $11.92 $11.81 $11.41
 
Total Return3 3.89% 16.93% 4.23% 9.93% 14.37%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $515 $539 $419 $451 $360
Ratio of Total Expenses to Average Net Assets 0.23% 0.25% 0.25% 0.27% 0.30%4
Ratio of Net Investment Income to          
Average Net Assets 2.66% 2.54% 2.63% 2.52% 3.18%4
Portfolio Turnover Rate 24% 37% 58% 57% 49%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
4 Annualized.

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

25


 

Global Minimum Volatility Fund          
 
 
Financial Highlights          
 
 
Admiral Shares          
          Dec. 12,
          20131 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $27.15 $23.86 $23.62 $22.83 $20.00
Investment Operations          
Net Investment Income .758 2 .668 2 .608 .605 2 .546
Net Realized and Unrealized Gain (Loss)          
on Investments .297 3.295 .377 1.576 2.332
Total from Investment Operations 1.055 3.963 .985 2.181 2.878
Distributions          
Dividends from Net Investment Income (. 625) (. 673) (. 427) (. 585) (. 048)
Distributions from Realized Capital Gains (.318) (.806)
Total Distributions (. 625) (. 673) (.745) (1.391) (. 048)
Net Asset Value, End of Period $27.58 $27.15 $23.86 $23.62 $22.83
 
Total Return3 3.93% 16.99% 4.39% 10.00% 14.42%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $2,542 $1,699 $1,152 $757 $115
Ratio of Total Expenses to Average Net Assets 0.15% 0.17% 0.17% 0.21% 0.20%4
Ratio of Net Investment Income to          
Average Net Assets 2.74% 2.62% 2.71% 2.58% 3.28%4
Portfolio Turnover Rate 24% 37% 58% 57% 49%

1 Inception.
2 Calculated based on average shares outstanding.
3 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
4 Annualized.

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

26


 

Global Minimum Volatility Fund

Notes to Financial Statements

Vanguard Global Minimum Volatility Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. To minimize the currency risk and volatility associated with investment in securities denominated in currencies other than the U.S. dollar, the fund attempts to hedge its currency exposure. 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 affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

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

3. Futures and Forward Currency 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

27


 

Global Minimum Volatility Fund

risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

The fund enters into forward currency contracts to protect the value of securities and related receivables and payables against changes in future foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. 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 gains (losses) on futures or forward currency contracts.

During the year ended October 31, 2018, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund’s average investment in forward currency contracts represented 47% of net assets, based on the average of the notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

28


 

Global Minimum Volatility Fund

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $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 October 31, 2018, or at any time during the period then ended.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities 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.

29


 

Global Minimum Volatility Fund

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $161,000, representing 0.01% of the fund’s net assets and 0.06% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

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

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

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

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—International 279,560 1,076,735
Common Stocks—United States 1,678,535
Temporary Cash Investments 31,672 996
Futures Contracts—Assets1 105
Futures Contracts—Liabilities1 (9)
Forward Currency Contracts—Assets 11,982
Forward Currency Contracts—Liabilities (1,762)
Total 1,989,863 1,087,951
1 Represents variation margin on the last day of the reporting period.      

 

30


 

Global Minimum Volatility Fund

D. At October 31, 2018, the fair values of derivatives were reflected in the Statement of Net Assets as follows:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Statement of Net Assets Caption ($000) ($000) ($000)
Variation Margin Receivable—Futures Contracts 105 105
Unrealized Appreciation—Forward Currency Contracts 11,982 11,982
Total Assets 105 11,982 12,087
 
Variation Margin Payable—Futures Contracts (9) (9)
Unrealized Depreciation—Forward Currency Contracts (1,762) (1,762)
Total Liabilities (9) (1,762) (1,771)

 

Realized net gain (loss) and the change in unrealized appreciation (depreciation) on derivatives for the year ended October 31, 2018, were:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Realized Net Gain (Loss) on Derivatives ($000) ($000) ($000)
Futures Contracts 603 603
Forward Currency Contracts 58,203 58,203
Realized Net Gain (Loss) on Derivatives 603 58,203 58,806
 
Change in Unrealized Appreciation (Depreciation) on Derivatives      
Futures Contracts (164) (164)
Forward Currency Contracts 4,700 4,700
Change in Unrealized Appreciation (Depreciation) on Derivatives (164) 4,700 4,536

 

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

  Amount
  ($000)
Paid-in Capital 10,425
Total Distributable Earnings (Loss) (10,425)

 

31


 

Global Minimum Volatility Fund

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales, the realization of unrealized gains or losses on certain futures contracts and forward currency contracts, and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 99,275
Undistributed Long-Term Gains 97,243
Capital Loss Carryforwards (Non-expiring)*
Net Unrealized Gains (Losses) 164,166

 

* The fund used capital loss carryforwards of $7,155,000 to offset taxable capital gains realized during the year ended October 31, 2018, reducing the amount of capital gains that would otherwise be available to distribute to shareholders.

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 2,903,324
Gross Unrealized Appreciation 324,180
Gross Unrealized Depreciation (159,964)
Net Unrealized Appreciation (Depreciation) 164,216

 

F. During the year ended October 31, 2018, the fund purchased $1,478,756,000 of investment securities and sold $614,859,000 of investment securities, other than temporary cash investments.

32


 

Global Minimum Volatility Fund

G. Capital share transactions for each class of shares were:      
      Year Ended October 31,
    2018   2017
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 148,795 10,734 195,539 15,366
Issued in Lieu of Cash Distributions 11,552 854 10,598 886
Redeemed (191,646) (13,898) (148,462) (11,703)
Net Increase (Decrease)—Investor Shares (31,299) (2,310) 57,675 4,549
Admiral Shares        
Issued 1,279,510 46,244 705,355 27,658
Issued in Lieu of Cash Distributions 35,011 1,294 28,030 1,172
Redeemed (491,588) (17,935) (366,045) (14,509)
Net Increase (Decrease)—Admiral Shares 822,933 29,603 367,340 14,321

 

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

33


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard Global Minimum Volatility Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard Global Minimum Volatility Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 18, 2018

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

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Special 2018 tax information (unaudited) for Vanguard Global Minimum Volatility Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $38,885,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 20.7% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

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Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Global Minimum Volatility Fund Investor Shares
Periods Ended October 31, 2018

    Since
  One Inception
  Year (12/12/2013)
Returns Before Taxes 3.89% 9.98%
Returns After Taxes on Distributions 3.21 9.00
Returns After Taxes on Distributions and Sale of Fund Shares 2.56 7.57

 

36


 

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.

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Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Global Minimum Volatility Fund 4/30/2018 10/31/2018 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,018.48 $1.07
Admiral Shares 1,000.00 1,018.09 0.66
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.15 $1.07
Admiral Shares 1,000.00 1,024.55 0.66

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 0.21% for Investor Shares and 0.13% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

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Glossary

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.

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.

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.

39


 

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.

40


 

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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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 > 800-662-7447 Source for Bloomberg Barclays indexes: Bloomberg
Direct Investor Account Services > 800-662-2739 Index Services Limited. Copyright 2018, Bloomberg. All
Institutional Investor Services > 800-523-1036  rights reserved.
Text Telephone for People  
Who Are Deaf or Hard of Hearing > 800-749-7273  CFA® is a registered trademark owned by CFA Institute.
 
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 information about your fund on the  
SEC’s website, and you can receive copies of this  
information, for a fee, by sending a request via email  
addressed to publicinfo@sec.gov.  
  © 2018 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q11940 122018

 


 

Annual Report | October 31, 2018
Vanguard High Dividend Yield Index 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. 3
Fund Profile. 5
Performance Summary. 7
Financial Statements. 9
Your Fund’s After-Tax Returns. 27
About Your Fund’s Expenses. 28
Glossary. 30

 

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.


 

Your Fund’s Performance at a Glance

• For the 12 months ended October 31, 2018, Vanguard High Dividend Yield Index Fund returned 3.96% for Investor Shares. That performance was in line with the 4.12% return of its benchmark after taking into account the costs of running the fund, and it was more than the 3.07% average return of its peers.

• Stocks rallied through early 2018 on robust global economic momentum, but the environment grew more challenging—especially in late winter and just before the close of the period—amid concerns that included flagging growth outside the United States, inflation at home, and flare-ups in trade tensions.

• U.S. companies that are committed to paying larger-than-average dividends underperformed the broad U.S. stock market.

• The fund posted positive results in six of its ten market sectors. Consumer services and health care stood out, with double-digit returns. Basic materials lagged the most.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total
  Returns
Vanguard High Dividend Yield Index Fund  
Investor Shares 3.96%
ETF Shares  
Market Price 4.00
Net Asset Value 4.05
FTSE High Dividend Yield Index 4.12
Equity Income Funds Average 3.07

Equity Income Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.

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

1


 

Total Returns: Ten Years Ended October 31, 2018  
  Average
  Annual Return
High Dividend Yield Index Fund Investor Shares 12.12%
FTSE High Dividend Yield Index 12.32
Equity Income Funds Average 10.47
Equity Income Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

The figures shown represent past performance, which is not a guarantee of future results. (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.

 

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor ETF Peer Group
  Shares Shares Average
High Dividend Yield Index Fund 0.15% 0.08% 1.15%

The fund expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the fund’s expense ratios were 0.14% for Investor Shares and 0.06% for ETF 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: Equity Income Funds.

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CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

High Dividend Yield Index Fund

Fund Profile

As of October 31, 2018

Share-Class Characteristics  
  Investor ETF
  Shares Shares
Ticker Symbol VHDYX VYM
Expense Ratio1 0.15% 0.08%
30-Day SEC Yield 3.25% 3.35%

 

Portfolio Characteristics    
    FTSE High DJ
    Dividend U.S. Total
    Yield Market
  Fund Index FA Index
Number of Stocks 402 398 3,806
Median Market      
Cap $104.9B $104.9B $71.6B
Price/Earnings      
Ratio 15.3x 15.4x 18.5x
Price/Book Ratio 2.4x 2.4x 2.9x
Return on Equity 15.4% 15.2% 15.0%
Earnings Growth      
Rate 3.3% 3.5% 8.2%
Dividend Yield 3.2% 3.2% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate 13%
Short-Term      
Reserves -0.2%

 

Volatility Measures    
  FTSE High DJ
  Dividend U.S. Total
  Yield Market
  Index FA Index
R-Squared 1.00 0.85
Beta 1.00 0.76

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

 

Sector Diversification (% of equity exposure)
  Fund
Basic Materials 3.7%
Consumer Goods 13.4
Consumer Services 9.7
Financials 15.7
Health Care 13.8
Industrials 11.2
Oil & Gas 9.4
Technology 10.6
Telecommunications 4.9
Utilities 7.6

Sector categories are based on the Industry Classification Benchmark (“ICB”), except for the “Other” category (if applicable), which includes securities that have not been provided an ICB classification as of the effective reporting period.

 

Ten Largest Holdings (% of total net assets)
Johnson & Johnson Pharmaceuticals 3.8%
JPMorgan Chase & Co. Banks 3.7
Exxon Mobil Corp. Integrated Oil & Gas 3.4
Pfizer Inc. Pharmaceuticals 2.5
Verizon Communications Fixed Line  
Inc. Telecommunications 2.4
Wells Fargo & Co. Banks 2.3
AT&T Inc. Fixed Line  
  Telecommunications 2.3
Procter & Gamble Co. Nondurable  
  Household Products 2.2
Intel Corp. Semiconductors 2.2
Cisco Systems Inc. Telecommunications  
  Equipment 2.2
Top Ten   27.0%

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

1 The expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.14% for Investor Shares and 0.06% for ETF Shares.

5


 

High Dividend Yield Index Fund

Investment Focus


6


 

High Dividend Yield Index Fund

Performance Summary

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

Cumulative Performance: October 31, 2008, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
High Dividend Yield Index Fund Investor        
Shares 3.96% 9.94% 12.12% $31,394
FTSE High Dividend Yield Index 4.12 10.10 12.32 31,947
Equity Income Funds Average 3.07 7.40 10.47 27,073
Dow Jones U.S. Total Stock Market        
Float Adjusted Index 6.56 10.76 13.36 35,036

Equity Income Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

7


 

High Dividend Yield Index Fund

        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
High Dividend Yield Index Fund ETF Shares        
Net Asset Value 4.05% 10.02% 12.22% $31,685
FTSE High Dividend Yield Index 4.12 10.10 12.32 31,947
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 6.56 10.76 13.36 35,036

 

Cumulative Returns of ETF Shares: October 31, 2008, Through October 31, 2018  
  One Five Ten
  Year Years Years
High Dividend Yield Index Fund ETF Shares Market      
Price 4.00% 60.99% 215.86%
High Dividend Yield Index Fund ETF Shares Net      
Asset Value 4.05 61.18 216.85
FTSE High Dividend Yield Index 4.12 61.76 219.47

 

Fiscal-Year Total Returns (%): October 31, 2008, Through October 31, 2018


Average Annual Total Returns: Periods Ended September 30, 2018

This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.

Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Investor Shares 11/16/2006 10.58% 11.96% 10.87%
ETF Shares 11/10/2006      
Market Price   10.70 12.04 10.94
Net Asset Value   10.67 12.04 10.97

 

8


 

High Dividend Yield Index Fund

Financial Statements

Statement of Net Assets

As of October 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.

      Market
      Value
    Shares ($000)
Common Stocks (99.7%)1    
Basic Materials (3.6%)    
  DowDuPont Inc. 6,883,780 371,174
  Linde plc 1,690,315 279,697
  Air Products &    
  Chemicals Inc. 649,765 100,291
  LyondellBasell Industries    
  NV Class A 951,442 84,935
  Nucor Corp. 942,426 55,716
  International Paper Co. 1,211,116 54,936
  CF Industries Holdings    
  Inc. 690,407 33,160
  RPM International Inc. 388,743 23,779
  Reliance Steel &    
  Aluminum Co. 207,779 16,398
  Olin Corp. 493,078 9,960
  Domtar Corp. 184,282 8,534
  Scotts Miracle-Gro Co. 118,548 7,912
  Commercial Metals Co. 342,398 6,526
  Compass Minerals    
  International Inc. 100,304 4,866
  Schweitzer-Mauduit    
  International Inc. 89,688 2,863
  PH Glatfelter Co. 126,719 2,268
  Schnitzer Steel    
  Industries Inc. 76,702 2,063
  Innophos Holdings Inc. 57,021 1,671
^ Nexa Resources SA 104,728 1,168
§,* Ferroglobe R&W Trust 166,085
      1,067,917
Consumer Goods (13.4%)    
  Procter & Gamble Co. 7,385,086 654,909
  Coca-Cola Co. 11,340,615 542,989
  PepsiCo Inc. 4,199,925 471,988
  Philip Morris    
  International Inc. 4,605,171 405,577
  Altria Group Inc. 5,613,278 365,088
  Colgate-Palmolive Co. 2,525,965 150,421

 

General Motors Co. 3,890,128 142,340
Ford Motor Co. 11,658,996 111,343
Kimberly-Clark Corp. 1,032,347 107,674
Kraft Heinz Co. 1,785,925 98,172
VF Corp. 958,253 79,420
Archer-Daniels-Midland    
Co. 1,654,177 78,160
General Mills Inc. 1,756,500 76,935
Clorox Co. 380,176 56,437
Conagra Brands Inc. 1,384,582 49,291
Kellogg Co. 735,294 48,147
Hershey Co. 415,530 44,524
Genuine Parts Co. 423,410 41,460
Tapestry Inc. 853,186 36,098
JM Smucker Co. 325,793 35,290
Molson Coors Brewing    
Co. Class B 513,867 32,887
Hasbro Inc. 343,738 31,524
Bunge Ltd. 416,779 25,757
Coca-Cola European    
Partners plc 546,529 24,862
Garmin Ltd. 337,170 22,307
Whirlpool Corp. 193,889 21,281
Newell Brands Inc. 1,337,886 21,246
Campbell Soup Co. 525,039 19,642
Harley-Davidson Inc. 497,349 19,009
Hanesbrands Inc. 1,101,263 18,898
Polaris Industries Inc. 173,616 15,448
Leggett & Platt Inc. 390,361 14,174
Nu Skin Enterprises Inc.    
Class A 162,748 11,428
Flowers Foods Inc. 532,228 10,277
Coty Inc. Class A 673,673 7,107
B&G Foods Inc. 196,568 5,119
Universal Corp. 73,050 4,957
HNI Corp. 128,165 4,856
Steelcase Inc. Class A 247,656 4,111
Vector Group Ltd. 303,607 4,105
MDC Holdings Inc. 145,151 4,079

 

9


 

High Dividend Yield Index Fund  
 
 
 
    Market
    Value
  Shares ($000)
Nutrisystem Inc. 88,746 3,156
Sturm Ruger & Co. Inc. 49,044 2,913
Knoll Inc. 141,991 2,819
Dean Foods Co. 299,329 2,392
National Presto    
Industries Inc. 14,650 1,826
Ethan Allen Interiors Inc. 81,254 1,555
Tupperware Brands Corp. 396 14
    3,934,012
Consumer Services (9.6%)    
Comcast Corp. Class A  13,545,432 516,623
Walmart Inc. 4,229,903 424,175
McDonald’s Corp. 2,302,429 407,300
CVS Health Corp. 3,012,834 218,099
Walgreens Boots    
Alliance Inc. 2,508,083 200,070
Target Corp. 1,589,644 132,942
Delta Air Lines Inc. 1,891,645 103,530
Sysco Corp. 1,411,503 100,682
Carnival Corp. 1,201,297 67,321
Las Vegas Sands Corp. 1,058,133 53,997
Best Buy Co. Inc. 716,235 50,251
Omnicom Group Inc. 658,960 48,974
Darden Restaurants Inc. 366,892 39,092
Kohl’s Corp. 494,798 37,471
Viacom Inc. Class B 1,046,139 33,456
Macy’s Inc. 905,889 31,063
Interpublic Group of    
Cos. Inc. 1,137,189 26,337
Nordstrom Inc. 348,346 22,911
KAR Auction Services    
Inc. 398,320 22,680
Nielsen Holdings plc 717,599 18,643
Gap Inc. 668,406 18,247
H&R Block Inc. 608,494 16,149
Williams-Sonoma Inc. 253,048 15,026
Wyndham Hotels &    
Resorts Inc. 290,085 14,298
Cinemark Holdings Inc. 316,936 13,175
L Brands Inc. 379,353 12,299
Six Flags Entertainment    
Corp. 211,578 11,396
American Eagle    
Outfitters Inc. 475,675 10,969
Wyndham Destinations    
Inc. 290,284 10,415
Signet Jewelers Ltd. 182,801 10,246
Tribune Media Co.    
Class A 259,622 9,868
Extended Stay America    
Inc. 561,538 9,142
Cracker Barrel Old    
Country Store Inc. 56,455 8,958
TEGNA Inc. 634,703 7,324

 

John Wiley & Sons Inc.    
Class A 130,371 7,071
Bed Bath & Beyond Inc. 467,548 6,424
Sinclair Broadcast Group    
Inc. Class A 212,665 6,091
Meredith Corp. 115,969 5,979
Big Lots Inc. 136,731 5,677
DSW Inc. Class A 211,230 5,608
Brinker International Inc. 129,287 5,605
International Game    
Technology plc 292,111 5,419
Penske Automotive    
Group Inc. 116,605 5,175
GameStop Corp. Class A 341,130 4,980
Office Depot Inc. 1,782,042 4,562
Sonic Corp. 101,541 4,395
Abercrombie & Fitch Co. 219,178 4,318
Dine Brands Global Inc. 49,655 4,024
Guess? Inc. 182,238 3,871
Tailored Brands Inc. 165,531 3,478
Chico’s FAS Inc. 443,627 3,403
Gannett Co. Inc. 330,530 3,206
New Media Investment    
Group Inc. 176,801 2,484
Buckle Inc. 110,233 2,249
Copa Holdings SA Class A 30,109 2,181
National CineMedia Inc. 230,798 2,066
SpartanNash Co. 107,301 1,915
Weis Markets Inc. 27,451 1,267
Speedway Motorsports    
Inc. 32,995 512
Barnes & Noble Inc. 182 1
    2,825,090
Financials (15.7%)    
JPMorgan Chase & Co. 9,915,994 1,081,042
Wells Fargo & Co. 12,870,704 685,108
US Bancorp 4,557,980 238,246
CME Group Inc. 1,006,821 184,490
PNC Financial Services    
Group Inc. 1,375,389 176,724
Chubb Ltd. 1,373,689 171,587
BlackRock Inc. 365,005 150,170
Prudential Financial Inc. 1,244,482 116,707
BB&T Corp. 2,308,087 113,466
American International    
Group Inc. 2,636,497 108,861
MetLife Inc. 2,504,273 103,151
Travelers Cos. Inc. 799,979 100,101
Aflac Inc. 2,264,610 97,537
SunTrust Banks Inc. 1,375,823 86,209
T. Rowe Price Group Inc. 699,342 67,829
KeyCorp 3,129,135 56,825
Regions Financial Corp. 3,263,897 55,388
Ameriprise Financial Inc. 419,914 53,430

 

10


 

High Dividend Yield Index Fund  
 
 
 
    Market
    Value
  Shares ($000)
Fifth Third Bancorp 1,978,386 53,397
Citizens Financial Group    
Inc. 1,409,915 52,660
Huntington Bancshares    
Inc. 3,243,346 46,477
Arthur J Gallagher & Co. 534,105 39,529
Principal Financial Group    
Inc. 837,608 39,426
Cincinnati Financial Corp. 454,808 35,766
Franklin Resources Inc. 914,822 27,902
Fidelity National Financial    
Inc. 781,808 26,151
Invesco Ltd. 1,201,024 26,074
Western Union Co. 1,323,983 23,885
Unum Group 613,500 22,245
American Financial    
Group Inc. 212,565 21,263
Old Republic International    
Corp. 838,281 18,484
People’s United Financial    
Inc. 1,094,307 17,137
Cullen/Frost Bankers Inc. 169,155 16,564
Popular Inc. 298,211 15,510
First Horizon National    
Corp. 958,460 15,470
Eaton Vance Corp. 342,313 15,421
PacWest Bancorp 363,362 14,760
Janus Henderson Group    
plc 589,672 14,488
First American Financial    
Corp. 321,623 14,258
Lazard Ltd. Class A 344,060 13,673
Axis Capital Holdings Ltd. 242,939 13,554
New York Community    
Bancorp Inc. 1,409,265 13,501
Umpqua Holdings Corp. 648,554 12,452
FNB Corp. 954,297 11,289
Glacier Bancorp Inc. 249,860 10,594
Hancock Whitney Corp. 250,458 10,509
BankUnited Inc. 307,748 10,186
Chemical Financial Corp. 209,857 9,834
United Bankshares Inc. 293,918 9,749
Bank of Hawaii Corp. 123,341 9,675
Valley National Bancorp 949,443 9,475
Navient Corp. 774,917 8,974
Community Bank System    
Inc. 147,718 8,625
Cathay General Bancorp 227,556 8,572
RLI Corp. 115,418 8,533
BGC Partners Inc. Class A 799,674 8,469
Investors Bancorp Inc. 726,796 8,126
Fulton Financial Corp. 507,075 8,118
Columbia Banking    
System Inc. 215,136 7,979

 

  Old National Bancorp 444,441 7,933
  First Hawaiian Inc. 313,706 7,774
  First Financial Bancorp 280,924 7,352
  CVB Financial Corp. 329,138 7,192
  Legg Mason Inc. 250,538 7,070
  Federated Investors Inc.    
  Class B 284,975 7,030
  Kennedy-Wilson    
  Holdings Inc. 369,890 7,020
  ProAssurance Corp. 156,216 6,861
  Bank of NT Butterfield &    
  Son Ltd. 160,606 6,471
  WesBanco Inc. 154,268 6,186
  Trustmark Corp. 198,253 6,106
  Hope Bancorp Inc. 366,346 5,305
  Moelis & Co. Class A 131,118 5,292
  Horace Mann Educators    
  Corp. 121,487 4,772
  Mercury General Corp. 80,097 4,751
  Capitol Federal Financial    
  Inc. 381,211 4,731
  AmTrust Financial    
  Services Inc. 328,027 4,704
  Northwest Bancshares    
  Inc. 282,709 4,563
  NBT Bancorp Inc. 124,463 4,542
  Provident Financial    
  Services Inc. 183,524 4,478
  Westamerica    
  Bancorporation 76,331 4,443
  Waddell & Reed Financial    
  Inc. Class A 228,858 4,364
  HFF Inc. Class A 111,101 4,083
  S&T Bancorp Inc. 100,639 4,037
* Clearway Energy Inc. 203,421 3,989
  First Commonwealth    
  Financial Corp. 295,436 3,988
  Artisan Partners Asset    
  Management Inc.    
  Class A 140,171 3,842
  Sandy Spring Bancorp Inc. 102,869 3,657
  Brookline Bancorp Inc. 234,326 3,632
  CNA Financial Corp. 82,897 3,595
  Safety Insurance Group Inc. 42,869 3,570
  Boston Private Financial    
  Holdings Inc. 242,535 3,274
  City Holding Co. 43,925 3,241
  BrightSphere Investment    
  Group plc 237,947 2,713
  American National    
  Insurance Co. 21,704 2,675
  Cohen & Steers Inc. 65,246 2,505
  Washington Trust    
  Bancorp Inc. 43,873 2,253

 

11


 

High Dividend Yield Index Fund  
 
 
 
      Market
      Value
    Shares ($000)
  TFS Financial Corp. 146,749 2,159
  Community Trust    
  Bancorp Inc. 45,819 2,085
  TrustCo Bank Corp. NY 274,668 2,057
  FBL Financial Group Inc.    
  Class A 29,117 2,008
* Clearway Energy Inc.    
  Class A 103,400 2,008
  Flushing Financial Corp. 80,841 1,834
  Oritani Financial Corp. 123,389 1,803
  First Financial Corp. 35,652 1,635
  Dime Community    
  Bancshares Inc. 95,324 1,537
  Republic Bancorp Inc.    
  Class A 28,929 1,298
  Maiden Holdings Ltd. 9,951 35
      4,604,078
Health Care (13.7%)    
  Johnson & Johnson 7,960,119 1,114,337
  Pfizer Inc. 17,202,163 740,725
  Merck & Co. Inc. 7,892,244 580,948
  Amgen Inc. 1,919,681 370,095
  AbbVie Inc. 4,492,955 349,777
  Eli Lilly & Co. 2,826,116 306,464
  Gilead Sciences Inc. 3,837,174 261,619
  Bristol-Myers Squibb    
  Co. 4,848,634 245,050
  Cardinal Health Inc. 920,396 46,572
  Patterson Cos. Inc. 256,647 5,795
  Meridian Bioscience Inc. 124,368 2,016
  Owens & Minor Inc. 73,320 579
      4,023,977
Industrials (11.2%)    
  Boeing Co. 1,606,130 569,951
  3M Co. 1,689,675 321,477
  General Electric Co. 25,556,537 258,121
  United Parcel Service    
  Inc. Class B 2,047,210 218,110
  Lockheed Martin Corp. 735,407 216,099
  Caterpillar Inc. 1,721,012 208,793
  Automatic Data    
  Processing Inc. 1,305,650 188,118
  Norfolk Southern Corp. 836,764 140,434
  Illinois Tool Works Inc. 994,030 126,808
  Emerson Electric Co. 1,859,924 126,252
  Waste Management Inc. 1,277,667 114,313
  Eaton Corp. plc 1,294,958 92,810
  Johnson Controls    
  International plc 2,738,258 87,542
  Paychex Inc. 950,627 62,256
  Cummins Inc. 452,335 61,830
  PACCAR Inc. 1,016,954 58,180
  Republic Services Inc.    
  Class A 651,019 47,316

 

  Fastenal Co. 850,916 43,746
  CH Robinson Worldwide    
  Inc. 409,365 36,446
  WestRock Co. 752,521 32,336
  Snap-on Inc. 166,092 25,568
  Packaging Corp. of    
  America 276,761 25,409
  Xerox Corp. 660,573 18,410
  Hubbell Inc. Class B 161,697 16,445
  National Instruments    
  Corp. 327,390 16,032
  Sonoco Products Co. 290,382 15,849
  MDU Resources Group    
  Inc. 574,316 14,335
  Watsco Inc. 94,363 13,983
  Bemis Co. Inc. 268,329 12,281
  MSC Industrial Direct Co.    
  Inc. Class A 132,816 10,766
  Ryder System Inc. 155,756 8,615
  Kennametal Inc. 238,931 8,470
  GATX Corp. 110,908 8,310
  Timken Co. 202,160 7,995
  ABM Industries Inc. 195,074 5,998
  Brady Corp. Class A 138,544 5,582
  Mobile Mini Inc. 131,003 5,387
  Otter Tail Corp. 115,666 5,213
  Covanta Holding Corp. 346,480 5,090
  Triton International Ltd. 157,168 5,056
  ManTech International    
  Corp. Class A 78,205 4,480
  Greenbrier Cos. Inc. 93,405 4,432
  McGrath RentCorp 70,219 3,749
  Greif Inc. Class A 75,848 3,588
  Aircastle Ltd. 164,239 3,191
^ Ship Finance International    
  Ltd. 243,779 3,047
  GasLog Ltd. 121,631 2,489
^ Seaspan Corp. Class A 266,457 2,382
  H&E Equipment Services    
  Inc. 97,204 2,342
  AVX Corp. 138,354 2,308
  Briggs & Stratton Corp. 123,192 1,790
  Myers Industries Inc. 103,573 1,643
  American Railcar    
  Industries Inc. 20,898 1,461
  Macquarie Infrastructure    
  Corp. 37,503 1,386
  LSC Communications Inc. 139,037 1,311
^ Teekay Corp. 197,740 1,311
      3,286,642
Oil & Gas (9.4%)    
  Exxon Mobil Corp. 12,561,212 1,000,877
  Chevron Corp. 5,647,566 630,551
  Schlumberger Ltd. 4,109,468 210,857

 

12


 

High Dividend Yield Index Fund  
 
 
 
      Market
      Value
    Shares ($000)
  Occidental Petroleum    
  Corp. 2,271,195 152,329
  Marathon Petroleum    
  Corp. 1,980,000 139,491
  Phillips 66 1,245,971 128,111
  Valero Energy Corp. 1,275,761 116,209
  Kinder Morgan Inc. 5,622,553 95,696
  Williams Cos. Inc. 3,601,585 87,627
  ONEOK Inc. 1,213,983 79,637
  Targa Resources Corp. 657,951 33,996
  OGE Energy Corp. 590,529 21,348
  Helmerich & Payne Inc. 314,213 19,572
  Murphy Oil Corp. 485,648 15,473
  PBF Energy Inc. Class A 352,452 14,750
  Nabors Industries Ltd. 1,038,737 5,163
  SemGroup Corp. Class A   233,482 4,317
  Archrock Inc. 373,418 3,831
^ CVR Energy Inc. 45,563 1,959
      2,761,794
Other (0.0%)2    
§,* A Schulman Inc. CVR 77,422 148
 
Technology (10.6%)    
  Intel Corp. 13,686,524 641,624
  Cisco Systems Inc. 13,958,271 638,591
  International Business    
  Machines Corp. 2,723,689 314,395
  Broadcom Inc. 1,278,186 285,662
  QUALCOMM Inc. 4,395,455 276,430
  Texas Instruments Inc. 2,904,149 269,592
  HP Inc. 4,776,894 115,314
  Analog Devices Inc. 1,093,986 91,578
  Corning Inc. 2,362,565 75,484
  Hewlett Packard    
  Enterprise Co. 4,484,257 68,385
  Xilinx Inc. 754,291 64,394
  KLA-Tencor Corp. 461,975 42,289
  Maxim Integrated    
  Products Inc. 824,035 41,218
  CA Inc. 929,113 41,216
  Western Digital Corp. 887,722 38,234
  Seagate Technology plc 844,559 33,977
  Juniper Networks Inc. 1,010,365 29,573
  Cypress Semiconductor    
  Corp. 1,062,603 13,750
  Cogent Communications    
  Holdings Inc. 123,234 6,406
  Pitney Bowes Inc. 620,505 4,108
  TiVo Corp. 356,595 3,923
  NIC Inc. 188,150 2,504
  ADTRAN Inc. 139,310 1,872
  Xperi Corp. 142,610 1,854
      3,102,373

 

Telecommunications (4.9%)  
Verizon    
Communications Inc. 12,264,929 700,205
AT&T Inc. 21,551,621 661,203
CenturyLink Inc. 2,832,316 58,459
Telephone & Data    
Systems Inc. 288,711 8,901
Consolidated    
Communications    
Holdings Inc. 142,427 1,783
Frontier Communications  
Corp. 4
    1,430,551
Utilities (7.6%)    
NextEra Energy Inc. 1,396,033 240,816
Duke Energy Corp. 2,113,675 174,653
Dominion Energy Inc. 1,930,969 137,910
Southern Co. 3,001,112 135,140
Exelon Corp. 2,858,907 125,249
American Electric    
Power Co. Inc. 1,461,816 107,239
Sempra Energy 810,773 89,282
Public Service Enterprise    
Group Inc. 1,494,530 79,853
Xcel Energy Inc. 1,506,875 73,852
Consolidated Edison Inc. 922,428 70,105
Edison International 941,275 65,315
WEC Energy Group Inc. 934,771 63,938
PPL Corp. 2,074,932 63,078
DTE Energy Co. 535,613 60,203
Eversource Energy 937,925 59,333
FirstEnergy Corp. 1,439,680 53,671
Ameren Corp. 720,136 46,506
Entergy Corp. 535,467 44,952
Evergy Inc. 802,084 44,909
CMS Energy Corp. 833,904 41,295
CenterPoint Energy Inc. 1,452,746 39,239
Atmos Energy Corp. 322,536 30,022
Alliant Energy Corp. 685,490 29,462
AES Corp. 1,957,096 28,534
NiSource Inc. 1,073,237 27,217
Pinnacle West Capital    
Corp. 330,586 27,191
UGI Corp. 511,524 27,141
Vectren Corp. 246,272 17,616
Aqua America Inc. 527,172 17,149
SCANA Corp. 421,907 16,897
IDACORP Inc. 148,593 13,858
National Fuel Gas Co. 236,065 12,816
ONE Gas Inc. 153,443 12,108
Hawaiian Electric    
Industries Inc. 321,607 11,996

 

13


 

High Dividend Yield Index Fund  
 
 
 
      Market
      Value
    Shares ($000)
  Portland General Electric    
  Co. 263,259 11,868
  New Jersey Resources    
  Corp. 257,758 11,625
  ALLETE Inc. 151,600 11,218
  Southwest Gas Holdings    
  Inc. 144,457 11,162
  Spire Inc. 145,288 10,545
  Avista Corp. 192,898 9,919
  Black Hills Corp. 157,288 9,359
  PNM Resources Inc. 234,303 9,000
  NorthWestern Corp. 148,727 8,739
  Avangrid Inc. 166,356 7,820
  South Jersey Industries    
  Inc. 253,400 7,485
  El Paso Electric Co. 119,496 6,817
  Northwest Natural    
  Holding Co. 84,775 5,493
  Pattern Energy Group Inc.    
  Class A 266,544 4,777
  Atlantica Yield plc 175,110 3,434
      2,217,806
Total Common Stocks    
(Cost $25,799,491)   29,254,388
Temporary Cash Investments (0.1%)1  
Money Market Fund (0.1%)    
3,4 Vanguard Market    
  Liquidity Fund, 2.308% 279,805 27,981
 
    Face  
    Amount  
    ($000)  
U. S. Government and Agency Obligations (0.0%)
5 United States Treasury    
  Bill, 2.035%, 11/15/18 1,500 1,499
5 United States Treasury    
  Bill, 2.059%, 11/29/18 1,000 998
5 United States Treasury    
  Bill, 2.123%, 12/13/18 200 200
5 United States Treasury    
  Bill, 2.365%, 3/21/19 200 198
      2,895
Total Temporary Cash Investments  
(Cost $30,876)   30,876
Total Investments (99.8%)    
(Cost $25,830,367)   29,285,264

 

  Amount
  ($000)
Other Assets and Liabilities (0.2%)  
Other Assets  
Investment in Vanguard 1,541
Receivables for Investment  
Securities Sold 1,525
Receivables for Accrued Income 47,169
Receivables for Capital Shares Issued 6,419
Variation Margin Receivable—  
Futures Contracts 719
Other Assets 5 531
Total Other Assets 57,904
Liabilities  
Payables for Investment Securities  
Purchased (36)
Collateral for Securities on Loan (2,674)
Payables for Capital Shares Redeemed (3,879)
Payables to Vanguard (5,641)
Total Liabilities (12,230)
Net Assets (100%) 29,330,938
 
 
At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 26,303,805
Total Distributable Earnings (Loss) 3,027,133
Net Assets 29,330,938
 
 
Investor Shares—Net Assets  
Applicable to 242,632,721 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 8,003,218
Net Asset Value Per Share—  
Investor Shares $32.98

 

14


 

High Dividend Yield Index Fund  
 
 
 
 
  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 256,156,479 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 21,327,720
Net Asset Value Per Share—  
ETF Shares $83.26

 

See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers.
The total value of securities on loan is $2,789,000.
§ Security value determined using significant unobservable inputs.
* Non-income-producing security.
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 100.0% and -0.2%, respectively, of net assets.
2 “Other” represents securities that are not classified by the
fund’s benchmark index.
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 $2,674,000 of collateral received for securities on loan.
5 Securities with a value of $2,895,000 and cash of $478,000 have
been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.

Derivative Financial Instruments Outstanding as of Period End    
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional Appreciation
  Expiration Contracts Amount (Depreciation)
Long Futures Contracts        
E-mini S&P 500 Index December 2018 557 75,504 (4,942)

 

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

15


 

High Dividend Yield Index Fund  
 
 
Statement of Operations  
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends 919,242
Interest1 821
Securities Lending—Net 655
Total Income 920,718
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 3,332
Management and Administrative—Investor Shares 8,813
Management and Administrative—ETF Shares 8,361
Marketing and Distribution—Investor Shares 1,398
Marketing and Distribution—ETF Shares 976
Custodian Fees 425
Auditing Fees 34
Shareholders’ Reports and Proxy—Investor Shares 99
Shareholders’ Reports and Proxy—ETF Shares 540
Trustees’ Fees and Expenses 19
Total Expenses 23,997
Net Investment Income 896,721
Realized Net Gain (Loss)  
Investment Securities Sold1,2 2,076,282
Futures Contracts 276
Realized Net Gain (Loss) 2,076,558
Change in Unrealized Appreciation (Depreciation)  
Investment Securities1 (1,850,349)
Futures Contracts (6,785)
Change in Unrealized Appreciation (Depreciation) (1,857,134)
Net Increase (Decrease) in Net Assets Resulting from Operations 1,116,145

1 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund
were $709,000, ($8,000), and $4,000, respectively.
2 Includes $2,313,174,000 of net gain (loss) resulting from in-kind redemptions; such gain (loss) is not taxable to the fund.

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

16


 

High Dividend Yield Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 896,721 763,919
Realized Net Gain (Loss) 2,076,558 853,945
Change in Unrealized Appreciation (Depreciation) (1,857,134) 2,723,767
Net Increase (Decrease) in Net Assets Resulting from Operations 1,116,145 4,341,631
Distributions    
Net Investment Income    
Investor Shares (235,382) (210,236)
ETF Shares (640,458) (567,866)
Realized Capital Gain    
Investor Shares
ETF Shares
Total Distributions (875,840) (778,102)
Capital Share Transactions    
Investor Shares 350,836 718,901
ETF Shares 1,139,552 1,941,695
Net Increase (Decrease) from Capital Share Transactions 1,490,388 2,660,596
Total Increase (Decrease) 1,730,693 6,224,125
Net Assets    
Beginning of Period 27,600,245 21,376,120
End of Period 29,330,938 27,600,245

 

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

17


 

High Dividend Yield Index Fund          
 
 
Financial Highlights          
 
 
Investor Shares          
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $32.67 $28.20 $26.89 $26.98 $23.83
Investment Operations          
Net Investment Income 1.0111 .9271 .854 .815 .727
Net Realized and Unrealized Gain (Loss)          
on Investments .284 4.472 1.286 (.088) 3.147
Total from Investment Operations 1.295 5.399 2.140 .727 3.874
Distributions          
Dividends from Net Investment Income (. 985) (. 929) (. 830) (. 817) (.724)
Distributions from Realized Capital Gains
Total Distributions (. 985) (. 929) (. 830) (. 817) (.724)
Net Asset Value, End of Period $32.98 $32.67 $28.20 $26.89 $26.98
 
Total Return2 3.96% 19.37% 8.11% 2.78% 16.48%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $8,003 $7,590 $5,879 $4,368 $4,066
Ratio of Total Expenses to Average Net Assets 0.14% 0.15% 0.15% 0.16% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 3.00% 3.00% 3.19% 3.06% 2.92%
Portfolio Turnover Rate 3 13% 9% 7% 11% 12%

1 Calculated based on average shares outstanding.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

18


 

High Dividend Yield Index Fund          
 
 
Financial Highlights          
 
 
ETF Shares          
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $82.46 $71.19 $67.88 $68.11 $60.16
Investment Operations          
Net Investment Income 2.6231 2.3941 2.203 2.104 1.885
Net Realized and Unrealized Gain (Loss)          
on Investments .731 11.301 3.245 (.222) 7.943
Total from Investment Operations 3.354 13.695 5.448 1.882 9.828
Distributions          
Dividends from Net Investment Income (2.554) (2.425) (2.138) (2.112) (1.878)
Distributions from Realized Capital Gains
Total Distributions (2.554) (2.425) (2.138) (2.112) (1.878)
Net Asset Value, End of Period $83.26 $82.46 $71.19 $67.88 $68.11
 
Total Return 4.05% 19.46% 8.18% 2.84% 16.56%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $21,328 $20,010 $15,497 $11,214 $9,782
Ratio of Total Expenses to Average Net Assets 0.06% 0.08% 0.08% 0.09% 0.10%
Ratio of Net Investment Income to          
Average Net Assets 3.08% 3.07% 3.26% 3.13% 3.00%
Portfolio Turnover Rate2 13% 9% 7% 11% 12%

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

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

19


 

High Dividend Yield Index Fund

Notes to Financial Statements

Vanguard High Dividend Yield Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers two classes of shares: Investor Shares and ETF Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker.

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

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

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

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

During the year ended October 31, 2018, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.

20


 

High Dividend Yield Index Fund

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 (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterpar-ties, 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 October 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

21


 

High Dividend Yield Index Fund

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.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $1,541,000, representing 0.01% of the fund’s net assets and 0.62% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

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

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

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

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 29,254,240 148
Temporary Cash Investments 27,981 2,895
Futures Contracts—Assets1 719
Total 29,282,940 2,895 148
1 Represents variation margin on the last day of the reporting period.      

 

22


 

High Dividend Yield Index Fund

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

  Amount
  ($000)
Paid-in Capital 2,294,859
Total Distributable Earnings (Loss) (2,294,859)

 

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales, the realization of unrealized gains or losses on certain futures contracts, and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 76,039
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring) (498,700)
Net Unrealized Gains (Losses) 3,454,559

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 25,830,705
Gross Unrealized Appreciation 5,035,449
Gross Unrealized Depreciation (1,580,890)
Net Unrealized Appreciation (Depreciation) 3,454,559

 

E. During the year ended October 31, 2018, the fund purchased $11,188,239,000 of investment securities and sold $9,678,196,000 of investment securities, other than temporary cash investments. Purchases and sales include $5,883,191,000 and $5,905,092,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

23


 

High Dividend Yield Index Fund

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the year ended October 31, 2018, such purchases and sales were $413,865,000 and $774,645,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

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

      Year Ended October 31,
    2018   2017
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 1,640,168 48,448 2,032,133 66,558
Issued in Lieu of Cash Distributions 189,358 5,676 169,270 5,467
Redeemed (1,478,690) (43,829) (1,482,502) (48,193)
Net Increase (Decrease)—Investor Shares 350,836 10,295 718,901 23,832
ETF Shares        
Issued 7,116,592 83,559 4,601,220 59,187
Issued in Lieu of Cash Distributions
Redeemed (5,977,040) (70,075) (2,659,525) (34,200)
Net Increase (Decrease)—ETF Shares 1,139,552 13,484 1,941,695 24,987

 

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

24


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard High Dividend Yield Index Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets of Vanguard High Dividend Yield Index Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the five years in the period ended October 31, 2018 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 13, 2018

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

25


 

Special 2018 tax information (unaudited) for Vanguard High Dividend Yield Index Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $875,840,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 99.2% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

26


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: High Dividend Yield Index Fund Investor Shares    
Periods Ended October 31, 2018      
  One Five Ten
  Year Years Years
Returns Before Taxes 3.96% 9.94% 12.12%
Returns After Taxes on Distributions 3.24 9.17 11.45
Returns After Taxes on Distributions and Sale of Fund Shares 2.86 7.77 10.01

 

27


 

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.

28


 

Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
High Dividend Yield Index Fund 4/30/2018 10/31/2018 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,023.24 $0.66
ETF Shares 1,000.00 1,023.78 0.20
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.55 $0.66
ETF Shares 1,000.00 1,025.00 0.20

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 0.13% for Investor Shares and 0.04% for ETF Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

29


 

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.

30


 

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.

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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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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

 
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All comparative mutual fund data are from Lipper, a Russell under licence. All information is provided for
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You can obtain a free copy of Vanguard’s proxy voting companies nor its licensors for any errors or for any
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addressed to publicinfo@sec.gov.  
  © 2018 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q6230 122018

 


 

Annual Report | October 31, 2018
Vanguard International Dividend Index Funds
 
 
Vanguard International Dividend Appreciation Index Fund
Vanguard International High Dividend Yield Index 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. 3
International Dividend Appreciation Index Fund. 5
International High Dividend Yield Index Fund. 29
Your Fund’s After-Tax Returns. 64
About Your Fund’s Expenses. 65
Glossary. 67

 

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.


 

Your Fund’s Performance at a Glance

• For the 12 months ended October 31, 2018, Vanguard International Dividend Appreciation Index Fund returned –7.13% for Investor Shares. Vanguard International High Dividend Yield Index Fund returned –7.09% for Investor Shares. Both funds’ returns were in line with those of their benchmark indexes after taking the cost of running the funds into account. The funds outpaced the average return of their peer groups.

• Of the major regional sectors, emerging markets held up the best for both funds, helped by double-digit returns from Russia. A number of European countries under-performed for both funds; they included Germany, the Netherlands, and Spain.

• Technology performed the best for the International Dividend Appreciation Index Fund; oil and gas returned the most for the International High Dividend Yield Index Fund.

• Please note that shortly after the close of the period, Vanguard lowered the investment minimum for your fund’s Admiral Shares from $10,000 to $3,000.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total Returns
Vanguard International Dividend Appreciation Index Fund  
Investor Shares -7.13%
ETF Shares  
Market Price -7.57
Net Asset Value -7.04
Admiral™ Shares -7.03
NASDAQ International Dividend Achievers Select Index -6.76
International Large-Cap Core Funds Average -8.78
International Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

  Total Returns
Vanguard International High Dividend Yield Index Fund  
Investor Shares -7.09%
ETF Shares  
Market Price -7.53
Net Asset Value -7.03
Admiral Shares -7.00
FTSE All-World ex US High Dividend Yield Index -6.45
International Equity Income Funds Average -8.28

International Equity Income 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. The Vanguard ETF® Shares shown are traded on the Nasdaq exchange and are available only through brokers. The table provides ETF returns based on both the Nasdaq market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.

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

Expense Ratios        
Your Fund Compared With Its Peer Group        
 
  Investor ETF Admiral Peer Group
  Shares Shares Shares Average
International Dividend Appreciation Index Fund 0.35% 0.25% 0.25% 1.12%
International High Dividend Yield Index Fund 0.42 0.32 0.32 1.35

The fund expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current scal year. For the scal year ended October 31, 2018, the funds’ expense ratios were: for the International Dividend Appreciation Index Fund, 0.35% for Investor Shares, 0.25% for ETF Shares, and 0.25% for Admiral Shares; and for the International High Dividend Yield Index Fund, 0.42% for Investor Shares, 0.32% for ETF Shares, and 0.32% 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 groups: For the International Dividend Appreciation Index Fund, International Large-Cap Core Funds; for the International High Dividend Yield Index Fund, International Equity Income Funds.

2


 

CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

International Dividend Appreciation Index Fund

Fund Profile

As of October 31, 2018

Share-Class Characteristics    
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VIAIX VIGI VIAAX
Expense Ratio1 0.35% 0.25% 0.25%

 

Portfolio Characteristics    
    NASDAQ
    International
    Dividend
    Achievers
  Fund Select Index
Number of Stocks 312 309
Median Market Cap $41.4B $41.4B
Price/Earnings Ratio 18.3x 18.4x
Price/Book Ratio 2.8x 2.8x
Return on Equity 17.0% 17.0%
Earnings Growth Rate 10.3% 10.3%
Dividend Yield 2.0% 2.0%
Turnover Rate 36%
Short-Term Reserves -0.1%

 

Sector Diversification (% of equity exposure)
  Fund
Basic Materials 4.3%
Consumer Goods 24.6
Consumer Services 11.2
Financials 11.5
Health Care 11.7
Industrials 11.2
Oil & Gas 7.1
Technology 13.8
Telecommunications 3.3
Utilities 1.3

Sector categories are based on the Industry Classification Benchmark (“ICB”), except for the “Other” category (if applicable), which includes securities that have not been provided an ICB classification as of the effective reporting period.

 

Ten Largest Holdings (% of total net assets)
Nestle SA Food Products 4.6%
SAP SE Software 3.4
L'Oreal SA Personal Products 3.2
Tencent Holdings Ltd. Internet 2.7
Tata Consultancy    
Services Ltd. Computer Services 2.5
Unilever Personal Products 2.4
Reliance Industries Ltd. Exploration &  
  Production 2.3
Nippon Telegraph & Fixed Line  
Telephone Corp. Telecommunications 2.2
Diageo plc Distillers & Vintners 2.2
Naspers Ltd. Broadcasting &  
  Entertainment 2.0
Top Ten   27.5%

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

Allocation by Region (% of portfolio)

1 The expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.35% for Investor Shares, 0.25% for ETF Shares, and 0.25% for Admiral Shares.

5


 

International Dividend Appreciation Index Fund

Market Diversification (% of equity exposure)
    NASDAQ
    International
    Dividend
    Achievers
  Fund  Select Index
Europe    
United Kingdom 13.0% 12.9%
France 10.6 10.6
Switzerland 9.0 9.0
Germany 8.9 8.8
Netherlands 4.4 4.4
Denmark 1.2 1.2
Sweden 1.0 1.0
Other 2.4 2.4
Subtotal 50.5% 50.3%
Pacific    
Japan 11.8% 11.8%
Australia 2.4 2.4
Hong Kong 2.1 2.1
Other 0.7 0.7
Subtotal 17.0% 17.0%
Emerging Markets    
India 12.9% 13.1%
China 4.8 4.7
South Africa 3.3 3.3
Russia 1.2 1.2
Mexico 1.0 1.1
Other 2.0 2.0
Subtotal 25.2% 25.4%
North America    
Canada 7.2% 7.2%
Other 0.1 0.1
Subtotal 7.3% 7.3%

 

6


 

International Dividend Appreciation Index Fund

Performance Summary

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

Cumulative Performance: February 25, 2016, Through October 31, 2018
Initial Investment of $10,000

  Average Annual Total Returns  
  Periods Ended October 31, 2018  
    Since Final Value
  One Inception of a $10,000
  Year (2/25/2016) Investment
International Dividend Appreciation      
Index Fund Investor Shares -7.59% 7.56% $12,156
NASDAQ International Dividend      
Achievers Select Index -6.76 8.30 12,381
International Large-Cap Core Funds      
Average -8.78 8.19 12,348

International Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

 

    Since Final Value
  One Inception of a $10,000
  Year (2/25/2016) Investment
International Dividend Appreciation Index Fund      
ETF Shares Net Asset Value -7.04% 7.86% $12,249
International Dividend Appreciation Index Fund      
ETF Shares Market Price -7.57 7.78 12,347
NASDAQ International Dividend Achievers      
Select Index -6.76 8.30 12,381

"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards. Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The Fiscal-Year Total Returns chart is not adjusted for fees.

See Financial Highlights for dividend and capital gains information.

7


 

International Dividend Appreciation Index Fund

  Average Annual Total Returns  
  Periods Ended October 31, 2018  
    Since Final Value
  One Inception of a $10,000
  Year (3/2/2016) Investment
International Dividend Appreciation Index      
Fund Admiral Shares -7.49% 6.57% $11,846
NASDAQ International Dividend Achievers      
Select Index -6.76 7.15 12,018

"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

Cumulative Returns of ETF Shares: February 25, 2016, Through October 31, 2018  
 
    Since
  One Inception
  Year (2/25/2016)
International Dividend Appreciation Index Fund ETF    
Shares Market Price -7.57% 22.22%
International Dividend Appreciation Index Fund ETF    
Shares Net Asset Value -7.04 22.49
NASDAQ International Dividend Achievers Select    
Index -6.76 23.81

"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

Fiscal-Year Total Returns (%): February 25, 2016, Through October 31, 2018


Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The Fiscal-Year Total Returns chart is not adjusted for fees.

8


 

International Dividend Appreciation Index Fund

Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Since
  Date Year Inception
Investor Shares 2/25/2016 2.73% 11.92%
Fee-Adjusted Returns   2.22 11.70
ETF Shares 2/25/2016    
Market Price   2.53 12.04
Net Asset Value   2.84 12.03
Admiral Shares 3/2/2016 2.82 10.87
Fee-Adjusted Returns   2.31 10.66

Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The Fiscal-Year Total Returns chart is not adjusted for fees.

9


 

International Dividend Appreciation Index Fund

Financial Statements

Statement of Net Assets

As of October 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.

      Market
      Value
    Shares ($000)
Common Stocks (99.6%)1    
Australia (2.4%)    
  CSL Ltd. 121,170 16,176
  Aristocrat Leisure Ltd. 170,412 3,211
  Ramsay Health Care Ltd. 53,861 2,150
  REA Group Ltd. 36,696 1,868
  Domino’s Pizza    
  Enterprises Ltd. 24,541 940
  Qube Holdings Ltd. 407,614 709
      25,054
Belgium (0.8%)    
  UCB SA 51,324 4,310
  Sofina SA 9,475 1,813
  Ackermans &    
  van Haaren NV 9,433 1,485
^ Melexis NV 10,647 700
      8,308
Brazil (0.2%)    
  Ultrapar Participacoes SA 146,400 1,741
 
Canada (7.2%)    
  Canadian National    
  Railway Co. 199,395 17,046
  Suncor Energy Inc. 439,755 14,751
  Canadian Natural    
  Resources Ltd. 328,785 9,021
  Imperial Oil Ltd. 222,755 6,958
  Saputo Inc. 101,775 3,101
  Franco-Nevada Corp. 49,572 3,096
  Intact Financial Corp. 36,501 2,884
  Metro Inc. 68,487 2,149
  CCL Industries Inc.    
  Class B 45,295 1,905
^ Canadian Tire Corp. Ltd.    
  Class A 16,430 1,849
  SNC-Lavalin Group Inc. 45,915 1,639
  Methanex Corp. 22,295 1,444
  CAE Inc. 71,778 1,266

 

      Market
      Value
    Shares ($000)
  Toromont Industries    
  Ltd. 22,626 1,065
  Ritchie Bros    
  Auctioneers Inc. 30,683 1,032
  Finning International    
  Inc. 47,547 987
  Empire Co. Ltd. 49,244 896
  Atco Ltd. 27,880 813
  Stella-Jones Inc. 19,583 627
^ Canadian Western Bank 25,628 596
  Cogeco    
  Communications Inc. 10,801 530
  Boyd Group Income    
  Fund 4,867 445
  Enghouse Systems Ltd. 6,741 373
  Richelieu Hardware Ltd. 16,868 324
  Equitable Group Inc. 6,096 280
  Cogeco Inc. 3,974 187
      75,264
China (4.8%)    
  Tencent Holdings Ltd. 829,208 28,408
  China Overseas Land    
  & Investment Ltd. 2,939,000 9,240
  China Gas Holdings    
  Ltd. 1,331,400 4,226
  Sunny Optical    
  Technology Group    
  Co. Ltd. 296,100 2,585
  China Resources Gas    
  Group Ltd. 609,000 2,334
  Sinopharm Group Co.    
  Ltd. 318,800 1,544
  China Everbright    
  International Ltd. 1,724,592 1,380
  China National Accord    
  Medicines Corp. Ltd.    
  Class B 13,200 46
      49,763

 

10


 

International Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
Colombia (0.3%)    
Grupo de Inversiones    
Suramericana SA 126,367 1,233
Bancolombia SA ADR 30,293 1,119
Banco Davivienda SA    
Preference Shares 25,875 249
Bancolombia SA    
Preference Shares 4,617 43
    2,644
Denmark (1.2%)    
Coloplast A/S Class B 53,076 4,953
DSV A/S 50,951 4,087
Novozymes A/S 67,035 3,311
    12,351
Egypt (0.0%)    
Eastern Tobacco 568,415 510
 
Finland (0.2%)    
Amer Sports Oyj 30,978 1,152
Huhtamaki Oyj 29,327 822
    1,974
France (10.5%)    
L’Oreal SA 150,614 33,935
Hermes International 28,387 16,206
Air Liquide SA 115,389 13,949
EssilorLuxottica SA 95,672 13,067
Dassault Systemes SE 69,817 8,740
Legrand SA 70,639 4,613
Sodexo SA 40,209 4,104
Sartorius Stedim Biotech 24,638 3,053
Eurofins Scientific SE 4,702 2,370
Arkema SA 19,153 2,009
SEB SA 13,404 1,922
Wendel SA 12,405 1,607
Eurazeo SE 19,862 1,450
Imerys SA 21,241 1,309
Rubis SCA 25,356 1,308
LISI 13,650 398
IPSOS 13,654 364
    110,404
Germany (8.8%)    
SAP SE 330,057 35,341
Bayer AG 241,031 18,476
Fresenius SE & Co.    
KGaA 148,629 9,446
Fresenius Medical Care    
AG & Co. KGaA 82,298 6,462
Henkel AG & Co. KGaA    
Preference Shares 47,628 5,204
Merck KGaA 34,400 3,681
HeidelbergCement AG 53,362 3,621
Symrise AG 35,035 2,935
Fielmann AG 23,544 1,460

 

  Sartorius AG    
  Preference Shares 10,078 1,458
  CTS Eventim AG & Co.    
  KGaA 27,620 1,035
  Bechtle AG 11,246 999
  Fuchs Petrolub SE    
  Preference Shares 19,449 900
  VTG AG 7,375 441
  AURELIUS Equity    
  Opportunities SE &    
  Co. KGaA 9,371 436
  Bertrandt AG 2,393 198
  Cewe Stiftung & Co. KGaA 1,881 147
      92,240
Hong Kong (2.1%)    
  Hong Kong & China    
  Gas Co. Ltd. 4,114,256 7,859
  MTR Corp. Ltd. 1,613,000 7,826
  Wheelock & Co. Ltd. 545,000 2,913
  Techtronic Industries    
  Co. Ltd. 485,000 2,284
  Minth Group Ltd. 320,000 1,040
  Johnson Electric    
  Holdings Ltd. 226,000 507
      22,429
India (12.9%)    
  Tata Consultancy    
  Services Ltd. 1,004,140 26,324
  Reliance Industries Ltd. 1,663,366 23,880
  HDFC Bank Ltd. ADR 207,390 18,439
  Hindustan Unilever Ltd. 568,139 12,473
  ITC Ltd. 3,200,057 12,127
  Infosys Ltd. ADR 1,140,800 10,803
  Housing Development    
  Finance Corp. Ltd. 433,681 10,375
  Larsen & Toubro Ltd. 368,563 6,477
  Asian Paints Ltd. 251,209 4,181
  IndusInd Bank Ltd. 156,146 3,010
  Pidilite Industries Ltd. 134,416 1,743
  Yes Bank Ltd. 597,884 1,521
  Page Industries Ltd. 2,886 1,151
  LIC Housing Finance Ltd. 145,086 806
  Info Edge India Ltd. 30,814 658
  Reliance Infrastructure Ltd. 81,239 394
  Kajaria Ceramics Ltd. 56,939 304
  Infosys Ltd. 30,544 282
      134,948
Ireland (0.8%)    
  Kerry Group plc Class A 47,311 4,847
  Kingspan Group plc 47,534 2,065
^ Glanbia plc 83,695 1,480
  Total Produce plc 90,535 194
      8,586

 

11


 

International Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
Israel (0.0%)    
Alony Hetz Properties &    
Investments Ltd. 41,614 396
 
Italy (0.2%)    
DiaSorin SPA 15,603 1,480
Reply SPA 9,672 536
    2,016
Japan (11.7%)    
Nippon Telegraph &    
Telephone Corp. 562,936 23,215
Seven & i Holdings Co.    
Ltd. 237,900 10,301
Bridgestone Corp. 204,000 7,866
Suzuki Motor Corp. 132,000 6,582
Asahi Group Holdings    
Ltd. 129,600 5,695
Unicharm Corp. 166,500 4,517
Nitori Holdings Co. Ltd. 30,688 4,007
Sysmex Corp. 56,200 3,942
West Japan Railway Co. 52,800 3,551
Yakult Honsha Co. Ltd. 46,800 3,314
M3 Inc. 174,600 2,830
Daito Trust Construction    
Co. Ltd. 21,100 2,782
Don Quijote Holdings    
Co. Ltd. 42,500 2,539
Sekisui Chemical Co.    
Ltd. 137,200 2,158
Hikari Tsushin Inc. 12,300 2,148
Shimadzu Corp. 80,100 2,024
Alfresa Holdings Corp. 68,000 1,814
Otsuka Corp. 51,800 1,718
Pola Orbis Holdings Inc. 61,700 1,648
Tokyo Century Corp. 30,100 1,616
Kobayashi    
Pharmaceutical Co. Ltd. 22,800 1,487
MonotaRO Co. Ltd. 67,200 1,482
Tsuruha Holdings Inc. 12,500 1,305
Mitsubishi UFJ Lease &    
Finance Co. Ltd. 237,600 1,221
Sundrug Co. Ltd. 32,100 1,166
Rinnai Corp. 14,300 1,039
Nihon M&A Center Inc. 43,200 1,035
Nomura Real Estate    
Holdings Inc. 51,300 964
Relo Group Inc. 40,700 959
GMO Payment Gateway    
Inc. 19,600 950
PALTAC Corp. 17,400 886
Hitachi Capital Corp. 32,700 802
Shimamura Co. Ltd. 9,500 799
Kurita Water Industries    
Ltd. 31,000 764

 

Ci:z Holdings Co. Ltd. 12,800 663
Kaken Pharmaceutical    
Co. Ltd. 12,800 642
NHK Spring Co. Ltd. 70,100 600
Koei Tecmo Holdings    
Co. Ltd. 35,240 558
TS Tech Co. Ltd. 19,200 553
Yaoko Co. Ltd. 9,900 541
Kissei Pharmaceutical    
Co. Ltd. 18,800 540
SHO-BOND Holdings    
Co. Ltd. 7,342 522
Aeon Delight Co. Ltd. 13,900 464
Modec Inc. 14,800 444
Glory Ltd. 18,700 435
Fuyo General Lease    
Co. Ltd. 7,300 406
Tosho Co. Ltd. 9,900 385
Miraca Holdings Inc. 15,100 368
Keihin Corp. 18,300 360
San-A Co. Ltd. 8,000 337
Senko Group Holdings    
Co. Ltd. 42,100 327
Tokyo Ohka Kogyo Co.    
Ltd. 11,400 305
Milbon Co. Ltd. 8,300 298
Starts Corp. Inc. 14,000 291
NEC Networks &    
System Integration Corp. 13,100 286
Valor Holdings Co. Ltd. 12,900 277
Tokyo Seimitsu Co. Ltd. 11,100 267
Belc Co. Ltd. 5,100 260
Fukushima Industries    
Corp. 5,700 260
Sato Holdings Corp. 8,700 257
Elecom Co. Ltd. 10,800 256
Kyokuto Kaihatsu Kogyo    
Co. Ltd. 17,700 253
Ricoh Leasing Co. Ltd. 7,100 233
Sekisui Jushi Corp. 12,600 229
Nippon Parking    
Development Co. Ltd. 161,300 226
Musashi Seimitsu    
Industry Co. Ltd. 14,000 204
Nichicon Corp. 22,600 188
G-Tekt Corp. 12,900 182
Siix Corp. 13,200 179
Takara Leben Co. Ltd. 61,400 177
Hamakyorex Co. Ltd. 4,500 145
Hiday Hidaka Corp. 7,120 139
Yellow Hat Ltd. 5,100 125
Meiko Network Japan    
Co. Ltd. 10,300 90

 

12


 

International Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
F@N Communications    
Inc. 15,200 84
Sanoh Industrial Co.    
Ltd. 10,900 62
    122,544
Mexico (1.1%)    
America Movil SAB    
de CV 12,021,000 8,705
Grupo Financiero    
Inbursa SAB de CV 1,790,255 2,321
    11,026
Morocco (0.2%)    
Attijariwafa Bank 52,462 2,285
 
Netherlands (4.4%)    
^ Unilever NV 460,855 24,764
ASML Holding NV 115,928 19,968
Aalberts Industries NV 29,235 1,072
    45,804
New Zealand (0.2%)    
Ryman Healthcare Ltd. 138,334 1,096
Port of Tauranga Ltd. 192,404 639
Mainfreight Ltd. 26,575 493
    2,228
Norway (0.1%)    
Tomra Systems ASA 41,226 1,021
 
Philippines (0.9%)    
SM Investments Corp. 323,100 5,447
Jollibee Foods Corp. 304,019 1,570
International Container    
Terminal Services Inc. 539,790 913
Metro Pacific    
Investments Corp. 8,466,200 760
Manila Water Co. Inc. 533,900 250
    8,940
Russia (1.2%)    
Novatek PJSC 797,580 12,702
 
South Africa (3.3%)    
Naspers Ltd. 117,960 20,690
Sanlam Ltd. 580,087 2,921
Capitec Bank Holdings    
Ltd. 31,060 2,087
Shoprite Holdings Ltd. 159,468 1,947
Discovery Ltd. 174,274 1,870
Remgro Ltd. 142,803 1,841
Mr Price Group Ltd. 67,584 1,058
PSG Group Ltd. 62,466 932
Barloworld Ltd. 53,302 434

 

  Hosken Consolidated    
  Investments Ltd. 23,357 201
* Blue Label Telecoms    
  Ltd. 250,487 88
      34,069
South Korea (0.4%)    
  SK Holdings Co. Ltd. 18,498 4,259
  Hansae Co. Ltd. 12,965 211
  LEENO Industrial Inc. 4,003 211
      4,681
Spain (0.3%)    
  Grupo Catalana    
  Occidente SA 32,288 1,334
  Viscofan SA 12,979 776
  Vidrala SA 6,724 559
  Miquel y Costas &    
  Miquel SA 6,751 222
* Vidrala SA Rights    
  Exp. 11/12/18 6,556 26
      2,917
Sweden (1.0%)    
  Investor AB Class B 121,308 5,256
  Trelleborg AB Class B 64,349 1,161
* AAK AB 70,426 1,062
^ Intrum AB 34,933 891
  Hufvudstaden AB    
  Class A 56,617 837
  Loomis AB Class B 20,742 641
  Atrium Ljungberg AB 34,662 587
* Wihlborgs Fastigheter    
  AB 43,734 493
      10,928
Switzerland (9.0%)    
  Nestle SA 575,847 48,615
  ABB Ltd. 582,131 11,713
  Cie Financiere    
  Richemont SA 140,138 10,243
  Givaudan SA 2,478 6,006
  Partners Group    
  Holding AG 7,106 5,059
  Geberit AG 9,883 3,870
  EMS-Chemie Holding    
  AG 6,254 3,446
  Vifor Pharma AG 17,944 2,593
  Chocoladefabriken    
  Lindt & Spruengli AG 278 1,917
  Implenia AG 4,951 275
      93,737
Taiwan (0.2%)    
  E.Sun Financial    
  Holding Co. Ltd. 2,779,707 1,846
  Grape King Bio Ltd. 32,000 202
      2,048

 

13


 

International Dividend Appreciation Index Fund

      Market
      Value
    Shares ($000)
Turkey (0.2%)    
  BIM Birlesik Magazalar    
  AS 84,750 1,205
  Enka Insaat ve Sanayi    
  AS 1,330,529 1,112
      2,317
United Kingdom (12.9%)    
  Diageo plc 662,824 22,915
  Shire plc 244,424 14,751
  Prudential plc 695,960 13,936
  Compass Group plc 426,051 8,380
  Associated British    
  Foods plc 212,215 6,470
  Experian plc 246,841 5,677
  RELX plc 284,097 5,618
* RELX plc 267,647 5,296
  Ashtead Group plc 133,204 3,288
  Whitbread plc 49,420 2,779
  InterContinental Hotels    
  Group plc 50,494 2,649
  Bunzl plc 88,671 2,616
  Burberry Group plc 112,413 2,601
  Intertek Group plc 42,705 2,559
  Mondi plc 98,175 2,312
  Croda International plc 35,389 2,180
  Johnson Matthey plc 51,737 1,962
  St. James’s Place plc 143,629 1,856
  Micro Focus    
  International plc 117,470 1,821
  Hikma    
  Pharmaceuticals plc 66,283 1,608
  AVEVA Group plc 43,276 1,448
  JD Sports Fashion plc 275,108 1,434
  Meggitt plc 211,595 1,432
  Rightmove plc 244,280 1,410
  Jardine Lloyd    
  Thompson Group plc 57,356 1,382
  Renishaw plc 19,823 1,065
  RPC Group plc 109,241 1,065
  Travis Perkins plc 68,905 973
  IMI plc 72,632 921
  Abcam plc 59,952 919
  Spectris plc 31,470 861
  Dechra    
  Pharmaceuticals plc 26,493 774
  Victrex plc 22,573 764
  IWG plc 249,907 733
  WH Smith plc 27,902 694
  Grafton Group plc 61,727 570
  Genus plc 19,059 538

 

Moneysupermarket.com    
Group plc 142,305 533
Bodycote plc 50,087 509
Synthomer plc 89,434 507
QinetiQ Group plc 140,034 496
Diploma plc 28,153 472
Cranswick plc 12,606 465
Domino’s Pizza Group    
plc 120,480 436
Rathbone Brothers plc 12,911 380
Senior plc 106,438 371
Paragon Banking    
Group plc 62,174 338
Savills plc 33,817 313
EMIS Group plc 26,482 306
AG Barr plc 30,413 297
PZ Cussons plc 103,679 289
St. Modwen    
Properties plc 54,369 259
Ted Baker plc 11,005 258
Hill & Smith Holdings    
plc 19,489 246
Clarkson plc 7,489 227
Robert Walters plc 30,038 224
Treatt plc 14,512 78
Xaar plc 14,628 27
    135,288
United States (0.1%)    
Autoliv Inc. 17,667 1,468
Total Common Stocks    
(Cost $1,086,469)   1,042,631
Temporary Cash Investments (2.8%)1  
Money Market Fund (2.8%)    
2,3 Vanguard Market    
Liquidity Fund, 2.308% 293,799 29,380
 
  Face  
  Amount  
  ($000)  
U. S. Government and Agency Obligations (0.0%)
4 United States Treasury    
Bill, 2.280%, 2/21/19 400 397
Total Temporary Cash Investments  
(Cost $29,777)   29,777
Total Investments (102.4%)    
(Cost $1,116,246)   1,072,408

 

14


 

International Dividend Appreciation Index Fund

  Amount
  ($000)
Other Assets and Liabilities (-2.4%)  
Other Assets  
Investment in Vanguard 57
Receivables for Accrued Income 2,710
Receivables for Capital Shares Issued 3,090
Variation Margin Receivable—  
Futures Contracts 18
Unrealized Appreciation—  
Forward Currency Contracts 87
Other Assets 902
Total Other Assets 6,864
Liabilities  
Payables for Investment Securities  
Purchased (6)
Collateral for Securities on Loan (29,371)
Payables for Capital Shares Redeemed (30)
Payables to Vanguard (162)
Unrealized Depreciation—  
Forward Currency Contracts (136)
Other Liabilities (2,619)
Total Liabilities (32,324)
Net Assets (100%) 1,046,948

 

At October 31, 2018, net assets consisted of:

  Amount
  ($000)
Paid-in Capital 1,108,594
Total Distributable Earnings (Loss) (61,646)
Net Assets 1,046,948
 
Investor Shares—Net Assets  
Applicable to 484,166 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 11,365
Net Asset Value Per Share—  
Investor Shares $23.47

 

  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 14,675,166 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 860,740
Net Asset Value Per Share—  
ETF Shares $58.65
 
 
Admiral Shares—Net Assets  
Applicable to 6,130,310 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 174,843
Net Asset Value Per Share—  
Admiral Shares $28.52

 

See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $27,800,000.
* Non-income-producing security.
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 99.7% and 2.7%, respectively, of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
3 Includes $29,371,000 of collateral received for securities on loan.
4 Securities with a value of $352,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.

15


 

International Dividend Appreciation Index Fund          
 
 
Derivative Financial Instruments Outstanding as of Period End      
Futures Contracts            
            ($000)
            Value and
      Number of   Unrealized
      Long (Short) Notional Appreciation
    Expiration Contracts Amount (Depreciation)
Long Futures Contracts            
Dow Jones EURO STOXX 50 Index December 2018   16 579 (35)
MSCI Emerging Market Index December 2018   9 431 (16)
Topix Index December 2018   1 145 (12)
E-mini S&P 500 Index December 2018   1 136 (9)
            (72)
 
 
Forward Currency Contracts            
            Unrealized
   Contract         Appreciation
  Settlement Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Goldman Sachs International 12/28/18 EUR 1,771 USD 2,081 (64)
BNP Paribas 12/18/18 JPY 205,347 USD 1,849 (21)
BNP Paribas 12/28/18 EUR 1,265 USD 1,492 (51)
BNP Paribas 12/28/18 USD 2,866 EUR 2,448 78
BNP Paribas 12/18/18 USD 1,053 JPY 117,670 6
Goldman Sachs International 12/18/18 USD 634 JPY 70,900 3
            (49)
EUR—Euro.            
JPY—Japanese yen.            
USD—U.S. dollar.            

 

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

16


 

International Dividend Appreciation Index Fund  
 
 
Statement of Operations  
 
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends1 21,832
Interest 2 107
Securities Lending—Net 162
Total Income 22,101
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 160
Management and Administrative—Investor Shares 35
Management and Administrative—ETF Shares 1,643
Management and Administrative—Admiral Shares 358
Marketing and Distribution—Investor Shares 3
Marketing and Distribution—ETF Shares 51
Marketing and Distribution—Admiral Shares 15
Custodian Fees 321
Auditing Fees 45
Shareholders’ Reports and Proxy—Investor Shares 1
Shareholders’ Reports and Proxy—ETF Shares 43
Shareholders’ Reports and Proxy—Admiral Shares 4
Trustees’ Fees and Expenses 1
Total Expenses 2,680
Expenses Paid Indirectly (16)
Net Expenses 2,664
Net Investment Income 19,437
Realized Net Gain (Loss)  
Investment Securities Sold 2,3 4,892
Futures Contracts (77)
Forward Currency Contracts (210)
Foreign Currencies 102
Realized Net Gain (Loss) 4,707
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2,4 (112,397)
Futures Contracts (368)
Forward Currency Contracts 130
Foreign Currencies (75)
Change in Unrealized Appreciation (Depreciation) (112,710)
Net Increase (Decrease) in Net Assets Resulting from Operations (88,566)

 

1 Dividends are net of foreign withholding taxes of $2,476,000.
2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $84,000, ($5,000), and $1,000, respectively. Purchases and sales are for temporary cash investment purposes.
3 Includes $19,897,000 of net gains resulting from in-kind redemptions; such gains are not taxable to the fund.
4 The change in unrealized appreciation (depreciation) is net of deferred foreign capital gains taxes of $1,345,000.
See accompanying Notes, which are an integral part of the Financial Statements.

17


 

International Dividend Appreciation Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 19,437 8,955
Realized Net Gain (Loss) 4,707 3,449
Change in Unrealized Appreciation (Depreciation) (112,710) 69,833
Net Increase (Decrease) in Net Assets Resulting from Operations (88,566) 82,237
Distributions    
Net Investment Income    
Investor Shares (223) (139)
ETF Shares (15,685) (6,195)
Admiral Shares (3,362) (1,916)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (19,270) (8,250)
Capital Share Transactions    
Investor Shares 1,981 4,699
ETF Shares 315,063 432,350
Admiral Shares 40,676 57,466
Net Increase (Decrease) from Capital Share Transactions 357,720 494,515
Total Increase (Decrease) 249,884 568,502
Net Assets    
Beginning of Period 797,064 228,562
End of Period 1,046,948 797,064

 

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

18


 

International Dividend Appreciation Index Fund      
 
 
Financial Highlights      
 
 
Investor Shares      
      Feb. 25,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $25.71 $21.77 $20.00
Investment Operations      
Net Investment Income2 .461 .460 . 244
Net Realized and Unrealized Gain (Loss) on Investments3 (2.260) 3.871 1.671
Total from Investment Operations (1.799) 4.331 1.915
Distributions      
Dividends from Net Investment Income (.441) (.391) (.145)
Distributions from Realized Capital Gains
Total Distributions (.441) (.391) (.145)
Net Asset Value, End of Period $23.47 $25.71 $21.77
 
Total Return 4 -7.13%5 20.06% 5 9.57%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $11 $11 $4
Ratio of Total Expenses to Average Net Assets 0.35% 0.35% 0.35%6
Ratio of Net Investment Income to Average Net Assets 1.73% 1.86% 1.50%6
Portfolio Turnover Rate7 36% 9% 8%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.01 for 2018 and $.01 for 2017.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable account service fees.
5 Total return does not include transaction fees that may have applied in the period shown. Fund prospectuses provide information
about any applicable transaction fees.
6 Annualized.
7 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

19


 

International Dividend Appreciation Index Fund      
 
 
Financial Highlights      
 
 
ETF Shares      
      Feb. 25,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $64.25 $54.43 $50.00
Investment Operations      
Net Investment Income2 1.196 1.179 .662
Net Realized and Unrealized Gain (Loss) on Investments3 (5.623) 9.715 4.154
Total from Investment Operations (4.427) 10.894 4.816
Distributions      
Dividends from Net Investment Income (1.173) (1.074) (.386)
Distributions from Realized Capital Gains
Total Distributions (1.173) (1.074) (. 386)
Net Asset Value, End of Period $58.65 $64.25 $54.43
 
Total Return -7.04% 20.19% 9.64%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $861 $634 $147
Ratio of Total Expenses to Average Net Assets 0.25% 0.25% 0.25%4
Ratio of Net Investment Income to Average Net Assets 1.83% 1.96% 1.60%4
Portfolio Turnover Rate5 36% 9% 8%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.02 for 2018 and $.04 for 2017.
4 Annualized.
5 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

20


 

International Dividend Appreciation Index Fund      
 
 
Financial Highlights      
 
 
Admiral Shares      
      March 2,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $31.24 $26.45 $25.00
Investment Operations      
Net Investment Income2 .576 .573 .285
Net Realized and Unrealized Gain (Loss) on Investments3 (2.727) 4.720 1.352
Total from Investment Operations (2.151) 5.293 1.637
Distributions      
Dividends from Net Investment Income (.569) (.503) (.187)
Distributions from Realized Capital Gains
Total Distributions (.569) (.503) (.187)
Net Asset Value, End of Period $28.52 $31.24 $26.45
 
Total Return 4 -7.03%5 20.18%5 6.54%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $175 $152 $77
Ratio of Total Expenses to Average Net Assets 0.25% 0.25% 0.25%6
Ratio of Net Investment Income to Average Net Assets 1.83% 1.96% 1.60%6
Portfolio Turnover Rate7 36% 9% 8%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.01 for 2018 and $.02 for 2017.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable account service fees.
5 Total return does not include transaction fees that may have applied in the period shown. Fund prospectuses provide information
about any applicable transaction fees.
6 Annualized.
7 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

21


 

International Dividend Appreciation Index Fund

Notes to Financial Statements

Vanguard International Dividend Appreciation Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers three classes of shares: Investor Shares, ETF Shares, and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on Nasdaq; they can be purchased and sold through a broker. 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 affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

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

3. Futures and Forward Currency Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearing-house is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the

22


 

International Dividend Appreciation Index Fund

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

The fund also enters into forward currency contracts to provide the appropriate currency exposure related to any open futures contracts. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements.

The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. 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 gains (losses) on futures or forward currency contracts.

During the year ended October 31, 2018, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund’s average investment in forward currency contracts represented 2% of net assets, based on the average of the notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2016–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

23


 

International Dividend Appreciation Index Fund

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $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 October 31, 2018, or at any time during the period then ended.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Taxes on foreign dividends and capital gains have been provided for in accordance with the fund’s understanding of the applicable countries’ tax rules and rates. Foreign capital gains tax is accrued daily based upon net unrealized gains. 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. Fees assessed on capital share transactions are credited to paid-in capital.

24


 

International Dividend Appreciation Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses), 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.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $57,000, representing 0.01% of the fund’s net assets and 0.02% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

C. The fund’s custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing custody account. For the year ended October 31, 2018, custodian fee offset arrangements reduced the fund’s expenses by $16,000 (an annual rate of 0.00% of average net assets).

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

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

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

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

25


 

International Dividend Appreciation Index Fund

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—North and South America 90,675 1,468
Common Stocks—Other 29,242 921,246
Temporary Cash Investments 29,380 397
Futures Contracts—Assets1 18
Forward Currency Contracts—Assets 87
Forward Currency Contracts—Liabilities (136)
Total 149,315 923,062
1 Represents variation margin on the last day of the reporting period.      

 

E. At October 31, 2018, the fair values of derivatives were reflected in the Statement of Net Assets as follows:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Statement of Net Assets Caption ($000) ($000) ($000)
Variation Margin Receivable—Futures Contracts 18 18
Unrealized Appreciation—Forward Currency Contracts 87 87
Total Assets 18 87 105
Unrealized Depreciation—Forward Currency Contracts (136) (136)

 

Realized net gain (loss) and the change in unrealized appreciation (depreciation) on derivatives for the year ended October 31, 2018, were:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Realized Net Gain (Loss) on Derivatives ($000) ($000) ($000)
Futures Contracts (77) (77)
Forward Currency Contracts (210) (210)
Realized Net Gain (Loss) on Derivatives (77) (210) (287)
 
Change in Unrealized Appreciation (Depreciation) on Derivatives      
Futures Contracts (368) (368)
Forward Currency Contracts 130 130
Change in Unrealized Appreciation (Depreciation) on Derivatives (368) 130 (238)

 

26


 

International Dividend Appreciation Index Fund

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

  Amount
  ($000)
Paid-in Capital $19,897
Total Distributable Earnings (Loss) (19,897)

 

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales, the realization of unrealized gains or losses on certain futures contracts, forward currency contracts, and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 2,580
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring) (18,445)
Net Unrealized Gains (Losses) (45,754)

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 1,118,073
Gross Unrealized Appreciation 63,512
Gross Unrealized Depreciation (109,190)
Net Unrealized Appreciation (Depreciation) (45,678)

 

27


 

International Dividend Appreciation Index Fund

G. During the year ended October 31, 2018, the fund purchased $771,552,000 of investment securities and sold $409,131,000 of investment securities, other than temporary cash investments. Purchases and sales include $270,977,000 and $35,414,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

H. Capital share transactions for each class of shares were:      
      Year Ended October 31,
    2018   2017
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued1 9,433 358 9,682 418
Issued in Lieu of Cash Distributions 210 8 132 6
Redeemed 2 (7,662) (294) (5,115) (217)
Net Increase (Decrease)—Investor Shares 1,981 72 4,699 207
ETF Shares        
Issued1 351,000 5,355 466,797 7,770
Issued in Lieu of Cash Distributions
Redeemed 2 (35,937) (550) (34,447) (600)
Net Increase (Decrease)—ETF Shares 315,063 4,805 432,350 7,170
Admiral Shares        
Issued1 77,590 2,422 87,013 3,053
Issued in Lieu of Cash Distributions 2,791 90 1,580 54
Redeemed 2 (39,705) (1,257) (31,127) (1,147)
Net Increase (Decrease)—Admiral Shares 40,676 1,255 57,466 1,960

1 Includes purchase fees for fiscal 2018 and 2017 of $212,000 and $252,000, respectively (fund totals). 2 Net of redemption fees for fiscal 2018 and 2017 of $102,000 and $18,000, respectively (fund totals).

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

28


 

International High Dividend Yield Index Fund

Fund Profile

As of October 31, 2018

Share-Class Characteristics    
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VIHIX VYMI VIHAX
Expense Ratio1 0.42% 0.32% 0.32%

 

Portfolio Characteristics    
    FTSE
    All-World
    ex US High
    Dividend Yield
  Fund Index
Number of Stocks 902 844
Median Market Cap $46.1B $46.2B
Price/Earnings Ratio 11.1x 11.2x
Price/Book Ratio 1.4x 1.4x
Return on Equity 12.0% 12.0%
Earnings Growth Rate 2.3% 2.6%
Dividend Yield 4.7% 4.7%
Turnover Rate 10%
Short-Term Reserves -0.4%

 

Sector Diversification (% of equity exposure)
  Fund
Basic Materials 6.2%
Consumer Goods 11.8
Consumer Services 3.9
Financials 36.3
Health Care 7.2
Industrials 8.3
Oil & Gas 11.7
Technology 3.7
Telecommunications 6.1
Utilities 4.8

Sector categories are based on the Industry Classification Benchmark (“ICB”), except for the “Other” category (if applicable), which includes securities that have not been provided an ICB classification as of the effective reporting period.

 

Ten Largest Holdings (% of total net assets)
Royal Dutch Shell plc Integrated Oil & Gas 2.8%
Nestle SA Food Products 2.7
Novartis AG Pharmaceuticals 2.0
Taiwan Semiconductor    
Manufacturing Co. Ltd. Semiconductors 1.9
Roche Holding AG Pharmaceuticals 1.9
HSBC Holdings plc Banks 1.7
Toyota Motor Corp. Automobiles 1.6
TOTAL SA Integrated Oil & Gas 1.6
BP plc Integrated Oil & Gas 1.5
Unilever Personal Products 1.5
Top Ten   19.2%

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

Allocation by Region (% of portfolio)

1 The expense ratios shown are from the prospectus dated February 22, 2018, and represent estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratios were 0.42% for Investor Shares, 0.32% for ETF Shares, and 0.32% for Admiral Shares.

29


 

International High Dividend Yield Index Fund

Market Diversi cation (% of equity exposure)
    FTSE
    All-World
    ex US High
    Dividend
    Yield
  Fund Index
Europe    
United Kingdom 17.0% 17.1%
Switzerland 9.7 9.7
France 6.4 6.4
Germany 6.0 6.0
Spain 3.2 3.2
Netherlands 2.3 2.3
Italy 2.0 2.0
Sweden 1.6 1.6
Finland 1.4 1.4
Belgium 1.1 1.1
Other 1.6 1.6
Subtotal 52.3 52.4
Paci c    
Japan 7.9% 7.9%
Australia 7.5 7.5
Hong Kong 1.6 1.6
Singapore 1.3 1.3
South Korea 1.3 1.3
Other 0.2 0.2
Subtotal 19.8% 19.8%
Emerging Markets    
China 5.4% 5.4%
Taiwan 5.1 5.2
Brazil 2.0 2.0
Russia 1.7 1.7
South Africa 1.4 1.4
Thailand 1.0 0.9
Other 4.2 4.0
Subtotal 20.8% 20.6%
North America    
Canada 6.8% 6.9%
Middle East    
Other 0.3% 0.3%

 

30


 

International High Dividend Yield Index Fund

Performance Summary

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

Cumulative Performance: February 25, 2016, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
    Since Final Value
  One Inception of a $10,000
  Year (2/25/2016) Investment
International High Dividend Yield Index      
Fund Investor Shares -7.54% 9.55% $12,768
FTSE All-World ex US High Dividend      
Yield Index -6.45 10.62 13,106
International Equity Income Funds      
Average -8.28 6.47 11,829

International Equity Income Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

    Since Final Value
  One Inception of a $10,000
  Year (2/25/2016) Investment
International High Dividend Yield Index Fund      
ETF Shares Net Asset Value -7.03% 9.85% $12,861
International High Dividend Yield Index Fund      
ETF Shares Market Price -7.53 9.74 11,829
FTSE All-World ex US High Dividend Yield      
Index -6.45 10.62 13,106

"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.
Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The
Fiscal-Year Total Returns chart is not adjusted for fees.
See Financial Highlights for dividend and capital gains information.

31


 

International High Dividend Yield Index Fund

  Average Annual Total Returns  
  Periods Ended October 31, 2018  
    Since Final Value
  One Inception of a $10,000
  Year (3/2/2016) Investment
International High Dividend Yield Index Fund      
Admiral Shares -7.46% 8.39% $12,394
FTSE All-World ex US High Dividend Yield      
Index -6.45 9.28 12,667

"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

Cumulative Returns of ETF Shares: February 25, 2016, Through October 31, 2018  
 
    Since
  One Inception
  Year (2/25/2016)
International High Dividend Yield Index Fund ETF    
Shares Market Price -7.53% 28.29%
International High Dividend Yield Index Fund ETF    
Shares Net Asset Value -7.03 28.61
FTSE All-World ex US High Dividend Yield Index -6.45 31.06

"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

Fiscal-Year Total Returns (%): February 25, 2016, Through October 31, 2018


Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The Fiscal-Year Total Returns chart is not adjusted for fees.

32


 

International High Dividend Yield Index Fund

Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Since
  Date Year Inception
Investor Shares 2/25/2016 -0.40% 12.90%
Fee-Adjusted Returns   -0.89 12.69
ETF Shares 2/25/2016    
Market Price   -0.77 12.96
Net Asset Value   -0.32 13.01
Admiral Shares 3/2/2016 -0.30 11.70
Fee-Adjusted Returns   -0.79 11.49

Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions. The fees do not apply to the ETF Shares. The Fiscal-Year Total Returns chart is not adjusted for fees.

33


 

International High Dividend Yield Index Fund

Financial Statements

Statement of Net Assets

As of October 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.

    Market
    Value
  Shares ($000)
Common Stocks (99.4%)1    
Australia (7.5%)    
Commonwealth Bank of    
Australia 200,682 9,868
BHP Billiton Ltd. 365,508 8,434
Westpac Banking Corp. 389,924 7,407
Australia & New Zealand    
Banking Group Ltd. 330,300 6,080
National Australia Bank    
Ltd. 310,013 5,552
Wesfarmers Ltd. 128,930 4,270
Woolworths Group Ltd. 148,782 3,003
Macquarie Group Ltd. 35,048 2,923
Woodside Petroleum Ltd. 106,050 2,611
Rio Tinto Ltd. 47,209 2,569
Transurban Group 297,642 2,394
South32 Ltd. 581,603 1,500
Suncorp Group Ltd. 146,487 1,457
Brambles Ltd. 183,579 1,383
Insurance Australia    
Group Ltd. 262,420 1,269
QBE Insurance Group    
Ltd. 155,212 1,247
Amcor Ltd. 130,001 1,227
Telstra Corp. Ltd. 469,408 1,027
AGL Energy Ltd. 74,572 952
ASX Ltd. 22,218 933
APA Group 133,848 911
LendLease Group 65,911 823
Sonic Healthcare Ltd. 47,258 756
Tabcorp Holdings Ltd. 217,603 714
Aurizon Holdings Ltd. 212,517 633
Medibank Pvt Ltd. 308,871 612
Caltex Australia Ltd. 30,077 602
Sydney Airport 130,759 598
AMP Ltd. 335,914 589
Boral Ltd. 135,532 540

 

  Incitec Pivot Ltd. 189,722 526
  Fortescue Metals    
  Group Ltd. 182,922 521
  Alumina Ltd. 280,718 509
  Challenger Ltd. 67,490 492
  Coca-Cola Amatil Ltd. 61,226 431
  Atlas Arteria Ltd. 81,854 396
  Bendigo & Adelaide    
  Bank Ltd. 54,557 396
  Crown Resorts Ltd. 42,578 379
  CIMIC Group Ltd. 10,934 367
  Orora Ltd. 133,607 318
  Healthscope Ltd. 210,515 316
  Downer EDI Ltd. 63,931 315
  Bank of Queensland    
  Ltd. 45,692 313
  Magellan Financial    
  Group Ltd. 15,872 301
  Qantas Airways Ltd. 76,995 299
  Whitehaven Coal Ltd. 78,116 270
  AusNet Services 221,925 269
  DuluxGroup Ltd. 46,389 244
  Adelaide Brighton Ltd. 54,002 217
  Metcash Ltd. 105,620 206
  IOOF Holdings Ltd. 40,396 195
  Sims Metal    
  Management Ltd. 20,257 162
  CSR Ltd. 61,240 154
^ Harvey Norman    
  Holdings Ltd. 64,780 147
  Fairfax Media Ltd. 288,531 131
  Perpetual Ltd. 5,110 126
  Platinum Asset    
  Management Ltd. 24,430 85
  Orica Ltd. 530 6
      80,975

 

34


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Austria (0.2%)    
Erste Group Bank AG 32,460 1,321
ANDRITZ AG 7,941 411
Vienna Insurance Group    
AG Wiener Versicherung    
Gruppe 4,048 108
    1,840
Belgium (1.1%)    
Anheuser-Busch InBev    
SA 86,437 6,393
KBC Group NV 31,304 2,158
Ageas 21,190 1,060
Solvay SA Class A 8,095 922
Groupe Bruxelles    
Lambert SA 8,435 785
Proximus SADP 15,516 395
bpost SA 10,960 166
Telenet Group Holding    
NV 80 4
    11,883
Brazil (1.9%)    
Itau Unibanco Holding    
SA ADR 266,513 3,510
Banco Bradesco SA    
ADR 247,813 2,273
Ambev SA ADR 408,810 1,770
Itausa - Investimentos    
Itau SA Preference    
Shares 499,153 1,508
Banco do Brasil SA 119,190 1,369
Banco Bradesco SA    
Preference Shares 123,929 1,142
Itau Unibanco Holding    
SA Preference Shares 75,120 994
Banco Bradesco SA 111,627 907
Ultrapar Participacoes    
SA 47,700 567
Kroton Educacional SA 169,110 519
Telefonica Brasil SA    
ADR 44,297 514
BB Seguridade    
Participacoes SA 72,000 512
Banco Santander    
Brasil SA 43,300 491
Cielo SA 131,000 465
Klabin SA 82,200 412
CCR SA 128,363 378
Ambev SA 84,100 369
Cia de Saneamento    
Basico do Estado de    
Sao Paulo 43,400 326
Cia Energetica de    
Minas Gerais ADR 91,056 264

 

  IRB Brasil Resseguros 12,800 249
  Petrobras Distribuidora    
  SA 37,600 242
  Bradespar SA    
  Preference Shares 25,182 234
  Cosan SA 21,700 188
  Transmissora Alianca    
  de Energia Eletrica SA 28,000 168
  Engie Brasil Energia SA 15,000 160
  Braskem SA Preference    
  Shares 11,200 157
  Braskem SA ADR 5,140 143
  Banco do Estado do Rio    
  Grande do Sul SA    
  Preference Shares 26,100 139
  Qualicorp Consultoria e    
  Corretora de Seguros    
  SA 31,900 124
* Centrais Eletricas    
  Brasileiras SA ADR 17,247 121
  Banco BTG Pactual SA 22,629 120
  EDP - Energias do Brasil    
  SA 28,550 107
  Cia de Transmissao de    
  Energia Eletrica Paulista    
  Preference Shares 5,502 97
  Sao Martinho SA 17,800 93
* Centrais Eletricas    
  Brasileiras SA    
  Preference Shares 11,000 79
  Smiles Fidelidade SA 7,600 76
  Cia Paranaense de    
  Energia Preference    
  Shares 10,700 75
  Telefonica Brasil SA    
  Preference Shares 4,300 50
  Cia Energetica de Minas    
  Gerais Preference    
  Shares 4,557 14
  Cia de Gas de Sao Paulo    
  COMGAS Preference    
  Shares Class A 717 11
  Cia Paranaense de    
  Energia ADR 996 7
  Cia Energetica de    
  Minas Gerais 957 3
      20,947
Canada (6.8%)    
  Royal Bank of Canada 164,829 12,010
  Toronto-Dominion Bank 210,481 11,676
  Bank of Nova Scotia 140,390 7,534
  Enbridge Inc. 193,714 6,036
  Bank of Montreal 73,860 5,523

 

35


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  Canadian Imperial Bank    
  of Commerce 50,749 4,382
  TransCanada Corp. 103,845 3,916
  Manulife Financial Corp. 225,297 3,548
  Sun Life Financial Inc. 69,746 2,554
  Rogers Communications    
  Inc. Class B 40,481 2,085
  Pembina Pipeline Corp. 56,350 1,823
  National Bank of Canada 39,567 1,796
  Fortis Inc. 47,638 1,574
  Thomson Reuters Corp. 31,550 1,468
  BCE Inc. 33,357 1,291
  Shaw Communications    
  Inc. Class B 50,501 940
  Power Corp. of Canada 45,273 935
  TELUS Corp. 22,723 778
  Great-West Lifeco Inc. 31,357 720
  Inter Pipeline Ltd. 43,860 711
  Power Financial Corp. 28,020 603
2 Hydro One Ltd. 37,105 540
  CI Financial Corp. 27,994 414
  Canadian Utilities Ltd.    
  Class A 13,151 312
  IGM Financial Inc. 8,214 202
      73,371
Chile (0.2%)    
  Sociedad Quimica y    
  Minera de Chile SA    
  Preference Shares    
  Class B 11,219 484
  Banco Santander Chile    
  ADR 16,188 477
  Enel Americas SA ADR 58,917 464
  Banco de Chile 3,310,706 459
  Enel Chile SA 1,762,793 153
  Aguas Andinas SA    
  Class A 268,363 140
  Colbun SA 736,603 138
  AES Gener SA 403,703 113
  Enel Chile SA ADR 21,294 92
  Enel Americas SA 207,067 33
      2,553
China (5.4%)    
  China Construction    
  Bank Corp. 10,165,000 8,066
  Industrial & Commercial    
  Bank of China Ltd. 8,901,000 6,039
  China Mobile Ltd. 601,500 5,635
  Bank of China Ltd. 8,652,000 3,686
  CNOOC Ltd. 1,827,000 3,111
  China Petroleum &    
  Chemical Corp. 2,927,000 2,384
  China Merchants Bank    
  Co. Ltd. 433,500 1,674

 

  Agricultural Bank of    
  China Ltd. 3,478,000 1,531
  China Overseas Land &    
  Investment Ltd. 434,000 1,364
  China Pacific Insurance    
  Group Co. Ltd. 298,000 1,113
  China Resources Land    
  Ltd. 302,000 1,027
  Country Garden    
  Holdings Co. Ltd. 856,000 921
  China Shenhua Energy    
  Co. Ltd. 381,000 862
  CITIC Ltd. 552,000 829
  China Evergrande Group 337,000 808
  China Telecom Corp.    
  Ltd. 1,602,000 758
  PICC Property &    
  Casualty Co. Ltd. 773,000 751
  Sunac China Holdings    
  Ltd. 254,000 695
  Bank of Communications    
  Co. Ltd. 903,000 678
  Hengan International    
  Group Co. Ltd. 84,373 671
  Guangdong Investment    
  Ltd. 322,000 576
  China CITIC Bank Corp.    
  Ltd. 911,320 565
  ANTA Sports Products    
  Ltd. 135,000 557
  Lenovo Group Ltd. 836,000 533
  China Minsheng Banking    
  Corp. Ltd. 698,100 516
  China Communications    
  Construction Co. Ltd. 523,000 480
  China Vanke Co. Ltd. 146,108 451
  Longfor Group Holdings    
  Ltd. 163,000 396
  China Resources Power    
  Holdings Co. Ltd. 210,000 370
  Guangzhou Automobile    
  Group Co. Ltd. 354,000 359
2 Huatai Securities Co. Ltd. 190,800 307
2 CGN Power Co. Ltd. 1,273,000 293
  China Cinda Asset    
  Management Co. Ltd. 1,159,000 285
  China Jinmao Holdings    
  Group Ltd. 630,000 265
  Huaneng Power    
  International Inc. 474,000 264
  Beijing Enterprises    
  Water Group Ltd. 516,000 264
  Shimao Property    
  Holdings Ltd. 133,000 262

 

36


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  Zijin Mining Group Co.    
  Ltd. 700,000 262
  China Merchants Port    
  Holdings Co. Ltd. 150,000 256
  GF Securities Co. Ltd. 191,000 247
  Far East Horizon Ltd. 247,000 240
  Yangzijiang Shipbuilding    
  Holdings Ltd. 256,500 230
  China Communications    
  Services Corp. Ltd. 282,000 229
  Shenzhen International    
  Holdings Ltd. 115,000 220
  Yanzhou Coal Mining    
  Co. Ltd. 228,000 217
  China Resources Cement    
  Holdings Ltd. 244,000 217
2 China Galaxy Securities    
  Co. Ltd. 421,000 212
  Weichai Power Co. Ltd. 212,000 210
2 China Huarong Asset    
  Management Co. Ltd. 1,154,000 210
  Great Wall Motor Co.    
  Ltd. 345,000 205
  Kingboard Holdings Ltd. 75,000 201
  Agile Group Holdings Ltd. 170,000 195
  COSCO SHIPPING    
  Ports Ltd. 188,000 192
  China Everbright Bank    
  Co. Ltd. 407,000 182
  Chongqing Rural    
  Commercial Bank Co.    
  Ltd. 322,000 178
2 Fuyao Glass Industry    
  Group Co. Ltd. 60,000 177
  Guangzhou R&F    
  Properties Co. Ltd. 112,000 177
  Sinopec Shanghai    
  Petrochemical Co. Ltd. 398,000 175
  Jiangsu Expressway    
  Co. Ltd. 130,000 174
2 Dali Foods Group Co.    
  Ltd. 243,000 174
  China Everbright Ltd. 96,000 170
  Zhejiang Expressway    
  Co. Ltd. 202,000 170
  Nine Dragons Paper    
  Holdings Ltd. 174,000 167
2 Sinopec Engineering    
  Group Co. Ltd. 169,000 157
  CIFI Holdings Group    
  Co. Ltd. 364,000 153
  China Reinsurance    
  Group Corp. 755,000 145

 

  China State Construction    
  International Holdings    
  Ltd. 198,000 142
  Sino-Ocean Group    
  Holding Ltd. 356,000 140
  Lee & Man Paper    
  Manufacturing Ltd. 155,000 133
2 China Merchants    
  Securities Co. Ltd. 111,200 126
* Country Garden    
  Services Holdings Co.    
  Ltd. 95,402 124
  China Power International    
  Development Ltd. 611,370 121
  Shenzhen Investment    
  Ltd. 414,000 119
  Logan Property    
  Holdings Co. Ltd. 128,000 119
  Sinotruk Hong Kong Ltd. 81,000 117
  Yuexiu Property Co. Ltd. 660,000 105
  Kingboard Laminates    
  Holdings Ltd. 135,000 104
  Shanghai Industrial    
  Holdings Ltd. 49,000 103
2 BAIC Motor Corp. Ltd. 179,000 101
  KWG Group Holdings    
  Ltd. 128,500 99
  Chongqing Changan    
  Automobile Co. Ltd.    
  Class B 132,400 89
  Metallurgical Corp. of    
  China Ltd. 353,000 86
  SOHO China Ltd. 245,500 83
  China Zhongwang    
  Holdings Ltd. 180,400 80
2 Red Star Macalline    
  Group Corp. Ltd. 74,757 66
  COSCO SHIPPING    
  Energy Transportation    
  Co. Ltd. 120,000 66
  Yantai Changyu Pioneer    
  Wine Co. Ltd. Class B 30,500 65
  China Dongxiang Group    
  Co. Ltd. 419,000 65
  Sinotrans Ltd. 185,000 65
  China BlueChemical Ltd. 176,000 60
  Shenzhen Expressway    
  Co. Ltd. 60,000 55
  Yanlord Land Group Ltd. 56,600 52
  Huadian Power    
  International Corp. Ltd. 134,000 51
  Anhui Expressway Co.    
  Ltd. 74,000 43

 

37


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  China Machinery    
  Engineering Corp. 84,000 38
  Shanghai Jinjiang    
  International Hotels    
  Development Co. Ltd.    
  Class B 18,600 38
  Sichuan Expressway    
  Co. Ltd. 118,000 35
  Huadian Fuxin Energy    
  Corp. Ltd. 190,000 34
  China South City    
  Holdings Ltd. 220,000 32
  Beijing Jingneng Clean    
  Energy Co. Ltd. 122,000 23
  Weifu High-Technology    
  Group Co. Ltd. Class B 5,500 10
  Beijing Enterprises    
  Holdings Ltd. 1,000 5
      57,882
Colombia (0.1%)    
  Ecopetrol SA ADR 25,178 586
  Bancolombia SA ADR 13,055 482
  Grupo Aval Acciones    
  y Valores Preference    
  Shares 264,009 93
  Ecopetrol SA 19,170 22
  Bancolombia SA    
  Preference Shares 306 3
      1,186
Czech Republic (0.1%)    
  CEZ AS 17,909 426
  Komercni banka as 8,279 314
2 Moneta Money Bank AS 61,234 203
  O2 Czech Republic AS 5,665 60
  Philip Morris CR AS 74 46
      1,049
Denmark (0.3%)    
  Danske Bank A/S 77,093 1,476
  Pandora A/S 11,651 728
  ISS A/S 21,612 710
  H Lundbeck A/S 6,956 324
  Tryg A/S 12,671 305
      3,543
Egypt (0.0%)    
  ElSewedy Electric Co. 92,920 79
* Egyptian Financial    
  Group-Hermes    
  Holding Co. 97,887 77
  Telecom Egypt Co. 45,428 27
      183

 

Finland (1.4%)    
  Nokia Oyj 638,432 3,606
  Sampo Oyj Class A 55,585 2,556
  Kone Oyj Class B 44,325 2,157
  UPM-Kymmene Oyj 60,630 1,949
  Fortum Oyj 50,141 1,056
  Stora Enso Oyj 64,670 972
  Elisa Oyj 15,932 634
  Nokian Renkaat Oyj 15,327 488
  Kesko Oyj Class B 7,549 441
  Orion Oyj Class B 11,887 409
  Metso Oyj 11,983 378
      14,646
France (6.4%)    
  TOTAL SA 286,344 16,801
  Sanofi 123,566 11,042
  BNP Paribas SA 123,485 6,435
  AXA SA 219,705 5,499
  Schneider Electric SE 58,414 4,224
  Orange SA 218,091 3,404
  Societe Generale SA 82,283 3,016
  Engie SA 186,736 2,481
  Cie Generale des    
  Etablissements    
  Michelin SCA 20,210 2,069
  Credit Agricole SA 129,535 1,659
  Renault SA 20,823 1,555
  Publicis Groupe SA 24,080 1,394
  Carrefour SA 64,095 1,243
  Veolia Environnement    
  SA 57,733 1,151
  Edenred 27,124 1,029
  SES SA Class A 40,524 870
  Bouygues SA 23,127 843
  SCOR SE 17,915 828
  Suez 41,028 592
  Natixis SA 94,756 553
  CNP Assurances 18,914 422
  Eutelsat    
  Communications SA 19,373 392
2 Amundi SA 6,549 389
  Lagardere SCA 12,770 349
^ Casino Guichard    
  Perrachon SA 6,803 300
  Societe BIC SA 2,658 254
2 ALD SA 10,242 153
      68,947
Germany (5.9%)    
  Allianz SE 48,776 10,161
  Siemens AG 87,428 10,050
  BASF SE 104,250 8,000
  Deutsche Telekom AG 367,120 6,022

 

38


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  Daimler AG 98,387 5,828
  Muenchener    
  Rueckversicherungs-    
  Gesellschaft AG in    
  Muenchen 17,013 3,654
  Deutsche Post AG 110,602 3,492
  Bayerische Motoren    
  Werke AG 36,290 3,125
  Vonovia SE 59,487 2,718
  E.ON SE 247,293 2,391
  Porsche Automobil    
  Holding SE Preference    
  Shares 17,715 1,127
  Hannover Rueck SE 6,725 904
  LEG Immobilien AG 7,257 793
  Uniper SE 22,238 642
  Volkswagen AG 3,771 621
  ProSiebenSat.1 Media    
  SE 26,131 603
  Evonik Industries AG 18,904 585
  HUGO BOSS AG 7,322 523
  Bayerische Motoren    
  Werke AG Preference    
  Shares 6,492 489
  MAN SE 3,571 372
2 Innogy ORD SE 7,502 331
*,§ Innogy SE 7,579 316
  Telefonica Deutschland    
  Holding AG 81,217 316
  METRO AG 19,428 292
  RTL Group SA 4,507 289
  1&1 Drillisch AG 5,558 248
  Talanx AG 4,238 152
  CECONOMY AG 22,835 117
  Deutsche Lufthansa AG 307 6
  Axel Springer SE 68 5
      64,172
Greece (0.1%)    
  Hellenic    
  Telecommunications    
  Organization SA 27,234 303
  OPAP SA 23,374 220
  Motor Oil Hellas Corinth    
  Refineries SA 6,869 163
  Hellenic Petroleum SA 7,538 60
      746
Hong Kong (1.6%)    
  Sun Hung Kai    
  Properties Ltd. 162,000 2,105
  CLP Holdings Ltd. 187,000 2,095
  Hang Seng Bank Ltd. 83,300 1,953
  BOC Hong Kong    
  Holdings Ltd. 411,000 1,539

 

  Sands China Ltd. 273,200 1,080
  Power Assets    
  Holdings Ltd. 151,373 1,011
  New World    
  Development Co. Ltd. 625,000 795
2 WH Group Ltd. 967,639 680
  Swire Pacific Ltd.    
  Class A 58,000 603
  Sino Land Co. Ltd. 334,000 525
  CK Infrastructure    
  Holdings Ltd. 71,000 520
  Hang Lung Properties    
  Ltd. 232,000 421
  Wynn Macau Ltd. 164,800 343
  Hysan Development    
  Co. Ltd. 68,000 319
  NWS Holdings Ltd. 160,000 318
  PCCW Ltd. 443,000 243
  Kerry Properties Ltd. 74,000 233
  VTech Holdings Ltd. 19,700 231
  Xinyi Glass Holdings    
  Ltd. 230,000 228
  Yue Yuen Industrial    
  Holdings Ltd. 80,500 221
  Hopewell Holdings Ltd. 71,000 219
2 BOC Aviation Ltd. 24,200 173
  Li & Fung Ltd. 648,000 129
  Chow Tai Fook    
  Jewellery Group Ltd. 135,000 118
  Xinyi Solar Holdings Ltd. 322,800 101
  Haitong International    
  Securities Group Ltd. 307,000 101
  Lifestyle International    
  Holdings Ltd. 55,000 95
  Cafe de Coral Holdings    
  Ltd. 38,000 82
  Shun Tak Holdings Ltd. 236,000 76
  SA Sa International    
  Holdings Ltd. 132,000 51
  Hopewell Highway    
  Infrastructure Ltd. 93,500 49
  Guotai Junan    
  International Holdings    
  Ltd. 264,000 48
  Television Broadcasts    
  Ltd. 22,000 46
  CK Asset Holdings Ltd. 4,000 26
  Want Want China    
  Holdings Ltd. 9,998 7
  MTR Corp. Ltd. 1,000 5
      16,789

 

39


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Hungary (0.1%)    
MOL Hungarian Oil &    
Gas plc 48,409 508
Magyar Telekom    
Telecommunications plc 49,466 67
    575
India (0.3%)    
Oil & Natural Gas Corp.    
Ltd. 355,415 736
Coal India Ltd. 140,843 508
Indian Oil Corp. Ltd. 248,079 465
Bharat Petroleum Corp.    
Ltd. 113,572 424
Indiabulls Housing    
Finance Ltd. 36,738 414
Bharti Infratel Ltd. 98,476 358
Hindustan Petroleum    
Corp. Ltd. 72,539 221
NMDC Ltd. 90,891 134
REC Ltd. 66,805 105
Power Finance Corp.    
Ltd. 73,594 95
Oil India Ltd. 35,390 95
NHPC Ltd. 258,867 85
    3,640
Indonesia (0.2%)    
Telekomunikasi    
Indonesia Persero    
Tbk PT 5,387,200 1,365
Adaro Energy Tbk PT 1,596,900 173
Bukit Asam Tbk PT 409,500 115
Tower Bersama    
Infrastructure Tbk PT 262,800 81
Matahari Department    
Store Tbk PT 236,900 76
Media Nusantara Citra    
Tbk PT 477,100 24
Indocement Tunggal    
Prakarsa Tbk PT 2,600 3
    1,837
Israel (0.3%)    
Bank Leumi Le-Israel    
BM 173,950 1,085
Bank Hapoalim BM 118,201 800
Israel Chemicals Ltd. 75,608 436
Bezeq The Israeli    
Telecommunication    
Corp. Ltd. 248,345 285
Mizrahi Tefahot Bank    
Ltd. 15,026 253
Delek Group Ltd. 532 89
Gazit-Globe Ltd. 7,951 66
* Shikun & Binui Ltd. 22,868 43
    3,057

 

Italy (2.0%)    
  Eni SPA 285,329 5,067
  Enel SPA 887,813 4,353
  Intesa Sanpaolo SPA    
  (Registered) 1,719,661 3,809
  Assicurazioni Generali    
  SPA 147,704 2,383
  Atlantia SPA 60,707 1,220
  Snam SPA 257,170 1,063
  Terna Rete Elettrica    
  Nazionale SPA 159,808 825
  Mediobanca Banca di    
  Credito Finanziario SPA 66,162 579
  FinecoBank Banca    
  Fineco SPA 44,405 464
2 Poste Italiane SPA 53,341 383
  Unione di Banche    
  Italiane SPA 118,808 363
  Telecom Italia SPA    
  (Bearer) 688,168 348
  A2A SPA 182,255 294
  Italgas SPA 54,652 282
  UnipolSai Assicurazioni    
  SPA 90,991 199
  Banca Mediolanum SPA 26,712 155
  UniCredit SPA 212 3
      21,790
Japan (7.8%)    
  Toyota Motor Corp. 288,100 16,877
  Sumitomo Mitsui    
  Financial Group Inc. 151,000 5,879
  Mizuho Financial Group    
  Inc. 2,904,200 4,988
  KDDI Corp. 202,400 4,898
  Mitsubishi Corp. 146,600 4,126
  Tokio Marine Holdings    
  Inc. 77,000 3,628
  NTT DOCOMO Inc. 143,700 3,564
  Japan Tobacco Inc. 135,700 3,487
  Canon Inc. 118,300 3,370
  Mitsui & Co. Ltd. 192,612 3,218
  ITOCHU Corp. 162,100 3,006
  JXTG Holdings Inc. 364,205 2,461
  ORIX Corp. 145,600 2,372
  Nissan Motor Co. Ltd. 216,300 1,968
  Sumitomo Corp. 127,638 1,936
  Subaru Corp. 69,100 1,864
  Japan Post Holdings    
  Co. Ltd. 146,552 1,738
  MS&AD Insurance    
  Group Holdings Inc. 57,400 1,724
  Sumitomo Mitsui Trust    
  Holdings Inc. 43,000 1,708
  Marubeni Corp. 177,800 1,442
  Resona Holdings Inc. 248,600 1,308

 

40


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  Kansai Electric Power    
  Co. Inc. 82,300 1,260
  Daito Trust    
  Construction Co. Ltd. 8,400 1,107
  Daiwa Securities Group    
  Inc. 177,800 1,020
  Sekisui House Ltd. 65,173 956
  SBI Holdings Inc. 24,900 650
  Japan Post Bank Co.    
  Ltd. 48,000 560
  Sojitz Corp. 141,100 474
  Aozora Bank Ltd. 13,700 473
  Chugoku Electric    
  Power Co. Inc. 33,573 432
  Lawson Inc. 5,700 362
  DIC Corp. 9,400 277
  Sankyo Co. Ltd. 5,400 206
  Miraca Holdings Inc. 6,600 161
  Aoyama Trading Co.    
  Ltd. 5,000 151
  Heiwa Corp. 5,700 130
  Matsui Securities Co.    
  Ltd. 12,000 122
  Tokai Tokyo Financial    
  Holdings Inc. 22,100 114
  Hitachi Capital Corp. 4,300 105
  SKY Perfect JSAT    
  Holdings Inc. 15,500 69
  Ricoh Co. Ltd. 1,000 10
  Japan Airlines Co. Ltd. 200 7
      84,208
Malaysia (0.6%)    
  Tenaga Nasional Bhd. 449,033 1,578
  Malayan Banking Bhd. 676,297 1,535
  CIMB Group Holdings    
  Bhd. 758,300 1,038
  DiGi.Com Bhd. 401,400 414
  Maxis Bhd. 314,000 393
  Petronas Gas Bhd. 83,900 367
  MISC Bhd. 156,500 228
  Sime Darby Bhd. 404,400 213
  AMMB Holdings Bhd. 208,400 189
  YTL Corp. Bhd. 509,068 129
  Alliance Bank Malaysia    
  Bhd. 134,800 128
  British American    
  Tobacco Malaysia Bhd. 16,300 121
  Westports Holdings Bhd. 134,900 110
  Telekom Malaysia Bhd. 129,800 74
  YTL Power International    
  Bhd. 317,848 72
2 Astro Malaysia Holdings    
  Bhd. 162,500 52
      6,641

 

Mexico (0.5%)    
  Grupo Financiero    
  Banorte SAB de CV 322,900 1,777
  Wal-Mart de Mexico    
  SAB de CV 595,300 1,520
  Grupo Mexico SAB de    
  CV Class B 412,100 951
  Grupo Aeroportuario    
  del Pacifico SAB de    
  CV Class B 42,100 348
  Banco Santander    
  Mexico SA Institucion    
  de Banca Multiple    
  Grupo Financiero    
  Santand Class B 177,900 222
  Promotora y Operadora    
  de Infraestructura SAB    
  de CV 22,275 203
  Industrias Penoles SAB    
  de CV 13,990 197
  Grupo Aeroportuario    
  del Centro Norte SAB    
  de CV Class B 36,400 190
  Kimberly-Clark de    
  Mexico SAB de CV    
  Class A 90,200 130
* Alpek SAB de CV 51,000 67
2 Nemak SAB de CV 68,200 50
  Infraestructura    
  Energetica Nova SAB    
  de CV 1,000 4
      5,659
Netherlands (2.2%)    
^ Unilever NV 172,296 9,259
  ING Groep NV 445,283 5,268
  Koninklijke Ahold    
  Delhaize NV 134,387 3,076
  NN Group NV 38,314 1,645
  Aegon NV 197,219 1,210
2 ABN AMRO Group NV 46,934 1,151
  Koninklijke KPN NV 381,118 1,006
  ASR Nederland NV 15,559 706
  Randstad NV 12,798 644
2 Signify NV 12,962 319
  Boskalis Westminster 150 4
      24,288
New Zealand (0.2%)    
  Spark New Zealand Ltd. 205,127 530
  Auckland International    
  Airport Ltd. 99,362 454
* Fletcher Building Ltd. 97,569 386
  Meridian Energy Ltd. 150,765 309
  Contact Energy Ltd. 83,848 307

 

41


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  SKYCITY Entertainment    
  Group Ltd. 80,932 203
  Mercury NZ Ltd. 82,195 183
  Air New Zealand Ltd. 45,430 83
      2,455
Norway (0.8%)    
  Equinor ASA 111,250 2,878
  DNB ASA 120,629 2,179
  Telenor ASA 76,451 1,402
  Marine Harvest ASA 46,468 1,125
  Orkla ASA 86,270 745
^ Aker BP ASA 12,657 415
  Gjensidige Forsikring    
  ASA 19,410 300
      9,044
Other (0.0%) 3    
* Taishin Financial    
  Holding Co. Ltd. Rights 22,356 2
 
Pakistan (0.0%)    
  Pakistan Petroleum Ltd. 80,500 113
  Oil & Gas Development    
  Co. Ltd. 74,800 90
  Habib Bank Ltd. 71,175 78
  Fauji Fertilizer Co. Ltd. 55,500 41
      322
Peru (0.2%)    
  Credicorp Ltd. 7,584 1,712
 
Philippines (0.1%)    
  PLDT Inc. 13,075 337
  Manila Electric Co. 32,110 221
  Globe Telecom Inc. 3,740 146
  DMCI Holdings Inc. 494,100 119
  Aboitiz Power Corp. 153,300 97
  Semirara Mining &    
  Power Corp. Class A 156,320 82
      1,002
Poland (0.2%)    
  Polski Koncern Naftowy    
  ORLEN SA 35,734 859
  Powszechny Zaklad    
  Ubezpieczen SA 65,586 668
  Bank Polska Kasa    
  Opieki SA 16,940 462
* Polskie Gornictwo    
  Naftowe i    
  Gazownictwo SA 203,308 332
      2,321
Portugal (0.2%)    
  Galp Energia SGPS SA 57,666 1,003
  EDP - Energias de    
  Portugal SA 253,906 892
      1,895

 

Qatar (0.6%)    
Qatar National Bank    
QPSC 50,532 2,705
Industries Qatar QSC 23,287 896
Qatar Islamic Bank SAQ 12,727 535
Masraf Al Rayan QSC 39,823 415
Commercial Bank PQSC 25,061 285
Qatar Electricity &    
Water Co. QSC 5,449 281
Barwa Real Estate Co. 24,142 248
Qatar Gas Transport    
Co. Ltd. 36,009 172
Ooredoo QPSC 8,860 168
Qatar Navigation QSC 5,673 111
Doha Bank QPSC 16,287 98
Qatar International    
Islamic Bank QSC 3,076 52
Al Meera Consumer    
Goods Co. QSC 514 21
    5,987
Russia (1.7%)    
Lukoil PJSC ADR 47,593 3,548
Sberbank of Russia    
PJSC 1,111,840 3,196
Gazprom PJSC ADR 500,916 2,369
Tatneft PJSC ADR 28,579 2,006
Rosneft Oil Co. PJSC    
GDR 139,935 980
MMC Norilsk Nickel    
PJSC ADR 39,970 662
AK Transneft OAO    
Preference Shares 189 491
Surgutneftegas OAO    
Preference Shares 847,209 489
Gazprom PJSC 189,225 446
LUKOIL PJSC 5,705 428
Mobile TeleSystems    
PJSC ADR 53,218 426
Alrosa PJSC 278,800 423
Severstal PJSC GDR 21,816 339
Magnit PJSC GDR 22,639 302
MMC Norilsk Nickel    
PJSC 1,589 265
Inter RAO UES PJSC 4,307,000 261
Novolipetsk Steel PJSC 99,520 242
Moscow Exchange    
MICEX-RTS PJSC 174,046 232
Sberbank of Russia    
PJSC ADR 14,446 170
Polyus PJSC GDR 5,173 159
Magnitogorsk Iron &    
Steel Works PJSC 206,300 150
Magnit PJSC 2,613 143
PhosAgro PJSC GDR 10,445 136
RusHydro PJSC 12,696,000 106

 

42


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Rostelecom PJSC 82,370 88
Aeroflot PJSC 44,899 66
Tatneft PJSC 5,360 63
Unipro PJSC 1,488,000 61
Tatneft PAO    
Preference Shares 6,510 52
Federal Grid Co.    
Unified Energy    
System PJSC 19,870,000 46
Sistema PJSFC 270,400 32
ROSSETI PJSC 2,214,653 23
Severstal PJSC 680 11
LSR Group PJSC GDR 1,332 2
    18,413
Singapore (1.3%)    
DBS Group Holdings    
Ltd. 205,078 3,480
Oversea-Chinese    
Banking Corp. Ltd. 375,500 2,917
United Overseas Bank    
Ltd. 145,400 2,571
Singapore    
Telecommunications    
Ltd. 856,988 1,958
Keppel Corp. Ltd. 159,200 713
Singapore Exchange    
Ltd. 98,573 488
Singapore    
Technologies    
Engineering Ltd. 170,200 437
ComfortDelGro Corp.    
Ltd. 232,100 378
Singapore Press    
Holdings Ltd. 179,400 344
SATS Ltd. 61,500 221
Hutchison Port    
Holdings Trust 620,700 153
Golden Agri-Resources    
Ltd. 800,100 147
StarHub Ltd. 51,700 70
Frasers Property Ltd. 59,700 68
M1 Ltd. 32,800 50
SIA Engineering Co.    
Ltd. 7,500 15
Singapore Airlines Ltd. 800 5
    14,015
South Africa (1.4%)    
Sasol Ltd. 60,097 1,964
Standard Bank Group    
Ltd. 145,780 1,615
FirstRand Ltd. 364,973 1,594
MTN Group Ltd. 203,618 1,182
Sanlam Ltd. 195,859 986
Absa Group Ltd. 78,517 793

 

  Nedbank Group Ltd. 42,355 716
  Vodacom Group Ltd. 70,777 597
  RMB Holdings Ltd. 78,213 395
  Woolworths Holdings    
  Ltd. 111,869 386
  NEPI Rockcastle plc 39,788 344
  Exxaro Resources Ltd. 29,241 299
  Life Healthcare Group    
  Holdings Ltd. 170,734 284
  Truworths    
  International Ltd. 49,402 271
  Foschini Group Ltd. 24,497 268
  AVI Ltd. 39,409 267
  Netcare Ltd. 152,999 257
  SPAR Group Ltd. 19,627 234
  Imperial Holdings Ltd. 20,428 227
  Investec Ltd. 33,891 210
  Rand Merchant    
  Investment Holdings    
  Ltd. 68,857 160
* MMI Holdings Ltd. 126,499 153
  Sibanye Gold Ltd. 198,790 138
  Kumba Iron Ore Ltd. 6,718 132
  Telkom SA SOC Ltd. 36,181 132
  African Rainbow    
  Minerals Ltd. 14,196 120
  Santam Ltd. 5,630 118
  JSE Ltd. 10,438 116
  Liberty Holdings Ltd. 15,038 110
  Coronation Fund    
  Managers Ltd. 31,840 106
  Tsogo Sun Holdings    
  Ltd. 69,630 96
  Assore Ltd. 3,910 82
  MAS Real Estate Inc. 48,064 69
  Reunert Ltd. 12,279 66
  AECI Ltd. 8,576 55
  Tongaat Hulett Ltd. 13,671 53
  Bidvest Group Ltd. 518 7
  Mr Price Group Ltd. 373 6
  Oceana Group Ltd. 956 6
  Barloworld Ltd. 374 3
      14,617
South Korea (1.3%)    
  Samsung Electronics    
  Co. Ltd. Preference    
  Shares 93,550 2,952
  Shinhan Financial    
  Group Co. Ltd. 51,902 1,933
  SK Innovation Co. Ltd. 6,917 1,298
  Hana Financial Group Inc. 33,933 1,143
  KT&G Corp. 12,607 1,124
  Woori Bank 56,455 782

 

43


 

International High Dividend Yield Index Fund

      Market
      Value
    Shares ($000)
  SK Telecom Co. Ltd.    
  ADR 23,798 617
  S-Oil Corp. 4,545 496
  Korea Electric Power    
  Corp. ADR 37,518 449
  Industrial Bank of    
  Korea 30,330 396
  Coway Co. Ltd. 6,384 394
  DB Insurance Co. Ltd. 5,195 327
  Kangwon Land Inc. 12,529 317
  LG Uplus Corp. 22,000 313
  Hyundai Marine & Fire    
  Insurance Co. Ltd. 7,159 263
  Korea Electric Power    
  Corp. 10,962 262
  Cheil Worldwide Inc. 8,268 165
  DGB Financial Group    
  Inc. 18,602 154
  NH Investment &    
  Securities Co. Ltd. 13,685 147
  Samsung Card Co. Ltd. 3,790 112
  Doosan Corp. 738 78
* Hyosung TNC Co. Ltd. 305 47
  Hyosung Corp. 973 44
  Hite Jinro Co. Ltd. 3,169 44
* Hyosung Advanced    
  Materials Corp. 316 29
  BGF Co. Ltd. 4,008 26
* Hyosung Chemical Corp. 225 26
* Hyosung Heavy    
  Industries Corp. 657 24
      13,962
Spain (3.2%)    
  Banco Santander SA 1,833,056 8,722
  Iberdrola SA 683,141 4,834
  Telefonica SA 517,502 4,245
  Banco Bilbao Vizcaya    
  Argentaria SA 757,767 4,182
  Repsol SA 137,988 2,466
  CaixaBank SA 406,426 1,645
  Ferrovial SA 55,382 1,109
  ACS Actividades de    
  Construccion y    
  Servicios SA 27,784 1,040
  Red Electrica Corp. SA 48,675 1,008
^ Naturgy Energy Group    
  SA 35,440 871
  Banco de Sabadell SA 649,448 855
  Endesa SA 36,730 768
  Enagas SA 25,344 672
  Bankinter SA 78,211 641
  Bankia SA 137,920 433
  Mapfre SA 112,789 337
  Acerinox SA 20,094 224

 

  Acciona SA 2,371 200
  Mediaset Espana    
  Comunicacion SA 20,585 140
  Zardoya Otis SA 18,336 125
      34,517
Sweden (1.6%)    
  Nordea Bank AB 362,144 3,147
  Swedbank AB Class A 113,964 2,564
  Investor AB Class B 51,737 2,242
  Svenska Handelsbanken    
  AB Class A 168,851 1,835
^ Hennes & Mauritz AB    
  Class B 100,342 1,772
  Skandinaviska Enskilda    
  Banken AB Class A 162,235 1,679
  Telia Co. AB 308,903 1,391
  SKF AB 42,502 681
  Skanska AB Class B 40,548 637
  Tele2 AB 39,249 446
^ ICA Gruppen AB 9,431 334
  Industrivarden AB 964 20
  Svenska Handelsbanken    
  AB Class B 987 11
  Kinnevik AB 321 9
      16,768
Switzerland (9.6%)    
  Nestle SA 343,326 28,985
  Novartis AG 248,111 21,728
  Roche Holding AG 79,432 19,331
  UBS Group AG 400,691 5,600
  Zurich Insurance Group    
  AG 17,125 5,317
  ABB Ltd. 203,534 4,095
  Credit Suisse Group    
  AG 288,889 3,777
  Swiss Re AG 34,728 3,134
  LafargeHolcim Ltd. 54,262 2,513
  Swiss Life Holding AG 3,912 1,476
  SGS SA 591 1,404
  Swisscom AG 2,899 1,327
  Adecco Group AG 17,153 840
  Kuehne & Nagel    
  International AG 5,777 803
  Baloise Holding AG 5,400 772
  Swiss Prime Site AG 8,533 692
  Roche Holding AG    
  (Bearer) 2,755 671
  Helvetia Holding AG 795 487
  PSP Swiss Property    
  AG 4,521 436
  Pargesa Holding SA 4,161 305
  Banque Cantonale    
  Vaudoise 293 219
      103,912

 

44


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Taiwan (5.1%)    
Taiwan Semiconductor    
Manufacturing Co.    
Ltd. 2,736,200 20,542
Hon Hai Precision    
Industry Co. Ltd. 1,360,000 3,462
Formosa Plastics Corp. 556,879 1,821
Nan Ya Plastics Corp. 644,000 1,604
Cathay Financial    
Holding Co. Ltd. 906,908 1,440
Formosa Chemicals &    
Fibre Corp. 392,000 1,423
CTBC Financial    
Holding Co. Ltd. 2,121,120 1,420
Uni-President    
Enterprises Corp. 551,000 1,336
Fubon Financial    
Holding Co. Ltd. 820,000 1,287
MediaTek Inc. 167,000 1,234
China Steel Corp. 1,416,000 1,118
Chunghwa Telecom    
Co. Ltd. ADR 31,323 1,099
Delta Electronics Inc. 244,400 1,029
Mega Financial    
Holding Co. Ltd. 1,206,000 1,021
Catcher Technology    
Co. Ltd. 83,000 839
President Chain Store    
Corp. 67,000 758
First Financial Holding    
Co. Ltd. 1,096,427 694
Taiwan Mobile Co. Ltd. 184,000 658
Yuanta Financial    
Holding Co. Ltd. 1,260,000 613
Formosa    
Petrochemical Corp. 153,000 604
Taiwan Cooperative    
Financial Holding Co.    
Ltd. 1,059,580 597
Asustek Computer Inc. 79,996 593
Taiwan Cement Corp. 514,600 578
Hua Nan Financial    
Holdings Co. Ltd. 927,101 524
Taishin Financial    
Holding Co. Ltd. 1,108,272 494
Quanta Computer Inc. 287,000 454
Far Eastern New    
Century Corp. 448,000 451
Far EasTone    
Telecommunications    
Co. Ltd. 187,000 446
United Microelectronics    
Corp. ADR 232,587 437

 

  Chunghwa Telecom    
  Co. Ltd. 120,000 424
  Pegatron Corp. 226,000 413
  SinoPac Financial    
  Holdings Co. Ltd. 1,170,641 398
^ AU Optronics Corp.    
  ADR 100,000 383
  Pou Chen Corp. 295,000 299
  Cheng Shin Rubber    
  Industry Co. Ltd. 204,994 289
  Foxconn Technology    
  Co. Ltd. 136,190 289
  Novatek    
  Microelectronics Corp. 63,000 279
  Compal Electronics Inc. 497,000 275
  Asia Cement Corp. 256,000 271
  Lite-On Technology    
  Corp. 235,194 270
  Inventec Corp. 330,994 268
  Eclat Textile Co. Ltd. 22,200 264
  Feng TAY Enterprise    
  Co. Ltd. 40,000 241
  ASE Technology    
  Holding Co. Ltd. 119,171 240
  Realtek Semiconductor    
  Corp. 51,000 205
  Globalwafers Co. Ltd. 24,000 191
  Wistron Corp. 310,656 190
  Vanguard International    
  Semiconductor Corp. 100,000 185
  Synnex Technology    
  International Corp. 170,000 183
  Nanya Technology    
  Corp. 93,000 155
  Formosa Taffeta Co.    
  Ltd. 130,000 142
  Chicony Electronics    
  Co. Ltd. 68,370 137
  Teco Electric and    
  Machinery Co. Ltd. 211,000 121
  Feng Hsin Steel Co.    
  Ltd. 57,000 108
  Taiwan Secom Co. Ltd. 36,000 102
  Transcend    
  Information Inc. 34,000 71
  United    
  Microelectronics Corp. 166,000 63
  Taiwan Semiconductor    
  Manufacturing Co.    
  Ltd. ADR 232 9
      55,041

 

45


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Thailand (0.9%)    
PTT PCL 1,627,100 2,502
Siam Cement PCL    
NVDR 81,800 1,033
Siam Commercial    
Bank PCL (Local) 243,900 1,012
Advanced Info Service    
PCL (Local) 127,320 753
PTT Exploration and    
Production PCL (Local) 159,400 668
PTT Global Chemical    
PCL 234,099 547
Krung Thai Bank PCL 716,200 435
Intouch Holdings PCL 218,000 349
Bangkok Bank PCL    
(Foreign) 53,800 344
Charoen Pokphand    
Foods PCL 432,000 329
Thai Oil PCL 121,000 309
Banpu PCL (Local) 467,250 246
IRPC PCL 1,204,500 222
Electricity Generating    
PCL 29,197 204
Siam Cement PCL    
(Foreign) 14,150 179
Thai Union Group PCL 280,600 141
Glow Energy PCL 52,900 134
Delta Electronics    
Thailand PCL 62,400 130
Land & Houses Ord Shs 410,100 128
Ratchaburi Electricity    
Generating Holding    
PCL (Local) 86,400 128
Siam Commercial Bank    
PCL 30,700 127
Land and House Public    
NVDR 265,200 83
Siam City Cement PCL    
(Local) 9,600 70
Banpu PCL 47,250 25
Intouch Holdings PCL -    
NVDR 10,800 17
Siam Cement PCL 600 7
Siam City Cement PCL    
(Foreign) 532 4
    10,126
Turkey (0.2%)    
Turkiye Garanti Bankasi    
AS 247,640 312
Tupras Turkiye Petrol    
Rafinerileri AS 12,777 302
Akbank T.A.S. 245,003 290
Turkcell Iletisim    
Hizmetleri AS 129,340 263

 

Eregli Demir ve Celik    
Fabrikalari TAS 138,865 225
Turkiye Is Bankasi AS 167,372 120
TAV Havalimanlari    
Holding AS 23,027 96
Petkim Petrokimya    
Holding AS 79,456 72
Turkiye Halk Bankasi    
AS 61,504 68
Arcelik AS 24,011 67
Ford Otomotiv Sanayi    
AS 5,624 60
Soda Sanayii AS 45,670 55
Turkiye Sise ve Cam    
Fabrikalari AS 65,366 55
Tofas Turk Otomobil    
Fabrikasi AS 14,416 55
Enka Insaat ve Sanayi    
AS 42,026 35
    2,075
United Arab Emirates (0.7%)  
First Abu Dhabi Bank    
PJSC 1,240,935 4,672
Emirates    
Telecommunications    
Group Co. PJSC 199,236 945
Emaar Properties PJSC 551,276 765
Abu Dhabi Commercial    
Bank PJSC 230,821 508
Dubai Islamic Bank    
PJSC 184,772 265
Aldar Properties PJSC 464,841 219
Emaar Malls PJSC 276,536 138
Dubai Investments    
PJSC 246,435 108
DAMAC Properties    
Dubai Co. PJSC 166,712 92
Air Arabia PJSC 215,052 60
Dubai Financial    
Market PJSC 229,335 54
Al Waha Capital PJSC 92,657 47
    7,873
United Kingdom (17.0%)    
HSBC Holdings plc 2,293,241 18,872
Royal Dutch Shell plc    
Class A 587,909 18,730
BP plc 2,225,566 16,077
Royal Dutch Shell plc    
Class B 364,843 11,899
British American    
Tobacco plc 255,851 11,091
AstraZeneca plc 144,493 11,052
GlaxoSmithKline plc 555,438 10,758
Unilever plc 126,670 6,710

 

46


 

International High Dividend Yield Index Fund

    Market
    Value
  Shares ($000)
Rio Tinto plc 130,700 6,346
Lloyds Banking    
Group plc 8,195,413 5,981
Vodafone Group plc 3,053,729 5,743
Glencore plc 1,328,354 5,406
BHP Billiton plc 236,023 4,708
National Grid plc 387,049 4,089
Imperial Brands plc 107,921 3,656
BT Group plc 953,141 2,919
Aviva plc 448,293 2,450
BAE Systems plc 362,540 2,431
Anglo American plc 111,839 2,387
Legal & General Group    
plc 663,569 2,129
SSE plc 115,454 1,683
WPP plc 140,719 1,592
Centrica plc 649,793 1,220
Standard Life Aberdeen    
plc 297,715 1,028
Next plc 15,432 1,025
Persimmon plc 34,692 1,015
International    
Consolidated Airlines    
Group SA (London    
Shares) 114,911 886
Randgold Resources    
Ltd. 10,781 848
RSA Insurance Group    
plc 117,812 847
Kingfisher plc 250,465 813
TUI AG 48,736 809
ITV plc 421,295 800
Taylor Wimpey plc 380,487 783
St. James’s Place plc 60,013 776
Micro Focus    
International plc 48,081 745
J Sainsbury plc 185,803 738
Barratt Developments    
plc 111,420 731
DS Smith plc 144,334 724
Marks & Spencer    
Group plc 186,823 707
United Utilities Group    
plc 76,063 705
John Wood Group plc 75,622 689
Direct Line Insurance    
Group plc 160,518 675
Severn Trent plc 27,447 652
Berkeley Group    
Holdings plc 13,965 624
Meggitt plc 90,617 613
Admiral Group plc 22,337 574
Bellway plc 14,409 528
G4S plc 177,277 486
Royal Mail plc 105,205 483

 

  Babcock International    
  Group plc 59,338 463
  Tate & Lyle plc 53,664 461
  RPC Group plc 47,310 461
  Pennon Group plc 48,236 460
  Investec plc 73,438 454
  Travis Perkins plc 29,958 423
  Evraz plc 56,342 390
  IMI plc 30,700 389
  easyJet plc 24,605 377
  Inchcape plc 46,912 324
  Inmarsat plc 51,797 301
  William Hill plc 101,736 273
  Polymetal International    
  plc 28,335 263
  Dixons Carphone plc 117,293 254
  Ashmore Group plc 46,413 209
  British American    
  Tobacco plc ADR 4,220 183
2 Quilter plc 2,078 3
      182,921
United States (0.1%)    
  ASE Technology    
  Holding Co. Ltd. ADR 152,180 583
  Grupo Aval Acciones    
  y Valores SA ADR 7,552 53
      636
Total Common Stocks    
(Cost $1,147,274)   1,072,023
Temporary Cash Investments (1.5%)1  
Money Market Fund (1.4%)    
4,5 Vanguard Market    
  Liquidity Fund,    
  2.308% 153,483 15,348
 
    Face  
    Amount  
    ($000)  
U. S. Government and Agency Obligations (0.1%)
6 United States Treasury    
  Bill, 2.078%, 11/15/18 310 310
6 United States Treasury    
  Bill, 2.093%, 12/20/18 500 498
      808
Total Temporary Cash Investments  
(Cost $16,156)   16,156
Total Investments (100.9%)    
(Cost $1,163,430)   1,088,179

 

47


 

International High Dividend Yield Index Fund

    Amount
    ($000)
Other Assets and Liabilities (-0.9%)    
Other Assets    
Investment in Vanguard   60
Receivables for Investment Securities Sold 54
Receivables for Accrued Income   3,838
Receivables for Capital Shares Issued   95
Variation Margin Receivable—    
Futures Contracts   79
Unrealized Appreciation—    
Forward Currency Contracts   177
Other Assets   471
Total Other Assets   4,774
Liabilities    
Payables for Investment Securities    
Purchased   (53)
Collateral for Securities on Loan   (13,683)
Payables for Capital Shares Redeemed   (110)
Payables to Vanguard   (208)
Unrealized Depreciation—    
Forward Currency Contracts   (297)
Other Liabilities   (25)
Total Liabilities   (14,376)
Net Assets (100%) 1,078,577

 

At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 1,155,441
Total Distributable Earnings (Loss) (76,864)
Net Assets 1,078,577
 
Investor Shares—Net Assets  
Applicable to 362,672 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 8,545
Net Asset Value Per Share—  
Investor Shares $23.56

 

  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 15,110,515 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 889,314
Net Asset Value Per Share—  
ETF Shares $58.85
 
Admiral Shares—Net Assets  
Applicable to 6,336,058 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 180,718
Net Asset Value Per Share—  
Admiral Shares $28.52

 

See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers.
The total value of securities on loan is $12,882,000.
* Non-income-producing security.
§ Security value determined using significant unobservable
inputs.
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 100.0% and 0.9%, respectively, of net assets.
2 Security exempt from registration under Rule 144A of the
Securities Act of 1933. Such securities may be sold in
transactions exempt from registration, normally to qualified
institutional buyers. At October 31, 2018, the aggregate value
of these securities was $6,250,000, representing 0.6% of net
assets.
3 “Other” represents securities that are not classified by the
fund’s benchmark index.
4 Affiliated money market fund available only to Vanguard funds
and certain trusts and accounts managed by Vanguard. Rate
shown is the 7-day yield.
5 Includes $13,683,000 of collateral received for securities
on loan.
6 Securities with a value of $658,000 have been segregated as
initial margin for open futures contracts.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
NVDR—Non-Voting Depository Receipt.

48


 

International High Dividend Yield Index Fund          
 
 
Derivative Financial Instruments Outstanding as of Period End      
Futures Contracts            
            ($000)
            Value and
      Number of   Unrealized
      Long (Short) Notional Appreciation
    Expiration Contracts Amount (Depreciation)
Long Futures Contracts            
Dow Jones EURO STOXX 50 Index December 2018   79 2,859 (181)
E-mini S&P 500 Index December 2018   14 1,898 (123)
S&P ASX 200 Index December 2018   16 1,644 (113)
MSCI Emerging Market Index December 2018   12 574 (56)
            (473)
 
Forward Currency Contracts            
            Unrealized
  Contract         Appreciation
  Settlement Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Goldman Sachs International 12/28/18 EUR 3,208 USD 3,770 (116)
Barclays Bank plc 12/28/18 EUR 2,628 USD 3,114 (120)
BNP Paribas 12/27/18 AUD 2,499 USD 1,814 (43)
Goldman Sachs International 12/27/18 AUD 1,357 USD 980 (18)
BNP Paribas 12/28/18 USD 3,779 EUR 3,184 153
BNP Paribas 12/27/18 USD 1,010 AUD 1,392 24
            (120)
AUD—Australian dollar.            
EUR—Euro.            
USD—U.S. dollar.            

 

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

49


 

International High Dividend Yield Index Fund  
 
 
Statement of Operations  
 
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends1 46,556
Interest 2 82
Securities Lending—Net 511
Total Income 47,149
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 162
Management and Administrative—Investor Shares 34
Management and Administrative—ETF Shares 2,263
Management and Administrative—Admiral Shares 512
Marketing and Distribution—Investor Shares 2
Marketing and Distribution—ETF Shares 51
Marketing and Distribution—Admiral Shares 15
Custodian Fees 356
Auditing Fees 45
Shareholders’ Reports and Proxy—Investor Shares 1
Shareholders’ Reports and Proxy—ETF Shares 40
Shareholders’ Reports and Proxy—Admiral Shares 3
Trustees’ Fees and Expenses 1
Total Expenses 3,485
Expenses Paid Indirectly (33)
Net Expenses 3,452
Net Investment Income 43,697
Realized Net Gain (Loss)  
Investment Securities Sold 2,3 6,053
Futures Contracts (59)
Forward Currency Contracts (466)
Foreign Currencies (260)
Realized Net Gain (Loss) 5,268
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2 (142,537)
Futures Contracts (612)
Forward Currency Contracts 15
Foreign Currencies (73)
Change in Unrealized Appreciation (Depreciation) (143,207)
Net Increase (Decrease) in Net Assets Resulting from Operations (94,242)

1 Dividends are net of foreign withholding taxes of $4,585,000.
2 Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund
were $54,000, $8,000, and $1,000, respectively. Purchases and sales are for temporary cash investment purposes.
3 Includes $9,896,000 of net gains resulting from in-kind redemptions; such gains are not taxable to the fund.
See accompanying Notes, which are an integral part of the Financial Statements.

50


 

International High Dividend Yield Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 43,697 16,777
Realized Net Gain (Loss) 5,268 3,108
Change in Unrealized Appreciation (Depreciation) (143,207) 62,498
Net Increase (Decrease) in Net Assets Resulting from Operations (94,242) 82,383
Distributions    
Net Investment Income    
Investor Shares (349) (223)
ETF Shares (33,497) (11,765)
Admiral Shares (7,177) (3,905)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (41,023) (15,893)
Capital Share Transactions    
Investor Shares 834 4,675
ETF Shares 403,658 434,547
Admiral Shares 35,215 64,830
Net Increase (Decrease) from Capital Share Transactions 439,707 504,052
Total Increase (Decrease) 304,442 570,542
Net Assets    
Beginning of Period 774,135 203,593
End of Period 1,078,577 774,135

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

51


 

International High Dividend Yield Index Fund      
 
 
Financial Highlights      
 
 
Investor Shares      
      Feb. 25,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $26.29 $22.24 $20.00
Investment Operations      
Net Investment Income2 1.033 .947 .578
Net Realized and Unrealized Gain (Loss) on Investments3 (2.840) 3.865 2.059
Total from Investment Operations (1.807) 4.812 2.637
Distributions      
Dividends from Net Investment Income (.923) (.762) (.397)
Distributions from Realized Capital Gains
Total Distributions (.923) (.762) (.397)
Net Asset Value, End of Period $23.56 $26.29 $22.24
 
Total Return 4 -7.09%5 21.92%5 13.26%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $9 $9 $3
Ratio of Total Expenses to Average Net Assets 0.42% 0.42% 0.42%6,7
Ratio of Net Investment Income to Average Net Assets 3.96% 3.63% 3.55%6
Portfolio Turnover Rate8 10% 8% 6%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.01 for 2018 and $.02 for 2017.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable account service fees.
5 Total return does not include transaction fees that may have applied in the period shown. Fund prospectuses provide information
about any applicable transaction fees.
6 Annualized.
7 The ratio of total expenses to average net assets before an expense reimbursement of 0.31% was 0.73%. The expense
reimbursement was due to higher-than-anticipated custody costs associated with a higher volume of securities transactions, which
included transactions from a rebalance of the benchmark index shortly after the fund’s inception. The fund is not obligated to repay
this amount to Vanguard.
8 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

52


 

International High Dividend Yield Index Fund      
 
 
Financial Highlights      
 
 
ETF Shares      
      Feb. 25,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $65.69 $55.61 $50.00
Investment Operations      
Net Investment Income2 2.639 2.329 1.323
Net Realized and Unrealized Gain (Loss) on Investments3 (7.097) 9.763 5.305
Total from Investment Operations (4.458) 12.092 6.628
Distributions      
Dividends from Net Investment Income (2.382) (2.012) (1.018)
Distributions from Realized Capital Gains
Total Distributions (2.382) (2.012) (1.018)
Net Asset Value, End of Period $58.85 $65.69 $55.61
 
Total Return -7.03% 22.03% 13.37%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $889 $598 $117
Ratio of Total Expenses to Average Net Assets 0.32% 0.32% 0.32%4,5
Ratio of Net Investment Income to Average Net Assets 4.06% 3.73% 3.65%4
Portfolio Turnover Rate6 10% 8% 6%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.02 for 2018 and $.04 for 2017.
4 Annualized.
5 The ratio of total expenses to average net assets before an expense reimbursement of 0.31% was 0.63%. The expense
reimbursement was due to higher-than-anticipated custody costs associated with a higher volume of securities transactions, which
included transactions from a rebalance of the benchmark index shortly after the fund’s inception. The fund is not obligated to repay
this amount to Vanguard.
6 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

53


 

International High Dividend Yield Index Fund      
 
 
Financial Highlights      
 
 
Admiral Shares      
      March 2,
      20161 to
For a Share Outstanding Year Ended October 31, Oct. 31,
Throughout Each Period 2018 2017 2016
Net Asset Value, Beginning of Period $31.83 $26.92 $25.00
Investment Operations      
Net Investment Income2 1.264 1.114 .597
Net Realized and Unrealized Gain (Loss) on Investments3 (3.423) 4.743 1.817
Total from Investment Operations (2.159) 5.857 2.414
Distributions      
Dividends from Net Investment Income (1.151) (.947) (.494)
Distributions from Realized Capital Gains
Total Distributions (1.151) (.947) (.494)
Net Asset Value, End of Period $28.52 $31.83 $26.92
 
Total Return 4 -7.00%5 22.04%5 9.73%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $181 $168 $84
Ratio of Total Expenses to Average Net Assets 0.32% 0.32% 0.32%6,7
Ratio of Net Investment Income to Average Net Assets 4.06% 3.73% 3.65%6
Portfolio Turnover Rate8 10% 8% 6%

1 Inception.
2 Calculated based on average shares outstanding.
3 Includes increases from purchase and redemption fees of $.01 for 2018 and $.02 for 2017.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable account service fees.
5 Total return does not include transaction fees that may have applied in the period shown. Fund prospectuses provide information
about any applicable transaction fees.
6 Annualized.
7 The ratio of total expenses to average net assets before an expense reimbursement of 0.31% was 0.63%. The expense
reimbursement was due to higher-than-anticipated custody costs associated with a higher volume of securities transactions, which
included transactions from a rebalance of the benchmark index shortly after the fund’s inception. The fund is not obligated to repay
this amount to Vanguard.
8 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

54


 

International High Dividend Yield Index Fund

Notes to Financial Statements

Vanguard International High Dividend Yield Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers three classes of shares: Investor Shares, ETF Shares, and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on Nasdaq; they can be purchased and sold through a broker. 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 affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

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

3. Futures and Forward Currency Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearing-house is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the

55


 

International High Dividend Yield Index Fund

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

The fund also enters into forward currency contracts to provide the appropriate currency exposure related to any open futures contracts. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. 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 gains (losses) on futures or forward currency contracts.

During the year ended October 31, 2018, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund’s average investment in forward currency contracts represented 3% of net assets, based on the average of the notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2016–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

56


 

International High Dividend Yield Index Fund

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $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 October 31, 2018, or at any time during the period then ended.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities 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. Fees assessed on capital share transactions are credited to paid-in capital.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $60,000, representing 0.01% of the fund’s net assets and 0.02% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

C. The fund’s custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing custody account. For the year ended October 31, 2018, custodian fee offset arrangements reduced the fund’s expenses by $33,000 (an annual rate of 0.00% of average net assets).

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

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

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

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

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—North and South America 106,064
Common Stocks—Other 3,603 962,040 316
Temporary Cash Investments 15,348 808
Futures Contracts—Assets1 79
Forward Currency Contracts—Assets 177
Forward Currency Contracts—Liabilities (297)
Total 125,094 962,728 316
1 Represents variation margin on the last day of the reporting period.      

 

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International High Dividend Yield Index Fund

E. At October 31, 2018, the fair values of derivatives were reflected in the Statement of Net Assets as follows:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Statement of Net Assets Caption ($000) ($000) ($000)
Variation Margin Receivable—Futures Contracts 79 79
Unrealized Appreciation—Forward Currency Contracts 177 177
Total Assets 79 177 256
Unrealized Depreciation—Forward Currency Contracts (297) (297)

 

Realized net gain (loss) and the change in unrealized appreciation (depreciation) on derivatives for the year ended October 31, 2018, were:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Realized Net Gain (Loss) on Derivatives ($000) ($000) ($000)
Futures Contracts (59) (59)
Forward Currency Contracts (466) (466)
Realized Net Gain (Loss) on Derivatives (59) (466) (525)
 
Change in Unrealized Appreciation (Depreciation) on Derivatives      
Futures Contracts (612) (612)
Forward Currency Contracts 15 15
Change in Unrealized Appreciation (Depreciation) on Derivatives (612) 15 (597)

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

 

  Amount
  ($000)
Paid-in Capital 9,836
Total Distributable Earnings (Loss) (9,836)

 

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International High Dividend Yield Index Fund

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales, the realization of unrealized gains or losses on certain futures contracts, forward currency contracts, and unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 4,752
Undistributed Long-Term Gains
Capital Loss Carryforwards (Non-expiring) (5,468)
Net Unrealized Gains (Losses) (76,122)

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 1,164,122
Gross Unrealized Appreciation 52,928
Gross Unrealized Depreciation (128,984)
Net Unrealized Appreciation (Depreciation) (76,056)

 

G. During the year ended October 31, 2018, the fund purchased $594,307,000 of investment securities and sold $151,365,000 of investment securities, other than temporary cash investments. Purchases and sales include $370,138,000 and $50,274,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

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International High Dividend Yield Index Fund

H. Capital share transactions for each class of shares were:      
      Year Ended October 31,
    2018   2017
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued1 7,139 269 13,201 550
Issued in Lieu of Cash Distributions 323 13 208 8
Redeemed 2 (6,628) (256) (8,734) (355)
Net Increase (Decrease)—Investor Shares 834 26 4,675 203
ETF Shares        
Issued1 461,728 6,912 452,772 7,299
Issued in Lieu of Cash Distributions
Redeemed 2 (58,070) (900) (18,225) (300)
Net Increase (Decrease)—ETF Shares 403,658 6,012 434,547 6,999
Admiral Shares        
Issued1 79,430 2,484 95,890 3,234
Issued in Lieu of Cash Distributions 6,055 197 3,367 112
Redeemed 2 (50,270) (1,611) (34,427) (1,195)
Net Increase (Decrease)—Admiral Shares 35,215 1,070 64,830 2,151

1 Includes purchase fees for fiscal 2018 and 2017 of $212,00 and $265,000, respectively (fund totals).
2 Net of redemption fees for fiscal 2018 and 2017 of $124,000 and $24,000, respectively (fund totals).

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

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard International Dividend Appreciation Index Fund and Vanguard International High Dividend Yield Index Fund

Opinions on the Financial Statements

We have audited the accompanying statements of net assets of Vanguard International Dividend Appreciation Index Fund and Vanguard International High Dividend Yield Index Fund (two of the funds constituting Vanguard Whitehall Funds, hereafter collectively referred to as the “Funds”) as of October 31, 2018, the related statements of operations for the year ended October 31, 2018, the statements of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of October 31, 2018, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period ended October 31, 2018 and each of the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinions

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinions.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 13, 2018

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

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Special 2018 tax information (unaudited) for Vanguard International Dividend Appreciation Index Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $15,982,000 of qualified dividend income to shareholders during the fiscal year.

The fund designates to shareholders foreign source income of $18,084,000 and foreign taxes paid of $1,932,000. Shareholders will receive more detailed information with their Form 1099-DIV in January 2019 to determine the calendar-year amounts to be included on their 2018 tax returns.

 

Special 2018 tax information (unaudited) for Vanguard International High Dividend Yield Index Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $27,523,000 of qualified dividend income to shareholders during the fiscal year.

The fund designates to shareholders foreign source income of $35,029,000 and foreign taxes paid of $3,188,000. Shareholders will receive more detailed information with their Form 1099-DIV in January 2019 to determine the calendar-year amounts to be included on their 2018 tax returns.

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Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: International Dividend Index Funds  
Periods Ended October 31, 2018    
    Since
  One Inception
  Year (2/25/2016)
International Dividend Appreciation Index Fund Investor Shares    
Returns Before Taxes -7.13% 7.76%
Returns After Taxes on Distributions -8.01 7.16
Returns After Taxes on Distributions and Sale of    
Fund Shares -4.22 5.83
 
    Since
  One Inception
  Year (2/25/2016)
International High Dividend Yield Index Fund Investor Shares    
Returns Before Taxes -7.09% 9.74%
Returns After Taxes on Distributions -8.51 8.61
Returns After Taxes on Distributions and Sale of    
Fund Shares -4.01 7.28

 

Vanguard fund returns are adjusted to reflect the 0.25% fee on purchases and redemptions.

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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.

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Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  4/30/2018 10/31/2018 Period
Based on Actual Fund Return      
International Dividend Appreciation Index Fund      
Investor Shares $1,000.00 $907.75 $1.68
ETF Shares 1,000.00 908.09 1.20
Admiral Shares 1,000.00 908.06 1.20
International High Dividend Yield Index Fund      
Investor Shares $1,000.00 $906.56 $2.02
ETF Shares 1,000.00 902.54 1.53
Admiral Shares 1,000.00 906.87 1.54
Based on Hypothetical 5% Yearly Return      
International Dividend Appreciation Index Fund      
Investor Shares $1,000.00 $1,023.44 $1.79
ETF Shares 1,000.00 1,023.95 1.28
Admiral Shares 1,000.00 1,023.95 1.28
International High Dividend Yield Index Fund      
Investor Shares $1,000.00 $1,023.09 $2.14
ETF Shares 1,000.00 1,023.59 1.63
Admiral Shares 1,000.00 1,023.59 1.63

The calculations are based on expenses incurred in the most recent six-month period. The funds’ annualized six-month expense ratios for that period are: for the International Dividend Appreciation Index Fund, 0.35% for Investor Shares, 0.25% for ETF Shares, and 0.25% for Admiral Shares; and for the International High Dividend Yield Index Fund, 0.42% for Investor Shares, 0.32% for ETF Shares, and 0.32% 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 six-month period, then divided by the number of days in the most recent 12-month period (184/365).

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Glossary

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.

Fair-Value Pricing. Fair-value adjustments, which are required by the Securities and Exchange Commission, address pricing discrepancies that may arise because of time-zone differences among global stock markets. Foreign stocks may trade on exchanges that close many hours before a fund’s closing share price is calculated in the United States, generally at 4 p.m., Eastern time. In the hours between the foreign close and the U.S. close, the value of these foreign securities may change—because of company-specific announcements or market-wide developments, for example. Such price changes are not immediately reflected in international index values. Fair-value pricing takes such changes into account in calculating the fund’s daily net asset value, thus ensuring that the NAV doesn’t include “stale” prices. The result can be a temporary divergence between the return of the fund and that of its benchmark index—a difference that usually corrects itself when the foreign markets reopen.

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.

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.

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.

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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.

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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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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

 


 

 

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  Q20150 122018

 


 

Annual Report | October 31, 2018
Vanguard International ExplorerFund
 
 
 

 


 

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. 3
Advisors’ Report. 5
Fund Profile. 11
Performance Summary. 13
Financial Statements. 15
Your Fund’s After-Tax Returns. 35
About Your Fund’s Expenses. 36
Trustees Approve Advisory Arrangements. 38
Glossary. 40

 

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.


 

Your Fund’s Performance at a Glance

• For the 12 months ended October 31, 2018, Vanguard International Explorer Fund returned –13.08%, trailing both its benchmark, the S&P EPAC SmallCap Index, and the average return of its peers.

• The fund’s advisors invest in smaller companies—mostly from the developed regions of Europe and the Pacific—that they believe have strong long-term growth prospects.

• European stocks, which represented more than half the fund’s assets on average, returned nearly –14%. The Pacific region returned about –12% and emerging markets about –28%. All three regions lagged their benchmark counterparts. Ten of the fund’s 11 industry sectors detracted from relative performance, with information technology, industrials, and consumer discretionary hurting most.

• For the ten years ended October 31, 2018, the fund’s average annual return slightly trailed that of its benchmark and its peers.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total
  Returns
Vanguard International Explorer Fund -13.08%
S&P EPAC SmallCap Index -8.26
International Small-Cap Funds Average -9.98
International Small-Cap Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Total Returns: Ten Years Ended October 31, 2018  
  Average
  Annual Return
International Explorer Fund 10.77%
S&P EPAC SmallCap Index 10.85
International Small-Cap Funds Average 10.85

International Small-Cap Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

The figures shown represent past performance, which is not a guarantee of future results. (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.

1


 

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
International Explorer Fund 0.38% 1.52%

The fund expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the fund’s expense ratio was 0.39%. 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: International Small-Cap Funds.

2


 

CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

Advisors’ Report

For the fiscal year ended October 31, 2018, Vanguard International Explorer Fund returned –13.08%. Your fund is managed by three independent advisors, a strategy that enhances its diversification by providing exposure to distinct yet complementary investment approaches. It is not uncommon for different advisors to have different views about individual securities or the broader investment environment.

The advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies are presented in the table on page 10. The advisors have also prepared a discussion of the investment environment that existed during the year and of how their portfolio positioning reflected that assessment. These comments were prepared on November 26, 2018.

Schroder Investment Management North America Inc.

Portfolio Manager: Matthew F. Dobbs, Head of Global Small Companies

The investment landscape over the 12 months ended October 31, 2018, could hardly contrast more with the one we reported on a year ago. International equity returns have been negative, the U.S. dollar has been strengthening against most other major currencies, and smaller international companies have underperformed their larger peers. Overall, the S&P EPAC SmallCap Index returned below –8% versus below –7% for the S&P EPAC LargeMidCap Index.

The bulk of the market declines came in October, though the pressures on investor confidence were increasingly evident through the summer. Those pressures included deteriorating U.S.-China relations, rising U.S. interest rates, and downward revisions in growth expectations in key developed economies (such as Japan and Europe) as well as a number of emerging markets. Small-caps underperformed most in Japan (markedly among specialty retailers and banks) and in the Pacific region outside Japan.

In Europe, a number of our financial and information technology holdings performed poorly. In financials, Cerved and Anima corrected in sympathy with rising investor nervousness about Italy, their home market. Among IT holdings, Altran fell after problems with integrating an acquisition, and U-blox reflected a more subdued demand outlook. On a more positive note, consumer companies that performed well included Amer Sports and Yoox Net-A-Porter, which were both subject to bid activity, and Basic-Fit, on solid operating performance.

Results in Japan lagged, with auto parts companies particularly out of favor amid slowing end markets and concern over supply-chain disruption and technological change. Health care and

5


 

industrials were also weak, more than offsetting strength among IT holdings including Kakaku.com, OBIC Business Consultants, and Digital Garage.

The prime challenge in the United Kingdom portion of the portfolio has been in the consumer cyclical segment. Continued uncertainty surrounding the Brexit negotiations, lackluster domestic demand, and a rise in interest rates all contributed to caution in the sector, with specialist retail stocks such as Superdry, Ted Baker, and Pets at Home among the most disappointing performers.

Turning to the outlook, purely financial forecasts and considerations are materially complicated by major and unpredictable political issues. The biggest one for international investors is poor relations between the U.S. and China, which go far beyond mere trade differences. Other imponderables include Brexit, whether Italy’s well-publicized issues will seriously destabilize the euro region, and (in our mind, of fundamental global import) whether China’s leadership holds the line on accepting lower trend growth as the price for long-term financial sustainability.

Some or all of these issues may be amenable to at least short-term outcomes that are better than the consensus would suggest. The global economic and financial fundamentals, however, are troubling and include an unbalanced-growth picture (the U.S. versus the rest), tightening liquidity, and the risk of more profound shocks in credit markets. We continue to focus on individual corporate fundamentals and companies where we feel the long-term growth potential is underappreciated by investors.

Wellington Management Company llp

Portfolio Manager:

Simon H. Thomas, Senior Managing Director and Equity Portfolio Manager

Global equities rose over the 12 months. At the beginning of the period, macroeconomic indicators continued to highlight a positive global economic cycle, with strong fundamentals across all regions. Throughout the period, however, markets became more volatile because of higher U.S. inflation, a rising U.S. dollar, and a moderation in quantitative easing. China’s stock market has declined and its currency has weakened against the dollar, and higher tariffs between the United States and China presented challenges to companies globally. The euro region’s economic growth remains good but is decelerating, with a divergence between service indexes and manufacturing indexes; the latter have been pressured by tariff uncertainty and rising protectionism.

Stock selection in information technology, financials, and materials detracted most from our portfolio’s relative performance. Weaker selection was partly offset by positive selection in health care and energy. Allocation among sectors, which

6


 

is largely a result of our bottom-up stock selection process, was also a relative detractor. The portfolio’s underweighting of real estate and overweighting of industrials hurt most, but those were partly offset by our overweighting of health care. Among regions, selection within Japan and Europe—specifically in Italy, Switzerland, France, and Germany—detracted most from relative performance.

Ams AG, Ferrotec Holdings, and Maisons du Monde were the biggest detractors for the period. Ams, an Austrian designer and maker of advanced sensor products, saw its share price decline amid growing concerns about weaker demand for the company’s 3D sensing device for high-end smartphones. The threat of high tariffs, and their potential negative impact on the technology hardware supply chain, is also hurting the company.

Ferrotec, a Japanese component supplier to the semiconductor industry, performed well in 2017 and was one of our largest holdings by the end of that year. More recently, we believe the market has been penalizing Ferrotec because of tariff concerns and peaking semiconductor demand at this point in the business cycle. The company, however, is taking market share, has diversified its business, and has exposure to favorable long-term trends related to the internet and connected devices. We have maintained our exposure to it and foresee a long secular growth trajectory.

Maisons du Monde, a French furniture and home furnishings company, traded down after multiple reductions in its sales-growth guidance. Under its new CEO, however, we think the company will benefit from recovering conditions in the French market as well as new opportunities.

Top relative contributors included Hikma Pharmaceuticals, BeiGene, and Asahi Intecc. Hikma, a U.K.-based multinational pharmaceutical company, reported core operating profits well ahead of expectations in the first six months of 2018, largely driven by cost savings. The company is also executing well under its new CEO and is seeing increasing demand for its injectable pain products as a result of a drug shortage in the United States.

BeiGene, a Chinese boutique biopharmaceutical research and development company, announced continued positive preliminary data from its Phase 1 clinical trial of Zanubrutinib, a drug that targets four types of tumors. It also announced approval by the China Food and Drug Administration of Revlimid and the commercial availability of Vidaza; both drugs target blood cancers. We sold our holding as BeiGene stock approached the upper end of our market-capitalization range.

Asahi Intecc, a Japan-based producer of ultrafine stainless steel wiring and mesh for the industrial and medical end markets, benefited from an expansion into the U.S. and Europe. The company has also been

7


 

able to opportunistically grow its already dominant market share in Japan, in part because of key competitors’ production missteps. Over the period, we trimmed the position on valuation discipline.

Relative to the benchmark, at the end of the period we were most overweight in the industrials, consumer discretionary, and health care sectors and most underweight in real estate, information technology, and consumer staples. By region, Japan was our largest overweighting versus the benchmark and we were most underweight in Europe. We continue to look for high-quality companies that have been neglected by the market and offer attractive investment opportunities.

TimesSquare Capital Management, LLC

Portfolio Manager: Magnus S. Larsson, Director and Head of International Equities

International markets have been volatile since the start of 2018, pressured by changing interest rates and mounting trade tensions. Overall, our holdings in Japan and in emerging markets detracted most from the portfolio’s relative performance.

Weakness in our portfolio in emerging markets resulted from challenges in India’s financial sector as an Indian infrastructure development and finance company— unconnected to any of our holdings—defaulted on interest payments. The default led debt investors to turn more risk-averse. With a large institutional investor trying to sell commercial paper at Dewan Housing, shares at that affordable-housing mortgage provider dropped on panic selling. Edelweiss, a diversified financial services company, declined as a result. Management teams for Dewan and Edelweiss both reaffirmed that they had sufficient funding levels for uninterrupted operations. Given the Indian government’s commitment to providing affordable housing, our long-term investment thesis remains intact.

Japan’s Horiba, a maker of measuring instruments, experienced a near-term slowdown in its key automotive and semiconductor businesses amid trade-war uncertainty. Japan Lifeline, which distributes third-party vascular medical devices as well as those designed internally, faced challenges from national health insurance price revisions and upfront promotion of new products. We remain positive on the company’s ability to capitalize on Japan’s changing demographics. Faring better was Japan’s largest variety discount store, Don Quijote, which benefited from continued strong execution and market-share gains.

In Europe, U.K. funeral-services provider Dignity detracted from performance. Its lower-price strategy for “simple” funerals implied cannibalization of its core, higher-margin “traditional” services. Another detractor was French consulting and

8


 

engineering services firm Altran, which identified forged purchase orders within its recently acquired firm Aricent. Although Altran did not expect a material impact on its financial outlook and saw the event as a one-off, the market responded harshly.

On the positive side, Italian online financial services firm FinecoBank benefited from steady growth in its clientele, a larger wallet share from existing clients, and operating leverage. Amplifon, an Italian global specialty retailer of hearing aids, gained market share and looked to develop a white-label brand that uses hearing-aid usage data to offer personalized experiences.

Given our strong valuation discipline, we took profit in some of our strongest contributors, namely in Italy, and opportunistically added to conviction ideas on undue weakness. We continue to use our bottom-up analysis in identifying businesses that have secure foundations to support their growth in most environments.

9


 

Vanguard International Explorer Fund Investment Advisors
 
  Fund Assets Managed  
Investment Advisor % $ Million Investment Strategy
Schroder Investment 57 2,096 The advisor employs a fundamental investment
Management North America     approach that considers macroeconomic factors
Inc.     while focusing primarily on company-specific factors,
      including a company’s potential for long-term growth,
      financial condition, quality of management, and
      sensitivity to cyclical factors. The advisor also
      considers the relative value of a company’s securities
      compared with those of other companies and the
      market as a whole.
Wellington Management 25 923 The advisor employs a traditional, bottom-up
Company LLP     approach that is opportunistic in nature, relying on
      global and regional research resources to identify
      both growth-oriented and neglected or
      misunderstood companies.
TimesSquare Capital 15 560 The advisor employs a quality growth philosophy that
Management, LLC     is based on the premise that a skilled research
      team—emphasizing management quality, superior
      business models, and valuation—contributes to a
      diversified portfolio that will generate superior
      risk-adjusted returns over the long term.
Cash Investments 3 70 These short-term reserves are invested by Vanguard
      in equity index products to simulate investment in
      stocks. Each advisor also may maintain a modest
      cash position.

 

10


 

International Explorer Fund

Fund Profile
As of October 31, 2018

Portfolio Characteristics    
      MSCI
    S&P AC
    EPAC World
    SmallCap Index
  Fund Index ex USA
Number of Stocks 341 3,560 2,162
Median Market Cap $2.2B $1.8B $32.1B
Price/Earnings Ratio 16.3x 13.2x 12.7x
Price/Book Ratio 1.9x 1.4x 1.5x
Return on Equity 12.3% 9.9% 12.6%
Earnings Growth      
Rate 15.9% 12.0% 8.7%
Dividend Yield 2.3% 2.6% 3.2%
Turnover Rate 40%
Ticker Symbol VINEX
Expense Ratio1 0.38%
Short-Term Reserves 3.5%

 

Sector Diversification (% of equity exposure)
  Fund
Communication Services 5.5%
Consumer Discretionary 18.5
Consumer Staples 3.0
Energy 1.5
Financials 10.2
Health Care 7.8
Industrials 30.6
Information Technology 9.1
Materials 9.4
Real Estate 3.8
Utilities 0.6

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.

 

 

Volatility Measures    
    MSCI
  S&P AC
  EPAC World
  SmallCap Index ex
  Index USA
R-Squared 0.95 0.81
Beta 1.02 1.05

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

 

 

Ten Largest Holdings (% of total net assets)
Nippon Shinyaku Co.    
Ltd. Pharmaceuticals 1.1%
Altran Technologies SA IT Consulting &  
  Other Services 1.1
Dalata Hotel Group plc Hotels, Resorts &  
  Cruise Lines 1.0
AMG Advanced Diversified Metals &  
Metallurgical Group NV Mining 0.9
NCSoft Corp. Interactive Home  
  Entertainment 0.9
Anima Holding SPA Asset Management  
  & Custody Banks 0.9
Befesa SA Environmental &  
  Facilities Services 0.9
OCI NV Fertilizers &  
  Agricultural  
  Chemicals 0.8
Ahlsell AB Trading Companies &  
  Distributors 0.8
Elis SA Diversified Support  
  Services 0.8
Top Ten   9.2%

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

Allocation by Region (% of equity exposure)

1 The expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratio was 0.39%.

11


 

International Explorer Fund

Market Diversification (% of equity exposure)
    S&P MSCI AC
    EPAC World
    SmallCap Index
  Fund Index ex USA
Europe      
United Kingdom 15.5% 15.0% 12.1%
Italy 8.2 2.1 1.6
France 7.3 8.9 7.6
Germany 5.5 8.1 6.2
Netherlands 5.4 2.5 2.3
Switzerland 3.4 7.7 5.9
Ireland 2.5 0.3 0.4
Sweden 2.3 3.0 1.8
Spain 2.0 2.7 2.1
Denmark 1.4 1.1 1.1
Austria 1.2 0.2 0.2
Other 1.8 3.4 2.1
Subtotal 56.5% 55.0% 43.4%
Pacific      
Japan 27.2% 26.7% 16.9%
Australia 5.0 6.7 4.7
South Korea 2.5 3.8 3.4
Hong Kong 1.7 1.7 2.3
Other 0.9 1.3 1.0
Subtotal 37.3% 40.2% 28.3%
Emerging Markets      
China 2.1% 0.6% 7.4%
India 1.6 0.0 2.1
Taiwan 1.2 0.0 2.9
Other 1.0 0.0 8.5
Subtotal 5.9% 0.6% 20.9%
North America      
Other 0.3% 0.3% 6.7%
Middle East 0.0% 0.7% 0.4%
Other 0.0% 3.2% 0.3%

"Other" represents securities that are not classified by the fund's benchmark index.

12

 


 

International Explorer Fund

Performance Summary

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

Cumulative Performance: October 31, 2008, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
  One Five Ten of a $10,000
  Year Years Years Investment
International Explorer Fund -13.08% 4.55% 10.77% $27,824
S&P EPAC SmallCap Index -8.26 5.01 10.85 28,007
International Small-Cap Funds Average -9.98 3.56 10.85 28,010
MSCI All Country World Index ex USA -7.80 2.10 7.41 20,440

International Small-Cap Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

13


 

International Explorer Fund

Fiscal-Year Total Returns (%): October 31, 2008, Through October 31, 2018


Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
International Explorer Fund 11/4/1996 0.29% 8.04% 9.11%

 

14


 

International Explorer Fund

Financial Statements

Statement of Net Assets

As of October 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.

      Market
      Value
    Shares ($000)
Common Stocks (95.0%)1    
Australia (4.7%)    
^ Bingo Industries Ltd. 7,983,737 13,553
  Link Administration    
  Holdings Ltd. 2,365,580 12,606
  Iluka Resources Ltd. 2,121,875 12,186
  Steadfast Group Ltd. 5,761,800 12,150
  oOh!media Ltd. 3,265,260 10,972
  NRW Holdings Ltd. 7,877,368 10,346
  ALS Ltd. 1,723,342 9,994
  Computershare Ltd. 687,563 9,655
  SEEK Ltd. 686,808 8,726
  Incitec Pivot Ltd. 2,870,473 7,954
  IPH Ltd. 2,005,600 7,700
  Ansell Ltd. 443,360 7,309
  Challenger Ltd. 982,800 7,158
^ Netwealth Group Ltd. 1,378,245 6,868
  Monadelphous Group Ltd. 586,491 6,002
  Cleanaway Waste    
  Management Ltd. 4,555,284 5,823
  Mirvac Group 3,590,948 5,524
  Nufarm Ltd. 1,320,880 5,341
  Domain Holdings    
  Australia Ltd. 2,458,208 4,325
  Estia Health Ltd. 2,109,977 3,058
  SpeedCast International    
  Ltd. 932,200 2,383
*,^ Karoon Gas Australia Ltd.   1,374,635 1,040
      170,673
Austria (1.2%)    
  Lenzing AG 175,000 15,874
  ANDRITZ AG 153,036 7,929
  Wienerberger AG 281,844 6,483
  Schoeller-Bleckmann    
  Oilfield Equipment AG 61,058 5,451
^ Porr AG 167,220 4,527
  Palfinger AG 69,600 2,122
      42,386

 

Belgium (0.7%)    
  Euronav NV 1,222,089 11,380
  Cie d’Entreprises CFE 76,748 8,138
* Galapagos NV 52,470 5,390
      24,908
Brazil (0.2%)    
  Kroton Educacional SA 1,359,900 4,173
  Qualicorp Consultoria e    
  Corretora de Seguros SA 638,100 2,469
      6,642
China (2.0%)    
  Shenzhou International    
  Group Holdings Ltd. 1,536,000 17,029
* SINA Corp. 187,609 11,877
* New Oriental Education &    
  Technology Group Inc.    
  ADR 158,372 9,266
*,^ iQIYI Inc. ADR 454,814 8,933
  Nexteer Automotive    
  Group Ltd. 4,160,000 5,866
*,^ Baozun Inc. ADR 118,828 4,730
2 Crystal International    
  Group Ltd. 7,970,000 4,363
  Haitian International    
  Holdings Ltd. 2,162,000 4,246
* Vipshop Holdings Ltd.    
  ADR 762,700 3,707
^ Tarena International Inc.    
  ADR 302,745 2,619
      72,636
Denmark (1.3%)    
  FLSmidth & Co. A/S 400,000 20,988
  Topdanmark A/S 386,900 18,391
  SimCorp A/S 122,600 9,440
*,§ OW Bunker A/S 1,000,000
      48,819

 

15


 

International Explorer Fund    
 
 
 
      Market
      Value
    Shares ($000)
Finland (0.2%)    
  Metso Oyj 171,282 5,408
* Outotec Oyj 705,689 2,729
      8,137
France (6.9%)    
  Altran Technologies SA 3,923,268 38,886
  Elis SA 1,418,799 28,609
  SPIE SA 1,700,000 26,616
  Nexity SA 502,757 24,043
* Ubisoft Entertainment SA 200,311 17,969
*,2 SMCP SA 750,000 17,736
* ID Logistics Group 77,656 13,104
2 Maisons du Monde SA 464,638 11,648
  Kaufman & Broad SA 250,000 10,253
  Trigano SA 100,000 10,153
* SOITEC 88,813 6,328
* Virbac SA 38,634 6,199
  Orpea 47,500 5,848
  Albioma SA 300,000 5,829
  L’Occitane International    
  SA 2,939,500 5,505
  Imerys SA 88,285 5,442
  Rubis SCA 84,426 4,356
  Teleperformance 25,000 4,117
* Tikehau Capital SCA 119,243 3,216
* Innate Pharma SA 341,522 2,857
* Marie Brizard Wine &    
  Spirits SA 514,107 2,444
  LISI 75,000 2,185
      253,343
Germany (5.2%)    
2 Befesa SA 700,000 31,079
  Wacker Chemie AG 225,000 20,098
  Grand City Properties SA 750,000 18,132
* HelloFresh SE 1,355,396 16,175
  SAF-Holland SA 996,538 14,524
* Stemmer Imaging AG 294,500 12,981
  XING SE 38,750 11,651
  Duerr AG 325,000 11,581
2 Aumann AG 233,475 11,483
^ RIB Software SE 502,900 8,679
  STRATEC Biomedical AG 107,258 7,041
* Senvion SA 1,225,000 6,985
  Stabilus SA 80,900 5,422
  CTS Eventim AG & Co.    
  KGaA 110,800 4,154
  Nemetschek SE 29,100 3,825
  GRENKE AG 31,900 3,059
  Zeal Network SE 125,000 3,035
*,2 windeln.de SE 1,125,000 1,043
      190,947
Hong Kong (1.6%)    
  Techtronic Industries Co.    
  Ltd. 4,199,500 19,774

 

  ASM Pacific Technology    
  Ltd. 1,064,800 9,235
  Cathay Pacific Airways    
  Ltd. 6,978,635 8,891
  Value Partners Group    
  Ltd. 10,332,000 7,706
^ Microport Scientific    
  Corp. 5,415,000 6,465
  Johnson Electric    
  Holdings Ltd. 2,197,625 4,929
      57,000
India (1.4%)    
  Container Corp. Of India    
  Ltd. 1,541,754 13,225
  Gujarat Pipavav Port Ltd.  6,724,221 9,099
  Zee Entertainment    
  Enterprises Ltd. 1,446,958 8,832
  Apollo Hospitals    
  Enterprise Ltd. 482,865 7,460
  Edelweiss Financial    
  Services Ltd. 3,004,200 6,596
  Indiabulls Housing    
  Finance Ltd. 526,100 5,934
  Multi Commodity    
  Exchange of India Ltd. 205,558 1,955
      53,101
Indonesia (0.0%)    
  Tower Bersama    
  Infrastructure Tbk PT 2,782,300 856
 
Ireland (2.4%)    
  Dalata Hotel Group plc 5,644,800 34,889
  Smurfit Kappa Group plc 750,000 24,383
  Irish Continental Group    
  plc 1,923,000 11,330
  Irish Residential    
  Properties REIT plc 6,500,000 10,477
  Origin Enterprises plc 1,075,000 6,914
      87,993
Italy (7.7%)    
2 Anima Holding SPA 7,564,547 31,632
  Maire Tecnimont SPA 6,000,000 26,228
  Cerved Group SPA 3,042,623 24,265
  Interpump Group SPA 785,935 22,674
  Recordati SPA 500,000 16,927
*,2 Pirelli & C SPA 2,250,000 16,535
  Salvatore Ferragamo    
  SPA 633,586 14,987
  Autogrill SPA 1,473,792 14,490
  DiaSorin SPA 145,626 13,813
2 doBank SPA 1,122,330 12,371
2, ^ Gima TT SPA 1,191,877 11,596
  Banca Generali SPA 525,000 10,109
  Amplifon SPA 504,800 8,942

 

16


 

International Explorer Fund    
 
 
 
      Market
      Value
    Shares ($000)
  FinecoBank Banca    
  Fineco SPA 711,500 7,436
  Buzzi Unicem SPA 384,482 7,383
*,2, ^ OVS SPA 4,164,512 7,354
  Brunello Cucinelli SPA 212,353 7,269
  Datalogic SPA 213,700 6,276
  Credito Emiliano SPA 1,000,000 5,964
  Tamburi Investment    
  Partners SPA 846,800 5,517
2 Banca Sistema SPA 2,600,000 4,944
  Tod’s SPA 54,967 3,361
*,2 Piovan SPA 235,471 2,347
      282,420
Japan (25.7%)    
  Nippon Shinyaku Co. Ltd. 695,770 39,973
  Disco Corp. 148,400 23,590
  Tokai Tokyo Financial    
  Holdings Inc. 4,470,400 23,078
  Glory Ltd. 968,100 22,544
  Zenkoku Hosho Co. Ltd. 614,155 22,266
  Kureha Corp. 336,900 21,651
  Hitachi Transport System    
  Ltd. 841,400 21,606
  Sumitomo Forestry Co.    
  Ltd. 1,404,100 20,835
  Tsuruha Holdings Inc. 190,500 19,883
  Digital Garage Inc. 680,900 18,621
  Ai Holdings Corp. 940,000 17,931
  Koito Manufacturing Co.    
  Ltd. 372,200 17,719
  Trusco Nakayama Corp. 682,800 17,228
  Aica Kogyo Co. Ltd. 577,600 17,195
  Nabtesco Corp. 750,600 16,476
  Daifuku Co. Ltd. 382,900 16,444
  Nippon Densetsu Kogyo    
  Co. Ltd. 807,600 16,330
  Shinmaywa Industries Ltd.   1,299,700 16,001
  Nitta Corp. 435,200 15,795
  ABC-Mart Inc. 270,100 15,791
  Horiba Ltd. 333,800 15,622
  Nifco Inc. 681,200 15,524
  IHI Corp. 423,124 15,479
  Sugi Holdings Co. Ltd. 324,800 14,871
  Musashi Seimitsu Industry    
  Co. Ltd. 1,017,400 14,848
  Izumi Co. Ltd. 267,400 14,518
  SCSK Corp. 339,200 14,374
  Kakaku.com Inc. 793,000 14,363
  Nishi-Nippon Financial    
  Holdings Inc. 1,464,100 13,913
  Toyo Tire & Rubber Co.    
  Ltd. 764,900 12,760
  Arcs Co. Ltd. 525,100 12,689
  DMG Mori Co. Ltd. 863,400 12,457

 

  Open House Co. Ltd. 298,800 11,810
  Pola Orbis Holdings Inc. 414,200 11,065
  en-japan Inc.   277,100 11,053
  Persol Holdings Co. Ltd. 563,900 10,698
  Kobe Steel Ltd. 1,308,800 10,523
  OBIC Business      
  Consultants Co. Ltd. 131,300 10,494
  Sanwa Holdings Corp. 843,990 9,904
  Miura Co. Ltd.   381,100 9,307
  Asahi Intecc Co. Ltd. 223,503 9,153
  Kyudenko Corp.   248,730 9,050
  Lintec Corp.   382,200 9,045
  TechnoPro Holdings Inc. 167,500 8,726
  Kissei Pharmaceutical Co.    
  Ltd.   303,100 8,709
  JSP Corp.   439,100 8,672
  Unipres Corp.   480,000 8,586
  EPS Holdings Inc.   417,900 8,160
  Jamco Corp.   286,200 8,097
  Japan Lifeline Co. Ltd. 550,000 8,018
  Dip Corp.   367,600 7,978
  Benefit One Inc.   303,200 7,816
  Ferrotec Holdings Corp. 831,600 7,548
  TPR Co. Ltd.   308,800 7,521
  Kyowa Exeo Corp.   278,300 7,502
  Tokyo Steel Manufacturing    
  Co. Ltd.   917,700 7,236
  Nippon Yusen KK   443,400 7,150
  Ichigo Inc.   2,171,930 7,091
  Iriso Electronics Co. Ltd. 165,300 6,981
  Daikyonishikawa Corp. 711,000 6,792
  KH Neochem Co. Ltd. 237,100 6,734
^ Aruhi Corp.   391,200 6,673
  JGC Corp.   330,900 6,405
  NEC Networks & System    
  Integration Corp.   285,400 6,221
  Nihon Parkerizing Co. Ltd. 511,900 6,182
  Fukushima Industries Corp. 130,700 5,953
  H2O Retailing Corp.   381,700 5,931
  Daibiru Corp.   571,100 5,757
  Obara Group Inc.   144,600 5,685
  Itoham Yonekyu Holdings    
  Inc.   882,700 5,559
  Eagle Industry Co. Ltd. 471,000 5,488
  Kumiai Chemical Industry    
  Co. Ltd.   830,500 5,170
  Yokogawa Bridge Holdings    
  Corp.   315,800 5,123
  Hitachi Metals Ltd.   410,800 4,831
  San-In Godo Bank Ltd. 624,800 4,741
  Kenedix Inc.   903,900 4,705
^ Harmonic Drive Systems    
  Inc.   149,400 4,542

 

17


 

International Explorer Fund    
 
 
 
      Market
      Value
    Shares ($000)
  Kanto Denka Kogyo Co.    
  Ltd. 459,000 4,168
^ Mirait Holdings Corp. 255,700 4,129
  Nihon M&A Center Inc. 156,200 3,743
  Warabeya Nichiyo    
  Holdings Co. Ltd. 225,000 3,658
*,^ M&A Capital Partners Co.  
  Ltd. 65,900 3,241
  Tsutsumi Jewelry Co. Ltd. 137,700 2,705
  Tokyo Kiraboshi Financial    
  Group Inc. 120,045 1,939
  Tokyo Ohka Kogyo Co. Ltd. 70,980 1,901
      938,244
Malaysia (0.2%)    
  AirAsia Group Bhd. 9,865,000 6,198
 
Mexico (0.3%)    
  Grupo Aeroportuario    
  del Pacifico SAB de    
  CV Class B 1,021,243 8,449
  Regional SAB de CV 742,100 3,614
      12,063
Netherlands (5.2%)    
  AMG Advanced    
  Metallurgical Group NV 700,000 33,305
* OCI NV 1,021,995 29,038
*,^ Fugro NV 2,125,000 27,302
  TKH Group NV 437,500 22,099
  SIF Holding NV 975,000 16,325
*,2 Basic-Fit NV 550,000 15,836
  Van Lanschot Kempen NV 600,000 14,696
2 NIBC Holding NV 1,250,000 11,378
  IMCD NV 166,880 11,317
  Kendrion NV 235,517 7,123
      188,419
New Zealand (0.3%)    
* Fletcher Building Ltd. 2,542,263 10,070
  Fisher & Paykel    
  Healthcare Corp. Ltd. 267,800 2,382
      12,452
Norway (0.8%)    
  Kongsberg Gruppen ASA 963,831 15,826
*,2 Elkem ASA 2,640,235 7,842
  Borregaard ASA 625,000 5,629
      29,297
Other (0.7%)    
^,3 Vanguard FTSE All World    
  ex-US Small-Cap ETF 249,010 25,105
 
Singapore (0.4%)    
  Jardine Cycle & Carriage    
  Ltd. 439,400 9,623
  First Resources Ltd. 5,709,600 6,511
      16,134

 

South Africa (0.2%)    
  Reinet Investments SCA 369,347 6,401
 
South Korea (2.4%)    
  NCSoft Corp. 85,767 32,416
  Medy-Tox Inc. 26,248 10,753
2, ^ Netmarble Corp. 108,850 10,751
  SK Holdings Co. Ltd. 30,185 6,950
^ Mando Corp. 220,700 5,938
  Nexen Tire Corp. 782,668 5,614
  Hankook Tire Co. Ltd. 146,228 5,319
  Samsung Securities Co.    
  Ltd. 222,814 5,264
*,^ Korea Aerospace    
  Industries Ltd. 127,782 3,255
      86,260
Spain (1.9%)    
*,2 Aedas Homes SAU 500,000 12,943
2 Prosegur Cash SA 6,000,000 11,885
  Prosegur Cia de    
  Seguridad SA 2,067,400 11,482
  CIE Automotive SA 362,357 9,590
  Melia Hotels International    
  SA 921,454 9,469
  Viscofan SA 146,200 8,745
  Bolsas y Mercados    
  Espanoles SHMSF SA 66,600 1,970
  Global Dominion Access    
  SA 316,774 1,692
      67,776
Sweden (2.2%)    
2 Ahlsell AB 5,687,379 28,786
  Modern Times Group    
  MTG AB Class B 442,300 16,327
  Loomis AB Class B 375,000 11,595
  Concentric AB 508,285 6,821
^ Hoist Finance AB 766,600 6,148
* Cellavision AB 150,171 4,195
^ Alimak Group AB 263,000 3,702
  Troax Group AB 83,300 2,311
      79,885
Switzerland (3.2%)    
  OC Oerlikon Corp. AG 2,208,100 26,279
  Ascom Holding AG 951,900 15,181
^ Dufry AG 120,742 13,605
  Logitech International SA 362,500 13,421
  Helvetia Holding AG 20,000 12,251
  u-blox Holding AG 73,907 9,261
^ Comet Holding AG 85,000 8,587
  VAT Group AG 82,100 8,238
  Daetwyler Holding AG 44,000 6,680
  ams AG 86,899 3,385
      116,888

 

18


 

International Explorer Fund    
 
 
 
      Market
      Value
    Shares ($000)
Taiwan (1.1%)    
  Chroma ATE Inc. 4,625,700 16,295
  Giant Manufacturing Co.    
  Ltd. 1,785,000 6,832
  CTCI Corp. 4,336,000 6,123
  Gourmet Master Co. Ltd. 989,217 6,000
  Nien Made Enterprise Co.    
  Ltd. 722,000 4,478
      39,728
United Arab Emirates (0.0%)  
* Lamprell plc 1,214,295 978
 
United Kingdom (14.7%)    
  B&M European Value    
  Retail SA 3,936,728 20,948
  Elementis plc 6,634,352 17,334
  Grainger plc 4,992,605 17,248
  SSP Group plc 1,850,000 15,773
  DCC plc 174,000 14,914
  Cineworld Group plc 3,850,000 14,473
  Bodycote plc 1,370,000 13,913
  Rentokil Initial plc 3,316,296 13,373
  Dunelm Group plc 1,730,000 13,184
  Hikma Pharmaceuticals    
  plc 538,635 13,065
^ Restaurant Group plc 4,253,304 13,064
  RPC Group plc 1,302,000 12,691
  Electrocomponents plc 1,601,700 12,681
  HomeServe plc 1,000,000 12,139
  Coats Group plc 11,630,000 11,936
  Melrose Industries plc 5,365,900 11,551
  Cranswick plc 310,000 11,445
  Dechra Pharmaceuticals    
  plc 390,000 11,395
  Auto Trader Group plc 2,151,300 11,241
  UDG Healthcare plc 1,235,800 9,967
^ Rhi Magnesita NV 203,581 9,868
  Ted Baker plc 420,000 9,831
  Genus plc 339,937 9,604
  Tyman plc 2,712,497 9,594
  Ultra Electronics Holdings    
  plc 520,575 9,569
  Abcam plc 590,745 9,056
  Investec plc 1,420,000 8,779
  Halma plc 500,000 8,485
  Redrow plc 1,210,000 8,170
  Telecom Plus plc 520,000 8,114
  Sanne Group plc 1,130,177 8,085
  IG Group Holdings plc 1,040,000 8,029
  Keller Group plc 951,780 7,872
  Superdry plc 749,889 7,737
  Lancashire Holdings Ltd. 1,009,399 7,610
  Hill & Smith Holdings plc 547,452 6,922
  QinetiQ Group plc 1,895,000 6,712

 

  Consort Medical plc 464,523 6,611
  Northgate plc 1,369,916 6,598
  Volution Group plc 2,890,481 6,395
^ Kier Group plc 558,412 6,250
* ASOS plc 87,729 6,112
  Hays plc 2,865,013 6,000
  Pets at Home Group plc 4,250,000 5,968
  Segro plc 750,000 5,880
* Cairn Homes plc 3,516,310 5,645
  Howden Joinery    
  Group plc 910,000 5,449
  Eco Animal Health    
  Group plc 1,086,431 5,313
  Polypipe Group plc 1,114,800 5,277
  Hunting plc 601,372 5,160
  Crest Nicholson    
  Holdings plc 1,125,000 4,894
  Diploma plc 281,600 4,722
  LondonMetric Property    
  plc 2,050,000 4,721
  Photo-Me International    
  plc 3,150,000 4,454
2 ConvaTec Group plc 2,047,039 4,231
  Jupiter Fund    
  Management plc 933,400 4,017
  Just Group plc 3,000,000 3,400
  James Fisher & Sons plc 141,368 3,060
  Vesuvius plc 436,161 3,026
  Rotork plc 751,800 2,879
  Clarkson plc 70,800 2,150
  Soco International plc 355,881 382
      534,966
United States (0.2%)    
  Samsonite International    
  SA 2,435,400 7,024
Total Common Stocks    
(Cost $3,448,028)   3,467,679
Temporary Cash Investments (8.5%)1  
Money Market Fund (7.4%)    
4,5 Vanguard Market    
  Liquidity Fund,    
  2.308% 2,700,694 270,069

 

19


 

International Explorer Fund    
 
 
 
    Face Market
  Amount Value
    ($000) ($000)
Repurchase Agreement (1.0%)    
  Goldman Sachs & Co.    
  2.180%, 11/1/18 (Dated    
  10/31/18, Repurchase Value  
  $37,002,000 collateralized    
  by Federal Home Loan    
  Mortgage Corp.    
  3.500%–4.000%,    
  5/01/28–2/01/48, and    
  Federal National Mortgage    
  Assn. 3.530%, 10/01/29,    
  with a value of    
  $37,740,000) 37,000 37,000
 
U. S. Government and Agency Obligations (0.1%)
6 United States Treasury Bill,    
  2.034%, 11/15/18 3,400 3,397
6 United States Treasury Bill,    
  2.302%, 2/28/19 200 199
      3,596
Total Temporary Cash Investments  
(Cost $310,656)   310,665
Total Investments (103.5%)    
(Cost $3,758,684)   3,778,344
Other Assets and Liabilities (-3.5%)  
Other Assets7   30,700
Liabilities 4   (159,650)
      (128,950)
Net Assets (100%)    
Applicable to 204,336,353 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,649,394
Net Asset Value Per Share   $17.86

 

  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers 3,483,170
Affiliated Issuers 295,174
Total Investments in Securities 3,778,344
Investment in Vanguard 210
Receivables for Investment  
Securities Sold 7,254
Receivables for Accrued Income 10,773
Receivables for Capital Shares Issued 1,276
Variation Margin Receivable—  
Futures Contracts 1,064
Unrealized Appreciation—  
Forward Currency Contracts 521
Other Assets7 9,602
Total Assets 3,809,044
Liabilities  
Payables for Investment Securities  
Purchased 12,098
Collateral for Securities on Loan 136,202
Payables to Investment Advisor 2,103
Payables for Capital Shares Redeemed 3,821
Payables to Vanguard 3,465
Variation Margin Payable—  
Futures Contracts 18
Unrealized Depreciation—  
Forward Currency Contracts 1,943
Total Liabilities 159,650
Net Assets 3,649,394

 

20


 

International Explorer Fund

At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 3,410,786
Total Distributable Earnings (Loss) 238,608
Net Assets 3,649,394

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 $125,439,000.
§ Security value determined using significant unobservable inputs.
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 96.3% and 7.2%, respectively, of net assets.
2 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2018, the aggregate value of these securities was $267,783,000, representing 7.3% of net assets.
3 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
4 Includes $136,202,000 of collateral received for securities on loan.
5 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
6 Securities with a value of $2,497,000 have been segregated as initial margin for open futures contracts.
7 Cash of $1,130,000 has been segregated as collateral for open forward currency contracts.
ADR—American Depositary Receipt.
REIT—Real Estate Investment Trust.

 

Derivative Financial Instruments Outstanding as of Period End    
 
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional Appreciation
  Expiration Contracts Amount (Depreciation)
Long Futures Contracts        
Topix Index December 2018 114 16,580 (1,395)
Dow Jones EURO STOXX 50 Index December 2018 390 14,109 (717)
FTSE 100 Index December 2018 127 11,543 (317)
S&P ASX 200 Index December 2018 64 6,569 (429)
        (2,858)

 

21


 

International Explorer Fund            
 
 
Forward Currency Contracts            
            Unrealized
  Contract         Appreciation
  Settlement Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Citibank, N.A. 12/18/18 JPY 2,603,030 USD 23,333 (164)
JPMorgan Chase Bank, N.A. 12/28/18 EUR 18,576 USD 21,851 (694)
UBS AG 12/28/18 GBP 12,722 USD 16,821 (508)
Barclays Bank plc 12/18/18 JPY 1,688,555 USD 15,261 (231)
JPMorgan Chase Bank, N.A. 12/27/18 AUD 13,713 USD 9,910 (193)
Morgan Stanley Capital Services LLC 12/28/18 EUR 2,429 USD 2,838 (72)
Goldman Sachs International 12/18/18 JPY 308,975 USD 2,726 24
Citibank, N.A. 12/28/18 GBP 1,495 USD 1,962 (45)
Goldman Sachs International 12/27/18 AUD 1,548 USD 1,119 (22)
JPMorgan Chase Bank, N.A. 12/18/18 USD 17,049 JPY 1,893,840 192
UBS AG 12/28/18 USD 3,431 EUR 2,922 103
UBS AG 12/28/18 USD 2,504 GBP 1,924 37
Goldman Sachs International 12/28/18 USD 2,339 GBP 1,805 25
JPMorgan Chase Bank, N.A. 12/28/18 USD 2,333 EUR 2,018 34
Citibank, N.A. 12/18/18 USD 1,777 JPY 200,750 (10)
Goldman Sachs International 12/18/18 USD 1,776 JPY 199,364 1
BNP Paribas 12/18/18 USD 1,720 JPY 192,060 11
Citibank, N.A. 12/28/18 USD 1,698 EUR 1,483 8
BNP Paribas 12/28/18 USD 1,653 EUR 1,443 10
BNP Paribas 12/28/18 USD 1,578 GBP 1,193 48
JPMorgan Chase Bank, N.A. 12/18/18 USD 1,276 JPY 143,480 (1)
BNP Paribas 12/27/18 USD 860 AUD 1,215 (1)
JPMorgan Chase Bank, N.A. 12/27/18 USD 819 AUD 1,159 (2)
Goldman Sachs International 12/27/18 USD 787 AUD 1,084 19
Citibank, N.A. 12/27/18 USD 703 AUD 991 1
Citibank, N.A. 12/28/18 USD 1,698 EUR 1,483 8
            (1,422)
AUD—Australian dollar.            
EUR—Euro.            
GBP—British pound.            
JPY—Japenese yen.            
USD—U.S. dollar.            

 

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

22


 

International Explorer Fund  
 
 
Statement of Operations  
 
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends Received —Unaffiliated Issuers1 85,260
Dividends—Affiliated Issuers 777
Interest Received—Unaffiliated Issuers 592
Interest—Affiliated Issuers 2,851
Securities Lending—Net 3,392
Total Income 92,872
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 9,450
Performance Adjustment (296)
The Vanguard Group—Note C  
Management and Administrative 6,557
Marketing and Distribution 746
Custodian Fees 448
Auditing Fees 39
Shareholders’ Reports and Proxy 119
Trustees’ Fees and Expenses 7
Total Expenses 17,070
Expenses Paid Indirectly (80)
Net Expenses 16,990
Net Investment Income 75,882
Realized Net Gain (Loss)  
Investment Securities Sold—Unaffiliated Issuers 254,485
Investment Securities Sold—Affiliated Issuers (18)
Futures Contracts 1,013
Forward Currency Contracts (4,482)
Foreign Currencies (2,318)
Realized Net Gain (Loss) 248,680
Change in Unrealized Appreciation (Depreciation)  
Investment Securities—Unaffiliated Issuers (888,843)
Investment Securities—Affiliated Issuers (3,917)
Futures Contracts (6,253)
Forward Currency Contracts 724
Foreign Currencies 400
Change in Unrealized Appreciation (Depreciation) (897,889)
Net Increase (Decrease) in Net Assets Resulting from Operations (573,327)
1 Dividends are net of foreign withholding taxes of $6,620,000.  
See accompanying Notes, which are an integral part of the Financial Statements.  

 

23


 

International Explorer Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 75,882 56,421
Realized Net Gain (Loss) 248,680 201,076
Change in Unrealized Appreciation (Depreciation) (897,889) 648,383
Net Increase (Decrease) in Net Assets Resulting from Operations (573,327) 905,880
Distributions    
Net Investment Income (83,340) (52,250)
Realized Capital Gain1 (167,556)
Total Distributions (250,896) (52,250)
Capital Share Transactions    
Issued 1,249,140 810,710
Issued in Lieu of Cash Distributions 228,661 47,014
Redeemed (984,248) (559,993)
Net Increase (Decrease) from Capital Share Transactions 493,553 297,731
Total Increase (Decrease) (330,670) 1,151,361
Net Assets    
Beginning of Period 3,980,064 2,828,703
End of Period 3,649,394 3,980,064

1 Includes fiscal 2018 and 2017 short-term gain distributions totaling $38,075,000 and $0, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes.

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

24


 

International Explorer Fund          
 
 
Financial Highlights          
 
 
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $21.87 $16.82 $17.76 $18.26 $18.50
Investment Operations          
Net Investment Income . 3691 . 3331 .318 .287 .335
Net Realized and Unrealized Gain (Loss)          
on Investments (3.032) 5.035 (.334) .635 .133
Total from Investment Operations (2.663) 5.368 (.016) .922 .468
Distributions          
Dividends from Net Investment Income (. 447) (. 318) (. 263) (. 326) (. 420)
Distributions from Realized Capital Gains (.900) (.661) (1.096) (.288)
Total Distributions (1.347) (.318) (.924) (1.422) (.708)
Net Asset Value, End of Period $17.86 $21.87 $16.82 $17.76 $18.26
 
Total Return2 -13.08% 32.58% -0.06% 5.65% 2.66%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,649 $3,980 $2,829 $2,887 $2,598
Ratio of Total Expenses to Average Net Assets3 0.39% 0.38% 0.41% 0.42% 0.40%
Ratio of Net Investment Income to          
Average Net Assets 1.75% 1.68% 1.83% 1.53% 1.69%
Portfolio Turnover Rate 40% 43% 37% 42% 39%

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 (0.01%), (0.01%), 0.00%, 0.00%, and 0.00%.

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

25


 

International Explorer Fund

Notes to Financial Statements

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

The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. Further, at October 31, 2018, the fund had a concentration of its investments in securities issued in Japan, and the performance of such investments may be impacted by the country’s social, political, and economic conditions.

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

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

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

3. Futures and Forward Currency 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

26


 

International Explorer Fund

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

The fund enters into forward currency contracts to provide the appropriate currency exposure related to any open futures contracts or to protect the value of securities and related receivables and payables against changes in foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The forward currency contracts contain provisions whereby a counterparty may terminate open contracts if the fund’s net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any assets pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the forward currency contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

Futures contracts are valued at their quoted daily settlement prices. Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. 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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses) on futures or forward currency contracts.

During the year ended October 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. The fund’s average investment in forward currency contracts represented 6% of net assets, based on the average of the notional amounts at each quarter-end during the period.

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

27


 

International Explorer Fund

counterparty’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

8. 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 October 31, 2018, or at any time during the period then ended.

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International Explorer Fund

9. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities 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.

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

B. The investment advisory firms Schroder Investment Management North America Inc., Wellington Management Company LLP, and TimesSquare Capital Management, LLC, 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 Schroder Investment Management North America Inc. and Wellington Management Company LLP is subject to quarterly adjustments based on performance relative to the S&P EPAC SmallCap Index for the preceding three years. In accordance with the advisory contract entered into with TimesSquare Capital Management, LLC, beginning November 1, 2018, the investment advisory fee will be subject to quarterly adjustments based on performance relative to the S&P EPAC SmallCap Index since October 31, 2017.

Vanguard manages the cash reserves of the fund as described below.

For the year ended October 31, 2018, the aggregate investment advisory fee represented an effective annual basic rate of 0.22% of the fund’s average net assets, before a decrease of $296,000 (0.01%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $210,000, representing 0.01% of the fund’s net assets and 0.08% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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International Explorer Fund

D. The fund’s custodian bank has agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing custody account. For the year ended October 31, 2018, custodian fee offset arrangements reduced the fund’s expenses by $80,000 (an annual rate of 0.00% of average net assets).

E. 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 October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 84,942 3,382,737
Temporary Cash Investments 270,069 40,596
Futures Contracts—Assets1 1,064
Futures Contracts—Liabilities1 (18)
Forward Currency Contracts—Assets 521
Forward Currency Contracts—Liabilities (1,943)
Total 356,057 3,421,911
1 Represents variation margin on the last day of the reporting period.      

 

F. At October 31, 2018, the fair values of derivatives were reflected in the Statement of Assets and Liabilities as follows:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Statement of Assets and Liabilities Caption ($000) ($000) ($000)
Variation Margin Receivable—Futures Contracts 1,064 1,064
Unrealized Appreciation—Forward Currency Contracts 521 521
Total Assets 1,064 521 1,585
 
Variation Margin Payable—Futures Contracts (18) (18)
Unrealized Depreciation—Forward Currency Contracts (1,943) (1,943)
Total Liabilities (18) (1,943) (1,961)

 

30


 

International Explorer Fund

Realized net gain (loss) and the change in unrealized appreciation (depreciation) on derivatives for the year ended October 31, 2018, were:

    Foreign  
  Equity Exchange  
  Contracts Contracts Total
Realized Net Gain (Loss) on Derivatives ($000) ($000) ($000)
Futures Contracts 1,013 1,013
Forward Currency Contracts (4,482) (4,482)
Realized Net Gain (Loss) on Derivatives 1,013 (4,482) (3,469)
 
Change in Unrealized Appreciation (Depreciation) on Derivatives      
Futures Contracts (6,253) (6,253)
Forward Currency Contracts 724 724
Change in Unrealized Appreciation (Depreciation) on Derivatives (6,253) 724 (5,529)

 

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

  Amount
  ($000)
Paid-in Capital 40,340
Total Distributable Earnings (Loss) (40,340)

 

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain futures contracts and forward currency contracts and the unrealized gains on passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 90,011
Undistributed Long-Term Gains 167,765
Capital Loss Carryforwards (Non-expiring)
Net Unrealized Gains (Losses) (16,032)

 

31


 

International Explorer Fund

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 3,792,238
Gross Unrealized Appreciation 467,861
Gross Unrealized Depreciation (483,579)
Net Unrealized Appreciation (Depreciation) (15,718)

 

H. During the year ended October 31, 2018, the fund purchased $2,037,274,000 of investment securities and sold $1,645,624,000 of investment securities, other than temporary cash investments.

I. Capital shares issued and redeemed were:    
  Year Ended October 31,
  2018 2017
  Shares Shares
  (000) (000)
Issued 58,614 41,710
Issued in Lieu of Cash Distributions 10,930 2,904
Redeemed (47,185) (30,798)
Net Increase (Decrease) in Shares Outstanding 22,359 13,816

 

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

          Current Period Transactions  
  Oct. 31,   Proceeds  Realized     Oct. 31,
  2017   from Net Change in Capital Gain 2018
  Market  Purchases  Securities Gain  Unrealized Distributions Market
  Value at Cost Sold (Loss)   App. (Dep.) Income Received Value
  ($000) ($000) ($000) ($000) ($000)   ($000)  ($000) ($000)
Vanguard FTSE All              
World ex-US              
Small-Cap ETF 29,042 (3,937) 777 25,105
Vanguard Market              
Liquidity 348,467 NA1 NA1 (18) 20 2,851 270,069
Total 377,509     (18) (3,917) 3,628 295,174
1 Not applicable—purchases and sales are for temporary cash investment purposes.    

 

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

32


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard International Explorer Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard International Explorer Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the five years in the period ended October 31, 2018 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 18, 2018

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

33


 

Special 2018 tax information (unaudited) for Vanguard International Explorer Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $158,441,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

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

The fund distributed $55,471,000 of qualified dividend income to shareholders during the fiscal year.

The fund designates to shareholders foreign source income of $86,186,000 and foreign taxes paid of $6,292,000. Shareholders will receive more detailed information with their Form 1099-DIV in January 2019 to determine the calendar-year amounts to be included on their 2018 tax returns.

34


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: International Explorer Fund      
Periods Ended October 31, 2018      
  One Five Ten
  Year Years Years
Returns Before Taxes -13.08% 4.55% 10.77%
Returns After Taxes on Distributions -14.54 3.19 9.86
Returns After Taxes on Distributions and Sale of Fund Shares -6.79 3.36 8.85

 

35


 

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.

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Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
International Explorer Fund 4/30/2018 10/31/2018 Period
Based on Actual Fund Return $1,000.00 $831.86 $1.75
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.29 1.94

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

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Trustees Approve Advisory Arrangements

The board of trustees of Vanguard International Explorer Fund has renewed the fund’s investment advisory arrangements with Schroder Investment Management North America Inc. (Schroder Inc.), TimesSquare Capital Management, LLC (TimesSquare), and Wellington Management Company LLP (Wellington Management), as well as a sub-advisory arrangement with Schroder Investment Management North America Limited (Schroder Ltd.). The board determined that renewing the fund’s advisory arrangements was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of each advisor’s investment staff, portfolio management process, and performance. This evaluation included information provided to the board by Vanguard’s Portfolio Review Department, which is responsible for fund and advisor oversight and product management. The Portfolio Review Department met regularly with the advisors and made monthly presentations to the board during the fiscal year that directed the board’s focus to relevant information and topics.

The board, or an investment committee made up of board members, also received information through the year during advisor presentations. For each advisor presentation, the board was provided with letters and reports that included information about, among other things, the advisory firm and the advisor’s assessment of the investment environment, portfolio performance, and portfolio characteristics.

In addition, the board received monthly reports, which included a Market and Economic Report, a Fund Dashboard Monthly Summary, and a Fund Performance Report.

Prior to their meeting, the trustees were provided with a memo and materials that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangements. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of each advisor. The board considered the following:

Schroder. Schroders plc, the parent company of Schroder Inc. and Schroder Ltd. (collectively, Schroder), founded in 1804, specializes in global equity and fixed income management. Schroder employs a bottom-up, fundamental research-driven process to select stocks, with a focus on identifying companies with sustainable competitive advantages, attractive earnings growth, and compelling valuations. Stock selection responsibilities are divided among five regional leaders who constitute Schroder’s International Small-Cap Committee, which is led by the portfolio manager. The regional team leverages Schroder’s extensive network of local analysts across the globe, as it believes that country factors are more important for smaller companies relative to larger companies. Schroder Inc. has advised the fund since its inception in 1996, and its affiliate Schroder Ltd. has advised the fund since 2003.

TimesSquare. TimesSquare, founded in 2000 as a small- and mid-cap growth specialist, is a strategic partner of Affiliated Managers Group, Inc. TimesSquare’s international small-cap equity team is led by the portfolio manager and is made up of four experienced members. All portfolio decisions are made collectively, allowing for accountability. Value chain analysis and interactions

38


 

with key stakeholders are at the core of the team’s research and idea-generation process, resulting in a portfolio comprising industry-leading companies with sustainable business models and quality management teams. TimesSquare has managed a portion of the fund since August 2017.

Wellington Management. Wellington Management, founded in 1928, is among the nation’s oldest and most respected institutional investment managers. Wellington Management’s international small-cap team uses a fundamental, research-driven investment process, employing a bottom-up approach that attempts to discover a company’s intrinsic value. In valuing a company, it believes that the same valuation metric should be applied on an industry-by-industry basis. Although the team’s valuation discipline is essential to the process, its philosophy is not biased toward growth or value, as it invests in both extended growth opportunities and neglected or misunderstood companies. Wellington Management has managed a portion of the fund since 2010.

The board concluded that each advisor’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangements.

Investment performance

The board considered the short- and long-term performance of each advisor’s subportfolio, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The board concluded that the performance was such that the advisory arrangements should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expense ratio appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the fund’s advisory fee rate.

The board did not consider the profitability of Schroder, TimesSquare, or Wellington Management in determining whether to approve the advisory fees, because the firms are independent of Vanguard and the advisory fees are the result of arm’s-length negotiations.

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the advisory fee schedules for Schroder, TimesSquare, and Wellington Management. The breakpoints reduce the effective rate of the fees as the fund’s assets managed by each advisor increase.

The board will consider whether to renew the advisory arrangements again after a one-year period.

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Glossary

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.

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.

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.

40


 

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.

41


 

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.

42


 

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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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 > 800-662-7447 Source for Bloomberg Barclays indexes: Bloomberg
Direct Investor Account Services > 800-662-2739 Index Services Limited. Copyright 2018, Bloomberg. All
Institutional Investor Services > 800-523-1036  rights reserved.
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 information about your fund on the  
SEC’s website, and you can receive copies of this  
information, for a fee, by sending a request via email  
addressed to publicinfo@sec.gov.  
  © 2018 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q1260 122018

 


 

Annual Report | October 31, 2018
Vanguard Mid-Cap Growth 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. 3
Advisors’ Report. 5
Fund Profile. 9
Performance Summary. 10
Financial Statements. 12
Your Fund’s After-Tax Returns. 26
About Your Fund’s Expenses. 27
Glossary. 29

 

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.


 

Your Fund’s Performance at a Glance

• For the 12 months ended October 31, 2018, Vanguard Mid-Cap Growth Fund returned 9.61%. It finished well ahead of its benchmark, the Russell Midcap Growth Index, and the average return of its mid-capitalization growth fund peers.

• The broad U.S. stock market returned well over 6% as corporate earnings remained strong and the economy continued to grow. Growth stocks outperformed their value counterparts, and large-cap stocks surpassed mid- and small-caps.

• The advisors’ stock selection in health care contributed the most to the fund’s relative performance. Industrial and financial stocks were also sources of strength.

In contrast, the information technology, consumer staples, and consumer discretionary sectors detracted from relative performance.

• Please note that after the close of the period, Vanguard announced that Frontier Capital Management Co., LLC, and Wellington Management Company llp would join RS Investments as advisors to the fund. William Blair Investment Management, LLC, will no longer serve as an advisor.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total
  Returns
Vanguard Mid-Cap Growth Fund 9.61%
Russell Midcap Growth Index 6.14
Mid-Cap Growth Funds Average 6.16
Mid-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
 
Total Returns: Ten Years Ended October 31, 2018  
  Average
  Annual Return
Mid-Cap Growth Fund 13.82%
Russell Midcap Growth Index 15.10
Mid-Cap Growth Funds Average 13.03
Mid-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

The figures shown represent past performance, which is not a guarantee of future results. (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.

1


 

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Mid-Cap Growth Fund 0.36% 1.21%

The fund expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the fund’s expense ratio was 0.36%. 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: Mid-Cap Growth Funds.

2


 

CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

Advisors’ Report

For the fiscal year ended October 31, 2018, Vanguard Mid-Cap Growth Fund returned 9.61%, surpassing both the performance of its benchmark, the Russell Midcap Growth Index, and the average return of its mid-cap growth fund peers. During the period, your fund was managed by two independent advisors, a strategy that enhances its diversification by providing exposure to distinct yet complementary investment approaches. It is not uncommon for different advisors to have different views about individual securities or the broader investment environment.

Please note that after the close of the period, Vanguard announced that Frontier Capital Management Co., LLC, and Wellington Management Company llp would join RS Investments as advisors to the fund. William Blair Investment Management, LLC, will no longer serve as an advisor.

Also, please be aware that the RS Investments discussion refers to industry sectors as defined by Russell classifications, rather than by the Global Industry Classification Standard used elsewhere in this report. The following comments were prepared on November 20, 2018.

Vanguard Mid-Cap Growth Fund Investment Advisors  
 
  Fund Assets Managed  
Investment Advisor % $ Million Investment Strategy
William Blair Investment 49 2,056 Uses a fundamental investment approach in
Management, LLC     pursuit of superior long-term investment results
      from growth-oriented companies with
      leadership positions and strong market
      presence.
RS Investments 48 1,997 RS Investments, a Victory Capital investment
      franchise, employs both fundamental analysis
      and quantitative screening in seeking to identify
      companies that the investment team believes
      will produce sustainable earnings growth over a
      multiyear horizon. Investment candidates
      typically exhibit some or all of the following key
      criteria: strong organic revenue growth,
      expanding margins and profitability, innovative
      products or services, defensible competitive
      advantages, growing market share, and
      experienced management teams.
Cash Investments 3 108 These short-term reserves are invested by
      Vanguard in equity index products to simulate
      investment in stocks. Each advisor may also
      maintain a modest cash position.

 

5


 

William Blair Investment Management, LLC

Portfolio Managers: Dan Crowe, CFA, Partner

Robert C. Lanphier, Partner

David Ricci, CFA, Partner

Strong corporate earnings and a favorable economic backdrop supported the Russell Midcap Growth Index for the 12 months ended October 31, 2018. Although the index landed in positive territory, equities experienced higher volatility and declining returns during the period—between February and April and then more prominently in October—as investors grew increasingly concerned about rising interest rates, inflationary pressures, and heightened trade tensions.

Our performance was driven by a combination of strong stock selection and our investment style. Emphasis on more sustainable growers, and the portfolio’s resulting higher valuation exposure, provided a tailwind during the period. We seek to invest in companies with significant competitive barriers, value-added products and services, and flexible pricing. This proved to be beneficial as investors digested the potential for inflation-related cost pressures on businesses.

Stock selection was positive in many sectors, most notably health care, industrials, and financials. The top contributors were Copart, in industrials, and Ross Stores, in consumer discretionary. Copart, an online auction platform for salvage vehicles, benefited from higher volumes and favorable pricing. As increasing auto part complexity and rising labor costs have driven up the cost to repair cars, insurers have been increasingly likely to forego repairs and scrap newer cars. Ross Stores, an off-price apparel and home accessories retailer, outperformed on solid fundamentals and execution, reporting strong traffic and ticket growth. The company has benefited from struggling department stores; by offering ample high-quality products at attractive prices, it has enhanced the consumer’s “treasure hunt” experience while improving profitability. Other standout performers included ABIOMED (health care), Domino’s Pizza (consumer discretionary), and Verisk Analytics (industrials).

Top detractors included Newell Brands, Mohawk Industries, and Six Flags Entertainment in consumer discretionary, and Vulcan Materials and Axalta Coating Systems in materials. Newell Brands, a diversified consumer and commercial products company, was hurt by store closures and inventory de-stocking amid a challenging retail environment; its 2016 acquisition of Jarden also proved to be more complex than anticipated. We liquidated our position in the company. Mohawk Industries, a leader and low-cost producer in the otherwise fragmented flooring industry, underperformed on

6


 

margin pressure stemming from inflation and the company’s capacity expansion in luxury vinyl tile. Higher-than-expected inflation and reduced confidence in Mohawk’s ability to continue to pass through price increases were considerations in our sale of the stock.

Although the U.S. economy remains healthy, a number of risks could slow or derail growth. Among these are trade tensions with China, as an abrupt rise in the price of goods in either country could dent consumer confidence and curtail growth. Additionally, many U.S. businesses rely on China, either as a source of revenue or as the location of parts of their supply chain. In the United States, rising input costs and higher interest rates are prominent risks that could dampen both economic growth and stock valuations.

While we remain optimistic about the U.S. economy, we believe it is important to be aware of these risks and how they could affect corporate performance. Given that we are now over nine years into an economic recovery, it is important to find businesses with durable growth drivers whose stocks present attractive risk/ reward opportunities. We believe building a portfolio of companies with these characteristics will allow us to outperform in a variety of economic scenarios.

RS Investments

Portfolio Managers: D. Scott Tracy, CFA, Chief Investment Officer

Stephen J. Bishop

Melissa Chadwick-Dunn

Christopher W. Clark, CFA

U.S. equity markets generally rose during the 12 months ended October 31, 2018, although performance across market segments was mixed. Growth-oriented mid-cap stocks, as measured by the Russell Midcap Growth Index, returned about 6%, while value-oriented mid-cap stocks, as measured by the Russell Midcap Value Index, had almost flat returns. Underlying fundamentals were strong, as earnings across styles and market capitalizations exceeded expectations. Earnings were driven by strong economic growth, the largest corporate tax cuts in decades, and solid business execution. U.S. stocks across styles and market caps now appear materially cheaper than they were a year ago.

Your fund’s fiscal 2018 comprised four very different periods. The Russell Midcap Growth Index returned almost 10% for the three months ended January 31, 2018. February brought a rise in volatility amid increased expectations for interest rate hikes under new Federal Reserve

7


 

Chairman Jerome Powell. Other factors included uncertainty surrounding trade policy following the threat of tariffs and the potential for a trade war with China. These concerns helped push down the index, which shed more than –4% for the three months ended April 30. The index then rebounded, returning more than 6% for the three months ended July 30, as investors focused anew on underlying U.S. economic strength and high earnings growth. The final three months of the fiscal year saw investor enthusiasm wane again; the index returned about –5% for that period, perhaps in part because of concerns about tariffs and U.S.-Chinese trade relations.

Sector returns for our portion of the portfolio were mixed. Stock selection in consumer discretionary, technology, producer durables, and consumer staples weighed on performance. Stock selection in health care, materials and processing, financial services, and energy was positive.

In consumer discretionary, Norwegian Cruise Line detracted most. Norwegian Cruise Line is a global cruise line operator. We purchased the stock given the shift in consumer preference to experiences over tangible goods, which has resulted in strong travel expenditures supported further by a growing population of retirees. The company is supported by a secular cost story—it will continue to shift

bookings away from travel agents to online, eliminating commissions of roughly 15% that it pays on 70% of cruise tickets. This move will allow it to deleverage and return capital to shareholders. Unfortunately, the stock underperformed over the period, as investors were concerned about supply growth in the cruise market. We believe such fears are unfounded, given the expense and time needed to build new ships, but we did not feel the time was right to fight the market because there was also uncertainty about the effects of currency fluctuations and fuel costs that had already bitten into earnings. As we do see weakness in the overall leisure market, we decided to revisit this asset-intensive, leveraged business later.

Health care was our top-performing sector; Illumina, the leader in genetic analytics, drove its results. We own the company because of its undisputed leadership in the next-generation sequencing market, and because it is poised to expand to address an ever-changing landscape of customer needs and diagnostics. One driver here is that sequencing has made its way into clinical applications. The stock performed exceptionally well as margins have expanded despite significant investment in research and development. We maintain our conviction in the company.

8


 

Mid-Cap Growth Fund

Fund Profile
As of October 31, 2018

Portfolio Characteristics    
      DJ
      U.S.
    Russell Total
    Midcap Market
    Growth FA
  Fund Index Index
Number of Stocks 113 416 3,806
Median Market Cap $12.2B $13.6B $71.6B
Price/Earnings Ratio 26.2x 22.8x 18.5x
Price/Book Ratio 4.9x 5.6x 2.9x
Return on Equity 15.6% 19.5% 15.0%
Earnings Growth      
Rate 14.4% 14.1% 8.2%
Dividend Yield 0.7% 0.9% 1.8%
Foreign Holdings 1.9% 0.0% 0.0%
Turnover Rate 75%
Ticker Symbol VMGRX
Expense Ratio1 0.36%
30-Day SEC Yield 0.38%
Short-Term Reserves 1.5%

 

Sector Diversification (% of equity exposure)

  Fund
Communication Services 5.2%
Consumer Discretionary 15.7
Consumer Staples 2.4
Energy 1.7
Financials 6.6
Health Care 16.6
Industrials 16.2
Information Technology 29.7
Materials 5.1
Real Estate 0.7
Utilities 0.1

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.

 

Volatility Measures    
  Russell DJ
  Midcap U.S. Total
  Growth Market
  Index FA Index
R-Squared 0.94 0.87
Beta 0.98 1.13
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)

Worldpay Inc. Data Processing &  
  Outsourced Services 2.2%
Ulta Beauty Inc. Specialty Stores 2.0
WEX Inc. Data Processing &  
  Outsourced Services 1.9
Vail Resorts Inc. Leisure Facilities 1.8
Global Payments Inc. Data Processing &  
  Outsourced Services 1.7
Ross Stores Inc. Apparel Retail 1.7
Ultimate Software    
Group Inc. Application Software 1.7
Ball Corp. Metal & Glass  
  Containers 1.6
GoDaddy Inc. Internet Services &  
  Infrastructure 1.6
DexCom Inc. Health Care  
  Equipment 1.6
Top Ten   17.8%

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


1 The expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratio was 0.36%.

9


 

Mid-Cap Growth Fund

Performance Summary

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

Cumulative Performance: October 31, 2008, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Mid-Cap Growth Fund 9.61% 8.99% 13.82% $36,481
Russell Midcap Growth Index 6.14 10.10 15.10 40,801
Mid-Cap Growth Funds Average 6.16 8.45 13.03 34,036
Dow Jones U.S. Total Stock Market        
Float Adjusted Index 6.56 10.76 13.36 35,036

Mid-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

10


 

Mid-Cap Growth Fund

Fiscal-Year Total Returns (%): October 31, 2008, Through October 31, 2018


Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Mid-Cap Growth Fund 12/31/1997 24.95% 11.70% 12.56%

 

11


 

Mid-Cap Growth Fund

Financial Statements

Statement of Net Assets

As of October 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.

      Market
      Value
    Shares ($000)
Common Stocks (96.1%)1    
Communication Services (4.9%)  
* Take-Two Interactive    
  Software Inc. 489,130 63,034
* Live Nation Entertainment  
  Inc. 984,900 51,510
* IAC/InterActiveCorp 240,150 47,211
  Activision Blizzard Inc. 331,922 22,919
* Yelp Inc. Class A 474,210 20,306
      204,980
Consumer Discretionary (15.2%)  
* Ulta Beauty Inc. 309,152 84,868
  Vail Resorts Inc. 304,032 76,409
  Ross Stores Inc. 700,900 69,389
  Six Flags Entertainment    
  Corp. 1,033,632 55,671
  Hilton Worldwide    
  Holdings Inc. 543,230 38,662
* Chipotle Mexican Grill Inc.  
  Class A 77,500 35,676
* O’Reilly Automotive Inc. 109,290 35,055
  Tiffany & Co. 312,690 34,802
* Burlington Stores Inc. 183,367 31,446
  Ferrari NV 225,580 26,418
  Domino’s Pizza Inc. 95,200 25,589
  Aptiv plc 325,800 25,021
* Under Armour Inc. 1,067,590 21,170
  Brunswick Corp. 401,923 20,896
  Hasbro Inc. 214,580 19,679
* CarMax Inc. 287,100 19,497
* Wayfair Inc. 116,600 12,860
      633,108
Consumer Staples (2.3%)    
  Keurig Dr Pepper Inc. 1,878,590 48,843
  Conagra Brands Inc. 1,032,719 36,765
* Post Holdings Inc. 86,770 7,672
      93,280

 

Energy (1.5%)      
* Parsley Energy Inc.      
  Class A 1,181,900 27,680
  Diamondback Energy Inc. 187,201 21,034
* Concho Resources Inc. 109,217 15,191
        63,905
Financials (6.2%)      
  Cboe Global Markets Inc. 521,900 58,896
  Progressive Corp.   822,260 57,312
  Arthur J Gallagher & Co. 601,200 44,495
  Kemper Corp.   444,410 33,415
  East West Bancorp Inc. 499,900 26,215
* Western Alliance Bancorp 399,506 19,272
* SVB Financial Group   71,280 16,910
        256,515
Health Care (16.0%)      
* DexCom Inc.   498,380 66,170
  Encompass Health Corp. 705,500 47,480
* WellCare Health Plans Inc. 157,680 43,518
* Centene Corp.   332,487 43,330
* Mettler-Toledo International    
  Inc.   73,700 40,301
  Cooper Cos. Inc.   152,349 39,353
* Align Technology Inc. 176,434 39,027
  Teleflex Inc.   154,200 37,122
  Agilent Technologies Inc. 549,100 35,576
* Illumina Inc.   101,730 31,653
* Veeva Systems Inc.      
  Class A   341,412 31,188
* Intuitive Surgical Inc.   49,907 26,011
* Edwards Lifesciences Corp. 160,792 23,733
  West Pharmaceutical    
  Services Inc.   218,579 23,152
* Exact Sciences Corp. 321,970 22,876
* IDEXX Laboratories Inc. 102,900 21,827
* Sage Therapeutics Inc. 163,580 21,050
* Neurocrine Biosciences Inc. 186,010 19,931
* ABIOMED Inc.   56,100 19,141

 

12


 

Mid-Cap Growth Fund    
 
 
 
      Market
      Value
    Shares ($000)
* BeiGene Ltd. ADR 138,910 17,494
* Bluebird Bio Inc. 147,930 16,968
      666,901
Industrials (15.6%)    
  BWX Technologies Inc. 1,009,104 58,992
* CoStar Group Inc. 140,647 50,833
  Equifax Inc. 475,565 48,241
* Verisk Analytics Inc.    
  Class A 391,000 46,857
  Fortive Corp. 619,300 45,983
* Copart Inc. 918,700 44,934
* Middleby Corp. 356,700 40,057
  TransUnion 535,047 35,179
  KAR Auction Services Inc. 599,920  34,160
  Hexcel Corp. 550,180 32,197
* Teledyne Technologies Inc. 144,950  32,075
  Parker-Hannifin Corp. 187,520 28,434
* Clean Harbors Inc. 413,630 28,143
  Waste Connections Inc. 345,400 26,402
  Roper Technologies Inc. 86,400 24,443
  Rockwell Automation Inc. 143,580 23,652
  Xylem Inc. 348,500 22,855
  HEICO Corp. Class A 255,600 17,038
* XPO Logistics Inc. 95,650 8,549
      649,024
Information Technology (28.7%)  
* Worldpay Inc. Class A 976,899 89,718
* WEX Inc. 437,980 77,067
  Global Payments Inc. 637,157 72,782
* Ultimate Software Group    
  Inc. 260,190 69,374
* GoDaddy Inc. Class A 908,649 66,486
* Euronet Worldwide Inc. 591,561 65,770
  Booz Allen Hamilton    
  Holding Corp. Class A 1,204,433 59,668
* ServiceNow Inc. 297,860 53,925
* Black Knight Inc. 1,004,358 48,983
* Arista Networks Inc. 194,900 44,895
  Total System Services Inc. 418,030 38,103
* Wix.com Ltd. 378,170 36,815
  Sabre Corp. 1,470,730 36,254
* Dropbox Inc. Class A 1,534,982 36,026
  Marvell Technology Group    
  Ltd. 2,184,530 35,848
* Red Hat Inc. 158,600 27,222
* Tyler Technologies Inc. 128,200 27,135
* Twilio Inc. Class A 352,470 26,513
* Pure Storage Inc. Class A 1,272,000 25,669
^ Microchip Technology Inc. 389,000 25,588
* Guidewire Software Inc. 284,400 25,303
* Proofpoint Inc. 276,080 25,110
* Zendesk Inc. 434,270 23,872

 

  Dolby Laboratories Inc.    
  Class A 333,600 22,955
* Trimble Inc. 526,660 19,687
  Lam Research Corp. 135,178 19,159
  j2 Global Inc. 258,600 18,836
  CDK Global Inc. 319,200 18,271
  Maxim Integrated    
  Products Inc. 343,250 17,169
* Nutanix Inc. 360,350 14,958
  Xilinx Inc. 169,970 14,510
* Square Inc. 134,950 9,912
      1,193,583
Materials (4.9%)    
  Ball Corp. 1,509,600 67,630
  Celanese Corp. Class A 545,830 52,913
  Vulcan Materials Co. 387,200 39,161
* Allegheny Technologies    
  Inc. 1,126,150 29,156
* Axalta Coating Systems    
  Ltd. 639,800 15,790
      204,650
Other (0.3%)    
2 Vanguard Mid-Cap Growth    
  ETF 100,223 12,898
 
Real Estate (0.5%)    
* SBA Communications    
  Corp. Class A 123,500 20,028
Total Common Stocks    
(Cost $3,298,875)   3,998,872
Temporary Cash Investments (4.0%)1  
Money Market Fund (3.8%)    
3,4 Vanguard Market Liquidity    
  Fund, 2.308% 1,587,471 158,747
 
    Face  
    Amount  
    ($000)  
U. S. Government and Agency Obligations (0.2%)
5 United States Treasury    
  Bill, 2.034%–2.078%,    
  11/15/18 3,000 2,998
5 United States Treasury    
  Bill, 2.302%, 2/28/19 3,000 2,977
      5,975
Total Temporary Cash Investments  
(Cost $164,682)   164,722
Total Investments (100.1%)    
(Cost $3,463,557)   4,163,594

 

13

 


 

Mid-Cap Growth Fund  
 
 
 
 
  Amount
  ($000)
Other Assets and Liabilities (-0.1%)  
Other Assets 77,297
Liabilities 4 (80,083)
  (2,786)
Net Assets (100%)  
Applicable to 148,166,145 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 4,160,808
Net Asset Value Per Share $28.08
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers 3,991,949
Affiliated Issuers 171,645
Total Investments in Securities 4,163,594
Investment in Vanguard 234
Receivables for Investment Securities  
Sold 71,861
Receivables for Accrued Income 1,239
Receivables for Capital Shares Issued 3,315
Variation Margin Receivable—  
Futures Contracts 648
Total Assets 4,240,891
Liabilities  
Payables for Investment Securities  
Purchased 63,854
Collateral for Securities on Loan 6,964
Payables to Investment Advisor 1,931
Payables for Capital Shares Redeemed 3,356
Payables to Vanguard 3,978
Total Liabilities 80,083
Net Assets 4,160,808

 

At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 2,987,653
Total Distributable Earnings (Loss) 1,173,155
Net Assets 4,160,808

 

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 $6,931,000.
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 98.4% and 1.7%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is
another member of The Vanguard Group.
3 Affiliated money market fund available only to Vanguard funds
and certain trusts and accounts managed by Vanguard. Rate
shown is the 7-day yield.
4 Includes $6,964,000 of collateral received for securities
on loan.
5 Securities with a value of $4,626,000 have been segregated
as initial margin for open futures contracts.
ADR—American Depositary Receipt.

14


 

Mid-Cap Growth Fund        
 
 
Derivative Financial Instruments Outstanding as of Period End    
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional Appreciation
  Expiration Contracts Amount (Depreciation)
Long Futures Contracts        
E-mini S&P 500 Index December 2018 414 56,120 (4,210)
E-mini S&P Mid-Cap 400 Index December 2018 211 38,503 (4,725)
        (8,935)

 

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

15


 

Mid-Cap Growth Fund  
 
 
Statement of Operations  
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends—Unaffiliated Issuers 29,786
Dividends—Affiliated Issuers 94
Interest—Unaffiliated Issuers 117
Interest—Affiliated Issuers 3,031
Securities Lending—Net 257
Total Income 33,285
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 8,715
Performance Adjustment (1,759)
The Vanguard Group—Note C  
Management and Administrative 7,970
Marketing and Distribution 690
Custodian Fees 45
Auditing Fees 36
Shareholders’ Reports and Proxy 80
Trustees’ Fees and Expenses 7
Total Expenses 15,784
Expenses Paid Indirectly (152)
Net Expenses 15,632
Net Investment Income 17,653
Realized Net Gain (Loss)  
Investment Securities Sold—Unaffiliated Issuers 546,066
Investment Securities Sold—Affiliated Issuers (46)
Futures Contracts 10,071
Realized Net Gain (Loss) 556,091
Change in Unrealized Appreciation (Depreciation)  
Investment Securities— Unaffiliated Issuers (164,921)
Investment Securities—Affiliated Issuers 440
Futures Contracts (11,380)
Change in Unrealized Appreciation (Depreciation) (175,861)
Net Increase (Decrease) in Net Assets Resulting from Operations 397,883

 

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

16


 

Mid-Cap Growth Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 17,653 15,976
Realized Net Gain (Loss) 556,091 334,086
Change in Unrealized Appreciation (Depreciation) (175,861) 492,259
Net Increase (Decrease) in Net Assets Resulting from Operations 397,883 842,321
Distributions    
Net Investment Income (14,941) (27,123)
Realized Capital Gain (130,422)
Total Distributions (145,363) (27,123)
Capital Share Transactions    
Issued 898,740 471,816
Issued in Lieu of Cash Distributions 140,921 26,277
Redeemed (1,371,055) (1,053,660)
Net Increase (Decrease) from Capital Share Transactions (331,394) (555,567)
Total Increase (Decrease) (78,874) 259,631
Net Assets    
Beginning of Period 4,239,682 3,980,051
End of Period 4,160,808 4,239,682

 

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

17


 

Mid-Cap Growth Fund          
 
 
Financial Highlights          
 
 
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $26.51 $21.75 $24.88 $26.40 $25.72
Investment Operations          
Net Investment Income .1141 .0931 .1472 .064 3 .045
Net Realized and Unrealized Gain (Loss)          
on Investments 2.379 4.817 (1.437) 1.625 3.134
Total from Investment Operations 2.493 4.910 (1.290) 1.689 3.179
Distributions          
Dividends from Net Investment Income (. 095) (.150) (. 070) (. 038) (. 007)
Distributions from Realized Capital Gains (.828) (1.770) (3.171) (2.492)
Total Distributions (.923) (.150) (1.840) (3.209) (2.499)
Net Asset Value, End of Period $28.08 $26.51 $21.75 $24.88 $26.40
 
Total Return4 9.61% 22.69% -5.49% 6.68% 13.42%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $4,161 $4,240 $3,980 $4,317 $3,319
Ratio of Total Expenses to Average Net Assets5 0.36% 0.36% 0.36% 0.43% 0.46%
Ratio of Net Investment Income to          
Average Net Assets 0.40% 0.39% 0.64%2 0.25%3 0.16%
Portfolio Turnover Rate 75% 118% 91% 93% 82%

1 Calculated based on average shares outstanding.
2 Net investment income per share and the ratio of net investment income to average net assets include $.018 and 0.08%, respectively,
resulting from a special dividend from TransDigm Group in October 2016.
3 Net investment income per share and the ratio of net investment income to average net assets include $.006 and 0.03%, respectively,
resulting from a special dividend from Lazard Ltd. in February 2015.
4 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
5 Includes performance-based investment advisory fee increases (decreases) of (0.04%), (0.05%), (0.04%), (0.01%), and (0.02%).

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

18


 

Mid-Cap Growth Fund

Notes to Financial Statements

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

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been 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. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

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

During the year ended October 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 (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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Mid-Cap Growth Fund

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

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

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 October 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.

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Mid-Cap Growth Fund

B. The investment advisory firms William Blair Investment Management, LLC, and Victory Capital Management Inc., through its RS Investments franchise, 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 William Blair Investment Management, LLC, is subject to quarterly adjustments based on performance relative to the Russell Midcap Growth Index for the preceding five years. The basic fee of Victory Capital Management Inc., is subject to quarterly adjustments based on performance relative to the Russell Midcap Growth Index since January 31, 2017.

Vanguard manages the cash reserves of the fund as described below.

For the year ended October 31, 2018, the aggregate investment advisory fee represented an effective annual basic rate of 0.20% of the fund’s average net assets, before a decrease of $1,759,000 (0.04%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $234,000, representing 0.01% of the fund’s net assets and 0.09% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

D. The fund has asked its investment advisors to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. The fund’s custodian bank has also agreed to reduce its fees when the fund maintains cash on deposit in the non-interest bearing custody account. For the year ended October 31, 2018, these arrangements reduced the fund’s management and administrative expenses by $148,000 and custodian fees by $4,000. The total expense reduction represented an effective annual rate of 0.00% of the fund’s average net assets.

E. 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.

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Mid-Cap Growth Fund

The following table summarizes the market value of the fund’s investments as of October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 3,998,872
Temporary Cash Investments 158,747 5,975
Futures Contracts—Assets1 648
Total 4,158,267 5,975
1 Represents variation margin on the last day of the reporting period.      

 

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

  Amount
  ($000)
Paid-in Capital 80,332
Total Distributable Earnings (Loss) (80,332)

 

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain futures contracts. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 62,435
Undistributed Long-Term Gains 414,238
Capital Loss Carryforwards (Non-expiring)
Net Unrealized Gains (Losses) 700,037

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 3,463,557
Gross Unrealized Appreciation 831,833
Gross Unrealized Depreciation (131,796)
Net Unrealized Appreciation (Depreciation) 700,037

 

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Mid-Cap Growth Fund

G. During the year ended October 31, 2018, the fund purchased $3,158,033,000 of investment securities and sold $3,621,300,000 of investment securities, other than temporary cash investments.

H. Capital shares issued and redeemed were:    
  Year Ended October 31,
  2018 2017
  Shares Shares
  (000) (000)
Issued 31,360 19,783
Issued in Lieu of Cash Distributions 5,324 1,160
Redeemed (48,445) (43,995)
Net Increase (Decrease) in Shares Outstanding (11,761) (23,052)

 

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

          Current Period Transactions  
  Oct. 31,   Proceeds  Realized       Oct. 31,
  2017   from Net Change in   Capital Gain 2018
  Market Purchases  Securities Gain Unrealized    Distributions Market
  Value at Cost Sold (Loss)  App. (Dep.)  Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000)  ($000)
Vanguard Market                
Liquidity Fund 213,537 NA1 NA1 (46) 16 3,031 158,747
Vanguard Mid-Cap                
Growth ETF 12,474 424 94 12,898
Total 226,011     (46) 440 3,125 171,645
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

J. On November, 30, 2018, the Board of Trustees approved changes to the advisors of the fund. Frontier Capital Management Co., LLC, and Wellington Management Company llp will join RS Investments as advisors to the fund. William Blair Investment Management, LLC, will no longer serve as an advisor.

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

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Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard Mid-Cap Growth Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard Mid-Cap Growth Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the five years in the period ended October 31, 2018 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodians and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 13, 2018

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

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Special 2018 tax information (unaudited) for Vanguard Mid-Cap Growth Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $203,428,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

The fund distributed $14,941,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 37.8% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

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Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Mid-Cap Growth Fund      
Periods Ended October 31, 2018      
  One Five Ten
  Year Years Years
Returns Before Taxes 9.61% 8.99% 13.82%
Returns After Taxes on Distributions 8.73 7.09 12.65
Returns After Taxes on Distributions and Sale of Fund Shares 6.25 6.58 11.33

 

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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.

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Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Mid-Cap Growth Fund 4/30/2018 10/31/2018 Period
Based on Actual Fund Return $1,000.00 $1,018.87 $1.78
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.44 1.79

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.35%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

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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.

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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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
 
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

 


 

 

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the fund’s current prospectus.  
 
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  All rights reserved.
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  Q3010 122018

 


 

Annual Report | October 31, 2018
Vanguard Selected Value 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. 3
Advisors’ Report. 5
Fund Profile. 11
Performance Summary. 12
Financial Statements. 14
Your Fund’s After-Tax Returns. 29
About Your Fund’s Expenses. 30
Glossary. 32

 

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.


 

Your Fund’s Performance at a Glance

• Vanguard Selected Value Fund returned –9.15% for the 12 months ended October 31, 2018. The fund lagged far behind its benchmark, the Russell Midcap Value Index, and the average return of its mid-capitalization value fund peers.

• The broad stock market returned more than 6% for the 12 months as corporate earnings remained strong and the U.S. economy continued to grow. Growth stocks outperformed their value counterparts, and large-cap stocks surpassed mid- and small-caps.

• In ten of the 11 industry sectors, the advisors’ stock selections underperformed those in the benchmark. Industrials, information technology, materials, and health care were the greatest detractors from relative performance.

• Over the past decade, the fund’s average annual return trailed that of its benchmark but exceeded that of its peers.

Total Returns: Fiscal Year Ended October 31, 2018  
  Total
  Returns
Vanguard Selected Value Fund -9.15%
Russell Midcap Value Index 0.16
Mid-Cap Value Funds Average -1.92
Mid-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
 
Total Returns: Ten Years Ended October 31, 2018  
  Average
  Annual Return
Selected Value Fund 12.69%
Russell Midcap Value Index 13.35
Mid-Cap Value Funds Average 12.05
Mid-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

The figures shown represent past performance, which is not a guarantee of future results. (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.

1


 

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Selected Value Fund 0.39% 1.15%

The fund expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the fund’s expense ratio was 0.36%. 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: Mid-Cap Value Funds.

2


 

CEO’s Perspective


Tim Buckley
President and Chief Executive Officer

Dear Shareholder,

Over the years, I’ve found that prudent investors exhibit a common trait: discipline. No matter how the markets move or what new investing fad hits the headlines, those who stay focused on their goals and tune out the noise are set up for long-term success.

The prime gateway to investing is saving, and you don’t usually become a saver without a healthy dose of discipline. Savers make the decision to sock away part of their income, which means spending less and delaying gratification, no matter how difficult that may be.

Of course, disciplined investing extends beyond diligent saving. The financial markets, in the short term especially, are unpredictable; I have yet to meet the investor who can time them perfectly. It takes discipline to resist the urge to go all-in when markets are frothy or to retreat when things look bleak.

Staying put with your investments is one strategy for handling volatility. Another, rebalancing, requires even more discipline because it means steering your money away from strong performers and toward poorer performers.

Patience—a form of discipline—is also the friend of long-term investors. Higher returns are the potential reward for weathering the market’s turbulence and uncertainty.

3


 

We have been enjoying one of the longest bull markets in history, but it won’t continue forever. Prepare yourself now for how you will react when volatility comes back. Don’t panic. Don’t chase returns or look for answers outside the asset classes you trust. And be sure to rebalance periodically, even when there’s turmoil.

Whether you’re a master of self-control, get a boost from technology, or work with a professional advisor, know that discipline is necessary to get the most out of your investment portfolio. And know that Vanguard is with you for the entire ride.

Thank you for your continued loyalty.

Sincerely,


Mortimer J. Buckley
President and Chief Executive Officer
November 16, 2018

Market Barometer      
    Average Annual Total Returns
    Periods Ended October 31, 2018
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 6.98% 11.31% 11.05%
Russell 2000 Index (Small-caps) 1.85 10.68 8.01
Russell 3000 Index (Broad U.S. market) 6.60 11.27 10.81
FTSE All-World ex US Index (International) -7.99 4.57 2.01
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) -2.05% 1.04% 1.83%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) -0.51 1.90 3.25
FTSE Three-Month U. S. Treasury Bill Index 1.67 0.86 0.52
 
CPI      
Consumer Price Index 2.52% 2.07% 1.60%

 

4


 

Advisors’ Report

For the 12 months ended October 31, 2018, Vanguard Selected Value Fund returned –9.15%. Your fund is managed by three independent advisors. This provides exposure to distinct yet complementary investment approaches, enhancing the fund’s diversification. It is not uncommon for different advisors to have different views about individual securities or the broader investment environment.

The advisors, the percentage and amount of fund assets each manages, and a brief description of their investment strategies are presented in the table below. The advisors have also prepared a discussion of the investment environment that existed during the fiscal year and of how portfolio positioning reflects this assessment. These comments were prepared on November 19, 2018.

Vanguard Selected Value Fund Investment Advisors  
 
  Fund Assets Managed  
Investment Advisor % $ Million Investment Strategy
Barrow, Hanley, Mewhinney & 57 5,041 Conducts fundamental research on individual
Strauss, LLC     stocks exhibiting traditional value
      characteristics: price/earnings and price/book
      ratios below the market average and dividend
      yields above the market average.
Pzena Investment Management, 24 2,141 Uses a fundamental, bottom-up,
LLC     deep-value-oriented investment strategy. Seeks
      to buy good businesses at low prices, focusing
      exclusively on companies that are
      underperforming their historically demonstrated
      earnings power.
Donald Smith & Co., Inc. 17 1,530 Conducts fundamental research on the lowest
      price-to-tangible book value companies.
      Research focuses on underlying quality of book
      value and assets, and on long-term earnings
      potential.
Cash Investments 2 99 These short-term reserves are invested by
      Vanguard in equity index products to simulate
      investment in stocks. Each advisor may also
      maintain a cash position.

 

5


 

Barrow, Hanley, Mewhinney & Strauss, LLC

Portfolio Managers:

James P. Barrow, Founding Director

Mark Giambrone, Managing Director

Our strategy has witnessed a significant period of underperformance this fiscal year. Although this is not the first time we have gone through short-term under-peformance, we feel it’s important to discuss the primary factors creating what should prove to be temporary challenges.

First, the highest-priced stocks within the Russell Midcap Value Index handily outperformed the less expensive ones. Second, stock selection was a detractor for us as several holdings underperformed in 2018.

Growth dominated value in the mid-capitalization area of the market. The Russell Midcap Growth Index outperformed the Russell Midcap Value Index by nearly 6 percentage points, driven in large part by expensively valued technology stocks. Because the Russell index construction methodology does not include price/earnings ratio (P/E) in its growth/value output, many tech stocks have made their way into the Russell Midcap Value Index. Twitter, Autodesk, NetApp, and Zillow, for example, reside in the Russell value category despite having little to no earnings.

Another challenge was the good second-quarter performance of real estate, a sector in which our portfolio has been and is still underweight because of valuation concerns.

Looking at the Russell Midcap Value Index by P/E, the most expensive stocks—which include many tech and real estate investment trust (REIT) stocks—outperformed from January through September, while the cheapest stocks have been punished. For that period, the second-most-expensive quintile outperformed the cheapest one by 22 percentage points. As we are valuation-centric investors, this environment hurt our performance. Our mid-cap portfolio trades at 13 times next-12-months earnings, which in aggregate put it into the second-cheapest quintile of stocks (11.6 through 15.1 times next-12-months earnings).

With the stock market setting new records and the economy nearing its longest expansionary period in history, investor optimism is high. Money continues to flow into passive benchmarks and exchange-traded funds (ETFs), with a large weighting to what has already worked: tech and internet-related stocks. Instead of the performance gap narrowing for many of these growth stocks relative to their value counterparts, the gap in performance (and valuations) has widened to extreme levels. It is often clear only in hindsight what will challenge these stocks’ dominance, but it will most likely include increased regulatory scrutiny. Until growth loses favor, we are patiently

6


 

and methodically executing our value process, knowing that a cycle of value-stock outperformance will follow.

Growth investing often benefits from slow economic growth and low interest rates—prominent features of the investment landscape during the bull market of the past nine-plus years. Conversely, value stocks typically benefit from stronger growth and rising interest rates. However, even in the face of a sustained rise in rates over the past two years, growth has continued in an accelerated manner to outperform value.

We remain focused on owning a concentrated portfolio of good companies that are trading at valuations below the mid-cap market for reasons that we see as temporary or overblown, and we remain optimistic that a fundamental premium combined with a valuation advantage positions the portfolio well for the future. Should growth stocks falter and value stocks outperform, our value-centric portfolio should once again outperform its benchmark.

We appreciate your patience as we wait for a performance rebound. Over the period from March 31, 1999, through September 30, 2018, when our strategy underperformed by 3 percentage points during a quarter, it subsequently experienced a performance advantage of 2.21 percentage points over the next one-year period, 3.68 percentage points over the next three-year period, and 5.56 percentage points over the next five-year period.

Pzena Investment Management, LLC

Portfolio Managers:

Richard Pzena, Managing Principal and Co-Chief Investment Officer

John Flynn, Principal

Ben Silver, CFA, CPA, Principal

U.S. equities rose over the fund’s fiscal year despite bouts of volatility due to trade tensions, rising interest rates, and fears of a recession. Value stocks widely lagged growth across the market-cap spectrum. Our holdings in industrials and health care detracted from relative performance, though that was partly offset by pockets of strength in consumer discretionary and financials.

Door-and-window maker JELD-WEN and Flex, a leading outsourced electronics assembler, were the main detractors. JELD-WEN was hurt by rising costs, recent weakness in organic growth, and an adverse legal decision in an action brought by a customer. During the period, the company replaced its CEO over disappointing earnings in recent quarters. Our investment case remains based on an attractive market structure and JELD-WEN’s ability to generate high returns on capital over the long term.

Flex recently announced it would terminate its shoe-assembly relationship with Nike, a development that the markets did not receive well. The retirement of Flex’s long-tenured CEO combined with a material reduction in fiscal 2019 guidance

7


 

also weighed on the stock. Although the developments clearly hurt the company, the steep decline in Flex’s share price appears excessive in our view.

Oil-and-gas explorer and producer Murphy Oil was the largest contributor to performance amid a broad rally in energy. The company has demonstrated good management initiatives in dealing with earnings disappointments while maintaining balance sheet strength, preserving its ability to make positive acquisitions. Murphy recently announced a joint venture with Petrobras for deep-water operations in the Gulf of Mexico.

Interpublic Group of Companies and Omnicom Group also added to returns. Both advertising agencies posted better-than-expected organic growth despite investors’ concerns over potential disruption by technology and new market participants.

The opportunity set has broadened, allowing us to add several new positions in varied industries, notably KKR in alternative investments, MEDNAX in physician services, and Carlisle Companies, an industrial conglomerate. We sold our holdings in Hilton Worldwide, and Validus Holdings as those stocks approached fair value. We also exited Lamar Advertising after missed sales targets and lowered earnings guidance led us to believe that its previously positive organic growth had turned negative.

Financials remains our largest sector exposure; we still see strong earnings growth in the sector and its valuations are attractive. Our exposure to consumer staples, utilities, and real estate is limited, and we remain on the sidelines in materials and communication services based on their higher valuations.

Market leadership by growth stocks has contributed to the widest value dispersions in over 50 years. Although the broad market appears fully valued, we believe that wide spreads offer value investors an assortment of attractive possibilities. We remain encouraged by the breadth and depth of the opportunities available today and are optimistic that their value will ultimately be unlocked.

Donald Smith & Co., Inc.

Portfolio Managers: Donald G. Smith, President and Co-Chief Investment Officer

Richard L. Greenberg, CFA, Co-Chief Investment Officer

Our portion of the fund continues to meet our criteria of owning a concentrated portfolio of low price-to-tangible-book value stocks with attractive long-term earnings potential. Our holdings are valued at a substantial discount to the market: They stand at 97% of tangible book value versus 980% for the S&P 500 Index and at 6.5 times our estimate of normalized earnings versus 16.1 times normalized earnings for the S&P 500.

8


 

Most industries declined over the period, led by precious metals, airline and aircraft leasing, technology, financials, and home-builders. Some of the decline was offset by energy company results.

After a strong 2017, Air France (–37.2%) was one of the largest detractors for the period as union strikes hurt results. A newly appointed CEO recently reached agreement with 75% of the workforce, boosting the stock. JetBlue (–12.6%) and AerCap (–4.9%) also declined over the 12 months.

Micron (–14.9%) began falling after its stock reached a high in May amid concerns over falling memory prices and a peak in earnings. Despite the recent price decline, the stock has several positives, including cash that exceeds debt and a recently announced stock repurchase plan of about $10 billion.

Precious metals holdings also lost ground (Leagold returned –54.1%, IAMGOLD –37.7%, Kinross –34.4%, Gold Fields –28.9%, and Yamana –12.4%) as gold prices dropped. The slide of gold-mining stocks was much more pronounced than the decline in the commodity itself.

Homebuilders also detracted (Taylor Morrison returned –31.5% and Toll Brothers –26.1%) after outperforming substantially in 2017. Higher interest rates and rising housing prices hurt home affordability, weakening sales. We believe that the stocks’ valuations, which are now below book value and at six times earnings, reflect the slowdown.

Most of our financial holdings declined (Unum Group returned –28.7%, CNA Financial –14.6%, MFA Financial –6.7%, Everest Re –6.2%, and Aspen 0.0%); the exceptions were Axis Capital (+5.5%) and XL Group (+44.3%). AXA Group announced plans to acquire XL Group, lifting the stock and property and casualty insurance more broadly. Unum and CNA were hurt by market worries about the long-term-care business.

Most energy stocks in our portfolio rose (WPX Energy was up 42.2% and Noble 20.7%) as oil prices climbed significantly despite an October decline. Nabors (–8.4%) has lagged this year because of lackluster international earnings.

We added to our holdings in Air France, Axis, CNA, Gold Fields, JetBlue, Taylor Morrison, and Unum. We trimmed our exposure to AerCap, IAMGOLD, Kinross, Micron, Noble, Toll Brothers, WPX Energy, and Yamana Gold. We eliminated Brio Gold, News Corp., Sanmina, and XL Group.

Two new companies were added to the portfolio. Leagold operates the Los Filos gold mine in Mexico. Earlier in the year, by purchasing Brio Gold, Leagold acquired the Santa Luz project, which had not achieved commercial production because of technical and engineering missteps.

9


 

Leagold trades at an attractive valuation of 73% of tangible book value and has the technical expertise and balance-sheet flexibility to successfully develop that project. Depreciation of the Brazilian real should also benefit its cost structure.

Jefferies is a global investment and merchant bank that trades at 81% of tangible book value. When Leucadia combined with Jefferies in 2012, it created an eclectic group of assets, including a large stake in a beef company

and the Jefferies investment banking business. The current management team has been reducing noncore holdings and applying the proceeds to a substantial stock buyback at a discount to both tangible book value and our estimated net asset value.

The largest industry weightings are airlines and aircraft leasing (31.4%), insurance (24.4%), metals (15.1%), and technology (14.5%).

10


 

Selected Value Fund

Fund Profile

As of October 31, 2018

Portfolio Characteristics    
      DJ
      U.S.
    Russell Total
    Midcap Market
    Value FA
  Fund Index Index
Number of Stocks 118 591 3,806
Median Market Cap $8.6B $12.9B $71.6B
Price/Earnings Ratio 13.7x 14.5x 18.5x
Price/Book Ratio 1.5x 1.8x 2.9x
Return on Equity 11.4% 9.7% 15.0%
Earnings Growth      
Rate 8.7% 6.6% 8.2%
Dividend Yield 2.2% 2.3% 1.8%
Foreign Holdings 11.8% 0.0% 0.0%
Turnover Rate 31%
Ticker Symbol VASVX
Expense Ratio1 0.39%
30-Day SEC Yield 2.02%
Short-Term Reserves 2.2%

 

Sector Diversification (% of equity exposure)
  Fund
Communication Services 3.3%
Consumer Discretionary 11.7
Consumer Staples 2.2
Energy 8.3
Financials 26.1
Health Care 5.6
Industrials 18.7
Information Technology 9.4
Materials 4.2
Real Estate 5.6
Utilities 4.9

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.

 

 

Volatility Measures    
  Russell DJ
  Midcap U.S. Total
  Value Market
  Index FA Index
R-Squared 0.86 0.78
Beta 1.06 1.07

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

 

 

Ten Largest Holdings (% of total net assets)
AerCap Holdings NV Trading Companies &  
  Distributors 2.5%
Willis Towers Watson    
plc Insurance Brokers 2.4
Axis Capital Holdings Property & Casualty  
Ltd. Insurance 2.4
Micron Technology Inc. Semiconductors 2.3
KeyCorp Regional Banks 2.2
Cigna Corp. Managed Health  
  Care 2.0
MGM Growth Properties    
LLC Hotel & Resort REITs 1.8
Xcel Energy Inc. Electric Utilities 1.8
Dollar General Corp. General Merchandise  
  Stores 1.8
Coca-Cola European    
Partners plc Soft Drinks 1.8
Top Ten   21.0%

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

Investment Focus


1 The expense ratio shown is from the prospectus dated February 22, 2018, and represents estimated costs for the current fiscal year. For the fiscal year ended October 31, 2018, the expense ratio was 0.36%.

11


 

Selected Value Fund

Performance Summary

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

Cumulative Performance: October 31, 2008, Through October 31, 2018
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended October 31, 2018  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Selected Value Fund -9.15% 5.75% 12.69% $33,017
Russell Midcap Value Index 0.16 8.11 13.35 35,010
Mid-Cap Value Funds Average -1.92 6.44 12.05 31,189
Dow Jones U.S. Total Stock Market        
Float Adjusted Index 6.56 10.76 13.36 35,036

Mid-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

12


 



Average Annual Total Returns: Periods Ended September 30, 2018
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Selected Value Fund 2/15/1996 0.83% 8.41% 11.40%

 

13


 

Selected Value Fund

Financial Statements

Statement of Net Assets

As of October 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.

      Market
      Value
    Shares ($000)
Common Stocks (96.2%)1    
Communication Services (3.1%)  
  Meredith Corp. 2,197,203 113,288
  Omnicom Group Inc. 991,174 73,664
  Interpublic Group of    
  Cos. Inc. 2,446,990 56,672
  News Corp. Class A 2,158,265 28,468
      272,092
Consumer Discretionary (11.3%)  
  Dollar General Corp. 1,436,369 159,983
  Advance Auto Parts Inc. 990,106 158,179
  Royal Caribbean Cruises    
  Ltd. 1,434,199 150,204
* Norwegian Cruise Line    
  Holdings Ltd. 2,888,876 127,313
  Hanesbrands Inc. 4,765,444 81,775
  Whirlpool Corp. 722,104 79,258
* Taylor Morrison Home    
  Corp. Class A 3,989,443 65,985
  Lennar Corp. Class A 1,063,094 45,692
  Adient plc 1,473,929 44,837
  Lear Corp. 243,622 32,377
  Newell Brands Inc. 1,799,427 28,575
  Foot Locker Inc. 233,050 10,986
  Gildan Activewear Inc.    
  Class A 294,986 8,823
  Toll Brothers Inc. 98,920 3,330
      997,317
Consumer Staples (2.1%)    
  Coca-Cola European    
  Partners plc 3,482,376 158,413
  Kellogg Co. 337,425 22,095
      180,508
Energy (8.0%)    
  Devon Energy Corp. 4,196,744 135,975
^ Vermilion Energy Inc. 5,054,911 134,258
  Golar LNG Ltd. 4,964,236 132,942

 

* Parsley Energy Inc.    
  Class A 3,232,592 75,707
  TechnipFMC plc 1,648,322 43,351
  Murphy Oil Corp. 1,247,432 39,743
  National Oilwell Varco    
  Inc. 1,055,581 38,845
  Cenovus Energy Inc. 3,219,653 27,238
*,^ Chesapeake Energy    
  Corp. 7,553,423 26,513
* Rowan Cos. plc Class A 996,725 15,858
* Noble Corp. plc 2,506,000 12,580
* Superior Energy    
  Services Inc. 1,120,132 8,771
  Nabors Industries Ltd. 1,741,181 8,654
* WPX Energy Inc. 400,879 6,430
      706,865
Financials (25.2%)    
  Willis Towers Watson    
  plc 1,496,966 214,306
  Axis Capital Holdings    
  Ltd. 3,803,122 212,176
  KeyCorp 10,531,925 191,260
  Unum Group 4,048,194 146,788
  FNB Corp. 11,034,229 130,535
  Jefferies Financial    
  Group Inc. 4,923,522 105,708
  New York Community    
  Bancorp Inc. 10,507,952 100,666
  CNA Financial Corp. 2,066,402 89,620
  Everest Re Group Ltd. 401,462 87,463
  Fifth Third Bancorp 3,211,464 86,677
  Navient Corp. 7,082,122 82,011
  Fidelity National    
  Financial Inc. 2,312,597 77,356
  Regions Financial Corp. 4,105,725 69,674
  Element Fleet    
  Management Corp. 11,576,000 68,149
  KKR & Co. Inc. Class A 2,750,798 65,056

 

14


 

Selected Value Fund

      Market
      Value
    Shares ($000)
  Voya Financial Inc. 1,418,125 62,057
  Discover Financial    
  Services 727,226 50,666
  Valley National Bancorp 4,931,900 49,220
  Aspen Insurance    
  Holdings Ltd. 1,162,711 48,694
* SLM Corp. 3,679,623 37,311
  AXA Equitable Holdings    
  Inc. 1,669,563 33,876
  Invesco Ltd. 1,501,950 32,607
  Webster Financial Corp. 528,766 31,113
  Allstate Corp. 251,853 24,107
  Torchmark Corp. 279,434 23,657
  Hanover Insurance Group  
  Inc. 198,464 22,105
  Hartford Financial    
  Services Group Inc. 424,208 19,268
  Legg Mason Inc. 639,775 18,055
  Franklin Resources Inc. 587,849 17,929
  MFA Financial Inc. 2,274,657 15,763
  Comerica Inc. 121,055 9,873
      2,223,746
Health Care (5.3%)    
  Cigna Corp. 825,927 176,592
  Cardinal Health Inc. 3,129,174 158,336
* Mylan NV 2,077,324 64,916
* MEDNAX Inc. 1,150,225 47,493
  McKesson Corp. 122,713 15,310
      462,647
Industrials (18.1%)    
* AerCap Holdings NV 4,343,188 217,507
  Spirit AeroSystems    
  Holdings Inc. Class A 1,814,760 152,458
* Air France-KLM ADR 15,446,816 151,533
  Stanley Black & Decker    
  Inc. 1,222,572 142,454
  Johnson Controls    
  International plc 3,812,542 121,887
* JetBlue Airways Corp. 6,704,707 112,170
  Ryder System Inc. 1,911,292 105,713
  Owens Corning 2,121,013 100,260
  Nielsen Holdings plc 3,114,782 80,922
  Wabtec Corp. 943,882 77,417
  Carlisle Cos. Inc. 510,391 49,299
  Actuant Corp. Class A 1,717,514 40,963
  Terex Corp. 1,176,904 39,297
* JELD-WEN Holding Inc. 2,356,110 38,310
  KBR Inc. 1,837,216 36,340
  Dover Corp. 400,127 33,146
  Snap-on Inc. 214,256 32,983
* Avis Budget Group Inc. 1,159,232 32,598
* AECOM 1,101,235 32,090
      1,597,347

 

Information Technology (8.9%)  
* Micron Technology Inc. 5,302,400 200,007
^ Microchip Technology    
  Inc. 2,045,185 134,532
  Total System Services    
  Inc. 1,186,435 108,144
  Versum Materials Inc. 2,413,420 76,168
  Avnet Inc. 1,478,844 59,257
* Anixter International Inc. 794,655 52,201
  Hewlett Packard    
  Enterprise Co. 3,220,553 49,113
  Genpact Ltd. 1,016,327 27,857
* Celestica Inc. 2,081,919 21,610
* Arrow Electronics Inc. 304,204 20,598
  Jabil Inc. 711,890 17,605
* Flex Ltd. 1,991,393 15,652
      782,744
Materials (4.0%)    
* Axalta Coating    
  Systems Ltd. 5,026,479 124,054
* Kinross Gold Corp. 37,516,000 97,166
  Gold Fields Ltd. ADR 19,946,600 53,058
* IAMGOLD Corp. 13,311,507 45,525
  Yamana Gold Inc. 12,223,219 27,747
* Leagold Mining Corp. 6,787,563 7,528
      355,078
Other (0.0%)    
* Leagold Mining Corp    
  Warrants Exp.    
  5/29/2020 2,944,713
 
Real Estate (5.5%)    
2 MGM Growth Properties    
  LLC Class A 5,661,046 160,151
  Liberty Property Trust 2,971,818 124,430
  GEO Group Inc. 3,757,991 83,089
  HCP Inc. 2,759,205 76,016
^ Realogy Holdings Corp. 1,286,639 24,536
  Hospitality Properties    
  Trust 583,800 14,957
      483,179
Utilities (4.7%)    
  Xcel Energy Inc. 3,267,346 160,133
  Pinnacle West Capital    
  Corp. 1,883,415 154,911
  Edison International 1,181,254 81,967
  Avangrid Inc. 445,533 20,944
      417,955
Total Common Stocks    
(Cost $7,478,268)   8,479,478

 

15


 

Selected Value Fund

      Market
      Value
    Shares ($000)
Temporary Cash Investments (5.2%)1  
Money Market Fund (5.1%)    
3,4 Vanguard Market    
  Liquidity Fund,    
  2.308% 4,482,238 448,224
 
    Face  
    Amount  
    ($000)  
U. S. Government and Agency Obligations (0.1%)
5 United States Treasury    
  Bill, 2.078%, 11/15/18 5,000 4,996
5 United States Treasury    
  Bill, 2.133%, 1/3/19 68 68
5 United States Treasury    
  Bill, 2.194%, 1/24/19 2,000 1,989
5 United States Treasury    
  Bill, 2.280%, 2/7/19 300 298
5 United States Treasury    
  Bill, 2.313%, 2/28/19 3,000 2,977
      10,328
Total Temporary Cash Investments  
(Cost $458,537)   458,552
Total Investments (101.4%)    
(Cost $7,936,805)   8,938,030
Other Assets and Liabilities (-1.4%)  
Other Assets   89,162
Liabilities 4   (216,185)
      (127,023)
Net Assets (100%)    
Applicable to 321,760,506 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 8,811,007
Net Asset Value Per Share   $27.38

 

  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers 8,329,655
Affiliated Issuers 608,375
Total Investments in Securities 8,938,030
Investment in Vanguard 494
Receivables for Investment Securities  
Sold 19,073
Receivables for Accrued Income 7,115
Receivables for Capital Shares Issued 1,927
Variation Margin Receivable—Futures  
Contracts 1,083
Other Assets 4 59,470
Total Assets 9,027,192
Liabilities  
Payables for Investment Securities  
Purchased 29,275
Collateral for Securities on Loan 165,820
Payables to Investment Advisor 3,841
Payables for Capital Shares Redeemed 8,852
Payables to Vanguard 8,397
Total Liabilities 216,185
Net Assets 8,811,007

 

16


 

Selected Value Fund

At October 31, 2018, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 7,033,101
Total Distributable Earnings (Loss) 1,777,906
Net Assets 8,811,007

 

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 $162,134,000.
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 97.4% and 4.0%, respectively, of net assets.
2 Considered an affiliated company of the fund as the fund
owns more than 5% of the outstanding voting securities of
such a company.
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 $165,820,000 of collateral received for securities
on loan, of which $106,420,000 is held in Vanguard Market
Liquidity Fund and $59,400,000 is held in cash.
5 Securities with a value of $5,434,000 have been segregated
as initial margin for open futures contracts.
ADR—American Depositary Receipt.

Derivative Financial Instruments Outstanding as of Period End    
 
Futures Contracts        
        ($000)
        Value and
    Number of   Unrealized
    Long (Short) Notional Appreciation
  Expiration Contracts Amount (Depreciation)
Long Futures Contracts        
E-mini S&P 500 Index December 2018 766 103,835 (5,512)

 

17


 

Selected Value Fund  
 
 
Statement of Operations  
 
  Year Ended
  October 31, 2018
  ($000)
Investment Income  
Income  
Dividends—Unaffiliated Issuers1 187,639
Dividends—Affiliated Issuers 6,170
Interest—Unaffiliated Issuers 169
Interest—Affiliated Issuers 8,816
Securities Lending—Net 1,005
Total Income 203,799
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 22,497
Performance Adjustment (1,582)
The Vanguard Group—Note C  
Management and Administrative 14,654
Marketing and Distribution 1,638
Custodian Fees 80
Auditing Fees 35
Shareholders’ Reports and Proxy 223
Trustees’ Fees and Expenses 15
Total Expenses 37,560
Expenses Paid Indirectly (227)
Net Expenses 37,333
Net Investment Income 166,466
Realized Net Gain (Loss)  
Investment Securities Sold—Unaffiliated Issuers 749,879
Investment Securities Sold—Affiliated Issuers 1,557
Futures Contracts 11,767
Foreign Currencies (5)
Realized Net Gain (Loss) 763,198
Change in Unrealized Appreciation (Depreciation)  
Investment Securities—Unaffiliated Issuers (1,886,850)
Investment Securities—Affiliated Issuers 72,149
Futures Contracts (7,597)
Change in Unrealized Appreciation (Depreciation) (1,822,298)
Net Increase (Decrease) in Net Assets Resulting from Operations (892,634)
1 Dividends are net of foreign withholding taxes of $2,057,000.  
 
 
See accompanying Notes, which are an integral part of the Financial Statements.  

 

18


 

Selected Value Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended October 31,
  2018 2017
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 166,466 147,219
Realized Net Gain (Loss) 763,198 910,522
Change in Unrealized Appreciation (Depreciation) (1,822,298) 1,284,821
Net Increase (Decrease) in Net Assets Resulting from Operations (892,634) 2,342,562
Distributions    
Net Investment Income (135,374) (160,953)
Realized Capital Gain1 (859,146) (259,949)
Total Distributions (994,520) (420,902)
Capital Share Transactions    
Issued 1,443,090 1,344,907
Issued in Lieu of Cash Distributions 917,398 390,140
Redeemed (2,236,747) (1,883,953)
Net Increase (Decrease) from Capital Share Transactions 123,741 (148,906)
Total Increase (Decrease) (1,763,413) 1,772,754
Net Assets    
Beginning of Period 10,574,420 8,801,666
End of Period 8,811,007 10,574,420

1 Includes fiscal 2018 and 2017 short-term gain distributions totaling $74,529,000 and $0, respectively. Short-term gain distributions are treated as ordinary income dividends for tax purposes.

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

19


 

Selected Value Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended October 31,
Throughout Each Period 2018 2017 2016 2015 2014
Net Asset Value, Beginning of Period $33.15 $27.24 $28.15 $29.49 $28.07
Investment Operations          
Net Investment Income . 4931 .4491 . 5271 .478 .415
Net Realized and Unrealized Gain (Loss)          
on Investments (3.153) 6.760 .030 (.245) 2.555
Total from Investment Operations (2.660) 7.209 .557 .233 2.970
Distributions          
Dividends from Net Investment Income (.423) (.501) (.443) (.404) (.330)
Distributions from Realized Capital Gains (2.687) (.798) (1.024) (1.169) (1.220)
Total Distributions (3.110) (1.299) (1.467) (1.573) (1.550)
Net Asset Value, End of Period $27.38 $33.15 $27.24 $28.15 $29.49
 
Total Return2 -9.15% 27.17% 2.20% 0.88% 11.02%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $8,811 $10,574 $8,802 $9,663 $10,153
Ratio of Total Expenses to Average Net Assets3 0.36% 0.39% 0.35% 0.39% 0.41%
Ratio of Net Investment Income to          
Average Net Assets 1.61% 1.47% 2.00% 1.62% 1.53%
Portfolio Turnover Rate 31% 22% 27% 24% 18%

1 Calculated based on average shares outstanding.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
3 Includes performance-based investment advisory fee increases (decreases) of (0.02%), 0.00%, (0.04%), (0.02%), and 0.01%.

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

20


 

Selected Value Fund

Notes to Financial Statements

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

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

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

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

3. 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. Any assets pledged as initial margin for open contracts are noted in the Statement of Net Assets.

21


 

Selected Value Fund

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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the year ended October 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.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (October 31, 2015–2018), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $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

22


 

Selected Value Fund

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 October 31, 2018, or at any time during the period then ended.

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities 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.

B. The investment advisory firms Barrow, Hanley, Mewhinney & Strauss, LLC, Pzena Investment Management, LLC, and Donald Smith & Co., 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 fees of Barrow, Hanley, Mewhinney & Strauss, LLC, and Pzena Investment Management, LLC, are subject to quarterly adjustments based on performance relative to the Russell Midcap Value Index for the preceding three years. The basic fee of Donald Smith & Co., Inc., is subject to quarterly adjustments based on performance relative to the MSCI Investable Market 2500 Index for the preceding five years.

Vanguard manages the cash reserves of the fund as described below.

For the year ended October 31, 2018, the aggregate investment advisory fee represented an effective annual basic rate of 0.22% of the fund’s average net assets, before a net decrease of $1,582,000 (0.02%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At October 31, 2018, the fund had contributed to Vanguard capital in the amount of $494,000, representing 0.01% of the fund’s net assets and 0.20% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

23


 

Selected Value Fund

D. The fund has asked its investment advisors to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. The fund’s custodian bank has also agreed to reduce its fees when the fund maintains cash on deposit in the non-interest-bearing custody account. For the year ended October 31, 2018, these arrangements reduced the fund’s management and administrative expenses by $213,000 and custodian fees by $14,000. The total expense reduction represented an effective annual rate of 0.00% of the fund’s average net assets.

E. 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 October 31, 2018, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 8,479,478
Temporary Cash Investments 448,224 10,328
Futures Contracts—Assets1 1,083
Total 8,928,785 10,328
1 Represents variation margin on the last day of the reporting period.      

 

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

  Amount
  ($000)
Paid-in Capital 101,774
Total Distributable Earnings (Loss) (101,774)

 

24


 

Selected Value Fund

Temporary differences between book-basis and tax-basis components of total distributable earnings (loss) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the tax deferral of losses on wash sales and the realization of unrealized gains or losses on certain futures contracts. As of period end, the tax-basis components of total distributable earnings (loss) are detailed in the table as follows:

  Amount
  ($000)
Undistributed Ordinary Income 117,191
Undistributed Long-Term Gains 668,267
Capital Loss Carryforwards
Net Unrealized Gains (Losses) 1,000,190

 

As of October 31, 2018, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows:

  Amount
  ($000)
Tax Cost 7,937,840
Gross Unrealized Appreciation 1,986,070
Gross Unrealized Depreciation (985,880)
Net Unrealized Appreciation (Depreciation) 1,000,190

 

G. During the year ended October 31, 2018, the fund purchased $3,062,747,000 of investment securities and sold $3,410,026,000 of investment securities, other than temporary cash investments

H. Capital shares issued and redeemed were:    
  Year Ended October 31,
  2018 2017
  Shares Shares
  (000) (000)
Issued 46,684 44,024
Issued in Lieu of Cash Distributions 29,479 13,370
Redeemed (73,418) (61,444)
Net Increase (Decrease) in Shares Outstanding 2,745 (4,050)

 

25


 

Selected Value Fund

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

          Current Period Transactions  
  Oct. 31,   Proceeds Realized         Oct. 31,
  2017   from Net Change in   Capital Gain 2018
  Market  Purchases  Securities Gain  Unrealized   Distributions Market
  Value at Cost Sold (Loss) App. (Dep.)  Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Brio Gold Inc. 10,157 (10,157)
Golar LNG Ltd. 112,896 11,466 (5,268) 36,780 1,406 NA1
MGM Growth                
Properties LLC                
Class A 168,953 13,554 347 4,405 4,764 160,151
SeaWorld                
Entertainment Inc. NA2 98,923 6,552 41,085
Vanguard Market                
Liquidity Fund 755,485 NA 3 NA 3 (74) 36 8,816 448,224
Total 878,538     1,557 72,149 14,986 608,375

 

1 Not applicable—at October 31, 2018, the issuer was not an affiliated company of the fund. 2 Not applicable—at October 31, 2017, the issuer was not an affiliated company of the fund. 3 Not applicable—purchases and sales are for temporary cash investment purposes.

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

26


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Whitehall Funds and Shareholders of Vanguard Selected Value Fund

Opinion on the Financial Statements

We have audited the accompanying statement of net assets and statement of assets and liabilities of Vanguard Selected Value Fund (one of the funds constituting Vanguard Whitehall Funds, referred to hereafter as the “Fund”) as of October 31, 2018, the related statement of operations for the year ended October 31, 2018, the statement of changes in net assets for each of the two years in the period ended October 31, 2018, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2018 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2018 and the financial highlights for each of the five years in the period ended October 31, 2018 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018 by correspondence with the custodians and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 13, 2018

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

27


 

Special 2018 tax information (unaudited) for Vanguard Selected Value Fund

This information for the fiscal year ended October 31, 2018, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $869,975,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

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

The fund distributed $354,112,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 75.9% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

28


 

Your Fund’s After-Tax Returns

This table presents returns for your fund both before and after taxes. The after-tax returns are shown in two ways: (1) assuming that an investor owned the fund during the entire period and paid taxes on the fund’s distributions, and (2) assuming that an investor paid taxes on the fund’s distributions and sold all shares at the end of each period.

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2018. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

Finally, keep in mind that a fund’s performance—whether before or after taxes—does not guarantee future results.

Average Annual Total Returns: Selected Value Fund      
Periods Ended October 31, 2018      
  One Five Ten
  Year Years Years
Returns Before Taxes -9.15% 5.75% 12.69%
Returns After Taxes on Distributions -11.21 4.23 11.69
Returns After Taxes on Distributions and Sale of Fund Shares -3.76 4.41 10.54

 

29


 

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.

30


 

Six Months Ended October 31, 2018      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Selected Value Fund 4/30/2018 10/31/2018 Period
Based on Actual Fund Return $1,000.00 $923.44 $1.84
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.39 1.94

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

31


 

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.

32


 

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.

33


 

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.

34


 

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 211 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
 
Joseph Brennan Chris D. McIsaac
Mortimer J. Buckley James M. Norris
Gregory Davis Thomas M. Rampulla
John James Karin A. Risi
Martha G. King Anne E. Robinson
John T. Marcante Michael Rollings
 
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 > 800-662-7447 Source for Bloomberg Barclays indexes: Bloomberg
Direct Investor Account Services > 800-662-2739 Index Services Limited. Copyright 2018, Bloomberg. All
Institutional Investor Services > 800-523-1036  rights reserved.
Text Telephone for People  
Who Are Deaf or Hard of Hearing > 800-749-7273  CFA® is a registered trademark owned by CFA Institute.
 
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 information about your fund on the  
SEC’s website, and you can receive copies of this  
information, for a fee, by sending a request via email  
addressed to publicinfo@sec.gov.  
  © 2018 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q9340 122018

 


Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal
executive officer, principal financial officer, principal accounting officer or controller or persons performing similar
functions. The Code of Ethics was amended during the reporting period covered by this report to make certain
technical, non-material changes.

Item 3: Audit Committee Financial Expert. All members of the Audit Committee have been determined by the
Registrant’s Board of Trustees to be Audit Committee Financial Experts and to be independent: JoAnn Heffernan
Heisen, F. Joseph Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Audit Fees of the Registrant.

Fiscal Year Ended October 31, 2018: $328,000
Fiscal Year Ended October 31, 2017: $341,000

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.

Fiscal Year Ended October 31, 2018: $9,734,277
Fiscal Year Ended October 31, 2017: $8,424,459

Includes fees billed in connection with audits of the Registrant, other registered investment companies in the
Vanguard complex, The Vanguard Group, Inc. and Vanguard Marketing Corporation.

(b) Audit-Related Fees.

Fiscal Year Ended October 31, 2018: $5,581,336
Fiscal Year Ended October 31, 2017: $3,194,093

Includes fees billed in connection with assurance and related services provided to the Registrant, other
registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard
Marketing Corporation.

(c) Tax Fees.

Fiscal Year Ended October 31, 2018: $347,985
Fiscal Year Ended October 31, 2017: $274,313

Includes fees billed in connection with tax compliance, planning, and advice services provided to the
Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and
Vanguard Marketing Corporation.

(d) All Other Fees.

Fiscal Year Ended October 31, 2018: $0
Fiscal Year Ended October 31, 2017: $0

Includes fees billed for services related to tax reported information provided to the Registrant, other registered
investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing
Corporation.


 

(e) (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider and, if
appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-
audit services provided to: the Registrant, other registered investment companies in the Vanguard complex,
The Vanguard Group, Inc., and entities controlled by The Vanguard Group, Inc. that provide ongoing services
to the Registrant. In making a determination, the Audit Committee considers whether the services are
consistent with maintaining the principal accountant’s independence.

In the event of a contingency situation in which the principal accountant is needed to provide services in
between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to
consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to
complete services through the next Audit Committee meeting, and to determine if such services would be
consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting,
services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate,
approval by the entire Audit Committee. The Audit Committee would again consider whether such services and
fees are consistent with maintaining the principal accountant’s independence.

The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided
by the principal accountant to the Vanguard complex, whether such services are provided to: the Registrant,
other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., or other entities
controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant.

(2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver
provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s
engagement were not performed by persons other than full-time, permanent employees of the principal
accountant.

(g) Aggregate Non-Audit Fees.

Fiscal Year Ended October 31, 2018: $347,985
Fiscal Year Ended October 31, 2017: $274,313

Includes fees billed for non-audit services provided to the Registrant, other registered investment companies in
the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

(h) For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit
services was consistent with maintaining the principal accountant’s independence.

Item 5: Audit Committee of Listed Registrants.

The Registrant is a listed issuer as defined in rule 10A-3 under the Securities Exchange Act of 1934 (“Exchange Act”).
The Registrant has a separately-designated standing audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act. The Registrant’s audit committee members are: JoAnn Heffernan Heisen, F. Joseph
Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

Item 6: Investments.

Not Applicable.

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

Not Applicable.


 

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

Not Applicable.

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

Not Applicable.

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

Not Applicable.

Item 11: Controls and Procedures.

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded
that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the
Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
(b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s
Internal Control Over Financial Reporting or in other factors that could significantly affect this control
subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies
and material weaknesses.

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

Not Applicable.


 

Item 13: Exhibits.

(a) Code of Ethics.
(b) Certifications.

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

  VANGUARD WHITEHALL FUNDS
 
By: /s/ MORTIMER J. BUCKLEY*
  MORTIMER J. BUCKLEY
  CHIEF EXECUTIVE OFFICER
 
Date: December 18, 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 WHITEHALL FUNDS
 
By: /s/ MORTIMER J. BUCKLEY*
  MORTIMER J. BUCKLEY
  CHIEF EXECUTIVE OFFICER
 
Date: December 18, 2018

 

  VANGUARD WHITEHALL FUNDS
 
By: /s/ THOMAS J. HIGGINS*
  THOMAS J. HIGGINS
  CHIEF FINANCIAL OFFICER
 
Date: December 18, 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.


whitehall_cert302.htm - Generated by SEC Publisher for SEC Filing

CERTIFICATIONS

I, Mortimer J. Buckley, certify that:

1. I have reviewed this report on Form N-CSR of Vanguard Whitehall Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: December 18, 2018 /s/ Mortimer J. Buckley
  Mortimer J. Buckley
  Chief Executive Officer

 


 

CERTIFICATIONS

I, Thomas J. Higgins, certify that:

1. I have reviewed this report on Form N-CSR of Vanguard Whitehall Funds;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: December 18, 2018 /s/ Thomas J Higgins
  Thomas J. Higgins
  Chief Financial Officer

 


whitehall_cert906.htm - Generated by SEC Publisher for SEC Filing

Certification Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

Name of Issuer: Vanguard Whitehall Funds

     In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the issuer.

Date: December 18, 2018 /s/ Mortimer J. Buckley
  Mortimer J. Buckley
  Chief Executive Officer

 


 

Certification Pursuant to 18 U.S.C. Section 1350,
As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

Name of Issuer: Vanguard Whitehall Funds

     In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the issuer.

Date: December 18, 2018 /s/ Thomas J Higgins
  Thomas J. Higgins
  Chief Financial Officer

 


codeofethics.htm - Generated by SEC Publisher for SEC Filing

THE VANGUARD FUNDS’ CODE OF ETHICS FOR

SENIOR EXECUTIVE AND FINANCIAL OFFICERS

I. Introduction

     The Board of Trustees (the “Fund Board”) of each registered investment company that is managed, sponsored, and distributed by The Vanguard Group, Inc. (“VGI”) or its subsidiaries (each, a “Vanguard Fund” and collectively, the “Vanguard Funds”) has adopted this code of ethics (the “Code”) as required by Section 406 of the Sarbanes-Oxley Act. The Code applies to the individuals in positions listed on Exhibit A (the “Covered Officers”). All Covered Officers, along with employees of VGI, are subject to separate and distinct obligations from this Code under a Code of Ethics adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940 (“17j-1 Code of Ethics”), policies to prevent the misuse of non-public information, and other internal compliance guidelines and policies that may be in effect from time to time.

This Code is designed to promote:

II.      Actual or Apparent Conflicts of Interest
  A.      Covered Officers should conduct all activities in accordance with the following
   principles:     
   1.      Clients’ interests come first. In the course of fulfilling their duties and responsibilities to VGI clients, Covered Officers must at all times place the interests of VGI clients first. In particular, Covered Officers must avoid serving their own personal interests ahead of the interests of VGI clients.
   2.      Conflicts of interest must be avoided. Covered Officers must avoid any situation involving an actual or potential conflict of interest or possible impropriety with respect to their duties and responsibilities to VGI clients. Covered Officers must disclose and report at least annually any situation that may present the potential for a conflict of interest to Vanguard’s Compliance Department, consistent with the 17j-1 Code of Ethics.

 

3.      Compromising situations must be avoided. Covered Officers must not take advantage of their position of trust and responsibility. Covered Officers must avoid any situation that might compromise or call into question their exercise of full independent judgment in the best interests of VGI clients.

All activities of Covered Officers should be guided by and adhere to these fiduciary standards regardless of whether the activity is specifically described in this Code.

B.      Restricted Activities include the following:
  1.      Prohibition on secondary employment. Covered Officers are prohibited from accepting or serving in any form of secondary employment. Secondary employment that does not create a potential conflict of interest may be approved by the General Counsel of VGI.
  2.      Prohibition on service as director or public official. Unless approved by the General Counsel of VGI, Covered Officers are prohibited from serving on the board of directors of any publicly traded company or in an official capacity for any federal, state, or local government (or governmental agency or instrumentality).
  3.      Prohibition on misuse of Vanguard time or property. Covered Officers are prohibited from making use of time, equipment, services, personnel or property of any Vanguard entity for any purposes other than the performance of their duties and responsibilities in connection with the Vanguard Funds or other Vanguard-related entities.
III.      Disclosure and Compliance
  A.      Each Covered Officer should be familiar with the disclosure requirements generally applicable to the Vanguard Funds.
  B.      Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Vanguard Funds to others, including to the Vanguard Funds’ directors and auditors, or to government regulators and self-regulatory organizations.
  C.      Each Covered Officer should, to the extent appropriate within the Covered Officer’s area of responsibility, consult with other officers and employees of VGI and advisors to a Vanguard Fund with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Vanguard Fund files with, or submits to, the SEC and in other public communications made by a Vanguard Fund.
  D.      It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules, regulations, and the 17j-1 Code of Ethics.
IV.      Reporting and Accountability
  A.      Each Covered Officer must:

 

  1.      Upon adoption or amendment of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing that he or she has received, read, and understands the Code;
  2.      Affirm at least annually in writing that he or she has complied with the requirements of the Code;
  3.      Not retaliate against any other Covered Officer or any employee of VGI for reports of potential violations of the Code that are made in good faith; and
  4.      Notify the General Counsel of VGI promptly if the Covered Officer knows of any violations of this Code.
B.      The Vanguard Funds will use the following procedures in investigating and enforcing
  this      Code:
  1.      The General Counsel of VGI is responsible for applying this Code to specific situations and has the authority to interpret this Code in any particular situation. The General Counsel will report on an as-needed basis to the Fund Board regarding activities subject to the Code.
  2.      The General Counsel will take all appropriate action to investigate any potential violations of the Code that are reported to him or her.
  3.      If, after investigation, the General Counsel believes that no material violation of the Code has occurred, the General Counsel is not required to take any further action.
  4.      Any matter that the General Counsel believes is a material violation of the Code will be reported to the Chief Compliance Officer and the Fund Board.
  5.      If the Fund Board concurs that a material violation of the Code has occurred, the Fund Board will consider appropriate action. Appropriate action may include reassignment, suspension, or dismissal of the applicable Covered Officer(s), or any other sanctions the Fund Board deems appropriate. Appropriate action may also include review of, and appropriate modifications to, applicable policies and procedures.
  6.      Any changes to or waiver of this Code will, to the extent required, be disclosed as provided by SEC rules.

 

Other Policies and Procedures

     This Code shall be the sole code of conduct adopted by the Vanguard Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Vanguard Funds, VGI, or other service providers govern or purport to govern the behavior or activities of the Covered Officers, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code.

     VGI’s and the Vanguard Funds’ 17j-1 Code of Ethics, policies to prevent the misuse of non-public information, and other internal compliance guidelines and policies that may be in effect from time to time are separate requirements applying to the Covered Officers and others, and are not part of this Code.

VI. Amendments

     This Code may not be materially amended except by the approval of a majority vote of the independent trustees of the Fund Board. Non-material, technical, and administrative revisions of the Code do not have to be approved by the Fund Board. Amendments must be in writing and communicated promptly to the Covered Officers, who shall affirm receipt of the amended Code in accordance with Section IV. A. 1.

VII. Confidentiality

     All reports and records prepared or maintained pursuant to this Code shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Fund Board, VGI’s General Counsel and the Chief Compliance Officer of VGI and the Vanguard Funds.

Last Reviewed: July 28, 2018