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: 811-08207

T. Rowe Price Tax-Efficient Funds, Inc.

 

(Exact name of registrant as specified in charter)

100 East Pratt Street, Baltimore, MD 21202

 

(Address of principal executive offices)

David Oestreicher

100 East Pratt Street, Baltimore, MD 21202

 

(Name and address of agent for service)

Registrant’s telephone number, including area code: (410) 345-2000

Date of fiscal year end: February 29

Date of reporting period: February 29, 2024

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Highlights
and
Market
Commentary
Management’s
Discussion
of
Fund
Performance
Performance
and
Expenses
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
February
29,
2024
Annual
Report
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
PREFX
Tax-Efficient
Equity
Fund
–
.
TEEFX
Tax-Efficient
Equity
Fund–
.
I Class
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
HIGHLIGHTS
The
Tax-Efficient
Equity
Fund
has
outperformed
other
multi-cap
growth
portfolios,
as
measured
by
the
Lipper
Multi-Cap
Growth
Funds
Index,
over
the
last
1-,
3-,
5-,
and
10-year
periods
on
a
pretax
basis
(see
page
7).
It
has
dramatically
outperformed
them
on
an
after-tax
basis.
The
fund
outperformed
the
Lipper
Multi-Cap
Growth
Funds
Index
during
our
fiscal
year
ended
February
29,
2024.
The
fund
was
roughly
in
line
with
its
benchmark,
the
Russell
3000
Growth
Index.
The
fund’s
tax
efficiency
remains
very
high,
which
means
that
the
portfolio’s
after-tax
returns
are
very
close
to
its
pretax
returns.
While
most
equity
portfolio
managers
are
focused
exclusively
on
pretax
returns—which
usually
leads
to
large
annual
distributions
of
taxable
capital
gains
and
after-tax
returns
that
are
materially
lower
than
their
pretax
returns—our
focus
on
after-tax
returns
makes
this
fund
nearly
unique.
We
continue
to
adhere
to
the
basic
tenets
of
our
strategy,
which
we
believe
has
made
it
successful
over
the
long
term.
We
also
believe
that
our
disciplined
investment
process
will
produce
favorable
pretax
and
after-tax
results
over
time.
Log
in
to
your
account
at
troweprice.com
for
more
information.
*
An
account
service
fee
will
be
charged
annually
for
each
T.
Rowe
Price
mutual
fund
account
unless
you
meet
criteria
for
a
fee
waiver.
Go
to
troweprice.com/personal-investing/help/fees-and-
minimums.html
to
learn
more
about
this
account
service
fee,
including
other
ways
to
waive
it.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Market
Commentary
1
Dear
Shareholder
Global
stock
and
bond
indexes
were
broadly
positive
during
your
fund’s
fiscal
year,
the
12-month
period
ended
February 29,
2024,
as
the
U.S.
economy
remained
healthy
despite
tighter
monetary
policy.
Technology
companies
benefited
from
investor
enthusiasm
for
artificial
intelligence
developments
and
led
the
equity
rally,
while
fixed
income
benchmarks
delivered
positive
results
even
though
there
were
headwinds
from
rising
longer-term
interest
rates.
The
S&P
500
Index,
Nasdaq
Composite
Index,
and
Dow
Jones
Industrial
Average
all
reached
record
highs
during
the
period.
Growth
stocks
outperformed
value
shares,
and
developed
market
stocks
generally
outpaced
their
emerging
markets
counterparts.
Within
the
S&P
500,
the
information
technology,
communication
services,
and
consumer
discretionary
sectors
were
all
lifted
by
the
tech
rally
and
recorded
significant
gains.
Conversely,
the
defensive
utilities
sector
had
the
weakest
returns.
Meanwhile,
the
financials
sector
bounced
back
from
the
failure
of
three
large
regional
banks
in
the
spring
of
2023
and
produced
solid
results
in
the
second
half
of
the
period.
The
U.S.
economy
was
the
strongest
among
the
major
markets.
Jobs
growth
remained
solid
over
the
12-month
period,
helping
to
fuel
consumer
spending.
Corporate
fundamentals
were
also
broadly
supportive.
Year-over-year
earnings
growth
contracted
in
the
first
half
of
2023,
but
earnings
rebounded
in
the
third
and
fourth
quarters.
Markets
remained
resilient
despite
a
debt
ceiling
standoff
in
the
U.S.,
the
outbreak
of
war
in
the
Middle
East,
the
continuing
conflict
between
Russia
and
Ukraine,
and
a
sluggish
economic
recovery
in
China.
Inflation,
as
measured
by
the
consumer
price
index,
fell
from
6.0%
to
3.1%
by
the
end
of
the
period
but
remained
above
the
Federal
Reserve’s
long-term
2%
goal.
In
response
to
the
above-target
inflation
readings,
the
Fed
raised
its
short-term
lending
benchmark
rate
to
a
target
range
of
5.25%
to
5.50%
in
July,
the
highest
level
since
March
2001,
but
then
held
rates
steady
over
the
remainder
of
the
period.
At
its
final
meeting
of
the
period,
in
late
January,
the
central
bank
removed
language
from
its
post-meeting
statement
that
pointed
to
additional
policy
tightening,
but
subsequent
communications
from
Fed
Chair
Jerome
Powell
in
February
indicated
that
policymakers
are
in
no
hurry
to
begin
cutting
rates.
U.S.
Treasury
yields
were
volatile
during
the
period
as
investors
adjusted
their
expectations
for
the
path
of
monetary
policy.
After
starting
the
period
at
3.92%,
the
benchmark
10-year
Treasury
note
yield
briefly
reached
5.00%
in
October
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
2
for
the
first
time
since
late
2007
before
falling
back
to
3.88%
by
the
end
of
2023.
However,
more
hawkish
Fed
communications
in
early
2024
pressured
Treasury
bond
prices,
driving
the
10-year
yield
back
up
to
4.25%
by
period-end.
Municipal
bonds
outperformed
Treasuries
during
the
period,
supported
by
new
issuance
levels
that
remained
below
longer-term
averages.
The
sector
continued
to
see
outflows
in
2023
but
at
a
significantly
lower
level
than
in
2022.
Elsewhere
in
the
fixed
income
market,
high
yield
corporate
bonds
produced
strong
returns,
supported
by
the
higher
coupons
that
have
become
available
since
the
Fed
began
hiking
rates
about
two
years
ago
as
well
as
by
increasing
hopes
that
the
economy
might
be
able
to
avoid
a
recession.
Global
economies
and
markets
showed
surprising
resilience
in
2023,
but
considerable
uncertainty
remains
as
we
look
ahead.
Geopolitical
events,
the
path
of
monetary
policy,
and
the
impact
of
the
Fed’s
rate
hikes
on
the
economy
all
raise
the
potential
for
additional
volatility.
We
believe
this
environment
makes
skilled
active
management
a
critical
tool
for
identifying
risks
and
opportunities,
and
our
investment
teams
will
continue
to
use
fundamental
research
to
help
identify
securities
that
can
add
value
to
your
portfolio
over
the
long
term.
Thank
you
for
your
continued
confidence
in
T.
Rowe
Price.
Sincerely, 
Robert
Sharps
CEO
and
President
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Management’s
Discussion
of
Fund
Performance
3
INVESTMENT
OBJECTIVE 
The
fund
seeks
to
maximize
after-tax
growth
of
capital
through
investments
primarily
in
common
stocks.
FUND
COMMENTARY
How
did
the
fund
perform
in
the
past
12
months?
Growth
stocks
produced
robust
returns
over
the
last
year,
as
inflation
subsided
and
the
Federal
Reserve
signaled
that
it
was
finished
raising
short-term
interest
rates.
The
Tax-Efficient
Equity
Fund
returned
43.28%
in
the
one-year
period
ended
February
29,
2024.
As
shown
in
the
Performance
Comparison
table,
it
was
roughly
in
line
with
its
benchmark,
the
Russell
3000
Growth
Index,
but
surpassed
the
Lipper
Multi-Cap
Growth
Funds
Index.
Investors
should
note
that
the
fund’s
short-term
absolute
performance
is
highly
unusual
and
unlikely
to
be
sustained.
(Performance
for
the
fund’s
I
Class
shares
will
vary
due
to
a
different
fee
structure.
The
fund’s
I
Class
shares
are
designed
to
be
sold
to
various
institutional
investors
and
generally
require
a
minimal
initial
investment
of
$500,000.
Past
performance
cannot
guarantee
future
results.
)
What
factors
influenced
the
fund’s
performance?
The
fund’s
relative
performance
over
the
last
12
months
was
supported
by
strong
stock
selection
in
the
industrials
and
business
services,
consumer
discretionary,
and
information
technology
sectors.
However,
our
stock
choices
among
consumer
staples
companies
and
our
overweight
to
the
financials
sector—which
lagged
the
robust
information
technology
and
communication
services
sectors—essentially
offset
these
positives.
In
the
industrials
and
business
services
sector,
where
we
favor
high-quality
companies
that
provide
more
stable
earnings
under
varying
economic
conditions,
our
stakes
in
companies
such
as
aerospace
and
defense
firm
Transdigm
Group,
automobile
salvage
auction
marketplace
operator
Copart,
and
HVAC
systems
provider
Trane
Technologies
produced
very
strong
absolute
returns.
In
the
consumer
discretionary
space,
where
we
seek
companies
with
good
business
models,
excellent
cash
flow,
and
other
favorable
attributes
that
PERFORMANCE
COMPARISON
Total
Return
Periods
Ended
2/29/24
6
Months
12
Months
Tax-Efficient
Equity
Fund
–
.
19.23‌%
43.28‌%
Tax-Efficient
Equity
Fund–
.
I  Class
19.32‌
43.46‌
Russell
3000
Growth
Index
17.79‌
43.97‌
Lipper
Multi-Cap
Growth
Funds
Index
17.57‌
37.54‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
4
leave
them
in
a
position
of
relative
strength,
our
underweight
in
automaker
Tesla
and
avoidance
of
other
companies
that
underperformed
helped
relative
performance.
Also,
our
stakes
in
fast-casual
restaurant
operator
Chipotle
Mexican
Grill
and
athleisure
apparel
maker
Lululemon
Athletica
were
strong
contributors.
(Please
refer
to
the
portfolio
of
investments
for
a
complete
list
of
holdings
and
the
amount
each
represents
in
the
portfolio.)
In
the
information
technology
sector,
we
are
broadly
diversified
but
favor
companies
with
strong
business
models
in
industries
with
high
barriers
to
entry
and
low
risk
of
commoditization.
This
is
usually
a
winner-takes-all
space,
and
we
try
to
avoid
value
traps
whose
business
models
are
challenged
by
competing
products
or
services.
Our
underweight
position
in
Apple—
which
is
one
of
our
largest
holdings
in
the
portfolio—added
value,
as
the
iPhone
maker
underperformed
other
technology
companies
over
the
last
year.
Our
overweight
allocation
to
semiconductor
company
NVIDIA,
another
top
and
long-term
holding
and
a
dominant
maker
of
chips
used
for
artificial
intelligence,
was
a
major
contributor
to
our
performance.
In
addition,
our
overweight
stakes
in
semiconductor
capital
equipment
company
KLA,
cybersecurity
software
provider
Crowdstrike,
and
cloud-based
internet
security
provider
Zscaler
were
advantageous.
On
the
other
hand,
our
consumer
staples
stock
selection
hurt
our
relative
results.
We
have
a
modest
allocation
to
the
sector,
as
we
believe
most
companies
are
mature
and
fairly
valued
within
the
space.
Our
positions
in
companies
such
as
discount
retailer
Dollar
General,
warehouse
club
operator
BJ’s
Wholesale
Club,
and
chocolate
maker
Hershey
underperformed
their
benchmark
peers.
However,
our
underweight
to
the
sector
reduced
these
negatives.
Since
its
inception,
the
fund
has
made
only
minimal
taxable
distributions,
reflecting
our
attempts
to
generate
strong,
long-term
after-tax
returns.
While
most
equity
portfolio
managers
are
only
focused
on
pretax
returns—which
usually
result
in
large
annual
distributions
of
taxable
capital
gains
and
after-tax
returns
that
are
materially
lower
than
their
pretax
returns—our
focus
on
after-
tax
performance
makes
this
fund
nearly
unique
among
its
peers.
To
help
us
minimize
taxable
events,
we
work
to
keep
the
portfolio’s
turnover
rate
low.
The
16.79%
portfolio
turnover
rate
over
the
last
12
months
reflects
our
efforts
to
keep
the
realization
of
capital
gains
low
and
our
long-term
focus.
How
is
the
fund
positioned?
Some
of
the
portfolio’s
fundamental
characteristics
were
similar
to
those
of
the
benchmark.
For
example,
the
historical
earnings
growth
rate
of
our
holdings
over
the
last
five
years
(19.8%)
matched
that
of
the
index.
The
fund’s
projected
long-term
earnings
growth
rate
(16.0%)
also
matched
that
of
the
benchmark,
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
5
while
its
estimated
12-month
forward
price/earnings
ratio
(32.4)
was
slightly
higher
than
that
of
the
index
(30.2).
However,
the
return
on
equity
(ROE)
of
the
portfolio’s
holdings
for
the
latest
12
months
excluding
charges
(37.7%)
was
lower
than
that
of
the
Russell
3000
Growth
Index
(39.6%).
We
consider
a
high
ROE—which
measures
how
effectively
and
efficiently
a
company
and
its
management
are
using
stockholder
investments—to
be
desirable,
though
we
do
not
necessarily
seek
companies
with
the
highest
ROEs.
We
prefer
businesses
with
steady
and
sustainable
growth
and
profitability,
rather
than
companies
whose
growth
and
profitability
are
unsustainably
high.
The
portfolio’s
investment-weighted
median
market
capitalization
at
the
end
of
February
was
about
$442.9
billion
versus
$582.5
billion
for
the
benchmark.
While
we
prefer
mid-cap
stocks
over
larger
companies
because
we
believe
the
former
offer
better
long-term
growth
potential,
the
rapid
appreciation
of
certain
mega-cap,
tech-oriented
growth
companies
has
led
to
a
considerable
increase
in
both
the
portfolio’s
and
the
Russell
benchmark’s
median
market
cap
and
concentration.
In
fact,
large-cap
growth
stocks
have
substantially
outperformed
other
investment
styles
in
the
last
five
years.
For
example,
the
Russell
1000
Growth
Index
produced
an
average
annual
total
return
of
18.77%
in
the
five-year
period
ended
February
29,
2024,
versus
11.59%
for
the
Russell
Midcap
Growth
Index
and
6.50%
for
the
small-cap
Russell
2000
Growth
Index.
As
our
longer-term
investors
know,
we
focus
our
efforts
on
stock
selection
and
do
not
make
major
sector
bets.
Also,
we
keep
our
cash
position
very
low
because
successful
market
timing
is
virtually
impossible.
As
shown
in
the
Sector
Diversification
table
on
page
6,
the
fund’s
information
technology
allocation
was
our
largest
in
absolute
terms
and
represented
an
overweight
versus
the
benchmark.
We
are
broadly
diversified
in
the
tech
sector
in
light
of
its
volatility.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
6
Our
second-largest
sector
allocation
in
absolute
terms
was
consumer
discretionary,
which
we
are
underweighting.
In
this
sector,
which
includes
an
eclectic
assortment
of
businesses,
including
retailers,
restaurants,
and
casinos,
we
emphasize
leading
companies
within
their
respective
niches
and
avoid
retailers
that
Amazon.com
can
easily
attack.
Our
communication
services
allocation
was
very
close
to
that
of
the
index,
but
we
were
underweighting
health
care
stocks
at
the
end
of
February.
We
are
reasonably
diversified
in
the
health
care
space
but
favor
managed
care
companies
reflective
of
demographic
factors
and
desires
for
increased
access
to
health
care
services,
as
well
as
health
care
equipment
and
supplies
companies.
To
a
lesser
degree,
we
also
look
for
innovative
biotechnology
companies
with
promising
products
that
address
large,
unmet
medical
needs.
Elsewhere
in
the
portfolio,
we
are
underweighting
consumer
staples
and
overweighting
financials,
as
mentioned
earlier.
In
the
latter,
we
seek
differentiated
companies,
such
as
capital
markets-oriented
companies,
with
high
returns
on
invested
capital.
We
have
very
little
exposure
to
the
real
estate,
energy,
and
materials
sectors
because
most
companies
in
these
areas
do
not
meet
our
growth
criteria.
What
is
portfolio
management’s
outlook?
The
economy
has
remained
resilient
over
the
last
year,
even
though
the
Federal
Reserve
raised
short-term
interest
rates
through
the
end
of
July
and
then
held
them
steady
through
the
end
of
our
fiscal
year.
Although
inflation—which
has
fallen
materially
since
mid-2022—remains
above
the
Fed’s
long-term
2%
target,
investors
are
hopeful
that
the
central
bank
will
lower
rates
later
in
2024.
It
remains
to
be
seen
if
the
Fed
will
achieve
a
soft
landing
for
the
economy.
SECTOR
DIVERSIFICATION
Percent
of
Net
Assets
as
of
2/29/24
Tax-Efficient
Equity
Fund
Russell
3000
Growth
Index
Information
Technology
45.3‌%
43.3‌%
Consumer
Discretionary
13.9‌
15.0‌
Communication
Services
11.1‌
11.3‌
Health
Care
9.7‌
11.1‌
Financials
9.0‌
6.4‌
Industrials
and
Business
Services
7.1‌
6.4‌
Consumer
Staples
1.8‌
4.0‌
Materials
0.9‌
0.9‌
Energy
0.7‌
0.6‌
Real
Estate
0.4‌
0.9‌
Utilities
0.0‌
0.1‌
Other
and
Reserves
0.1‌
0.0‌
Total
100.0‌%
100.0‌%
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
7
While
stock
market
returns
were
broadly
positive,
the
last
12
months
have
been
challenging
for
many
active
managers,
due
to
factors
such
as
the
outperformance
of
volatile
stocks
and
expensive
companies,
as
well
as
hype
about
the
potential
for
artificial
intelligence
that
prompted
some
investors
to
be
more
risk-seeking.
Many
quality
mid-cap
growth
companies—which
we
favor—have
lagged
a
small
number
of
mega-cap
growth
stocks,
and
being
disciplined
from
a
valuation
perspective
has
hurt
our
performance
versus
the
Russell
benchmark
in
recent
years.
Nevertheless,
we
believe
that
valuation
always
matters
and
that
it
is
just
a
question
of
time
until
elevated
valuations
revert
to
the
mean.
Overweighting
expensive
companies
is
extraordinarily
risky
and
something
we
avoid.
Investment-grade
fixed
income
securities
generated
modestly
positive
returns
over
the
last
year,
thanks
to
a
sharp
drop
in
Treasury
yields
in
late
2023,
though
yields
have
rebounded
partially
amid
reduced
expectations
for
aggressive
Fed
rate
cuts
in
2024.
Although
bond
yields
are
more
attractive
than
they
were
when
the
Fed
started
raising
rates
about
two
years
ago,
we
continue
to
believe
that
bonds
are
unattractive
long-term
investments
and
that
equities
remain
a
better
choice
for
those
who
seek
capital
growth
over
time.
As
always,
we
encourage
equity
investors
to
stay
focused
on
their
long-term
financial
goals
and
remain
fully
invested.
Despite
varying
environments
in
which
growth
stocks
have
occasionally
lagged
other
investment
styles,
the
portfolio
has
outperformed
its
Lipper
peer
group
index
on
a
pretax
basis
over
the
1-,
3-,
5-,
and
10-year
periods
ended
February
29,
2024.
We
believe
adhering
to
the
basic
tenets
of
our
strategy—
staying
fully
invested,
focusing
on
longer-term
investment
horizons,
favoring
quality
companies,
and
factoring
valuations
and
risks
into
our
portfolio
decisions—has
made
it
successful
over
the
long
term.
We
also
believe
that
our
disciplined
process
of
researching
and
selecting
reasonably
priced
growth
companies
with
attractive
attributes
will
continue
to
produce
favorable
pretax
and
after-tax
results
over
time.
The
fund’s
average
annual
total
returns
on
a
pretax
basis
for
the
1-,
3-,
5-,
and
10-year
periods
ended
February
29,
2024,
were
43.28%
,
8.49%
,
15.41%
,
and
13.40%
,
respectively.
The
Lipper
Multi-Cap
Growth
Funds
Index’s
returns
for
the
same
periods
were
37.54%,
3.41%,
13.52%,
and
11.78%,
respectively,
on
a
pretax
basis.
On
an
after-tax
basis,
the
fund
returned
43.07%
,
8.18%
,
15.08%
,
and
12.99%
,
while
the
index
returned
36.94%,
1.73%,
11.65%,
and
9.75%
for
the
same
periods,
respectively.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
8
The
fund’s
performance
information
represents
only
past
performance
and
is
not
necessarily
an
indication
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
cited.
Share
price,
principal
value,
and
return
will
vary,
and
you
may
have
a
gain
or
loss
when
you
sell
your
shares.
For
the
most
recent
month-end
performance,
please
visit
our
website
(troweprice.com)
or
contact
a
T.
Rowe
Price
representative
at
1-800-225-5132
or,
for
I
Class
shares,
1-800-638-8790.
The
views
expressed
reflect
the
opinions
of
T.
Rowe
Price
as
of
the
date
of
this
report
and
are
subject
to
change
based
on
changes
in
market,
economic,
or
other
conditions.
These
views
are
not
intended
to
be
a
forecast
of
future
events
and
are
no
guarantee
of
future
results.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
9
RISKS
OF
INVESTING
IN
THE
TAX-EFFICIENT
EQUITY
FUND
Common
stocks
generally
fluctuate
in
value
more
than
bonds
and
may
decline
significantly
over
short
time
periods.
There
is
a
chance
that
stock
prices
overall
will
decline
because
stock
markets
tend
to
move
in
cycles,
with
periods
of
rising
and
falling
prices.
The
value
of
a
stock
in
which
the
fund
invests
may
decline
due
to
general
weakness
in
the
stock
market
or
because
of
factors
that
affect
a
particular
company
or
industry.
The
fund’s
focus
on
large
and
medium-sized
companies
subjects
the
fund
to
the
risks
that
larger
companies
may
not
be
able
to
attain
the
high
growth
rates
of
successful
smaller
companies,
especially
during
strong
economic
periods,
and
that
they
may
be
less
capable
of
responding
quickly
to
competitive
challenges
and
industry
changes.
Because
the
fund
focuses
on
large
and
medium-sized
companies,
its
share
price
could
be
more
volatile
than
that
of
a
fund
that
invests
only
in
large
companies.
Medium-sized
companies
typically
have
less
experienced
management,
narrower
product
lines,
more
limited
financial
resources,
and
less
publicly
available
information
than
larger
companies.
Different
investment
styles
tend
to
shift
in
and
out
of
favor
depending
on
market
conditions
and
investor
sentiment.
The
fund’s
growth
approach
to
investing
could
cause
it
to
underperform
when
compared
with
other
stock
funds
that
employ
a
different
investment
style.
Growth
stocks
tend
to
be
more
volatile
than
certain
other
types
of
stocks,
and
their
prices
may
fluctuate
more
dramatically
than
the
overall
stock
market.
A
stock
with
growth
characteristics
can
have
sharp
price
declines
due
to
decreases
in
current
or
expected
earnings
and
may
lack
dividends
that
can
help
cushion
its
share
price
in
a
declining
market.
In
addition,
the
fund’s
attempts
at
investing
in
a
tax-efficient
manner
could
cause
it
to
underperform
similar
funds
that
do
not
make
tax
efficiency
a
primary
focus.
BENCHMARK
INFORMATION
Note:
Portions
of
the
mutual
fund
information
contained
in
this
report
was
supplied
by
Lipper,
a
Refinitiv
Company,
subject
to
the
following:
Copyright
2024
©
Refinitiv.
All
rights
reserved.
Any
copying,
republication
or
redistribution
of
Lipper
content
is
expressly
prohibited
without
the
prior
written
consent
of
Lipper.
Lipper
shall
not
be
liable
for
any
errors
or
delays
in
the
content,
or
for
any
actions
taken
in
reliance
thereon.
Note:
London
Stock
Exchange
Group
plc
and
its
group
undertakings
(collectively,
the
“LSE
Group”).
©
LSE
Group
2024.
FTSE
Russell
is
a
trading
name
of
certain
of
the
LSE
Group
companies.  “Russell
®
” is/are
a
trademark(s)
of
the
relevant
LSE
Group
companies
and
is/are
used
by
any
other
LSE
Group
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
10
company
under
license.
All
rights
in
the
FTSE
Russell
indexes
or
data
vest
in
the
relevant
LSE
Group
company
which
owns
the
index
or
the
data.
Neither
LSE
Group
nor
its
licensors
accept
any
liability
for
any
errors
or
omissions
in
the
indexes
or
data
and
no
party
may
rely
on
any
indexes
or
data
contained
in
this
communication.
No
further
distribution
of
data
from
the
LSE
Group
is
permitted
without
the
relevant
LSE
Group
company’s
express
written
consent.
The
LSE
Group
does
not
promote,
sponsor
or
endorse
the
content
of
this
communication.
The
LSE
Group
is
not
responsible
for
the
formatting
or
configuration
of
this
material
or
for
any
inaccuracy
in
T.
Rowe
Price’s
presentation
thereof.
BENCHMARK
INFORMATION
(continued)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
11
PORTFOLIO
HIGHLIGHTS
TWENTY-FIVE
LARGEST
HOLDINGS
Percent
of
Net
Assets
2/29/24
Microsoft
10.1‌%
Apple
8.0‌ 
NVIDIA
7.4‌ 
Amazon.com
5.2‌ 
Alphabet
5.1‌ 
Meta
Platforms
4.0‌ 
Visa
3.0‌ 
Eli
Lilly
2.4‌ 
Mastercard
2.0‌ 
Broadcom
1.9‌ 
KLA
1.4‌ 
UnitedHealth
Group
1.4‌ 
Synopsys
1.0‌ 
Home
Depot
1.0‌ 
Intuit
0.9‌ 
Adobe
0.9‌ 
Accenture
0.9‌ 
Tesla
0.9‌ 
Salesforce
0.8‌ 
Netflix
0.8‌ 
O'Reilly
Automotive
0.7‌ 
Hilton
Worldwide
Holdings
0.7‌ 
McKesson
0.7‌ 
Chipotle
Mexican
Grill
0.7‌ 
ServiceNow
0.7‌ 
Total
62.6‌%
Note:
The
information
shown
does
not
reflect
any
exchange-traded
funds
(ETFs),
cash
reserves,
or
collateral
for
securities
lending
that
may
be
held
in
the
portfolio.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
12
GROWTH
OF
$10,000 
This
chart
shows
the
value
of
a
hypothetical
$10,000
investment
in
the
fund
over
the
past
10
fiscal
year
periods
or
since
inception
(for funds
lacking
10-year
records).
The
result
is
compared
with
benchmarks,
which
include
a
broad-based
market
index
and
may
also
include
a
peer
group
average
or
index.
Market
indexes
do
not
include
expenses,
which
are
deducted
from
fund returns
as
well
as
mutual fund
averages
and
indexes.
TAX-EFFICIENT
EQUITY
FUND 
Note:
Performance
for
the
I
Class shares
will
vary
due
to
their differing
fee
structure.
See
the
Average
Annual
Compound
Total
Return
table
on
the
next
page. 
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
13
AVERAGE
ANNUAL
COMPOUND
TOTAL
RETURN
EXPENSE
RATIO
FUND
EXPENSE
EXAMPLE
As
a
mutual
fund
shareholder,
you
may
incur
two
types
of
costs:
(1)
transaction
costs,
such
as
redemption
fees
or
sales
loads,
and
(2)
ongoing
costs,
including
management
fees,
distribution
and
service
(12b-1)
fees,
and
other
fund
expenses.
The
following
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
most
recent
six-month
period
and
held
for
the
entire
period.
Please
note
that
the
fund
has
two
share
classes:
The
original
share
class
(Investor
Class)
charges
no
distribution
and
service
(12b-1)
fee,
and
the
I
Class
shares
are
also
available
to
institutionally
oriented
clients
and
impose
no
12b-1
or
administrative
fee
payment.
Each
share
class
is
presented
separately
in
the
table.
Actual
Expenses
The
first
line
of
the
following
table
(Actual)
provides
information
about
actual
account
values
and
expenses
based
on
the
fund’s
actual
returns.
You
may
use
the
information
on
this
line,
together
with
your
account
balance,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
on
the
first
line
under
the
heading
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
this
period.
Periods
Ended
2/29/24
1
Year
5
Years
10
Years
Since
Inception
Inception
Date
Tax-Efficient
Equity
Fund
–
.
43.28‌%
15.41‌%
13.40‌%
–‌
–
Tax-Efficient
Equity
Fund–
.
I  Class
43.46‌
15.54‌
–‌
15.94‌%
7/6/17
This
table
shows
how
the
fund
would
have
performed
each
year
if
its
actual
(or
cumulative)
returns
for
the
periods
shown
had
been
earned
at
a
constant
rate.
Returns
do
not
reflect
taxes
that
the
shareholder
may
pay
on
fund
distributions
or
the
redemption
of
fund
shares.
Past
performance
cannot
guarantee
future
results.
When
assessing
performance,
investors
should
consider
both
short-
and
long-term
returns.
Investors
should
note
that
the
short-term
performance
for
the
fund
is
highly
unusual
and
unlikely
to
be
sustained.
Tax-Efficient
Equity
Fund
0.85‌%
Tax-Efficient
Equity
Fund–I
Class
0.70‌ 
The
expense
ratio
shown
is
as
of
the
fund’s
most
recent
prospectus.
This
number
may
vary
from
the
expense
ratio
shown
elsewhere
in
this
report
because
it
is
based
on
a
different
time
period
and,
if
applicable,
includes
acquired
fund
fees
and
expenses
but
does
not
include
fee
or
expense
waivers.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
14
Hypothetical
Example
for
Comparison
Purposes
The
information
on
the
second
line
of
the
table
(Hypothetical)
is
based
on
hypothetical
account
values
and
expenses
derived
from
the
fund’s
actual
expense
ratio
and
an
assumed
5%
per
year
rate
of
return
before
expenses
(not
the
fund’s
actual
return).
You
may
compare
the
ongoing
costs
of
investing
in
the
fund
with
other
funds
by
contrasting
this
5%
hypothetical
example
and
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
the
other
funds.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
Note:
T.
Rowe
Price
charges
an
annual
account
service
fee
of
$20,
generally
for
accounts
with
less
than
$10,000.
The
fee
is
waived
for
any
investor
whose
T.
Rowe
Price
mutual
fund
accounts
total
$50,000
or
more;
accounts
electing
to
receive
electronic
delivery
of
account
statements,
transaction
confirmations,
prospectuses,
and
shareholder
reports;
or
accounts
of
an
investor
who
is
a
T.
Rowe
Price
Personal
Services
or
Enhanced
Personal
Services
client
(enrollment
in
these
programs
generally
requires
T.
Rowe
Price
assets
of
at
least
$250,000).
This
fee
is
not
included
in
the
accompanying
table.
If
you
are
subject
to
the
fee,
keep
it
in
mind
when
you
are
estimating
the
ongoing
expenses
of
investing
in
the
fund
and
when
comparing
the
expenses
of
this
fund
with
other
funds.
You
should
also
be
aware
that
the
expenses
shown
in
the
table
highlight
only
your
ongoing
costs
and
do
not
reflect
any
transaction
costs,
such
as
redemption
fees
or
sales
loads.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
To
the
extent
a
fund
charges
transaction
costs,
however,
the
total
cost
of
owning
that
fund
is
higher.
TAX-EFFICIENT
EQUITY
FUND
Beginning
Account
Value
9/1/23
Ending
Account
Value
2/29/24
Expenses
Paid
During
Period*
9/1/23
to
2/29/24
Investor
Class
Actual
$1,000.00
$1,192.30
$4.47
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,020.79
  4.12
I
Class
Actual
  1,000.00
  1,193.20
  3.76
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,021.43
  3.47
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(182),
and
divided
by
the
days
in
the
year
(366)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.82%,
and
the
2
I Class
was
0.69%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
15
QUARTER-END
RETURNS
Periods
Ended
12/31/23
1
Year
5
Years
10
Years
Since
Inception
Inception
Date
Tax-Efficient
Equity
Fund
36.98‌%
16.46‌%
12.64‌%
–‌
–
After
Taxes
on
Distributions
36.78‌ 
16.12‌ 
12.22‌ 
–‌
–
After
Taxes
on
Distributions
and
Sale
of
Fund
Shares
22.03‌ 
13.30‌ 
10.47‌ 
–‌
–
Tax-Efficient
Equity
Fund–
I
Class
37.19‌ 
16.58‌ 
–‌
14.56‌%
7/6/17
After
Taxes
on
Distributions
36.95‌ 
16.22‌ 
–‌
14.11‌ 
–
After
Taxes
on
Distributions
and
Sale
of
Fund
Shares
22.16‌ 
13.40‌ 
–‌
11.82‌ 
–
The
fund’s
performance
information
represents
only
past
performance
and
is
not
necessarily
an
indication
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
cited.
Share
price,
principal
value,
and
return
will
vary,
and
you
may
have
a
gain
or
loss
when
you
sell
your
shares.
For
the
most
recent
month-end
performance,
please
visit
our
website
(troweprice.com)
or
contact
a
T.
Rowe
Price
representative
at
1
-
800
-
225
-
5132
or,
for
2
I
Class
shares,
1-800-638-8790.
This
table
provides
returns
through
the
most
recent
calendar
quarter-end
rather
than
through
the
end
of
the
fund’s
fiscal
period.
Average
annual
total
returns
include
changes
in
principal
value,
reinvested
dividends,
and
capital
gain
distributions.
The
returns
presented
in
this
table
reflect
the
return
before
taxes;
the
return
after
taxes
on
dividends
and
capital
gain
distributions;
and
the
return
after
taxes
on
dividends,
capital
gain
distributions,
and
gains
(or
losses)
from
the
redemption
of
shares
held
for
1-,
5-,
and
10-year
or
since-inception
periods,
as
applicable.
After-tax
returns
reflect
the
highest
federal
income
tax
rates
but
exclude
state
and
local
taxes.
The
after-tax
returns
reflect
the
rates
applicable
to
ordinary
and
qualified
dividends
and
capital
gains
effective
in
2003.
During
periods
when
the
fund
incurs
a
loss,
the
post-liquidation
after-tax
return
may
exceed
the
fund’s
other
returns
because
the
loss
generates
a
tax
benefit
that
is
factored
into
the
result.
An
investor’s
actual
after-tax
return
will
likely
differ
from
those
shown
and
depend
on
the
investor's
tax
situation.
The
fund’s
past
returns
(before
and
after
taxes)
do
not
necessarily
indicate
future
performance.
When
assessing
performance,
investors
should
consider
both
short-
and
long-term
returns.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Financial
Highlights
16
For
a
share
outstanding
throughout
each
period
Investor
Class
..
Year
..
..
Ended
.
2/29/24
2/28/23
2/28/22
2/28/21
2/29/20
NET
ASSET
VALUE
Beginning
of
period
$
44.43‌
$
52.30‌
$
51.35‌
$
36.51‌
$
32.86‌
Investment
activities
Net
investment
income
(loss)
(1)(2)
(0.05‌)
0.01‌
(0.14‌)
(0.06‌)
0.06‌
Net
realized
and
unrealized
gain/
loss
19.24‌
(7.51‌)
2.36‌
15.91‌
3.80‌
Total
from
investment
activities
19.19‌
(7.50‌)
2.22‌
15.85‌
3.86‌
Distributions
Net
investment
income
—‌
—‌
—‌
(0.02‌)
(0.06‌)
Net
realized
gain
(0.35‌)
(0.37‌)
(1.27‌)
(0.99‌)
(0.15‌)
Total
distributions
(0.35‌)
(0.37‌)
(1.27‌)
(1.01‌)
(0.21‌)
Redemption
fees
added
to
paid-in
capital
(1)(3)
—‌
—‌
—‌
—‌
—‌
(4)
NET
ASSET
VALUE
End
of
period
$
63.27‌
$
44.43‌
$
52.30‌
$
51.35‌
$
36.51‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Financial
Highlights
17
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
..
Year
..
..
Ended
.
2/29/24
2/28/23
2/28/22
2/28/21
2/29/20
Ratios/Supplemental
Data
Total
return
(2)(5)
43.28‌%
(14.32‌)%
4.01‌%
43.53‌%
11.73‌%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0.83‌%
0.85‌%
0.76‌%
0.78‌%
0.79‌%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.83‌%
0.85‌%
0.76‌%
0.78‌%
0.78‌%
Net
investment
income
(loss)
(0.10‌)%
0.03‌%
(0.25‌)%
(0.14‌)%
0.17‌%
Portfolio
turnover
rate
16.8‌%
21.2‌%
9.6‌%
25.7‌%
22.9‌%
Net
assets,
end
of
period
(in
thousands)
$358,258
$250,733
$412,425
$628,056
$540,648
0‌%
0‌%
0‌%
0‌%
0‌%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
The
fund
charged
redemption
fees
through
March
31,
2019.
(4)
Amounts
round
to
less
than
$0.01
per
share.
(5)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Financial
Highlights
18
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
..
Year
..
..
Ended
.
2/29/24
2/28/23
2/28/22
2/28/21
2/29/20
NET
ASSET
VALUE
Beginning
of
period
$
44.53‌
$
52.39‌
$
51.40‌
$
36.50‌
$
32.85‌
Investment
activities
Net
investment
income
(loss)
(1)(2)
0.02‌
0.09‌
(0.07‌)
(0.02‌)
0.09‌
Net
realized
and
unrealized
gain/
loss
19.29‌
(7.53‌)
2.33‌
15.93‌
3.80‌
Total
from
investment
activities
19.31‌
(7.44‌)
2.26‌
15.91‌
3.89‌
Distributions
Net
investment
income
(0.05‌)
(0.05‌)
—‌
(0.02‌)
(0.09‌)
Net
realized
gain
(0.35‌)
(0.37‌)
(1.27‌)
(0.99‌)
(0.15‌)
Total
distributions
(0.40‌)
(0.42‌)
(1.27‌)
(1.01‌)
(0.24‌)
NET
ASSET
VALUE
End
of
period
$
63.44‌
$
44.53‌
$
52.39‌
$
51.40‌
$
36.50‌
Ratios/Supplemental
Data
Total
return
(2)(3)
43.46‌%
(14.18‌)%
4.08‌%
43.71‌%
11.82‌%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0.69‌%
0.70‌%
0.68‌%
0.69‌%
0.70‌%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.69‌%
0.69‌%
0.68‌%
0.69‌%
0.69‌%
Net
investment
income
(loss)
0.04‌%
0.19‌%
(0.12‌)%
(0.05‌)%
0.26‌%
Portfolio
turnover
rate
16.8‌%
21.2‌%
9.6‌%
25.7‌%
22.9‌%
Net
assets,
end
of
period
(in
thousands)
$669,527
$454,269
$429,930
$144,127
$78,366
0‌%
0‌%
0‌%
0‌%
0‌%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
Includes
the
impact
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
February
29,
2024
19
Portfolio
of
Investments
‡
Shares
$
Value
(Cost
and
value
in
$000s)
‡
COMMON
STOCKS
99.6%
COMMUNICATION
SERVICES
11.1%
Entertainment
1.3%
Electronic
Arts 
8,100‌
1,130‌
Endeavor
Group
Holdings,
Class
A 
2,700‌
65‌
Netflix  (1)
12,900‌
7,778‌
ROBLOX,
Class
A  (1)
14,500‌
579‌
Spotify
Technology  (1)
13,156‌
3,373‌
Take-Two
Interactive
Software  (1)
1,152‌
169‌
13,094‌
Interactive
Media
&
Services
9.3%
Alphabet,
Class
C  (1)
376,080‌
52,568‌
Match
Group  (1)
8,225‌
296‌
Meta
Platforms,
Class
A 
84,700‌
41,514‌
Pinterest,
Class
A  (1)
18,000‌
661‌
95,039‌
Media
0.5%
Omnicom
Group 
10,800‌
955‌
Trade
Desk,
Class
A  (1)
50,000‌
4,271‌
5,226‌
Total
Communication
Services
113,359‌
CONSUMER
DISCRETIONARY
13.9%
Automobile
Components
0.0%
Mobileye
Global,
Class
A  (1)(2)
3,000‌
76‌
76‌
Automobiles
1.0%
Ferrari (2)
2,240‌
952‌
Tesla  (1)
44,175‌
8,918‌
9,870‌
Broadline
Retail
5.5%
Amazon.com (1)
300,860‌
53,180‌
Coupang  (1)
23,500‌
435‌
MercadoLibre  (1)
1,600‌
2,552‌
Ollie's
Bargain
Outlet
Holdings  (1)
1,792‌
144‌
56,311‌
Distributors
0.1%
Pool 
2,281‌
908‌
908‌
Diversified
Consumer
Services
0.1%
Bright
Horizons
Family
Solutions  (1)
700‌
80‌
Duolingo  (1)(2)
500‌
120‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
20
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Service
Corp.
International 
12,880‌
943‌
1,143‌
Hotels,
Restaurants
&
Leisure
3.2%
Airbnb,
Class
A  (1)
13,472‌
2,121‌
Booking
Holdings  (1)
1,007‌
3,493‌
Chipotle
Mexican
Grill  (1)
2,600‌
6,991‌
Churchill
Downs 
1,700‌
207‌
Darden
Restaurants 
2,000‌
341‌
Domino's
Pizza 
3,537‌
1,586‌
DoorDash,
Class
A  (1)
11,500‌
1,433‌
DraftKings,
Class
A  (1)
49,700‌
2,153‌
Expedia
Group  (1)
1,800‌
246‌
Hilton
Worldwide
Holdings 
36,500‌
7,458‌
Hyatt
Hotels,
Class
A  (2)
500‌
77‌
MGM
Resorts
International  (1)
23,800‌
1,030‌
Restaurant
Brands
International  (2)
12,802‌
994‌
Royal
Caribbean
Cruises  (1)
2,800‌
345‌
Starbucks 
20,275‌
1,924‌
Vail
Resorts 
300‌
69‌
Wingstop 
2,200‌
772‌
Wynn
Resorts 
1,300‌
137‌
Yum!
Brands 
13,000‌
1,800‌
33,177‌
Household
Durables
0.1%
NVR (1)
150‌
1,144‌
1,144‌
Specialty
Retail
3.2%
AutoZone (1)
1,204‌
3,619‌
Burlington
Stores  (1)
1,400‌
287‌
Carvana  (1)
1,200‌
91‌
Five
Below  (1)
5,300‌
1,064‌
Floor
&
Decor
Holdings,
Class
A  (1)
500‌
61‌
Home
Depot 
25,840‌
9,835‌
O'Reilly
Automotive  (1)
7,053‌
7,670‌
RH  (1)
200‌
55‌
Ross
Stores 
13,200‌
1,966‌
TJX 
33,077‌
3,279‌
Tractor
Supply 
7,152‌
1,819‌
Ulta
Beauty  (1)
5,400‌
2,962‌
Williams-Sonoma  (2)
900‌
212‌
32,920‌
Textiles,
Apparel
&
Luxury
Goods
0.7%
Lululemon
Athletica  (1)
8,960‌
4,185‌
NIKE,
Class
B 
23,749‌
2,468‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
21
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Skechers
USA,
Class
A  (1)
3,500‌
217‌
6,870‌
Total
Consumer
Discretionary
142,419‌
CONSUMER
STAPLES
1.8%
Beverages
1.2%
Brown-Forman,
Class
B 
4,712‌
284‌
Celsius
Holdings  (1)(2)
26,500‌
2,163‌
Constellation
Brands,
Class
A 
8,000‌
1,988‌
Diageo,
ADR  (2)
5,500‌
829‌
Monster
Beverage  (1)
33,456‌
1,977‌
PepsiCo 
33,300‌
5,506‌
12,747‌
Consumer
Staples
Distribution
&
Retail
0.4%
BJ's
Wholesale
Club
Holdings  (1)
12,500‌
913‌
Casey's
General
Stores 
500‌
152‌
Dollar
General 
7,048‌
1,024‌
Dollar
Tree  (1)
1,000‌
147‌
Performance
Food
Group  (1)
26,000‌
1,996‌
4,232‌
Food
Products
0.1%
Freshpet (1)
800‌
91‌
Hershey 
5,583‌
1,049‌
1,140‌
Household
Products
0.0%
Church
&
Dwight 
919‌
92‌
92‌
Personal
Care
Products
0.1%
elf
Beauty  (1)
1,200‌
250‌
Estee
Lauder,
Class
A 
4,300‌
639‌
889‌
Total
Consumer
Staples
19,100‌
ENERGY
0.7%
Energy
Equipment
&
Services
0.2%
Halliburton 
46,500‌
1,631‌
Noble 
1,900‌
79‌
1,710‌
Oil,
Gas
&
Consumable
Fuels
0.5%
APA 
3,000‌
89‌
Cheniere
Energy 
8,100‌
1,257‌
Chesapeake
Energy 
900‌
75‌
Coterra
Energy 
18,500‌
477‌
Diamondback
Energy 
6,100‌
1,113‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
22
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Magnolia
Oil
&
Gas,
Class
A 
6,500‌
147‌
Matador
Resources 
2,900‌
183‌
Permian
Resources 
17,900‌
279‌
Pioneer
Natural
Resources 
8,200‌
1,929‌
5,549‌
Total
Energy
7,259‌
FINANCIALS
9.0%
Banks
0.1%
NU
Holdings,
Class
A  (1)
48,500‌
537‌
537‌
Capital
Markets
2.2%
Ares
Management,
Class
A 
14,600‌
1,936‌
BlackRock 
1,200‌
974‌
Blue
Owl
Capital 
13,500‌
243‌
Cboe
Global
Markets 
7,179‌
1,378‌
Charles
Schwab 
15,583‌
1,041‌
CME
Group 
7,310‌
1,611‌
FactSet
Research
Systems 
1,100‌
509‌
KKR 
11,000‌
1,081‌
LPL
Financial
Holdings 
5,100‌
1,366‌
MarketAxess
Holdings 
3,760‌
802‌
Moody's 
4,961‌
1,882‌
Morningstar 
600‌
179‌
MSCI 
4,300‌
2,412‌
S&P
Global 
9,937‌
4,257‌
Tradeweb
Markets,
Class
A 
28,640‌
3,031‌
22,702‌
Financial
Services
6.0%
Apollo
Global
Management 
37,500‌
4,192‌
Block  (1)
11,000‌
874‌
Euronet
Worldwide  (1)
700‌
77‌
Fiserv  (1)
20,200‌
3,015‌
FleetCor
Technologies  (1)
5,600‌
1,564‌
Mastercard,
Class
A 
43,700‌
20,747‌
Toast,
Class
A  (1)
9,000‌
207‌
Visa,
Class
A 
110,800‌
31,316‌
WEX  (1)
667‌
147‌
62,139‌
Insurance
0.7%
Arch
Capital
Group  (1)
6,700‌
587‌
Arthur
J
Gallagher 
6,500‌
1,586‌
Globe
Life 
1,400‌
178‌
Hartford
Financial
Services
Group 
15,300‌
1,466‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
23
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Kinsale
Capital
Group 
700‌
361‌
Marsh
&
McLennan 
12,500‌
2,528‌
Ryan
Specialty
Holdings  (1)
5,400‌
283‌
6,989‌
Total
Financials
92,367‌
HEALTH
CARE
9.7%
Biotechnology
1.3%
Alkermes (1)
3,000‌
89‌
Alnylam
Pharmaceuticals  (1)
2,301‌
348‌
Apellis
Pharmaceuticals  (1)
2,700‌
167‌
Argenx,
ADR  (1)
2,743‌
1,042‌
Ascendis
Pharma,
ADR  (1)
600‌
89‌
BeiGene,
ADR  (1)(2)
900‌
149‌
BioNTech,
ADR  (1)
7,528‌
670‌
Exact
Sciences  (1)
3,600‌
207‌
Legend
Biotech,
ADR  (1)
3,200‌
209‌
Moderna  (1)
1,000‌
92‌
Neurocrine
Biosciences  (1)
2,945‌
384‌
Regeneron
Pharmaceuticals  (1)
4,200‌
4,058‌
Sarepta
Therapeutics  (1)
1,700‌
217‌
Vaxcyte  (1)
1,300‌
96‌
Vertex
Pharmaceuticals  (1)
14,199‌
5,974‌
13,791‌
Health
Care
Equipment
&
Supplies
1.1%
Align
Technology  (1)
2,800‌
847‌
Dexcom  (1)
21,828‌
2,512‌
Globus
Medical,
Class
A  (1)
2,700‌
146‌
IDEXX
Laboratories  (1)
2,762‌
1,589‌
Inspire
Medical
Systems  (1)
600‌
107‌
Insulet  (1)
1,200‌
197‌
Intuitive
Surgical  (1)
8,991‌
3,467‌
Lantheus
Holdings  (1)
2,000‌
131‌
Masimo  (1)(2)
600‌
77‌
Novocure  (1)
4,000‌
61‌
Penumbra  (1)
3,400‌
799‌
ResMed 
2,700‌
469‌
Shockwave
Medical  (1)
2,500‌
652‌
STERIS 
865‌
201‌
11,255‌
Health
Care
Providers
&
Services
3.1%
Acadia
Healthcare  (1)
1,300‌
109‌
Cardinal
Health 
5,500‌
616‌
Cencora 
2,600‌
613‌
Chemed 
500‌
313‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
24
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Elevance
Health 
7,747‌
3,883‌
HCA
Healthcare 
5,100‌
1,590‌
Humana 
2,553‌
894‌
McKesson 
13,500‌
7,039‌
Molina
Healthcare  (1)
6,114‌
2,408‌
Tenet
Healthcare  (1)
2,400‌
223‌
UnitedHealth
Group 
29,100‌
14,364‌
32,052‌
Health
Care
Technology
0.2%
Veeva
Systems,
Class
A  (1)
7,692‌
1,735‌
1,735‌
Life
Sciences
Tools
&
Services
1.3%
Agilent
Technologies 
11,208‌
1,539‌
Bio-Rad
Laboratories,
Class
A  (1)
300‌
98‌
Bio-Techne 
5,000‌
368‌
Bruker 
3,000‌
260‌
Charles
River
Laboratories
International  (1)
400‌
102‌
Danaher 
3,800‌
962‌
ICON  (1)
1,100‌
353‌
IQVIA
Holdings  (1)
4,000‌
989‌
Mettler-Toledo
International  (1)
1,313‌
1,637‌
Repligen  (1)
3,100‌
601‌
Thermo
Fisher
Scientific 
8,019‌
4,572‌
West
Pharmaceutical
Services 
5,100‌
1,828‌
13,309‌
Pharmaceuticals
2.7%
Elanco
Animal
Health  (1)
5,000‌
79‌
Eli
Lilly 
32,100‌
24,193‌
Zoetis 
19,568‌
3,881‌
28,153‌
Total
Health
Care
100,295‌
INDUSTRIALS
&
BUSINESS
SERVICES
7.1%
Aerospace
&
Defense
0.9%
Axon
Enterprise  (1)
7,600‌
2,336‌
BWX
Technologies 
1,400‌
141‌
HEICO 
1,800‌
348‌
Hexcel 
1,300‌
97‌
Howmet
Aerospace 
4,000‌
266‌
L3Harris
Technologies 
3,617‌
766‌
Northrop
Grumman 
2,700‌
1,245‌
TransDigm
Group 
3,428‌
4,037‌
9,236‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
25
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Building
Products
0.3%
Advanced
Drainage
Systems 
1,900‌
310‌
Allegion 
1,700‌
217‌
Carrier
Global 
1,600‌
89‌
Fortune
Brands
Innovations 
1,800‌
146‌
Trane
Technologies 
6,400‌
1,805‌
Trex  (1)
2,700‌
248‌
2,815‌
Commercial
Services
&
Supplies
1.5%
Cintas 
7,300‌
4,589‌
Clean
Harbors  (1)
3,100‌
565‌
Copart  (1)
74,800‌
3,976‌
RB
Global 
3,500‌
266‌
Republic
Services 
6,500‌
1,193‌
Rollins 
21,000‌
925‌
Waste
Connections 
21,710‌
3,613‌
15,127‌
Construction
&
Engineering
0.2%
Comfort
Systems
USA 
500‌
153‌
Quanta
Services 
8,300‌
2,005‌
Valmont
Industries 
700‌
148‌
WillScot
Mobile
Mini
Holdings  (1)
3,100‌
148‌
2,454‌
Electrical
Equipment
0.6%
AMETEK 
5,287‌
953‌
Eaton 
10,500‌
3,034‌
Hubbell 
4,100‌
1,561‌
Rockwell
Automation 
2,472‌
705‌
Vertiv
Holdings,
Class
A 
1,500‌
101‌
6,354‌
Ground
Transportation
1.2%
Canadian
Pacific
Kansas
City 
12,000‌
1,020‌
Landstar
System 
600‌
114‌
Old
Dominion
Freight
Line 
4,867‌
2,154‌
Saia  (1)
575‌
331‌
Uber
Technologies  (1)
85,000‌
6,757‌
Union
Pacific 
7,600‌
1,928‌
12,304‌
Industrial
Conglomerates
0.1%
Roper
Technologies 
1,842‌
1,003‌
1,003‌
Machinery
0.6%
AGCO 
700‌
77‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
26
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Cummins 
3,663‌
984‌
Deere 
8,847‌
3,230‌
Graco 
1,200‌
109‌
Otis
Worldwide 
1,000‌
95‌
Parker-Hannifin 
3,000‌
1,606‌
RBC
Bearings  (1)
600‌
164‌
Toro 
1,000‌
92‌
Westinghouse
Air
Brake
Technologies 
800‌
113‌
6,470‌
Professional
Services
0.9%
Automatic
Data
Processing 
7,000‌
1,758‌
Booz
Allen
Hamilton
Holding 
3,826‌
565‌
Broadridge
Financial
Solutions 
9,161‌
1,865‌
Dayforce  (1)
2,063‌
144‌
Equifax 
4,214‌
1,153‌
FTI
Consulting  (1)
700‌
145‌
KBR 
3,000‌
180‌
Paychex 
7,900‌
969‌
Paycom
Software 
1,000‌
182‌
Paylocity
Holding  (1)
2,500‌
421‌
TransUnion 
2,600‌
202‌
Verisk
Analytics 
7,281‌
1,761‌
9,345‌
Trading
Companies
&
Distributors
0.8%
Fastenal 
23,600‌
1,723‌
Ferguson 
10,600‌
2,241‌
SiteOne
Landscape
Supply  (1)
4,700‌
792‌
United
Rentals 
2,500‌
1,733‌
Watsco 
3,268‌
1,288‌
7,777‌
Total
Industrials
&
Business
Services
72,885‌
INFORMATION
TECHNOLOGY
45.0%
Communications
Equipment
0.7%
Arista
Networks  (1)
17,400‌
4,829‌
Ciena  (1)
2,000‌
114‌
Motorola
Solutions 
6,500‌
2,148‌
7,091‌
Electronic
Equipment,
Instruments
&
Components
0.9%
Amphenol,
Class
A 
52,386‌
5,723‌
CDW 
11,015‌
2,712‌
Celestica  (1)(2)
2,000‌
85‌
Keysight
Technologies  (1)
1,418‌
219‌
TE
Connectivity 
1,200‌
172‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
27
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Zebra
Technologies,
Class
A  (1)
246‌
69‌
8,980‌
IT
Services
2.0%
Accenture,
Class
A 
23,836‌
8,933‌
Cloudflare,
Class
A  (1)
8,700‌
857‌
EPAM
Systems  (1)
400‌
122‌
Gartner  (1)
7,600‌
3,538‌
Globant  (1)
100‌
22‌
GoDaddy,
Class
A  (1)
4,500‌
514‌
MongoDB  (1)
4,800‌
2,149‌
Shopify,
Class
A  (1)
35,000‌
2,673‌
Snowflake,
Class
A  (1)
7,546‌
1,421‌
20,229‌
Semiconductors
&
Semiconductor
Equipment
14.1%
Advanced
Micro
Devices  (1)
34,551‌
6,652‌
Analog
Devices 
10,675‌
2,048‌
Broadcom 
14,900‌
19,377‌
Enphase
Energy  (1)
1,600‌
203‌
Entegris 
21,860‌
2,937‌
First
Solar  (1)
400‌
62‌
KLA 
21,100‌
14,397‌
Lam
Research 
4,760‌
4,466‌
Lattice
Semiconductor  (1)
11,157‌
855‌
Marvell
Technology 
14,700‌
1,053‌
Microchip
Technology 
52,822‌
4,444‌
MKS
Instruments  (2)
500‌
61‌
Monolithic
Power
Systems 
3,412‌
2,457‌
NVIDIA 
96,000‌
75,947‌
ON
Semiconductor  (1)
14,500‌
1,144‌
Onto
Innovation  (1)
1,600‌
295‌
QUALCOMM 
34,575‌
5,456‌
Taiwan
Semiconductor
Manufacturing,
ADR 
21,800‌
2,805‌
Teradyne 
3,000‌
311‌
144,970‌
Software
19.2%
Adobe (1)
17,000‌
9,525‌
Appfolio,
Class
A  (1)
900‌
218‌
AppLovin,
Class
A  (1)
2,500‌
149‌
Autodesk  (1)
7,791‌
2,011‌
Bentley
Systems,
Class
B 
5,949‌
306‌
BILL
Holdings  (1)
1,400‌
89‌
Cadence
Design
Systems  (1)
18,789‌
5,719‌
Canva,
Acquisition
Date:
8/16/21
-
11/4/21,
Cost $719  (1)(3)(4)
422‌
450‌
Confluent,
Class
A  (1)
7,200‌
244‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
28
Shares
$
Value
(Cost
and
value
in
$000s)
‡
Crowdstrike
Holdings,
Class
A  (1)
14,054‌
4,556‌
CyberArk
Software  (1)
1,000‌
264‌
Databricks,
Class
A,
Acquisition
Date:
7/24/20
-
8/28/20,
Cost $82  (1)(3)(4)
5,133‌
377‌
Datadog,
Class
A  (1)
23,063‌
3,032‌
Descartes
Systems
Group  (1)
1,700‌
147‌
DoubleVerify
Holdings  (1)
1,900‌
59‌
Dynatrace  (1)
6,448‌
319‌
Elastic  (1)
1,900‌
254‌
Fair
Isaac  (1)
2,000‌
2,540‌
Fortinet  (1)
83,000‌
5,736‌
HubSpot  (1)
1,600‌
990‌
Intuit 
14,500‌
9,612‌
Manhattan
Associates  (1)
6,900‌
1,748‌
Microsoft 
252,125‌
104,289‌
Monday.com  (1)(2)
1,000‌
223‌
nCino  (1)
200‌
6‌
Nutanix,
Class
A  (1)
3,400‌
215‌
Palantir
Technologies,
Class
A  (1)
50,500‌
1,266‌
Palo
Alto
Networks  (1)
15,800‌
4,907‌
Procore
Technologies  (1)
1,200‌
94‌
PTC  (1)
7,900‌
1,446‌
Salesforce  (1)
26,095‌
8,059‌
Samsara,
Class
A  (1)
46,500‌
1,606‌
ServiceNow  (1)
8,800‌
6,788‌
Snyk,
Acquisition
Date:
9/3/21,
Cost $144  (1)(3)(4)
10,031‌
102‌
Socure,
Acquisition
Date:
12/22/21,
Cost $159  (1)(3)(4)
9,912‌
62‌
Synopsys  (1)
17,328‌
9,942‌
Tanium,
Class
B,
Acquisition
Date:
9/24/20,
Cost $53  (1)(3)(4)
4,598‌
22‌
Tyler
Technologies  (1)
6,294‌
2,751‌
Workday,
Class
A  (1)
12,500‌
3,683‌
Workiva  (1)
687‌
59‌
Zscaler  (1)
14,800‌
3,581‌
197,446‌
Technology
Hardware,
Storage
&
Peripherals
8.1%
Apple 
457,000‌
82,603‌
Pure
Storage,
Class
A  (1)
3,000‌
158‌
Super
Micro
Computer  (1)
600‌
519‌
83,280‌
Total
Information
Technology
461,996‌
MATERIALS
0.9%
Chemicals
0.6%
CF
Industries
Holdings 
2,000‌
161‌
Linde 
4,600‌
2,065‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
29
Shares
$
Value
(Cost
and
value
in
$000s)
‡
PPG
Industries 
2,600‌
368‌
RPM
International 
1,300‌
150‌
Sherwin-Williams 
9,814‌
3,259‌
6,003‌
Construction
Materials
0.2%
Vulcan
Materials 
9,000‌
2,393‌
2,393‌
Containers
&
Packaging
0.0%
Avery
Dennison 
582‌
126‌
126‌
Metals
&
Mining
0.1%
BHP
Group,
ADR  (2)
12,000‌
688‌
Steel
Dynamics 
2,000‌
268‌
956‌
Total
Materials
9,478‌
REAL
ESTATE
0.4%
Industrial
Real
Estate
Investment
Trusts
0.0%
Rexford
Industrial
Realty,
REIT 
1,000‌
51‌
51‌
Real
Estate
Management
&
Development
0.1%
CoStar
Group  (1)
14,380‌
1,251‌
1,251‌
Residential
Real
Estate
Investment
Trusts
0.1%
Equity
LifeStyle
Properties,
REIT 
10,900‌
734‌
734‌
Retail
Real
Estate
Investment
Trusts
0.0%
Simon
Property
Group,
REIT 
2,000‌
296‌
296‌
Specialized
Real
Estate
Investment
Trusts
0.2%
CubeSmart,
REIT 
21,100‌
920‌
Lamar
Advertising,
Class
A,
REIT 
10,200‌
1,128‌
2,048‌
Total
Real
Estate
4,380‌
UTILITIES
0.0%
Independent
Power
&
Renewable
Electricity
Producer
0.0%
Vistra 
5,500‌
300‌
Total
Utilities
300‌
Total
Common
Stocks
(Cost
$416,250)
1,023,838‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
30
Shares
$
Value
(Cost
and
value
in
$000s)
‡
CONVERTIBLE
PREFERRED
STOCKS
0.3%
HEALTH
CARE
0.0%
Biotechnology
0.0%
Caris
Life
Sciences,
Series
D,
Acquisition
Date:
5/11/21,
Cost $137  (1)(3)(4)
16,937‌
62‌
Total
Health
Care
62‌
INFORMATION
TECHNOLOGY
0.3%
Software
0.3%
Canva,
Series
A,
Acquisition
Date:
11/4/21,
Cost $43  (1)(3)(4)
25‌
27‌
Databricks,
Series
F,
Acquisition
Date:
10/22/19,
Cost $223  (1)(3)
(4)
15,573‌
1,145‌
Databricks,
Series
G,
Acquisition
Date:
2/1/21,
Cost $252  (1)(3)(4)
4,257‌
313‌
Databricks,
Series
H,
Acquisition
Date:
8/31/21,
Cost $818  (1)(3)
(4)
11,136‌
818‌
DataRobot,
Series
G,
Acquisition
Date:
6/11/21,
Cost $186  (1)(3)
(4)
6,806‌
33‌
Rappi,
Series
E,
Acquisition
Date:
9/8/20,
Cost $523  (1)(3)(4)
8,757‌
199‌
Snyk,
Series
F,
Acquisition
Date:
9/3/21
-
12/14/22,
Cost $240  (1)
(3)(4)
16,810‌
171‌
Socure,
Series
A,
Acquisition
Date:
12/22/21,
Cost $194  (1)(3)(4)
12,046‌
75‌
Socure,
Series
A-1,
Acquisition
Date:
12/22/21,
Cost $159  (1)(3)(4)
9,887‌
62‌
Socure,
Series
B,
Acquisition
Date:
12/22/21,
Cost $3  (1)(3)(4)
178‌
1‌
Socure,
Series
E,
Acquisition
Date:
10/27/21,
Cost $368  (1)(3)(4)
22,915‌
143‌
Tanium,
Series
G,
Acquisition
Date:
8/26/15,
Cost $141  (1)(3)(4)
28,431‌
140‌
Total
Information
Technology
3,127‌
Total
Convertible
Preferred
Stocks
(Cost
$3,287)
3,189‌
SHORT-TERM
INVESTMENTS
0.1%
Money
Market
Funds
0.1%
T.
Rowe
Price
Government
Reserve
Fund,
5.39%  (5)(6)
616,727‌
617‌
Total
Short-Term
Investments
(Cost
$617)
617‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
31
Shares
$
Value
(Cost
and
value
in
$000s)
‡
SECURITIES
LENDING
COLLATERAL
0.4%
INVESTMENTS
IN
A
POOLED
ACCOUNT
THROUGH
SECURITIES
LENDING
PROGRAM
WITH
STATE
STREET
BANK
AND
TRUST
COMPANY
0.4%
Money
Market
Funds
0.4%
T.
Rowe
Price
Government
Reserve
Fund,
5.39%  (5)(6)
4,543,376‌
4,543‌
Total
Investments
in
a
Pooled
Account
through
Securities
Lending
Program
with
State
Street
Bank
and
Trust
Company
4,543‌
Total
Securities
Lending
Collateral
(Cost
$4,543)
4,543‌
Total
Investments
in
Securities
100.4%
of
Net
Assets
(Cost
$424,697)
$
1,032,187‌
‡
Shares
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(1)
Non-income
producing
(2)
See
Note
3
.
All
or
a
portion
of
this
security
is
on
loan
at
February
29,
2024.
(3)
Security
cannot
be
offered
for
public
resale
without
first
being
registered
under
the
Securities
Act
of
1933
and
related
rules
("restricted
security").
Acquisition
date
represents
the
day
on
which
an
enforceable
right
to
acquire
such
security
is
obtained
and
is
presented
along
with
related
cost
in
the
security
description.
The
fund
may
have
registration
rights
for
certain
restricted
securities.
Any
costs
related
to
such
registration
are
generally
borne
by
the
issuer.
The
aggregate
value
of
restricted
securities
(excluding
144A
holdings)
at
period
end
amounts
to
$4,202
and
represents
0.4%
of
net
assets.
(4)
See
Note
2.
Level
3
in
fair
value
hierarchy.
(5)
Seven-day
yield
(6)
Affiliated
Companies
ADR
American
Depositary
Receipts
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
32
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
year
ended
February
29,
2024.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
T.
Rowe
Price
Government
Reserve
Fund,
5.39%
$
—‌
$
—‌
$
29‌++
Totals
$
—‌#
$
—‌
$
29‌+
Supplementary
Investment
Schedule
Affiliate
Value
02/28/23
Purchase
Cost
Sales
Cost
Value
02/29/24
T.
Rowe
Price
Government
Reserve
Fund,
5.39%
$
7,761‌
 ¤
  ¤
$
5,160‌
Total
$
5,160‌^
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$0
of
the
net
realized
gain
(loss).
++
Excludes
earnings
on
securities
lending
collateral,
which
are
subject
to
rebates
and
fees
as
described
in
Note
3
.
+
Investment
income
comprised
$29
of
dividend
income
and
$0
of
interest
income.
¤
Purchase
and
sale
information
not
shown
for
cash
management
funds.
^
The
cost
basis
of
investments
in
affiliated
companies
was
$5,160.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
February
29,
2024
Statement
of
Assets
and
Liabilities
33
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$424,697)
$
1,032,187‌
Dividends
receivable
638‌
Receivable
for
shares
sold
524‌
Receivable
for
investment
securities
sold
381‌
Other
assets
43‌
Total
assets
1,033,773‌
Liabilities
Obligation
to
return
securities
lending
collateral
4,543‌
Payable
for
investment
securities
purchased
660‌
Investment
management
fees
payable
505‌
Payable
for
shares
redeemed
160‌
Due
to
affiliates
35‌
Payable
to
directors
1‌
Other
liabilities
84‌
Total
liabilities
5,988‌
Commitments
and
Contingent
Liabilities
(note
6
)
NET
ASSETS
$
1,027,785‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
February
29,
2024
Statement
of
Assets
and
Liabilities
34
($000s,
except
shares
and
per
share
amounts)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Net
Assets
Consist
of:
Total
distributable
earnings
(loss)
$
617,355‌
Paid-in
capital
applicable
to
16,215,880
shares
of
$0.0001
par
value
capital
stock
outstanding;
1,000,000,000
shares
of
the
Corporation
authorized
410,430‌
NET
ASSETS
$
1,027,785‌
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$358,258;
Shares
outstanding:
5,662,464)
$
63.27‌
I
Class
(Net
assets:
$669,527;
Shares
outstanding:
10,553,416)
$
63.44‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Statement
of
Operations
35
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
Ended
2/29/24
Investment
Income
(Loss)
Income
Dividend
(net
of
foreign
taxes
of
$18)
$
6,044‌
Securities
lending
13‌
Total
income
6,057‌
Expenses
Investment
management
5,319‌
Shareholder
servicing
Investor
Class
$
413‌
I
Class
77‌
490‌
Prospectus
and
shareholder
reports
Investor
Class
34‌
I
Class
16‌
50‌
Custody
and
accounting
199‌
Registration
65‌
Legal
and
audit
29‌
Proxy
and
annual
meeting
16‌
Directors
3‌
Miscellaneous
20‌
Waived
/
paid
by
Price
Associates
(35‌)
Total
expenses
6,156‌
Net
investment
loss
(99‌)
Realized
and
Unrealized
Gain
/
Loss
–
Net
realized
gain
on
securities
26,206‌
Change
in
net
unrealized
gain
/
loss
on
securities
281,322‌
Net
realized
and
unrealized
gain
/
loss
307,528‌
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
307,429‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Statement
of
Changes
in
Net
Assets
36
($000s)
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
2/29/24
2/28/23
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
(loss)
$
(99‌)
$
956‌
Net
realized
gain
(loss)
26,206‌
(7,401‌)
Change
in
net
unrealized
gain
/
loss
281,322‌
(113,384‌)
Increase
(decrease)
in
net
assets
from
operations
307,429‌
(119,829‌)
Distributions
to
shareholders
Net
earnings
Investor
Class
(1,931‌)
(2,148‌)
I
Class
(4,118‌)
(4,239‌)
Decrease
in
net
assets
from
distributions
(6,049‌)
(6,387‌)
Capital
share
transactions
*
Shares
sold
Investor
Class
39,877‌
40,068‌
I
Class
60,054‌
148,920‌
Distributions
reinvested
Investor
Class
1,795‌
2,003‌
I
Class
3,593‌
3,657‌
Shares
redeemed
Investor
Class
(39,578‌)
(148,653‌)
I
Class
(44,338‌)
(57,132‌)
Increase
(decrease)
in
net
assets
from
capital
share
transactions
21,403‌
(11,137‌)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
Statement
of
Changes
in
Net
Assets
37
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
2/29/24
2/28/23
Net
Assets
Increase
(decrease)
during
period
322,783‌
(137,353‌)
Beginning
of
period
705,002‌
842,355‌
End
of
period
$
1,027,785‌
$
705,002‌
*Share
information
(000s)
Shares
sold
Investor
Class
750‌
883‌
I
Class
1,147‌
3,178‌
Distributions
reinvested
Investor
Class
31‌
47‌
I
Class
63‌
85‌
Shares
redeemed
Investor
Class
(762‌)
(3,172‌)
I
Class
(859‌)
(1,268‌)
Increase
(decrease)
in
shares
outstanding
370‌
(247‌)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
NOTES
TO
FINANCIAL
STATEMENTS
38
T.
Rowe
Price
Tax-Efficient
Funds,
Inc.
(the
corporation) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act).
The
Tax-Efficient
Equity
Fund
(the
fund)
is a
diversified, open-end
management
investment
company
established
by
the
corporation. The
fund
seeks
to
maximize
after-tax
growth
of
capital
through
investments
primarily
in
common
stocks.
The
fund
has two classes
of
shares:
the
Tax-Efficient
Equity
Fund
(Investor
Class)
and
the
Tax-Efficient
Equity
Fund–I
Class
(I
Class).
I
Class
shares
require
a
$500,000
initial
investment
minimum,
although
the
minimum
generally
is
waived
or
reduced
for
financial
intermediaries,
eligible
retirement
plans,
and
certain
other
accounts. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
both
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
class.
NOTE
1
-
SIGNIFICANT
ACCOUNTING
POLICIES 
Basis
of
Preparation
 The fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946
(ASC
946).
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP),
including,
but
not
limited
to,
ASC
946.
GAAP
requires
the
use
of
estimates
made
by
management.
Management
believes
that
estimates
and
valuations
are
appropriate;
however,
actual
results
may
differ
from
those
estimates,
and
the
valuations
reflected
in
the
accompanying
financial
statements
may
differ
from
the
value
ultimately
realized
upon
sale
or
maturity.
Investment
Transactions,
Investment
Income,
and
Distributions
 Investment
transactions
are
accounted
for
on
the
trade
date
basis.
Income
and
expenses
are
recorded
on
the
accrual
basis.
Realized
gains
and
losses
are
reported
on
the
identified
cost
basis. Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense. Dividends
received
from other
investment
companies are
reflected
as
dividend income;
capital
gain
distributions
are
reflected
as
realized
gain/
loss. Dividend
income and
capital
gain
distributions
are
recorded
on
the
ex-dividend
date. Distributions
from
REITs
are
initially
recorded
as
dividend
income
and,
to
the
extent
such
represent
a
return
of
capital
or
capital
gain
for
tax
purposes,
are
reclassified
when
such
information
becomes
available. Non-cash
dividends,
if
any,
are
recorded
at
the
fair
market
value
of
the
asset
received. Proceeds
from
litigation
payments,
if
any,
are
included
in
either
net
realized
gain
(loss)
or
change
in
net
unrealized
gain/loss
from
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
39
securities. Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date. Income
distributions,
if
any,
are
declared
and
paid
by
each
class annually. A
capital
gain
distribution,
if
any, may
also
be
declared
and
paid
by
the
fund
annually.
Class
Accounting
 Shareholder
servicing,
prospectus,
and
shareholder
report
expenses
incurred
by
each
class
are
charged
directly
to
the
class
to
which
they
relate.
Expenses
common
to
all
classes,
investment
income,
and
realized
and
unrealized
gains
and
losses
are
allocated
to
the
classes
based
upon
the
relative
daily
net
assets
of
each
class.
Capital
Transactions
 Each
investor’s
interest
in
the
net
assets
of the
fund
is
represented
by
fund
shares. The
fund’s
net
asset
value
(NAV)
per
share
is
computed
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
However,
the
NAV
per
share
may
be
calculated
at
a
time
other
than
the
normal
close
of
the
NYSE
if
trading
on
the
NYSE
is
restricted,
if
the
NYSE
closes
earlier,
or
as
may
be
permitted
by
the
SEC.
Purchases
and
redemptions
of
fund
shares
are
transacted
at
the
next-computed
NAV
per
share,
after
receipt
of
the
transaction
order
by
T.
Rowe
Price
Associates,
Inc.,
or
its
agents.
Indemnification
 In
the
normal
course
of
business, the
fund
may
provide
indemnification
in
connection
with
its
officers
and
directors,
service
providers,
and/or
private
company
investments. The
fund’s
maximum
exposure
under
these
arrangements
is
unknown;
however,
the
risk
of
material
loss
is
currently
considered
to
be
remote.
NOTE
2
-
VALUATION 
Fair
Value
  The
fund’s
financial
instruments
are
valued
at
the
close
of
the
NYSE
and
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date. The fund’s
Board
of
Directors
(the
Board)
has
designated
T.
Rowe
Price
Associates,
Inc.
as
the
fund’s
valuation
designee
(Valuation
Designee).
Subject
to
oversight
by
the
Board,
the
Valuation
Designee
performs
the
following
functions
in
performing
fair
value
determinations:
assesses
and
manages
valuation
risks;
establishes
and
applies
fair
value
methodologies;
tests
fair
value
methodologies;
and
evaluates
pricing
vendors
and
pricing
agents.
The
duties
and
responsibilities
of
the
Valuation
Designee
are
performed
by
its
Valuation
Committee. The
Valuation
Designee provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
40
Level
1
–
quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
Level
2
–
inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
Level
3
–
unobservable
inputs
(including
the Valuation
Designee’s assumptions
in
determining
fair
value)
Observable
inputs
are
developed
using
market
data,
such
as
publicly
available
information
about
actual
events
or
transactions,
and
reflect
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
Unobservable
inputs
are
those
for
which
market
data
are
not
available
and
are
developed
using
the
best
information
available
about
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
GAAP
requires
valuation
techniques
to
maximize
the
use
of
relevant
observable
inputs
and
minimize
the
use
of
unobservable
inputs.
When
multiple
inputs
are
used
to
derive
fair
value,
the
financial
instrument
is
assigned
to
the
level
within
the
fair
value
hierarchy
based
on
the
lowest-level
input
that
is
significant
to
the
fair
value
of
the
financial
instrument.
Input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level
but
rather
the
degree
of
judgment
used
in
determining
those
values.
Valuation
Techniques 
Equity
securities,
including
exchange-traded
funds, listed
or
regularly
traded
on
a
securities
exchange
or
in
the
over-the-counter
(OTC)
market
are
valued
at
the
last
quoted
sale
price
or,
for
certain
markets,
the
official
closing
price
at
the
time
the
valuations
are
made.
OTC
Bulletin
Board
securities
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices.
A
security
that
is
listed
or
traded
on
more
than
one
exchange
is
valued
at
the
quotation
on
the
exchange
determined
to
be
the
primary
market
for
such
security.
Listed
securities
not
traded
on
a
particular
day
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
for
domestic
securities.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
closing
NAV
per
share
on
the
day
of
valuation.
Assets
and
liabilities
other
than
financial
instruments,
including
short-term
receivables
and
payables,
are
carried
at
cost,
or
estimated
realizable
value,
if
less,
which
approximates
fair
value. 
Investments
for
which
market
quotations are
not
readily
available
or
deemed
unreliable
are
valued
at
fair
value
as
determined
in
good
faith
by
the
Valuation
Designee.
The
Valuation
Designee
has
adopted
methodologies
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
or
deemed
unreliable,
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
41
including
the
use
of
other
pricing
sources.
Factors
used
in
determining
fair
value
vary
by
type
of
investment
and
may
include
market
or
investment
specific
considerations.
The
Valuation
Designee typically
will
afford
greatest
weight
to
actual
prices
in
arm’s
length
transactions,
to
the
extent
they
represent
orderly
transactions
between
market
participants,
transaction
information
can
be
reliably
obtained,
and
prices
are
deemed
representative
of
fair
value.
However,
the
Valuation
Designee may
also
consider
other
valuation
methods
such
as
market-based
valuation
multiples;
a
discount
or
premium
from
market
value
of
a
similar,
freely
traded
security
of
the
same
issuer;
discounted
cash
flows;
yield
to
maturity;
or
some
combination.
Fair
value
determinations
are
reviewed
on
a
regular
basis.
Because
any
fair
value
determination
involves
a
significant
amount
of
judgment,
there
is
a
degree
of
subjectivity
inherent
in
such
pricing
decisions. Fair
value
prices
determined
by
the
Valuation
Designee could
differ
from
those
of
other
market
participants,
and
it
is
possible
that
the
fair
value
determined
for
a
security
may
be
materially
different
from
the
value
that
could
be
realized
upon
the
sale
of
that
security.
Valuation
Inputs
  The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
February
29,
2024
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
NOTE
3
-
OTHER
INVESTMENT
TRANSACTIONS 
Consistent
with
its
investment
objective,
the
fund
engages
in
the
following
practices
to
manage
exposure
to
certain
risks
and/or
to
enhance
performance.
The
investment
objective,
policies,
program,
and
risk
factors
of
the
fund
are
described
more
fully
in
the
fund's
prospectus
and
Statement
of
Additional
Information.
Restricted
Securities
 The
fund
invests
in
securities
that
are
subject
to
legal
or
contractual
restrictions
on
resale.
Prompt
sale
of
such
securities
at
an
acceptable
price
may
be
difficult
and
may
involve
substantial
delays
and
additional
costs.
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
1,022,825‌
$
—‌
$
1,013‌
$
1,023,838‌
Convertible
Preferred
Stocks
—‌
—‌
3,189‌
3,189‌
Short-Term
Investments
617‌
—‌
—‌
617‌
Securities
Lending
Collateral
4,543‌
—‌
—‌
4,543‌
Total
$
1,027,985‌
$
—‌
$
4,202‌
$
1,032,187‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
42
Securities
Lending
 The fund
may
lend
its
securities
to
approved
borrowers
to
earn
additional
income.
Its
securities
lending
activities
are
administered
by
a
lending
agent
in
accordance
with
a
securities
lending
agreement.
Security
loans
generally
do
not
have
stated
maturity
dates,
and
the
fund
may
recall
a
security
at
any
time.
The
fund
receives
collateral
in
the
form
of
cash
or
U.S.
government
securities.
Collateral
is
maintained
over
the
life
of
the
loan
in
an
amount
not
less
than
the
value
of
loaned
securities;
any
additional
collateral
required
due
to
changes
in
security
values
is
delivered
to
the
fund
the
next
business
day.
Cash
collateral
is
invested
in
accordance
with
investment
guidelines
approved
by
fund
management.
Additionally,
the
lending
agent
indemnifies
the
fund
against
losses
resulting
from
borrower
default.
Although
risk
is
mitigated
by
the
collateral
and
indemnification,
the
fund
could
experience
a
delay
in
recovering
its
securities
and
a
possible
loss
of
income
or
value
if
the
borrower
fails
to
return
the
securities,
collateral
investments
decline
in
value,
and
the
lending
agent
fails
to
perform.
Securities
lending
revenue
consists
of
earnings
on
invested
collateral
and
borrowing
fees,
net
of
any
rebates
to
the
borrower,
compensation
to
the
lending
agent,
and
other
administrative
costs.
In
accordance
with
GAAP,
investments
made
with
cash
collateral
are
reflected
in
the
accompanying
financial
statements,
but
collateral
received
in
the
form
of
securities
is
not.
At
February
29,
2024,
the
value
of
loaned
securities
was
$4,547,000;
the
value
of
cash
collateral
and
related
investments
was
$4,543,000.
Other 
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
and short-term securities
aggregated $156,041,000 and
$140,886,000,
respectively,
for
the
year ended
February
29,
2024.
NOTE
4
-
FEDERAL
INCOME
TAXES
Generally,
no
provision
for
federal
income
taxes
is
required
since
the
fund
intends
to continue
to
qualify
as
a
regulated
investment
company
under
Subchapter
M
of
the
Internal
Revenue
Code
and
distribute
to
shareholders
all
of
its taxable
income
and
gains.
Distributions
determined
in
accordance
with
federal
income
tax
regulations
may
differ
in
amount
or
character
from
net
investment
income
and
realized
gains
for
financial
reporting
purposes.
The
fund
files
U.S.
federal,
state,
and
local
tax
returns
as
required.
The
fund’s
tax
returns
are
subject
to
examination
by
the
relevant
tax
authorities
until
expiration
of
the
applicable
statute
of
limitations,
which
is
generally
three
years
after
the
filing
of
the
tax
return
but
which
can
be
extended
to
six
years
in
certain
circumstances.
Tax
returns
for
open
years
have
incorporated
no
uncertain
tax
positions
that
require
a
provision
for
income
taxes.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
43
Capital
accounts
within
the
financial
reporting
records
are
adjusted
for
permanent
book/tax
differences
to
reflect
tax
character
but
are
not
adjusted
for
temporary
differences.
The
permanent
book/tax
adjustments,
if
any,
have
no
impact
on
results
of
operations
or
net
assets.
The
tax
character
of
distributions
paid
for
the
periods
presented
was
as
follows:
At
February
29,
2024,
the
tax-basis
cost
of
investments
(including
derivatives,
if
any)
and
gross
unrealized
appreciation
and
depreciation
were as
follows:
At
February
29,
2024,
the
tax-basis
components
of
accumulated
net
earnings
(loss)
were
as
follows:
Temporary
differences
between
book-basis
and
tax-basis
components
of
total
distributable
earnings
(loss)
arise
when
certain
items
of
income,
gain,
or
loss
are
recognized
in
different
periods
for
financial
statement
purposes
versus
for
tax
purposes;
these
differences
will
reverse
in
a
subsequent
reporting
period.
The
temporary
differences
relate
primarily
to
the
deferral
of
losses
from
wash
sales.
The
loss
carryforwards
and
deferrals
primarily
relate
to
late-year
ordinary
loss
deferrals.
The
fund
($000s)
February
29,
2024
February
28,
2023
Ordinary
income
(including
short-term
capital
gains,
if
any)
$
503‌
$
509‌
Long-term
capital
gain
5,546‌
5,878‌
Total
distributions
$
6,049‌
$
6,387‌
($000s)
Cost
of
investments
$
424,927‌
Unrealized
appreciation
$
609,678‌
Unrealized
depreciation
(2,418‌)
Net
unrealized
appreciation
(depreciation)
$
607,260‌
($000s)
Undistributed
long-term
capital
gain
$
10,280‌
Net
unrealized
appreciation
(depreciation)
607,260‌
Loss
carryforwards
and
deferrals
(185‌)
Total
distributable
earnings
(loss)
$
617,355‌
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
44
has
elected
to
defer
certain
losses
to
the
first
day
of
the
following
fiscal
year
for
late-
year
ordinary
loss
deferrals.
During
the
year
ended
February
29,
2024,
the
fund
utilized
$9,951,000
of
capital
loss
carryforwards.
NOTE
5
-
FOREIGN  TAXES
The
fund
is
subject
to
foreign
income
taxes
imposed
by
certain
countries
in
which
it
invests.
Additionally,
capital
gains
realized
upon
disposition
of
securities
issued
in
or
by
certain
foreign
countries
are
subject
to
capital
gains
tax
imposed
by
those
countries.
All
taxes
are
computed
in
accordance
with
the
applicable
foreign
tax
law,
and,
to
the
extent
permitted,
capital
losses
are
used
to
offset
capital
gains.
Taxes
attributable
to
income
are
accrued
by
the
fund
as
a
reduction
of
income.
Current
and
deferred
tax
expense
attributable
to
capital
gains
is
reflected
as
a
component
of
realized
or
change
in
unrealized
gain/loss
on
securities
in
the
accompanying
financial
statements.
To
the
extent
that
the
fund
has
country
specific
capital
loss
carryforwards,
such
carryforwards
are
applied
against
net
unrealized
gains
when
determining
the
deferred
tax
liability.
Any
deferred
tax
liability
incurred
by
the
fund
is
included
in
either
Other
liabilities
or
Deferred
tax
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
NOTE
6
-
RELATED
PARTY
TRANSACTIONS
The
fund
is
managed
by
T.
Rowe
Price
Associates,
Inc.
(Price
Associates),
a
wholly
owned
subsidiary
of
T.
Rowe
Price
Group,
Inc.
(Price
Group).
The
investment
management
agreement
between
the
fund
and
Price
Associates
provides
for
an
annual
investment
management
fee,
which
is
computed
daily
and
paid
monthly. The
fee
consists
of
an
individual
fund
fee,
equal
to
0.35%
of
the
fund’s
average
daily
net
assets,
and
a
group
fee.
The
group
fee
rate
is
calculated
based
on
the
combined
net
assets
of
certain
mutual
funds
sponsored
by
Price
Associates
(the
group)
applied
to
a
graduated
fee
schedule,
with
rates
ranging
from
0.48%
for
the
first
$1
billion
of
assets
to
0.260%
for
assets
in
excess
of
$845
billion.
The
fund’s
group
fee
is
determined
by
applying
the
group
fee
rate
to
the
fund’s
average
daily
net
assets. At
February
29,
2024,
the
effective
annual
group
fee
rate
was
0.29%.
Effective
November
1,
2023,
the Investor
Class is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
Prior
to
November
1,
2023,
the
Investor
Class was
not
subject
to
a
contractual
expense
limitation.
During
the
limitation
period,
Price
Associates
is required
to
waive
or
pay
any
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
that
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
45
would
otherwise
cause
the
class’s
ratio
of
annualized
total
expenses
to
average
net
assets
(net
expense
ratio)
to
exceed
its
expense
limitation.
The
class
is
required
to
repay
Price
Associates
for
expenses
previously
waived/paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
net
expense
ratio
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
expense
limitation
in
place
at
the
time
such
amounts
were
waived;
or
(2)
the
class’s
current
expense
limitation.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
I
Class
is
also
subject
to
an
operating
expense
limitation
(I
Class
Limit)
pursuant
to
which
Price
Associates
is
contractually
required
to
pay
all
operating
expenses
of
the
I
Class,
excluding
management
fees;
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage; non-recurring,
extraordinary expenses; and
acquired
fund
fees
and
expenses, to
the
extent
such
operating
expenses,
on
an
annualized
basis,
exceed
the
I
Class
Limit. This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
The
I
Class
is
required
to
repay
Price
Associates
for
expenses
previously
paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
operating
expenses
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
I
Class
Limit
in
place
at
the
time
such
amounts
were
paid;
or
(2)
the
current
I
Class
Limit.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
Pursuant
to
these
agreements,
expenses
were
waived/paid
by
and/or
repaid
to
Price
Associates
during
the
year ended February
29,
2024
as
indicated
in
the
table
below.
Including
this
amount,
expenses
previously
waived/paid
by
Price
Associates
in
the
amount
of $102,000 remain
subject
to
repayment
by
the
fund
at
February
29,
2024.
Any
repayment
of
expenses
previously
waived/paid
by
Price
Associates
during
the
period
would
be
included
in
the
net
investment
income
and
expense
ratios
presented
on
the
accompanying
Financial
Highlights.
In
addition,
the
fund
has
entered
into
service
agreements
with
Price
Associates
and
a
wholly
owned
subsidiary
of
Price
Associates,
each
an
affiliate
of
the
fund
(collectively,
Price).
Price
Associates
provides
certain
accounting
and
administrative
services
to
the
fund.
T.
Rowe
Price
Services,
Inc.
provides
shareholder
and
administrative
services
in
its
capacity
as
the
fund’s
transfer
and
dividend-disbursing
agent.
For
the
year
ended
Investor
Class
I
Class
Expense
limitation/I
Class
Limit
0.99%
0.05%
Expense
limitation
date
06/30/25
06/30/25
(Waived)/repaid
during
the
period
($000s)
$—
$(35)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
46
February
29,
2024,
expenses
incurred
pursuant
to
these
service
agreements
were
$113,000
for
Price
Associates
and
$187,000
for
T.
Rowe
Price
Services,
Inc.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities.
T.
Rowe
Price
Investment
Services,
Inc.
(Investment
Services)
serves
as
distributor
to
the
fund.
Pursuant
to
an
underwriting
agreement,
no
compensation
for
any
distribution
services
provided
is
paid
to
Investment
Services
by
the
fund
(except
for
12b-1
fees
under
a
Board-approved
Rule
12b-1
plan).
The fund
may
invest
its
cash
reserves
in
certain
open-end
management
investment
companies
managed
by
Price
Associates
and
considered
affiliates
of
the
fund:
the
T.
Rowe
Price
Government
Reserve
Fund
or
the
T.
Rowe
Price
Treasury
Reserve
Fund,
organized
as
money
market
funds
(together,
the
Price
Reserve
Funds).
The
Price
Reserve
Funds
are
offered
as
short-term
investment
options
to
mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
and
are
not
available
for
direct
purchase
by
members
of
the
public.
Cash
collateral
from
securities
lending,
if
any,
is
invested
in
the
T.
Rowe
Price
Government
Reserve Fund. The
Price
Reserve
Funds
pay
no
investment
management
fees.
The
fund may
participate
in
securities
purchase
and
sale
transactions
with
other
funds
or
accounts
advised
by
Price
Associates
(cross
trades),
in
accordance
with
procedures
adopted
by the
fund’s
Board
and
Securities
and
Exchange
Commission
rules,
which
require,
among
other
things,
that
such
purchase
and
sale
cross
trades
be
effected
at
the
independent
current
market
price
of
the
security.
During
the
year
ended
February
29,
2024,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
Prior
to
January
1,
2024,
Price
Associates
had
voluntarily
agreed
to
reimburse
the
fund
from
its
own
resources
on
a
monthly
basis
for
the
cost
of
investment
research
embedded
in
the
cost
of
the
fund’s
securities
trades. For
the
year ended
February
29,
2024,
this
reimbursement
amounted
to
$6,000,
which
is
included
in
Net
realized
gain
(loss)
on
Securities
in
the
Statement
of
Operations.
NOTE
7
-
OTHER
MATTERS
Unpredictable
events
such
as
environmental
or
natural
disasters,
war
and
conflict,
terrorism,
geopolitical
events,
and
public
health
epidemics and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
the fund
invests.
Certain
events
may
cause
instability
across
global
markets,
including
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
47
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
global
outbreak
of
COVID-19
and
the
related
governmental
and
public
responses
have
led
and
may
continue
to
lead
to
increased
market
volatility
and
the
potential
for
illiquidity
in
certain
classes
of
securities
and
sectors
of
the
market
either
in
specific
countries
or
worldwide.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict,
leading
to
economic
sanctions imposed
on
Russia
that
target certain
of
its
citizens
and
issuers
and
sectors
of
the
Russian
economy,
creating
impacts
on
Russian-related
stocks
and
debt
and
greater
volatility
in
global
markets.
In
March
2023,
the
banking
industry
experienced
heightened
volatility,
which
sparked
concerns
of
potential
broader
adverse
market
conditions.
The
extent
of
impact
of
these
events
on
the
US
and
global
markets
is
highly
uncertain.
These
are
recent
examples
of
global
events
which
may
have
a
negative
impact
on
the
values
of
certain
portfolio
holdings
or
the
fund's
overall
performance.
Management
is
actively
monitoring
the
risks
and
financial
impacts
arising
from
these
events.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
48
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
To
the
Board
of
Directors
of
T.
Rowe
Price
Tax-Efficient
Funds,
Inc.
and
Shareholders
of
T.
Rowe
Price
Tax-Efficient
Equity
Fund
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
portfolio
of
investments,
of
T.
Rowe
Price
Tax-Efficient
Equity
Fund
(constituting
T.
Rowe
Price
Tax-Efficient
Funds,
Inc.,
referred
to
hereafter
as
the
"Fund")
as
of
February
29,
2024,
the
related
statement
of
operations
for
the
year
ended
February
29,
2024,
the
statement
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
February
29,
2024,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
February
29,
2024
(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
February
29,
2024,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
February
29,
2024
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
February
29,
2024
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Fund’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Fund’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
49
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
February
29,
2024
by
correspondence
with
the
custodian,
transfer
agent
and
brokers;
when
replies
were
not
received
from
brokers,
we
performed
other
auditing
procedures.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.   
/s/
PricewaterhouseCoopers
LLP
Baltimore,
Maryland
April
18,
2024
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
T.
Rowe
Price
group
of
investment
companies
since
1973.
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
(continued)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
50
TAX
INFORMATION
(UNAUDITED)
FOR
THE
TAX
YEAR
ENDED 2/29/24
We
are
providing
this
information
as
required
by
the
Internal
Revenue
Code.
The
amounts
shown
may
differ
from
those
elsewhere
in
this
report
because
of
differences
between
tax
and
financial
reporting
requirements.
The
fund’s
distributions
to
shareholders
included
$5,550,000
from
long-term
capital
gains,
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%. 
For
taxable
non-corporate
shareholders,
$5,658,000
of
the
fund's
income
represents
qualified
dividend
income
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%. 
For
corporate
shareholders,
$5,287,000
of
the
fund's
income
qualifies
for
the
dividends-
received
deduction. 
INFORMATION
ON
PROXY
VOTING
POLICIES,
PROCEDURES,
AND
RECORDS
A
description
of
the
policies
and
procedures
used
by
T.
Rowe
Price
funds
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
is
available
in
each
fund’s
Statement
of
Additional
Information.
You
may
request
this
document
by
calling
1-800-225-5132
or
by
accessing
the
SEC’s
website,
sec.gov.
The
description
of
our
proxy
voting
policies
and
procedures
is
also
available
on
our
corporate
website.
To
access
it,
please
visit
the
following
Web
page:
https://www.troweprice.com/corporate/us/en/utility/policies.html
Scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Guidelines.”
Click
on
the
links
in
the
shaded
box.
Each
fund’s
most
recent
annual
proxy
voting
record
is
available
on
our
website
and
through
the
SEC’s
website.
To
access
it
through
T.
Rowe
Price,
visit
the
website
location
shown
above,
and
scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Records.”
Click
on
the
Proxy
Voting
Records
link
in
the
shaded
box.
HOW
TO
OBTAIN
QUARTERLY
PORTFOLIO
HOLDINGS
The
fund
files
a
complete
schedule
of
portfolio
holdings
with
the
Securities
and
Exchange
Commission
(SEC)
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
reports
on
Form
N-PORT.
The
fund’s
reports
on
Form
N-PORT
are
available
electronically
on
the
SEC’s
website
(sec.gov).
In
addition,
most
T.
Rowe
Price
funds
disclose
their
first
and
third
fiscal
quarter-end
holdings
on
troweprice.com
.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
51
TAILORED
SHAREHOLDER
REPORTS
FOR
MUTUAL
FUNDS
AND
EXCHANGE
TRADED
FUNDS
In
October
2022,
the
Securities
and
Exchange
Commission
(SEC)
adopted
rule
and
form
amendments
requiring
Mutual
Funds
and
Exchange-Traded
Funds
to
transmit
concise
and
visually
engaging
streamlined
annual
and
semiannual
reports
that
highlight
key
information
to
shareholders.
Other
information,
including
financial
statements,
will
no
longer
appear
in
the
funds’
shareholder
reports
but
will
be
available
online,
delivered
free
of
charge
upon
request,
and
filed
on
a
semiannual
basis
on
Form
N-CSR.
The
rule
and
form
amendments
have
a
compliance
date
of
July
24,
2024.
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
52
ABOUT
THE
FUND'S
DIRECTORS
AND
OFFICERS
Your
fund
is
overseen
by
a
Board
of
Directors
(Board)
that
meets
regularly
to
review
a
wide
variety
of
matters
affecting
or
potentially
affecting
the
fund,
including
performance,
investment
programs,
compliance
matters,
advisory
fees
and
expenses,
service
providers,
and
business
and
regulatory
affairs.
The
Board
elects
the
fund’s
officers,
who
are
listed
in
the
final
table.
The
directors
who
are
also
employees
or
officers
of
T.
Rowe
Price
are
considered
to
be
“interested”
directors
as
defined
in
Section
2(a)(19)
of
the
1940
Act
because
of
their
relationships
with
T.
Rowe
Price
Associates,
Inc. (T.
Rowe
Price),
and
its
affiliates.
The
business
address
of
each
director
and
officer
is
100
East
Pratt
Street,
Baltimore,
Maryland
21202.
The
Statement
of
Additional
Information
includes
additional
information
about
the
fund
directors
and
is
available
without
charge
by
calling
a
T.
Rowe
Price
representative
at
1-800-638-5660.
INDEPENDENT
DIRECTORS
(a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Teresa
Bryce
Bazemore
(1959)
2018
[193]
President
and
Chief
Executive
Officer,
Federal
Home
Loan
Bank
of
San
Francisco
(2021
to
present)
and
Director
of
the
FHLBanks
Office
of
Finance;
Chief
Executive
Officer,
Bazemore
Consulting
LLC
(2018
to
2021);
Director,
Chimera
Investment
Corporation
(2017
to
2021);
Director,
First
Industrial
Realty
Trust
(2020
to
present);
Director,
Federal
Home
Loan
Bank
of
Pittsburgh
(2017
to
2019)
Melody
Bianchetto
(1966)
2023
[193]
Vice
President
for
Finance,
University
of
Virginia
(2015
to
2023)
Bruce
W.
Duncan
(1951)
2013
[193]
President,
Chief
Executive
Officer,
and
Director,
CyrusOne,
Inc.
(2020
to
2021);
Chair
of
the
Board
(2016
to
2020)
and
President
(2009
to
2016),
First
Industrial
Realty
Trust,
owner
and
operator
of
industrial
properties;
Member,
Investment
Company
Institute
Board
of
Governors
(2017
to
2019);
Member,
Independent
Directors
Council
Governing
Board
(2017
to
2019);
Senior
Advisor,
KKR
(2018
to
2022);
Director,
Boston
Properties
(2016
to
present);
Director,
Marriott
International,
Inc.
(2016
to
2020)
Robert
J.
Gerrard,
Jr.
(1952)
2012
[193]
Chair
of
the
Board,
all
funds
(July
2018
to
present)
Paul
F.
McBride
(1956)
2013
[193]
Advisory
Board
Member,
Vizzia
Technologies
(2015
to
present);
Board
Member,
Dunbar
Armored
(2012
to
2018)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
53
INTERESTED  DIRECTORS
(a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Mark
J.
Parrell
(1966)
2023
[193]
Board
of
Trustees
Member
and
Chief
Executive
Officer
(2019
to
present),
President,
EQR
(2018
to
present),
Executive
Vice
President
and
Chief
Financial
Officer,
EQR
(2007
to
2018),
and
Senior
Vice
President
and
Treasurer,
EQR
(2005
to
2007);
Member,
Nareit
Dividends
Through
Diversity,
Equity
&
Inclusion
CEO
Council,
Treasurer
of
Nareit
(2023),
and
Chair,
Nareit
2021
Audit
and
Investment
Committee
(2021);
Advisory
Board,
Ross
Business
School
at
University
of
Michigan
(2015
to
2016);
Member,
National
Multifamily
Housing
Council
and
served
as
Chair
of
the
Finance
Committee
(2015
to
2016);
Member,
Economic
Club
of
Chicago;
Director,
Brookdale
Senior
Living,
Inc.
(2015
to
2017);
Director,
Aviv
REIT,
Inc.
(2013
to
2015);
Director,
Real
Estate
Roundtable
and
the
2022
Executive
Board
Nareit;
Board
of
Directors
and
Chair
of
the
Finance
Committee,
Greater
Chicago
Food
Depository
Kellye
L.
Walker
(1966)
2021
[193]
Executive
Vice
President
and
Chief
Legal
Officer,
Eastman
Chemical
Company
(April
2020
to
present);
Executive
Vice
President
and
Chief
Legal
Officer,
Huntington
Ingalls
Industries,
Inc.
(January
2015
to
March
2020);
Director,
Lincoln
Electric
Company
(October
2020
to
present)
(a)
All
information
about
the
independent
directors
was
current
as
of
December
31,
2023,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
David
Oestreicher
(1967)
2018
[193]
Director,
Vice
President,
and
Secretary,
T.
Rowe
Price,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Services,
Inc.;
Director
and
Secretary,
T.
Rowe
Price
Investment
Management,
Inc.
(Price
Investment
Management);
Vice
President
and
Secretary,
T.
Rowe
Price
International
(Price
International);
Vice
President,
T.
Rowe
Price
Australia,
T.
Rowe
Price
Hong
Kong
(Price
Hong
Kong),
T.
Rowe
Price
Japan
(Price
Japan),
and
T.
Rowe
Price
Singapore
(Price
Singapore);
General
Counsel,
Vice
President,
and
Secretary,
T.
Rowe
Price
Group,
Inc.;
Chair
of
the
Board,
Chief
Executive
Officer,
President,
and
Secretary,
T.
Rowe
Price
Trust
Company;
Principal
Executive
Officer
and
Executive
Vice
President,
all
funds
INDEPENDENT
DIRECTORS
(a)
(CONTINUED)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
54
OFFICERS
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Eric
L.
Veiel,
CFA
(1972)
2022
[193]
Director
and
Vice
President,
T.
Rowe
Price;
Vice
President,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
Vice
President,
Global
Funds
(a)
All
information
about
the
interested
directors
was
current
as
of
December
31,
2023,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Position
Held
With Tax-Efficient
Funds 
Principal
Occupation(s) 
Kennard
W.
Allen
(1977)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Ziad
Bakri,
M.D.,
CFA
(1980)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Armando
(Dino)
Capasso
(1974)
Chief
Compliance
Officer
and
Vice
President
Chief
Compliance
Officer
and
Vice
President,
T.
Rowe
Price
and
Price
Investment
Management;
Vice
President,
T.
Rowe
Price
Group,
Inc.;
formerly,
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
AST
Investment
Services,
Inc.
(ASTIS)
(to
2022);
Chief
Compliance
Officer,
PGIM
Retail
Funds
complex
and
Prudential
Insurance
Funds
(to
2022);
Vice
President
and
Deputy
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
ASTIS
(to
2019)
Jean-Marc
Corredor
(1976)
Vice
President
Vice
President,
Price
International,
Price
Investment
Management,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Alan
S.
Dupski,
CPA
(1982)
Principal
Financial
Officer,
Vice
President,
and
Treasurer
Vice
President,
Price
Investment
Management,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
INTERESTED  DIRECTORS
(a)
(CONTINUED)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
55
Name
(Year
of
Birth)
Position
Held
With Tax-Efficient
Funds 
Principal
Occupation(s) 
Cheryl
Emory
(1963)
Assistant
Secretary 
Assistant
Vice
President
and
Assistant
Secretary,
T.
Rowe
Price;
Assistant
Secretary,
T.
Rowe
Price
Group,
Inc.,
Price
Investment
Management,
Price
International,
Price
Hong
Kong,
Price
Singapore,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Cheryl
Hampton,
CPA
(1969)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
formerly,
Tax
Director,
Invesco
Ltd.
(to
2021);
Vice
President,
Oppenheimer
Funds,
Inc.
(to
2019)
Kate
Hobbs
(1982)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.;
formerly,
Portfolio
Manager,
Millennium
Partners
(to
2020)
Benjamin
Kersse,
CPA
(1989)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Trust
Company
Paul
J.
Krug,
CPA
(1964)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Robert
P.
McDavid
(1972)
Vice
President
Vice
President,
T.
Rowe
Price, Price
Investment
Management, T.
Rowe
Price
Investment
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Anna
Nussbaum,
CFA
(1994)
Vice
President
Employee,
T.
Rowe
Price;
formerly,
Equity
Research
Associate,
William
Blair
&
Company
(to
2020)
Donald
J.
Peters
(1959)
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Fran
M.
Pollack-Matz
(1961)
Vice
President
and
Secretary 
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
T.
Rowe
Price
Investment
Services,
Inc., T.
Rowe
Price
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Richard
Sennett,
CPA
(1970)
Assistant
Treasurer
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Weijie
(Vivian)
Si
(1983)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Matthew
J.
Snowling,
CFA
(1971)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
James
Stillwagon
(1982)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
OFFICERS
(CONTINUED)
T.
ROWE
PRICE
Tax-Efficient
Equity
Fund
56
Name
(Year
of
Birth)
Position
Held
With Tax-Efficient
Funds 
Principal
Occupation(s) 
Steven
Strycula
(1981)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.;
formerly,
Sellside
Equity
Research,
Executive
Director,
UBS
Investment
Bank
(to
2020)
Anthony
B. Wang 
(1989)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Group,
Inc.
Mark
R.
Weigman,
CFA,
CIC 
(1962)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Ellen
York
(1988)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
OFFICERS
(CONTINUED)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
202404-3377841
F136-050
4/24

Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Directors has determined that Mr. Paul F. McBride qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. McBride is considered independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) – (d)   Aggregate fees billed for the last two fiscal years for professional services rendered to, or on behalf of, the registrant by the registrant’s principal accountant were as follows:

 

         

2024

     

2023

  
 

Audit Fees

    $ 23,064         $ 21,409  
 

Audit-Related Fees

      -        -  
 

Tax Fees

      -        -  
 

All Other Fees

      -        -  

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.

(e)(1)  The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.

  (2)  No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)  Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g)  The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $1,180,000 and $1,454,000, respectively.

(h)  All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a)  Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

(b)  Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 11. Controls and Procedures.

(a)  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)  The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

 

(a)(1)    

The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.

    (2)    

Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

    (3)    

Written solicitation to repurchase securities issued by closed-end companies: not applicable.

(b)       

A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

T. Rowe Price Tax-Efficient Funds, Inc.
By  

/s/ David Oestreicher

      
  David Oestreicher  
  Principal Executive Officer  
Date    April 18, 2024  

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By  

/s/ David Oestreicher

      
  David Oestreicher  
  Principal Executive Officer  
Date   

April 18, 2024

  

 

By  

/s/ Alan S. Dupski

      
  Alan S. Dupski  
  Principal Financial Officer  
Date   

April 18, 2024

  
 
ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

302 CERTIFICATIONS

906 CERTIFICATIONS

CODE OF ETHICS