N-CSRS 1 specializedfunds_final.htm specializedfunds_final.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number: 811-03916

 

Name of Registrant:

Vanguard Specialized Funds

 

Address of Registrant:

P.O. Box 2600
  Valley Forge, PA 19482

 

Name and address of agent for service:

Heidi Stam, Esquire
  P.O. Box 876
  Valley Forge, PA 19482

 

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

 

Date of fiscal year end:     January 31

 

Date of reporting period:    February 1, 2016 – July 31, 2016

 

Item 1: Reports to Shareholders

 


 

Semiannual Report | July 31, 2016

Vanguard Energy Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisors’ Report. 6
Fund Profile. 10
Performance Summary. 12
Financial Statements. 13
About Your Fund’s Expenses. 26
Trustees Approve Advisory Arrangements. 28
Glossary. 30

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard Energy Fund  
Investor Shares 21.77%
Admiral™ Shares 21.81
MSCI ACWI Energy Index 18.07
Global Natural Resources Funds Average 21.19
Global Natural Resources Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements.

 

Your Fund’s Performance at a Glance        
January 31, 2016, Through July 31, 2016        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard Energy Fund        
Investor Shares $40.43 $49.23 $0.000 $0.000
Admiral Shares 75.85 92.39 0.000 0.000

 

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Chairman’s Letter

Dear Shareholder,

For the six months ended July 31, 2016, energy stocks posted a strong double-digit gain, a reversal from the past two fiscal years of double-digit declines. The sector went from being the broad U.S. stock market’s worst performer for five consecutive fiscal years to being one of the best for the half year.

With oil prices largely on the upswing during the period, Vanguard Energy Fund returned almost 22%, outpacing its benchmark index and the average return of global natural resource funds. (Many peers have significant allocations to sectors other than energy, such as materials.)

By late July, however, the fragile balance of supply and demand had shifted once more, and oil prices slid again. Such movements are a reminder that, as I have cautioned in previous reports, a narrowly focused sector fund is better suited to play a complementary—rather than a core—role in a portfolio that is already balanced and diversified across and within asset classes.

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union. But the market

2


 

quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

International stocks also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging-market stocks and those from developed Pacific markets recorded double-digit returns.

Bonds drew support given economic factors and low yields

The broad U.S. taxable bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times and the global growth pace uncertain, investors sought safe-haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

The yield of the 10-year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

The Federal Reserve has held its target for short-term interest rates at 0.25%–0.5% since raising it by a quarter percentage point last December. Money market funds and savings accounts stayed restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned more than 12% for U.S.

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3


 

investors. A number of foreign currencies strengthened against the dollar, lifting returns when translated into U.S. dollars, but the bond returns were robust even without this currency benefit.

Most energy segments advanced, aside from refiners and marketers

Since oil prices began their steep descent in the summer of 2014, hardly a day has gone by without a headline about these prices rising or falling, oil-related companies slashing capital budgets and operations, weak profits in the energy sector, and more. While U.S. consumers have benefited from lower prices at the gas pump, citizens of emerging-market oil exporters such as Brazil and Venezuela have felt the pain of living in struggling, resource-dependent economies.

Similarly, there have been “winners and losers” among the various segments of the energy business. The holdings of your fund, selected by its advisors, Wellington Management Company and Vanguard Quantitative Equity Group, were largely among the winners.

For the six months, some of the strongest performers were exploration and production companies and those who provide equipment and services to them, as rising prices spurred activity. Relative to the benchmark index, your fund benefited from the advisors’ selections among such stocks and from a double-the-benchmark stake in exploration and production companies—especially those based in North America.

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Energy Fund 0.37% 0.31% 1.43%

 

The fund expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratios were 0.38% for Investor Shares and 0.32% for Admiral Shares. The
peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end
2015.

Peer group: Global Natural Resources Funds.

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At the other end of the spectrum, refiners and marketers, which have to pay for crude oil for their operations, generally declined. A slightly lighter-than-benchmark allocation to such companies helped the fund.

Returns for the integrated oil and gas behemoths, whose operations span exploration, production, and marketing, generally fell somewhere in between. The fund’s below-benchmark allocations here modestly held back results.

The Advisors’ Report that follows this letter provides additional details about the management of the fund during the period.

Consider rebalancing to manage your risk

After you’ve created an investment portfolio—with a diversified mix of stock, bond, and money market funds tailored to your goals, time horizon, and risk tolerance—what next?

As stocks and bonds rise or fall over time, and that portfolio drifts from its original asset allocation, you should consider rebalancing back to your targets. Just one year of outsized returns can throw your allocation out of whack.

Consider 2013, when the broad U.S. stock market returned nearly 34% and the broad taxable bond market declined. A hypothetical simple portfolio that tracked the broad U.S. market indexes and started the year with 60% stocks and 40% bonds would have ended with a more aggressive mix of 67% stocks and 33% bonds.

Rebalancing means shifting assets away from areas that have performed well toward those that have fallen behind, to restore the portfolio’s original asset allocation. That isn’t easy or intuitive, but it helps manage risk, because over time, riskier assets tend to grow faster. (For more on this, see Best Practices for Portfolio Rebalancing, at vanguard.com/ research.)

You might consider, for example, monitoring your portfolio annually or semiannually and rebalancing when your allocations shift about 5 percentage points from their targets. And be aware of the tax implications.

Keeping your asset allocation from drifting too far off target can help you stay on track with the investment plan you’ve crafted to meet your financial goals.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
August 10, 2016


 

Advisors’ Report

Vanguard Energy Fund returned 21.77% for Investor Shares and 21.81% for Admiral Shares for the six months ended July 31, 2016, ahead of its benchmark index and the average return of its global natural resources peer funds. Your fund is managed by two advisors, a strategy that enhances the fund’s diversification by providing exposure to distinct yet complementary investment approaches. It’s not uncommon for different advisors to have different views about individual securities or the broader investment environment.

The advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies are presented in the table below. The advisors have also provided a discussion of the investment environment that existed during the period and of how their portfolio positioning reflects this assessment. These reports were prepared on August 10, 2016.

Wellington Management Company llp

Portfolio Manager:

Gregory LeBlanc, CFA,
Senior Managing Director,
Global Industry Analyst

The investment environment

Global energy equities enjoyed a strong six months. The MSCI All Country World Energy Index (net of withholding taxes) returned 18.07%, outpacing global equities, as measured by the MSCI All Country World Index, which returned almost 13%.

Vanguard Energy Fund Investment Advisors  
 
  Fund Assets Managed  
Investment Advisor % $ Million Investment Strategy
Wellington Management 95 9,445 Emphasizes long-term total-return opportunities from
Company LLP     the various energy subsectors: international oils,
      foreign integrated oils and foreign producers, North
      American producers, oil services and equipment,
      transportation and distribution, and refining and
      marketing.
Vanguard Quantitative Equity 4 348 Employs a quantitative fundamental management
Group     approach using models that assess valuation,
      management decisions, market sentiment, and
      earnings and balance-sheet quality of companies as
      compared with their peers.
Cash Investments 1 104 These short-term reserves are invested by Vanguard in
      equity index products to simulate investments in stock.
      Each advisor may also maintain a modest cash
      position.

 

6


 

Crude oil prices marched higher, and in May they touched $50 for the first time in 2016. The massive capital retrenchment seen over the last few quarters has taken a toll on the global oil supply. U.S. oil production continued its steady decline, and non-OPEC oil supply came under severe pressure because of a lack of sanctioned projects. Supply outages in Canada, Nigeria, Libya, and Venezuela during the second quarter only exacerbated the downward trend. In addition, OPEC supply growth seemed likely to be contained.

As the oil market realized that the supply overhang was not nearly as large as had been feared and was rapidly dissipating, oil prices and energy stocks posted strong gains. Concerns, however, have now shifted to the prospect of U.S. shale production once again flooding the market.

Our successes

Our strategy emphasizes long-term total-return opportunities from the various energy subsectors: international oils, foreign integrated oils and foreign producers, North American producers, oil services and equipment, transportation and distribution, and refining and marketing.

Security selection, particularly within U.S. exploration and production companies, lifted relative results, with Newfield Exploration, Pioneer Natural Resources, and Energen contributing notably. Our underweight exposure to refiners, a subsector that posted negative returns, also helped.

Newfield Exploration, which holds key positions in the Anadarko Basin, increased its second-quarter and full-year 2016 production guidance. The increase was driven by strong production in the Basin and benefited Newfield’s stock price. We are encouraged by the company’s improving oil well results and operating efficiencies, and we increased our position.

Pioneer Natural Resources continues to exceed production expectations, thanks to an increase in well productivity and operational efficiencies. We believe Pioneer remains a compelling investment, given its asset quality, strong balance sheet, and access to capital, all of which should help it weather commodity price volatility.

Energen, which has primary operations in the Permian, Delaware, and Midland Basins, recently buttressed its already strong balance sheet by selling its noncore assets. We maintain our position, as we believe that the market has underappre-ciated Energen’s Delaware assets and that the company could be a candidate for acquisition.

Our shortfalls

Our most significant relative detractors included our holdings of Antero Resources and our underweight exposure to Petrobras and Royal Dutch Shell. A frictional cash position also weighed on results.

Shares of Antero Resources, an independent exploration and production company, retreated slightly. We maintained our position as we believe Antero’s recent

7


 

acquisition of Marcellus core acreage has boosted its acreage quality. The company also has well-hedged positions that should help them weather near-term volatility in natural gas prices.

Petrobras and Royal Dutch Shell posted significant gains, so our underweights weighed on relative results. The stock price of Petrobras, a Brazilian integrated oil and gas producer, surged as the company took further steps to reduce debts by selling assets. An appreciating Brazilian real further helped its cash flows. Royal Dutch Shell, a U.K.-based integrated oil and gas producer, also saw stock gains on the back of recovering oil prices. We remain cautious on both names and continue to favor producers, which we believe have greater upside.

The fund’s positioning

Overall, we still see increasing dispersion of asset quality and well results within the producer subsegment of the energy sector. This dispersion is creating valuable opportunities in select North American oil and natural gas producers. Improvements in well results in both the Permian Basin and the Anadarko Basin have driven asset value and cash-flow revisions higher for some of the companies that have tier-1 acreage. We think the improvement potential for productivity in these basins is likely underappreciated by the market.

We continue to focus on producers with a growing cost advantage, the ability to benefit from new technology, and positive revisions to the depth and quality of their future drilling inventory relative to consensus.

Vanguard Quantitative Equity Group

Portfolio Managers:

James P. Stetler, Principal

Michael R. Roach, CFA

Binbin Guo, Principal, Head of Equity
Research and Portfolio Strategies

Energy stocks returned more than 18% for the half year, a welcome departure from their double-digit decline for the previous six months. The sector outperformed the aggregate global equity market by several percentage points. The U.S. equity market bested international developed markets but lagged emerging markets.

Following historically low oil prices early this year, coordination between Russia and OPEC member countries to limit production gained traction and encouraged other nations to consider similar actions. As prices stabilized and then rose, oil companies saw some reprieve from concerns regarding their liquidity and profit margins. While Britain’s decision to leave the European Union prompted a short plunge in prices, it also highlighted the commodity’s volatility. However, the United Kingdom represents a minor portion of global demand and core oil fundamentals remained largely unchanged.

U.S. natural gas production slowed because of a large inventory buildup during last year’s tepid winter, which drove prices down and decreased drilling profitability. But natural gas demand has increased significantly over the past few years as the United States transitions away

8


 

from coal-fired power plants. As winter approaches, prices may continue to rise, particularly if production does not increase.

Although it’s important to understand how overall portfolio performance is affected by such macroeconomic factors, our approach to investing focuses on specific stock fundamentals and portfolio characteristics. We use a disciplined selection process that compares all the stocks in our investment universe to identify those with characteristics that we believe will help them outperform over the long run.

To do this, we use a strict quantitative process that focuses on four key themes: 1) high quality—healthy balance sheets and consistent cash flow generation; 2) effective use of capital—sound investment policies that favor internal over external funding; 3) strong market sentiment—market confirmation of our view; and 4) reasonable valuation—avoidance of overpriced stocks.

Using these models, we generate a composite expected return for all the stocks we follow each day, seeking to capitalize on investor biases across the market. We then construct our portfolio with the goal of maximizing expected return while minimizing exposure to risks that our research indicates do not improve returns.

For the six months, results from our stock selection models were mixed. Our valuation and management decisions models contributed positively, but our sentiment and quality models held back results.

Our most successful holdings included WorleyParsons (+133.9%), Seadrill (+39.0%), and Subsea 7 (+81.6%).

Our overweighting Valero Energy (–21.9%), HollyFrontier (–29.7%), and Petrofac (–8.8%) held back results, as did our underweighting Petroleo Brasileiro (+202.8%) and Canadian Natural Resources (+45.6%).

9


 

Energy Fund

Fund Profile
As of July 31, 2016

Share-Class Characteristics  
 
  Investor Admiral
  Shares Shares
Ticker Symbol VGENX VGELX
Expense Ratio1 0.37% 0.31%
30-Day SEC Yield 1.92% 1.98%

 

Portfolio Characteristics    
      DJ
      U.S.
      Total
    MSCI Market
    ACWI FA
  Fund Energy Index
Number of Stocks 142 136 3,839
Median Market Cap $27.8B $55.1B $54.0B
Price/Earnings Ratio 110.6x 800.0x 23.5x
Price/Book Ratio 1.6x 1.4x 2.8x
Return on Equity 7.7% 10.8% 16.3%
Earnings Growth      
Rate -17.6% -18.1% 7.3%
Dividend Yield 2.3% 3.7% 2.0%
Foreign Holdings 29.3% 46.0% 0.0%
Turnover Rate      
(Annualized) 22%
Short-Term      
Reserves 2.6%

 

Volatility Measures    
    DJ
  MSCI U.S. Total
  ACWI Market
  Energy FA Index
R-Squared 0.97 0.33
Beta 1.03 1.02
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Exxon Mobil Corp. Integrated Oil & Gas 9.4%
Pioneer Natural Oil & Gas Exploration  
Resources Co. & Production 5.8
Chevron Corp. Integrated Oil & Gas 4.9
Royal Dutch Shell plc Integrated Oil & Gas 4.5
Schlumberger Ltd. Oil & Gas Equipment  
  & Services 3.8
EOG Resources Inc. Oil & Gas Exploration  
  & Production 3.0
TOTAL SA Integrated Oil & Gas 2.7
Newfield Exploration Co. Oil & Gas Exploration  
  & Production 2.3
EQT Corp. Oil & Gas Exploration  
  & Production 2.3
BP plc Integrated Oil & Gas 2.2
Top Ten   40.9%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the six
months ended July 31, 2016, the annualized expense ratios were 0.38% for Investor Shares and 0.32% for Admiral Shares.

10


 

Energy Fund

Subindustry Diversification (% of equity  
exposure)    
    MSCI
    ACWI
  Fund Energy
Coal & Consumable Fuels 0.1% 0.8%
Industrials 0.1 0.0
Integrated Oil & Gas 36.2 54.7
Oil & Gas Drilling 1.7 0.3
Oil & Gas Equipment &    
Services 8.1 8.8
Oil & Gas Exploration &    
Production 41.0 19.2
Oil & Gas Refining &    
Marketing 6.0 7.4
Oil & Gas Storage &    
Transportation 4.5 8.8
Utilities 2.3 0.0

 

Market Diversification (% of equity exposure)
 
Europe  
United Kingdom 7.0%
France 2.8
Italy 2.2
Portugal 1.7
Other 0.3
Subtotal 14.0%
Pacific  
Australia 1.1%
Other 0.9
Subtotal 2.0%
Emerging Markets  
Russia 2.4%
India 2.4
Other 1.8
Subtotal 6.6%
North America  
United States 69.9%
Canada 7.5
Subtotal 77.4%

 

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Energy Fund

Performance Summary

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

Fiscal-Year Total Returns (%): January 31, 2006, Through July 31, 2016

For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/23/1984 -2.36% -2.44% 2.07%
Admiral Shares 11/12/2001 -2.30 -2.38 2.13

 

See Financial Highlights for dividend and capital gains information.

12


 

Energy Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

      Market
      Value
    Shares ($000)
Common Stocks (96.9%)1    
United States (67.6%)    
Electric Utilities (1.2%)    
  OGE Energy Corp. 3,529,461 113,543
 
Energy Equipment & Services (8.8%)  
  Schlumberger Ltd. 4,615,524 371,642
  Halliburton Co. 4,347,616 189,817
  Patterson-UTI Energy Inc. 6,971,092 135,170
  Baker Hughes Inc. 2,589,945 123,877
  Ensco plc Class A 2,418,588 22,178
* SEACOR Holdings Inc. 373,003 21,082
  Transocean Ltd. 204,346 2,246
      866,012
Oil, Gas & Consumable Fuels (57.1%)  
  Integrated Oil & Gas (16.1%)  
  Exxon Mobil Corp. 10,420,264 926,883
  Chevron Corp. 4,702,159 481,877
  Occidental Petroleum    
  Corp. 2,462,214 184,001
 
  Oil & Gas Exploration & Production (34.0%)
  Pioneer Natural    
  Resources Co. 3,543,081 575,999
  EOG Resources Inc. 3,582,127 292,660
* Newfield Exploration Co. 5,233,755 226,622
  EQT Corp. 3,107,968 226,446
  Energen Corp. 3,931,179 186,259
  Cabot Oil & Gas Corp. 7,084,853 174,783
  Hess Corp. 3,238,438 173,742
* Diamondback Energy Inc. 1,831,893 160,822
  QEP Resources Inc. 8,705,016 158,431
* Antero Resources Corp. 5,433,012 142,291
* Concho Resources Inc. 1,143,903 142,073
  ConocoPhillips 3,078,880 125,680
  Anadarko Petroleum    
  Corp. 2,277,088 124,170
  Cimarex Energy Co. 907,924 108,969
  Marathon Oil Corp. 7,884,811 107,549
  Noble Energy Inc. 2,474,955 88,405
  Devon Energy Corp. 1,596,246 61,104
* Continental Resources    
  Inc. 1,216,701 53,596
* WPX Energy Inc. 5,098,400 50,933
* Synergy Resources Corp. 7,528,551 49,011
* Parsley Energy Inc.    
  Class A 1,593,901 45,442
  Apache Corp. 823,928 43,256
* Rice Energy Inc. 1,821,512 42,478
* Cobalt International    
  Energy Inc. 3,620,372 5,394
  Range Resources Corp. 37,502 1,512
 
  Oil & Gas Refining & Marketing (3.7%)
  Marathon Petroleum    
  Corp. 3,266,669 128,674
  Phillips 66 1,647,742 125,327
  Valero Energy Corp. 2,153,937 112,608
 
  Oil & Gas Storage & Transportation (3.3%)
  Spectra Energy Corp. 3,623,390 130,333
  Kinder Morgan Inc. 6,001,539 122,011
* Cheniere Energy Inc. 909,300 38,036
  Targa Resources Corp. 890,616 33,184
  Williams Cos. Inc. 28,014 672
      5,651,233
Other (0.5%)    
^,2 Vanguard Energy ETF 578,000 53,921
Total United States   6,684,709
International (29.3%)    
Australia (1.0%)    
  Oil Search Ltd. 11,029,601 60,441
  Santos Ltd. 11,932,187 40,790
  WorleyParsons Ltd. 339,354 1,943
  Woodside Petroleum Ltd. 15,530 317
      103,491
Austria (0.0%)    
  OMV AG 84,948 2,269

 

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Energy Fund

      Market
      Value
    Shares ($000)
Brazil (0.6%)    
*,^ Petroleo Brasileiro SA    
  ADR 6,012,539 52,189
* Petroleo Brasileiro SA 966,232 4,175
* Petroleo Brasileiro SA    
  Preference Shares 64,300 235
      56,599
Canada (7.3%)    
  Suncor Energy Inc.    
  (New York Shares) 5,110,310 137,518
  Canadian Natural    
  Resources Ltd.    
  (New York Shares) 4,359,983 131,802
  TransCanada Corp.    
  (New York Shares) 1,861,267 86,270
  Cenovus Energy Inc.    
  (New York Shares) 4,328,541 61,898
^ Crescent Point Energy    
  Corp. 3,588,600 52,469
^ ARC Resources Ltd. 2,956,311 52,010
  Keyera Corp. 1,560,800 44,804
* Seven Generations    
  Energy Ltd. Class A 1,502,729 31,536
  Encana Corp.    
  (New York Shares) 3,563,207 28,684
* Seven Generations    
  Energy Ltd. 1,309,400 27,368
^ PrairieSky Royalty Ltd.    
  (Toronto Shares) 840,348 16,354
  Cameco Corp. 1,510,098 14,437
  Pembina Pipeline Corp. 327,100 9,540
  Canadian Natural    
  Resources Ltd. 177,844 5,386
  Suncor Energy Inc. 165,702 4,460
  Enbridge Inc. 85,518 3,518
  Cenovus Energy Inc. 240,938 3,449
  TransCanada Corp. 71,117 3,298
  PrairieSky Royalty Ltd. 93,253 1,800
  Encana Corp. 126,002 1,013
* Paramount Resources Ltd.    
  Class A 21,498 202
      717,816
China (0.5%)    
  PetroChina Co. Ltd. ADR 636,058 43,347
  China Petroleum    
  & Chemical Corp. 6,049,600 4,339
  Kunlun Energy Co. Ltd. 2,752,000 2,093
  Huaneng Renewables    
  Corp. Ltd. 6,160,000 1,977
  China Longyuan Power    
  Group Corp. Ltd. 1,750,000 1,409
  CNOOC Ltd. 823,717 993
  PetroChina Co. Ltd. 452,000 310
      54,468
Colombia (0.4%)    
*,^ Ecopetrol SA ADR 4,575,802 39,123

 

Denmark (0.0%)    
  Vestas Wind Systems A/S 56,780 3,970
 
Finland (0.0%)    
  Neste Oyj 69,447 2,636
 
France (2.8%)    
  TOTAL SA ADR 5,275,716 253,762
  TOTAL SA 336,183 16,168
  Technip SA 47,415 2,659
      272,589
Greece (0.0%)    
  Motor Oil Hellas Corinth    
  Refineries SA 67,448 789
 
Hungary (0.0%)    
  MOL Hungarian Oil    
  & Gas plc 36,638 2,299
 
India (2.3%)    
  Reliance Industries Ltd. 7,816,124 118,559
  Power Grid Corp. of    
  India Ltd. 38,217,414 100,545
  Indian Oil Corp. Ltd. 343,643 2,793
  Bharat Petroleum Corp.    
  Ltd. 277,505 2,455
  Hindustan Petroleum    
  Corp. Ltd. 129,497 2,437
  GAIL India Ltd. 351,186 2,007
      228,796
Israel (0.0%)    
* Oil Refineries Ltd. 3,301,179 1,190
 
Italy (2.1%)    
  Eni SPA ADR 5,235,705 160,474
  Tenaris SA ADR 1,822,700 48,703
  Eni SPA 235,939 3,619
      212,796
Japan (0.8%)    
  Inpex Corp. 9,053,500 71,974
  JX Holdings Inc. 813,100 3,081
  TonenGeneral Sekiyu KK 235,000 2,123
  Idemitsu Kosan Co. Ltd. 106,700 2,089
  Cosmo Energy Holdings    
  Co. Ltd. 143,000 1,575
      80,842
Malaysia (0.0%)    
  Petronas Dagangan Bhd. 161,100 922
 
Norway (0.2%)    
*,^ DNO ASA 18,136,636 18,776
* Subsea 7 SA 186,960 2,020
*,^ Seadrill Ltd. 424,483 1,285
  Statoil ASA 30,235 481
      22,562

 

14


 

Energy Fund

      Market
      Value
    Shares ($000)
Poland (0.1%)    
  Polski Koncern Naftowy    
  ORLEN SA 151,412 2,426
* Grupa Lotos SA 239,891 1,801
  Polskie Gornictwo    
  Naftowe i Gazownictwo    
  SA 781,377 1,084
      5,311
Portugal (1.7%)    
  Galp Energia SGPS SA 11,958,292 163,805
 
Russia (2.4%)    
  Rosneft PJSC GDR 27,233,977 132,423
  Lukoil PJSC ADR 2,041,146 87,856
  Gazprom PJSC ADR 949,310 3,889
  AK Transneft OAO    
  Preference Shares 894 2,255
  Tatneft PJSC ADR 71,907 2,048
  Bashneft PJSC 37,734 1,658
  Gazprom PJSC 453,804 946
  Lukoil PJSC 16,448 716
  Tatneft PAO 136,690 658
  Rosneft OAO 60,170 297
      232,746
South Korea (0.1%)    
  SK Innovation Co. Ltd. 23,072 3,040
  Doosan Heavy Industries    
  & Construction Co. Ltd. 95,683 2,250
  S-Oil Corp. 32,401 2,231
  GS Holdings Corp. 48,837 2,110
      9,631
Spain (0.1%)    
* Repsol SA 290,111 3,675
  Gamesa Corp.    
  Tecnologica SA 117,406 2,491
      6,166
Taiwan (0.0%)    
  Formosa Petrochemical    
  Corp. 879,000 2,501
 
Thailand (0.1%)    
* PTT Exploration and    
  Production PCL (Local) 929,800 2,229
  PTT PCL (Foreign) 220,000 2,105
* Thai Oil PCL 808,300 1,416
* PTT PCL 95,700 916
  Thai Oil PCL (Foreign) 317,600 556
      7,222
United Kingdom (6.8%)    
  Royal Dutch Shell plc    
  ADR 8,123,002 420,690
  BP plc ADR 5,970,863 205,398
  BP plc 2,274,428 12,868
  Royal Dutch Shell plc    
  Class B   471,540 12,542
  Royal Dutch Shell plc    
  Class A (London Shares) 331,089 8,549
  Royal Dutch Shell plc    
  Class A   247,382 6,444
  John Wood Group plc 251,906 2,204
  Petrofac Ltd.   203,926 2,016
        670,711
Total International     2,901,250
Total Common Stocks      
(Cost $7,106,790)     9,585,959
Temporary Cash Investments (4.7%)1  
Money Market Fund (2.1%)    
3,4 Vanguard Market      
  Liquidity Fund,      
  0.561% 208,406,104 208,406
 
      Face  
      Amount  
      ($000)  
Repurchase Agreements (1.8%)  
  RBS Securities, Inc.    
  0.340%, 8/1/16 (Dated    
  7/29/16, Repurchase    
  Value $96,903,000,    
  collateralized by U.S.    
  Treasury Note/Bond    
  3.125%, 5/15/21, with    
  a value of $98,840,000) 96,900 96,900
  Societe Generale      
  0.330%, 8/1/16 (Dated    
  7/29/16, Repurchase    
  Value $82,302,000,    
  collateralized by      
  Government National    
  Mortgage Assn.      
  3.300%–3.950%,      
  2/15/55–4/15/57, and    
  U.S. Treasury Note/    
  Bond 1.625%–3.125%,    
  7/31/19–5/15/21, with    
  a value of $83,946,000) 82,300 82,300
        179,200
U.S. Government and Agency Obligations (0.8%)
5,6 Federal Home Loan      
  Bank Discount Notes,    
  0.476%, 8/12/16   2,000 2,000
5 Federal Home Loan      
  Bank Discount Notes,    
  0.390%, 9/7/16   75,000 74,977

 

15


 

Energy Fund

    Face Market
    Amount Value
    ($000) ($000)
5 Federal Home Loan    
  Bank Discount Notes,    
  0.531%, 10/21/16 100 100
6 United States Treasury Bill,    
  0.318%, 10/20/16 1,100 1,099
      78,176
Total Temporary Cash Investments  
(Cost $465,775)   465,782
Total Investments (101.6%)    
(Cost $7,572,565)   10,051,741
 
      Amount
      ($000)
Other Assets and Liabilities (-1.6%)  
Other Assets    
Investment in Vanguard   813
Receivables for Investment    
  Securities Sold   26,400
Receivables for Accrued Income   11,543
Receivables for Capital Shares Issued 4,463
Other Assets   3,898
Total Other Assets   47,117
Liabilities    
Payables for Investment Securities  
  Purchased   (5,223)
Payables to Investment Advisor   (4,217)
Collateral for Securities on Loan   (157,736)
Payables for Capital Shares Redeemed (7,514)
Payables to Vanguard   (20,038)
Other Liabilities   (6,858)
Total Liabilities   (201,586)
Net Assets (100%)   9,897,272

 

At July 31, 2016, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 8,165,182
Undistributed Net Investment Income 83,304
Accumulated Net Realized Losses (832,728)
Unrealized Appreciation (Depreciation)  
Investment Securities 2,479,176
Futures Contracts 2,322
Foreign Currencies 16
Net Assets 9,897,272
 
 
Investor Shares—Net Assets  
Applicable to 66,392,772 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,268,575
Net Asset Value Per Share—  
Investor Shares $49.23
 
 
Admiral Shares—Net Assets  
Applicable to 71,745,925 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 6,628,697
Net Asset Value Per Share—  
Admiral Shares $92.39

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $141,163,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 97.4% and 4.2%, respectively, of
net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $157,736,000 of collateral received for securities on loan.
5 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the
full faith and credit of the U.S. government.
6 Securities with a value of $2,200,000 have been segregated as initial margin for open futures contracts.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Energy Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends1,2 117,843
Interest2 832
Securities Lending 5,120
Total Income 123,795
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 6,619
Performance Adjustment 1,695
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 2,427
Management and Administrative—Admiral Shares 3,443
Marketing and Distribution—Investor Shares 330
Marketing and Distribution—Admiral Shares 284
Custodian Fees 670
Shareholders’ Reports—Investor Shares 67
Shareholders’ Reports—Admiral Shares 28
Trustees’ Fees and Expenses 8
Total Expenses 15,571
Expenses Paid Indirectly (84)
Net Expenses 15,487
Net Investment Income 108,308
Realized Net Gain (Loss)  
Investment Securities Sold2 (286,377)
Futures Contracts 18,277
Foreign Currencies (3,488)
Realized Net Gain (Loss) (271,588)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 1,944,618
Futures Contracts 3,117
Foreign Currencies 89
Change in Unrealized Appreciation (Depreciation) 1,947,824
Net Increase (Decrease) in Net Assets Resulting from Operations 1,784,544
1 Dividends are net of foreign withholding taxes of $8,070,000.
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $705,000, $384,000, and $0, respectively.

 

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

17


 

Energy Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 108,308 216,759
Realized Net Gain (Loss) (271,588) (510,522)
Change in Unrealized Appreciation (Depreciation) 1,947,824 (1,688,529)
Net Increase (Decrease) in Net Assets Resulting from Operations 1,784,544 (1,982,292)
Distributions    
Net Investment Income    
Investor Shares (69,234)
Admiral Shares (145,041)
Realized Capital Gain    
Investor Shares
Admiral Shares
Total Distributions   (214,275)
Capital Share Transactions    
Investor Shares (24,054) 74,549
Admiral Shares 15,609 340,406
Net Increase (Decrease) from Capital Share Transactions (8,445) 414,955
Total Increase (Decrease) 1,776,099 (1,781,612)
Net Assets    
Beginning of Period 8,121,173 9,902,785
End of Period1 9,897,272 8,121,173
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $83,304,000 and ($21,516,000).

 

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

18


 

Energy Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $40.43 $51.53 $63.85 $62.66 $62.60 $69.20
Investment Operations            
Net Investment Income .530 1.096 1.276 1.291 1.336 1.072
Net Realized and Unrealized Gain (Loss)            
on Investments 8.270 (11.118) (9.436) 2.413 1.098 (3.949)
Total from Investment Operations 8.800 (10.022) (8.160) 3.704 2.434 (2.877)
Distributions            
Dividends from Net Investment Income (1.078) (1.206) (1.277) (1.340) (1.102)
Distributions from Realized Capital Gains (2.954) (1.237) (1.034) (2.621)
Total Distributions (1.078) (4.160) (2.514) (2.374) (3.723)
Net Asset Value, End of Period $49.23 $40.43 $51.53 $63.85 $62.66 $62.60
 
Total Return1 21.77% -19.53% -13.16% 5.88% 4.07% -3.82%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,269 $2,693 $3,334 $4,138 $5,340 $5,945
Ratio of Total Expenses to            
Average Net Assets2 0.38% 0.37% 0.37% 0.38% 0.31% 0.34%
Ratio of Net Investment Income to            
Average Net Assets 2.30% 2.20% 1.84% 1.97% 2.15% 1.67%
Portfolio Turnover Rate 22% 23% 31% 17% 18% 24%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Includes performance-based investment advisory fee increases (decreases) of 0.04%, 0.03%, 0.03%, 0.04%, (0.02%), and 0.01%.

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

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Energy Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $75.85 $96.69 $119.83 $117.63 $117.52 $129.93
Investment Operations            
Net Investment Income 1.021 2.113 2.479 2.530 2.586 2.101
Net Realized and Unrealized Gain (Loss)            
on Investments 15.519 (20.872) (17.726) 4.491 2.060 (7.432)
Total from Investment Operations 16.540 (18.759) (15.247) 7.021 4.646 (5.331)
Distributions            
Dividends from Net Investment Income (2.081) (2.351) (2.500) (2.595) (2.159)
Distributions from Realized Capital Gains (5.542) (2.321) (1.941) (4.920)
Total Distributions (2.081) (7.893) (4.821) (4.536) (7.079)
Net Asset Value, End of Period $92.39 $75.85 $96.69 $119.83 $117.63 $117.52
 
Total Return1 21.81% -19.48% -13.11% 5.94% 4.14% -3.76%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $6,629 $5,428 $6,569 $7,540 $6,778 $6,756
Ratio of Total Expenses to            
Average Net Assets2 0.32% 0.31% 0.31% 0.32% 0.26% 0.28%
Ratio of Net Investment Income to            
Average Net Assets 2.36% 2.26% 1.90% 2.03% 2.20% 1.73%
Portfolio Turnover Rate 22% 23% 31% 17% 18% 24%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Includes performance-based investment advisory fee increases (decreases) of 0.04%, 0.03%, 0.03%, 0.04%, (0.02%), and 0.01%.

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

20


 

Energy Fund

Notes to Financial Statements

Vanguard Energy Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

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

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

21


 

Energy Fund

agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

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

During the six months ended July 31, 2016, the fund’s average investments in long and short futures contracts represented 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

4. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counter-party’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

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Energy Fund

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

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

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

B. The investment advisory firm Wellington Management Company LLP provides investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee is subject to quarterly adjustments based on performance relative to the MSCI ACWI Energy Index for the preceding three years.

Vanguard provides investment advisory services to a portion of the fund as described below; the fund paid Vanguard advisory fees of $151,000 for the six months ended July 31, 2016.

For the six months ended July 31, 2016, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.14% of the fund’s average net assets, before an increase of $1,695,000 (0.04%) based on performance.

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

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Energy Fund

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $813,000, representing 0.01% of the fund’s net assets and 0.33% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

D. The fund has asked its investment advisor to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. For the six months ended July 31, 2016, these arrangements reduced the fund’s expenses by $84,000 (an annual rate of 0.00% of average net assets).

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

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 6,684,709
Common Stocks—International 1,945,913 955,337
Temporary Cash Investments 208,406 257,376
Futures Contracts—Assets1 88
Futures Contracts—Liabilities1 (2)
Total 8,839,114 1,212,713
1 Represents variation margin on the last day of the reporting period.

 

F. At July 31, 2016, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

 

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2016 483 52,362 2,322

 

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

24


 

Energy Fund

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

During the six months ended July 31, 2016, the fund realized net foreign currency losses of $3,488,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to undistributed net investment income.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at January 31, 2016, the fund had available capital losses totaling $555,042,000 that may be carried forward indefinitely to offset future net capital gains. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At July 31, 2016, the cost of investment securities for tax purposes was $7,572,565,000. Net unrealized appreciation of investment securities for tax purposes was $2,479,176,000, consisting of unrealized gains of $2,982,066,000 on securities that had risen in value since their purchase and $502,890,000 in unrealized losses on securities that had fallen in value since their purchase.

H. During the six months ended July 31, 2016, the fund purchased $1,220,098,000 of investment securities and sold $986,399,000 of investment securities, other than temporary cash investments.

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

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 401,332 8,959 1,000,377 20,740
Issued in Lieu of Cash Distributions 65,317 1,556
Redeemed (425,386) (9,178) (991,145) (20,374)
Net Increase (Decrease)—Investor Shares (24,054) (219) 74,549 1,922
Admiral Shares        
Issued 614,002 7,226 1,661,392 18,288
Issued in Lieu of Cash Distributions 130,396 1,656
Redeemed (598,393) (7,041) (1,451,382) (16,322)
Net Increase (Decrease)—Admiral Shares 15,609 185 340,406 3,622

 

J. Management has determined that no material events or transactions occurred subsequent to
July 31, 2016, that would require recognition or disclosure in these financial statements.

25


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

26


 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Energy Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,217.66 $2.10
Admiral Shares 1,000.00 1,218.06 1.76
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,022.97 $1.91
Admiral Shares 1,000.00 1,023.27 1.61

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that
period are 0.38% for Investor Shares and 0.32% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the
annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent
six-month period, then divided by the number of days in the most recent 12-month period (182/366).

27


 

Trustees Approve Advisory Arrangements

The board of trustees of Vanguard Energy Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Quantitative Equity Group, and Wellington Management Company LLP (Wellington Management). The board determined that renewing the fund’s advisory arrangements was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of each advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangements. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of each advisor. The board considered the following:

Vanguard. Vanguard has been managing investments for more than three decades. The Quantitative Equity Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth. Vanguard has managed a portion of the fund since 2005.

Wellington Management. Founded in 1928, Wellington Management is among the nation’s oldest and most respected institutional investment managers. The investment team uses a bottom-up approach in which stocks are selected based on the advisor’s estimates of fundamental investment value. Fundamental research focuses on the quality of a company’s assets, its internal reinvestment opportunities, and management quality. The firm has advised the fund since the fund’s inception in 1984.

The board concluded that each advisor’s experience, stability, depth, and performance, among other factors, warranted the continuation of the advisory arrangements.

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance relative to a benchmark index and peer group. The board concluded that the performance was such that the advisory arrangements should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the fund’s advisory fee rate.

The board did not consider profitability of Wellington Management in determining whether to approve the advisory fee, because Wellington Management is independent of Vanguard, and the advisory fee is the result of arm’s-length negotiations. The board does not conduct a profitability analysis of Vanguard, because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees, and produces “profits” only in the form of reduced expenses for fund shareholders.

28


 

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule for Wellington Management. The breakpoints reduce the effective rate of the fee as the fund’s assets managed by Wellington Management increase. The board also concluded that the fund’s at-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as the fund’s assets managed by Vanguard increase.

The board will consider whether to renew the advisory arrangements again after a one-year period.

29


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

30


 

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

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

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

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

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

Benchmark Information

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

31


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both  
at the University of Notre Dame. Thomas J. Higgins
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical  
Company; Member of the Council on Chicago Booth. Peter Mahoney
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Investment Services, Inc. (investment advisors). Group, Inc.; General Counsel of The Vanguard Group;
Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating John J. Brennan   
Officer (retired 2010) of Corning Incorporated Chairman, 1996–2009   
(communications equipment); Chairman of the Chief Executive Officer and President, 1996–2008
Board of Trustees of Colby-Sawyer College;    
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

    P.O. Box 2600
    Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447   CFA® is a registered trademark owned by CFA Institute.
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People    
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.    
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
    © 2016 The Vanguard Group, Inc.
    All rights reserved.
    Vanguard Marketing Corporation, Distributor.
 
    Q512 092016

 


 

Semiannual Report | July 31, 2016

Vanguard Precious Metals and Mining Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 10
Performance Summary. 11
Financial Statements. 12
About Your Fund’s Expenses. 22
Trustees Approve Advisory Arrangement. 24
Glossary. 25

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard Precious Metals and Mining Fund 102.54%
S&P Global Custom Metals and Mining Index 82.95
Precious Metals Equity Funds Average 117.30
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

Your Fund’s Performance at a Glance        
January 31, 2016, Through July 31, 2016        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard Precious Metals and Mining Fund $6.22 $12.36 $0.161 $0.000

 

1


 

 

 

 

Chairman’s Letter

Dear Shareholder,

After an extended period of steep declines, the precious metals and mining sector rebounded dramatically in the six months ended July 31, 2016. Rising precious metals prices and a spike in demand for gold sent the industry soaring.

In this environment, Vanguard Precious Metals and Mining Fund returned 102.54%. The fund easily outpaced its benchmark, the Standard & Poor’s Global Custom Metals and Mining Index (+82.95%), but lagged the average return of its peers (+117.30%).

Although your fund’s most recent result is undoubtedly impressive, it should nevertheless be viewed with extreme caution. In this highly volatile segment, performance can turn quickly, and the peaks and valleys can be extreme. Take for example fiscal years 2008, 2009, and 2010: The fund returned 33.97%, –60.16%, and 77.75%, respectively. More recently, the fund has recorded negative returns for the last four fiscal years.

These tendencies are consistent with the dynamic variables inherent to the industry, including dramatic price spikes or declines, limited resources, government regulation, and geopolitical tumult—all of which have affected metals and mining stocks in recent years. Keep in mind also that the sector is a narrow segment, accounting for less than 5% of global stock market capitalization.

2


 

Because of its risk characteristics, the fund should be considered a complement to an already diversified portfolio with a long time horizon.

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union. But the market quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

International stocks also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging-market stocks and those from developed Pacific markets recorded double-digit returns.

Bonds drew support given economic factors and low yields

The broad U.S. bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times, the global growth pace uncertain, and inflation low, investors sought safe-haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3


 

The yield of the 10-year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

The Federal Reserve has held its target for short-term interest rates at 0.25%–0.5% since raising it by a quarter percentage point last December. Money market funds and savings accounts stayed restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned 12.31%. A number of foreign currencies strengthened against the dollar, but the bond returns were robust even without this currency benefit.

A larger stake in gold-oriented firms led to the fund’s triple-digit advance

Your fund invests in companies that are involved in the mining of, or exploration for, precious and rare metals and minerals. As I mentioned, the embattled sector experienced a significant rebound during the fiscal half year, amid increased demand and higher prices. Gold, in particular, did well.

Although prices of some other precious metals, such as silver (+42.6%) and platinum (+31.9%), had larger advances, gold (+20.8%) has a much larger market share, and an increase in its price can provide a huge boost to the precious metals and mining industry, just as it did over the period.

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Precious Metals and Mining Fund 0.35% 1.45%

The fund expense ratio shown is from the prospectus dated May 25, 2016, and represents estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratio was 0.44%. The peer-group expense ratio is derived from data provided
by Lipper, a Thomson Reuters Company, and captures information through year-end 2015.

Peer group: Precious Metals Equity Funds.

4


 

Demand for gold, long considered a safe haven during times of financial turmoil, surged as investors sought perceived safety amid uncertainty in the equity and fixed income markets. Gold-oriented stocks, such as those held by your fund, reaped the rewards.

Historically, relative to its benchmark and peers, your fund has been underweighted in stocks of companies whose businesses are closely tied to gold and other precious metals. More recently, the fund’s advisor, M&G Investment Management, has increased the portfolio’s holdings in this category above those of the benchmark. This change in allocation provided a significant boost to the fund’s absolute return, as well as to its performance relative to the index.

To accommodate the fund’s larger position in precious metals-related companies, the advisor trimmed the position in diversified metals and mining stocks—another move that helped boost performance in comparison to the benchmark. On average, these stocks accounted for about 15% of the fund’s holdings, compared with an average of about 40% in the benchmark. Despite producing generally strong results, diversified metals and mining stocks lagged the triple-digit returns that were common among gold stocks for the period.

For a more detailed discussion of the management of the fund, please see the Advisor’s Report that follows this letter.

Consider rebalancing to manage your risk

Let’s say you’ve taken the time to carefully create an appropriate asset allocation for your investment portfolio. Your efforts have produced a diversified mix of stock, bond, and money market funds tailored to your goals, time horizon, and risk tolerance.

But what should you do when your portfolio drifts from its original asset allocation as the financial markets rise or fall? Consider rebalancing to bring it back to the proper mix. Just one year of outsized returns can throw your allocation out of whack. Take 2013 as an example. That year, the broad stock market (as measured by the Russell 3000 Index) returned 33.55% and the broad taxable bond market (as measured by the Barclays U.S. Aggregate Bond Index) returned –2.02%. A hypothetical portfolio that tracked the broad domestic market indexes and started the year with 60% stocks and 40% bonds would have ended with a more aggressive mix of 67% stocks and 33% bonds.

Rebalancing to bring your portfolio back to its original targets would require you to shift assets away from areas that have been performing well toward those that have been falling behind. That isn’t easy or intuitive. It’s a way to minimize risk rather than maximize returns and to stick with your investment plan through different types of markets. (You can read more about our approach in Best Practices for Portfolio Rebalancing at vanguard.com/research.)

5


 

It’s not necessary to check your portfolio every day or every month, much less rebalance it that frequently. It may be more appropriate to monitor it annually or semiannually and rebalance when your allocation swings 5 percentage points or more from its target. It’s important, of course, to be aware of the tax implications. You’ll want to consult with your tax advisor, but generally speaking, it may be a good idea to make any asset changes within a tax-advantaged retirement account or to direct new cash flows into the underweighted asset class.

However you go about it, keeping your asset allocation from drifting too far off target can help you stay on track with the investment plan you’ve crafted to meet your financial goals.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
August 12, 2016

6


 

Advisor’s Report

Vanguard Precious Metals and Mining Fund returned 102.54% for the six months ended July 31, 2016. It finished significantly ahead of its customized benchmark, which returned 82.95%, but lagged the 117.30% average return of its peers.

The markets

Global stock markets recovered from a troubled start to deliver positive returns for the six months. Despite turbulence surrounding the United Kingdom’s shocking vote in June to leave the European Union, investors’ appetite for risk quickly recovered, and markets resumed their upward momentum to end the period at the highest level of 2016.

At the beginning of the period, investors were worried about a potential U.S. recession and the strength of Chinese economic growth. Weak commodity prices also dampened investor sentiment. Confidence gradually improved as robust data suggested that the U.S. economic recovery was gaining momentum, although the Federal Reserve held off raising interest rates again (following its first hike in December 2015) in light of uncertainty. China’s economy appeared to stabilize, arguably with the support of government stimulus measures.

Precious metals performed well, with the prices of gold and silver surging to their highest levels since 2014. Gold benefited from investors’ demand for a perceived “safe haven” amid worries about Brexit, a potential banking crisis in Italy, and the prospect of persistent low—or, in some cases, negative—interest rates, coupled with quantitative easing programs in a number of economies.

Against the backdrop of rising commodity prices, mining companies—and precious metals producers in particular—experienced significant gains and were top performers.

The fund’s performance

After a challenging couple of years for commodities and mining companies, we were pleased to see such a strong rebound in share prices over the period. This helped the fund deliver an impressive absolute return of more than 100%. On a relative basis, the fund outperformed its customized benchmark by nearly 20 percentage points. The fund was a bit behind its precious metals fund peers, which are mainly composed of pure precious metals stocks. Your fund includes a few diversified mining companies, and it has less exposure to the more speculative names.

The main driver of the fund’s outperformance relative to the benchmark was its allocation to precious metals companies, which were by far the best-performing category. First Majestic Silver and Hochschild Mining both returned over 400%. Hochschild benefited from higher silver prices and better-than-expected operational performance, particularly at its new mine in Peru, as well as an improved political situation in Argentina with the election of President Mauricio Macri at the end of 2015.

7


 

B2Gold, a Canadian gold producer with assets in Africa, was another leading contributor as its share price bounced back after a weak period. Investors had been concerned that the miner would run into difficulties by developing a new project when gold prices were low. But with gold prices rising, we are more comfortable about the company’s financial position, and we believe the mine is an attractive asset. Similarly, investors’ concerns about the amount of leverage Yamana Gold had on its balance sheet during the period of declining prices have largely been set aside.

Alamos Gold, Kaminak Gold, and Acacia Mining also made positive contributions. The share price of Kaminak, a junior miner, was boosted by a takeover approach from Goldcorp, one of the world’s largest gold producers, which is also held in the portfolio.

Relative performance also was enhanced by avoiding U.K.-listed miner Rio Tinto, which, despite making gains, significantly underperformed the benchmark. Similarly, being underweighted in BHP Billiton added value.

In contrast, the biggest detractor from relative performance was the fund’s large overweight holding in Dominion Diamond. The diamond sector has suffered lately on concerns about a slowdown in consumer sentiment, especially for luxury goods. Dominion’s share price fell during the period after the company reported disappointing results. The diamond miner also was hurt by a fire at one of its mines, which led to a reduced production forecast.

One of our biggest disappointments was the U.K.-listed mining company Anglo American, which we had invested in for its De Beers diamond exposure. The stock was hurt by weakness in the diamond market, and we sold the position in its entirety. We also sold our holding in Petra Diamonds.

With investors preferring precious metals during the period, the fund’s large above-index position in Canadian copper miner Nevsun Resources also detracted from performance relative to the benchmark. Similarly, fertilizer company PotashCorp was a notable detractor.

Meanwhile, not holding some of the more speculative gold mining companies also hurt relative results, as they were among the period’s top performers.

Purchases and sales

We added a number of gold producers to the portfolio, including Barkerville Gold Mines and Kinross Gold. We remain positive on gold producers over diversified metals and mining companies, given the heightened market risks. Furthermore, we believe that gold companies are benefiting from lower energy costs and higher gold prices, together with a lower cost base, after recent cost-cutting initiatives. Combined, these factors should deliver higher cash flows over the next few years.

We also initiated a position in U.S.-based agribusiness Bunge. The company’s operations are linked to the agricultural commodity cycle, and we purchased the shares on an attractive valuation at the low end of this cycle. We regard Bunge as a

8


 

well-managed, cash-generative, geographically diverse business with a strong balance sheet.

In terms of sales, we closed out our position in Kirkland Lake Gold after the chief executive was replaced. We attach great importance to company management, strategy, and execution, and we will assess the new executive.

As previously mentioned, we sold our holdings in Anglo American and Petra Diamonds; our position in Lakeshore Gold was dissolved after the company was acquired.

Looking ahead

We continue to believe that the precious metals and mining stocks are the most attractive, and we remain overweighted in this subsector. The diversified miners are still going through the restructuring process and, in this respect, continue to lag the gold miners by about 21/2 years in the commodities cycle. For this reason, we are significantly underweighted in diversified metals and mining stocks compared with the benchmark.

We maintain that 2016 will be a good year for gold. A number of heightened market risks continue, including the forthcoming election in the United States, the troubled European banking system, and negative interest rate policies. Gold companies are benefiting from lower costs (specifically, energy) and a gold price that’s risen 25% since the start of 2016, which should lead to growth in free cash flow and a positive free cash flow yield for the next couple of years.

We will continue to implement our investment philosophy and process: maintaining a long-term approach and identifying high-quality companies with strong management teams, best-in-class assets, and costs that compare favorably with those of their competitors.

Jamie J. Horvat
Portfolio Manager

M&G Investment Management Limited

August 11, 2016

9


 

Precious Metals and Mining Fund

Fund Profile
As of July 31, 2016

Portfolio Characteristics    
    S&P DJ
    Global U.S.
    Custom Total
    Metals and Market
    Mining FA
  Fund Index Index
Number of Stocks 71 221 3,839
Median Market Cap $3.0B $13.7B $54.0B
Price/Earnings Ratio -22.6x -19.1x 23.5x
Price/Book Ratio 1.8x 1.5x 2.8x
Return on Equity -0.4% 3.4% 16.3%
Earnings Growth      
Rate -10.2% -15.9% 7.3%
Dividend Yield 0.9% 2.0% 2.0%
Foreign Holdings 90.7% 87.5% 0.0%
Turnover Rate      
(Annualized) 22%
Ticker Symbol VGPMX
Expense Ratio1 0.35%
Short-Term      
Reserves 1.2%

 

Subindustry Diversification (% of equity
exposure)    
    S&P
    Global
    Custom
    Metals and
    Mining
  Fund Index
Aluminum 0.0% 5.1%
Agricultural Products 0.9 0.0
Diversified Metals & Mining 11.1 44.7
Fertilizers & Agricultural    
Chemicals 0.7 0.0
Gold 65.1 40.4
Precious Metals & Minerals 8.8 5.1
Silver 10.7 4.7
Specialty Chemicals 2.3 0.0
Other 0.4 0.0

 

Volatility Measures    
  S&P  
  Global  
  Custom DJ
  Metals and U.S. Total
  Mining Market
  Index FA Index
R-Squared 0.94 0.03
Beta 1.00 0.49
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Agnico Eagle Mines Ltd. Gold 5.6%
Hochschild Mining plc Silver 5.1
Barrick Gold Corp. Gold 4.7
Randgold Resources Ltd. Gold 4.5
Newmont Mining Corp. Gold 4.5
Acacia Mining plc Gold 4.1
B2Gold Corp. Gold 4.1
Nevsun Resources Ltd. Diversified Metals &  
  Mining 4.0
Tahoe Resources Inc. Gold 3.8
Yamana Gold Inc. Gold 3.7
Top Ten   44.1%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratio shown is from the prospectus dated May 25, 2016, and represents estimated costs for the current fiscal year. For the six months
ended July 31, 2016, the annualized expense ratio was 0.44%.

10



 

Precious Metals and Mining Fund

Performance Summary

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

Fiscal-Year Total Returns (%): January 31, 2006, Through July 31, 2016

 

Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Precious Metals and Mining Fund 5/23/1984 30.74% -12.42% -2.79%

 

See Financial Highlights for dividend and capital gains information.

11


 

Precious Metals and Mining Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

      Market
      Value
    Shares ($000)
Common Stocks (98.9%)    
Agricultural Products (0.9%)    
  Bunge Ltd. 403,236 26,549
 
Diversified Metals & Mining (11.0%)  
1 Nevsun Resources Ltd. 36,609,597 121,130
  Boliden AB 2,580,000 56,786
* Lundin Mining Corp. 12,932,010 54,079
  BHP Billiton Ltd. 2,644,661 39,200
  BHP Billiton plc 2,530,120 31,901
  Antofagasta plc 3,358,480 22,229
* Balmoral Resources Ltd. 5,552,174 4,125
*,1 Aguia Resources Ltd. 23,529,412 1,823
      331,273
Fertilizers & Agricultural Chemicals (0.7%)  
  Potash Corp. of    
  Saskatchewan Inc. 1,356,629 21,145
 
Gold (64.4%)    
  Barrick Gold Corp. 6,534,215 142,838
^ Randgold Resources    
  Ltd. ADR 1,162,627 136,737
  Newmont Mining Corp. 3,095,390 136,197
  Acacia Mining plc 16,812,622 124,369
  Agnico Eagle Mines    
  Ltd. (New York Shares) 2,093,423 121,712
*,^ B2Gold Corp. 37,190,786 116,407
^ Franco-Nevada Corp. 1,397,403 107,642
*,1 SEMAFO Inc. 16,874,948 90,860
* Kinross Gold Corp. 15,000,000 77,550
  Tahoe Resources Inc.    
  (New York Shares) 4,678,633 72,800
  Yamana Gold Inc.    
  (New York Shares) 12,445,517 71,064
  Royal Gold Inc. 723,226 61,142
^ Goldcorp Inc.    
  (Toronto Shares) 3,415,891 61,037
  Alamos Gold Inc.    
  (New York Shares) 5,612,430 52,420
  Agnico Eagle Mines Ltd.    
  (Toronto Shares) 814,545 47,401
*,^ Pretium Resources Inc. 3,965,862 47,114
  Tahoe Resources Inc.    
  (Toronto Shares) 2,689,463 41,753
  Yamana Gold Inc.    
  (Toronto Shares) 7,291,086 41,714
*,^,1Roxgold Inc. 29,379,356 38,253
*,^,1Premier Gold Mines Ltd. 10,004,859 38,007
* Asanko Gold Inc. 8,479,366 37,018
  Goldcorp Inc.    
  (New York Shares) 1,974,450 35,303
  Alamos Gold Inc.    
  (Toronto Shares) 3,627,542 33,868
  Eldorado Gold Corp.    
  (New York Shares) 7,439,096 30,426
*,^ Torex Gold Resources    
  Inc. 1,075,398 22,304
^ Osisko Gold Royalties    
  Ltd. 1,634,820 21,712
* Guyana Goldfields Inc. 3,019,501 19,426
* Primero Mining Corp. 8,506,500 19,350
* Saracen Mineral    
  Holdings Ltd. 11,853,814 15,735
* Alacer Gold Corp. 5,752,073 14,670
* Perseus Mining Ltd. 25,753,128 12,742
  Endeavour Mining Corp. 630,058 12,243
* Gold Road Resources    
  Ltd. 21,692,756 11,280
*,^ Continental Gold Inc. 2,600,000 7,687
* B2Gold Corp. (Toronto    
  Shares) 1,860,800 5,829
* Newmarket Gold Inc. 1,527,600 5,066
* Beadell Resources Ltd. 8,529,590 3,388
  Eldorado Gold Corp.    
  (Toronto Shares) 710,600 2,912

 

12


 

Precious Metals and Mining Fund

      Market
      Value
    Shares ($000)
* Osisko Gold Royalties    
  Warrants Exp.    
  02/26/2019 231,787 719
* Primero Mining Corp.    
  Warrants Exp.    
  06/25/2018 638,250 391
*,1 Apex Minerals NL 55,654,166
      1,939,086
Other (0.3%)    
*,2 Orezone Gold Corp. PP 5,000,000 4,032
*,2 Barkerville Gold Mines    
  Ltd. PP 6,387,000 3,038
* Dalradian Resources    
  Warrants Exp.    
  10/07/2017 22,812,500 2,097
*,2 Osisko Mining Inc. PP 500,000 851
* Continental Gold Inc    
  Warrants Exp.    
  11/27/2017 450,000
*,2 Rescue Radio Corp. 15,955
      10,018
Precious Metals & Minerals (8.7%)  
^,1 Dominion Diamond Corp. 8,061,001 74,025
  Fresnillo plc 2,637,666 67,498
* Stillwater Mining Co. 3,173,012 48,547
  Lucara Diamond Corp. 8,331,525 25,716
*,1 Dalradian Resources Inc. 22,812,500 20,268
* Mountain Province    
  Diamonds Inc. 3,997,539 19,809
*,2 Osisko Mining Inc.    
  (Placing) 3,350,000 5,704
*,^ Osisko Mining Inc. 203,200 384
      261,951
Silver (10.6%)    
*,1 Hochschild Mining plc 43,296,137 153,838
*,^ First Majestic Silver    
  Corp. 4,513,000 78,255
* Fortuna Silver Mines Inc. 6,326,871 55,145
*,^ MAG Silver Corp. 1,424,523 22,366
*,1 Americas Silver Corp. 28,433,334 8,711
      318,315
Specialty Chemicals (2.3%)    
  Umicore SA 773,783 44,771
  Johnson Matthey plc 554,463 24,029
      68,800
Total Common Stocks    
(Cost $2,342,131)   2,977,137
    Market
    Value
  Shares ($000)
Precious Metals (0.1%)  
* Platinum Bullion    
(In Troy Ounces) 2,009 2,304
Total Precious Metals    
(Cost $1,213)   2,304
Temporary Cash Investment (4.0%)  
Money Market Fund (4.0%)  
3,4 Vanguard Market Liquidity  
Fund, 0.561%    
(Cost $121,764) 121,764,173 121,764
Total Investments (103.0%)  
(Cost $2,465,108)   3,101,205
Other Assets and Liabilities (-3.0%)  
Other Assets   5,947
Liabilities 4   (97,264)
    (91,317)
Net Assets (100%)    
Applicable to 243,434,864 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,009,888
Net Asset Value Per Share $12.36

 

13


 

Precious Metals and Mining Fund

  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers 5 2,432,526
Affiliated Vanguard Funds 121,764
Other Affiliated Issuers 546,915
Total Investments in Securities 3,101,205
Investment in Vanguard 217
Receivables for Capital Shares Issued 4,631
Receivables for Accrued Income 1,075
Other Assets 24
Total Assets 3,107,152
Liabilities  
Collateral for Securities on Loan 84,168
Payables to Vanguard 5,970
Payables for Capital Shares Redeemed 4,648
Payables to Investment Advisor 1,279
Other Liabilities 1,199
Total Liabilities 97,264
Net Assets 3,009,888
At July 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 4,293,437
Overdistributed Net Investment Income (160,988)
Accumulated Net Realized Losses (1,758,613)
Unrealized Appreciation (Depreciation)  
Investment Securities 5 636,097
Foreign Currencies (45)
Net Assets 3,009,888

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $83,580,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Restricted securities totaling $13,625,000, representing 0.5% of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $84,168,000 of collateral received for securities on loan.
5 Includes precious metals.
ADR—American Depositary Receipt.
PP—Private Placement.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Precious Metals and Mining Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 11,950
Interest 113
Securities Lending 652
Total Income 12,715
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 1,626
Performance Adjustment 779
The Vanguard Group—Note C  
Management and Administrative 2,347
Marketing and Distribution 221
Custodian Fees 35
Shareholders’ Reports 24
Trustees’ Fees and Expenses 2
Total Expenses 5,034
Net Investment Income 7,681
Realized Net Gain (Loss)  
Investment Securities Sold2 (151,349)
Foreign Currencies (35)
Realized Net Gain (Loss) (151,384)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities2 1,670,916
Foreign Currencies (11)
Change in Unrealized Appreciation (Depreciation) 1,670,905
Net Increase (Decrease) in Net Assets Resulting from Operations 1,527,202
1 Dividends are net of foreign withholding taxes of $1,488,000.
2 Includes precious metals.

 

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

15


 

Precious Metals and Mining Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 7,681 40,401
Realized Net Gain (Loss) (151,384) (134,435)
Change in Unrealized Appreciation (Depreciation) 1,670,905 (655,329)
Net Increase (Decrease) in Net Assets Resulting from Operations 1,527,202 (749,363)
Distributions    
Net Investment Income (39,022) (32,309)
Realized Capital Gain
Total Distributions (39,022) (32,309)
Capital Share Transactions    
Issued 595,418 631,267
Issued in Lieu of Cash Distributions 36,059 29,970
Redeemed (574,290) (501,592)
Net Increase (Decrease) from Capital Share Transactions 57,187 159,645
Total Increase (Decrease) 1,545,367 (622,027)
Net Assets    
Beginning of Period 1,464,521 2,086,548
End of Period1 3,009,888 1,464,521
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($160,988,000) and ($129,612,000).

 

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

16



 

Precious Metals and Mining Fund

Financial Highlights

Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $6.22 $9.59 $10.38 $15.46 $22.14 $24.15
Investment Operations            
Net Investment Income . 0321 .1751,2 .130 .2431 .292 .334 3
Net Realized and Unrealized Gain (Loss)            
on Investments 4 6.269 (3.397) (. 920) (5.315) (5.962) (.760)
Total from Investment Operations 6.301 (3.222) (.790) (5.072) (5.670) (.426)
Distributions            
Dividends from Net Investment Income (.161) (.148) (. 007) (.710) (.123)
Distributions from Realized Capital Gains   (.300) (1.461)
Return of Capital (.001)
Total Distributions (.161) (.148) (.008) (1.010) (1.584)
Net Asset Value, End of Period $12.36 $6.22 $9.59 $10.38 $15.46 $22.14
 
Total Return5 102.54% -34.07% -7.61% -32.82% -26.13% -0.97%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,010 $1,465 $2,087 $2,302 $3,112 $4,415
Ratio of Total Expenses to            
Average Net Assets6 0.44% 0.35% 0.29% 0.25% 0.26% 0.29%
Ratio of Net Investment Income to            
Average Net Assets 0.67% 2.22%2 1.33% 2.10% 1.62% 1.54%3
Portfolio Turnover Rate 22% 8% 62% 34% 30% 22%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Calculated based on average shares outstanding.
2 Net investment income per share and the ratio of net investment income to average net assets include $.037 and 0.47%, respectively,
resulting from a spin-off from BHP Billiton plc in May 2015.
3 Net investment income per share and the ratio of net investment income to average net assets include $.103 and 0.40%, respectively,
resulting from a special dividend from OZ Minerals Ltd. in May 2011.
4 Includes increases from redemption fees of $.00, $.00, $.00, $.00, $.00, and $.01. Effective May 23, 2012, the redemption fee
was eliminated.
5 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
6 Includes performance-based investment advisory fee increases (decreases) of 0.07%, (0.02%), (0.08%), (0.09%), (0.07%), and (0.03%).

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

17


 

Precious Metals and Mining Fund

Notes to Financial Statements

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

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

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

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

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

18


 

Precious Metals and Mining Fund

the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the absence of a default the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Assets and Liabilities for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan.

6. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

B. M&G Investment Management Limited provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance relative to the S&P Global Custom Metals and Mining Index for the preceding three years. For the six months ended July 31, 2016, the investment advisory fee represented an effective annual basic rate of 0.14% of the fund’s average net assets before an increase of $779,000 (0.07%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $217,000, representing 0.01% of the fund’s net assets and 0.09% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

19


 

Precious Metals and Mining Fund

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

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 2,351,826 625,311
Precious Metals 2,304
Temporary Cash Investments 121,764
Total 2,473,590 627,615

 

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; such differences are primarily attributed to the tax treatment of unrealized appreciation on passive foreign investment companies. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended July 31, 2016, the fund realized net foreign currency losses of $35,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized losses to overdistributed net investment income. Certain of the fund’s investments are in securities considered to be passive foreign investment companies, for which any unrealized appreciation and/or realized gains are required to be included in distributable net investment income for tax purposes. Passive foreign investment companies had unrealized appreciation of $158,084,000 at July 31, 2016.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at January 31, 2016, the fund had available capital losses totaling $1,607,297,000 that may be carried forward indefinitely to offset future net capital gains. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At July 31, 2016, the cost of investment securities for tax purposes was $2,623,192,000. Net unrealized appreciation of investment securities for tax purposes was $478,013,000, consisting of unrealized gains of $770,967,000 on securities that had risen in value since their purchase and $292,954,000 in unrealized losses on securities that had fallen in value since their purchase.

20


 

Precious Metals and Mining Fund

F. During the six months ended July 31, 2016, the fund purchased $293,520,000 of investment securities and sold $251,707,000 of investment securities, other than temporary cash investments.

G. Capital shares issued and redeemed were:

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Shares Shares
  (000) (000)
Issued 62,834 82,312
Issued in Lieu of Cash Distributions 4,303 3,349
Redeemed (59,292) (67,553)
Net Increase (Decrease) in Shares Outstanding 7,845 18,108

 

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

 

    Current Period Transactions  
  Jan. 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Aguia Resources Ltd. 1,818 1,823
Americas Silver Corp. 6,529 8,711
Apex Minerals NL
Dalradian Resources Inc. 11,725 20,268
Dominion Diamond Corp. 86,371 355 1,369 74,025
Hochschild Mining plc 34,217 14,842 153,838
Kaminak Gold Corp. Class A 15,418 4,225 NA2
Nevsun Resources Ltd. 102,912 4,221 2,489 121,130
Premier Gold Mines Ltd. 17,783 38,007
Roxgold Inc. 13,223 4,555 38,253
SEMAFO Inc. 39,824 3,091 90,860
Vanguard Market Liquidity Fund 73,121 NA3 NA 3 112 121,764
Total 396,412     3,970 668,679

1 Includes net realized gain (loss) on affiliated investment securities sold of ($26,626,000).
2 Not applicable—in July 2016, Kaminak Gold Corp. Class A merged into Goldcorp Inc. At July 31, 2016, the issuer was not an affiliated company of the fund.
3 Not applicable—purchases and sales are for temporary cash investment purposes.

I. Management has determined that no material events or transactions occurred subsequent to July 31, 2016, that would require recognition or disclosure in these financial statements.

21


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

22


 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Precious Metals and Mining Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return $1,000.00 $2,025.39 $3.31
Based on Hypothetical 5% Yearly Return 1,000.00 1,022.68 2.21
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that
period is 0.44%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account
value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most
recent 12-month period (182/366).

23


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Precious Metals and Mining Fund has renewed the fund’s investment advisory arrangement with M&G Investment Management Limited (M&G). The board determined that renewing the fund’s advisory arrangement was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of the advisor. The board considered that M&G, founded in 1931, offers a broad range of investment products. M&G seeks to identify mining companies with high-quality reserves that can be mined profitably at low all-in sustaining costs, quality management teams with a track record of success in the industry, and expansion projects that will increase reserves and create value over the long-term. Valuation factors are also considered alongside technical factors such as ore quality and the efficiency of mine operations. M&G has advised the fund since the fund’s inception in 1984.

The board concluded that the advisor’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance relative to a benchmark index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the advisory fee rate.

The board did not consider profitability of M&G in determining whether to approve the advisory fee, because M&G is independent of Vanguard, and the advisory fee is the result of arm’s-length negotiations.

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the advisory fee schedule. The breakpoints reduce the effective rate of the fee as the fund’s assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

24


 

Glossary

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

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

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

25


 

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

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

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

26


 

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both  
at the University of Notre Dame. Thomas J. Higgins
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical  
Company; Member of the Council on Chicago Booth. Peter Mahoney
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Investment Services, Inc. (investment advisors). Group, Inc.; General Counsel of The Vanguard Group;
Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating    
Officer (retired 2010) of Corning Incorporated  John J. Brennan  
(communications equipment); Chairman of the  Chairman, 1996–2009  
Board of Trustees of Colby-Sawyer College; Chief Executive Officer and President, 1996–2008
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2016 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q532 092016

 


 

Semiannual Report | July 31, 2016

Vanguard Health Care Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 11
Performance Summary. 12
Financial Statements. 13
About Your Fund’s Expenses. 26
Trustees Approve Advisory Arrangement. 28
Glossary. 29

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard Health Care Fund  
Investor Shares 11.00%
Admiral™ Shares 11.03
MSCI All Country World Health Care Index 11.60
Global Health/Biotechnology Funds Average 10.37
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements.

 

Your Fund’s Performance at a Glance        
January 31, 2016, Through July 31, 2016        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard Health Care Fund        
Investor Shares $200.67 $217.28 $0.000 $4.857
Admiral Shares 84.64 91.67 0.000 2.049

 

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Chairman’s Letter

Dear Shareholder,

Health care stocks rebounded strongly over the six months ended July 31, 2016, but didn’t keep pace with the broad U.S. market’s even sharper rally. Vanguard Health Care Fund returned 11.00% for Investor Shares, slightly behind its benchmark, the MSCI All Country World Health Care Index, but a bit ahead of the average return of its peers.

Health care stocks had retreated over the fiscal year ended January 31, with most of the downturn coming in its second half. In the most recent six months, health care stocks were strong across the board.

All groups in the sector produced gains, ranging from solid to sizable. The Health Care Fund’s advisor was most successful with its holdings among providers, equipment firms, and biotechnology companies, while its pharmaceutical holdings lagged those in the benchmark.

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union. But the market quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

2


 

International stocks also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging­market stocks and those from developed Pacific markets recorded double­digit returns.

Bonds drew support given economic factors and low yields

The broad U.S. bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times and the global growth pace uncertain, investors sought safe­haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

The yield of the 10­year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

The Federal Reserve has held its target for short­term interest rates at 0.25%–0.5% since raising it by a quarter percentage point last December. Money market funds and savings accounts stayed restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned 12.31%. A number of foreign currencies strengthened against the dollar, but the bond returns were robust even without this currency benefit.

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3


 

Gains across subsectors buoyed the fund’s performance

Vanguard Health Care Fund’s outcome over the six months marked a welcome change from the preceding fiscal year, when the fund returned less than 1% after four straight years of double­digit returns. The possibility of increased government regulation of pharmaceutical and biotech­nology companies and the high valuations of biotech stocks troubled the sector during that period.

Long­term trends, though, have continued to favor the health care market, which has been boosted by greater consumption across the United States and the globe and by product and service innovations. Health care has become more accessible worldwide, and the aging population requires more care. Also, with health insurance mandated in the United States by the Affordable Care Act and expanded coverage options available, more people are seeking treatment.

Wellington Management Company, the fund’s advisor, has been effective over the years in enhancing its performance beyond the sector’s overall strength. The advisor has a significant allocation to large­capitalization companies for their stability and reliability, and it manages the fund with a value­oriented approach. Over the half year, large­cap stocks trailed small­caps, though Wellington’s stocks generally held their own against the benchmark overall.

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Health Care Fund 0.36% 0.31% 1.32%

 

The fund expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratios were 0.37% for Investor Shares and 0.32% for Admiral Shares. The
peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end
2015.

Peer group: Global Health/Biotechnology Funds.

4


 

In many reporting periods, Wellington’s pharmaceutical holdings have helped the fund outpace its benchmark, but that was not the case this time. Its pharmaceutical stocks, which averaged about 45% of fund assets during the period, rose about 7%, compared with about 9% for those in the benchmark.

Most of the relative shortfall was due to the fund’s minimal or zero exposure during the six months to some of the industry’s leading firms. Similarly, the fund’s health care technology and life sciences stocks climbed, but not as high as those of the benchmark.

These differences were largely offset by Wellington’s superior holdings among providers, equipment firms, and biotech companies. The fund’s equipment firms climbed about 25% and its health care distributors nearly 16%. Biotech companies bounced back as their growth prospects improved.

Of course, six months isn’t nearly enough time to measure long­term success, especially for a sector fund that tends to be much more volatile than the broader stock market. We believe that the Health Care Fund is best suited for helping to diversify a portfolio and for investors who can tolerate the fund’s inevitable highs and lows.

Consider rebalancing to manage your risk

After you’ve taken the time to carefully create an investment portfolio—with a diversified mix of stock, bond, and money market funds tailored to your goals, time horizon, and risk tolerance—what next?

As stocks and bonds rise or fall over time, and your portfolio drifts from its original asset allocation, you should consider rebalancing back to your targets.

Just one year of outsized returns can throw your allocation out of whack. Take, for example, a year like 2013, when the broad stock market returned nearly 34% and the broad taxable bond market declined. A hypothetical simple portfolio that started the year with 60% stocks and 40% bonds would have ended with a more aggressive mix of 67% stocks and 33% bonds.

Rebalancing means shifting dollars from assets that have performed well toward those that have fallen behind. That isn’t easy or intuitive—but it helps to manage

5


 

risk, because over time, riskier assets tend to grow faster. (You can read more about our approach in Best Practices for Portfolio Rebalancing, at vanguard.com/research.)

You might consider, for example, monitoring your portfolio annually or semiannually and rebalancing when your allocations shift about 5 percentage points from their targets.

It’s important, of course, to be aware of the tax implications. You’ll want to consult with your tax advisor, but generally speaking, it may be a good idea to make any asset changes within a tax­advantaged retirement account, or to direct new cash flows into the underweighted asset class.

However you go about it, keeping your asset allocation from drifting too far off target can help you stay on track with the investment plan you’ve crafted to meet your financial goals.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
August 10, 2016

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Advisor’s Report

For the six months ended July 31, 2016, Vanguard Health Care Fund returned 11.00% for Investor Shares and 11.03% for Admiral Shares. It lagged the 11.60% return of its benchmark, the MSCI All Country World Health Care Index, but surpassed the 10.37% average return of global health/biotechnology funds.

The investment environment

We view the health care sector through a custom lens of subsectors. We combine biotechnology and pharmaceuticals and think of them in terms of capitalization: biopharma small­cap, biopharma mid­cap, and biopharma large­cap. The other subsectors are health care services and medical technology.

Over the six months, medical technology was the top performer for the benchmark. Health care services stocks were second­best, while biopharma stocks across all market capitalizations underperformed.

Biopharmaceutical stocks, which have been particularly strong in recent years, were hit hard during the period by a combination of negative sentiment and, in a handful of instances, disappointing clinical trial results, but they partly recovered toward the end of the period. A backlash over high drug prices took a toll on the sector, particularly on small­cap biotech companies, where, in several cases, more than 12 months’ worth of gains were wiped out.

Major Portfolio Changes  
Six Months Ended July 31, 2016  
 
Additions Comments
Allergan Allergan remains a unique large­cap biopharmaceutical player
  because of its differentiated, cash­pay product portfolio. This stock
  significantly underperformed after its merger deal with Pfizer ended.
  We liked the idea of a combined new company, but we have owned
  Allergan since well before the deal announcement and think it
  remains extremely attractive on a standalone basis.
Regeneron Pharmaceuticals We increased our stake in this U.S.­based biopharmaceutical
  company when the share price declined because of the outcome
  of a lawsuit between Regeneron and Amgen. Regeneron has
  multiple avenues for success going forward, with a blockbuster
  drug treatment on the market for macular degeneration, as well as
  potential success with its anti­PCSK9 drug for high cholesterol and
  its new atopic dermatitis drug, dupilumab.
 
Reductions Comments
CVS Health We eliminated CVS Health from the fund at what we believe was
  a fair valuation.
Pfizer We eliminated our position amid the stock’s strong performance in
  early April after the potential Pfizer/Allergan merger was terminated.

 

7


 

This has been exacerbated by election­year rhetoric, which has fueled volatility and negative money flows. Large­cap biopharmaceutical companies were not immune to the unfavorable headlines, with the majority experiencing significant declines in the first quarter of 2016 and a relatively weak half year overall.

Our successes

Strong stock selection within the mid­cap biopharmaceutical and medical technology subsectors aided relative performance. By region, our underweighting of developed European markets outside the United Kingdom also helped.

Among mid­cap biopharmaceutical holdings, our position in Incyte stood out, returning about 29% for the period as the company posted solid first­quarter results and announced the acquisition of ARIAD’s European business. The fund’s relative results in the subsector were further driven by our decision to avoid certain stocks, including Valeant Pharmaceuticals, Perrigo, and Endo International.

In medical technology, our large position in Boston Scientific performed well. The company’s shares surged after it reported strong organic growth across its portfolio and a long­term path to increased operating leverage. In addition, our holdings in St. Jude Medical and Baxter International were relative contributors in the subsector. After spinning out its biopharmaceutical business, Baxter International’s management is focused on margin expansion, while St. Jude Medical rose on the announcement of its acquisition by Abbott Laboratories.

Managed­care leader UnitedHealth Group and biopharma large­cap Bristol­Myers Squibb also performed well, aiding the fund’s relative performance. We believe that UnitedHealth Group is exceptionally well­positioned to add market share in its core benefits business, and its Optum division is driving strong growth and margin expansion. UnitedHealth remains one of the fund’s largest positions. Growing enthusiasm for Bristol­Myers Squibb’s immuno­oncology combination—Opdivo and Yervoy—in first­line lung cancer treatment led the stock to outperform for the period.

Our shortfalls

Our stock selection was weaker in the large­cap biopharmaceutical and health care services subsectors. The portfolio’s approximately 3% cash position in a relatively strong market environment for health care stocks also dragged on relative performance.

Among large­cap biopharmaceutical companies, our positions in Allergan and Mylan hurt relative results the most, along with our avoidance of Johnson & Johnson, which performed strongly. Allergan’s stock declined after its merger deal with Pfizer was called off following the U.S. Treasury’s issuance of new limits on corporate tax inversions. Despite the deal’s unraveling, our view of Allergan’s standalone pipeline

8


 

and growth prospects remains positive, and we still hold a position. Mylan performed poorly given overall weakness among generic pharmaceutical companies.

In health care services, our positions in Cigna, Walgreens Boots Alliance, and athenahealth were relative detractors.

The fund’s positioning

We currently hold about 20% of the fund’s assets in non­U.S. investments, a level that has remained fairly stable over recent years. Our non­U.S. holdings are primarily domiciled in Japan, the United Kingdom, Switzerland, Belgium, Israel, and Denmark, but many of our holdings operate globally. We believe this strategy provides diversification for the fund’s shareholders over the long term.

The portfolio is distributed among 70 companies across all subsectors of health care; that figure is lower than a year ago as we consolidated our positioning during a time of intense volatility. At the period’s close, the fund’s ten largest holdings constituted a significant portion—approximately 44%—of its assets. We expect turnover to remain quite low. The fund’s 18% 12­month turnover as of the end of July is within our normal range, although it may increase modestly when opportunities arise.

We remain enthusiastic about the longer­term fundamental outlook for health care stocks. We believe that innovation in biopharma is greater than at any other period we have witnessed. In addition, the industry is benefiting from the aging population of developed countries as well as the rising wealth of emerging­market economies. Given our longer time horizon, we will use periods of market volatility to take advantage of longer­term themes, while remaining mindful of shorter­term risks.

In biopharmaceuticals, the largest part of our investment universe, we anticipate a future in which payers globally will rapidly adopt biosimilar products and will increasingly pressure undifferentiated products or drug classes that do not offer economic value, in order to fund and reward the highly innovative and novel treatments that serve society’s unmet needs. In fact, with innovation exploding, biopharmaceuticals could represent a larger share of the health care pie over the next decade.

We have focused on companies dedicated to discovering and delivering highly innovative new drug categories, such as immuno­oncology, which is changing the treatment of cancer; Alzheimer’s disease, which is ripe for meaningful advancement; and orphan diseases, which are becoming more manageable with novel delivery platforms, one example being ribonucleic acid (RNA) interference.

In health care services and medical technology, we remain focused on companies that will benefit from and/or

9


 

facilitate the transition to a value­based health care system, initially in the United States but eventually worldwide.

In addition, the growing cost burden of, and likely significant changes to, health care systems globally will lead to a greater divergence between “winners” and “losers.” A health care world more focused on value and innovation will raise the bar for biopharmaceutical and medical technology companies. We believe this will create a particularly attractive environment for dedicated investors in the sector.

As always, a core tenet of our philosophy is the importance of using a longer time horizon to evaluate secular themes and trends, as well as individual companies,

on a global scale. This should enable our team to identify pockets of opportunity in health care that are best positioned to generate sustainable, innovation­driven, differentiated growth and value creation. We will remain diversified across sub­sectors and regions, focused on the long haul, and positioned in what we believe to be the most attractive stocks, as we seek to generate strong risk­adjusted returns for shareholders.

Jean M. Hynes, CFA
Senior Managing Director and
Portfolio Manager

Wellington Management Company llp

August 16, 2016

10


 

Health Care Fund

Fund Profile
As of July 31, 2016

Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VGHCX VGHAX
Expense Ratio1 0.36% 0.31%
30-Day SEC Yield 0.93% 0.98%

 

Portfolio Characteristics    
      DJ
      U.S.
    MSCI Total
    ACWI Market
    Health FA
  Fund Care Index
Number of Stocks 71 168 3,839
Median Market Cap $44.7B $91.5B $54.0B
Price/Earnings Ratio 33.0x 24.8x 23.5x
Price/Book Ratio 3.8x 3.8x 2.8x
Return on Equity 12.8% 18.9% 16.3%
Earnings Growth      
Rate 5.2% 9.0% 7.3%
Dividend Yield 1.3% 1.9% 2.0%
Foreign Holdings 20.2% 39.8% 0.0%
Turnover Rate      
(Annualized) 11%
Short-Term Reserves 3.1%

 

Subindustry Diversification (% of equity exposure)  
   
    MSCI
    ACWI
    Health
  Fund Care
Biotechnology 15.8% 17.1%
Consumer Staples 1.3 0.0
Health Care Distributors 3.9 2.7
Health Care Equipment 11.3 13.0
Health Care Facilities 3.2 1.6
Health Care Services 0.9 3.5
Health Care Supplies 0.2 1.7
Health Care Technology 3.7 0.7
Life Sciences Tools & Services 3.3 3.3
Managed Health Care 11.5 6.2
Pharmaceuticals 44.9 50.2

 

Volatility Measures    
  MSCI DJ
  ACWI U.S. Total
  Health Market
  Care FA Index
R-Squared 0.90 0.60
Beta 1.01 0.85

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

 

Ten Largest Holdings (% of total net assets)
Bristol-Myers Squibb Co. Pharmaceuticals 6.5%
UnitedHealth Group Inc. Managed Health  
  Care 6.3
Allergan plc Pharmaceuticals 5.9
Merck & Co. Inc. Pharmaceuticals 5.2
Eli Lilly & Co. Pharmaceuticals 4.2
AstraZeneca plc Pharmaceuticals 4.2
Medtronic plc Health Care  
  Equipment 3.2
Incyte Corp. Biotechnology 2.9
McKesson Corp. Health Care  
  Distributors 2.8
Regeneron    
Pharmaceuticals Inc. Biotechnology 2.8
Top Ten   44.0%

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

 

Market Diversification (% of equity exposure)
 
Europe  
United Kingdom 5.1%
Switzerland 4.6
Belgium 1.8
Other 0.3
Subtotal 11.8%
Pacific  
Japan 8.4%
North America  
United States 79.1%
Middle East 0.7%

1 The expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the six
months ended July 31, 2016, the annualized expense ratios were 0.37% for Investor Shares and 0.32% for Admiral Shares.

11


 

Health Care Fund

Performance Summary

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

Fiscal-Year Total Returns (%): January 31, 2006, Through July 31, 2016

 

For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/23/1984 -4.88% 17.28% 11.71%
Admiral Shares 11/12/2001 -4.83 17.34 11.77

 

See Financial Highlights for dividend and capital gains information.

12


 

Health Care Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

      Market
      Value
    Shares ($000)
Common Stocks (97.0%)    
United States (76.8%)    
Biotechnology (14.5%)    
*,1 Incyte Corp. 16,227,748 1,463,905
* Regeneron    
  Pharmaceuticals Inc. 3,279,190 1,394,049
*,1 Vertex    
  Pharmaceuticals Inc. 12,914,741 1,252,730
* Biogen Inc. 3,842,963 1,114,190
  Amgen Inc. 4,597,355 790,883
*,1 Alnylam    
  Pharmaceuticals Inc. 8,512,270 579,515
*,1 Alkermes plc 8,603,676 429,324
*,^,1Agios    
  Pharmaceuticals Inc. 3,348,034 151,432
*,1 Prothena Corp. plc 2,150,294 118,374
* Ironwood    
  Pharmaceuticals Inc.    
  Class A 4,522,387 63,901
      7,358,303
Food & Staples Retailing (1.3%)  
  Walgreens Boots    
  Alliance Inc. 8,048,160 637,817
 
Health Care Equipment & Supplies (10.5%)
  Medtronic plc 18,747,933 1,642,881
* Boston Scientific Corp. 52,073,914 1,264,355
  St. Jude Medical Inc. 6,123,679 508,510
  Abbott Laboratories 10,508,900 470,273
  Baxter International Inc. 6,572,480 315,610
* Hologic Inc. 7,306,800 281,239
  Becton Dickinson    
  and Co. 1,548,936 272,613
  Stryker Corp. 2,235,700 259,967
* Intuitive Surgical Inc. 275,950 191,995
  Dentsply Sirona Inc. 1,904,590 121,970
      5,329,413
Health Care Providers & Services (18.9%)  
  UnitedHealth Group Inc. 22,413,854 3,209,664
  McKesson Corp. 7,165,280 1,394,077
  Cigna Corp. 7,533,631 971,537
  Aetna Inc. 8,174,089 941,737
* HCA Holdings Inc. 11,682,053 901,037
  Cardinal Health Inc. 6,385,231 533,805
  Universal Health    
  Services Inc. Class B 3,939,340 510,263
  Anthem Inc. 3,209,633 421,553
*,1 Envision Healthcare    
  Holdings Inc. 10,993,895 270,340
* WellCare Health    
  Plans Inc. 1,189,900 127,081
* Acadia Healthcare    
  Co. Inc. 2,067,400 116,808
* Team Health    
  Holdings Inc. 2,445,100 99,858
* MEDNAX Inc. 805,600 55,514
* LifePoint Health Inc. 341,100 20,186
* Community Health    
  Systems Inc. CVR 18,834,700 79
      9,573,539
Health Care Technology (3.6%)  
*,1 Cerner Corp. 16,949,730 1,057,494
* IMS Health Holdings Inc. 9,956,380 298,891
* athenahealth Inc. 1,883,780 240,728
*,1 Allscripts Healthcare    
  Solutions Inc. 11,198,893 158,128
*,^ Inovalon Holdings Inc.    
  Class A 2,748,060 51,169
      1,806,410
Life Sciences Tools & Services (3.1%)  
  Thermo Fisher    
  Scientific Inc. 4,097,300 650,815
* Illumina Inc. 3,030,566 504,135
* Quintiles Transnational    
  Holdings Inc. 2,929,638 227,457
  Agilent Technologies Inc. 2,831,150 136,207
* PAREXEL International    
  Corp. 1,168,440 78,110
      1,596,724

 

13


 

Health Care Fund

      Market
      Value
    Shares ($000)
Pharmaceuticals (24.9%)    
  Bristol-Myers Squibb Co. 44,357,397 3,318,377
* Allergan plc 11,806,839 2,986,540
  Merck & Co. Inc. 44,547,928 2,613,181
  Eli Lilly & Co. 25,959,710 2,151,800
*,1 Mylan NV 27,965,385 1,308,500
*,1 Medicines Co. 5,564,220 217,617
      12,596,015
Total United States   38,898,221
International (20.2%)    
Belgium (1.8%)    
1 UCB SA 11,342,503 887,486
 
Denmark (0.3%)    
* H Lundbeck A/S 3,563,634 144,860
 
Israel (0.7%)    
  Teva Pharmaceutical    
  Industries Ltd. ADR 6,356,700 340,084
 
Japan (8.1%)    
  Eisai Co. Ltd. 14,110,475 825,061
  Shionogi & Co. Ltd. 15,755,454 817,201
  Astellas Pharma Inc. 38,758,400 645,782
  Chugai Pharmaceutical    
  Co. Ltd. 14,574,200 544,659
  Takeda Pharmaceutical    
  Co. Ltd. 10,005,000 445,805
  Ono Pharmaceutical    
  Co. Ltd. 10,928,200 393,064
  Olympus Corp. 5,944,700 205,139
  Daiichi Sankyo Co. Ltd. 5,318,600 126,830
  Kyowa Hakko Kirin    
  Co. Ltd. 6,291,000 109,915
      4,113,456
Switzerland (4.4%)    
  Roche Holding AG 3,656,951 933,503
  Novartis AG 9,859,218 817,755
  Actelion Ltd. 2,233,722 395,663
  Roche Holding AG    
  (Bearer) 376,066 96,806
      2,243,727
United Kingdom (4.9%)    
  AstraZeneca plc 31,741,453 2,125,036
  Hikma    
  Pharmaceuticals plc 6,461,134 224,981
  Smith & Nephew plc 8,976,157 147,650
      2,497,667
Total International   10,227,280
Total Common Stocks    
(Cost $29,033,121)   49,125,501

 

    Market
    Value
  Shares ($000)
Temporary Cash Investments (3.1%)  
Money Market Fund (0.0%)    
2,3 Vanguard Market    
Liquidity Fund, 0.561% 20,515,600 20,516
 
  Face  
  Amount  
  ($000)  
Repurchase Agreements (0.9%)  
Bank of America Securities,    
LLC 0.350%, 8/1/16 (Dated    
7/29/16, Repurchase Value    
$10,200,000, collateralized    
by Government National    
Mortgage Assn. 4.000%,    
11/20/45, with a value of    
$10,404,000) 10,200 10,200
Bank of Nova Scotia    
0.320%, 8/1/16 (Dated    
7/29/16, Repurchase Value    
$20,301,000, collateralized    
by U.S. Treasury Note/Bond    
0.875%–1.625%, 7/15/18–    
8/31/19, with a value of    
$20,707,000) 20,300 20,300
Barclays Capital Inc.    
0.320%, 8/1/16 (Dated    
7/29/16, Repurchase Value    
$65,902,000, collateralized    
by U.S. Treasury Note/Bond    
2.000%–2.500%, 11/30/20–    
5/15/46, with a value of    
$67,218,000) 65,900 65,900
BNP Paribas Securities    
Corp. 0.350%, 8/1/16    
(Dated 7/29/16, Repurchase    
Value $24,001,000,    
collateralized by Federal    
Home Loan Mortgage    
Corp. 2.394%–3.000%,    
2/1/29–10/1/43, Federal    
National Mortgage Assn.    
2.218%–3.742%, 7/1/34–    
5/1/46, and Government    
National Mortgage Assn.    
2.750%–4.000%, 4/20/40–    
1/20/46, with a value of    
$24,480,000) 24,000 24,000

 

14


 

Health Care Fund

    Face Market
    Amount Value
    ($000) ($000)
  HSBC Bank USA    
  0.320%, 8/1/16 (Dated    
  7/29/16, Repurchase    
  Value $119,703,000,    
  collateralized by Federal    
  National Mortgage Assn.    
  3.500%–5.000%, 8/1/38–    
  3/1/46, with a value    
  of $122,101,000) 119,700 119,700
  RBC Capital Markets LLC    
  0.320%, 8/1/16 (Dated    
  7/29/16, Repurchase Value    
  $1,600,000, collateralized    
  by Federal National    
  Mortgage Assn. 3.000%–    
  3.500%, 3/1/46–7/1/46,    
  with a value of $1,632,000) 1,600 1,600
  Wells Fargo & Co.    
  0.360%, 8/1/16 (Dated    
  7/29/16, Repurchase Value    
  $228,807,000, collateralized    
  by Federal Home Loan    
  Mortgage Corp. 3.000%,    
  3/1/43, and Federal National  
  Mortgage Assn. 3.000%,    
  11/1/42, with a value of    
  $233,376,000) 228,800 228,800
      470,500
U.S. Government and Agency Obligations (2.0%)
4 Federal Home Loan    
  Bank Discount Notes,    
  0.410%, 8/8/16 100,000 99,995
4 Federal Home Loan    
  Bank Discount Notes,    
  0.365%, 8/17/16 200,000 199,976
4 Federal Home Loan    
  Bank Discount Notes,    
  0.390%, 9/7/16 50,000 49,984
4 Federal Home Loan    
  Bank Discount Notes,    
  0.405%, 9/14/16 150,000 149,946
4 Federal Home Loan    
  Bank Discount Notes,    
  0.340%, 9/22/16 100,000 99,957
4 Federal Home Loan    
  Bank Discount Notes,    
  0.340%, 9/29/16 100,000 99,951
4 Federal Home Loan    
  Bank Discount Notes,    
  0.350%, 10/17/16 150,000 149,886
4 Federal Home Loan    
  Bank Discount Notes,    
  0.370%, 10/21/16 150,000 149,880
      999,575
  Face Market
  Amount Value
  ($000) ($000)
Commercial Paper (0.2%)    
GE Capital Treasury    
Services US LLC,    
0.430%, 8/1/16 50,000 49,999
GE Capital Treasury    
Services US LLC,    
0.410%, 9/6/16 50,000 49,969
    99,968
Total Temporary Cash Investments  
(Cost $1,590,518)   1,590,559
Total Investments (100.1%)    
(Cost $30,623,639)   50,716,060
Other Assets and Liabilities (-0.1%)  
Other Assets   131,101
Liabilities 3   (182,554)
    (51,453)
Net Assets (100%)   50,664,607
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers   42,800,699
Affiliated Vanguard Funds   20,516
Other Affiliated Issuers   7,894,845
Total Investments in Securities   50,716,060
Investment in Vanguard   3,915
Receivables for Investment    
Securities Sold   24,243
Receivables for Accrued Income   93,375
Receivables for Capital Shares Issued 8,493
Other Assets   1,075
Total Assets   50,847,161
Liabilities    
Payables for Investment    
Securities Purchased   43,605
Collateral for Securities on Loan   20,516
Payables to Investment Advisor   21,709
Payables for Capital Shares Redeemed 23,828
Payables to Vanguard   51,816
Other Liabilities   21,080
Total Liabilities   182,554
Net Assets   50,664,607

 

15


 

Health Care Fund

At July 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 29,332,897
Undistributed Net Investment Income 168,267
Accumulated Net Realized Gains 1,072,186
Unrealized Appreciation (Depreciation)  
Investment Securities 20,092,421
Foreign Currencies (1,164)
Net Assets 50,664,607
 
 
Investor Shares—Net Assets  
Applicable to 52,941,064 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 11,502,826
Net Asset Value Per Share—  
Investor Shares $217.28
 
 
Admiral Shares—Net Assets  
Applicable to 427,201,396 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 39,161,781
Net Asset Value Per Share—  
Admiral Shares $91.67

 

See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $20,424,000.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
is the 7-day yield.
3 Includes $20,516,000 of collateral received for securities on loan.
4 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed
by the full faith and credit of the U.S. government.
ADR—American Depositary Receipt.
CVR—Contingent Value Rights.
See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Health Care Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 363,844
Interest 2,696
Securities Lending 1,886
Total Income 368,426
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 34,453
Performance Adjustment 7,933
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 9,448
Management and Administrative—Admiral Shares 25,389
Marketing and Distribution—Investor Shares 1,063
Marketing and Distribution—Admiral Shares 1,062
Custodian Fees 445
Shareholders’ Reports—Investor Shares 109
Shareholders’ Reports—Admiral Shares 52
Trustees’ Fees and Expenses 34
Total Expenses 79,988
Net Investment Income 288,438
Realized Net Gain (Loss)  
Investment Securities Sold 1,096,537
Foreign Currencies 205
Realized Net Gain (Loss) 1,096,742
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 3,689,498
Foreign Currencies 2,213
Change in Unrealized Appreciation (Depreciation) 3,691,711
Net Increase (Decrease) in Net Assets Resulting from Operations 5,076,891
1 Dividends are net of foreign withholding taxes of $14,914,000.

 

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

17


 

Health Care Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 288,438 449,895
Realized Net Gain (Loss) 1,096,742 3,464,015
Change in Unrealized Appreciation (Depreciation) 3,691,711 (3,823,799)
Net Increase (Decrease) in Net Assets Resulting from Operations 5,076,891 90,111
Distributions    
Net Investment Income    
Investor Shares (137,657)
Admiral Shares (466,453)
Realized Capital Gain1    
Investor Shares (262,783) (811,843)
Admiral Shares (878,090) (2,604,058)
Total Distributions (1,140,873) (4,020,011)
Capital Share Transactions    
Investor Shares (311,365) 67,555
Admiral Shares (481,825) 5,352,587
Net Increase (Decrease) from Capital Share Transactions (793,190) 5,420,142
Total Increase (Decrease) 3,142,828 1,490,242
Net Assets    
Beginning of Period 47,521,779 46,031,537
End of Period2 50,664,607 47,521,779
1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $0 and $416,632,000, respectively. Short-term gain distributions are
treated as ordinary income dividends for tax purposes.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $168,267,000 and ($120,376,000).

 

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

18


 

Health Care Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding July 31,     Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $200.67  $216.14 $191.63 $152.58 $131.96 $124.30
Investment Operations            
Net Investment Income 1.188 1.934 2.941 2.350 2.777 2.300
Net Realized and Unrealized Gain (Loss)            
on Investments 20.279 .566 49.127 53.058 22.791 12.780
Total from Investment Operations 21.467 2.500 52.068 55.408 25.568 15.080
Distributions            
Dividends from Net Investment Income (2.611) (2.115) (2.357) (2.757) (2.237)
Distributions from Realized Capital Gains (4.857) (15.359) (25.443) (14.001) (2.191) (5.183)
Total Distributions (4.857) (17.970) (27.558) (16.358) (4.948) (7.420)
Net Asset Value, End of Period $217.28 $200.67 $216.14 $191.63 $152.58 $131.96
 
Total Return1 11.00% 0.49% 28.15% 37.66% 19.59% 12.50%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $11,503 $10,916 $11,660 $9,905 $8,681 $8,462
Ratio of Total Expenses to            
Average Net Assets2 0.37% 0.36% 0.34% 0.35% 0.35% 0.35%
Ratio of Net Investment Income to            
Average Net Assets 1.17% 0.84% 1.44% 1.33% 1.94% 1.72%
Portfolio Turnover Rate 11% 18% 20% 21% 8% 8%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Includes performance-based investment advisory fee increases (decreases) of 0.03% for fiscal 2017 and 0.02% for fiscal 2016.
Performance-based investment advisory fees did not apply before fiscal 2016.

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

19


 

Health Care Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $84.64 $91.17 $80.84 $64.37 $55.68 $52.45
Investment Operations            
Net Investment Income .524 .868 1.290 1.040 1.211 1.005
Net Realized and Unrealized Gain (Loss)            
on Investments 8.555 .236 20.715 22.378 9.605 5.392
Total from Investment Operations 9.079 1.104 22.005 23.418 10.816 6.397
Distributions            
Dividends from Net Investment Income (1.155) (.942) (1.042) (1.201) (.980)
Distributions from Realized Capital Gains  (2.049) (6.479) (10.733) (5.906) (.925) (2.187)
Total Distributions (2.049) (7.634) (11.675) (6.948) (2.126) (3.167)
Net Asset Value, End of Period $91.67 $84.64 $91.17 $80.84 $64.37 $55.68
 
Total Return1 11.03% 0.54% 28.20% 37.74% 19.65% 12.57%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $39,162 $36,606 $34,371 $24,821 $16,002 $12,968
Ratio of Total Expenses to            
Average Net Assets2 0.32% 0.31% 0.29% 0.30% 0.30% 0.30%
Ratio of Net Investment Income to            
Average Net Assets 1.22% 0.89% 1.49% 1.38% 1.99% 1.77%
Portfolio Turnover Rate 11% 18% 20% 21% 8% 8%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Includes performance-based investment advisory fee increases (decreases) of 0.03% for fiscal 2017 and 0.02% for fiscal 2016.
Performance-based investment advisory fees did not apply before fiscal 2016.

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

20


 

Health Care Fund

Notes to Financial Statements

Vanguard Health Care Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund invests in securities of foreign issuers, which may subject it to investment risks not normally associated with investing in securities of U.S. corporations. The fund offers two classes of shares: Investor Shares and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

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

3. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counter-party’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

21


 

Health Care Fund

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

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

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

22


 

Health Care Fund

expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance relative to the MSCI ACWI Health Care Index since April 30, 2014. For the six months ended July 31, 2016, the investment advisory fee represented an effective annual basic rate of 0.14% of the fund’s average net assets before an increase of $7,933,000 (0.03%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $3,915,000, representing 0.01% of the fund’s net assets and 1.57% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 38,898,221
Common Stocks—International 340,084 9,887,196
Temporary Cash Investments 20,516 1,570,043
Total 39,258,821 11,457,239

 

23


 

Health Care Fund

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

During the six months ended July 31, 2016, the fund realized net foreign currency gains of $205,000, which increased distributable net income for tax purposes; accordingly, such gains have been reclassified from accumulated net realized gains to undistributed net investment income.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year.

For tax purposes, at January 31, 2016, the fund had available capital losses totaling $24,288,000 that may be carried forward indefinitely to offset future net capital gains. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At July 31, 2016, the cost of investment securities for tax purposes was $30,692,644,000. Net unrealized appreciation of investment securities for tax purposes was $20,023,416,000, consisting of unrealized gains of $20,798,178,000 on securities that had risen in value since their purchase and $774,762,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended July 31, 2016, the fund purchased $2,485,810,000 of investment securities and sold $4,178,174,000 of investment securities, other than temporary cash investments.

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

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 683,792 3,397 2,981,987 13,073
Issued in Lieu of Cash Distributions 250,538 1,295 905,320 4,073
Redeemed (1,245,695) (6,150) (3,819,752) (16,695)
Net Increase (Decrease)—Investor Shares (311,365) (1,458) 67,555 451
Admiral Shares        
Issued 1,117,863 13,097 5,917,072 61,196
Issued in Lieu of Cash Distributions 805,614 9,873 2,816,045 30,054
Redeemed (2,405,302) (28,247) (3,380,530) (35,758)
Net Increase (Decrease)—Admiral Shares (481,825) (5,277) 5,352,587 55,492

 

24


 

Health Care Fund

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

    Current Period Transactions  
  Jan. 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Agios Pharmaceuticals Inc. 107,433 29,244 151,432
Alkermes plc 260,756 14,598 429,324
Allscripts Healthcare            
Solutions Inc. 154,321 158,128
Alnylam Pharmaceuticals Inc. 583,564 3,011 579,515
Cerner Corp. NA2 26,968 1,057,494
Envision Healthcare Holdings Inc. NA2 40,130 270,340
Incyte Corp. 953,139 177,331 1,463,905
Medicines Co. 192,299 217,617
Mylan NV NA 2 162,004 7,248 1,308,500
Prothena Corp. plc NA2 17,203 118,374
UCB SA 914,626 46,090 11,510 887,486
Vanguard Market Liquidity Fund 12,794 NA 3 NA 3 20,516
Vertex Pharmaceuticals Inc. NA2 128,652 1,252,730
Total 3,178,932     11,510 7,915,361
 
1 Includes net realized gain (loss) on affiliated investment securities sold of $2,857,000.
2 Not applicable—at January 31, 2016, the issuer was not an affiliated company of the fund.
3 Not applicable—purchases and sales are for temporary cash investment purposes.

I. Management has determined that no material events or transactions occurred subsequent to July 31, 2016, that would require recognition or disclosure in these financial statements.

25


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

26


 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Health Care Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,109.96 $1.94
Admiral Shares 1,000.00 1,110.25 1.68
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.02 $1.86
Admiral Shares 1,000.00 1,023.27 1.61

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that
period are 0.37% for Investor Shares and 0.32% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the
annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent
six-month period, then divided by the number of days in the most recent 12-month period (182/366).

27


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Health Care Fund has renewed the fund’s investment advisory arrangement with Wellington Management Company LLP (Wellington Management). The board determined that renewing the fund’s advisory arrangement was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and the organizational depth and stability of the advisor. The board considered that Wellington Management, founded in 1928, is among the nation’s oldest and most respected institutional investment managers. The portfolio manager is aided by a team of experienced global industry analysts who cover health care industries. This health care team uses intensive fundamental analysis and deep knowledge of health care science and technology to identify companies with high-quality balance sheets, strong management, and the potential for new products that will lead to above-average growth in revenue and earnings. The advisor invests in stocks broadly representing the health care industry, seeking to maintain exposure across five primary subsectors: large-cap biotech/ pharmaceuticals, mid-cap biotech/pharmaceuticals, small-cap biotech/pharmaceuticals, health care services, and medical technology. Wellington Management has advised the fund since the fund’s inception in 1984.

The board concluded that the advisor’s experience, stability, depth, and performance, among other factors, warranted approval and continuation of the advisory arrangement.

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance relative to a benchmark index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section, which also includes information about the advisory fee rate.

The board did not consider profitability of Wellington Management in determining whether to approve the advisory fee, because Wellington Management is independent of Vanguard, and the advisory fee is the result of arm’s-length negotiations.

The benefit of economies of scale

The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule. The breakpoints reduce the effective rate of the fee as the fund’s assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

28


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

29


 

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

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

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

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

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

Benchmark Information

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

30


 

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both  
at the University of Notre Dame. Thomas J. Higgins
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical  
Company; Member of the Council on Chicago Booth. Peter Mahoney
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Investment Services, Inc. (investment advisors). Group, Inc.; General Counsel of The Vanguard Group;
Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating    
Officer (retired 2010) of Corning Incorporated  John J. Brennan  
(communications equipment); Chairman of the  Chairman, 1996–2009  
Board of Trustees of Colby-Sawyer College;  Chief Executive Officer and President, 1996–2008
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

    P.O. Box 2600
    Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447   CFA® is a registered trademark owned by CFA Institute.
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People    
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.    
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
    © 2016 The Vanguard Group, Inc.
    All rights reserved.
    Vanguard Marketing Corporation, Distributor.
 
    Q522 092016

 



Semiannual Report | July 31, 2016

Vanguard REIT Index Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Fund Profile. 7
Performance Summary. 8
Financial Statements. 9
About Your Fund’s Expenses. 30
Trustees Approve Advisory Arrangement. 32
Glossary. 33

 

REIT Index Fund

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard REIT Index Fund  
Investor Shares 22.28%
ETF Shares  
Market Price 22.50
Net Asset Value 22.35
Admiral™ Shares 22.35
Institutional Shares 22.38
MSCI US REIT Index 22.42
Real Estate Funds Average 19.46

Real Estate Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Shares are
available to certain institutional investors who meet specific administrative, service, and account-size criteria. The Vanguard ETF® Shares
shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based on both the NYSE
Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price
and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market price was
above or below the NAV.

 

Your Fund’s Performance at a Glance          
January 31, 2016, Through July 31, 2016          
 
      Distributions Per Share  
  Starting Ending Income Capital Return of
  Share Price Share Price Dividends Gains Capital
Vanguard REIT Index Fund          
Investor Shares $25.59 $30.69 $0.539 $0.000 $0.000
ETF Shares 77.05 92.39 1.683 0.000 0.000
Admiral Shares 109.19 130.94 2.384 0.000 0.000
Institutional Shares 16.90 20.27 0.370 0.000 0.000

 

1


 

 

 

 

Chairman’s Letter

Dear Shareholder,

After a negative result for the prior 12 months, real estate investment trusts (REITs) rebounded as income-hungry investors sought reliable income generators.

Vanguard REIT Index Fund posted a strong 22.28% return for Investor Shares for the six months ended July 31, 2016. The fund’s performance closely tracked its target index (+22.42%) and outperformed the average return of competing funds (+19.46%).

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union, but the market quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

International equities also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging-market stocks and those from developed Pacific markets recorded double-digit returns.

2


 

Bonds drew support from economic factors and low yields

The broad U.S. bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times, the pace of global growth uncertain, and inflation low, investors sought safe-haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

The yield of the 10-year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

The Federal Reserve has held its target for short-term interest rates at 0.25%–0.5% since raising it by a quarter of a percentage point last December. Money market funds and savings accounts continued to be restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned 12.31%. A number of foreign currencies strengthened against the dollar, but returns were robust even without this currency benefit.

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3


 

Yield-hungry investors helped restart REIT rally

A combination of economic trends and monetary policies exerted downward pressure on interest rates over the past six months, causing bond yields to fall in the United States and in many international markets. As a result, investors gravitated toward assets that generated regular income, including REITs, which are required to pay out at least 90% of their income as investor dividends.

Falling rates can also benefit REITs because lower capital costs can increase their profit margins, particularly in a growing economy. Although the U.S. economy’s growth rate has not been robust, it has avoided a recession for seven consecutive years. And the real estate sector has enjoyed a healthy rebound from the financial crisis of 2008–2009.

Consequently, all subsets of the REIT market posted double-digit returns for the period. The best result came from industrial REITs. Although the subsector is the second-smallest in the REIT arena, it had an outsized impact with its 42% return. Industrial REITs were aided by the expansion of warehouse and distribution centers needed to accommodate the growth in U.S. online sales.

Expense Ratios          
Your Fund Compared With Its Peer Group          
  Investor ETF Admiral Institutional Peer Group
  Shares Shares Shares Shares Average
REIT Index Fund 0.26% 0.12% 0.12% 0.10% 1.30%

The fund expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratios were 0.26% for Investor Shares, 0.12% for ETF Shares, 0.12% for
Admiral Shares, and 0.10% for Institutional Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters
Company, and captures information through year-end 2015.

Peer group: Real Estate Funds.

4


 

Other outperforming subsectors included diversified REITs (+35%) and health care REITs (+29%). Diversified REITs manage a variety of property types, most of which rode the wave of REIT enthusiasm. The health care subsector was helped by the expectation that expanded insurance coverage for an aging U.S. population would continue to increase demand for services.

Hotel and resort REITs (+26%) also did well, boosted by optimism about consumers’ appetite for travel this year—probably at least partly because of below-average summer fuel prices. The largest subsector, retail REITs, returned about 22% and had the largest impact on the portfolio’s overall performance because of its size (about a quarter of the fund’s assets). Consumer spending rose at a modest clip, and demand for commercial real estate remained healthy; this caused vacancies to fall and rents to rise, bolstering the market.

Two subsectors, specialized REITs (+14%) and residential REITs (+13%), turned in healthy, but below-average, results relative to the sector overall.

Whether a fund is indexed or active, low costs and talent matter

If you listen to some investing pundits, you might think index investing and actively managed investing are incompatible opposites. We at Vanguard don’t see it that way.

To us, it’s not index versus active. Depending on your goals, it could well be both.

Vanguard is a pioneer in index investing. In 1976, we opened the first index mutual fund, giving shareholders an opportunity to track the performance of the S&P 500 Index. But our roots in active management—which aims to choose investments that will outperform the market—go back to the 1929 launch of what became Vanguard Wellington™ Fund.

Our index and active funds share important traits. Both are low-cost, and as their assets grow, we can take advantage of the economies of scale by further reducing expense ratios. That allows you to keep more of your fund’s returns.

But low costs aren’t the whole story. Talent and experience are vital no matter a fund’s management style.

When it comes to indexing, portfolio managers in our Equity Index and Fixed Income Groups have honed their expertise over decades. That knowledge helps our index funds meet their objectives of closely tracking their benchmarks.

Our active funds, too, benefit from world-class managers—both our own experts and premier money managers we hire around the globe. There’s no

5


 

guarantee that active management will lead to market-beating results, but the combination of talent and low costs can give investors a better chance of success.

If you’d like to know more, see Keys to Improving the Odds of Active Management Success and The Case for Index-Fund Investing, available at vanguard.com/research.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
August 12, 2016

6


 

REIT Index Fund

Fund Profile
As of July 31, 2016

Share-Class Characteristics        
 
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VGSIX VNQ VGSLX VGSNX
Expense Ratio1 0.26% 0.12% 0.12% 0.10%

 

Portfolio Characteristics    
      DJ
      U.S.
      Total
      Market
    MSCI US FA
  Fund REIT Index Index
Number of Stocks 150 149 3,839
Median Market Cap $12.0B $12.0B $54.0B
Price/Earnings Ratio 36.5x 36.5x 23.5x
Price/Book Ratio 2.7x 2.7x 2.8x
Return on Equity 8.1% 8.1% 16.3%
Earnings Growth      
Rate 18.4% 18.4% 7.3%
Dividend Yield 3.5% 3.5% 2.0%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 7%
Short-Term      
Reserves 0.1%

Dividend Yield: This yield may include some payments that represent a return of capital, capital gains distributions, or both by
the underlying REITs. These amounts are determined by each REIT at the end of its fiscal year.

 

Subindustry Diversification (% of equity
exposure)    
    MSCI US
  Fund REIT Index
Diversified REITs 7.5% 7.5%
Health Care REITs 12.6 12.6
Hotel & Resort REITs 5.2 5.2
Industrial REITs 6.2 6.2
Office REITs 12.6 12.6
Residential REITs 14.9 14.9
Retail REITs 24.9 24.9
Specialized REITs 16.1 16.1

 

Volatility Measures    
    DJ
    U.S. Total
  MSCI US Market
  REIT Index FA Index
R-Squared 1.00 0.20
Beta 1.00 0.61

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

 

Ten Largest Holdings (% of total net assets)
Simon Property Group    
Inc. Retail REITs 8.0%
Public Storage Specialized REITs 4.0
Prologis Inc. Industrial REITs 3.3
Welltower Inc. Health Care REITs 3.2
Equinix Inc. Specialized REITs 2.9
Ventas Inc. Health Care REITs 2.9
AvalonBay Communities    
Inc. Residential REITs 2.9
Equity Residential Residential REITs 2.8
Boston Properties Inc. Office REITs 2.5
General Growth    
Properties Inc. Retail REITs 2.1
Top Ten   34.6%

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

1 The expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the six
months ended July 31, 2016, the annualized expense ratios were 0.26% for Investor Shares, 0.12% for ETF Shares, 0.12% for Admiral Shares, and
0.10% for Institutional Shares.

7


 

REIT Index Fund

Performance Summary

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

Fiscal-Year Total Returns (%): January 31, 2006, Through July 31, 2016

 

For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/13/1996 23.75% 12.29% 7.46%
ETF Shares 9/23/2004      
Market Price   23.92 12.43 7.59
Net Asset Value   23.93 12.43 7.59
Admiral Shares 11/12/2001 23.93 12.44 7.59
Institutional Shares 12/2/2003 23.94 12.47 7.62

 

See Financial Highlights for dividend and capital gains information.

8


 

REIT Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

      Market
      Value
    Shares ($000)
Real Estate Investment Trusts (100.0%)1  
Diversified REITs (7.5%)    
2 VEREIT Inc. 66,186,525 732,023
2 WP Carey Inc. 7,646,339 555,506
2 Spirit Realty Capital Inc. 36,587,297 500,148
2 Liberty Property Trust 11,258,302 465,869
  Forest City Realty Trust    
  Inc. Class A 18,573,716 439,268
2 STORE Capital Corp. 11,675,925 364,172
2 Gramercy Property    
  Trust 32,370,841 323,385
2 Washington REIT 5,617,780 192,634
2 NorthStar Realty    
  Finance Corp. 14,203,932 190,333
  Empire State Realty    
  Trust Inc. 8,733,623 183,319
2 Lexington Realty Trust 16,301,113 177,193
2 PS Business Parks Inc. 1,561,471 173,151
2 Cousins Properties Inc. 15,467,996 164,579
2 Select Income REIT 5,162,111 143,300
2 American Assets Trust    
  Inc. 2,624,112 120,394
^,2 Global Net Lease Inc. 13,011,634 113,592
2 Investors Real Estate    
  Trust 9,434,937 62,459
2 First Potomac Realty    
  Trust 4,474,090 45,233
2 Whitestone REIT 2,079,510 33,626
2 One Liberty Properties    
  Inc. 967,017 24,195
2 RAIT Financial Trust 7,032,794 22,294
2 Winthrop Realty Trust 2,379,616 21,750
      5,048,423
Health Care REITs (12.6%)    
2 Welltower Inc. 27,345,645 2,169,330
2 Ventas Inc. 25,877,245 1,970,811
2 HCP Inc. 35,845,725 1,406,228
2 Omega Healthcare    
  Investors Inc. 14,486,082 499,770
2 Senior Housing    
  Properties Trust 18,285,381 406,118
2 Healthcare Trust of    
  America Inc. Class A 10,049,877 342,198
2 Healthcare Realty Trust    
  Inc. 8,828,928 319,254
2 Medical Properties Trust    
  Inc. 18,231,373 286,233
2 National Health    
  Investors Inc. 2,958,062 232,415
2 Physicians Realty Trust 10,086,205 219,072
2 Care Capital Properties    
  Inc. 6,455,922 190,966
2 LTC Properties Inc. 2,889,615 154,681
2 Sabra Health Care REIT    
  Inc. 5,020,729 120,046
2 New Senior Investment    
  Group Inc. 6,007,772 72,033
2 CareTrust REIT Inc. 4,395,041 63,508
2 Universal Health Realty    
  Income Trust 974,996 58,178
      8,510,841
Hotel & Resort REITs (5.2%)    
2 Host Hotels & Resorts    
  Inc. 57,924,950 1,027,589
2 Hospitality Properties    
  Trust 11,669,432 372,372
^,2 Apple Hospitality REIT    
  Inc. 12,755,599 259,832
2 LaSalle Hotel Properties 8,699,088 239,660
2 RLJ Lodging Trust 9,598,852 227,877
2 Sunstone Hotel    
  Investors Inc. 16,637,249 221,275
2 Ryman Hospitality    
  Properties Inc. 3,554,151 199,885
2 Pebblebrook Hotel Trust 5,540,681 164,281
2 Xenia Hotels & Resorts    
  Inc. 8,600,491 154,465
2 DiamondRock    
  Hospitality Co. 15,460,921 151,826

 

9


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 Chesapeake Lodging    
  Trust 4,629,640 116,991
2 Summit Hotel Properties    
  Inc. 6,688,376 94,841
2 Chatham Lodging Trust 2,950,199 70,746
2 FelCor Lodging Trust    
  Inc. 10,213,463 64,856
2 Hersha Hospitality Trust    
  Class A 3,425,361 64,739
2 Ashford Hospitality    
  Trust Inc. 7,358,944 43,859
2 Ashford Hospitality    
  Prime Inc. 1,975,209 29,707
      3,504,801
Industrial REITs (6.2%)    
2 Prologis Inc. 40,407,334 2,201,796
2 Duke Realty Corp. 26,634,181 766,798
2 DCT Industrial Trust Inc. 6,813,285 342,163
2 First Industrial Realty    
  Trust Inc. 8,998,686 265,191
2 EastGroup Properties Inc. 2,494,889 183,674
2 STAG Industrial Inc. 5,251,529 133,284
2 Rexford Industrial    
  Realty Inc. 4,980,151 113,846
2 Terreno Realty Corp. 3,344,690 93,150
2 Monmouth Real Estate    
  Investment Corp. 4,459,553 61,631
      4,161,533
Office REITs (12.6%)    
2 Boston Properties Inc. 11,826,546 1,680,907
2 Vornado Realty Trust 13,068,321 1,403,538
2 SL Green Realty Corp. 7,704,251 907,715
2 Alexandria Real Estate    
  Equities Inc. 5,650,129 634,509
2 Kilroy Realty Corp. 7,105,248 520,175
2 Highwoods Properties    
  Inc. 7,400,031 412,330
2 Douglas Emmett Inc. 10,777,940 409,993
2 Hudson Pacific    
  Properties Inc. 8,271,609 279,663
*,2 Equity Commonwealth 9,213,145 276,579
2 Piedmont Office Realty    
  Trust Inc. Class A 11,172,766 245,130
2 Paramount Group Inc. 13,069,614 230,417
2 Brandywine Realty Trust 13,466,531 227,180
2 Columbia Property Trust    
  Inc. 9,035,599 219,565
2 Corporate Office    
  Properties Trust 7,281,071 218,141
2 Mack-Cali Realty Corp. 6,554,502 184,837
^,2 Government Properties    
  Income Trust 5,478,381 130,714
2 New York REIT Inc. 12,713,998 121,292
2 Parkway Properties Inc. 6,452,167 112,074
2 Franklin Street Properties    
  Corp. 6,943,106 89,011

 

2 Tier REIT Inc. 3,682,161 64,180
2 Easterly Government    
  Properties Inc. 2,370,025 48,562
2 NorthStar Realty Europe    
  Corp. 4,861,520 44,969
      8,461,481
Residential REITs (14.9%)    
2 AvalonBay Communities    
  Inc. 10,549,130 1,958,446
2 Equity Residential 28,115,687 1,911,586
2 Essex Property Trust    
  Inc. 5,036,654 1,177,973
2 UDR Inc. 20,184,062 751,453
2 Mid-America Apartment    
  Communities Inc. 5,808,241 615,790
2 Camden Property Trust 6,693,409 599,662
2 Apartment Investment    
  & Management Co. 12,058,099 554,311
2 American Campus    
  Communities Inc. 10,044,101 543,084
2 Equity LifeStyle    
  Properties Inc. 6,188,067 508,907
2 Sun Communities Inc. 4,666,340 369,341
  American Homes 4    
  Rent Class A 13,070,937 283,639
2 Post Properties Inc. 4,131,698 262,735
2 Education Realty Trust    
  Inc. 4,806,301 231,375
2 Monogram Residential    
  Trust Inc. 12,191,966 130,576
  Colony Starwood Homes 3,169,089 103,819
2 Silver Bay Realty Trust    
  Corp. 2,645,513 47,672
      10,050,369
Retail REITs (24.9%)    
2 Simon Property Group    
  Inc. 23,824,984 5,409,224
2 General Growth    
  Properties Inc. 44,168,992 1,411,199
2 Realty Income Corp. 19,282,008 1,378,085
2 Kimco Realty Corp. 31,855,516 1,022,562
2 Federal Realty    
  Investment Trust 5,364,626 910,377
2 Macerich Co. 9,761,823 871,145
2 Regency Centers Corp. 7,515,691 638,308
2 National Retail Properties    
  Inc. 10,983,885 583,903
2 Brixmor Property Group    
  Inc. 18,547,556 526,751
2 DDR Corp. 23,909,497 471,973
2 Weingarten Realty    
  Investors 9,067,211 391,613
2 Taubman Centers Inc. 4,638,435 375,342
2 Retail Properties of    
  America Inc. 18,270,918 322,116

 

10


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 Tanger Factory Outlet    
  Centers Inc. 7,383,537 308,189
  Equity One Inc. 7,095,492 236,067
2 Urban Edge Properties 7,648,371 228,763
2 Acadia Realty Trust 5,428,216 204,427
2 Kite Realty Group Trust 6,425,784 195,408
2 Retail Opportunity    
  Investments Corp. 8,150,633 186,079
2 WP Glimcher Inc. 14,276,394 181,025
2 CBL & Associates    
  Properties Inc. 13,129,195 161,358
2 Pennsylvania REIT 5,334,914 135,720
2 Ramco-Gershenson    
  Properties Trust 6,099,370 121,011
2 Agree Realty Corp. 1,791,358 90,858
^,2 Seritage Growth    
  Properties Class A 1,716,133 85,910
  Alexander’s Inc. 176,977 75,971
  Saul Centers Inc. 980,090 65,833
  Urstadt Biddle Properties    
  Inc. Class A 2,181,946 53,894
^,2 Cedar Realty Trust Inc. 6,549,075 52,655
2 Getty Realty Corp. 2,060,408 46,812
  Urstadt Biddle Properties    
  Inc. 69,255 1,489
      16,744,067
Specialized REITs (16.1%)    
2 Public Storage 11,340,387 2,709,445
2 Equinix Inc. 5,314,915 1,981,772
2 Digital Realty Trust Inc. 11,489,681 1,200,212
2 Extra Space Storage Inc. 9,557,168 822,108
2 Iron Mountain Inc. 19,434,730 800,905
2 Gaming and Leisure    
  Properties Inc. 14,288,615 511,961
2 EPR Properties 4,874,778 409,579
2 CubeSmart 13,531,184 402,011
2 Sovran Self Storage Inc. 3,501,168 358,415
2 CyrusOne Inc. 5,423,919 297,339
2 Corrections Corp. of    
  America 9,028,839 289,374
2 DuPont Fabros    
  Technology Inc. 5,642,817 269,896
2 QTS Realty Trust Inc.    
  Class A 3,604,385 206,351
2 GEO Group Inc. 5,752,141 199,082
  CoreSite Realty Corp. 2,361,295 194,878
2 Four Corners Property    
  Trust Inc. 4,380,318 95,097
2 National Storage    
  Affiliates Trust 2,594,317 55,440
      10,803,865
Total Real Estate Investment Trusts  
(Cost $51,522,831)   67,285,380

 

    Market
    Value
  Shares ($000)
Temporary Cash Investments (0.1%)1  
Money Market Fund (0.1%)  
3,4 Vanguard Market    
Liquidity Fund,    
0.561% 113,686,269 113,686
 
  Face  
  Amount  
  ($000)  
U.S. Government and Agency Obligations (0.0%)
United States    
Treasury Bill,    
0.391%, 8/4/16 3,100 3,100
Total Temporary Cash Investments  
(Cost $116,786)   116,786
Total Investments (100.1%)  
(Cost $51,639,617)   67,402,166
Other Assets and Liabilities (-0.1%)  
Other Assets   100,852
Liabilities 4   (201,496)
    (100,644)
Net Assets (100%)   67,301,522
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers   1,641,277
Affiliated Vanguard Funds 113,686
Other Affiliated Issuers 65,647,203
Total Investments in Securities 67,402,166
Investment in Vanguard 5,124
Receivables for Accrued Income 58,564
Receivables for Capital Shares Issued 36,672
Other Assets   492
Total Assets   67,503,018
Liabilities    
Payables for Investment Securities  
Purchased   112,801
Collateral for Securities on Loan 40,779
Payables for Capital Shares Redeemed 19,020
Payables to Vanguard   28,896
Total Liabilities   201,496
Net Assets   67,301,522

 

11


 

REIT Index Fund

At July 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 51,578,269
Overdistributed Net Investment Income (249,568)
Accumulated Net Realized Gains 209,490
Unrealized Appreciation (Depreciation)  
Investment Securities 15,762,549
Swap Contracts 782
Net Assets 67,301,522
 
 
Investor Shares—Net Assets  
Applicable to 99,395,320 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,050,382
Net Asset Value Per Share—  
Investor Shares $30.69
 
 
ETF Shares—Net Assets  
Applicable to 395,295,552 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 36,523,008
Net Asset Value Per Share—  
ETF Shares $92.39

 

  Amount
  ($000)
Admiral Shares—Net Assets  
Applicable to 147,799,187 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 19,353,488
Net Asset Value Per Share—  
Admiral Shares $130.94
 
 
Institutional Shares—Net Assets  
Applicable to 413,209,628 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 8,374,644
Net Asset Value Per Share—  
Institutional Shares $20.27

See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $39,668,000.
* Non-income-producing security.
1 The fund invests a portion of its assets in Real Estate Investment Trusts through the use of swap contracts. After giving effect to swap
investments, the fund’s effective Real Estate Investment Trust and temporary cash investment positions represent 100.0% and 0.1%,
respectively, of net assets.
2 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $40,779,000 of collateral received for securities on loan.
REIT—Real Estate Investment Trust.
See accompanying Notes, which are an integral part of the Financial Statements.

12


 

REIT Index Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends 869,502
Interest 124
Securities Lending 745
Total Income 870,371
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 2,215
Management and Administrative—Investor Shares 3,145
Management and Administrative—ETF Shares 15,554
Management and Administrative—Admiral Shares 8,391
Management and Administrative—Institutional Shares 3,203
Marketing and Distribution—Investor Shares 293
Marketing and Distribution—ETF Shares 954
Marketing and Distribution—Admiral Shares 753
Marketing and Distribution—Institutional Shares 91
Custodian Fees 328
Shareholders’ Reports—Investor Shares 43
Shareholders’ Reports—ETF Shares 520
Shareholders’ Reports—Admiral Shares 84
Shareholders’ Reports—Institutional Shares 36
Trustees’ Fees and Expenses 18
Total Expenses 35,628
Net Investment Income 834,743
Realized Net Gain (Loss)  
Capital Gain Distributions Received 331,291
Investment Securities Sold 597,567
Futures Contracts 757
Swap Contracts 8,763
Realized Net Gain (Loss) 938,378
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 10,073,071
Swap Contracts 3,662
Change in Unrealized Appreciation (Depreciation) 10,076,733
Net Increase (Decrease) in Net Assets Resulting from Operations 11,849,854

 

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

13


 

REIT Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 834,743 1,425,510
Realized Net Gain (Loss) 938,378 2,873,988
Change in Unrealized Appreciation (Depreciation) 10,076,733 (8,494,863)
Net Increase (Decrease) in Net Assets Resulting from Operations 11,849,854 (4,195,365)
Distributions    
Net Investment Income    
Investor Shares (53,496) (72,647)
ETF Shares (626,173) (728,106)
Admiral Shares (336,324) (407,189)
Institutional Shares (148,781) (184,580)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Return of Capital    
Investor Shares (31,917)
ETF Shares (319,892)
Admiral Shares (178,898)
Institutional Shares (81,095)
Total Distributions (1,164,774) (2,004,324)
Capital Share Transactions    
Investor Shares (78,209) (257,705)
ETF Shares 3,806,213 836,661
Admiral Shares 1,220,229 1,058,869
Institutional Shares 225,634 773,129
Net Increase (Decrease) from Capital Share Transactions 5,173,867 2,410,954
Total Increase (Decrease) 15,858,947 (3,788,735)
Net Assets    
Beginning of Period 51,442,575 55,231,310
End of Period1 67,301,522 51,442,575
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($249,568,000) and $71,700,000.

 

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

14


 

REIT Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $25.59 $28.73 $22.37 $22.66 $20.50 $18.99
Investment Operations            
Net Investment Income .385 .711 .645 .579 .514 .442
Net Realized and Unrealized Gain (Loss)            
on Investments 5.254 (2.851) 6.650 .025 2.393 1.722
Total from Investment Operations 5.639 (2.140) 7.295 .604 2.907 2.164
Distributions            
Dividends from Net Investment Income (.539) (.695) (.624) (.626) (.514) (.439)
Distributions from Realized Capital Gains
Return of Capital (.305) (.311) (.268) (.233) (.215)
Total Distributions (.539) (1.000) (.935) (.894) (.747) (.654)
Net Asset Value, End of Period $30.69 $25.59 $28.73 $22.37 $22.66 $20.50
 
Total Return1 22.28% -7.44% 33.29% 2.78% 14.45% 11.80%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,050 $2,621 $3,231 $2,482 $2,817 $2,565
Ratio of Total Expenses to            
Average Net Assets 0.26% 0.26% 0.26% 0.24% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 2.77% 2.66% 2.56% 2.51% 2.39% 2.30%
Portfolio Turnover Rate2 7% 11% 8% 11% 9% 10%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

15


 

REIT Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $77.05 $86.49 $67.36 $68.24 $61.72 $57.17
Investment Operations            
Net Investment Income 1.221 2.217 2.011 1.814 1.613 1.384
Net Realized and Unrealized Gain (Loss)            
on Investments 15.802 (8.533) 20.038 .097 7.250 5.216
Total from Investment Operations 17.023 (6.316) 22.049 1.911 8.863 6.600
Distributions            
Dividends from Net Investment Income (1.683) (2.170) (1.947) (1.955) (1.612) (1.375)
Distributions from Realized Capital Gains  —
Return of Capital (.954) (.972) (.836) (.731) (.675)
Total Distributions (1.683) (3.124) (2.919) (2.791) (2.343) (2.050)
Net Asset Value, End of Period $92.39 $77.05 $86.49 $67.36 $68.24 $61.72
 
Total Return 22.35% -7.31% 33.41% 2.93% 14.64% 11.94%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $36,523 $27,007 $29,487 $18,528 $16,983 $10,410
Ratio of Total Expenses to            
Average Net Assets 0.12% 0.12% 0.12% 0.10% 0.10% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.91% 2.80% 2.70% 2.65% 2.53% 2.44%
Portfolio Turnover Rate1 7% 11% 8% 11% 9% 10%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

16


 

REIT Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period  $109.19 $122.58 $95.46 $96.70 $87.47 $81.03
Investment Operations            
Net Investment Income 1.729 3.142 2.852 2.569 2.285 1.960
Net Realized and Unrealized Gain (Loss)            
on Investments 22.405 (12.105) 28.403 .148 10.263 7.385
Total from Investment Operations 24.134 (8.963) 31.255 2.717 12.548 9.345
Distributions            
Dividends from Net Investment Income (2.384) (3.076) (2.758) (2.772) (2.283) (1.948)
Distributions from Realized Capital Gains  
Return of Capital (1.351) (1.377) (1.185) (1.035) (.957)
Total Distributions (2.384) (4.427) (4.135) (3.957) (3.318) (2.905)
Net Asset Value, End of Period $130.94 $109.19 $122.58 $95.46 $96.70 $87.47
 
Total Return1 22.35% -7.30% 33.46% 2.94% 14.63% 11.95%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $19,353 $15,029 $15,725 $7,987 $7,399 $5,612
Ratio of Total Expenses to            
Average Net Assets 0.12% 0.12% 0.12% 0.10% 0.10% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.91% 2.80% 2.70% 2.65% 2.53% 2.44%
Portfolio Turnover Rate2 7% 11% 8% 11% 9% 10%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide
information about any applicable transaction and account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

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REIT Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $16.90 $18.97 $14.78 $14.97 $13.54 $12.54
Investment Operations            
Net Investment Income .268 .489 .444 .400 .356 .305
Net Realized and Unrealized Gain (Loss)            
on Investments 3.472 (1.870) 4.390 .025 1.590 1.148
Total from Investment Operations 3.740 (1.381) 4.834 .425 1.946 1.453
Distributions            
Dividends from Net Investment Income (.370) (.479) (.430) (.431) (.355) (.304)
Distributions from Realized Capital Gains
Return of Capital (.210) (.214) (.184) (.161) (.149)
Total Distributions (.370) (.689) (.644) (.615) (.516) (.453)
Net Asset Value, End of Period $20.27 $16.90 $18.97 $14.78 $14.97 $13.54
 
Total Return1 22.38% -7.27% 33.43% 2.97% 14.66% 12.01%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $8,375 $6,785 $6,788 $3,922 $3,185 $2,324
Ratio of Total Expenses to            
Average Net Assets 0.10% 0.10% 0.10% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 2.93% 2.82% 2.72% 2.67% 2.55% 2.46%
Portfolio Turnover Rate2 7% 11% 8% 11% 9% 10%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any
applicable transaction fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

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REIT Index Fund

Notes to Financial Statements

Vanguard REIT Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

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

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

19


 

REIT Index Fund

During the six months ended July 31, 2016, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period. The fund had no open futures contracts at July 31, 2016.

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

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

During the six months ended July 31, 2016, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

20


 

REIT Index Fund

5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions declared by the fund are reallocated at fiscal year-end to ordinary income, capital gain, and return of capital to reflect their tax character.

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

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

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REIT Index Fund

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

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $5,124,000, representing 0.01% of the fund’s net assets and 2.05% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Real Estate Investment Trusts 67,285,380
Temporary Cash Investments 113,686 3,100
Swap Contracts—Assets 782
Total 67,399,848 3,100

 

22


 

REIT Index Fund

D. At July 31, 2016, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
  Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty ($000) (Paid) ($000)
Empire State Realty Trust Inc. 10/19/16 GSBUSA 10,004 (0.479%) 782
GSBUSA—Goldman Sachs Bank USA.          

 

At July 31, 2016, the counterparty had deposited in segregated accounts securities with a value of $1,724,000 in connection with amounts due to the fund for open swap contracts.

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

During the six months ended July 31, 2016, the fund realized $657,721,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized gains to paid-in capital.

Realized and unrealized gains (losses) on certain of the fund’s swap contracts are treated as ordinary income (loss) for tax purposes. Realized gains of $8,763,000 on swap contracts have been reclassified from accumulated net realized gains to overdistributed net investment income.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at January 31, 2016, the fund had available capital losses totaling $62,404,000 to offset future net capital gains. Of this amount, $49,403,000 is subject to expiration on January 31, 2018. Capital losses of $13,001,000 realized beginning in fiscal 2012 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At July 31, 2016, the cost of investment securities for tax purposes was $51,639,617,000. Net unrealized appreciation of investment securities for tax purposes was $15,762,549,000, consisting of unrealized gains of $16,417,770,000 on securities that had risen in value since their purchase and $655,221,000 in unrealized losses on securities that had fallen in value since their purchase.

23


 

REIT Index Fund

F. During the six months ended July 31, 2016, the fund purchased $9,012,234,000 of investment securities and sold $3,659,070,000 of investment securities, other than temporary cash investments. Purchases and sales include $4,700,675,000 and $1,723,311,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

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

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 297,642 10,645 559,943 20,973
Issued in Lieu of Cash Distributions 50,443 1,823 98,734 3,809
Redeemed (426,294) (15,508) (916,382) (34,822)
Net Increase (Decrease)—Investor Shares (78,209) (3,040) (257,705) (10,040)
ETF Shares        
Issued 5,372,650 63,761 8,300,504 104,710
Issued in Lieu of Cash Distributions
Redeemed (1,566,437) (19,000) (7,463,843) (95,100)
Net Increase (Decrease)—ETF Shares 3,806,213 44,761 836,661 9,610
Admiral Shares        
Issued 2,206,602 18,576 3,269,367 28,897
Issued in Lieu of Cash Distributions 299,523 2,535 524,621 4,749
Redeemed (1,285,896) (10,951) (2,735,119) (24,294)
Net Increase (Decrease)—Admiral Shares 1,220,229 10,160 1,058,869 9,352
Institutional Shares        
Issued 927,045 50,108 1,828,326 104,466
Issued in Lieu of Cash Distributions 138,247 7,561 244,166 14,282
Redeemed (839,658) (45,967) (1,299,363) (75,011)
Net Increase (Decrease)—Institutional Shares 225,634 11,702 773,129 43,737

 

24


 

REIT Index Fund

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

    Current Period Transactions  
January 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Acadia Realty Trust 170,801 24,258 9,559 1,933 654 204,427
Agree Realty Corp. 52,050 19,459 3,209 1,231 90,858
Alexandria Real Estate Equities            
Inc. 416,568 65,554 27,499 6,574 1,284 634,509
American Assets Trust Inc. 91,654 11,756 4,600 1,014 18 120,394
American Campus Communities            
Inc. 344,896 109,316 25,434 3,741 1,854 543,084
American Homes 4 Rent Class A 183,983 24,845 46,239 692 NA2
American Residential Properties            
Inc. 37,742 330 262 NA2
Apartment Investment &            
Management Co. Class A 445,234 58,174 28,787 1,244 6,359 554,311
Apple Hospitality REIT Inc. 221,790 27,363 15,087 6,724 321 259,832
Ashford Hospitality Prime Inc. 22,738 2,681 3,447 440 29,707
Ashford Hospitality Trust Inc. 38,693 4,381 2,089 150 43,859
AvalonBay Communities Inc. 1,658,413 254,833 96,559 17,095 10,330 1,958,446
Boston Properties Inc. 1,298,614 175,226 89,381 12,313 2,497 1,680,907
Brandywine Realty Trust 167,964 22,055 14,986 2,900 361 227,180
Brixmor Property Group Inc. 165,835 22,090 7,246 526,751
Camden Property Trust 482,237 64,858 32,858 5,460 4,208 599,662
Campus Crest Communities Inc. 32,564 227 33,252
Care Capital Properties Inc. 181,040 19,327 8,206 6,987 190,966
CareTrust REIT Inc. 34,305 15,195 2,572 1,302 63,508
CBL & Associates Properties Inc. 133,340 16,204 8,207 6,696 161,358
Cedar Realty Trust Inc. 37,071 10,715 1,687 35 52,655
Chatham Lodging Trust 52,607 6,518 2,947 1,804 37 70,746
Chesapeake Lodging Trust 109,064 13,098 5,941 3,431 116,991
Columbia Property Trust Inc. 192,576 22,361 13,442 3,492 219,565
CoreSite Realty Corp. 140,593 22,330 9,016 2,390 NA3
Corporate Office Properties Trust 153,354 22,277 10,981 2,245 1,164 218,141
Corrections Corp. of America 245,510 33,650 16,664 7,563 289,374
Cousins Properties Inc. 129,102 17,879 12,323 2,406 5 164,579
CubeSmart 385,206 57,621 19,251 4,552 901 402,011
CyrusOne Inc. 168,756 49,891 13,417 2,088 297,339

 

25


 

REIT Index Fund

    Current Period Transactions  
  January 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
DCT Industrial Trust Inc. 230,020 32,811 15,654 3,622 113 342,163
DDR Corp. 383,192 50,716 23,308 1,585 424 471,973
DiamondRock Hospitality Co. 121,225 16,244 8,061 3,028 360 151,826
Digital Realty Trust Inc. 791,470 192,303 48,894 17,218 2,012 1,200,212
Douglas Emmett Inc. 299,109 39,720 17,478 1,505 409,993
Duke Realty Corp. 505,731 72,965 35,446 3,535 5,402 766,798
DuPont Fabros Technology Inc. 157,777 48,779 12,520 5,118 269,896
Easterly Government Properties            
Inc. 25,036 828 776 48,562
EastGroup Properties Inc. 125,524 17,724 8,281 2,658 80 183,674
Education Realty Trust Inc. 177,424 23,159 11,510 3,066 2 231,375
EPR Properties 252,113 61,872 14,694 7,095 409,579
Equinix Inc. 1,507,139 263,249 97,258 17,138 1,981,772
Equity Commonwealth 241,186 28,685 21,055 276,579
Equity LifeStyle Properties Inc. 384,029 52,950 25,442 4,532 490 508,907
Equity Residential 2,042,285 228,750 116,178 38,263 198,975 1,911,586
Essex Property Trust Inc. 1,019,484 132,127 75,099 12,824 2,774 1,177,973
Extra Space Storage Inc. 770,152 143,231 42,514 11,377 51 822,108
Federal Realty Investment Trust 758,676 98,263 44,810 9,562 129 910,377
FelCor Lodging Trust Inc. 68,987 7,639 5,387 403 64,856
First Industrial Realty Trust Inc. 165,937 34,390 11,643 2,866 343 265,191
First Potomac Realty Trust 41,900 3,951 2,141 491 69 45,233
Four Corners Property Trust Inc. 78,162 3,012 2,012 95,097
Franklin Street Properties Corp. 64,052 7,936 3,521 1,904 100 89,011
Gaming and Leisure Properties            
Inc. 173,869 251,748 7,483 11,113 299 511,961
General Growth Properties Inc. 147,897 80,051 12,565 3,775 1,411,199
GEO Group Inc. 160,673 21,543 10,634 9,257 199,082
Getty Realty Corp. 34,742 4,480 2,023 746 246 46,812
Global Net Lease Inc. 86,098 11,939 5,884 3,499 113,592
Government Properties Income            
Trust 71,036 11,134 4,818 2,863 384 130,714
Gramercy Property Trust 223,553 31,840 15,592 6,859 323,385
HCP Inc. 1,209,735 142,329 66,222 35,429 1,657 1,406,228
Healthcare Realty Trust Inc. 212,202 64,151 12,372 1,706 796 319,254
Healthcare Trust of America Inc.            
Class A 259,182 40,761 15,777 4,440 342,198
Hersha Hospitality Trust Class A 54,991 10,610 5,358 1,668 64,739

 

26


 

REIT Index Fund

    Current Period Transactions  
January 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Highwoods Properties Inc. 289,601 43,219 15,963 4,746 801 412,330
Hospitality Properties Trust 260,007 35,769 17,658 11,195 372,372
Host Hotels & Resorts Inc. 756,975 108,093 54,364 16,872 5,438 1,027,589
Hudson Pacific Properties Inc. 140,618 92,755 9,978 1,303 279,663
Inland Real Estate Corp. 70,486 1,647 71,409 285
Investors Real Estate Trust 59,539 6,583 4,436 719 304 62,459
Iron Mountain Inc. 401,371 208,425 34,098 15,507 800,905
Kilroy Realty Corp. 374,829 51,495 25,774 3,254 507 520,175
Kimco Realty Corp. 817,371 107,708 53,825 4,259 7,666 1,022,562
Kite Realty Group Trust 160,639 14,834 4,787 2,918 147 195,408
LaSalle Hotel Properties 182,397 23,778 12,182 7,457 83 239,660
Lexington Realty Trust 113,445 16,488 8,392 2,710 37 177,193
Liberty Property Trust 319,745 45,393 30,906 7,506 2,346 465,869
LTC Properties Inc. 112,602 22,698 5,578 2,266 215 154,681
Macerich Co. 763,505 94,181 95,196 6,469 6,260 871,145
Mack-Cali Realty Corp. 128,020 18,144 7,874 1,406 148 184,837
Medical Properties Trust Inc. 187,231 29,556 12,741 5,942 154 286,233
Mid-America Apartment            
Communities Inc. 514,589 67,926 34,472 8,618 479 615,790
Monmouth Real Estate            
Investment Corp. 41,025 7,828 2,071 439 91 61,631
Monogram Residential Trust Inc. 100,378 13,395 6,441 1,762 130,576
National Health Investors Inc. 157,530 35,799 10,138 4,187 423 232,415
National Retail Properties Inc. 420,011 80,505 23,291 7,505 81 583,903
National Storage Affiliates Trust 55,096 433 381 55,440
New Senior Investment Group Inc. 57,894 6,829 9,676 2,101 72,033
New York REIT Inc. 121,559 14,797 6,224 925 19 121,292
NorthStar Realty Europe Corp. 39,755 9,213 2,549 1,350 44,969
NorthStar Realty Finance Corp. 157,525 25,024 13,498 7,396 190,333
Omega Healthcare Investors Inc. 426,777 57,691 22,917 12,538 499,770
One Liberty Properties Inc. 19,954 2,505 2,367 435 354 24,195
Paramount Group Inc. 189,849 34,894 10,396 1,628 230,417
Parkway Properties Inc. 82,026 10,829 4,767 1,313 101 112,074
Pebblebrook Hotel Trust 127,666 16,867 8,240 4,054 164,281
Pennsylvania REIT 98,553 12,823 6,040 95 135,720
Physicians Realty Trust 131,251 54,415 9,776 3,049 219,072
Piedmont Office Realty Trust Inc.            
Class A 203,823 24,428 19,937 1,913 1,048 245,130

 

27


 

REIT Index Fund

    Current Period Transactions  
January 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Post Properties Inc. 227,617 27,843 18,040 1,245 2,512 262,735
Prologis Inc. 1,505,298 215,873 106,306 8,702 23,861 2,201,796
PS Business Parks Inc. 127,430 17,728 8,380 2,249 173,151
Public Storage 2,712,576 339,494 171,851 38,134 2,709,445
QTS Realty Trust Inc. Class A 130,933 46,244 9,434 2,289 206,351
RAIT Financial Trust 16,910 2,239 938 504 218 22,294
Ramco-Gershenson Properties            
Trust 98,454 12,360 5,979 2,135 64 121,011
Realty Income Corp. 953,458 194,029 57,550 15,622 1,378,085
Regency Centers Corp. 495,998 83,294 31,150 5,550 624 638,308
Retail Opportunity Investments            
Corp. 132,869 27,646 7,047 1,551 111 186,079
Retail Properties of America Inc. 267,703 33,658 16,797 3,567 322,116
Rexford Industrial Realty Inc. 50,087 38,233 4,580 1,181 24 113,846
RLJ Lodging Trust 174,044 22,355 19,958 6,128 227,877
Rouse Properties Inc. 51,719 4,990 1,660
Ryman Hospitality Properties Inc.  157,637 20,739 10,495 4,829 204 199,885
Sabra Health Care REIT Inc. 87,029 11,630 5,511 1,696 89 120,046
Select Income REIT 92,154 13,662 6,456 4,316 760 143,300
Senior Housing Properties Trust 250,111 39,021 19,000 8,017 582 406,118
Seritage Growth Properties            
Class A 70,269 9,131 12,812 878 85,910
Silver Bay Realty Trust Corp. 34,765 4,330 1,894 47,672
Simon Property Group Inc. 4,193,915 569,001 289,920 70,898 1,976 5,409,224
SL Green Realty Corp. 700,929 89,370 43,025 5,308 5,361 907,715
Sovran Self Storage Inc. 319,859 89,656 20,008 6,024 358,415
Spirit Realty Capital Inc. 336,675 76,057 24,099 7,392 1,104 500,148
STAG Industrial Inc. 83,885 11,496 4,905 2,278 23 133,284
STORE Capital Corp. 166,201 13,672 5,145 364,172
Summit Hotel Properties Inc. 63,978 8,421 3,563 693 94,841
Sun Communities Inc. 252,039 79,506 17,825 2,064 1,045 369,341
Sunstone Hotel Investors Inc. 185,934 24,685 12,082 1,319 284 221,275
Tanger Factory Outlet Centers            
Inc. 223,094 30,972 15,212 4,203 45 308,189
Taubman Centers Inc. 314,608 37,878 22,343 4,727 1 375,342
Terreno Realty Corp. 66,683 12,600 3,690 1,159 93,150
Tier REIT Inc. 48,720 10,128 2,324 1,271 64,180
UDR Inc. 678,523 84,792 43,677 8,387 3,207 751,453

 

28


 

REIT Index Fund

    Current Period Transactions  
  January 31,   Proceeds     July 31,
  2016   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Universal Health Realty Income            
Trust 46,780 5,671 2,543 1,044 167 58,178
Urban Edge Properties 175,563 23,159 11,307 2,936 228,763
Vanguard Market Liquidity Fund 229,188 NA4 NA 4 115 113,686
Ventas Inc. 1,331,908 204,079 82,891 34,637 1,171 1,970,811
VEREIT Inc. 507,748 73,159 71,660 16,541 1,447 732,023
Vornado Realty Trust 1,091,975 144,746 73,793 5,285 2,642 1,403,538
Washington REIT 125,120 27,984 8,507 1,893 81 192,634
Weingarten Realty Investors 298,894 39,981 20,100 4,157 2,105 391,613
Welltower Inc. 1,593,124 225,586 99,038 38,545 5,775 2,169,330
Whitestone REIT 21,604 3,048 1,367 680 120 33,626
Winthrop Realty Trust 29,655 2,735 1,336 21,750
WP Carey Inc. 420,341 56,821 28,243 13,967 75 555,506
WP Glimcher Inc. 122,417 16,334 7,625 6,770 181,025
Xenia Hotels & Resorts Inc. 112,932 21,048 6,673 4,445 154,465
  49,463,656     869,300 331,004 65,760,889

1 Includes net realized gain (loss) on affiliated investment securities sold of $546,474,000.
2 Not applicable—in March 2016, American Residential Properties Inc. merged with American Homes 4 Rent Class A.
3 Not applicable—at July 31, 2016, the security was still held, but issuer was no longer an affiliated company of the fund.
4 Not applicable—purchases and sales are for temporary cash investment purposes.

I. Management has determined that no material events or transactions occurred subsequent to July 31, 2016, that would require recognition or disclosure in these financial statements.

29


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

30


 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
REIT Index Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,222.76 $1.44
ETF Shares 1,000.00 1,223.50 0.66
Admiral Shares 1,000.00 1,223.52 0.66
Institutional Shares 1,000.00 1,223.80 0.55
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.57 $1.31
ETF Shares 1,000.00 1,024.27 0.60
Admiral Shares 1,000.00 1,024.27 0.60
Institutional Shares 1,000.00 1,024.37 0.50

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that
period are 0.26% for Investor Shares, 0.12% for ETF Shares, 0.12% for Admiral Shares, and 0.10% for Institutional Shares. The dollar
amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period,
multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period
(182/366).

31


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard REIT Index Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard)—through its Equity Index Group. The board determined that continuing the fund’s internalized management structure was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

The board concluded that Vanguard’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance relative to a target index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section.

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the fund’s at-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as the fund’s assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

32


 

Glossary

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

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

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

33


 

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

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

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

Benchmark Information

REIT Spliced Index: MSCI US REIT Index adjusted to include a 2% cash position (Lipper Money
Market Average) through April 30, 2009; MSCI US REIT Index thereafter.

34


 

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both  
at the University of Notre Dame. Thomas J. Higgins
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical  
Company; Member of the Council on Chicago Booth. Peter Mahoney
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Group, Inc.; General Counsel of The Vanguard Group;
Investment Services, Inc. (investment advisors). Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating    
Officer (retired 2010) of Corning Incorporated  John J. Brennan  
(communications equipment); Chairman of the  Chairman, 1996–2009  
Board of Trustees of Colby-Sawyer College;  Chief Executive Officer and President, 1996–2008
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.

 


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447 The funds or securities referred to herein are not
Direct Investor Account Services > 800-662-2739 sponsored, endorsed, or promoted by MSCI, and MSCI
  bears no liability with respect to any such funds or
Institutional Investor Services > 800-523-1036 securities. The prospectus or the Statement of
Text Telephone for People Additional Information contains a more detailed
Who Are Deaf or Hard of Hearing> 800-749-7273 description of the limited relationship MSCI has with
  Vanguard and any related funds.
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2016 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q1232 092016

 


 

Semiannual Report | July 31, 2016

Vanguard Dividend Growth Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 10
Performance Summary. 11
Financial Statements. 12
About Your Fund’s Expenses. 21
Glossary. 23

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard Dividend Growth Fund 10.65%
NASDAQ US Dividend Achievers Select Index 13.35
Large-Cap Core Funds Average 11.90
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

Your Fund’s Performance at a Glance        
January 31, 2016, Through July 31, 2016        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard Dividend Growth Fund $21.78 $23.83 $0.202 $0.057

 

1


 

 

Chairman’s Letter

Dear Shareholder,

Dividend-paying stocks produced solid results over the six months ended July 31, 2016, but didn’t keep pace with the broad U.S. market’s even stronger rally.

For the fiscal half year, Vanguard Dividend Growth Fund returned 10.65%. Although it was a robust six-month result, the fund’s performance trailed that of both its benchmark, the NASDAQ US Dividend Achievers Select Index, and the average return of its large-capitalization core peers.

Each of the eight industry sectors in which the fund invests posted positive results. The advisor’s stock selections in information technology, consumer discretionary, and financials weighed most on the fund’s performance relative to its benchmark. The fund’s holdings in consumer staples and health care helped.

The fund’s 30-day SEC yield fell from 2.01% at the start of the period to 1.91% at the end.

Please note that on July 28, the Dividend Growth Fund closed to new investors, although it remains open for additional investments from current shareholders. The closure is intended to help the fund’s advisor, Wellington Management Company, maintain its disciplined investment approach in deploying the fund’s assets. The fund’s solid long-term performance has resulted in strong cash flows and asset growth.

2


 

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union. But the market quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

International stocks also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging-market stocks and those from developed Pacific markets recorded double-digit returns.

Bonds drew support given economic factors and low yields

The broad U.S. bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times, the global growth pace uncertain, and inflation low, investors sought safe-haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

The yield of the 10-year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3



 

The Federal Reserve has held its target for short-term interest rates at 0.25%–0.5% since raising it by a quarter percentage point last December. Money market funds and savings accounts stayed restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned 12.31%. A number of foreign currencies strengthened against the dollar, but the bond returns were robust even without this currency benefit.

The fund’s stock selections hampered its performance

The Dividend Growth Fund invests in large, financially sound companies with the ability and commitment to grow their dividends over time. Unlike other dividend-oriented

funds, it doesn’t strive to hold stocks with the highest yields, focusing instead on the stocks of companies with the strong potential to increase their dividends. In fact, the fund sometimes invests in stocks with relatively low current yields if its advisor sees potential for growth.

And the fund, unlike its benchmark, is not limited to stocks that have consistently raised their dividends for ten or more years. This flexibility gives the advisor more leeway in choosing top-performing stocks that for one reason or another fall short of the benchmark’s criteria.

Over the six-month period, the Dividend Growth Fund benefited from investors’ interest in steady income given the historically low interest rate environment.

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Dividend Growth Fund 0.33% 1.11%

The fund expense ratio shown is from the prospectus dated May 25, 2016, and represents estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratio was 0.33%. The peer-group expense ratio is derived from data provided
by Lipper, a Thomson Reuters Company, and captures information through year-end 2015.


Peer group: Large-Cap Core Funds.

4


 

However, the fund’s distinct approach to stock selection did not always work in its favor. Most of the shortfall relative to the benchmark occurred because the fund had minimal or no exposure to some of the leading stocks and sectors over the six months.

In information technology, the fund’s lack of exposure to top-performing computer services providers and semiconductor companies subtracted from its result. The fund’s return for the sector was about half that of its benchmark’s.

The fund’s consumer discretionary holdings also produced weaker results. Specialty retail stocks turned in strong results, but the advisor’s picks among apparel manufacturers, media companies, and fast-food restaurants produced low or negative returns.

A larger allocation to financials—more than double the benchmark’s—was not as beneficial to the fund’s performance as in the past. Gains by insurance companies, credit card companies, and asset managers were largely overshadowed by negative results from banks and specialized real estate investment trusts (REITs). Banks have struggled over the past year as persistently low interest rates have eaten away at their lending margins. The benchmark excludes many of these banks from its holdings because they reduced or eliminated dividend payments during the 2008–2009 financial crisis.

Consumer staples and health care, among the largest holdings of the fund, were the only two sectors that added to relative performance. In consumer staples, household product manufacturers and food and staples retailers stood out.

In health care, the advisor’s picks among managed care providers, pharmaceuticals, and biotechnology boosted results.

You can find more information about the fund’s performance and positioning in the Advisor’s Report that follows this letter.

Consider rebalancing to manage your risk

Let’s say you’ve taken the time to carefully create an appropriate asset allocation for your investment portfolio. Your efforts have produced a diversified mix of stock, bond, and money market funds tailored to your goals, time horizon, and risk tolerance.

But what should you do when your portfolio drifts from its original asset allocation as the financial markets rise or fall? Consider rebalancing to bring it back to the proper mix.

Just one year of outsized returns can throw your allocation out of whack. Take 2013 as an example. That year, the broad stock market (as measured by the Russell 3000 Index) returned 33.55% and the broad taxable bond market (as measured by the Barclays U.S. Aggregate Bond Index) returned –2.02%. A hypothetical portfolio that tracked the broad domestic

5


 

market indexes and started the year with 60% stocks and 40% bonds would have ended with a more aggressive mix of 67% stocks and 33% bonds.

Rebalancing to bring your portfolio back to its original targets would require you to shift assets away from areas that have been performing well toward those that have been falling behind. That isn’t easy or intuitive. It’s a way to minimize risk rather than maximize returns and to stick with your investment plan through different types of markets. (You can read more about our approach in Best Practices for Portfolio Rebalancing at vanguard.com/ research.)

It’s not necessary to check your portfolio every day or every month, much less rebalance it that frequently. It may be more appropriate to monitor it annually or semiannually and rebalance when your allocation swings 5 percentage points or more from its target.

It’s important, of course, to be aware of the tax implications. You’ll want to consult with your tax advisor, but generally speaking, it may be a good idea to make any asset changes within a tax-advantaged retirement account or to direct new cash flows into the underweighted asset class.

However you go about it, keeping your asset allocation from drifting too far off target can help you stay on track with the investment plan you’ve crafted to meet your financial goals.

As always, thank you for investing with Vanguard.

Sincerely,

 

 

F. William McNabb III
Chairman and Chief Executive Officer
August 11, 2016

6


 

Advisor’s Report

Vanguard Dividend Growth Fund gained 10.65% for the six months ended July 31, 2016, underperforming the 13.35% return of its benchmark, the NASDAQ US Dividend Achievers Select Index.

The investment environment

We had previously suggested that the global investment narrative was increasingly focusing on China. Despite other important factors, we thought news about China would likely dominate the investment landscape. And then along came “Brexit.”

For most observers, the decision by the electorate in the United Kingdom to leave the European Union was a surprise, and global markets reacted strongly. The potential economic implications of Brexit are profound. This applies not only to the United Kingdom, but also to the EU and the wider world. While it’s important to consider the ultimate impact of this decision on global economics and markets, certain realities must not be overlooked. First, this referendum was advisory rather than mandatory. Although it is highly likely that the United Kingdom will move forward with a formal separation, there is a constitutional process that must be followed. That process, which requires approval by 20 of the 27 remaining member states, will no doubt result in highly contentious negotiations. The two-year period set aside for negotiation (from the date the U.K. government formally announces its intention) could be rocky indeed.

The fund’s successes

We had positive absolute returns in all sectors in which we invested during the period. (We didn’t have any holdings in utilities and telecommunication services.) The fund’s holdings in industrials, health care, financials, and consumer staples were the biggest absolute contributors.

The fund’s top absolute contributors were Marsh & McLennan (financials), Union Pacific (industrials), UnitedHealth Group (health care), United Parcel Service (industrials), and United Technologies (industrials).

One of the top contributors to performance during the period was United Parcel Service (UPS), a global package delivery and supply chain management company. Part of our recent thesis on UPS was that the company had learned from its missteps during the past two holiday seasons and was well positioned to handle the 2015 holiday surge. As we anticipated, the company’s solid execution helped it post strong fourth-quarter earnings, which pushed the stock higher. UPS posted robust domestic and international margins and management increased its earnings guidance for the fiscal year. We continue to hold the stock because we view UPS as a strong free cash flow generator and dividend growth story, with an e-commerce secular advantage that should persist as a source of growth.

On a “run-rate” basis, the portfolio is expected to produce asset-weighted dividend growth of 11.8% for calendar

7


 

year 2016. Our run-rate calculation is a rough estimate of potential dividend growth: It takes a company’s current declared dividend rate, annualizes it, and compares it with the previous calendar year’s actual dividend rate. This calculation does not accurately reflect dividend increases that may be announced later in the year nor does it take into account the dollar amounts of the increases. Therefore, companies in the early stages of dividend growth tend to show large percentage increases, yet the absolute cash dividend may be small. The run-rate calculation also is not an accurate reflection of the growth in the fund’s dividend payments to shareholders. Despite these shortcomings, we view this estimate as a reasonable report card.

Among the more notable dividend run-rate increases thus far in 2016 were those for VF and Amgen.

The fund’s shortfalls

On an absolute basis, our holdings in the energy and consumer discretionary sectors produced the smallest contributions. As mentioned earlier, we had no holdings in the telecommunication services or utilities sectors during the period.

Our biggest absolute detractors included Nike (consumer discretionary), PNC Financial Services (financials), CVS Health (consumer staples), Wells Fargo (financials), and Public Storage (financials).

The top detractor from absolute performance was Nike, a provider of athletic footwear, apparel, equipment, and accessories. In our opinion, investors were overly concerned about basketball-related sales slowing in the United States (it represents only about 3% of total sales). Basketball gets a lot of press but it’s not that meaningful to Nike’s overall business. The other issue during the period was some backed-up inventory that Nike was dealing with related to Sports Authority’s bankruptcy. We believe that the company is already working through the inventory issues and that it is a short-term issue. The company’s growth appears healthy in our view and we used the weakness in the stock to add to our position. Nike has a new manufacturing process (Flyknit), which is much more flexible and cheaper and should have positive implications for margins. The company is also selling a lot more through its own channel (direct-to-consumer), which is a higher-margin business. We continue to believe Nike is one of the great franchises in the world.

Although we would prefer that all stocks in the fund perform well at all times, some will inevitably hinder performance over a given period. We assess a stock’s contribution to the fund over a longer timeframe and with a consistent focus on dividend action.

8


 

The fund’s positioning and investment strategy

Our primary objective is to identify companies that we believe will steadily and reliably grow their dividend payments. We seek to fulfill this objective by carefully building Vanguard Dividend Growth Fund one stock at a time, giving central consideration to each company’s dividend growth prospects. As has always been the case, we are agnostic about sector positioning versus a benchmark as our weightings result from this bottom-up stock selection. As of the end of the period, the fund had significant absolute weights in the industrial, consumer staples, and health care sectors, while having less exposure (below 5% allocation) to the materials and energy sectors. We currently do not hold any stocks in the utilities or telecommunication services sectors.

Since our last report, there have been modest changes in the fund’s positioning, but certainly no change in our overall investment strategy. Additions were made to the fund over the last six months that were driven largely by price opportunity. We also continue to manage the fund by constantly assessing the weightings of our existing positions and adjusting them accordingly.

Given the long road ahead, we feel it unwise to draw any firm conclusion on how Brexit will resolve itself. As a consequence, we believe making meaningful changes to the portfolio in anticipation of any resolution is unwise.

The portfolio continues to have many strong global enterprises with terrific value-creation opportunities and strong dividend growth prospects. Therefore, while it is likely that the bumps on the road to Brexit resolution will affect the portfolio along the way, we remain highly confident that the portfolio is well-positioned.

Whatever view we may have over the next month, next year, or even the next five years will have little bearing on our portfolio decisions. We continue to believe in the power of compounding and in a growing dividend as the tool through which this power is expressed. We believe time is our friend, whereas many investors believe it to be the enemy. We believe a long-term outlook characterized by patience and low turnover is our best recipe for managing the fund. We remain true to our process and believe that Vanguard Dividend Growth Fund is well-positioned to deliver superior dividend growth and solid capital appreciation for shareholders over the long term.

Donald J. Kilbride
Senior Managing Director and
Equity Portfolio Manager

Wellington Management Company llp

August 17, 2016

9


 

Dividend Growth Fund

Fund Profile
As of July 31, 2016

Portfolio Characteristics    
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Number of Stocks 45 185 3,839
Median Market Cap $78.4B $54.0B $54.0B
Price/Earnings Ratio 22.6x 24.6x 23.5x
Price/Book Ratio 4.1x 4.3x 2.8x
Return on Equity 21.5% 20.4% 16.3%
Earnings Growth      
Rate 7.2% 4.6% 7.3%
Dividend Yield 2.2% 2.2% 2.0%
Foreign Holdings 6.5% 0.0% 0.0%
Turnover Rate      
(Annualized) 21%
Ticker Symbol VDIGX
Expense Ratio1 0.33%
30-Day SEC Yield 1.91%
Short-Term Reserves 2.9%

 

Sector Diversification (% of equity exposure)
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Consumer Discretionary 12.8% 12.6% 13.0%
Consumer Staples 18.6 24.6 9.0
Energy 3.0 1.1 6.3
Financials 14.7 7.9 17.5
Health Care 18.5 13.2 14.6
Industrials 18.6 20.1 10.4
Information Technology 10.2 10.7 19.9
Materials 3.6 6.7 3.3
Telecommunication      
Services 0.0 0.1 2.5
Utilities 0.0 3.0 3.5

 

Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 0.95 0.90
Beta 0.92 0.83
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Microsoft Corp. Systems Software 3.5%
NIKE Inc. Footwear 3.2
Costco Wholesale Corp. Hypermarkets &  
  Super Centers 3.1
Medtronic plc Health Care  
  Equipment 2.9
United Parcel Service Air Freight &  
Inc. Logistics 2.9
Colgate-Palmolive Co. Household Products 2.7
Honeywell International Aerospace &  
Inc. Defense 2.7
Canadian National    
Railway Co. Railroads 2.6
Cardinal Health Inc. Health Care  
  Distributors 2.6
Chubb Ltd. Casualty Insurance 2.6
Top Ten   28.8%
The holdings listed exclude any temporary cash investments and equity index products.

 

Investment Focus


1 The expense ratio shown is from the prospectus dated May 25, 2016, and represents estimated costs for the current fiscal year. For the six months
ended July 31, 2016, the annualized expense ratio was 0.33%.

10


 

Dividend Growth Fund

Performance Summary

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

Fiscal-Year Total Returns (%): January 31, 2006, Through July 31, 2016

 

For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Dividend Growth Fund 5/15/1992 9.13% 12.22% 9.08%

See Financial Highlights for dividend and capital gains information.

11


 

Dividend Growth Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

    Market
    Value
  Shares ($000)
Common Stocks (97.1%)    
Consumer Discretionary (12.4%)  
NIKE Inc. Class B 17,968,391 997,246
TJX Cos. Inc. 9,957,783 813,750
Lowe’s Cos. Inc. 7,818,831 643,333
McDonald’s Corp. 5,054,408 594,651
VF Corp. 7,534,209 470,361
Walt Disney Co. 3,906,212 374,801
    3,894,142
Consumer Staples (18.1%)    
Costco Wholesale Corp. 5,897,330 986,151
Colgate-Palmolive Co. 11,425,196 850,377
Coca-Cola Co. 16,538,688 721,583
Diageo plc 24,744,679 709,101
PepsiCo Inc. 5,755,239 626,861
Procter & Gamble Co. 7,143,879 611,445
CVS Health Corp. 6,426,325 595,849
Walgreens Boots    
Alliance Inc. 7,308,081 579,165
    5,680,532
Energy (2.9%)    
Schlumberger Ltd. 5,896,950 474,823
Exxon Mobil Corp. 5,032,651 447,654
    922,477
Financials (14.3%)    
Chubb Ltd. 6,506,907 815,055
Marsh & McLennan    
Cos. Inc. 11,288,122 742,194
PNC Financial Services    
Group Inc. 7,742,902 639,951
Wells Fargo & Co. 13,208,662 633,620
BlackRock Inc. 1,589,137 582,021
American Express Co. 9,029,172 582,021
Public Storage 2,100,076 501,750
    4,496,612
Health Care (18.0%)    
Medtronic plc 10,517,592 921,657
Cardinal Health Inc. 9,752,846 815,338
Johnson & Johnson 6,240,003 781,435
UnitedHealth Group Inc. 5,389,694 771,804
Merck & Co. Inc. 13,154,546 771,646
Amgen Inc. 3,956,528 680,641
Roche Holding AG 2,049,225 523,102
McKesson Corp. 2,027,690 394,507
    5,660,130
Industrials (18.0%)    
United Parcel Service Inc.    
Class B 8,493,501 918,147
Honeywell International    
Inc. 7,177,629 834,974
Canadian National    
Railway Co. 12,925,475 819,394
Union Pacific Corp. 8,753,615 814,524
Lockheed Martin Corp. 3,057,845 772,809
United Technologies    
Corp. 6,066,092 653,015
Northrop Grumman Corp. 2,066,254 447,613
General Dynamics Corp. 2,756,159 404,852
    5,665,328
Information Technology (9.9%)  
Microsoft Corp. 19,399,344 1,099,555
Accenture plc Class A 6,745,950 761,011
Automatic Data    
Processing Inc. 8,176,668 727,314
Oracle Corp. 13,043,368 535,300
    3,123,180
Materials (3.5%)    
Praxair Inc. 6,159,548 717,834
Ecolab Inc. 3,200,855 378,917
    1,096,751
Total Common Stocks    
(Cost $22,409,543)   30,539,152

 

12


 

Dividend Growth Fund

  Face Market
  Amount Value
  ($000) ($000)
Temporary Cash Investments (2.9%)  
Repurchase Agreements (2.6%)  
RBS Securities, Inc.    
0.340%, 8/1/16 (Dated    
7/29/16, Repurchase    
Value $496,714,000,    
collateralized by U.S.    
Treasury Note/Bond    
1.000%–2.750%, 2/15/18–    
11/15/42, with a value of    
$506,635,000) 496,700 496,700
Societe Generale    
0.330%, 8/1/16 (Dated    
7/29/16, Repurchase    
Value $324,509,000,    
collateralized by Federal    
National Mortgage Assn.    
1.000%, 5/21/18, and    
U.S. Treasury Note/Bond    
1.500%–2.750%, 7/31/19–    
11/15/23, with a value of    
$330,990,000) 324,500 324,500
    821,200
U.S. Government and Agency Obligations (0.3%)
1 Federal Home Loan    
Bank Discount Notes,    
0.365%, 10/7/16 100,000 99,934
Total Temporary Cash Investments  
(Cost $921,132)   921,134
Total Investments (100.0%)    
(Cost $23,330,675)   31,460,286
  Amount
  ($000)
Other Assets and Liabilities (0.0%)  
Other Assets  
Investment in Vanguard 2,467
Receivables for Accrued Income 37,932
Receivable for Capital Shares Issued 16,039
Other Assets 64
Total Other Assets 56,502
Liabilities  
Payables to Investment Advisor (12,500)
Payables for Capital Shares Redeemed (11,464)
Payables to Vanguard (23,671)
Total Liabilities (47,635)
Net Assets (100%)  
Applicable to 1,320,700,707 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 31,469,153
Net Asset Value Per Share $23.83
 
 
At July 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 23,392,632
Undistributed Net Investment Income 16,809
Accumulated Net Realized Losses (69,778)
Unrealized Appreciation (Depreciation)  
Investment Securities 8,129,611
Foreign Currencies (121)
Net Assets 31,469,153

 

See Note A in Notes to Financial Statements.
1 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the
full faith and credit of the U.S. government.
See accompanying Notes, which are an integral part of the Financial Statements.

13


 

Dividend Growth Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 320,698
Interest 1,464
Securities Lending 392
Total Income 322,554
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 18,807
Performance Adjustment 5,808
The Vanguard Group—Note C  
Management and Administrative 19,401
Marketing and Distribution 2,768
Custodian Fees 140
Shareholders’ Reports 174
Trustees’ Fees and Expenses 20
Total Expenses 47,118
Net Investment Income 275,436
Realized Net Gain (Loss)  
Investment Securities Sold (58,548)
Foreign Currencies 146
Realized Net Gain (Loss) (58,402)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2,665,359
Foreign Currencies 430
Change in Unrealized Appreciation (Depreciation) 2,665,789
Net Increase (Decrease) in Net Assets Resulting from Operations 2,882,823
1 Dividends are net of foreign withholding taxes of $3,440,000.

 

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

14


 

Dividend Growth Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 275,436 487,197
Realized Net Gain (Loss) (58,402) 658,531
Change in Unrealized Appreciation (Depreciation) 2,665,789 (592,958)
Net Increase (Decrease) in Net Assets Resulting from Operations 2,882,823 552,770
Distributions    
Net Investment Income (258,264) (476,748)
Realized Capital Gain1 (69,168) (928,751)
Total Distributions (327,432) (1,405,499)
Capital Share Transactions    
Issued 4,826,248 5,744,103
Issued in Lieu of Cash Distributions 292,794 1,268,037
Redeemed (1,836,978) (3,594,784)
Net Increase (Decrease) from Capital Share Transactions 3,282,064 3,417,356
Total Increase (Decrease) 5,837,455 2,564,627
Net Assets    
Beginning of Period 25,631,698 23,067,071
End of Period2 31,469,153 25,631,698
1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $0 and $121,739,000, respectively. Short-term gain distributions are
treated as ordinary income dividends for tax purposes.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $16,809,000 and ($509,000).

 

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

15


 

Dividend Growth Fund

Financial Highlights

Six Months          
  Ended          
For a Share Outstanding July 31,     Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $21.78 $22.47 $20.45 $17.52 $15.81 $14.68
Investment Operations            
Net Investment Income .215 .442 .430 .385 .357 .317
Net Realized and Unrealized Gain (Loss)            
on Investments 2.094 .145 2.378 3.033 1.721 1.126
Total from Investment Operations 2.309 .587 2.808 3.418 2.078 1.443
Distributions            
Dividends from Net Investment Income (. 202) (. 432) (. 440) (. 384) (. 368) (. 313)
Distributions from Realized Capital Gains  (. 057) (. 845) (. 348) (.104)
Total Distributions (. 259) (1.277) (.788) (. 488) (. 368) (. 313)
Net Asset Value, End of Period $23.83 $21.78 $22.47 $20.45 $17.52 $15.81
 
Total Return1 10.65% 2.44% 13.69% 19.60% 13.36% 9.90%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $31,469 $25,632 $23,067 $19,137 $12,704 $8,829
Ratio of Total Expenses to            
Average Net Assets2 0.33% 0.33% 0.32% 0.31% 0.29% 0.31%
Ratio of Net Investment Income to            
Average Net Assets 1.93% 1.95% 1.94% 2.03% 2.22% 2.28%
Portfolio Turnover Rate 21% 26% 23% 18% 11% 13%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about
any applicable account service fees.

2 Includes performance-based investment advisory fee increases (decreases) of 0.04%, 0.04%, 0.03%, 0.02%, 0.00%, and 0.00%.

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

16


 

Dividend Growth Fund

Notes to Financial Statements

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

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued at their fair values calculated according to procedures adopted by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund’s pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

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

3. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

17


 

Dividend Growth Fund

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

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

7. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

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

B. Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance relative to the NASDAQ US Dividend Achievers Select Index for the preceding three years. For the six months ended July 31, 2016, the investment advisory fee represented an effective annual basic rate of 0.13% of the fund’s average net assets before an increase of $5,808,000 (0.04%) based on performance.

C. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of

18


 

Dividend Growth Fund

operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets.

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $2,467,000, representing 0.01% of the fund’s net assets and 0.99% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 29,306,949 1,232,203
Temporary Cash Investments 921,134
Total 29,306,949 2,153,337

 

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

During the six months ended July 31, 2016, the fund realized net foreign currency gains of $146,000, which increased distributable net income for tax purposes; accordingly, such gains have been reclassified from accumulated net realized losses to undistributed net investment income.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at January 31, 2016, the fund had available capital losses totaling $5,177,000 that may be carried forward indefinitely to offset future net capital gains. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

19


 

Dividend Growth Fund

At July 31, 2016, the cost of investment securities for tax purposes was $23,330,675,000. Net unrealized appreciation of investment securities for tax purposes was $8,129,611,000, consisting of unrealized gains of $8,251,296,000 on securities that had risen in value since their purchase and $121,685,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended July 31, 2016, the fund purchased $5,909,888,000 of investment securities and sold $2,917,300,000 of investment securities, other than temporary cash investments.

G. Capital shares issued and redeemed were:

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Shares Shares
  (000) (000)
Issued 211,560 253,289
Issued in Lieu of Cash Distributions 12,794 55,584
Redeemed (80,507) (158,371)
Net Increase (Decrease) in Shares Outstanding 143,847 150,502

 

H. Management has determined that no material events or transactions occurred subsequent to July 31, 2016, that would require recognition or disclosure in these financial statements.

20


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

21


 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Growth Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return $1,000.00 $1,106.54 $1.73
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.22 1.66

 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that
period is 0.33%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account
value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most
recent 12-month period (182/366).

22


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

23



 

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

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

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

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

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

Benchmark Information

Dividend Growth Spliced Index: Russell 1000 Index through January 31, 2010; NASDAQ US Dividend Achievers Select Index (formerly known as the Dividend Achievers Select Index) thereafter. Prior to December 6, 2002, the comparative benchmark was known as the Utilities Composite Index. The index weightings were: 40% S&P Utilities Index, 40% S&P Telephone Index, and 20% Lehman Brothers Utility Bond Index through April 30, 1999; 63.75% S&P Utilities Index, 21.25% S&P Telephone Index, and 15% Lehman Brothers Utility Bond Index through March 31, 2000; 75% S&P Utilities Index and 25% S&P Telephone Index through December 31, 2001; and 75% S&P Utilities Index and 25% S&P Integrated Telecommunication Services Index through December 6, 2002.

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both  
at the University of Notre Dame. Thomas J. Higgins
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical  
Company; Member of the Council on Chicago Booth. Peter Mahoney
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Investment Services, Inc. (investment advisors). Group, Inc.; General Counsel of The Vanguard Group;
Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating John J. Brennan  
Officer (retired 2010) of Corning Incorporated  Chairman, 1996–2009  
(communications equipment); Chairman of the  Chief Executive Officer and President, 1996–2008
Board of Trustees of Colby-Sawyer College;    
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.

 


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2016 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q572 092016

 



Semiannual Report | July 31, 2016

Vanguard Dividend Appreciation Index Fund


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

Balance. Develop a suitable asset allocation using broadly diversified funds. Cost. Minimize cost.

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control.

We believe there is no wiser course for any investor.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Fund Profile. 7
Performance Summary. 9
Financial Statements. 10
About Your Fund’s Expenses. 24
Trustees Approve Advisory Arrangement. 26
Glossary. 27

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the
risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Pictured is a sailing block on the Brilliant, a 1932 schooner docked in Mystic, Connecticut. A type of pulley, the
sailing block helps coordinate the setting of the sails. At Vanguard, the intricate coordination of technology and people allows
us to help millions of clients around the world reach their financial goals.


 

Your Fund’s Total Returns

Six Months Ended July 31, 2016  
  Total
  Returns
Vanguard Dividend Appreciation Index Fund  
Investor Shares 13.23%
ETF Shares  
Market Price 13.34
Net Asset Value 13.28
Admiral™ Shares 13.26
NASDAQ US Dividend Achievers Select Index 13.35
Large-Cap Core Funds Average 11.90

Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF
returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749;
7,925,573; 8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the Price
and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market price was
above or below the NAV.

 

Your Fund’s Performance at a Glance        
January 31, 2016, Through July 31, 2016        
      Distributions Per Share
  Starting Ending Income Capital
  Share Price Share Price Dividends Gains
Vanguard Dividend Appreciation Index Fund        
Investor Shares $30.40 $34.08 $0.326 $0.000
ETF Shares 75.98 85.17 0.856 0.000
Admiral Shares 20.62 23.11 0.232 0.000

 

1


 

 

 

 

Chairman’s Letter

Dear Shareholder,

Dividend-paying stocks delivered robust results over the six months ended July 31, 2016, but didn’t quite keep pace with the broad U.S. market’s even sharper rally.

Vanguard Dividend Appreciation Index Fund returned about 13%, in line with its benchmark, the NASDAQ US Dividend Achievers Select Index, and ahead of the average return of its large-cap core fund peers.

Each of the index’s ten industry sectors advanced during the period. Industrial, health care, and technology stocks contributed most to performance.

The 30-day SEC yield for the fund’s Investor Shares fell from 2.25% at the start of the period to 2.01% at the end.

U.S. stocks continued to surge despite signs of uncertainty

U.S. stocks proved resilient over the half year, returning about 14%, although the global environment was far from tranquil.

Stocks tumbled after the momentous June 23 decision by U.K. voters to leave the European Union. But the market quickly recovered. Worries about the effects of “Brexit” on trade and economic growth seemed to diminish as expectations rose that major central banks would be responsive to any fallout.

2


 

International stocks also performed well, returning nearly 12%. European stocks finished solidly but still lagged as the Brexit referendum hit close to home. Emerging-market stocks and those from developed Pacific markets recorded double-digit returns.

Bonds drew support given economic factors and low yields

The broad U.S. taxable bond market advanced in each of the six months en route to returning 4.54%. With the stock market volatile at times, the global growth pace uncertain, and inflation low, investors sought safe-haven assets. Foreign investors flocked to U.S. Treasury debt amid exceptionally low or negative yields abroad.

The yield of the 10-year Treasury note closed July at 1.45%, down from 1.98% at the end of January. (Bond prices and yields move in opposite directions.)

The Federal Reserve has held its target for short-term interest rates at 0.25%–0.5% since raising it by a quarter percentage point in December. Money market funds and savings accounts stayed restrained by these historically low rates.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned 12.31%. A number of foreign currencies strengthened against the dollar, but the bond returns were robust even without this currency benefit.

Market Barometer      
 
  Total Returns
  Periods Ended July 31, 2016
  Six One Five Years
  Months Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 13.82% 4.84% 13.22%
Russell 2000 Index (Small-caps) 18.76 0.00 10.43
Russell 3000 Index (Broad U.S. market) 14.18 4.44 12.99
FTSE All-World ex US Index (International) 11.69 -4.95 1.76
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 4.54% 5.94% 3.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 3.16 6.94 5.13
Citigroup Three-Month U.S. Treasury Bill Index 0.12 0.16 0.05
 
CPI      
Consumer Price Index 1.57% 0.84% 1.27%

 

3


 

Strong returns across the board bolstered the fund’s performance

The Dividend Appreciation Index Fund tracks a benchmark that includes U.S. companies that have increased their dividends for ten or more consecutive years. Unlike other dividend-oriented funds, it doesn’t strive to hold stocks with the highest yields; instead, it focuses on companies with the ability and commitment to grow their dividends over time.

The requirements of the index tilt exposure toward certain sectors and away from others. For example, the index excludes certain subsectors such as real estate investment trusts (REITs) that have low potential for dividend growth.

Over the six months, the fund benefited from investors’ interest in steady income given the historically low interest rate environment.

Industrials, the largest sector, contributed most to the index’s advance. Gains were evident across most of the sector, with defense and aerospace, machinery, and transportation companies making solid contributions.

In health care, medical equipment and medical supplies firms delivered strong results, thanks in part to innovation by some top manufacturers.

In technology, semiconductor companies and those providing computer services boosted performance. Chip makers

Expense Ratios        
Your Fund Compared With Its Peer Group        
  Investor ETF Admiral Peer Group
  Shares Shares Shares Average
Dividend Appreciation Index Fund 0.19% 0.09% 0.09% 1.11%

The fund expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the
six months ended July 31, 2016, the fund’s annualized expense ratios were 0.18% for Investor Shares, 0.09% for ETF Shares, and 0.09% for
Admiral Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information
through year-end 2015.

Peer group: Large-Cap Core Funds.

4


 

benefited from improved earnings and industry consolidations. One of the larger tech companies venturing into cloud computing services also posted gains.

The two consumer-oriented sectors—the index’s second- and third-largest segments—also were strong contributors. Among consumer goods stocks, food producers and soft drink manufacturers were bright spots. General retailers added most to the consumer services sector.

Several of the smaller sectors posted double-digit gains. Of this group, financial stocks contributed most, thanks in part to strong results from financial services firms and non-life insurance companies. The index also benefited from its limited exposure to banks. Large banks have struggled over the past year as persistently low interest rates have eaten away at their lending margins. The benchmark excludes many of these banks from its holdings because they reduced or eliminated dividend payments during the 2008–2009 financial crisis.

Consider rebalancing to manage your risk

Let’s say you’ve taken the time to carefully create an appropriate asset allocation for your investment portfolio. Your efforts have produced a diversified mix of stock, bond, and money market funds tailored to your goals, time horizon, and risk tolerance.

But what should you do when your portfolio drifts from its original asset allocation as the financial markets rise or fall? Consider rebalancing to bring it back to the proper mix.

Just one year of outsized returns can throw your allocation out of whack. Take 2013 as an example. That year, the broad stock market (as measured by the Russell 3000 Index) returned 33.55% and the broad taxable bond market (as measured by the Barclays U.S. Aggregate Bond Index) returned –2.02%. A hypothetical portfolio that tracked the broad domestic market indexes and started the year with 60% stocks and 40% bonds would have ended with a more aggressive mix of 67% stocks and 33% bonds.

Rebalancing to bring your portfolio back to its original targets would require you to shift assets away from areas that have been performing well toward those that have been falling behind. That isn’t easy or intuitive. It’s a way to minimize risk rather than maximize returns and to stick with your investment plan through different types of markets. (You can read more about our approach in Best Practices for Portfolio Rebalancing at vanguard.com/research.)

It’s not necessary to check your portfolio every day or every month, much less rebalance it that frequently. It may be more appropriate to monitor it annually or semiannually and rebalance when your allocation swings 5 percentage points or more from its target.

5


 

It’s important, of course, to be aware of the tax implications. You’ll want to consult with your tax advisor, but generally speaking, it may be a good idea to make any asset changes within a tax-advantaged retirement account or to direct new cash flows into the underweighted asset class.

However you go about it, keeping your asset allocation from drifting too far off target can help you stay on track with the investment plan you’ve crafted to meet your financial goals.

As always, thank you for investing with Vanguard.

Sincerely,

F. William McNabb III
Chairman and Chief Executive Officer
August 11, 2016

6


 

Dividend Appreciation Index Fund

Fund Profile
As of July 31, 2016

Share-Class Characteristics    
 
 
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VDAIX VIG VDADX
Expense Ratio1 0.19% 0.09% 0.09%
30-Day SEC Yield 2.01% 2.09% 2.09%

 

Portfolio Characteristics    
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Number of Stocks 185 185 3,839
Median Market Cap $54.0B $54.0B $54.0B
Price/Earnings Ratio 24.6x 24.6x 23.5x
Price/Book Ratio 4.3x 4.3x 2.8x
Return on Equity 21.2% 20.4% 16.3%
Earnings Growth      
Rate 4.6% 4.6% 7.3%
Dividend Yield 2.2% 2.2% 2.0%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 21%
Short-Term      
Reserves 0.0%

 

Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 1.00 0.89
Beta 1.00 0.89
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Johnson & Johnson Pharmaceuticals 4.3%
Microsoft Corp. Software 4.0
PepsiCo Inc. Soft Drinks 3.9
Coca-Cola Co. Soft Drinks 3.6
Medtronic plc Medical Equipment 3.0
3M Co. Diversified Industrials 2.7
McDonald's Corp. Restaurants & Bars 2.6
CVS Health Corp. Drug Retailers 2.5
United Technologies    
Corp. Aerospace 2.2
Walgreens Boots    
Alliance Inc. Drug Retailers 2.1
Top Ten   30.9%
The holdings listed exclude any temporary cash investments and equity index products.

 

Investment Focus

 

 

 

 

1 The expense ratios shown are from the prospectus dated May 25, 2016, and represent estimated costs for the current fiscal year. For the six
months ended July 31, 2016, the annualized expense ratios were 0.18% for Investor Shares, 0.09% for ETF Shares, and 0.09% for Admiral Shares.

7


 

Dividend Appreciation Index Fund

Sector Diversification (% of equity exposure)
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Basic Materials 4.3% 4.3% 2.5%
Consumer Goods 22.4 22.4 10.4
Consumer Services 17.9 17.9 13.6
Financials 7.7 7.7 18.7
Health Care 12.2 12.2 13.6
Industrials 23.6 23.6 12.6
Oil & Gas 1.1 1.1 6.3
Technology 7.7 7.7 16.3
Telecommunications 0.1 0.1 2.5
Utilities 3.0 3.0 3.5

 

8


 

Dividend Appreciation Index Fund

Performance Summary

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

Fiscal-Year Total Returns (%): April 27, 2006, Through July 31, 2016

 

Note: For 2017, performance data reflect the six months ended July 31, 2016.

Average Annual Total Returns: Periods Ended June 30, 2016
This table presents returns through the latest calendar quarter—rather than through the end of the fiscal period.
Securities and Exchange Commission rules require that we provide this information.

  Inception One Five Ten
  Date Year Years Years
Investor Shares 4/27/2006 8.26% 10.55% 7.55%
ETF Shares 4/21/2006      
Market Price   8.29 10.66 7.66
Net Asset Value   8.35 10.66 7.67
Admiral Shares 12/19/2013 8.33 7.191
1 Return since inception.

 

See Financial Highlights for dividend and capital gains information.

9


 

Dividend Appreciation Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of July 31, 2016

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

    Market
    Value
  Shares ($000)
Common Stocks (99.8%)1    
Basic Materials (4.3%)    
Ecolab Inc. 1,972,103 233,458
Praxair Inc. 1,897,493 221,134
Air Products &    
Chemicals Inc. 1,436,840 214,693
PPG Industries Inc. 1,777,075 186,077
International Flavors &    
Fragrances Inc. 534,719 71,251
Albemarle Corp. 747,593 62,925
RPM International Inc. 885,068 48,024
Westlake Chemical Corp. 867,176 39,665
Royal Gold Inc. 434,908 36,767
Sensient Technologies    
Corp. 299,324 22,099
HB Fuller Co. 332,869 15,498
Stepan Co. 148,325 9,539
    1,161,130
Consumer Goods (22.4%)    
PepsiCo Inc. 9,629,638 1,048,860
Coca-Cola Co. 22,540,268 983,432
NIKE Inc. Class B 8,993,285 499,127
Reynolds American Inc. 9,509,256 476,034
Colgate-Palmolive Co. 5,947,601 442,680
Monsanto Co. 2,933,187 313,177
Kimberly-Clark Corp. 2,404,422 311,493
General Mills Inc. 3,953,069 284,186
Kellogg Co. 2,333,224 192,981
Archer-Daniels-Midland    
Co. 3,956,263 178,348
VF Corp. 2,839,815 177,290
Hormel Foods Corp. 3,520,461 131,489
Stanley Black & Decker    
Inc. 1,014,908 123,514
JM Smucker Co. 797,284 122,909
Clorox Co. 862,465 113,043
Genuine Parts Co. 996,061 101,837
Church & Dwight Co. Inc. 864,142 84,893
McCormick & Co. Inc. 768,595 78,589
  Brown-Forman Corp.    
  Class B 778,054 76,397
  Hasbro Inc. 831,278 67,525
  Bunge Ltd. 939,277 61,842
  Leggett & Platt Inc. 903,900 47,518
  Polaris Industries Inc. 432,711 42,730
  Flowers Foods Inc. 1,413,592 25,996
  Lancaster Colony Corp. 182,417 23,707
  J&J Snack Foods Corp. 124,467 15,137
^ Tootsie Roll Industries Inc. 254,763 9,459
  Andersons Inc. 186,124 6,883
      6,041,076
Consumer Services (17.9%)    
  McDonald’s Corp. 6,006,738 706,693
  CVS Health Corp. 7,318,354 678,558
  Walgreens Boots    
  Alliance Inc. 7,186,812 569,555
  Lowe’s Cos. Inc. 6,062,675 498,837
  Costco Wholesale Corp. 2,929,978 489,951
  TJX Cos. Inc. 4,460,551 364,516
  Target Corp. 4,012,181 302,237
  Yum! Brands Inc. 2,723,026 243,493
  Sysco Corp. 3,761,741 194,820
  Cardinal Health Inc. 2,193,788 183,401
  Ross Stores Inc. 2,697,931 166,813
  AmerisourceBergen Corp.    
  Class A 1,369,032 116,628
  Best Buy Co. Inc. 2,157,492 72,492
  Tiffany & Co. 854,381 55,125
  FactSet Research    
  Systems Inc. 274,505 47,204
  Rollins Inc. 1,457,963 41,085
  Casey’s General Stores    
  Inc. 259,973 34,717
  John Wiley & Sons Inc.    
  Class A 323,494 18,666
  Monro Muffler Brake Inc. 214,198 13,413
  Matthews International    
  Corp. Class A 219,914 13,219

 

10


 

Dividend Appreciation Index Fund

      Market
      Value
    Shares ($000)
  Aaron’s Inc. 483,404 11,577
  International Speedway    
  Corp. Class A 177,643 5,999
      4,828,999
Financials (7.7%)    
  Chubb Ltd. 3,075,821 385,277
  Travelers Cos. Inc. 1,965,254 228,402
  S&P Global Inc. 1,767,597 216,000
  Aflac Inc. 2,798,318 202,262
  Franklin Resources Inc. 3,948,068 142,881
  T. Rowe Price Group Inc. 1,653,527 116,888
  Ameriprise Financial Inc. 1,125,889 107,905
  Cincinnati Financial Corp. 1,094,840 81,784
  Torchmark Corp. 807,670 49,970
  SEI Investments Co. 1,090,494 49,072
  WR Berkley Corp. 816,429 47,508
  American Financial Group    
  Inc. 577,091 42,185
  Assurant Inc. 431,440 35,814
  Axis Capital Holdings Ltd. 632,387 35,148
  Brown & Brown Inc. 923,509 33,856
  RenaissanceRe Holdings    
  Ltd. 287,369 33,772
  Commerce Bancshares Inc. 644,894 30,497
  Erie Indemnity Co. Class A 307,903 30,079
  Eaton Vance Corp. 768,916 29,073
^ BOK Financial Corp. 440,321 28,722
  Prosperity Bancshares Inc. 465,500 23,782
  Hanover Insurance Group    
  Inc. 285,520 23,510
  Bank of the Ozarks Inc. 604,270 21,748
  RLI Corp. 290,236 19,785
  UMB Financial Corp. 329,701 18,269
  Community Bank System    
  Inc. 292,290 12,899
  American Equity    
  Investment Life Holding    
  Co. 545,434 8,689
  Tompkins Financial Corp. 99,646 7,248
  BancFirst Corp. 103,642 6,796
  Infinity Property &    
  Casualty Corp. 73,764 6,052
  1st Source Corp. 172,355 5,793
      2,081,666
Health Care (12.1%)    
  Johnson & Johnson 9,240,189 1,157,149
  Medtronic plc 9,368,119 820,928
  Abbott Laboratories 9,815,104 439,226
  Stryker Corp. 2,485,029 288,959
  Becton Dickinson and Co. 1,411,225 248,376
  CR Bard Inc. 491,259 109,909
  Perrigo Co. plc 953,981 87,184
  STERIS plc 572,264 40,602
  West Pharmaceutical    
  Services Inc. 481,903 38,687
Healthcare Services Group    
Inc. 480,459 18,647
Owens & Minor Inc. 417,327 14,903
National HealthCare Corp. 99,828 6,449
Atrion Corp. 12,162 5,799
    3,276,818
Industrials (23.5%)    
3M Co. 4,030,935 718,958
United Technologies    
Corp. 5,572,497 599,879
^ Lockheed Martin Corp. 2,035,221 514,361
Accenture plc Class A 4,183,329 471,921
General Dynamics Corp. 2,073,120 304,521
FedEx Corp. 1,836,292 297,296
Illinois Tool Works Inc. 2,423,638 279,688
Raytheon Co. 1,992,055 277,951
Automatic Data    
Processing Inc. 3,047,713 271,094
Northrop Grumman Corp. 1,205,503 261,148
Waste Management Inc. 2,969,272 196,328
Sherwin-Williams Co. 614,656 184,231
CSX Corp. 6,415,945 181,764
Norfolk Southern Corp. 1,986,479 178,346
Republic Services Inc.    
Class A 2,297,537 117,772
Roper Technologies Inc. 673,230 114,691
Parker-Hannifin Corp. 899,932 102,763
WW Grainger Inc. 411,301 90,013
Fastenal Co. 1,922,069 82,168
L-3 Communications    
Holdings Inc. 518,576 78,632
Cintas Corp. 720,490 77,287
Dover Corp. 1,032,640 73,762
CH Robinson Worldwide    
Inc. 954,426 66,447
JB Hunt Transport    
Services Inc. 751,385 62,463
Expeditors International    
of Washington Inc. 1,213,003 59,959
Valspar Corp. 526,248 56,030
Jack Henry & Associates    
Inc. 525,384 46,891
AO Smith Corp. 497,690 46,230
Carlisle Cos. Inc. 427,528 44,159
Toro Co. 365,839 33,639
Nordson Corp. 379,530 33,509
AptarGroup Inc. 418,840 32,745
Bemis Co. Inc. 630,962 32,204
Donaldson Co. Inc. 884,011 31,939
Robert Half International    
Inc. 873,730 31,926
Lincoln Electric Holdings    
Inc. 470,672 29,210
Graco Inc. 366,993 27,161
Crane Co. 388,021 24,174

 

11


 

Dividend Appreciation Index Fund

      Market
      Value
    Shares ($000)
  Ryder System Inc. 356,546 23,496
^ MSC Industrial Direct Co.    
  Inc. Class A 321,213 23,073
  CLARCOR Inc. 322,851 20,101
  Silgan Holdings Inc. 402,579 19,960
  Valmont Industries Inc. 151,665 19,861
  ITT Inc. 596,436 18,913
  Regal Beloit Corp. 297,594 18,156
  MSA Safety Inc. 248,993 13,914
  ABM Industries Inc. 372,958 13,878
  Franklin Electric Co. Inc. 309,074 11,967
  G&K Services Inc. Class A 132,699 10,644
  Tennant Co. 117,272 7,515
  Badger Meter Inc. 96,463 6,727
^ Lindsay Corp. 74,202 5,206
  Gorman-Rupp Co. 173,911 4,711
  Cass Information Systems  
  Inc. 75,782 3,938
  Mesa Laboratories Inc. 24,076 2,784
      6,358,104
Oil & Gas (1.1%)    
  EOG Resources Inc. 3,663,562 299,313
 
Technology (7.7%)    
  Microsoft Corp. 19,106,951 1,082,982
  Texas Instruments Inc. 6,697,224 467,131
  Analog Devices Inc. 2,065,483 131,840
  Linear Technology Corp. 1,594,459 95,652
  Xilinx Inc. 1,702,361 86,957
  Maxim Integrated    
  Products Inc. 1,907,975 77,807
  Microchip Technology    
  Inc. 1,357,253 75,517
  Harris Corp. 830,328 71,923
      2,089,809
Telecommunications (0.1%)    
  Telephone & Data    
  Systems Inc. 677,477 21,333
  ATN International Inc. 106,934 7,862
      29,195
Utilities (3.0%)    
  NextEra Energy Inc. 3,068,666 393,679
  Edison International 2,170,415 167,947
  Atmos Energy Corp. 680,115 54,266
  UGI Corp. 1,145,508 51,846
  Aqua America Inc. 1,179,930 40,873
  WGL Holdings Inc. 332,076 23,508
  New Jersey Resources    
  Corp. 572,623 21,324
  MGE Energy Inc. 230,676 12,952
  California Water Service    
  Group 318,347 10,738
  American States Water Co. 243,489 10,519
  Chesapeake Utilities Corp. 101,527 6,505
  SJW Corp.   136,072 5,764
  Connecticut Water Service    
  Inc.   74,163 3,786
        803,707
Total Common Stocks      
(Cost $21,990,363)     26,969,817
Temporary Cash Investments (0.3%)1  
Money Market Fund (0.3%)    
2,3 Vanguard Market Liquidity    
  Fund, 0.561% 68,312,221 68,312
 
      Face  
      Amount  
      ($000)  
U.S. Government and Agency Obligations (0.0%)
4 Federal Home Loan      
  Bank Discount Notes,    
  0.501%, 8/19/16   1,700 1,700
4,5 Federal Home Loan      
  Bank Discount Notes,    
  0.491%, 9/16/16   2,600 2,599
        4,299
Total Temporary Cash Investments  
(Cost $72,610)     72,611
Total Investments (100.1%)    
(Cost $22,062,973)     27,042,428

 

12


 

Dividend Appreciation Index Fund

  Amount
  ($000)
Other Assets and Liabilities (-0.1%)  
Other Assets  
Investment in Vanguard 2,112
Receivables for Accrued Income 23,352
Receivables for Capital Shares Issued 8,920
Other Assets 1,072
Total Other Assets 35,456
Liabilities  
Payables for Investment Securities  
Purchased (11,951)
Collateral for Securities on Loan (47,145)
Payables for Capital Shares Redeemed (2,224)
Payables to Vanguard (10,148)
Total Liabilities (71,468)
Net Assets (100%) 27,006,416
 
 
At July 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 22,675,995
Undistributed Net Investment Income 29,516
Accumulated Net Realized Losses (680,486)
Unrealized Appreciation (Depreciation)  
Investment Securities 4,979,455
Futures Contracts 1,936
Net Assets 27,006,416

 

  Amount
  ($000)
Investor Shares—Net Assets  
Applicable to 26,466,752 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 901,933
Net Asset Value Per Share—  
Investor Shares $34.08
 
 
ETF Shares—Net Assets  
Applicable to 260,342,690 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 22,174,651
Net Asset Value Per Share—  
ETF Shares $85.17
 
 
Admiral Shares—Net Assets  
Applicable to 170,023,081 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,929,832
Net Asset Value Per Share—  
Admiral Shares $23.11
• See Note A in Notes to Financial Statements.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $45,560,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.1%, respectively,
of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
3 Includes $47,145,000 of collateral received for securities on loan.
4 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full
faith and credit of the U.S. government.
5 Securities with a value of $1,399,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

 

13


 

Dividend Appreciation Index Fund

Statement of Operations

  Six Months Ended
  July 31, 2016
  ($000)
Investment Income  
Income  
Dividends 285,781
Interest1 44
Securities Lending 283
Total Income 286,108
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,491
Management and Administrative—Investor Shares 628
Management and Administrative—ETF Shares 6,802
Management and Administrative—Admiral Shares 1,126
Marketing and Distribution—Investor Shares 96
Marketing and Distribution—ETF Shares 451
Marketing and Distribution—Admiral Shares 148
Custodian Fees 153
Shareholders’ Reports—Investor Shares 14
Shareholders’ Reports—ETF Shares 257
Shareholders’ Reports—Admiral Shares 21
Trustees’ Fees and Expenses 7
Total Expenses 11,194
Net Investment Income 274,914
Realized Net Gain (Loss)  
Investment Securities Sold (268,250)
Futures Contracts 3,131
Realized Net Gain (Loss) (265,119)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 3,102,074
Futures Contracts 1,927
Change in Unrealized Appreciation (Depreciation) 3,104,001
Net Increase (Decrease) in Net Assets Resulting from Operations 3,113,796
1 Interest income from an affiliated company of the fund was $35,000.

 

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

14


 

Dividend Appreciation Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  July 31, January 31,
  2016 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 274,914 533,935
Realized Net Gain (Loss) (265,119) 2,703,169
Change in Unrealized Appreciation (Depreciation) 3,104,001 (3,303,415)
Net Increase (Decrease) in Net Assets Resulting from Operations 3,113,796 (66,311)
Distributions    
Net Investment Income    
Investor Shares (8,728) (24,306)
ETF Shares (217,671) (456,267)
Admiral Shares (37,582) (73,040)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (263,981) (553,613)
Capital Share Transactions    
Investor Shares (73,584) (554,813)
ETF Shares 1,057,958 (1,350,433)
Admiral Shares 311,217 550,641
Net Increase (Decrease) from Capital Share Transactions 1,295,591 (1,354,605)
Total Increase (Decrease) 4,145,406 (1,974,529)
Net Assets    
Beginning of Period 22,861,010 24,835,539
End of Period1 27,006,416 22,861,010
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $29,516,000 and $18,583,000.

 

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

15


 

Dividend Appreciation Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $30.40 $31.37 $28.59 $25.23 $22.42 $21.33
Investment Operations            
Net Investment Income . 338 . 670 . 627 . 540 . 538 . 445
Net Realized and Unrealized Gain (Loss)            
on Investments 3.668 (.947) 2.756 3.350 2.812 1.089
Total from Investment Operations 4.006 (.277) 3.383 3.890 3.350 1.534
Distributions            
Dividends from Net Investment Income (. 326) (. 693) (. 603) (. 530) (. 540) (. 444)
Distributions from Realized Capital Gains
Total Distributions (. 326) (. 693) (. 603) (. 530) (. 540) (. 444)
Net Asset Value, End of Period $34.08 $30.40 $31.37 $28.59 $25.23 $22.42
 
Total Return1 13.23% -0.93% 11.86% 15.51% 15.15% 7.34%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $902 $875 $1,450 $2,966 $2,804 $2,206
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.19% 0.20% 0.20% 0.20% 0.25%
Ratio of Net Investment Income to            
Average Net Assets 2.11% 2.11% 2.04% 1.98% 2.32% 2.14%
Portfolio Turnover Rate2 21% 22% 20% 3% 15% 14%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about
any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

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Dividend Appreciation Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding July 31, Year Ended January 31,
Throughout Each Period 2016 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $75.98 $78.42 $71.47 $63.08 $56.04 $53.32
Investment Operations            
Net Investment Income .886 1.759 1.645 1.421 1.401 1.173
Net Realized and Unrealized Gain (Loss)            
on Investments 9.160 (2.380) 6.890 8.357 7.049 2.719
Total from Investment Operations 10.046 (.621) 8.535 9.778 8.450 3.892
Distributions            
Dividends from Net Investment Income (.856) (1.819) (1.585) (1.388) (1.410) (1.172)
Distributions from Realized Capital Gains
Total Distributions (.856) (1.819) (1.585) (1.388) (1.410) (1.172)
Net Asset Value, End of Period $85.17 $75.98 $78.42 $71.47 $63.08 $56.04
 
Total Return 13.28% -0.84% 11.97% 15.60% 15.29% 7.46%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $22,175 $18,771 $20,610 $18,511 $13,119 $9,677
Ratio of Total Expenses to            
Average Net Assets 0.09% 0.09% 0.10% 0.10% 0.10% 0.13%
Ratio of Net Investment Income to            
Average Net Assets 2.20% 2.21% 2.14% 2.08% 2.42% 2.26%
Portfolio Turnover Rate1 21% 22% 20% 3% 15% 14%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares,
including ETF Creation Units.

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

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Dividend Appreciation Index Fund

Financial Highlights

Admiral Shares        
  Six Months     Dec. 19,
   Ended Year Ended  20131 to
  July 31, January 31, Jan. 31,
For a Share Outstanding Throughout Each Period 2016 2016 2015 2014
Net Asset Value, Beginning of Period $20.62 $21.28 $19.40 $20.00
Investment Operations        
Net Investment Income . 241 . 478 . 445 . 030
Net Realized and Unrealized Gain (Loss) on Investments 2.481 (.644) 1.865 (.630)
Total from Investment Operations 2.722 (.166) 2.310 (.600)
Distributions        
Dividends from Net Investment Income (. 232) (. 494) (. 430)
Distributions from Realized Capital Gains
Total Distributions (. 232) (. 494) (. 430)
Net Asset Value, End of Period $23.11 $20.62 $21.28 $19.40
 
Total Return2 13.26% -0.83% 11.94% -3.00%
 
Ratios/Supplemental Data        
Net Assets, End of Period (Millions) $3,930 $3,215 $2,776 $760
Ratio of Total Expenses to Average Net Assets 0.09% 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.20% 2.21% 2.14% 2.08%3
Portfolio Turnover Rate 4 21% 22% 20% 3%

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Inception.
2 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
3 Annualized.
4 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

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Dividend Appreciation Index Fund

Notes to Financial Statements

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

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value.

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

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

During the six months ended July 31, 2016, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

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Dividend Appreciation Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January, 2013–2016), and for the period ended July 31, 2016, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

6. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at July 31, 2016, or at any time during the period then ended.

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

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Dividend Appreciation Index Fund

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

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At July 31, 2016, the fund had contributed to Vanguard capital in the amount of $2,112,000, representing 0.01% of the fund’s net assets and 0.84% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1Quoted prices in active markets for identical securities.
Level 2Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of July 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 26,969,817
Temporary Cash Investments 68,312 4,299
Futures Contracts—Assets1 54
Total 27,038,183 4,299
1 Represents variation margin on the last day of the reporting period.

 

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Dividend Appreciation Index Fund

D. At July 31, 2016, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2016 306 33,173 1,936

 

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

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

During the six months ended July 31, 2016, the fund realized $257,862,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at January 31, 2016, the fund had available capital losses totaling $157,496,000 to offset future net capital gains. Of this amount, $11,128,000 is subject to expiration on January 31, 2019. Capital losses of $146,368,000 realized beginning in fiscal 2012 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending January 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At July 31, 2016, the cost of investment securities for tax purposes was $22,062,973,000. Net unrealized appreciation of investment securities for tax purposes was $4,979,455,000, consisting of unrealized gains of $5,317,111,000 on securities that had risen in value since their purchase and $337,656,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended July 31, 2016, the fund purchased $6,940,012,000 of investment securities and sold $5,650,860,000 of investment securities, other than temporary cash investments. Purchases and sales include $1,876,254,000 and $954,934,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

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Dividend Appreciation Index Fund

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

  Six Months Ended Year Ended
  July 31, 2016 January 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 101,694 3,137 156,453 4,950
Issued in Lieu of Cash Distributions 7,998 246 20,734 661
Redeemed (183,276) (5,687) (732,000) (23,050)
Net Increase (Decrease)—Investor Shares (73,584) (2,304) (554,813) (17,439)
ETF Shares        
Issued 2,021,194 25,283 6,278,046 78,491
Issued in Lieu of Cash Distributions
Redeemed (963,236) (12,000) (7,628,479) (94,250)
Net Increase (Decrease)—ETF Shares 1,057,958 13,283 (1,350,433) (15,759)
Admiral Shares        
Issued 604,645 27,460 1,093,111 50,897
Issued in Lieu of Cash Distributions 33,983 1,538 63,639 2,998
Redeemed (327,411) (14,934) (606,109) (28,401)
Net Increase (Decrease)—Admiral Shares 311,217 14,064 550,641 25,494

 

H. Management has determined that no material events or transactions occurred subsequent to July 31, 2016, that would require recognition or disclosure in these financial statements.

23


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

24



 

Six Months Ended July 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Appreciation Index Fund 1/31/2016 7/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,132.30 $0.95
ETF Shares 1,000.00 1,132.76 0.48
Admiral Shares 1,000.00 1,132.56 0.48
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.97 $0.91
ETF Shares 1,000.00 1,024.42 0.45
Admiral Shares 1,000.00 1,024.42 0.45

 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that
period are 0.18% for Investor Shares, 0.09% for ETF Shares, and 0.09% for Admiral Shares. The dollar amounts shown as “Expenses Paid”
are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the
most recent six-month period, then divided by the number of days in the most recent 12-month period (182/366).

25


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Dividend Appreciation Index Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard)—through its Equity Index Group. The board determined that continuing the fund’s internalized management structure was in the best interests of the fund and its shareholders.

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. The trustees considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

The board concluded that Vanguard’s experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangement.

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance relative to a target index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the fund’s advisory fee rate was also well below its peer-group average. Information about the fund’s expenses appears in the About Your Fund’s Expenses section of this report as well as in the Financial Statements section.

The board does not conduct a profitability analysis of Vanguard, because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees, and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the fund’s at-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as the fund’s assets increase.

The board will consider whether to renew the advisory arrangement again after a one-year period.

26


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share. For a fund, the weighted average price/book ratio of the stocks it holds.

27


 

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

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

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

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

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

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 198 Vanguard funds.

The following table provides information for each trustee and executive officer of the fund. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1 Rajiv L. Gupta
  Born 1945. Trustee Since December 2001.2 Principal
F. William McNabb III Occupation(s) During the Past Five Years and Other
Born 1957. Trustee Since July 2009. Chairman of Experience: Chairman and Chief Executive Officer
the Board. Principal Occupation(s) During the Past (retired 2009) and President (2006–2008) of
Five Years and Other Experience: Chairman of the Rohm and Haas Co. (chemicals); Director of Tyco
Board of The Vanguard Group, Inc., and of each of International plc (diversified manufacturing and
the investment companies served by The Vanguard services), HP Inc. (printer and personal computer
Group, since January 2010; Director of The Vanguard manufacturing), and Delphi Automotive plc
Group since 2008; Chief Executive Officer and (automotive components); Senior Advisor at
President of The Vanguard Group, and of each of New Mountain Capital.
the investment companies served by The Vanguard  
Group, since 2008; Director of Vanguard Marketing Amy Gutmann
Corporation; Managing Director of The Vanguard Born 1949. Trustee Since June 2006. Principal
Group (1995–2008). Occupation(s) During the Past Five Years and
  Other Experience: President of the University of
IndependentTrustees Pennsylvania; Christopher H. Browne Distinguished
  Professor of Political Science, School of Arts and
Emerson U. Fullwood Sciences, and Professor of Communication, Annenberg
Born 1948. Trustee Since January 2008. Principal School for Communication, with secondary faculty
Occupation(s) During the Past Five Years and Other appointments in the Department of Philosophy, School
Experience: Executive Chief Staff and Marketing of Arts and Sciences, and at the Graduate School of
Officer for North America and Corporate Vice President Education, University of Pennsylvania; Trustee of the
(retired 2008) of Xerox Corporation (document manage- National Constitution Center; Chair of the Presidential
ment products and services); Executive in Residence Commission for the Study of Bioethical Issues.
and 2009–2010 Distinguished Minett Professor at  
the Rochester Institute of Technology; Lead Director JoAnn Heffernan Heisen
of SPX FLOW, Inc. (multi-industry manufacturing); Born 1950. Trustee Since July 1998. Principal
Director of the United Way of Rochester, the University Occupation(s) During the Past Five Years and
of Rochester Medical Center, Monroe Community Other Experience: Corporate Vice President and
College Foundation, North Carolina A&T University, Chief Global Diversity Officer (retired 2008) and
and Roberts Wesleyan College. Member of the Executive Committee (1997–2008)
  of Johnson & Johnson (pharmaceuticals/medical
  devices/consumer products); Director of Skytop
  Lodge Corporation (hotels) and the Robert Wood
  Johnson Foundation; Member of the Advisory
  Board of the Institute for Women’s Leadership
  at Rutgers University.

 


 

F. Joseph Loughrey Executive Officers  
Born 1949. Trustee Since October 2009. Principal    
Occupation(s) During the Past Five Years and Other Glenn Booraem  
Experience: President and Chief Operating Officer Born 1967. Treasurer Since May 2015. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and
Chairman of the Board of Hillenbrand, Inc. (specialized Other Experience: Principal of The Vanguard Group,
consumer services), and of Oxfam America; Director Inc.; Treasurer of each of the investment companies
of SKF AB (industrial machinery), Hyster-Yale Materials served by The Vanguard Group; Controller of each of
Handling, Inc. (forklift trucks), the Lumina Foundation the investment companies served by The Vanguard
for Education, and the V Foundation for Cancer Group (2010–2015); Assistant Controller of each of
Research; Member of the Advisory Council for the the investment companies served by The Vanguard
College of Arts and Letters and of the Advisory Board Group (2001–2010).  
to the Kellogg Institute for International Studies, both
at the University of Notre Dame. Thomas J. Higgins  
Born 1957. Chief Financial Officer Since September
Mark Loughridge 2008. Principal Occupation(s) During the Past Five
Born 1953. Trustee Since March 2012. Principal Years and Other Experience: Principal of The Vanguard
Occupation(s) During the Past Five Years and Other Group, Inc.; Chief Financial Officer of each of the
Experience: Senior Vice President and Chief Financial investment companies served by The Vanguard Group;
Officer (retired 2013) at IBM (information technology Treasurer of each of the investment companies served
services); Fiduciary Member of IBM’s Retirement Plan by The Vanguard Group (1998–2008).
Committee (2004–2013); Director of the Dow Chemical
Company; Member of the Council on Chicago Booth. Peter Mahoney  
Born 1974. Controller Since May 2015. Principal
Scott C. Malpass Occupation(s) During the Past Five Years and
Born 1962. Trustee Since March 2012. Principal Other Experience: Head of Global Fund Accounting
Occupation(s) During the Past Five Years and Other at The Vanguard Group, Inc.; Controller of each of the
Experience: Chief Investment Officer and Vice investment companies served by The Vanguard Group;
President at the University of Notre Dame; Assistant Head of International Fund Services at The Vanguard
Professor of Finance at the Mendoza College of Group (2008–2014).  
Business at Notre Dame; Member of the Notre Dame  
403(b) Investment Committee, the Board of Advisors Heidi Stam
for Spruceview Capital Partners, and the Investment Born 1956. Secretary Since July 2005. Principal
Advisory Committee of Major League Baseball; Board Occupation(s) During the Past Five Years and Other
Member of TIFF Advisory Services, Inc., and Catholic Experience: Managing Director of The Vanguard
Investment Services, Inc. (investment advisors). Group, Inc.; General Counsel of The Vanguard Group;
Secretary of The Vanguard Group and of each of the
André F. Perold investment companies served by The Vanguard Group;
Born 1952. Trustee Since December 2004. Principal Director and Senior Vice President of Vanguard
Occupation(s) During the Past Five Years and Other Marketing Corporation.  
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Vanguard Senior ManagementTeam
(retired 2011); Chief Investment Officer and Managing Mortimer J. Buckley James M. Norris
Partner of HighVista Strategies LLC (private investment Kathleen C. Gubanich Thomas M. Rampulla
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante Karin A. Risi
Chris D. McIsaac Michael Rollings
Peter F. Volanakis
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Chairman Emeritus and Senior Advisor
Other Experience: President and Chief Operating John J. Brennan   
Officer (retired 2010) of Corning Incorporated Chairman, 1996–2009   
(communications equipment); Chairman of the Chief Executive Officer and President, 1996–2008
Board of Trustees of Colby-Sawyer College;    
Member of the Advisory Board of the Norris    
Cotton Cancer Center. Founder  
  John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.

 


 

 

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  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447 “Dividend Achievers” is a trademark of The NASDAQ
Direct Investor Account Services > 800-662-2739 OMX Group, Inc. (collectively, with its affiliates
  “NASDAQ OMX”), and has been licensed for use by The
Institutional Investor Services > 800-523-1036 Vanguard Group, Inc. Vanguard mutual funds are not
Text Telephone for People sponsored, endorsed, sold, or promoted by NASDAQ
Who Are Deaf or Hard of Hearing> 800-749-7273 OMX and NASDAQ OMX makes no representation
  regarding the advisability of investing in the funds.
This material may be used in conjunction NASDAQ OMX makes no warranties and bears no
with the offering of shares of any Vanguard liability with respect to the Vanguard mutual funds.
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2016 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q6022 092016

 


Item 2: Code of Ethics.

Not Applicable.

Item 3: Audit Committee Financial Expert.

Not Applicable.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Not Applicable.

Item 5: Audit Committee of Listed Registrants.

Not Applicable.

Item 6: Investments.

Not Applicable.

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

Not Applicable.

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

Not Applicable.

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

Not Applicable.

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

Not Applicable.

Item 11: Controls and Procedures.

     (a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.


 

     (b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 12: Exhibits.

(a) Certifications.

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

  VANGUARD SPECIALIZED FUNDS
 
 
BY: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: September 16, 2016

 

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

 

  VANGUARD SPECIALIZED FUNDS
 
BY: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER

 

Date: September 16, 2016

 

 

VANGUARD SPECIALIZED FUNDS
 
BY: /s/ THOMAS J. HIGGINS*
THOMAS J. HIGGINS 
  CHIEF FINANCIAL OFFICER
Date: September 16, 2016

 

* By: /s/ Heidi Stam
Heidi Stam, pursuant to a Power of Attorney filed on April 22, 2014 see file Number 2-17620, Incorporated by Reference.