N-CSR 1 specialized_final.htm specialized_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, 2015 – January 31, 2016

 

Item 1: Reports to Shareholders

 

 



Annual Report | January 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. 9
Fund Profile. 13
Performance Summary. 15
Financial Statements. 17
Your Fund’s After-Tax Returns. 32
About Your Fund’s Expenses. 33
Glossary. 35

 

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

Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard Energy Fund  
Investor Shares -19.53%
Admiral™ Shares -19.48
MSCI ACWI Energy Index -20.54
Global Natural Resources Funds Average -25.31
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, 2015, Through January 31, 2016        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Energy Fund        
Investor Shares $51.53 $40.43 $1.078 $0.000
Admiral Shares 96.69 75.85 2.081 0.000

 

1


 

 

Chairman’s Letter

Dear Shareholder,

After briefly seeming to find their footing, oil prices tumbled in 2015 and into the new year. This added more distress to a sector already challenged by the sharp price drop that began in the summer of 2014.

Over the 12 months ended January 31, 2016, the energy sector was the broad U.S. stock market’s worst performer, a position it has held for five consecutive fiscal years. Vanguard Energy Fund returned –19.53% for Investor Shares, ahead of its benchmark index and the average return of global natural resources funds. (Many peers have significant allocations to sectors other than energy, such as materials.) It was the weakest fiscal-year return for the fund and its benchmark since 2009.

If you invest in the Energy Fund through a taxable account, you may wish to review information about the fund’s after-tax performance provided later in this report.

For some perspective on the oil price decline, keep in mind that three key factors influence prices: oil supply (both current inventories and future supply expectations), demand, and the strength of the U.S. dollar. The degree to which each factor drives oil price fluctuations tends to be unique to each situation.

2


 

For example, Vanguard research has shown that demand primarily drove the steep price drop in 2008. Much has been written recently about the stronger dollar and the impact of China’s slower economic growth on global demand, but we believe that supply has been the main factor behind the slide that began 1½ years ago. (You can read more in Is the Barrel Half Empty or Half Full? Oil-Price Drops and Global Impacts, available at vanguard.com/research.)

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after a solid first half as investors grew more concerned that China’s slower growth would spread globally. Along with oil, other commodity prices fell, hurting producers and exporters but favoring consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Central banks in Europe and Asia moved in the opposite direction, adding to their stimulus measures to combat weak growth and low inflation.

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets slipped the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

Yields moved up and down, leaving bond results nearly flat
Although bonds surged in January, the broad U.S. taxable bond market returned –0.16% for the fiscal year. Bonds languished at times earlier in the period, when stocks were on firmer ground and many thought the Fed would raise interest rates sooner than it did. Market turmoil in January seemed to remind investors of bonds’ appeal as both a diversifier and ballast for a portfolio.

After many ups and downs, the yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the dollar’s strength. Without this currency effect, returns were modestly positive.

Money market funds and savings accounts generated scant returns as the Fed’s long-running 0%–0.25% rate target persisted until December.

Investment success was scarce amid an oversupply of oil
As I’ve written in the past, oil-price decreases tend to benefit some segments of the energy sector and hurt others. But the continuing weakness meant fewer winners.

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 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s expense ratios were 0.37% for Investor Shares and 0.31% 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.      

 

4


 

Oil and gas exploration and production companies have been hit hard by lower prices. Such companies—which constitute more than one-third of the fund’s total assets, about double their benchmark weight—had some of the steepest declines and weighed on the fund’s performance. At the other end of the spectrum, oil and gas refiners and marketers collectively advanced, in part because they paid less for crude oil.

Providers of equipment and services, about 10% of the fund and its benchmark, had mixed results. As many users of their products and services slashed budgets, some providers slumped, but others delivered gains. Results were also mixed for the integrated oil and gas companies that make up the largest slice (about 40%)

of the fund, although most were in negative territory. Some of these behemoths—whose activities include exploration, refining, and marketing—have more ballast to withstand the downturn, while others struggled not only with lower prices but also with geopolitical issues.

Your fund’s advisors, Wellington Management Company and Vanguard Quantitative Equity Group, notably added value with their lighter stake in the oil and gas storage and transportation segment, especially among pipeline businesses. The fund also benefited from the advisors’ positioning among the integrated companies. Some exploration and production holdings offset part of these successes relative to the benchmark.

Total Returns  
Ten Years Ended January 31, 2016  
  Average
  Annual Return
Energy Fund Investor Shares 0.09%
Spliced Energy Index -0.68
Global Natural Resources Funds Average -3.72
For a benchmark description, see the Glossary.  

Global Natural Resources Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.


 

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

I’d like to take this opportunity to express my appreciation to Karl Bandtel, who has announced plans to retire in June. Karl has ably managed the fund since 1992. Greg LeBlanc has co-managed Wellington’s portion of the fund with Karl since late 2015 and will assume sole responsibility when Karl retires.

Over a volatile decade, the fund topped its index and peer average
For the decade ended January 31, 2016, the Energy Fund’s average annual return was just above zero, as double-digit declines in the last two fiscal years offset several years of gains. Still, the fund stayed ahead of its index and the average return of global natural resources funds.

The energy sector lagged the broad U.S. stock market, whose ten-year average annual return was more than 6%. This

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

divergence underscores one of the risks of a narrowly focused sector fund, which we feel is better-suited to a complementary—rather than a core—role in a portfolio that is already balanced and diversified across asset classes.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015 and, especially, the start of 2016 were stark reminders that investments can disappoint. The U.S. stock and bond markets were barely positive in 2015, and international stocks and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (Generally, a decline of 20% or more lasting at least two months qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box on page 6 and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time. The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based. The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

As always, investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

Thank you for investing with Vanguard.

Sincerely,


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


 

Advisors’ Report

Vanguard Energy Fund returned –19.53% for Investor Shares and –19.48% for Admiral Shares for the 12 months ended January 31, 2016, ahead of its benchmark index and the average return of 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 year and of how their portfolio positioning reflects this assessment. These reports were prepared on February 10, 2016.

Wellington Management Company llp

Portfolio Managers:

Karl E. Bandtel, Senior Managing Director

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

The investment environment
The continued decline in U.S. and global oil prices weighed broadly on global energy equities. The fund’s benchmark, the MSCI

Vanguard Energy Fund Investment Advisors  
 
  Fund Assets Managed    
Investment Advisor % $ Million   Investment Strategy
Wellington Management 94 7,654 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 4 294 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 2 173 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.

 

9


 

All Country World Energy Index, returned –20.54%; it significantly lagged global equities, as measured by the MSCI All Country World Index, which returned about –6%.

Oversupply worries persisted amid the buildup in U.S. inventory. The resiliency and growth in OPEC production through 2015 added to concerns; Saudi Arabia and Iraq are producing a million barrels more per day than a year ago. This has contributed significantly to the oversupply, as U.S. crude oil imports have been above expectations in recent months. Meanwhile, the market has remained uneasy about U.S. storage capacity constraints and whether operable levels of inventory will be breached as the refinery maintenance season begins.

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 helped relative results, particularly our holdings in Galp Energia and Diamondback Energy. Our underweight exposure to benchmark constituent Kinder Morgan and avoidance of Williams Companies were also beneficial.

Shares of Galp, a Portuguese oil and natural gas integrated operator, rose meaningfully. The company is on track to double production by 2018 through its Brazilian pre-salt assets. Importantly, the growth is tied to floating production storage and offloading vessels (FPSOs) that are being constructed outside Brazil, away from that country’s political and macroeconomic pressures.

Diamondback, an oil and natural gas exploration and production company, has a deep inventory of horizontal drilling opportunities across multiple attractive sections of the Permian Basin in West Texas. Shares rose following the successful initial public offering of its subsidiary, Viper Energy Partners, the first royalty master limited partnership (MLP) that will focus on mineral acquisitions in U.S. oil shale plays. Despite the recent oil price volatility, Diamondback consistently beat company guidance while keeping capital spending flat. It continues to find new zones, make deals that will add to earnings, and realize low costs in the current price environment. Long-term, we believe Diamondback is competitively positioned to benefit from its operations in the Permian Basin, and we maintain our holdings.

Our shortfalls
Our most significant relative detractors included Southwestern Energy, Paramount Resources, and Energen.

10


 

Shares of Southwestern Energy and Paramount Resources fell alongside those of other natural-gas-levered exploration and production companies amid a decline in gas prices following a mild U.S. winter. Constructive natural gas supply-and-demand factors over the next few years should firm up the commodity and in turn support Southwestern, given its low-cost acreage in the Marcellus basin. We maintained positions in both stocks.

The stock of Energen, an oil and gas exploration and production company with primary operations in the Permian, San Juan, and Black Warrior Basins and in North Louisiana/East Texas, slid amid the falling oil prices. We continue to believe that Energen is well-positioned in the Permian, the lowest-cost U.S. oil basin, and therefore have maintained our position.

The fund’s positioning
Overall, we see increasing dispersion of asset quality in the producer subsegment. This dispersion is creating valuable opportunities among select North American oil and natural gas producers that were first movers within the shale formations. In addition to sentiment and valuation, which suggest some apathy, we are encouraged by positive industry developments, including resilient demand growth and significant capital destruction. We also see severe financial distress among many industry players, limiting their access to capital and their ability to invest and grow. These factors will ultimately help rebalance supply and demand.

We continue to focus on producers with a growing cost advantage and the ability to benefit from new technology, which will help them withstand short-term price pressure while benefiting from subsequent price recovery.

Vanguard Quantitative Equity Group

Portfolio Managers:

James D. Troyer, CFA, Principal

James P. Stetler, Principal

Michael R. Roach, CFA

Over the first half of the fiscal year, energy stocks returned about –5%, as measured by the MSCI All Country World Energy Index, slowing their losses from 2014 and early 2015. However, performance worsened over the second half, when the index returned about –16% and significantly underperformed the distressed global equity market. The sluggish broad U.S. equity market bested both developed and emerging international markets.

Global oil inventories and production continued to increase in the second half, driving the price of oil to a 12-year low in January. Lack of cooperation among oil-producing countries to curb production has fueled pessimism in the energy sector, as companies within these countries seek to maintain profits and market share. An unusually warm winter across much of the United States, coupled with a natural gas surplus, has similarly dampened performance, although prices may stabilize in the spring.

11


 

Overseas, international currencies continued to lose ground to the dollar, which has weighed on emerging markets, especially those with abundant dollar-denominated debt. In August, volatility in Chinese markets spread to global stocks as well as commodities; it recently returned amid poor economic data from the region.

Although it’s important to understand how overall portfolio performance is affected by such macroeconomic factors, our investment process focuses on specific stock fundamentals and portfolio characteristics. We use stock selection models that evaluate the companies within our investment universe to identify those with attractive 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. The result of our models is our expected return for each stock. Using these results, we construct our portfolio with the goal of maximizing expected return and minimizing exposure to risks that our research indicates do not improve returns.

For the 12 months, the results from our combined model were positive. Our sentiment and quality models contributed most to relative performance, followed by our valuation model. The management decisions model was the least effective, but it did not detract.

Our most successful overweight holdings included Denmark’s Vestas Wind Systems (+68.0%) and Hong Kong’s Brightoil Petroleum (+19.3%). An important part of a quantitative process such as ours is the ability to underweight exposures that underperform the benchmark, such as U.S.-listed Apache (–30.5%) and Noble Energy (–31.0%).

Our results were dragged down by overweight positions in Norway’s Seadrill (–80.2%), U.S.-based Ensco (–64.0%), and Chesapeake Energy (–82.2%). In addition, our results were hurt by underweighting U.S.-based HollyFrontier (+31%) and India’s Reliance Industries (+4.3%).

We thank you for your investment and look forward to the new year.

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Energy Fund

Fund Profile
As of January 31, 2016

Share-Class Characteristics  
 
  Investor Admiral
  Shares Shares
Ticker Symbol VGENX VGELX
Expense Ratio1 0.37% 0.31%
30-Day SEC Yield 2.61% 2.68%

 

 
Portfolio Characteristics    
      DJ
    MSCI U.S. Total
    ACWI Market
  Fund Energy FA Index
Number of Stocks 149 148 3,932
Median Market Cap $32.7B $51.1B $48.6B
Price/Earnings Ratio 25.5x 56.2x 20.5x
Price/Book Ratio 1.2x 1.2x 2.5x
Return on Equity 11.3% 13.7% 17.2%
Earnings Growth      
Rate -9.5% -4.1% 9.5%
Dividend Yield 3.1% 4.4% 2.2%
Foreign Holdings 31.3% 45.6% 0.0%
Turnover Rate 23%
Short-Term Reserves 4.0%

 

 
Volatility Measures    
    DJ
  MSCI U.S. Total
  ACWI Market
  Energy FA Index
R-Squared 0.98 0.36
Beta 1.00 0.98
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 10.2%
Chevron Corp. Integrated Oil & Gas 5.0
Pioneer Natural Oil & Gas Exploration  
Resources Co. & Production 4.9
Royal Dutch Shell plc Integrated Oil & Gas 4.5
Schlumberger Ltd. Oil & Gas Equipment  
  & Services 4.1
EOG Resources Inc. Oil & Gas Exploration  
  & Production 3.8
Total SA Integrated Oil & Gas 3.0
BP plc Integrated Oil & Gas 2.5
BG Group plc Integrated Oil & Gas 2.0
Occidental Petroleum    
Corp. Integrated Oil & Gas 2.0
Top Ten   42.0%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the expense ratios were 0.37% for Investor Shares and 0.31% for Admiral Shares.

13


 

Energy Fund

Subindustry Diversification (% of equity exposure)  
    MSCI
    ACWI
  Fund Energy
Coal & Consumable Fuels 0.6% 0.8%
Industrials 0.8 0.0
Information Technology 0.4 0.0
Integrated Oil & Gas 40.1 54.5
Oil & Gas Drilling 1.5 0.6
Oil & Gas Equipment &    
Services 7.9 9.2
Oil & Gas Exploration &    
Production 34.6 17.6
Oil & Gas Refining &    
Marketing 6.9 9.4
Oil & Gas Storage &    
Transportation 4.5 7.9
Utilities 1.8 0.0
Other 0.9 0.0

 

Market Diversification (% of equity exposure)
 
Europe  
United Kingdom 9.5%
France 3.2
Italy 2.2
Portugal 1.9
Other 0.2
Subtotal 17.0%
Pacific  
Australia 1.1%
Other 1.0
Subtotal 2.1%
Emerging Markets  
Russia 2.2%
India 2.1
China 1.1
Other 1.0
Subtotal 6.4%
North America  
United States 67.3%
Canada 7.2
Subtotal 74.5%

 

14


 

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.

Cumulative Performance: January 31, 2006, Through January 31, 2016
Initial Investment of $10,000


 
    Average Annual Total Returns  
    Periods Ended January 31, 2016  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
              Energy Fund Investor Shares -19.53% -5.83% 0.09% $10,088
•••••••• Spliced Energy Index -20.54 -6.83 -0.68 9,338
– – – – Global Natural Resources Funds        
  Average -25.31 -10.55 -3.72 6,842
             Dow Jones U.S. Total Stock Market        
  Float Adjusted Index -2.55 10.36 6.48 18,728
For a benchmark description, see the Glossary.        
Global Natural Resources Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

 
        Final Value
  One Five Ten of a $50,000
  Year Years Years Investment
Energy Fund Admiral Shares -19.48% -5.77% 0.15% $50,770
Spliced Energy Index -20.54 -6.83 -0.68 46,689
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.48 93,641

 

See Financial Highlights for dividend and capital gains information.

15


 

Energy Fund


 
Average Annual Total Returns: Periods Ended December 31, 2015      
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 -21.50% -4.31% 1.66%
Admiral Shares 11/12/2001 -21.44 -4.25 1.73

 

16


 

Energy Fund

Financial Statements

Statement of Net Assets
As of January 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 (94.7%)1    
United States (63.4%)    
Electric Utilities (1.2%)    
  OGE Energy Corp. 3,560,472 93,391
 
Energy Equipment & Services (8.3%)  
  Schlumberger Ltd. 4,623,832 334,164
  Halliburton Co. 4,305,954 136,886
  Patterson-UTI    
  Energy Inc. 5,999,863 86,278
  Baker Hughes Inc. 1,662,783 72,348
  Ensco plc Class A 2,348,924 22,973
* SEACOR Holdings Inc. 373,003 17,162
^ Transocean Ltd. 197,599 2,059
* Cameron    
  International Corp. 25,600 1,681
^ Noble Corp. plc 213,100 1,660
  Core Laboratories NV 6,700 659
  National Oilwell Varco Inc. 8,176 266
      676,136
Oil, Gas & Consumable Fuels (53.2%)  
  Coal & Consumable Fuels (0.4%)  
^ CONSOL Energy Inc. 3,866,295 30,698
 
  Integrated Oil & Gas (17.2%)  
  Exxon Mobil Corp. 10,611,818 826,130
  Chevron Corp. 4,694,217 405,909
  Occidental    
  Petroleum Corp. 2,341,728 161,181
 
  Oil & Gas Exploration & Production (28.1%)
  Pioneer Natural    
  Resources Co. 3,202,326 396,928
  EOG Resources Inc. 4,295,073 305,036
  Energen Corp. 3,860,946 136,176
*,^ Concho Resources Inc. 1,305,756 124,217
  EQT Corp. 1,999,566 123,453
  Cabot Oil & Gas Corp. 5,883,697 122,087

 

      Market
      Value
    Shares ($000)
*,^ Antero Resources Corp. 4,391,297 119,312
* Diamondback Energy Inc. 1,424,148 107,594
  Hess Corp. 2,256,895 95,918
  Anadarko    
  Petroleum Corp. 2,364,958 92,446
  ConocoPhillips 2,263,557 88,460
  QEP Resources Inc. 6,508,160 83,435
  Noble Energy Inc. 2,452,079 79,374
* Newfield Exploration Co. 2,151,200 62,535
*,^ Southwestern Energy Co. 6,008,957 53,420
^ Range Resources Corp. 1,507,808 44,571
* Continental    
  Resources Inc. 2,029,862 42,850
  Apache Corp. 938,200 39,911
  Cimarex Energy Co. 405,400 37,702
  Marathon Oil Corp. 3,869,298 37,648
  Devon Energy Corp. 1,013,625 28,280
* Rice Energy Inc. 2,190,139 25,559
* Whiting Petroleum Corp. 1,993,605 14,653
* Cobalt International    
  Energy Inc. 3,620,372 13,721
*,^ Laredo Petroleum Inc. 747,605 5,801
^ Chesapeake Energy Corp. 310,780 1,054
 
  Oil & Gas Refining & Marketing (4.8%)
  Phillips 66 1,899,260 152,226
  Valero Energy Corp. 1,931,863 131,115
  Marathon    
  Petroleum Corp. 2,483,766 103,797
  Tesoro Corp. 30,900 2,696
  HollyFrontier Corp. 63,300 2,214
 
  Oil & Gas Storage & Transportation (2.7%)
  Spectra Energy Corp. 3,714,013 101,950
  Kinder Morgan Inc. 4,293,002 70,620
  Columbia Pipeline Group Inc.1,817,600 33,716
* Cheniere Energy Inc. 512,400 15,398
  Williams Cos. Inc. 45,700 882
      4,320,673

 

17


 

Energy Fund

      Market
      Value
    Shares ($000)
Other (0.6%)    
^,2 Vanguard Energy ETF 578,000 46,269
 
Semiconductors & Semiconductor Equipment (0.0%)
* First Solar Inc. 32,800 2,252
 
Trading Companies & Distributors (0.1%)  
* NOW Inc. 758,029 10,279
Total United States   5,149,000
International (31.3%)    
Australia (1.0%)    
  Oil Search Ltd. 10,935,572 51,390
  Santos Ltd. 13,266,014 30,424
  WorleyParsons Ltd. 555,123 1,362
  Woodside Petroleum Ltd. 19,551 394
      83,570
Austria (0.0%)    
  OMV AG 78,864 2,030
 
Brazil (0.4%)    
*,^ Petroleo Brasileiro    
  SA ADR 8,386,839 29,102
* Petroleo Brasileiro SA 337,732 590
      29,692
Canada (6.9%)    
^ Canadian Natural    
  Resources Ltd.    
  (New York Shares) 5,377,933 114,335
  Suncor Energy Inc.    
  (New York Shares) 4,613,719 108,653
  TransCanada Corp.    
  (New York Shares) 1,845,399 63,777
  Cenovus Energy Inc. 4,688,230 57,618
  Pembina Pipeline Corp. 2,308,968 52,479
^ Crescent Point    
  Energy Corp. 3,714,800 41,181
^ ARC Resources Ltd. 2,231,700 29,997
  Cameco Corp. 1,510,098 18,333
*,^ Seven Generations    
  Energy Ltd. Class A 1,602,729 18,031
  Encana Corp.    
  (New York Shares) 3,897,234 17,031
*,^ Paramount Resources Ltd.  
  Class A 4,489,470 14,742
^ PrairieSky Royalty Ltd. 982,200 13,980
  Suncor Energy Inc. 137,434 3,255
  Enbridge Inc. 69,050 2,398
  TransCanada Corp. 48,896 1,698
  Canadian Natural    
  Resources Ltd. 72,378 1,549
  Encana Corp. 76,500 336
      559,393

 

    Market
    Value
  Shares ($000)
Chile (0.0%)    
Empresas COPEC SA 99,893 869
 
China (1.0%)    
PetroChina Co. Ltd. ADR 636,058 38,876
Beijing Enterprises    
Holdings Ltd. 7,191,000 35,904
GCL-Poly Energy    
Holdings Ltd. 12,492,000 1,611
Huaneng Renewables    
Corp. Ltd. 7,152,000 1,555
China Longyuan Power    
Group Corp. Ltd. 2,561,000 1,530
Xinjiang Goldwind Science    
& Technology Co. Ltd. 1,073,600 1,405
CNOOC Ltd. 631,717 644
China Petroleum    
& Chemical Corp. 913,600 516
Kunlun Energy Co. Ltd. 536,000 405
PetroChina Co. Ltd. 472,000 292
    82,738
Colombia (0.4%)    
^ Ecopetrol SA ADR 5,259,873 33,874
 
Denmark (0.0%)    
Vestas Wind Systems A/S 53,908 3,527
 
Finland (0.0%)    
Neste Oyj 63,256 1,982
 
France (3.1%)    
^ TOTAL SA ADR 5,230,740 231,826
TOTAL SA 318,357 14,142
Technip SA 38,677 1,802
    247,770
Hong Kong (0.0%)    
Brightoil Petroleum    
Holdings Ltd. 1,271,000 376
 
Hungary (0.0%)    
MOL Hungarian    
Oil & Gas plc 37,739 1,835
 
India (2.0%)    
Reliance Industries Ltd. 7,762,948 119,068
Power Grid Corp.    
of India Ltd. 17,714,889 38,734
Indian Oil Corp. Ltd. 309,073 1,839
Bharat Petroleum    
Corp. Ltd. 134,122 1,768
Hindustan Petroleum    
Corp. Ltd. 128,037 1,545
    162,954

 

18


 

Energy Fund

      Market
      Value
    Shares ($000)
Israel (0.0%)    
* Oil Refineries Ltd. 568,198 235
 
Italy (2.1%)    
^ Eni SPA ADR 4,380,670 126,820
  Tenaris SA ADR 1,822,700 37,985
  Eni SPA 235,939 3,424
      168,229
Japan (0.8%)    
  Inpex Corp. 6,896,600 61,403
  JX Holdings Inc. 697,100 2,662
  TonenGeneral Sekiyu KK 208,000 1,696
  Idemitsu Kosan Co. Ltd. 101,100 1,516
* Cosmo Energy    
  Holdings Co. Ltd. 39,400 435
      67,712
Malaysia (0.0%)    
  Petronas Dagangan Bhd. 32,100 198
 
Norway (0.2%)    
*,^ DNO ASA 18,136,636 12,151
^ Statoil ASA 236,253 3,233
* Subsea 7 SA 297,722 1,783
*,^ Seadrill Ltd. 774,983 1,671
      18,838
Poland (0.1%)    
  Polski Koncern Naftowy    
  ORLEN SA 136,403 2,092
  Polskie Gornictwo Naftowe  
  i Gazownictwo SA 1,426,134 1,820
* Grupa Lotos SA 71,842 452
      4,364
Portugal (1.8%)    
  Galp Energia SGPS SA 12,211,144 144,882
 
Russia (2.1%)    
  Rosneft OAO GDR 25,771,349 92,604
  Lukoil PJSC ADR 2,137,862 71,982
  Gazprom PAO ADR 978,160 3,534
* Tatneft PAO ADR 88,179 2,407
  AK Transneft OAO    
  Preference Shares 755 1,897
  Gazprom PAO 413,104 750
  Lukoil PJSC 16,448 562
  Bashneft PAO 8,450 226
  Rosneft OAO 60,170 218
      174,180

 

      Market
      Value
    Shares ($000)
South Korea (0.1%)    
  SK Innovation Co. Ltd. 21,577 2,385
  S-Oil Corp. 27,886 1,836
      4,221
Taiwan (0.0%)    
  Formosa Petrochemical    
  Corp. 819,000 2,027
 
Thailand (0.1%)    
  PTT PCL (Foreign) 262,000 1,753
* Thai Oil PCL 808,300 1,467
  PTT Exploration    
  & Production PCL    
  (Foreign) 705,700 1,144
* PTT Exploration and    
  Production PCL (Local) 566,600 919
* PTT PCL 95,700 640
* PTT Global Chemical PCL 400,900 611
  Thai Oil PCL (Foreign) 111,600 203
      6,737
United Kingdom (9.2%)    
  Royal Dutch    
  Shell plc ADR 7,945,956 349,066
  BP plc ADR 5,919,961 191,629
  BG Group plc 10,714,249 162,138
  BP plc 2,550,328 13,773
  Royal Dutch Shell plc    
  Class B 347,884 7,580
  Royal Dutch Shell plc    
  Class A 331,089 7,233
  Royal Dutch Shell plc    
  Class A (Amsterdam    
  Shares) 247,382 5,409
  John Wood Group plc 228,943 2,116
  Petrofac Ltd. 177,109 2,018
* Tullow Oil plc 740,402 1,835
      742,797
Total International   2,545,030
Total Common Stocks    
(Cost $7,159,470)   7,694,030
Temporary Cash Investments (9.7%)1  
Money Market Fund (5.8%)    
3,4 Vanguard Market    
  Liquidity Fund,    
  0.441% 467,777,384 467,777

 

19


 

Energy Fund

    Face Market
    Amount Value
    ($000) ($000)
Repurchase Agreements (3.2%)  
  RBS Securities, Inc. 0.330%,    
  2/1/16 (Dated 1/29/16,    
  Repurchase Value    
  $179,300,000 collateralized    
  by U.S. Treasury Note/Bond  
  0.500%–3.750%,    
  11/30/16–2/15/44,    
  with a value of    
  $182,888,000) 179,300 179,300
  Societe Generale 0.360%,    
  2/1/16 (Dated 1/29/16,    
  Repurchase Value    
  $80,102,000 collateralized    
  by U.S. Treasury Note/Bond  
  1.500%–7.625%,    
  8/31/18–5/15/39,    
  with a value of    
  $81,702,000) 80,100 80,100
      259,400
U.S. Government and Agency Obligations (0.7%)
5 Federal Home Loan    
  Bank Discount Notes,    
  0.300%, 3/9/16 50,000 49,984
5 Federal Home Loan    
  Bank Discount Notes,    
  0.245%, 4/20/16 2,000 1,999
5,6 Federal Home Loan    
  Bank Discount Notes,    
  0.290%, 4/29/16 5,000 4,996
6,7 Freddie Mac Discount    
  Notes, 0.220%, 4/15/16 1,700 1,699
      58,678
Total Temporary Cash Investments  
(Cost $785,857)   785,855
Total Investments (104.4%)    
(Cost $7,945,327)   8,479,885

 

  Amount
  ($000)
Other Assets and Liabilities (-4.4%)  
Other Assets  
Investment in Vanguard 713
Receivables for Investment  
Securities Sold 35,051
Receivables for Accrued Income 5,172
Receivables for Capital Shares Issued 11,157
Other Assets 3,832
Total Other Assets 55,925
Liabilities  
Payables for Investment  
Securities Purchased (25,578)
Payables to Investment Advisor (3,587)
Collateral for Securities on Loan (357,017)
Payables for Capital Shares Redeemed (6,205)
Payables to Vanguard (22,245)
Other Liabilities (5)
Total Liabilities (414,637)
Net Assets (100%) 8,121,173

 


 

Energy Fund

At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 8,173,627
Overdistributed Net Investment Income (21,516)
Accumulated Net Realized Losses (564,628)
Unrealized Appreciation (Depreciation)  
Investment Securities 534,558
Futures Contracts (795)
Foreign Currencies (73)
Net Assets 8,121,173
 
Investor Shares—Net Assets  
Applicable to 66,611,845 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 2,693,126
Net Asset Value Per Share—  
Investor Shares $40.43
 
Admiral Shares—Net Assets  
Applicable to 71,561,277 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 5,428,047
Net Asset Value Per Share—  
Admiral Shares $75.85

 

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 $338,933,000.
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 96.3% and 8.1%, 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 $357,017,000 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 $5,995,000 have been segregated as initial margin for open futures contracts.
7 The issuer was placed under federal conservatorship in September 2008; since that time, its daily operations have been managed by the Federal Housing Finance Agency and it receives capital from the U.S. Treasury, as needed to maintain a positive net worth, in exchange for senior preferred stock.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

21


 

Energy Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends1,2 236,039
Interest2 598
Securities Lending 11,709
Total Income 248,346
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 14,578
Performance Adjustment 3,071
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 4,706
Management and Administrative—Admiral Shares 6,435
Marketing and Distribution—Investor Shares 677
Marketing and Distribution—Admiral Shares 711
Custodian Fees 1,383
Auditing Fees 40
Shareholders’ Reports—Investor Shares 94
Shareholders’ Reports—Admiral Shares 38
Trustees’ Fees and Expenses 16
Total Expenses 31,749
Expenses Paid Indirectly (162)
Net Expenses 31,587
Net Investment Income 216,759
Realized Net Gain (Loss)  
Investment Securities Sold2 (524,404)
Futures Contracts 14,582
Foreign Currencies (700)
Realized Net Gain (Loss) (510,522)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (1,690,024)
Futures Contracts 1,441
Foreign Currencies 54
Change in Unrealized Appreciation (Depreciation) (1,688,529)
Net Increase (Decrease) in Net Assets Resulting from Operations (1,982,292)
1 Dividends are net of foreign withholding taxes of $14,555,000.
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $1,525,000, $251,000, and $0, respectively.

 

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

22


 

Energy Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 216,759 232,140
Realized Net Gain (Loss) (510,522) 457,208
Change in Unrealized Appreciation (Depreciation) (1,688,529) (2,164,225)
Net Increase (Decrease) in Net Assets Resulting from Operations (1,982,292) (1,474,877)
Distributions    
Net Investment Income    
Investor Shares (69,234) (70,637)
Admiral Shares (145,041) (149,548)
Realized Capital Gain1    
Investor Shares (174,243)
Admiral Shares (352,074)
Total Distributions (214,275) (746,502)
Capital Share Transactions    
Investor Shares 74,549 (123,324)
Admiral Shares 340,406 569,662
Net Increase (Decrease) from Capital Share Transactions 414,955 446,338
Total Increase (Decrease) (1,781,612) (1,775,041)
Net Assets    
Beginning of Period 9,902,785 11,677,826
End of Period2 8,121,173 9,902,785
1 Includes fiscal 2016 and 2015 short-term gain distributions totaling $0 and $64,227,000 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 ($21,516,000) and ($22,973,000).

 

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

23


 

Energy Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $51.53 $63.85 $62.66 $62.60 $69.20
Investment Operations          
Net Investment Income 1.096 1.276 1.291 1.336 1.072
Net Realized and Unrealized Gain (Loss)          
on Investments (11.118) (9.436) 2.413 1.098 (3.949)
Total from Investment Operations (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 $40.43 $51.53 $63.85 $62.66 $62.60
 
Total Return1 -19.53% -13.16% 5.88% 4.07% -3.82%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $2,693 $3,334 $4,138 $5,340 $5,945
Ratio of Total Expenses to          
Average Net Assets2 0.37% 0.37% 0.38% 0.31% 0.34%
Ratio of Net Investment Income to          
Average Net Assets 2.20% 1.84% 1.97% 2.15% 1.67%
Portfolio Turnover Rate 23% 31% 17% 18% 24%
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%, 0.03%, 0.04%, (0.02%), and 0.01%.

 

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

24


 

Energy Fund

Financial Highlights

Admiral Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $96.69 $119.83 $117.63 $117.52 $129.93
Investment Operations          
Net Investment Income 2.113 2.479 2.530 2.586 2.101
Net Realized and Unrealized Gain (Loss)          
on Investments (20.872) (17.726) 4.491 2.060 (7.432)
Total from Investment Operations (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 $75.85 $96.69 $119.83 $117.63 $117.52
 
Total Return1 -19.48% -13.11% 5.94% 4.14% -3.76%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $5,428 $6,569 $7,540 $6,778 $6,756
Ratio of Total Expenses to          
Average Net Assets2 0.31% 0.31% 0.32% 0.26% 0.28%
Ratio of Net Investment Income to          
Average Net Assets 2.26% 1.90% 2.03% 2.20% 1.73%
Portfolio Turnover Rate 23% 31% 17% 18% 24%
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%, 0.03%, 0.04%, (0.02%), and 0.01%.

 

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

25


 

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

26


 

Energy Fund

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 year ended January 31, 2016, the fund’s average investments in long and short futures contracts represented 2% 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 counter-parties. 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 31, 2013–2016), 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.

27


 

Energy Fund

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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. 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 $1,112,000 for the year ended January 31, 2016.

For the year ended January 31, 2016, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.15% of the fund’s average net assets, before an increase of $3,071,000 (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 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 January 31, 2016, the fund had contributed to Vanguard capital in the amount of $713,000, representing 0.01% of the fund’s net assets and 0.29% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

28


 

Energy Fund

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 year ended January 31, 2016, these arrangements reduced the fund’s expenses by $162,000 (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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 5,149,000
Common Stocks—International 1,598,571 946,459  
Temporary Cash Investments 467,777 318,078
Futures Contracts—Assets1 3,041
Futures Contracts—Liabilities1 (5)
Total 7,218,384 1,264,537
1 Represents variation margin on the last day of the reporting period.

 

F. At January 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 March 2016 1,291 124,588 (795)

 

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

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.

29


 

Energy Fund

During the year ended January 31, 2016, the fund realized net foreign currency losses of $700,000, 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 income for tax purposes. During the year ended January 31, 2016, the fund realized gains on the sale of passive foreign investment companies of $241,000, which have been included in current and prior periods’ taxable income; accordingly, such gains have been reclassified from accumulated net realized losses to overdistributed net investment income.

The fund realized gains on the sale of securities that were subject to capital gains tax in certain foreign countries. Capital gains taxes reduce realized gains for financial statement purposes but are treated as an expense for tax purposes. Accordingly, $30,000 of capital gains tax has been reclassified from accumulated net realized losses to overdistributed net investment income.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income. Accordingly, the fund has reclassified $538,000 from overdistributed net investment income to paid-in capital.

For tax purposes, at January 31, 2016, the fund had no ordinary income available for distribution. The fund had available capital losses totaling $555,042,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2016, the cost of investment securities for tax purposes was $7,955,707,000. Net unrealized appreciation of investment securities for tax purposes was $524,178,000, consisting of unrealized gains of $2,016,406,000 on securities that had risen in value since their purchase and $1,492,228,000 in unrealized losses on securities that had fallen in value since their purchase.

H. During the year ended January 31, 2016, the fund purchased $2,733,960,000 of investment securities and sold $2,152,272,000 of investment securities, other than temporary cash investments.

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

      Year Ended January 31,
    2016   2015
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 1,000,377 20,740 965,086 15,490
Issued in Lieu of Cash Distributions 65,317 1,556 232,323 4,226
Redeemed (991,145) (20,374) (1,320,733) (19,842)
Net Increase (Decrease)—Investor Shares 74,549 1,922 (123,324) (126)
Admiral Shares        
Issued 1,661,392 18,288 1,676,293 13,605
Issued in Lieu of Cash Distributions 130,396 1,656 454,847 4,415
Redeemed (1,451,382) (16,322) (1,561,478) (13,001)
Net Increase (Decrease) —Admiral Shares 340,406 3,622 569,662 5,019

 

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

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Report of Independent Registered
Public Accounting Firm

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

In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Energy Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

         
Special 2015 tax information (unaudited) for Vanguard Energy Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $183,550,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 52.9% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

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Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.) The table shows returns for Investor Shares only; returns for other share classes will differ. Please note that your actual after-tax returns will depend on your tax situation and may differ from those shown. Also note that if you own the fund in a tax-deferred account, such as an individual retirement account or a 401(k) plan, this information does not apply to you. Such accounts are not subject to current taxes.

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

Average Annual Total Returns: Energy Fund Investor Shares      
Periods Ended January 31, 2016      
 
  One Five Ten
  Year Years Years
Returns Before Taxes -19.53% -5.83% 0.09%
Returns After Taxes on Distributions -20.06 -6.81 -0.84
Returns After Taxes on Distributions and Sale of Fund Shares -10.69 -4.05 0.42

 

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About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

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Six Months Ended January 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Energy Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $860.16 $1.69
Admiral Shares 1,000.00 860.46 1.41
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.39 $1.84
Admiral Shares 1,000.00 1,023.69 1.53
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 0.36% for Investor Shares and 0.30% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

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Glossary

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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.

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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 194 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
Partner of HighVista Strategies LLC (private investment Mortimer J. Buckley James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Kathleen C. Gubanich Thomas M. Rampulla
the Museum of Fine Arts Boston. Martha G. King Glenn W. Reed
John T. Marcante Karin A. Risi
Peter F. Volanakis Chris D. McIsaac
Born 1955. Trustee Since July 2009. Principal  
Occupation(s) During the Past Five Years and Other Chairman Emeritus and Senior Advisor
Experience: President and Chief Operating Officer John J. Brennan
(retired 2010) of Corning Incorporated (communications Chairman, 1996–2009
equipment); Trustee of Colby-Sawyer College and Chief Executive Officer and President, 1996–2008
Chairman of its Finance and Enrollment Committee;
Member of the Advisory Board of the Norris Cotton Founder
Cancer Center. 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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the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
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addition, you may obtain a free report on how your fund  
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You can review and copy information about your fund at  
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Annual Report | January 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. 9
Fund Profile. 12
Performance Summary. 13
Financial Statements. 15
Your Fund’s After-Tax Returns. 26
About Your Fund’s Expenses. 27
Glossary. 29

 

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

 
Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard Precious Metals and Mining Fund -34.07%
S&P Global Custom Metals and Mining Index -40.05
Precious Metals Equity Funds Average -32.54
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

 
Your Fund’s Performance at a Glance        
January 31, 2015, Through January 31, 2016        
 
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Precious Metals and Mining Fund $9.59 $6.22 $0.148 $0.000

 

1


 


Chairman’s Letter

Dear Shareholder,

Notable ups and downs are customary for precious metals and mining stocks, and the fiscal year ended January 31, 2016, was no exception. Over a 12-month period in which the broad U.S. market fell modestly, this narrow market segment suffered much sharper declines.

Vanguard Precious Metals and Mining Fund returned about –34%. The fund’s benchmark, the Standard & Poor’s Global Custom Metals and Mining Index, returned about –40%, and the average return of its peers was about –33%.

If you hold the fund in a taxable account, you may wish to review the information on after-tax performance provided later in this report.

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after recording a solid result for the first half of the period. Investors grew more concerned that China’s slower economic growth would spread globally. Oil and commodity prices continued to fall, a trend that hurts producers but favors consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Meanwhile, central banks

2


 

in Europe and Asia added to their stimulus measures to combat weak growth and low inflation.

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets suffered the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

At the end of the period, bonds’ results were flat
Although bonds surged during the final month, the broad U.S. taxable bond market returned –0.16% for the fiscal year. The yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

Bonds languished earlier in the period, when stocks were on firmer ground and many thought that the interest rate hike would come sooner rather than later. Market turmoil in January seemed to remind investors of bonds’ appeal as both a diversifier and ballast for a portfolio.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the U.S. dollar’s strength. Without this currency effect, returns were modestly positive.

Market Barometer      
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

Money market funds and savings accounts generated scant returns as the Fed kept its target for short-term interest rates at 0%–0.25% until December.

Metals and mining stocks faced multiple challenges
Vanguard Precious Metals and Mining Fund invests in companies that focus on mining or exploring for precious or rare metals and minerals. Because the fund is much more volatile than the overall market, it should play a small supporting role in an otherwise diversified portfolio for investors who can accept its inevitable highs and lows.

A variety of factors plagued the industry during the fiscal year. Global commodity consumption slowed, especially in China, leading to an oversupply and falling metal prices. The strong U.S. dollar, lower inflation expectations, and rising long-term interest rates also weighed on commodity prices, including those for metals and minerals.

M&G Investment Management, the London-based firm that has managed your fund since its inception in 1984, follows an investment strategy that is not benchmark-sensitive and also differs from many of its peers. The fund maintains a cash allocation and invests in areas of the materials sector beyond precious metals (mainly chemical companies). The fund was helped by its cash allocation, while its holdings outside the metals and mining sphere had little effect on its returns for the 12 months.

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Precious Metals and Mining Fund 0.29% 1.45%
The fund expense ratio shown is from the prospectus dated May 28, 2015, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s expense ratio was 0.35%. The change from the estimated expense ratio reflects a performance-based investment advisory fee adjustment. 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


 

The fund has traditionally had a smaller allocation to gold mining stocks than many of its peers. Since 2014, however, M&G has increased its exposure to these stocks.

The price of gold slipped about 13% over the period. Prices were down even more sharply for other precious metals such as platinum (–30%) and silver (–17%), and for base metals such as nickel (–43%), zinc (–23%), aluminum (–18%), and copper (–18%).

Metals and mining stocks were down sharply. But the fund’s holdings in this category didn’t fare as poorly as their counterparts in the benchmark. Outside the precious metals and mining spectrum, the fund benefited from having less exposure than the benchmark to diversified metals and coal mining companies. Its holdings in these areas also declined less than their benchmark counterparts.

It’s been a difficult decade for the fund and its niche
The past decade has been a rough one for precious metals and mining stocks in general and the Precious Metals and Mining Fund in particular. For the ten years ended January 31, 2016, the fund posted an average annual return of –7.64%, compared with –5.28% for its benchmark index and –5.73% for its peer group.

Funds that focus on market niches are prone to drastic fluctuation swings. For the first five years of the decade, your fund’s

Total Returns  
Ten Years Ended January 31, 2016  
  Average
  Annual Return
Precious Metals and Mining Fund -7.64%
S&P Global Custom Metals and Mining Index -5.28
Precious Metals Equity Funds Average -5.73
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

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

5


 

average annual return was more than 8% For the second five years, it shrank to about –21%—partly because of the poor climate for precious metals and mining stocks and partly because of subpar holdings.

We continue to believe that the advisor can produce competitive results over the long term, helped by a combination of its experience and skill and the fund’s low fees.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015—and especially the start of 2016—were stark reminders that investments can disappoint. The U.S. stock and

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

bond markets were barely positive in 2015, and international stocks and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (A decline of 20% or more lasting at least two months generally qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box on page 6 and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

Investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time.

The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based.

The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

As always, thank you for investing with Vanguard.

Sincerely,


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

8


 

Advisor’s Report

Vanguard Precious Metals and Mining Fund returned –34.07% for the fiscal year ended January 31, 2016. The return surpassed that of the fund’s customized benchmark index (–40.05%) but slightly trailed the average return of peer funds (–32.54%).

The markets
Investors’ concerns about the strength of the Chinese economy, the timing of the expected rise in U.S. interest rates, and falling oil and commodity prices weighed on equity markets over the 12 months. Oil and commodity prices stabilized to a certain extent early in 2015 but then declined sharply, along with share prices, after fears of a slowdown in the Chinese economy intensified. The price of Brent crude (a benchmark price for oil purchases worldwide) fell below $30 per barrel in January 2016.

In December, the Federal Reserve finally increased interest rates. Investors initially took this as a sign of confidence in the economy. However, some softening of economic data had already started to raise investors’ concerns of a slowdown across the globe, particularly in Europe, which prompted the European Central Bank to consider further stimulus measures.

Unsurprisingly, given the uncertain economic backdrop, shares in commodities and miners suffered steep losses. These losses were moderated only somewhat by a brief relief rally in January.

The fund’s performance
In another challenging year for commodities and miners, we were pleased to see the fund perform well relative to the index. The last two years have been difficult for the sector, and this is reflected in the absolute performance of both the fund and its customized benchmark.

The portfolio is now skewed to precious metals, which have performed slightly better than base and diversified metals; about three-quarters of fund assets are invested in the sector. Given the prominence of such companies in the fund, it is of little surprise that many of our best and worst relative holdings are precious metals companies and gold miners. Agnico-Eagle Mines, Randgold Resources, Franco-Nevada, and Acacia Mining were among the fund’s top-ten relative performers. They were helped immeasurably by the 5.3% rise in the price of gold in January. Of these companies, Agnico-Eagle contributed most; the share price rallied strongly at the end of the fiscal year. We have since trimmed the position and reinvested the cash in other opportunities, such as Barrick Gold, another positive performer during the January rally.

The weaker performers among our gold holdings included B2Gold, Goldcorp, Yamana Gold, Eldorado Gold, New Gold, and Royal Gold. Before the gold price rallied, these stocks were held back by production issues, too much leverage,

9


 

and downgraded guidance. B2Gold, the fund’s worst relative performer, embarked upon building a project during a period of prescriptive declines in gold prices, and investors were pricing some form of equity deal into the stock. With prices now rising, this may be a moot point, and we feel the company is well-positioned. Holdings such as Yamana had similar issues, with too much leverage on the balance sheet during a period of declining prices.

Also among the fund’s top contributors was Canadian copper miner Nevsun Resources, which fell by around 18% but outperformed the index by more than 20%. The stock was the fund’s largest overweight during the period and managed to temper losses with better results later in the period, amid indications that an expansion in zinc production at its Bisha mine was on target.

Relative performance was also enhanced by avoiding certain stocks, notably United Kingdom miner Glencore, which fell by 64%, and Canadian metals and mining business First Quantum Minerals, which declined 76%. Being underweight in BHP Billiton also added value.

One of our biggest disappointments was Anglo American Platinum, the U.K.-listed mining company. We initially bought the stock for its De Beers diamond exposure, and throughout the first half of the period it enjoyed a run of positive performance. However, pricing in the diamond market became increasingly volatile. And we believe management could have been more proactive, given the weak commodity prices.

Portfolio positioning and outlook
During the past 12 months, we have continued to skew the portfolio toward precious metals, outperforming the composite index in the process. We will continue to source strong companies at the most attractive valuations as we further reduce our cash balance.

We believe that gold miners are currently the most attractive area of the metals and mining space. Diversified metals companies are going through a painful restructuring process, and they are lagging the gold miners by about 2½ years in the commodities cycle. We expect that 2016 will be a strong year for gold prices for two distinct reasons.

First, the low interest rate environment and generally low level of inflation worldwide has facilitated a global yield carry trade, whereby investors have benefited from borrowing in various currencies at low rates and investing the money into U.S. health care and technology companies. In addition, companies have issued relatively cheap debt, using the proceeds to both buy back shares and make dividend payments to shareholders. At 25 basis points, the Fed’s recent increase in interest

10


 

rates is small, but it is high enough to change investors’ behavior. Fears that this increase might escalate into a “tail risk” event—which might in turn give rise to a new credit crisis––could cause investors to seek the relative safety of gold.

Second, gold fundamentals appear more positive. In recent years, and after accounting for demand from China and India, there has been a surplus of gold, as ETFs (exchange-traded funds) have been sellers. However, ETFs are now buying precious metals, indicating that demand may outstrip supply.

Mining is a cyclical industry, and gold is now trading at a price where many producers can start to increase production and generate free cash flow once again. At the end of January 2016, gold was trading at almost $1,200 a troy ounce; it was as low as $1,050 the previous month. And precious metals companies are emerging from a painful period of cost cutting and balance sheet restructuring––efforts that base and diversified metals companies are only now beginning to consider.

Recent years have been challenging, but we remain confident in our investment philosophy and process. We will maintain our long-term approach of identifying high-caliber management teams extracting the greatest value from best-in-class assets, positioned at the lower end of the cost curve.

Critically, we are focusing the fund on the more favorable precious metals commodities, particularly gold, which we consider the ideal investment at this point in the cycle. This approach should drive returns in the months to come. Companies are in a strong position to benefit from rising prices, macroeconomic tail risks make gold an attractive insurance play, and the current supply/demand dynamic should allow for strong free cash flows.

Jamie J. Horvat
Portfolio Manager

M&G Investment Management Limited

February 19, 2016

11


 

Precious Metals and Mining Fund

Fund Profile
As of January 31, 2016

 
Portfolio Characteristics    
    S&P DJ
    Global U.S.
    Custom Total
    Metals and Market
    Mining FA
  Fund Index Index
Number of Stocks 67 229 3,932
Median Market Cap $1.7B $6.6B $48.6B
Price/Earnings Ratio -139.3x 235.4x 20.5x
Price/Book Ratio 1.0x 0.9x 2.5x
Return on Equity 5.6% 7.1% 17.2%
Earnings Growth      
Rate 1.4% -8.3% 9.5%
Dividend Yield 2.4% 3.4% 2.2%
Foreign Holdings 90.8% 88.7% 0.0%
Turnover Rate 8%
Ticker Symbol VGPMX
Expense Ratio1 0.29%
Short-Term      
Reserves 3.7%

 

 
Subindustry Diversification (% of equity
exposure)    
    S&P
    Global
    Custom
    Metals and
    Mining
  Fund Index
Aluminum 0.0% 5.1%
Diversified Metals & Mining 20.0 40.0
Fertilizers & Agricultural    
Chemicals 1.6 0.0
Gold 53.4 43.8
Precious Metals & Minerals 16.4 7.2
Silver 5.2 3.9
Specialty Chemicals 3.4 0.0

 

 
Volatility Measures    
  S&P  
  Global  
  Custom DJ
  Metals and U.S. Total
  Mining Market
  Index FA Index
R-Squared 0.88 0.04
Beta 0.86 0.41
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)
Randgold Resources Ltd. Gold 7.2%
Nevsun Resources Ltd. Diversified Metals &  
  Mining 7.0
Agnico Eagle Mines Ltd. Gold 6.4
Dominion Diamond Precious Metals &  
Corp. Minerals 5.9
BHP Billiton Diversified Metals &  
  Mining 5.4
Goldcorp Inc. Gold 4.9
Acacia Mining plc Gold 4.1
Franco-Nevada Corp. Gold 3.7
Newmont Mining Corp. Gold 3.1
SEMAFO Inc. Gold 2.7
Top Ten   50.4%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratio shown is from the prospectus dated May 28, 2015, and represents estimated costs for the current fiscal year. For the fiscal year
ended January 31, 2016, the expense ratio was 0.35%.

12


 

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.

Cumulative Performance: January 31, 2006, Through January 31, 2016
Initial Investment of $10,000


      Average Annual Total Returns  
    Periods Ended January 31, 2016  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
           Precious Metals and Mining Fund* -34.07% -21.43% -7.64% $4,516
  S&P Global Custom Metals and        
••••••• Mining Index -40.05 -21.29 -5.28 5,812
– – – Precious Metals Equity Funds        
  Average -32.54 -21.50 -5.73 5,546
            Dow Jones U.S. Total Stock Market        
  Float Adjusted Index -2.55 10.36 6.48 18,728
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.    

 

See Financial Highlights for dividend and capital gains information.

13


 

Precious Metals and Mining Fund

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


Average Annual Total Returns: Periods Ended December 31, 2015
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 -29.42% -22.68% -5.99%

 


 

Precious Metals and Mining Fund

Financial Statements

Statement of Net Assets
As of January 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 (96.7%)    
Diversified Metals & Mining (19.3%)  
1 Nevsun Resources Ltd. 37,839,800 102,912
  BHP Billiton plc 5,210,000 50,590
  Boliden AB 2,580,000 35,895
* Lundin Mining Corp. 12,932,010 32,032
  BHP Billiton Ltd. 2,644,661 29,044
  Antofagasta plc 3,358,480 18,328
^ Anglo American plc    
  London Shares 1,669,668 6,660
* True Gold Mining Inc. 14,319,500 2,913
*,1 Aguia Resources Ltd. 23,529,412 1,818
* Balmoral Resources Ltd. 4,900,000 1,329
*,^ Trevali Mining Corp. 4,050,000 1,012
*,2 Balmoral Resources    
  Ltd. PP 652,174 159
      282,692
Fertilizers & Agricultural Chemicals (1.5%)  
  Potash Corp. of    
  Saskatchewan Inc. 1,356,629 22,118
 
Gold (51.7%)    
  Randgold Resources    
  Ltd. ADR 1,501,125 106,160
  Goldcorp Inc.    
  (New York Shares) 6,157,611 69,827
  Agnico Eagle Mines Ltd.    
  (New York Shares) 2,353,595 69,290
  Acacia Mining plc 20,100,627 59,389
  Franco-Nevada Corp. 1,241,602 54,767
  Newmont Mining Corp. 2,269,816 45,305
*,1 SEMAFO Inc. 15,939,998 39,824
*,^ B2Gold Corp. 37,190,786 27,755

 

      Market
      Value
    Shares ($000)
  Agnico Eagle Mines Ltd. 814,545 24,142
  Eldorado Gold Corp.    
  (New York Shares) 10,364,400 23,216
  Yamana Gold Inc.    
  (New York Shares) 13,539,126 23,016
  Royal Gold Inc. 723,226 21,545
  Barrick Gold Corp. 1,957,560 19,399
*,^ Primero Mining Corp. 7,230,000 18,012
*,^,1 Premier Gold Mines Ltd. 10,004,859 17,783
*,^ Lake Shore Gold Corp. 15,817,182 14,346
*,1 Roxgold Inc. 25,375,000 13,223
  Yamana Gold Inc. 7,291,086 12,543
  Alamos Gold Inc.    
  (New York Shares) 3,736,962 12,108
  Osisko Gold    
  Royalties Ltd. 1,171,245 11,906
*,^ Asanko Gold Inc. 8,262,366 11,855
  Alamos Gold Inc. 3,627,542 11,834
*,^ Torex Gold    
  Resources Inc. 10,753,987 9,672
* Alacer Gold Corp. 5,752,073 8,951
*,^ Pretium Resources Inc. 1,965,862 8,414
* Guyana Goldfields Inc. 3,019,501 7,910
* Kirkland Lake Gold Inc. 1,860,000 6,625
  Goldcorp Inc. 183,500 2,091
*,^ Continental Gold Inc. 1,700,000 1,881
  Eldorado Gold Corp. 710,600 1,613
* B2Gold Corp.    
  (Toronto Shares) 1,860,800 1,421
* Saracen Mineral    
  Holdings Ltd. 2,589,666 1,315
*,1 Apex Minerals NL 55,654,166
      757,138

 

15


 

Precious Metals and Mining Fund

      Market
      Value
    Shares ($000)
Other (0.0%)    
* Dalradian Resources    
  Warrants Exp.    
  10/7/2017 22,812,500
* Roxgold Warrants    
  Exp. 04/02/2016 12,687,500
* Kaminak Gold Corp    
  Warrants Exp.    
  10/29/2017 5,121,951
*,2 Rescue Radio Corp. 15,955
 
Precious Metals & Minerals (15.9%)  
1 Dominion Diamond Corp. 8,093,473 86,371
  Tahoe Resources Inc.    
  (New York Shares) 4,678,633 36,259
  Fresnillo plc 2,637,666 27,302
* Stillwater Mining Co. 3,016,174 19,756
*,1 Kaminak Gold Corp.    
  Class A 24,543,902 15,418
^ Lucara Diamond Corp. 8,331,525 13,679
*,^ Mountain Province    
  Diamonds Inc. 3,997,539 12,270
*,1 Dalradian    
  Resources Inc. 22,812,500 11,725
  Petra Diamonds Ltd. 5,437,777 6,886
  Tahoe Resources Inc. 369,083 2,867
      232,533
Silver (5.0%)    
*,^,1Hochschild Mining plc 50,864,763 34,217
* Fortuna Silver    
  Mines Inc. 6,326,871 16,078
*,^ First Majestic    
  Silver Corp. 4,513,000 13,494
*,^ MAG Silver Corp. 1,424,523 9,335
* Endeavour Silver Corp. 520,000 646
      73,770
Specialty Chemicals (3.3%)    
  Umicore SA 773,783 28,449
  Johnson Matthey plc 554,463 19,614
      48,063
Total Common Stocks    
(Cost $2,451,667)   1,416,314
Precious Metals (0.1%)    
* Platinum Bullion    
  (In Troy Ounces) 2,009 1,746
Total Precious Metals    
(Cost $1,212)   1,746

 

 
    Market
    Value
  Shares ($000)
Temporary Cash Investment (5.0%)  
Money Market Fund (5.0%)  
3,4 Vanguard Market Liquidity  
Fund, 0.441%    
(Cost $73,121) 73,121,000 73,121
Total Investments (101.8%)  
(Cost $2,526,000)   1,491,181
Other Assets and Liabilities (-1.8%)  
Other Assets   4,240
Liabilities 4   (30,900)
    (26,660)
Net Assets (100%)    
Applicable to 235,589,776 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 1,464,521
Net Asset Value Per Share $6.22
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers 5   1,094,769
Affiliated Vanguard Funds 73,121
Other Affiliated Issuers 323,291
Total Investments in Securities 1,491,181
Investment in Vanguard   130
Receivables for Accrued Income 2,115
Receivables for Capital Shares Issued 1,744
Other Assets   251
Total Assets   1,495,421
Liabilities    
Collateral for Securities on Loan (21,949)
Payables to Investment Advisor (754)
Payables for Capital Shares Redeemed (1,471)
Payables to Vanguard   (6,463)
Other Liabilities   (263)
Total Liabilities   (30,900)
Net Assets   1,464,521

 

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Precious Metals and Mining Fund

At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 4,236,250
Overdistributed Net Investment Income (129,612)
Accumulated Net Realized Losses (1,607,264)
Unrealized Appreciation (Depreciation)  
Investment Securities 5 (1,034,819)
Foreign Currencies (34)
Net Assets 1,464,521

 

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 $18,320,000.
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 $159,000, representing 0.0% 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 $21,949,000 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.

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Precious Metals and Mining Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 45,887
Interest 206
Securities Lending 752
Total Income 46,845
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 2,768
Performance Adjustment (444)
The Vanguard Group—Note C  
Management and Administrative 3,523
Marketing and Distribution 429
Custodian Fees 66
Auditing Fees 35
Shareholders’ Reports 63
Trustees’ Fees and Expenses 4
Total Expenses 6,444
Net Investment Income 40,401
Realized Net Gain (Loss)  
Investment Securities Sold2 (134,239)
Foreign Currencies (196)
Realized Net Gain (Loss) (134,435)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities2 (654,338)
Foreign Currencies (991)
Change in Unrealized Appreciation (Depreciation) (655,329)
Net Increase (Decrease) in Net Assets Resulting from Operations (749,363)
1 Dividends are net of foreign withholding taxes of $2,272,000.  
2 Includes precious metals.  

 

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

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Precious Metals and Mining Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 40,401 31,582
Realized Net Gain (Loss) (134,435) (688,622)
Change in Unrealized Appreciation (Depreciation) (655,329) 482,587
Net Increase (Decrease) in Net Assets Resulting from Operations (749,363) (174,453)
Distributions    
Net Investment Income (32,309)
Realized Capital Gain
Total Distributions (32,309)
Capital Share Transactions    
Issued 631,267 661,167
Issued in Lieu of Cash Distributions 29,970
Redeemed (501,592) (702,662)
Net Increase (Decrease) from Capital Share Transactions 159,645 (41,495)
Total Increase (Decrease) (622,027) (215,948)
Net Assets    
Beginning of Period 2,086,548 2,302,496
End of Period1 1,464,521 2,086,548
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($129,612,000) and ($137,508,000).

 

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

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Precious Metals and Mining Fund

Financial Highlights

For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $9.59 $10.38 $15.46 $22.14 $24.15
Investment Operations          
Net Investment Income .1751,2 .130 .2431 .292 .334 3
Net Realized and Unrealized Gain (Loss)          
on Investments 4 (3.397) (. 920) (5.315) (5.962) (.760)
Total from Investment Operations (3.222) (.790) (5.072) (5.670) (.426)
Distributions          
Dividends from Net Investment Income (.148) (.007) (.710) (.123)
Distributions from Realized Capital Gains (.300) (1.461)
Return of Capital (.001)
Total Distributions (.148) (.008) (1.010) (1.584)
Net Asset Value, End of Period $6.22 $9.59 $10.38 $15.46 $22.14
 
Total Return5 -34.07% -7.61% -32.82% -26.13% -0.97%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $1,465 $2,087 $2,302 $3,112 $4,415
Ratio of Total Expenses to          
Average Net Assets6 0.35% 0.29% 0.25% 0.26% 0.29%
Ratio of Net Investment Income to          
Average Net Assets 2.22%2 1.33% 2.10% 1.62% 1.54%3
Portfolio Turnover Rate 8% 62% 34% 30% 22%
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, 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 (0.02%), (0.08%), (0.09%), (0.07%), and (0.03%).

 

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

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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 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),

21


 

Precious Metals and Mining Fund

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 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 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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.

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 year ended January 31, 2016, the investment advisory fee represented an effective annual basic rate of 0.15% of the fund’s average net assets before a decrease of $444,000 (0.02%) based on performance.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2016, the fund had contributed to Vanguard capital in the amount of $130,000, representing 0.01% of the fund’s net assets and 0.05% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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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 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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 1,096,649 319,665
Precious Metal 1,746
Temporary Cash Investments 73,121
Total 1,169,770 321,411

 

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 year ended January 31, 2016, the fund realized net foreign currency losses of $196,000, 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 held at January 31, 2016, had unrealized appreciation of $162,373,000, all of which has been distributed and is reflected in the balance of overdistributed net investment income.

For tax purposes, at January 31, 2016, the fund had $39,082,000 of ordinary income available for distribution. The fund had available capital losses totaling $1,607,297,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2016, the cost of investment securities for tax purposes was $2,688,373,000. Net unrealized depreciation of investment securities for tax purposes was $1,197,192,000, consisting entirely of losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2016, the fund purchased $407,737,000 of investment securities and sold $140,019,000 of investment securities, other than temporary cash investments.

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Precious Metals and Mining Fund

G. Capital shares issued and redeemed were:

  Year Ended January 31,
  2016 2015
  Shares Shares
  (000) (000)
Issued 82,312 62,814
Issued in Lieu of Cash Distributions 3,349
Redeemed (67,553) (67,254)
Net Increase (Decrease) in Shares Outstanding 18,108 (4,440)

 

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     Jan. 31,
  2015   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Aguia Resources Ltd. 2,811 1,818
Apex Minerals NL
Dalradian Resources Inc. 13,856 11,725
Dominion Diamond Corp. 134,456 4,138 86,371
Hochschild Mining plc 50,458 9,977 34,217
Kaminak Gold Corp. Class A NA1 14,024 15,418
Nevsun Resources Ltd. 130,729 5,146 102,912
Premier Gold Mines Ltd. NA1 14,662 17,783
Roxgold Inc. 12,401 13,223
SEMAFO Inc. NA1 14,981 39,824
Vanguard Market Liquidity Fund 226,429 NA 2 NA 2 206 73,121
Total 554,473     9,490 396,412
1 Not applicable—at January 31, 2015, the issuer was not an affiliated company of the fund.      
2 Not applicable—purchases and sales are for temporary cash investment purposes      

 

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

24


 

Report of Independent Registered
Public Accounting Firm

To the Board of Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Precious Metals and Mining Fund:

In our opinion, the accompanying statement of net assets, statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Precious Metals and Mining Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

Special 2015 tax information (unaudited) for Vanguard Precious Metals and Mining Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $30,432,000 of qualified dividend income to shareholders during the fiscal year.

The fund designates to shareholders foreign source income of $40,130,000 and foreign taxes paid of $2,279,000. Shareholders received more detailed information with their Form 1099-DIV in January 2016 to determine the calendar-year amounts to be included on their 2015 tax returns.

For corporate shareholders, 2.9% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

25


 

Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

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

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

Average Annual Total Returns: Precious Metals and Mining Fund    
Periods Ended January 31, 2016      
  One Five Ten
  Year Years Years
Returns Before Taxes -34.07% -21.43% -7.64%
Returns After Taxes on Distributions -34.29 -21.88 -8.75
Returns After Taxes on Distributions and Sale of Fund Shares -18.88 -13.55 -3.79

 

26


 

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.

27


 

Six Months Ended January 31, 2016      
 
  Beginning Ending Expenses
  Account Value Account Value Paid During
Precious Metals and Mining Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return $1,000.00 $860.30 $1.83
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.24 1.99
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 0.39%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

28


 

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.

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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 194 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
Peter F. Volanakis  
Born 1955. Trustee Since July 2009. Principal Chairman Emeritus and Senior Advisor  
Occupation(s) During the Past Five Years and Other
Experience: President and Chief Operating Officer John J. Brennan   
(retired 2010) of Corning Incorporated (communications Chairman, 1996–2009   
equipment); Trustee of Colby-Sawyer College and Chief Executive Officer and President, 1996–2008
Chairman of its Finance and Enrollment Committee;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center. 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.
 
  Q530 032016

 



Annual Report | January 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. 9
Fund Profile. 13
Performance Summary. 15
Financial Statements. 17
Your Fund’s After-Tax Returns. 32
About Your Fund’s Expenses. 33
Glossary. 35

 

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

Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard Health Care Fund  
Investor Shares 0.49%
Admiral™ Shares 0.54
MSCI All Country World Health Care Index -4.19
Global Health/Biotechnology Funds Average -5.94
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, 2015, Through January 31, 2016        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Health Care Fund        
Investor Shares $216.14 $200.67 $2.611 $15.359
Admiral Shares 91.17 84.64 1.155 6.479

 

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Chairman’s Letter

Dear Shareholder,

Health care stocks, battered by a sharp downturn in the period’s final month, declined along with the broad U.S. market over the fiscal year ended January 31, 2016. Despite the challenging environment, Vanguard Health Care Fund notched a slight advance, outpacing its comparative standards as well as the broad U.S. market.

Investor Shares of the fund returned 0.49%, far from the double-digit results of the four previous years. The fund’s benchmark, the MSCI All Country World Health Care Index, returned about –4%, and the average return of peers was about –6%.

Wellington Management Company llp, the fund’s advisor, manages the fund with a value-oriented approach and concentrates the fund toward the more stable and reliable large-capitalization companies. This conservative strategy worked in the fund’s favor for the year as the advisor’s pharmaceuticals holdings helped returns.

If you own shares of this fund in a taxable account, you may wish to review the fund’s after-tax returns later in this report.

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after recording a solid result for the first half of the period. Investors grew more concerned that China’s slower economic

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growth would spread globally. Oil and commodity prices continued to fall, a trend that hurts producers but favors consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Meanwhile, central banks in Europe and Asia have increased their stimulus measures to combat weak growth and low inflation.

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets suffered the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

At the end of the period, bonds’ results were flat
Although bonds surged during the final month, the broad U.S. taxable bond market returned –0.16% for the fiscal year. The yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

Bonds languished earlier in the period, when stocks were on firmer ground and many thought that the interest rate hike would come sooner rather than later. Market turmoil in January seemed to remind investors of bonds’ appeal as both a diversifier and ballast for a portfolio.

Market Barometer      
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the U.S. dollar’s strength. Without this currency effect, returns were modestly positive.

Money market funds and savings accounts generated scant returns as the Fed kept its target for short-term interest rates at 0%–0.25% until December.

Pharmaceuticals outperformed, but biotechnology stocks slid
The health care sector has been a leader of the broad U.S. stock market’s rebound from the financial crisis. Long-term trends for greater health care consumption and product and service innovation continue to be favorable.

The aging population requires more health care, which is becoming more affordable and available worldwide. And the Affordable Care Act should ensure insurance coverage for more people in the United States, although some industry watchers have noted limits on the law’s impact.

Traditionally, health care is a relatively defensive sector and not prone to great cyclicality—people need treatment regardless of the economy’s condition. Of course, the sector also faces challenges, some of which were present during the fiscal year.

The possibility of increased government regulation can influence pharmaceutical and biotechnology stocks, which slipped at times as political candidates discussed

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Health Care Fund 0.34% 0.29% 1.32%
The fund expense ratios shown are from the prospectus dated May 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s expense ratios were 0.36% for Investor Shares and 0.31% 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


 

the rising cost of drugs. High valuations, especially among biotechnology stocks, were another concern.

For the first 11 months of the fiscal year, and despite a late-summer decline, the Health Care Fund returned more than 10%. For the final month, however, it declined nearly –9%, and it finished the fiscal year with slim returns as the prospects for biotechnology stocks dimmed.

Although pharmaceutical and biotechnology companies both develop medicines, the value of biotechnology stocks is closely tied to future prospects, whereas pharmaceutical stocks depend more on current profits. Over the period, this meant that pharmaceuticals boosted the fund’s results, but biotechnology stocks hindered them.

The advisor’s selection of pharmaceutical stocks returned more than 3%, compared with a return of about –3% for their counterparts in the benchmark. Along with benefiting from the pharmaceuticals it held, the advisor avoided or had relatively small exposure to some of the companies that struggled over the period.

There were few opportunities for refuge in biotechnology. The fund’s biotechnology holdings returned about –14%, nearly the same as those in the benchmark. The advisor’s exposure to the beleaguered industry was slightly less than the benchmark’s, which helped relative performance.

Working more to the fund’s advantage were its stock holdings in medical equipment and supplies. Another lift came from the

Total Returns  
Ten Years Ended January 31, 2016  
  Average
  Annual Return
Health Care Fund Investor Shares 11.06%
Spliced Health Care Index 8.35
Global Health/Biotechnology Funds Average 8.96
For a benchmark description, see the Glossary.  
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

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

5


 

fund’s larger exposure to managed care companies, where stock selection was a bright spot.

The Advisor’s Report that follows this letter provides additional details about the management and performance of your fund during the year.

Wellington deserves credit for a rewarding ten years
Although the health care sector has been relatively strong over the years and Vanguard Health Care Fund has been well-managed, investing in any sector fund comes with significant risk. Health care stocks can be prone to bouts of turbulence at times. And their direction is often tied to regulatory approval, U.S. health care reform, changes in the business climate, and broader market trends.

The advisor has capably directed the fund through good and bad times over the past decade. The fund’s average annual return of about 11% handily surpassed the benchmark index’s return of about 8% and the average peer return of about 9%. Credit goes to the highly talented Wellington team and lead portfolio manager Jean M. Hynes.

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

Long-term shareholders have benefited from the advisor’s expertise as well as the fund’s low costs.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015—and especially the start of 2016—were stark reminders that investments can disappoint. The U.S. stock and bond markets were barely positive in 2015, and international stocks and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (A decline of 20% or more lasting at least two months generally qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box on page 6 and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time.

The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based.

The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

Investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

As always, thank you for investing with Vanguard.

Sincerely,


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

8


 

Advisor’s Report

For the fiscal year ended January 31, 2016, Vanguard Health Care Fund returned 0.49% for Investor Shares and 0.54% for Admiral Shares. It surpassed the –4.19% return of its benchmark, the MSCI All Country World Health Care Index, and the –5.94% 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 small-cap, biopharma mid-cap, and biopharma large-cap. The other subsectors are health care services and medical technology.

During the fiscal year, biopharma small-caps were top performers for the benchmark index (although they represented only a small fraction of its components). Medical technology stocks were second-best, and the biopharma large-cap and mid-cap subsectors fared worst. During 2015, these companies were pressured when U.S. drug pricing came under scrutiny on the heels of a few highly publicized incidences of excessively high pricing of existing treatments.

Our successes
Large-cap and mid-cap biopharmaceutical holdings drove the fund’s relative outperformance. On a regional basis, developed

 
Major Portfolio Changes  
Year Ended January 31, 2016  
 
Additions Comments
Biogen We initiated a position in this biopharmaceutical company because
  we think the current stock price does not reflect the value of its
  development pipeline. Its Alzheimer’s disease product, in particular,
  showed intriguing mid-stage clinical data.
Merck We increased our stake in this biopharmaceutical company as the
  stock underperformed the health care sector this year. Merck has
  many exciting opportunities on the horizon, including programs in
  immuno-oncology and hepatitis C, both of which should lead to
  accelerating growth in 2016.
 
Reductions Comments
Humana Humana, a health care services company, was a strong performer
  for the fund. After it was acquired by Aetna, we recycled the
  proceeds into a number of other managed care stocks.
Hospira Hospira is a manufacturer of injectable drugs and a leading contender
  in the nascent but increasingly important biosimilar market. We
  eliminated the position when M&A activity boosted shares after Pfizer
  announced its intent to purchase the company at a 39% premium.

 

9


 

North American stock picks added most, followed by strong selection in Europe and an overweight allocation to companies in Japan.

Among large-cap biopharmaceuticals, our position in Eli Lilly stood out, returning approximately 13%. Positive outcome data for Lilly’s diabetes drug Jardiance helped—as did increasing investor appreciation for the potential of the firm’s late-stage pipeline. Promising products include disease-modifying antibodies against Alzheimer’s disease and psoriasis and a once-daily oral drug for rheumatoid arthritis.

Bristol-Myers Squibb, one of our largest holdings, benefited from positive lung cancer survival data for its immuno-oncology drug Opdivo, which was followed by fast FDA approval and market uptake. Relative results in the subsector were further driven by our decision to avoid or underweight certain stocks. Underweighting Novartis and not owning Gilead Sciences, Valeant Pharmaceuticals, or Bayer boosted returns, as all four were poor performers in the index.

In mid-cap biopharmaceuticals, our position in Japanese firm Shionogi did well. The company’s shares rose after the better-than-expected launch of its HIV integrase inhibitor, Tivicay, which we expect will grow into a multibillion-dollar franchise through Shionogi’s partner, GlaxoSmithKline.

Managed care leader UnitedHealth Group and medical device company Boston Scientific also did well.

Our shortfalls
Stock selection was weaker in the small-cap biopharmaceutical subsector, where our small position in Ironwood Pharmaceuticals detracted. The biggest drags on relative performance were benchmark stocks that we did not own, including Johnson & Johnson and Novo Nordisk. Our holdings in Alkermes and McKesson also weighed on results.

Alkermes declined more than 50%; after the company reported mixed data regarding its depression drug ALKS 5461, its share price fell sharply. Although we were disappointed in the data, we have been surprised by the severity of the price adjustment. We believe this leaves the company’s shares undervalued, given its successful base business of currently approved drugs.

McKesson weakened after reducing guidance on lower-than-anticipated generic drug price inflation, a trend that had helped companies throughout the supply chain over the past few years. We view this as a short-term setback and remain attracted to McKesson’s business model, which should benefit from continued growth in U.S. pharmaceutical volume as the population ages.

The fund’s positioning
We currently hold about 20% of the fund’s assets in non-U.S. investments (mainly Japan, the United Kingdom, Switzerland, and Belgium). We believe this strategy provides diversification for the fund’s shareholders over the long

10


 

term. The portfolio is distributed among 80 companies across all subsectors of health care. We sometimes elect to gain exposure to certain trends or subsectors by holding a “basket” of smaller positions rather than fewer and larger ones.

At the close of the fiscal year, the top ten largest holdings represented a significant portion—approximately 42%—of the fund’s assets. We expect turnover to remain quite low. The fund’s 18% annualized turnover as of the end of January is within our normal range; it may increase modestly when opportunities arise.

Looking forward, as the U.S. election cycle heats up, so will the political dialogue about health care costs, drug pricing, and the future of the Affordable Care Act (ACA). The health care sector tends to be volatile in election years, and so far it appears that 2016 will be no exception. Nonetheless, we believe that the risk of significant changes to U.S. drug pricing is very low, and we expect the framework of the ACA to remain intact.

In biopharmaceuticals, we anticipate a future in which payers will increasingly pressure undifferentiated products or drug classes that do not offer economic value. However, innovative treatments that serve unmet needs will command premium prices and continue to be rewarded globally. With innovation exploding, biopharmaceuticals could represent a larger share of the health care market over the next decade.

We have focused the portfolio on companies dedicated to discovering and delivering drugs in new categories. These include immuno-oncology, which is changing the treatment of cancer, and Alzheimer’s disease treatment, which is now ripe for advancement. Orphan diseases are also becoming more tractable through novel delivery platforms such as ribonucleic acid (RNA) interference.

In health care services and medical technology, we remain focused on companies that will benefit from or facilitate the transition to a value-based health care system.

Longer term, we remain optimistic. In the years to come, the aging populations of developed countries and the growing prosperity of emerging markets will fuel accelerated demand for health care products and services.

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 that 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 long time horizon to evaluate health care trends and individual companies. This should enable

11


 

our team to identify pockets of opportunity that are best-positioned to generate sustainable growth and value creation.

We will remain diversified across subsec-tors and regions, focused on the long haul, and positioned in what we believe to be the most attractive stocks as we seek to generate strong risk-adjusted returns for the fund’s shareholders.

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

Wellington Management Company llp

February 10, 2016

12


 

Health Care Fund

Fund Profile
As of January 31, 2016

  
Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VGHCX VGHAX
Expense Ratio1 0.34% 0.29%
30-Day SEC Yield 0.94% 0.99%

 

 
Portfolio Characteristics    
    MSCI DJ
    ACWI U.S. Total
    Health Market
  Fund Care FA Index
Number of Stocks 80 162 3,932
Median Market Cap $43.4B $90.9B $48.6B
Price/Earnings Ratio 33.1x 21.3x 20.5x
Price/Book Ratio 3.6x 3.7x 2.5x
Return on Equity 13.8% 17.8% 17.2%
Earnings Growth      
Rate 3.5% 7.1% 9.5%
Dividend Yield 1.4% 2.0% 2.2%
Foreign Holdings 20.4% 43.3% 0.0%
Turnover Rate 18%
Short-Term Reserves 3.6%

 

 
Volatility Measures    
  MSCI DJ
  ACWI U.S. Total
  Health Market
  Care FA Index
R-Squared 0.91 0.67
Beta 0.99 0.92
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)
Allergan plc Pharmaceuticals 6.6%
Bristol-Myers Squibb Co. Pharmaceuticals 6.2
UnitedHealth Group Inc. Managed Health  
  Care 5.7
Merck & Co. Inc. Pharmaceuticals 5.2
Eli Lilly & Co. Pharmaceuticals 4.1
AstraZeneca plc Pharmaceuticals 4.0
Medtronic plc Health Care  
  Equipment 3.2
Mylan NV Pharmaceuticals 2.7
McKesson Corp. Health Care  
  Distributors 2.4
Regeneron    
Pharmaceuticals Inc. Biotechnology 2.4
Top Ten   42.5%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the expense ratios were 0.36% for Investor Shares and 0.31% for Admiral Shares.

13


 

Health Care Fund

 
Subindustry Diversification (% of equity  
exposure)    
    MSCI
    ACWI
    Health
  Fund Care
Biotechnology 13.9% 16.7%
Consumer Staples 1.9 0.0
Health Care Distributors 3.6 2.7
Health Care Equipment 11.2 10.6
Health Care Facilities 3.1 1.5
Health Care Services 0.8 3.5
Health Care Supplies 0.5 1.6
Health Care Technology 3.7 0.6
Industrials 0.2 0.0
Life Sciences Tools & Services 3.6 3.1
Managed Health Care 10.9 6.0
Materials 0.4 0.0
Pharmaceuticals 46.2 53.7

 

 
Market Diversification (% of equity exposure)
 
Europe  
United Kingdom 4.8%
Switzerland 4.6
Belguim 2.0
Other 0.4
Subtotal 11.8%
Pacific  
Japan 8.5%
North America  
United States 78.9%
Middle East 0.8%

 

14


 

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.

Cumulative Performance: January 31, 2006, Through January 31, 2016
Initial Investment of $10,000


    Average Annual Total Returns  
    Periods Ended January 31, 2016  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
          Health Care Fund Investor Shares 0.49% 18.99% 11.06% $28,557
•••••••• Spliced Health Care Index -4.19 14.95 8.35 22,302
– – – – Global Health/Biotechnology Funds Average -5.94  17.06  8.96  23,585 
          Dow Jones U.S. Total Stock Market
  Float Adjusted Index -2.55 10.36 6.48 18,728
For a benchmark description, see the Glossary.
Global Health/Biotechnology Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

  
        Final Value
  One Five Ten of a $50,000
  Year Years Years Investment
Health Care Fund Admiral Shares 0.54% 19.05% 11.13% $143,642
Spliced Health Care Index -4.19 14.95 8.35 111,509
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.48 93,641

 

See Financial Highlights for dividend and capital gains information.

15


 

Health Care Fund

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


Average Annual Total Returns: Periods Ended December 31, 2015      
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 12.65% 21.61% 12.42%
Admiral Shares 11/12/2001 12.71 21.67 12.49

 

16


 

Health Care Fund

Financial Statements

Statement of Net Assets
As of January 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%)    
United States (76.5%)    
Biotechnology (12.7%)    
* Regeneron    
  Pharmaceuticals Inc. 2,698,594 1,133,652
* Biogen Inc. 3,810,023 1,040,365
* Vertex    
  Pharmaceuticals Inc. 11,376,611 1,032,427
*,1 Incyte Corp. 13,508,200 953,139
  Amgen Inc. 5,398,985 824,587
*,1 Alnylam    
  Pharmaceuticals Inc. 8,464,810 583,564
*,1 Alkermes plc 8,146,076 260,756
*,^,1 Agios    
  Pharmaceuticals Inc. 2,544,597 107,433
* Prothena Corp. plc 1,662,794 64,766
* Ironwood    
  Pharmaceuticals Inc.    
  Class A 4,367,387 40,311
      6,041,000
Chemicals (0.4%)    
  Monsanto Co. 2,096,300 189,925
 
Commercial Services & Supplies (0.2%)  
* Stericycle Inc. 668,100 80,406
 
Food & Staples Retailing (1.9%)  
  Walgreens Boots    
  Alliance Inc. 7,354,460 586,298
  CVS Health Corp. 3,084,020 297,885
      884,183
Health Care Equipment & Supplies (10.5%)
  Medtronic plc 20,002,633 1,518,600
* Boston Scientific Corp. 63,222,390 1,108,288
  Baxter International Inc. 11,176,980 409,077
  Becton Dickinson    
  and Co. 2,792,887 406,002
  St. Jude Medical Inc. 6,123,679 323,698
* Intuitive Surgical Inc. 535,900 289,842

 

      Market
      Value
    Shares ($000)
  Stryker Corp. 2,498,900 247,766
  Abbott Laboratories 6,027,260 228,132
  DENTSPLY    
  International Inc. 3,669,300 216,085
* Hologic Inc. 5,802,700 196,944
* Edwards    
  Lifesciences Corp. 618,620 48,382
      4,992,816
Health Care Providers & Services (17.9%)  
  UnitedHealth Group Inc. 23,462,000 2,701,884
  McKesson Corp. 7,165,280 1,153,467
  Cigna Corp. 7,105,831 949,339
  Aetna Inc. 8,174,089 832,449
* HCA Holdings Inc. 11,911,153 828,778
  Cardinal Health Inc. 6,385,231 519,566
  Anthem Inc. 3,517,033 458,938
  Universal Health    
  Services Inc. Class B 3,939,340 443,727
* Envision Healthcare    
  Holdings Inc. 9,029,230 199,546
* Acadia Healthcare Co. Inc. 1,806,200 110,232
* Team Health Holdings Inc. 2,445,100 99,931
* WellCare Health Plans Inc. 1,189,900 90,409
* MEDNAX Inc. 805,600 55,957
* Amsurg Corp. 376,000 27,520
* LifePoint Health Inc. 341,100 23,805
* Community Health    
  Systems Inc. Rights    
  Exp. 12/31/2099 18,834,700 151
      8,495,699
Health Care Technology (3.6%)  
* Cerner Corp. 16,424,330 952,775
* IMS Health Holdings Inc. 11,995,380 277,333
*,^ athenahealth Inc. 1,883,780 267,120
*,1 Allscripts Healthcare    
  Solutions Inc. 11,198,893 154,321
*,^ Inovalon Holdings Inc.    
  Class A 2,748,060 46,387
      1,697,936

 

17


 

Health Care Fund

      Market
      Value
    Shares ($000)
Life Sciences Tools & Services (3.4%)  
  Thermo Fisher    
  Scientific Inc. 3,594,200 474,650
* Illumina Inc. 2,787,466 440,280
  Agilent Technologies Inc. 8,001,210 301,246
* Quintiles Transnational    
  Holdings Inc. 3,906,405 237,627
* PAREXEL International    
  Corp. 1,836,340 117,452
* VWR Corp. 2,961,282 72,433
      1,643,688
Pharmaceuticals (25.9%)    
* Allergan plc 10,962,347 3,118,020
  Bristol-Myers Squibb Co. 47,312,009 2,940,914
  Merck & Co. Inc. 48,728,100 2,469,053
  Eli Lilly & Co. 24,609,530 1,946,614
* Mylan NV 24,253,075 1,277,895
  Pfizer Inc. 8,872,226 270,514
*,1 Medicines Co. 5,564,220 192,299
  Zoetis Inc. 2,751,727 118,462
      12,333,771
Total United States   36,359,424
International (20.4%)    
Belgium (1.9%)    
1 UCB SA 10,697,204 914,626
 
Denmark (0.3%)    
* H Lundbeck A/S 3,563,634 115,749
 
France (0.1%)    
  Ipsen SA 931,149 53,671
 
Israel (0.8%)    
  Teva Pharmaceutical    
  Industries Ltd. ADR 5,800,000 356,584
 
Japan (8.2%)    
  Eisai Co. Ltd. 12,938,875 782,080
  Shionogi & Co. Ltd. 16,638,054 726,075
  Astellas Pharma Inc. 49,553,000 686,139
  Takeda Pharmaceutical    
  Co. Ltd. 10,872,800 526,502
  Ono Pharmaceutical    
  Co. Ltd. 1,923,400 309,981
  Daiichi Sankyo Co. Ltd. 14,333,200 298,432
  Chugai Pharmaceutical    
  Co. Ltd. 8,933,500 273,676
  Olympus Corp. 5,944,700 231,807
  Kyowa Hakko Kirin    
  Co. Ltd. 5,250,000 76,109
      3,910,801

 

    Market
    Value
  Shares ($000)
Switzerland (4.4%)    
Roche Holding AG 3,656,951 947,239
Novartis AG 9,143,001 708,340
Actelion Ltd. 2,632,318 346,886
Roche Holding AG (Bearer)  376,066 96,755
    2,099,220
United Kingdom (4.7%)    
AstraZeneca plc 29,725,464 1,914,049
Hikma    
Pharmaceuticals plc 5,492,112 158,524
Smith & Nephew plc 8,976,157 149,524
    2,222,097
Total International   9,672,748
Total Common Stocks    
(Cost $29,629,292)   46,032,172
Temporary Cash Investments (3.6%)  
Money Market Fund (0.0%)    
2,3 Vanguard Market    
Liquidity Fund, 0.441% 12,794,000 12,794
 
  Face  
  Amount  
  ($000)  
Repurchase Agreements (2.1%)  
Bank of America Securities,  
LLC 0.340%, 2/1/16 (Dated  
1/29/16, Repurchase Value  
$152,704,000, collateralized  
by Government National    
Mortgage Assn. 3.500%,  
9/20/42, with a value of    
$155,754,000) 152,700 152,700
Bank of Nova Scotia    
0.340%, 2/1/16 (Dated    
1/29/16, Repurchase    
Value $52,001,000,    
collateralized by U.S.    
Treasury Note/Bond    
0.473%–5.250%,    
10/31/17–11/15/28, with    
a value of $53,042,000) 52,000 52,000
Barclays Capital Inc.    
0.340%, 2/1/16 (Dated    
1/29/16, Repurchase    
Value $131,904,000,    
collateralized by U.S.    
Treasury Note/Bond    
0.625%–2.500%,    
6/30/17–2/15/45, with a    
value of $134,538,000) 131,900 131,900

 

18


 

Health Care Fund

  Face Market
  Amount Value
  ($000) ($000)
BNP Paribas Securities Corp.    
0.370%, 2/1/16 (Dated    
1/29/16, Repurchase Value    
$125,904,000, collateralized    
by Federal Home Loan    
Mortgage Corp. 2.500%–    
8.000%, 5/1/16–10/1/44,    
Federal National Mortgage    
Assn. 2.500%–7.000%,    
1/1/17–1/1/46, Government    
National Mortgage Assn.    
2.500%–7.500%, 4/15/17    
9/20/45, and U.S. Treasury    
Note/Bond 2.000%–6.875%,  
8/15/20–8/15/25, with a    
value of $128,418,000) 125,900 125,900
HSBC Bank USA    
0.310%, 2/1/16 (Dated    
1/29/16, Repurchase    
Value $177,905,000,    
collateralized by Federal    
National Mortgage Assn.    
3.500%–6.000%,    
10/1/22–1/1/46, with a    
value of $181,461,000) 177,900 177,900
RBC Capital Markets LLC    
0.310%, 2/1/16 (Dated    
1/29/16, Repurchase    
Value $201,305,000,    
collateralized by Federal    
Home Loan Mortgage    
Corp. 2.192%–4.000%,    
3/1/40–5/1/45, Federal    
National Mortgage Assn.    
2.414%–4.000%, 5/1/26–    
12/1/45, and Government    
National Mortgage Assn.    
1.750%–4.500%, 1/20/36–    
10/20/45, with a value of    
$205,326,000) 201,300 201,300
Wells Fargo & Co.    
0.360%, 2/1/16 (Dated    
1/29/16, Repurchase    
Value $157,805,000,    
collateralized by Federal    
Home Loan Mortgage    
Corp. 3.500%, 6/1/45, with    
a value of $160,956,000) 157,800 157,800
    999,500

 

    Face Market
    Amount Value
    ($000) ($000)
U.S. Government and Agency Obligations (1.3%)
4 Federal Home Loan Bank    
  Discount Notes, 0.235%,    
  2/19/16 150,000 149,979
4 Federal Home Loan Bank    
  Discount Notes, 0.430%,    
  2/22/16 200,000 199,968
4 Federal Home Loan Bank    
  Discount Notes,    
  0.350%–0.420%, 3/4/16 159,000 158,957
4 Federal Home Loan Bank    
  Discount Notes, 0.430%,    
  3/9/16 25,000 24,993
4 Federal Home Loan Bank    
  Discount Notes, 0.420%,    
  3/11/16 43,000 42,986
4 Federal Home Loan Bank    
  Discount Notes, 0.430%,    
  3/18/16 49,590 49,571
      626,454
Commercial Paper (0.2%)    
5 The Coca-Cola Co.,    
  0.381%, 2/23/16 75,000 74,983
Total Temporary Cash Investments  
(Cost $1,713,688)   1,713,731
Total Investments (100.5%)    
(Cost $31,342,980)   47,745,903
Other Assets and Liabilities (-0.5%)  
Other Assets   289,510
Liabilities 3   (513,634)
      (224,124)
Net Assets (100%)   47,521,779

 

19


 

Health Care Fund

  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers 44,566,971
Affiliated Vanguard Funds 12,794
Other Affiliated Issuers 3,166,138
Total Investments in Securities 47,745,903
Investment in Vanguard 4,573
Receivables for Investment  
Securities Sold 212,428
Receivables for Accrued Income 56,765
Receivables for Capital Shares Issued 15,680
Other Assets 64
Total Assets 48,035,413
Liabilities  
Payables for Investment Securities  
Purchased 384,191
Collateral for Securities on Loan 12,794
Payables to Investment Advisor 21,469
Payables for Capital Shares Redeemed 38,580
Payables to Vanguard 56,596
Other Liabilities 4
Total Liabilities 513,634
Net Assets 47,521,779

 

 
At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 30,126,087
Overdistributed Net Investment Income (120,376)
Accumulated Net Realized Gains 1,116,522
Unrealized Appreciation (Depreciation)  
Investment Securities 16,402,923
Foreign Currencies (3,377)
Net Assets 47,521,779
 
 
Investor Shares—Net Assets  
Applicable to 54,399,476 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 10,916,105
Net Asset Value Per Share—  
Investor Shares $200.67
 
Admiral Shares—Net Assets  
Applicable to 432,478,529 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 36,605,674
Net Asset Value Per Share—  
Admiral Shares $84.64

 

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 $12,634,000.
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 $12,794,000 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 Security exempt from registration under Section 4(2) of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration only to dealers in that program or other “accredited investors.”
ADR—American Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

20


 

Health Care Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 609,743
Interest 3,518
Securities Lending 679
Total Income 613,940
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 73,289
Performance Adjustment 8,275
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 21,434
Management and Administrative—Admiral Shares 54,752
Marketing and Distribution—Investor Shares 2,246
Marketing and Distribution—Admiral Shares 2,662
Custodian Fees 948
Auditing Fees 39
Shareholders’ Reports—Investor Shares 215
Shareholders’ Reports—Admiral Shares 119
Trustees’ Fees and Expenses 66
Total Expenses 164,045
Net Investment Income 449,895
Realized Net Gain (Loss)  
Investment Securities Sold 3,474,121
Foreign Currencies and Forward Currency Contracts (10,106)
Realized Net Gain (Loss) 3,464,015
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (3,836,689)
Foreign Currencies and Forward Currency Contracts 12,890
Change in Unrealized Appreciation (Depreciation) (3,823,799)
Net Increase (Decrease) in Net Assets Resulting from Operations 90,111
1 Dividends are net of foreign withholding taxes of $21,006,000.

 

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

21


 

Health Care Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 449,895 588,425
Realized Net Gain (Loss) 3,464,015 4,738,777
Change in Unrealized Appreciation (Depreciation) (3,823,799) 4,559,056
Net Increase (Decrease) in Net Assets Resulting from Operations 90,111 9,886,258
Distributions    
Net Investment Income    
Investor Shares (137,657) (104,289)
Admiral Shares (466,453) (322,879)
Realized Capital Gain1    
Investor Shares (811,843) (1,271,460)
Admiral Shares (2,604,058) (3,584,110)
Total Distributions (4,020,011) (5,282,738)
Capital Share Transactions    
Investor Shares 67,555 529,165
Admiral Shares 5,352,587 6,172,299
Net Increase (Decrease) from Capital Share Transactions 5,420,142 6,701,464
Total Increase (Decrease) 1,490,242 11,304,984
Net Assets    
Beginning of Period 46,031,537 34,726,553
End of Period2 47,521,779 46,031,537
1 Includes fiscal 2016 and 2015 short-term gain distributions totaling $416,632,000 and $302,157,000, 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 ($120,376,000) and $58,681,000.

 

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

22


 

Health Care Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $216.14 $191.63 $152.58 $131.96 $124.30
Investment Operations          
Net Investment Income 1.934 2.941 2.350 2.777 2.300
Net Realized and Unrealized Gain (Loss)          
on Investments .566 49.127 53.058 22.791 12.780
Total from Investment Operations 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 (15.359) (25.443) (14.001) (2.191) (5.183)
Total Distributions (17.970) (27.558) (16.358) (4.948) (7.420)
Net Asset Value, End of Period $200.67 $216.14 $191.63 $152.58 $131.96
 
Total Return1 0.49% 28.15% 37.66% 19.59% 12.50%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $10,916 $11,660 $9,905 $8,681 $8,462
Ratio of Total Expenses to Average Net Assets2 0.36% 0.34% 0.35% 0.35% 0.35%
Ratio of Net Investment Income to          
Average Net Assets 0.84% 1.44% 1.33% 1.94% 1.72%
Portfolio Turnover Rate 18% 20% 21% 8% 8%
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 0.02% 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.

23


 

Health Care Fund

Financial Highlights

Admiral Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $91.17 $80.84 $64.37 $55.68 $52.45
Investment Operations          
Net Investment Income . 868 1.290 1.040 1.211 1.005
Net Realized and Unrealized Gain (Loss)          
on Investments .236 20.715 22.378 9.605 5.392
Total from Investment Operations 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 (6.479) (10.733) (5.906) (. 925) (2.187)
Total Distributions (7.634) (11.675) (6.948) (2.126) (3.167)
Net Asset Value, End of Period $84.64 $91.17 $80.84 $64.37 $55.68
 
Total Return1 0.54% 28.20% 37.74% 19.65% 12.57%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $36,606 $34,371 $24,821 $16,002 $12,968
Ratio of Total Expenses to Average Net Assets2 0.31% 0.29% 0.30% 0.30% 0.30%
Ratio of Net Investment Income to          
Average Net Assets 0.89% 1.49% 1.38% 1.99% 1.77%
Portfolio Turnover Rate 18% 20% 21% 8% 8%
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 0.02% 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.

24


 

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. Forward Currency Contracts: The fund enters into forward currency contracts to protect the value of securities and related receivables and payables against changes in future foreign exchange rates. The fund’s risks in using these contracts include movement in the values of the foreign currencies relative to the U.S. dollar and the ability of the counterparties to fulfill their obligations under the contracts. The fund mitigates its counterparty risk by entering into forward currency contracts only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. The master netting arrangements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate the forward currency contracts, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the

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Health Care Fund

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

Forward currency contracts are valued at their quoted daily prices obtained from an independent third party, adjusted for currency risk based on the expiration date of each contract. The notional amounts of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized forward currency contract gains (losses).

During the year ended January 31, 2016, the fund’s average investment in forward currency contracts represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period. The fund had no open forward currency contracts at January 31, 2016.

4. Repurchase Agreements: The fund enters into repurchase agreements with institutional counter-parties. 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 31, 2013–2016), 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

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Health Care Fund

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.

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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. 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 year ended January 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 $8,275,000 (0.02%) based on performance.

C. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, 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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Health Care Fund

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At January 31, 2016, the fund had contributed to Vanguard capital in the amount of $4,573,000, representing 0.01% of the fund’s net assets and 1.83% 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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 36,359,424
Common Stocks—International 356,584 9,316,164
Temporary Cash Investments 12,794 1,700,937
Total 36,728,802 11,017,101

 

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 year ended January 31, 2016, the fund realized net foreign currency losses of $5,014,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized gains 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 held at January 31, 2016, had unrealized appreciation of $69,005,000, all of which has been distributed and is reflected in the balance of overdistributed net investment income.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $19,828,000 from overdistributed net investment income, and $159,778,000 from accumulated net realized gains, to paid-in capital.

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Health Care Fund

For tax purposes, at January 31, 2016, the fund had no ordinary income and $1,140,810,000 of long-term capital gains available for distribution. The fund had available capital losses totaling $24,288,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2016, the cost of investment securities for tax purposes was $31,411,985,000. Net unrealized appreciation of investment securities for tax purposes was $16,333,918,000, consisting of unrealized gains of $17,263,922,000 on securities that had risen in value since their purchase and $930,004,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2016, the fund purchased $11,078,129,000 of investment securities and sold $8,570,590,000 of investment securities, other than temporary cash investments.

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

      Year Ended January 31,
    2016   2015
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 2,981,987 13,073 2,454,337 11,686
Issued in Lieu of Cash Distributions 905,320 4,073 1,312,146 6,295
Redeemed (3,819,752) (16,695) (3,237,318) (15,722)
Net Increase (Decrease)—Investor Shares 67,555 451 529,165 2,259
Admiral Shares        
Issued 5,917,072 61,196 4,771,234 54,272
Issued in Lieu of Cash Distributions 2,816,045 30,054 3,593,547 40,722
Redeemed (3,380,530) (35,758) (2,192,482) (25,060)
Net Increase (Decrease)—Admiral Shares 5,352,587 55,492 6,172,299 69,934

 

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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     Jan. 31,
  2015   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. NA2 213,335 107,433
Alkermes plc NA2 122,783 2,196 260,756
Allscripts Healthcare            
Solutions Inc. 133,379 154,321
Alnylam Pharmaceauticals Inc. 571,876 204,260 583,564
athenahealth Inc. NA3 147,704 14,721 NA3
Incyte Corp. 810,997 399,588 165,102 953,139
Medicines Co. 159,383 148 192,299
PAREXEL International Corp. 247,370 138,322 NA4
Prothena Corp. plc 37,629 NA4
UCB SA 793,099 36,164 10,431 914,626
Vanguard Market Liquidity Fund 15,426 NA 5 NA5 12,794
Total 2,769,159     10,431 3,178,932
1 Includes net realized gain (loss) on affiliated investment securities sold of $129,504,000.
2 Not applicable—at January 31, 2015, the issuer was not an affiliated company of the fund.
3 Not applicable—at January 31, 2015, and January 31, 2016, the issuer was not an affiliated company of the fund, but it was affiliated during the year.
4 Not applicable—at January 31, 2016, the security was still held, but the issuer was no longer an affiliated company of the fund.
5 Not applicable—purchases and sales are for temporary cash investment purposes.

 

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

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Report of Independent Registered
Public Accounting Firm

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

In our opinion, the accompanying statement of net assets, statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Health Care Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

   
Special 2015 tax information (unaudited) for Vanguard Health Care Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $3,145,083,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

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

The fund distributed $755,643,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 49.2% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

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Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

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

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

Average Annual Total Returns: Health Care Fund Investor Shares    
Periods Ended January 31, 2016      
 
  One Five Ten
  Year Years Years
Returns Before Taxes 0.49% 18.99% 11.06%
Returns After Taxes on Distributions -1.46 16.96 9.57
Returns After Taxes on Distributions and Sale of Fund Shares 1.92 15.25 8.91

 

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About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

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Six Months Ended January 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Health Care Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $878.83 $1.75
Admiral Shares 1,000.00 878.97 1.56
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.34 $1.89
Admiral Shares 1,000.00 1,023.54 1.68
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 0.33% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

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Glossary

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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.

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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 194 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
Partner of HighVista Strategies LLC (private investment Mortimer J. Buckley James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Kathleen C. Gubanich Thomas M. Rampulla
the Museum of Fine Arts Boston. Martha G. King Glenn W. Reed
John T. Marcante Karin A. Risi
Peter F. Volanakis Chris D. McIsaac  
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Other Chairman Emeritus and Senior Advisor
Experience: President and Chief Operating Officer John J. Brennan
(retired 2010) of Corning Incorporated (communications Chairman, 1996–2009
equipment); Trustee of Colby-Sawyer College and Chief Executive Officer and President, 1996–2008
Chairman of its Finance and Enrollment Committee;    
Member of the Advisory Board of the Norris Cotton Founder
Cancer Center. 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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the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
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otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
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You can review and copy information about your fund at  
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  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q520 032016

 



Annual Report | January 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. 9
Performance Summary. 10
Financial Statements. 13
Your Fund’s After-Tax Returns. 35
About Your Fund’s Expenses. 36
Glossary. 38

 


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

Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard REIT Index Fund  
Investor Shares -7.44%
ETF Shares  
Market Price -7.47
Net Asset Value -7.31
Admiral™ Shares -7.30
Institutional Shares -7.27
MSCI US REIT Index -7.18
Real Estate Funds Average -7.14

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, 2015, Through January 31, 2016          
      Distributions Per Share  
  Starting Ending      
  Share Share Income Capital Return of
  Price Price Dividends Gains Capital
Vanguard REIT Index Fund          
Investor Shares $28.73 $25.59 $0.695 $0.000 $0.305
ETF Shares 86.49 77.05 2.170 0.000 0.954
Admiral Shares 122.58 109.19 3.076 0.000 1.351
Institutional Shares 18.97 16.90 0.479 0.000 0.210

 

1


 

 

Chairman’s Letter

Dear Shareholder,

After a robust performance over the prior fiscal year, the real estate investment trust (REIT) market reversed course. For the 12 months ended January 31, 2016, Vanguard REIT Index Fund returned –7.44% for Investor Shares. The fund’s performance was slightly behind that of its target index (–7.18%) and the average return of competing funds (–7.14%).

If you own the fund in a taxable account, you may wish to review the information about after-tax returns presented later in this report.

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after a solid first half as investors grew more concerned that China’s economic slowdown would spread globally. Oil and other commodity prices continued to fall, hurting producers but favoring consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Central banks in Europe and Asia moved in the opposite direction, adding to their stimulus measures to combat weak growth and low inflation.

2


 

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets slipped the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

Yields moved up and down, leaving bond results nearly flat
Although bonds surged in January, the broad U.S. taxable bond market returned –0.16% for the fiscal year. Bonds languished at times earlier in the period, when stocks were on firmer ground and many thought the Fed would raise interest rates sooner than it did. Market turmoil in January seemed to remind investors of bonds’ appeal as both a diversifier and ballast for a portfolio.

After many ups and downs, the yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the dollar’s strength. Without this currency effect, returns were modestly positive.

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

Money market funds and savings accounts generated scant returns as the Fed’s long-running 0%–0.25% rate target persisted until December.

The prospect of higher rates and a market downturn hurt REITs
A year ago, declining rates supported REITs’ prospects, because lower capital costs in a growing economy can aid their profit margins. REIT yields also became more attractive as rates from fixed income assets fell.

But in the most recent fiscal year, the Fed raised short-term rates for the first time since 2006. Investors thus saw the possibility of higher rates in the future, at least for shorter-maturity securities. That would raise REITs’ debt-financing costs, crimping profit margins. It could also make other income-generating investments that carry less risk more attractive. (REITs are required to pay out at least 90% of their income as dividends to investors.)

In addition, the U.S. stock market took a noticeable tumble in January, pulling down nearly every corner of the equity market.

Out of eight REIT segments, only two posted positive returns
As a result, only two of the eight subsets of the REIT market advanced. The largest loser was the hotel and resort REIT subsector, which returned –32%. Despite a healthy

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 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s 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


 

tourism market, investors grew concerned about slowing growth and increasing competition from online home-sharing services. Hotel and resort REITs can be highly volatile; their income stream is not as stable as those of office or retail REITs.

Health care and diversified REITs posted returns of about –19% and office REITs about –14%. Industrial REITs, the smallest subsector, returned about –9%.

The largest subsector, retail REITs, declined less, returning about –3%. Rising employment and falling energy prices supported consumer spending and demand for retail properties.

The best results came from specialized REITs, which include storage facilities; they returned nearly 15%, thanks to strong demand.

Residential REITs also turned in an above-market performance, returning nearly 4% as the rental market continued to benefit from rising apartment rents. That was aided in part by sluggish growth in the number of younger adults moving from apartment-renting to buying their first homes.

Whether or not gains persist, focus on timeless principles
Vanguard REIT Index Fund’s average annual return over the ten years ended January 31, 2016, was close to that of

Total Returns  
Ten Years Ended January 31, 2016  
  Average
  Annual Return
REIT Index Fund Investor Shares 6.29%
REIT Spliced Index 6.39
Real Estate Funds Average 5.26
For a benchmark description, see the Glossary.  
Real Estate Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

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

5


 

its benchmark and exceeded that of its peer group. The fund’s retreat over the most recent 12 months followed six consecutive years of positive returns, including four that exceeded 14%. And in four of the previous ten fiscal years, the fund returned more than 30%.

But the portfolio suffered steep losses in fiscal years 2008 and 2009. Such volatility is not unusual for any investment that focuses on a specific industry.

Interestingly, the portfolio’s ten-year average annual return was close to that of the overall U.S. stock market. This illustration of how the passage of time can smooth out year-to-year fluctuations underscores the value of keeping a long-term perspective.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015 and, especially, the start of 2016 brought stark reminders that investments can disappoint. The U.S. stock and bond markets were barely positive in 2015, and international stocks and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (Generally, a decline of 20% or more lasting at least two months qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box on page 6 and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time

The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based.

The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

Thank you for investing with Vanguard.

Sincerely,


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

8


 

REIT Index Fund

Fund Profile

As of January 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 152 150 3,932
Median Market Cap $11.1B $11.1B $48.6B
Price/Earnings Ratio 35.3x 35.3x 20.5x
Price/Book Ratio 2.3x 2.3x 2.5x
Return on Equity 7.0% 7.0% 17.2%
Earnings Growth      
Rate 18.9% 18.9% 9.5%
Dividend Yield 4.1% 4.1% 2.2%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate 11%
Short-Term Reserves 0.2%
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 7.1% 7.2%
Health Care REITs 12.2 12.2
Hotel & Resort REITs 5.3 5.3
Industrial REITs 4.4 4.4
Office REITs 12.3 12.3
Residential REITs 16.9 16.9
Retail REITs 25.6 25.5
Specialized REITs 16.2 16.2

 

 
Volatility Measures    
    DJ
    U.S. Total
  MSCI US Market
  REIT Index FA Index
R-Squared 1.00 0.12
Beta 1.00 0.46
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 8.2%
Public Storage Specialized REITs 5.3
Equity Residential Residential REITs 4.0
AvalonBay Communities    
Inc. Residential REITs 3.2
Welltower Inc. Health Care REITs 3.1
Equinix Inc. Specialized REITs 2.9
Prologis Inc. Industrial REITs 2.9
Ventas Inc. Health Care REITs 2.6
Boston Properties Inc. Office REITs 2.5
HCP Inc. Health Care REITs 2.4
Top Ten   37.1%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the expense ratios were 0.26% for Investor Shares, 0.12% for ETF Shares, 0.12% for Admiral Shares, and 0.10% for Institutional Shares.

9


 

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.

Cumulative Performance: January 31, 2006, Through January 31, 2016
Initial Investment of $10,000


 
    Average Annual Total Returns  
    Periods Ended January 31, 2016  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
          REIT Index Fund Investor Shares -7.44% 10.16% 6.29% $18,413
•••••••• REIT Spliced Index -7.18 10.40 6.39 18,575
– – – – Real Estate Funds Average  -7.14  9.36  5.26  16,697
            Dow Jones U.S. Total Stock Market
  Float Adjusted Index -2.55 10.36 6.48 18,728
For a benchmark description, see the Glossary.        
Real Estate Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.    

 

 
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
REIT Index Fund        
ETF Shares Net Asset Value -7.31% 10.31% 6.42% $18,637
REIT Spliced Index -7.18 10.40 6.39 18,575
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.48 18,728

 

See Financial Highlights for dividend and capital gains information.
10


 

REIT Index Fund

  Average Annual Total Returns  
  Periods Ended January 31, 2016  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
REIT Index Fund Admiral Shares -7.30% 10.32% 6.43% $18,646
REIT Spliced Index -7.18 10.40 6.39 18,575
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.48 18,728

 

 
        Final Value
  One Five Ten of a $5,000,000
  Year Years Years Investment
REIT Index Fund Institutional Shares -7.27% 10.35% 6.45% $9,345,067
REIT Spliced Index -7.18 10.40 6.39 9,287,425
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.48 9,364,130

 

Cumulative Returns of ETF Shares: January 31, 2006, Through January 31, 2016    
  One Five Ten
  Year Years Years
REIT Index Fund ETF Shares Market Price -7.47% 63.20% 86.11%
REIT Index Fund ETF Shares Net Asset Value -7.31 63.34 86.37
REIT Spliced Index -7.18 64.02 85.75

 

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


11


 

REIT Index Fund

Average Annual Total Returns: Periods Ended December 31, 2015
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 2.22% 11.65% 7.44%
ETF Shares 9/23/2004      
Market Price   2.40 11.80 7.57
Net Asset Value   2.37 11.79 7.56
Admiral Shares 11/12/2001 2.39 11.80 7.57
Institutional Shares 12/2/2003 2.45 11.83 7.59

 

12


 

REIT Index Fund

Financial Statements

Statement of Net Assets
As of January 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 (99.9%)1  
Diversified REITs (7.1%)    
2 VEREIT Inc. 65,855,725 507,748
2 Duke Realty Corp. 25,123,249 505,731
2 WP Carey Inc. 7,216,151 420,341
2 Spirit Realty Capital Inc. 32,125,490 336,675
2 Liberty Property Trust 10,905,342 319,745
2 Gramercy Property    
  Trust 30,581,813 223,553
2 NorthStar Realty    
  Finance Corp. 13,270,837 157,525
  STORE Capital Corp. 5,662,957 140,385
2 Cousins Properties Inc. 14,976,983 129,102
2 PS Business Parks Inc. 1,471,818 127,430
2 Washington REIT 4,959,175 125,120
2 Lexington Realty Trust 15,476,877 113,445
2 Select Income REIT 4,875,902 92,154
2 American Assets Trust    
  Inc. 2,451,294 91,654
^,2 Global Net Lease Inc. 12,299,676 86,098
  Empire State Realty    
  Trust Inc. 4,766,768 78,890
2 Investors Real Estate    
  Trust 9,131,742 59,539
2 First Potomac Realty    
  Trust 4,279,932 41,900
2 Winthrop Realty Trust 2,250,012 29,655
2 Whitestone REIT 1,960,429 21,604
2 One Liberty Properties    
  Inc. 963,047 19,954
2 RAIT Financial Trust 6,605,485 16,910
      3,645,158
Health Care REITs (12.2%)    
2 Welltower Inc. 25,604,694 1,593,124
2 Ventas Inc. 24,076,432 1,331,908
2 HCP Inc. 33,659,859 1,209,735
2 Omega Healthcare    
  Investors Inc. 13,458,737 426,777
2 Healthcare Trust of    
  America Inc. Class A 9,243,283 259,182

 

      Market
      Value
    Shares ($000)
2 Senior Housing    
  Properties Trust 17,272,863 250,111
2 Healthcare Realty Trust    
  Inc. 7,307,250 212,202
2 Medical Properties Trust    
  Inc. 17,020,989 187,231
2 Care Capital Properties    
  Inc. 6,046,747 181,040
2 National Health Investors    
  Inc. 2,596,081 157,530
2 Physicians Realty Trust 7,688,974 131,251
2 LTC Properties Inc. 2,528,689 112,602
2 Sabra Health Care REIT    
  Inc. 4,740,124 87,029
^,2 New Senior Investment    
  Group Inc. 6,299,682 57,894
2 Universal Health Realty    
  Income Trust 920,316 46,780
2 CareTrust REIT Inc. 3,343,610 34,305
      6,278,701
Hotel & Resort REITs (5.3%)    
2 Host Hotels & Resorts    
  Inc. 54,655,231 756,975
2 Hospitality Properties    
  Trust 11,021,934 260,007
^,2 Apple Hospitality REIT    
  Inc. 12,126,323 221,790
2 Sunstone Hotel    
  Investors Inc. 15,651,017 185,934
2 LaSalle Hotel Properties 8,230,916 182,397
2 RLJ Lodging Trust 9,515,779 174,044
2 Ryman Hospitality    
  Properties Inc. 3,357,542 157,637
2 Pebblebrook Hotel    
  Trust 5,227,948 127,666
2 DiamondRock Hospitality    
  Co. 14,605,366 121,225
2 Xenia Hotels & Resorts    
  Inc. 7,719,185 112,932
2 Chesapeake Lodging    
  Trust 4,341,720 109,064

 

13


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 FelCor Lodging Trust Inc. 9,911,929 68,987
2 Summit Hotel Properties    
  Inc. 6,303,237 63,978
2 Hersha Hospitality Trust    
  Class A 3,129,832 54,991
2 Chatham Lodging Trust 2,789,347 52,607
2 Ashford Hospitality Trust    
  Inc. 6,959,084 38,693
2 Ashford Hospitality Prime    
  Inc. 2,069,015 22,738
      2,711,665
Industrial REITs (4.4%)    
2 Prologis Inc. 38,137,764 1,505,298
2 DCT Industrial Trust Inc. 6,426,934 230,020
2 First Industrial Realty    
  Trust Inc. 8,059,122 165,937
2 EastGroup Properties Inc. 2,351,074 125,524
2 STAG Industrial Inc. 4,954,807 83,885
2 Terreno Realty Corp. 2,966,330 66,683
2 Rexford Industrial Realty    
  Inc. 3,074,708 50,087
2 Monmouth Real Estate    
  Investment Corp. 3,990,758 41,025
      2,268,459
Office REITs (12.3%)    
2 Boston Properties Inc. 11,174,720 1,298,614
2 Vornado Realty Trust 12,344,280 1,091,975
2 SL Green Realty Corp. 7,255,242 700,929
2 Alexandria Real Estate    
  Equities Inc. 5,261,027 416,568
2 Kilroy Realty Corp. 6,708,949 374,829
2 Douglas Emmett Inc. 10,111,867 299,109
2 Highwoods Properties    
  Inc. 6,847,974 289,601
*,2 Equity Commonwealth 8,969,359 241,186
2 Piedmont Office Realty    
  Trust Inc. Class A 11,011,509 203,823
2 Columbia Property Trust    
  Inc. 8,647,348 192,576
2 Paramount Group Inc. 11,576,146 189,849
2 Brandywine Realty    
  Trust 13,091,469 167,964
2 Corporate Office    
  Properties Trust 6,876,840 153,354
2 Hudson Pacific    
  Properties Inc. 5,533,954 140,618
2 Mack-Cali Realty Corp. 6,157,790 128,020
2 New York REIT Inc. 11,824,788 121,559
2 Parkway Properties Inc. 6,089,568 82,026
^,2 Government Properties    
  Income Trust 5,173,766 71,036
2 Franklin Street    
  Properties Corp. 6,562,660 64,052
2 Tier REIT Inc. 3,169,792 48,720

 

      Market
      Value
    Shares ($000)
2 NorthStar Realty Europe    
  Corp. 4,211,322 39,755
  Easterly Government    
  Properties Inc. 1,055,023 18,800
      6,334,963
Residential REITs (16.8%)    
2 Equity Residential 26,492,215 2,042,285
2 AvalonBay Communities    
  Inc. 9,670,610 1,658,413
2 Essex Property Trust Inc. 4,783,838 1,019,484
2 UDR Inc. 19,064,991 678,523
2 Mid-America Apartment    
  Communities Inc. 5,484,849 514,589
2 Camden Property Trust 6,320,275 482,237
2 Apartment Investment    
  & Management Co.    
  Class A 11,372,514 445,234
2 Equity LifeStyle    
  Properties Inc. 5,825,676 384,029
2 American Campus    
  Communities Inc. 8,172,880 344,896
2 Sun Communities Inc. 3,784,942 252,039
2 Post Properties Inc. 3,973,075 227,617
2 American Homes 4 Rent    
  Class A 12,273,741 183,983
2 Education Realty Trust    
  Inc. 4,540,031 177,424
2 Monogram Residential    
  Trust Inc. 11,511,292 100,378
  Colony Starwood Homes 2,759,414 59,383
2 American Residential    
  Properties Inc. 2,227,976 37,742
2 Silver Bay Realty Trust    
  Corp. 2,490,311 34,765
*,2 Campus Crest    
  Communities Inc. 4,705,857 32,564
      8,675,585
Retail REITs (25.6%)    
2 Simon Property Group    
  Inc. 22,514,036 4,193,915
  General Growth    
  Properties Inc. 41,888,777 1,174,561
^,2 Realty Income Corp. 17,090,123 953,458
2 Kimco Realty Corp. 30,061,461 817,371
2 Macerich Co. 9,792,291 763,505
2 Federal Realty    
  Investment Trust 5,030,008 758,676
2 Regency Centers Corp. 6,851,745 495,998
^,2 National Retail    
  Properties Inc. 9,781,357 420,011
2 DDR Corp. 22,395,811 383,192
  Brixmor Property Group    
  Inc. 13,031,570 346,900
2 Taubman Centers Inc. 4,428,605 314,608

 

14


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 Weingarten Realty    
  Investors 8,566,748 298,894
2 Retail Properties of    
  America Inc. 17,259,997 267,703
2 Tanger Factory Outlet    
  Centers Inc. 6,973,878 223,094
  Equity One Inc. 6,664,136 184,730
2 Urban Edge Properties 7,224,821 175,563
2 Acadia Realty Trust 5,008,823 170,801
2 Kite Realty Group Trust 6,061,843 160,639
2 CBL & Associates    
  Properties Inc. 12,403,721 133,340
2 Retail Opportunity    
  Investments Corp. 7,186,014 132,869
2 WP Glimcher Inc. 13,482,055 122,417
2 Pennsylvania REIT 5,033,353 98,553
2 Ramco-Gershenson    
  Properties Trust 5,760,918 98,454
2 Inland Real Estate Corp. 6,581,353 70,486
^,2 Seritage Growth    
  Properties Class A 1,802,229 70,269
  Alexander’s Inc. 167,213 61,033
2 Agree Realty Corp. 1,409,818 52,050
^,2 Rouse Properties Inc. 2,955,357 51,719
  Saul Centers Inc. 924,703 47,040
  Urstadt Biddle Properties    
  Inc. Class A 1,860,642 37,771
2 Cedar Realty Trust Inc. 5,250,869 37,071
2 Getty Realty Corp. 1,943,041 34,742
  Urstadt Biddle Properties    
  Inc. 69,255 1,317
      13,152,750
Specialized REITs (16.2%)    
2 Public Storage 10,697,965 2,712,576
2 Equinix Inc. 4,852,815 1,507,139
2 Digital Realty Trust Inc. 9,883,487 791,470
2 Extra Space Storage Inc. 8,492,141 770,152
2 Iron Mountain Inc. 14,574,093 401,371
2 CubeSmart 12,310,849 385,206
2 Sovran Self Storage Inc. 2,838,647 319,859
2 EPR Properties 4,205,390 252,113
2 Corrections Corp. of    
  America 8,521,696 245,510
2 Gaming and Leisure    
  Properties Inc. 6,666,755 173,869
2 CyrusOne Inc. 4,579,550 168,756
2 GEO Group Inc. 5,431,817 160,673
2 DuPont Fabros    
  Technology Inc. 4,756,623 157,777
2 CoreSite Realty Corp. 2,191,968 140,593
2 QTS Realty Trust Inc.    
  Class A 2,834,048 130,933
      8,317,997
Total Real Estate Investment Trusts  
(Cost $45,695,800)   51,385,278

 

    Market
    Value
  Shares ($000)
Temporary Cash Investments (0.4%)1  
Money Market Fund (0.4%)  
3,4 Vanguard Market    
Liquidity Fund,    
0.441% 229,188,000 229,188
 
  Face  
  Amount  
  ($000)  
U.S. Government and Agency Obligations (0.0%)
5,6 Federal Home Loan Bank  
Discount Notes,    
0.315%, 3/2/16 5,000 4,999
Total Temporary Cash Investments  
(Cost $234,187)   234,187
Total Investments (100.3%)  
(Cost $45,929,987)   51,619,465
Other Assets and Liabilities (-0.3%)  
Other Assets   88,537
Liabilities 4   (265,427)
    (176,890)
Net Assets (100%)   51,442,575
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers   2,155,809
Affiliated Vanguard Funds 229,188
Other Affiliated Issuers 49,234,468
Total Investments in Securities 51,619,465
Investment in Vanguard 4,610
Receivables for Accrued Income 55,002
Receivables for Capital Shares Issued 24,830
Other Assets   4,095
Total Assets   51,708,002
Liabilities    
Payables for Investment Securities  
Purchased   35,307
Collateral for Securities on Loan 174,378
Payables for Capital Shares Redeemed 22,261
Payables to Vanguard   30,590
Other Liabilities   2,891
Total Liabilities   265,427
Net Assets   51,442,575

 

15


 

REIT Index Fund

At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 45,746,681
Undistributed Net Investment Income 71,700
Accumulated Net Realized Losses (62,404)
Unrealized Appreciation (Depreciation)  
Investment Securities 5,689,478
Swap Contracts (2,880)
Net Assets 51,442,575
 
Investor Shares—Net Assets  
Applicable to 102,435,721 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 2,621,411
Net Asset Value Per Share—  
Investor Shares $25.59
 
ETF Shares—Net Assets  
Applicable to 350,534,542 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 27,007,017
Net Asset Value Per Share—  
ETF Shares $77.05

 

 
  Amount
  ($000)
Admiral Shares—Net Assets  
Applicable to 137,639,417 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 15,028,886
Net Asset Value Per Share—  
Admiral Shares $109.19
 
Institutional Shares—Net Assets  
Applicable to 401,507,867 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 6,785,261
Net Asset Value Per Share—  
Institutional Shares $16.90

 

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 $171,069,000.
* 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 0.3%, 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 $174,378,000 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 $2,360,000 have been segregated as collateral for open swap contracts. After January 31, the fund posted additional collateral of $2,052,000 in connection with open swap contracts as of January 31, 2016.
REIT—Real Estate Investment Trust.
See accompanying Notes, which are an integral part of the Financial Statements.

16


 

REIT Index Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends 1,488,943
Interest 69
Securities Lending 558
Total Income 1,489,570
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 3,462
Management and Administrative—Investor Shares 6,297
Management and Administrative—ETF Shares 26,634
Management and Administrative—Admiral Shares 15,139
Management and Administrative—Institutional Shares 5,757
Marketing and Distribution—Investor Shares 658
Marketing and Distribution—ETF Shares 2,518
Marketing and Distribution—Admiral Shares 1,572
Marketing and Distribution—Institutional Shares 414
Custodian Fees 472
Auditing Fees 44
Shareholders’ Reports—Investor Shares 68
Shareholders’ Reports—ETF Shares 806
Shareholders’ Reports—Admiral Shares 123
Shareholders’ Reports—Institutional Shares 65
Trustees’ Fees and Expenses 31
Total Expenses 64,060
Net Investment Income 1,425,510
Realized Net Gain (Loss)  
Capital Gain Distributions Received 369,288
Investment Securities Sold 2,513,086
Futures Contracts (7,857)
Swap Contracts (529)
Realized Net Gain (Loss) 2,873,988
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (8,491,475)
Swap Contracts (3,388)
Change in Unrealized Appreciation (Depreciation) (8,494,863)
Net Increase (Decrease) in Net Assets Resulting from Operations (4,195,365)

 

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

17


 

REIT Index Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 1,425,510 1,203,285
Realized Net Gain (Loss) 2,873,988 1,709,516
Change in Unrealized Appreciation (Depreciation) (8,494,863) 10,090,274
Net Increase (Decrease) in Net Assets Resulting from Operations (4,195,365) 13,003,075
Distributions    
Net Investment Income    
Investor Shares (72,647) (68,973)
ETF Shares (728,106) (633,652)
Admiral Shares (407,189) (293,740)
Signal Shares (33,243)
Institutional Shares (184,580) (137,277)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Signal Shares
Institutional Shares
Return of Capital    
Investor Shares (31,917) (34,438)
ETF Shares (319,892) (316,380)
Admiral Shares (178,898) (146,663)
Signal Shares (16,598)
Institutional Shares (81,095) (68,541)
Total Distributions (2,004,324) (1,749,506)
Capital Share Transactions    
Investor Shares (257,705) 49,773
ETF Shares 836,661 4,976,714
Admiral Shares 1,058,869 4,832,918
Signal Shares (2,716,295)
Institutional Shares 773,129 1,514,112
Net Increase (Decrease) from Capital Share Transactions 2,410,954 8,657,222
Total Increase (Decrease) (3,788,735) 19,910,792
Net Assets    
Beginning of Period 55,231,310 35,320,518
End of Period1 51,442,575 55,231,310
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $71,700,000 and $39,241,000.
See accompanying Notes, which are an integral part of the Financial Statements.

 

18


 

REIT Index Fund

Financial Highlights

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

19


 

REIT Index Fund

Financial Highlights

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

20


 

REIT Index Fund

Financial Highlights

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

21


 

REIT Index Fund

Financial Highlights

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

22


 

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. Prior to October 24, 2014, the fund offered Signal Shares. Effective October 24, 2014, the Signal Shares were converted to Admiral Shares.

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

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

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REIT Index Fund

During the year ended January 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 January 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 Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded. A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

During the year ended January 31, 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 31, 2013–2016), 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. 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.

24


 

REIT Index Fund

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled 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 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 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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.

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.

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REIT Index Fund

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of 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 January 31, 2016, the fund had contributed to Vanguard capital in the amount of $4,610,000, representing 0.01% of the fund’s net assets and 1.84% 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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Real Estate Investment Trusts 51,385,278
Temporary Cash Investments 229,188 4,999
Swap Contracts—Liabilities (2,880)
Total 51,614,466 2,119

 

D. At January 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 Reality Trust Inc. 2/11/16 GSBUSA 40,353 (0.425%) (2,336)
Empire State Reality Trust Inc. 3/2/16 GSBUSA 2,580 (0.425%) (98)
Empire State Reality Trust Inc. 4/12/16 GSBUSA 11,698 (0.425%) (446)
          (2,880)
GSBUSA—Goldman Sachs Bank USA.          

 

26


 

REIT Index 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 year ended January 31, 2016, the fund realized $2,732,245,000 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.

Realized and unrealized gains (losses) on certain of the fund’s swap contracts are treated as ordinary income (loss) for tax purposes. Realized losses of $529,000 on swap contracts have been reclassified from accumulated net realized losses to undistributed net investment income.

For tax purposes, at January 31, 2016, the fund had no ordinary income available for distribution. 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.

At January 31, 2016, the cost of investment securities for tax purposes was $45,929,987,000. Net unrealized appreciation of investment securities for tax purposes was $5,689,478,000, consisting of unrealized gains of $8,392,256,000 on securities that had risen in value since their purchase and $2,702,778,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2016, the fund purchased $15,411,544,000 of investment securities and sold $12,982,061,000 of investment securities, other than temporary cash investments. Purchases and sales include $7,162,020,000 and $7,436,101,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

27


 

REIT Index Fund

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

      Year Ended January 31,
    2016   2015
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 559,943 20,973 738,968 29,122
Issued in Lieu of Cash Distributions 98,734 3,809 97,718 3,906
Redeemed (916,382) (34,822) (786,913) (31,504)
Net Increase (Decrease)—Investor Shares (257,705) (10,040) 49,773 1,524
ETF Shares        
Issued 8,300,504 104,710 8,521,764 112,270
Issued in Lieu of Cash Distributions
Redeemed (7,463,843) (95,100) (3,545,050) (46,400)
Net Increase (Decrease)—ETF Shares 836,661 9,610 4,976,714 65,870
Admiral Shares        
Issued1 3,269,367 28,897 5,995,731 55,276
Issued in Lieu of Cash Distributions 524,621 4,749 395,994 3,684
Redeemed (2,735,119) (24,294) (1,558,807) (14,336)
Net Increase (Decrease) —Admiral Shares 1,058,869 9,352 4,832,918 44,624
Signal Shares        
Issued 484,643 17,696
Issued in Lieu of Cash Distributions 43,664 1,602
Redeemed1 (3,244,602) (113,549)
Net Increase (Decrease)—Signal Shares (2,716,295) (94,251)
Institutional Shares        
Issued 1,828,326 104,466 2,211,332 133,106
Issued in Lieu of Cash Distributions 244,166 14,282 182,937 11,052
Redeemed (1,299,363) (75,011) (880,157) (51,836)
Net Increase (Decrease) —Institutional Shares 773,129 43,737 1,514,112 92,322
1 Admiral Shares Issued and Signal Shares Redeemed include $2,331,915,000 from the conversion of Signal Shares to Admiral Shares during the 2015 fiscal year.

 

28


 

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     January 31,
  2015   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 186,282 32,616 36,230 4,067 1,934 170,801
Agree Realty Corp. 45,236 11,549 7,866 1,957 52,050
Alexandria Real Estate            
Equities Inc. 530,554 100,150 116,001 15,800 416,568
American Assets Trust Inc. 121,994 22,402 33,577 1,766 102 91,654
American Campus            
Communities Inc. 349,775 75,890 66,397 3,728 4,243 344,896
American Homes 4 Rent Class A NA2 46,573 40,034 1,562 183,983
American Realty Capital            
Properties Inc. 637,844 49,041 86,474 NA3
American Residential            
Properties Inc. 40,659 7,253 9,017 220 37,742
Apartment Investment &            
Management Co. Class A 449,901 73,525 68,500 5,951 7,319 445,234
Apple Hospitality REIT Inc. 243,344 7,323 2,347 5 221,790
Ashford Hospitality Prime Inc. 33,045 9,371 7,266 670 22,738
Ashford Hospitality Trust Inc. 78,881 10,999 15,534 169 38,693
Associated Estates Realty Corp. 108,926 9,556 15,583 921
AvalonBay Communities Inc. 1,720,050 358,928 394,675 39,464 8,083 1,658,413
BioMed Realty Trust Inc. 361,788 70,531 393,235 207 3,670
Boston Properties Inc. 1,610,592 300,351 352,950 23,601 18,807 1,298,614
Brandywine Realty Trust 221,786 39,290 42,318 4,587 1,826 167,964
Camden Property Trust 500,395 103,923 115,120 11,742 5,718 482,237
Campus Crest Communities Inc. 33,913 5,765 6,695 32,564
Care Capital Properties Inc. 21,752 19,633 6,497 181,040
CareTrust REIT Inc. 28,934 18,726 5,652 1,725 34,305
CBL & Associates Properties Inc. 266,214 39,533 49,441 12,985 133,340
Cedar Realty Trust Inc. 43,300 6,537 7,625 212 37,071
Chatham Lodging Trust 88,855 13,314 15,341 3,364 183 52,607
Chesapeake Lodging Trust 151,062 37,329 29,375 5,944 109,064
Columbia Property Trust Inc. 254,318 30,064 2,573 192,576
CoreSite Realty Corp. 71,802 53,143 23,318 3,396 140,593
Corporate Office Properties Trust 210,486 33,156 37,607 1,671 5,723 153,354
Corrections Corp. of America 347,134 57,148 68,452 13,683 245,510

 

29


 

REIT Index Fund

      Current Period Transactions  
  January 31,   Proceeds     January 31,
  2015   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Cousins Properties Inc. 175,054 30,052 38,650 2,531 2,329 129,102
CubeSmart 277,623 91,063 62,812 7,852 411 385,206
CyrusOne Inc. 78,193 84,193 28,217 856 168,756
DCT Industrial Trust Inc. 238,684 59,059 53,031 6,074 626 230,020
DDR Corp. 454,185 80,228 92,437 6,731 383,192
DiamondRock Hospitality Co. 215,618 35,679 39,183 7,164 121,225
Digital Realty Trust Inc. 749,429 146,438 168,450 31,625 1,653 791,470
Douglas Emmett Inc. 296,179 62,456 69,678 2,995 299,109
Duke Realty Corp. 564,722 107,059 118,425 937 21,516 505,731
DuPont Fabros Technology Inc. 186,072 30,305 37,298 8,173 157,777
EastGroup Properties Inc. 155,010 27,906 30,125 5,198 162 125,524
Education Realty Trust Inc. 122,102 63,741 26,812 3,513 10 177,424
EPR Properties 279,585 50,529 55,166 12,911 252,113
Equinix Inc. 1,435,359 94,528 50,815 1,507,139
Equity Commonwealth 231,741 54,525 48,972 241,186
Equity LifeStyle Properties Inc. 330,777 72,189 81,493 8,185 384,029
Equity Residential 2,021,483 460,810 416,580 42,086 15,064 2,042,285
Essex Property Trust Inc. 1,087,992 232,675 233,997 26,758 190 1,019,484
Excel Trust Inc. 65,103 4,850 10,219 74 9
Extra Space Storage Inc. 551,588 161,389 140,501 17,915 76 770,152
Federal Realty Investment Trust 738,245 150,759 160,362 17,720 176 758,676
FelCor Lodging Trust Inc. 84,953 35,020 19,767 260 68,987
First Industrial Realty Trust Inc. 182,175 34,731 40,107 3,069 989 165,937
First Potomac Realty Trust 57,107 9,102 10,661 1,355 504 41,900
Franklin Street Properties Corp. 88,106 14,403 17,575 3,929 583 64,052
Gaming and Leisure            
Properties Inc. 222,368 43,442 49,917 13,361 8 173,869
GEO Group Inc. 239,706 41,771 44,240 10,322 160,673
Getty Realty Corp. 37,636 6,027 7,426 1,861 361 34,742
Global Net Lease Inc. 111,286 2,828 1,302 86,098
Government Properties            
Income Trust 121,586 17,981 21,490 4,573 1,391 71,036
Gramercy Property Trust 93,966 48,530 25,443 3,805 223,553
HCP Inc. 1,644,529 275,723 317,657 72,151 997 1,209,735
Health Care REIT Inc. 2,011,377 330,487 321,399 40,926 20,680 NA4
Healthcare Realty Trust Inc. 222,376 39,556 40,199 4,463 3,704 212,202
Healthcare Trust of America Inc.            
Class A 266,921 56,323 49,733 8,655 259,182

 

30


 

REIT Index Fund

      Current Period Transactions  
January 31,   Proceeds     January 31,
  2015   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Hersha Hospitality Trust Class A 101,736 16,033 33,104 3,317 54,991
Highwoods Properties Inc. 322,038 62,823 62,021 10,166 901 289,601
Home Properties Inc. 306,547 36,462 209,204 6,700
Hospitality Properties Trust 370,178 64,914 75,402 22,088 260,007
Host Hotels & Resorts Inc. 1,312,554 214,720 268,098 37,891 5,578 756,975
Hudson Pacific Properties Inc. 172,701 44,592 37,622 3,087 140,618
Inland Real Estate Corp. 77,782 12,745 15,138 3,086 70,486
Investors Real Estate Trust 71,727 12,807 9,243 2,156 447 59,539
Iron Mountain Inc. 495,876 165,841 89,275 23,298 401,371
Kilroy Realty Corp. 467,679 106,005 78,840 6,306 2,512 374,829
Kimco Realty Corp. 861,821 163,367 185,004 259 28,729 817,371
Kite Realty Group Trust 192,742 32,066 38,268 4,865 808 160,639
LaSalle Hotel Properties 342,592 54,805 64,820 13,939 182,397
Lexington Realty Trust 180,183 27,423 30,337 6,989 113,445
Liberty Property Trust 452,568 76,688 87,547 15,931 4,326 319,745
LTC Properties Inc. 124,036 22,180 26,650 4,349 60 112,602
Macerich Co. 917,713 169,891 239,278 29,371 36,123 763,505
Mack-Cali Realty Corp. 125,131 25,690 28,892 3,307 356 128,020
Medical Properties Trust Inc. 236,916 63,766 44,882 12,445 187,231
Mid-America Apartment            
Communities Inc. 452,270 95,210 108,930 17,026 70 514,589
Monmouth Real Estate            
Investment Corp. 48,113 8,042 8,607 1,415 154 41,025
Monogram Residential Trust Inc. 118,157 3,267 855 100,378
National Health Investors Inc. 188,389 38,430 33,080 6,618 1,740 157,530
National Retail Properties Inc. 406,303 95,637 82,039 13,926 159 420,011
New Senior Investment            
Group Inc. 92,138 31,821 25,250 57,894
New York REIT Inc. 128,294 25,062 28,419 450 122 121,559
NorthStar Realty Europe Corp. 50,688 2,084 570 39,755
NorthStar Realty Finance Corp. 493,054 34,063 125 157,525
Omega Healthcare Investors Inc. 423,166 175,140 97,374 16,786 426,777
One Liberty Properties Inc. 24,002 3,804 4,083 679 820 19,954
Paramount Group Inc. 241,864 29,329 1,309 189,849
Parkway Properties Inc. 106,488 23,515 18,736 1,610 82,026
Pebblebrook Hotel Trust 249,828 41,131 48,493 6,391 127,666
Pennsylvania REIT 124,845 21,763 25,585 98,553
Physicians Realty Trust 85,496 63,268 19,576 1,590 131,251

 

31


 

REIT Index Fund

      Current Period Transactions  
January 31,   Proceeds     January 31,
  2015   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Piedmont Office Realty Trust            
Inc. Class A 228,541 42,163 53,414 4,035 5,519 203,823
Post Properties Inc. 250,611 47,774 55,581 4,984 1,758 227,617
Prologis Inc. 1,710,618 328,823 313,227 16,341 40,207 1,505,298
PS Business Parks Inc. 128,785 23,809 27,376 2,860 341 127,430
Public Storage 2,233,776 491,224 553,847 68,488 264 2,712,576
QTS Realty Trust Inc. Class A NA2 91,438 20,498 2,950 130,933
RAIT Financial Trust 44,156 9,092 7,799 405 2,348 16,910
Ramco-Gershenson            
Properties Trust 113,783 20,025 20,797 3,718 98,454
Realty Income Corp. 916,793 179,917 165,698 29,141 953,458
Regency Centers Corp. 480,142 96,277 103,433 10,176 669 495,998
Retail Opportunity            
Investments Corp. 122,126 32,834 27,490 3,574 132,869
Retail Properties of America Inc. 317,368 53,885 63,480 8,516 267,703
Rexford Industrial Realty Inc. 51,175 1,910 297 19 50,087
RLJ Lodging Trust 341,227 54,937 70,498 12,498 174,044
Rouse Properties Inc. NA2 14,698 8,897 786 51,719
Ryman Hospitality Properties Inc. 191,182 36,850 43,567 8,148 777 157,637
Sabra Health Care REIT Inc. 132,097 40,473 22,188 4,150 75 87,029
Select Income REIT NA 2 60,803 16,331 5,379 3,883 92,154
Senior Housing Properties Trust 359,853 108,383 68,704 15,491 250,111
Seritage Growth Properties            
Class A 68,316 2,167 866 70,269
Silver Bay Realty Trust Corp. 43,247 7,973 12,329 158 34,765
Simon Property Group Inc. 4,679,203 908,092 1,073,108 131,186 7,897 4,193,915
SL Green Realty Corp. 913,370 182,107 179,754 903 16,975 700,929
Sovran Self Storage Inc. 239,103 80,676 46,647 8,395 319,859
Spirit Realty Capital Inc. 388,890 104,337 80,829 13,134 336,675
STAG Industrial Inc. 126,405 22,764 20,084 3,743 83,885
Starwood Waypoint            
Residential Trust 71,001 11,771 16,686 1,792 NA5
Strategic Hotels & Resorts Inc. 258,483 40,918 308,582 NA5
Summit Hotel Properties Inc. 83,520 15,716 18,490 2,987 63,978
Sun Communities Inc. 229,854 74,288 47,903 4,033 2,720 252,039
Sunstone Hotel Investors Inc. 267,957 49,733 53,757 9,876 11,198 185,934
Tanger Factory Outlet            
Centers Inc. 286,091 49,175 58,445 9,243 142 223,094

 

32


 

REIT Index Fund

      Current Period Transactions  
  January 31,   Proceeds     January 31,
  2015   from   Capital Gain 2016
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Terreno Realty Corp. 68,179 2,136 328 66,683
Taubman Centers Inc. 393,456 70,523 95,769 9,733 3 314,608
Tier REIT Inc. 50,091 1,588 336 48,720
UDR Inc. 634,783 143,607 139,835 11,438 9,279 678,523
Universal Health Realty            
Income Trust 50,058 8,052 8,377 1,964 46,780
Urban Edge Properties 152,107 50,281 32,022 5,457 175,563
Vanguard Market Liquidity Fund 135,804 NA6 NA6 64 229,188
Ventas Inc. 1,958,845 315,047 345,187 67,252 1,331,908
VEREIT Inc. NA 3 69,601 58,820 13,339 4,245 507,748
Vornado Realty Trust 1,413,772 258,918 300,626 31,413 1,091,975
Washington REIT 145,107 26,596 28,322 4,931 125,120
Weingarten Realty Investors 330,052 62,335 69,102 10,818 503 298,894
Welltower Inc. NA4 170,295 92,644 12,393 8,090 1,593,124
Whitestone REIT 27,079 8,026 4,853 1,125 28 21,604
Winthrop Realty Trust 41,981 6,129 12,458 5,009 29,655
WP Carey Inc. 487,167 119,280 89,751 25,049 420,341
WP Glimcher Inc. 246,866 35,189 42,350 11,540 122,417
Xenia Hotels & Resorts Inc. 195,901 21,126 5,118 112,932
  52,968,710     1,447,301 367,010 49,463,656
1 Includes net realized gain (loss) on affiliated investment securities sold of $1,349,060,000.      
2 Not applicable—at January 31, 2015, the issuer was not an affiliated company of the fund.      
3 Not applicable—in July 2015, American Realty Capital Properties Inc. changed its name to VEREIT Inc.    
4 Not applicable—in September 2015, Health Care REIT Inc. changed its name to Welltower Inc.    
5 Not applicable—at January 31, 2016, the issuer was not an affiliated company of the fund.      
6 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

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

33


 

Report of Independent Registered
Public Accounting Firm

To the Board of Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard REIT Index Fund:

In our opinion, the accompanying statement of net assets, statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard REIT Index Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

Special 2015 tax information (unaudited) for Vanguard REIT Index Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $59,232,000 of qualified dividend income to shareholders during the fiscal year.

34


 

Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

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

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

Average Annual Total Returns: REIT Index Fund Investor Shares
Periods Ended January 31, 2016

  One Five Ten
  Year Years Years
Returns Before Taxes -7.44% 10.16% 6.29%
Returns After Taxes on Distributions -8.50 9.06 5.11
Returns After Taxes on Distributions and Sale of Fund Shares -4.21 7.52 4.45

 

35


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

36


 

Six Months Ended January 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
REIT Index Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $998.45 $1.36
ETF Shares 1,000.00 999.00 0.66
Admiral Shares 1,000.00 999.12 0.66
Institutional Shares 1,000.00 999.36 0.55
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.84 $1.38
ETF Shares 1,000.00 1,024.55 0.66
Admiral Shares 1,000.00 1,024.55 0.66
Institutional Shares 1,000.00 1,024.65 0.56
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 0.27% for Investor Shares, 0.13% for ETF Shares, 0.13% for Admiral Shares, and 0.11% for Institutional Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

37


 

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.

38


 

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.

39


 

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 194 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
Peter F. Volanakis  
Born 1955. Trustee Since July 2009. Principal    
Occupation(s) During the Past Five Years and Other Chairman Emeritus and Senior Advisor
Experience: President and Chief Operating Officer John J. Brennan  
(retired 2010) of Corning Incorporated (communications  Chairman, 1996–2009  
equipment); Trustee of Colby-Sawyer College and  Chief Executive Officer and President, 1996–2008
Chairman of its Finance and Enrollment Committee;    
Member of the Advisory Board of the Norris Cotton  Founder
Cancer Center. 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
Institutional Investor Services > 800-523-1036 bears no liability with respect to any such funds or
Text Telephone for People securities. The prospectus or the Statement of
Who Are Deaf or Hard of Hearing> 800-749-7273 Additional Information contains a more detailed
  description of the limited relationship MSCI has with
This material may be used in conjunction Vanguard and any related funds. 
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.
 
  Q1230 032016

 



Annual Report | January 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. 9
Fund Profile. 12
Performance Summary. 13
Financial Statements. 15
Your Fund’s After-Tax Returns. 25
About Your Fund’s Expenses. 26
Trustees Approve Advisory Arrangement. 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

 
Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard Dividend Growth Fund 2.44%
NASDAQ US Dividend Achievers Select Index -0.78
Large-Cap Core Funds Average -2.84
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

 
Your Fund’s Performance at a Glance        
January 31, 2015, Through January 31, 2016        
 
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Dividend Growth Fund $22.47 $21.78 $0.432 $0.845

 

1


 


Chairman’s Letter

Dear Shareholder,

For the fiscal year ended January 31, 2016, Vanguard Dividend Growth Fund returned 2.44%, outpacing the –0.78% return of its benchmark, the NASDAQ US Dividend Achievers Select Index. The fund significantly outperformed the broad U.S. stock market, as well as the average return of its large-capitalization core peers.

Four of the fund’s nine industry sectors posted positive results. Consumer discretionary and information technology stocks contributed most to the fund’s overall result. The fund outperformed its benchmark in all but two sectors—consumer staples and utilities.

The fund’s 30-day SEC yield fell slightly, from 2.10% at the start of the fiscal year to 2.01% at the end.

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after a solid first half as investors grew more concerned that China’s economic slowdown would spread globally. Oil and commodity prices continued to fall, hurting producers but favoring consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Central banks in Europe and

2


 

Asia moved in the opposite direction, adding to their stimulus measures to combat weak growth and low inflation.

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets slipped the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

Yields moved up and down, leaving bond results nearly flat
Although bonds surged in January, the broad U.S. taxable bond market returned –0.16% for the fiscal year. Bonds languished earlier in the period, when stocks were on firmer ground and many thought the Fed would raise interest rates sooner than it did. Market turmoil in January seemed to remind investors of bonds’ appeal as both a diversifier and ballast for a portfolio.

After many ups and downs, the yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the dollar’s strength. Without this currency effect, returns were modestly positive.

 
Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

Money market funds and savings accounts generated scant returns as the Fed’s long-running 0%–0.25% rate target persisted until December.

Consumer discretionary and IT lifted the fund’s relative returns
Vanguard Dividend Growth Fund focuses on high-quality large-cap companies that are able and committed to increasing their dividends over time. Unlike other dividend-oriented funds, Dividend Growth isn’t designed to provide maximum current income. And, unlike its benchmark, the fund isn’t limited to stocks that have consistently raised their dividends for ten or more years. This gives the fund’s advisor, Wellington Management Company, more flexibility in choosing top-performing stocks that may fail to meet the benchmark’s criteria.

During the most recent fiscal year, the fund’s distinctive approach worked in its favor. As I mentioned, the fund surpassed both its benchmark and the average return of its peer group.

Results among the fund’s nine market sectors were mixed. Double-digit gains from holdings in consumer discretionary and information technology contributed most to overall performance, while significantly boosting the fund relative to its benchmark.

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Dividend Growth Fund 0.32% 1.11%
The fund expense ratio shown is from the prospectus dated May 28, 2015, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s 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


 

Consumer discretionary stocks generally benefited from an uptick in consumers’ confidence and their willingness and ability to spend. In IT, consulting services and system software companies led the way. More moderate positive results in financials and health care also added to the fund’s total return.

Holdings in the industrial sector—an area hit hard by tumbling commodity prices—weighed most heavily on the fund’s result. However, limited exposure to some of the sector’s poorer performers helped soften the blow compared with the benchmark. Amid falling oil prices, energy stocks performed poorly. The fund recorded a modestly negative return in the sector—still notably better than the steep decline of the benchmark’s energy stocks.

Consumer staples and utilities were the only sectors in which the fund lagged its benchmark. The fund posted negative results in both sectors, while their index counterparts advanced modestly.

The fund’s record remained admirable over a volatile decade
For the decade ended January 31, 2016, Vanguard Dividend Growth Fund posted an average annual return of 8.35%, outpacing both its benchmark index (+5.73%) and peer group average (+5.04%).

This performance is especially commendable when you consider the extreme volatility the fund contended with during the ten-year period, which included the worst global recession since the Great Depression.

 
Total Returns  
Ten Years Ended January 31, 2016  
  Average
  Annual Return
Dividend Growth Fund 8.35%
Dividend Growth Spliced Index 5.73
Large-Cap Core Funds Average 5.04
For a benchmark description, see the Glossary.  
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

 

5


 

The fund’s admirable track record is a credit to the experience and talent of Wellington, which has managed the fund since its inception in 1992. I’d also like to congratulate Don Kilbride, senior managing director and equity portfolio manager at Wellington, on his tenth anniversary as portfolio manager for Dividend Growth. His and Wellington’s efforts over the years have been aided by the fund’s low costs, which allow investors to keep more of the return on their investment.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015 and, especially, the start of 2016 brought stark reminders that investments can disappoint. The U.S. stock and bond markets were barely positive in 2015, and

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

international stocks and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (A decline of 20% or more lasting at least two months generally qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box on page 6 and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

As always, investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time.

The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based.

The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

Thank you for investing with Vanguard.

Sincerely,


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


 

Advisor’s Report

Vanguard Dividend Growth Fund returned 2.44% for the 12 months ended January 31, 2016, outperforming the –0.78% return of its benchmark, the NASDAQ US Dividend Achievers Select Index.

The investment environment
From our perspective, the global investment narrative is slowly coalescing around a single dominant theme: China. This should come as no surprise. Not only is China the world’s second-largest economy, but it also has been the dominant source of incremental global growth for much of the last decade. China’s fortunes have had a profoundly positive impact on markets for some time. Yet it was clear that its eventual slowdown would have an equally profound impact.

Global markets, including commodities, equities, and currencies, continued to swoon in the face of China’s weakness. Complicating the matter is a lack of confidence about the data. Is the country’s growth rate slowing from 10% to 7%, as the official data would suggest? Or is the slowdown far more severe?

Other factors are likely to weigh on markets in the next year. They include the U.S. presidential election; oil prices; global central bank policy, interest rates, and currencies; and geopolitical strife. These are only a few of the factors.

Our central view remains one of caution, as many of these factors appear to be challenges to healthy economic activity and healthy markets.

The fund’s successes
The fund’s holdings in the consumer discretionary, information technology, financial, and health care sectors were the biggest absolute contributors over the fiscal year.

Among the top contributors were Microsoft and Accenture (both in information technology) and Nike and McDonald’s (both in consumer discretionary).

McDonald’s stock jumped after management reported solid third-quarter results, including earnings per share that beat analyst estimates and better-than-expected same-store sales growth in all regions. The report helped assure many investors that the company’s turnaround efforts were well under way. We continue to favor the stock as an attractive total-return vehicle, particularly because of the company’s history of annual dividend increases. McDonald’s maintains a strong competitive position across the globe and generates robust cash flows. It was among the fund’s ten largest holdings at the end of the period.

On a “run-rate” basis, the companies held in the portfolio are collectively expected to produce asset-weighted dividend growth of 17% for calendar 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 year’s actual dividend rate. This calculation does not accurately reflect

9


 

dividend increases that may be announced later in the year, nor does it take into account the dollar amounts of such increases. Therefore, although companies in the early stages of dividend growth tend to show large percentage increases, the cash dividend may be small. Despite these shortcomings, we view this estimate as a reasonable report card.

Among holdings with recent notable dividend run-rate increases were Honeywell and Accenture.

The fund’s shortfalls
On an absolute basis, our holdings in industrials, consumer staples, materials, and energy detracted the most from performance.

Our biggest absolute detractors included Wal-Mart (consumer staples), American Express (financials), and United Technologies and Union Pacific (both in industrials).

Wal-Mart, the world’s largest retailer, issued negative earnings guidance in October, and management trimmed its sales and earnings guidance for the next several years. The company is facing greater competition from internet retailers and is increasing its spending because of investments in employees (stemming from minimum wage increases) and e-commerce. We started trimming our Wal-Mart holdings during the third quarter, before the negative earnings guidance was issued. We trimmed them further in November after the stock bounced following the retailer’s better-than-expected official earnings release. We sold our remaining holdings in December to pursue more attractive opportunities.

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 period, with a consistent focus on dividend action.

The fund’s positioning and investment strategy
Our primary objective is to identify companies that we believe will steadily and reliably increase their dividend payments. We seek to meet this objective by carefully building Vanguard Dividend Growth Fund one stock at a time, giving central consideration to each company’s dividend growth prospects. Our industry and sector weightings are a result of this process. As of the end of the period, the fund had significant allocations to industrials, consumer staples, and health care but less exposure (below 5%) to materials. We hold no stocks in utilities or telecommunication services.

Since our last report, the fund’s positioning has changed modestly, but our investment strategy has not. Additions to the fund over the 12 months were driven largely by price opportunity. We constantly assess and adjust the weightings of our positions.

Whatever view we may have over the next month, year, or even five years will have little bearing on our portfolio decisions.

10


 

We continue to believe in the power of compounding as expressed by a growing dividend. We consider time our friend, whereas many investors regard it as the enemy. We believe that a long-term outlook characterized by patience and low turnover is our best recipe for managing the fund. We stay true to our process and believe that the Dividend Growth Fund is well-positioned to deliver superior dividend growth and solid capital appreciation to shareholders over time.

Donald J. Kilbride
Senior Managing Director and
Equity Portfolio Manager

Wellington Management Company llp

February 10, 2016

11


 

Dividend Growth Fund

Fund Profile
As of January 31, 2016

 
Portfolio Characteristics    
    NASDAQ  
    US  
    Dividend DJ
    Achievers U.S. Total
    Select Market
  Fund Index FA Index
Number of Stocks 45 178 3,932
Median Market Cap $80.7B $61.1B $48.6B
Price/Earnings Ratio 20.4x 22.2x 20.5x
Price/Book Ratio 3.6x 3.7x 2.5x
Return on Equity 22.4% 21.2% 17.2%
Earnings Growth Rate 7.7% 4.2% 9.5%
Dividend Yield 2.4% 2.5% 2.2%
Foreign Holdings 7.1% 0.0% 0.0%
Turnover Rate 26%
Ticker Symbol VDIGX
Expense Ratio1 0.32%
30-Day SEC Yield 2.01%
Short-Term Reserves 2.8%

 

   
Sector Diversification (% of equity exposure)
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Consumer Discretionary 12.1% 9.8% 13.4%
Consumer Staples 17.0 27.8 9.3
Energy 6.4 1.1 6.0
Financials 14.5 5.8 17.8
Health Care 16.8 12.4 14.3
Industrials 18.2 20.0 10.5
Information Technology 10.7 14.3 20.0
Materials 4.3 6.2 2.9
Telecommunication      
Services 0.0 0.1 2.4
Utilities 0.0 2.5 3.4

 

  
Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 0.95 0.90
Beta 0.92 0.86
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 3.4%
United Parcel Service Air Freight &  
Inc. Logistics 3.1
Honeywell International Aerospace &  
Inc. Defense 2.8
TJX Cos. Inc. Apparel Retail 2.8
Colgate-Palmolive Co. Household Products 2.8
Medtronic plc Health Care  
  Equipment 2.7
Chubb Ltd. Property & Casualty  
  Insurance 2.7
Costco Wholesale Corp. Hypermarkets &  
  Super Centers 2.6
Johnson & Johnson Pharmaceuticals 2.6
McDonald's Corp. Restaurants 2.5
Top Ten   28.0%
The holdings listed exclude any temporary cash investments and equity index products.

 

Investment Focus


1 The expense ratio shown is from the prospectus dated May 28, 2015, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the expense ratio was 0.33%.

12


 

Dividend Growth Fund

Performance Summary

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

Cumulative Performance: January 31, 2006, Through January 31, 2016
Initial Investment of $10,000


      Average Annual Total Returns  
    Periods Ended January 31, 2016  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
           Dividend Growth Fund* 2.44% 11.65% 8.35% $22,290
••••••• Dividend Growth Spliced Index -0.78 9.80 5.73 17,450
– – – – Large-Cap Core Funds Average -2.84 8.98 5.04 16,350
         Dow Jones U.S. Total Stock Market        
  Float Adjusted Index -2.55 10.36 6.48 18,728
For a benchmark description, see the Glossary.
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

See Financial Highlights for dividend and capital gains information.

13


 

Dividend Growth Fund

 

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


 
 
Average Annual Total Returns: Periods Ended December 31, 2015      
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 2.62% 12.77% 8.95%

 

14


 

Dividend Growth Fund

Financial Statements

Statement of Net Assets
As of January 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 (97.3%)    
Consumer Discretionary (11.8%)  
TJX Cos. Inc. 10,056,644 716,435
McDonald’s Corp. 5,232,424 647,670
NIKE Inc. Class B 10,309,901 639,317
Lowe’s Cos. Inc. 6,148,065 440,570
Walt Disney Co. 3,270,477 313,377
VF Corp. 4,108,284 257,179
    3,014,548
Consumer Staples (16.6%)    
Colgate-Palmolive Co. 10,507,705 709,585
Costco Wholesale Corp. 4,491,528 678,760
Coca-Cola Co. 14,894,380 639,267
Procter & Gamble Co. 6,411,450 523,751
CVS Health Corp. 5,253,351 507,421
Walgreens Boots    
Alliance Inc. 6,102,844 486,519
Diageo plc 16,564,652 444,800
Anheuser-Busch    
InBev SA/NV 2,073,560 260,786
    4,250,889
Energy (6.2%)    
Schlumberger Ltd. 7,816,751 564,917
Chevron Corp. 6,024,502 520,939
Exxon Mobil Corp. 6,442,486 501,547
    1,587,403
Financials (14.1%)    
Chubb Ltd. 6,075,551 686,962
Marsh & McLennan    
Cos. Inc. 11,774,023 627,909
Wells Fargo & Co. 9,939,481 499,260
PNC Financial Services    
Group Inc. 5,760,765 499,170
BlackRock Inc. 1,463,410 459,891
Public Storage 1,695,467 429,903
American Express Co. 7,813,589 418,027
    3,621,122

 

    Market
    Value
  Shares ($000)
Health Care (16.3%)    
Medtronic plc 9,053,986 687,379
Johnson & Johnson 6,291,806 657,116
UnitedHealth Group Inc. 5,463,860 629,218
Cardinal Health Inc. 7,521,412 612,017
Merck & Co. Inc. 12,074,185 611,799
Amgen Inc. 3,244,403 495,518
Roche Holding AG 1,878,667 486,620
    4,179,667
Industrials (17.7%)    
United Parcel Service Inc.    
Class B 8,521,159 794,172
Honeywell    
International Inc. 6,972,215 719,533
United Technologies    
Corp. 7,193,372 630,787
Canadian National    
Railway Co.    
(Toronto Shares) 11,505,475 623,771
Lockheed Martin Corp. 2,850,828 601,525
Union Pacific Corp. 6,735,968 484,990
Northrop Grumman Corp. 1,992,513 368,734
General Dynamics Corp. 2,390,607 319,791
    4,543,303
Information Technology (10.4%)  
Microsoft Corp. 15,790,712 869,910
Automatic Data    
Processing Inc. 7,761,506 644,904
Accenture plc Class A 6,056,670 639,221
Oracle Corp. 14,215,547 516,166
    2,670,201
Materials (4.2%)    
Praxair Inc. 6,254,973 625,497
Ecolab Inc. 4,145,644 447,191
    1,072,688
Total Common Stocks    
(Cost $19,475,569)   24,939,821

 

15


 

Dividend Growth Fund

  Face Market
  Amount Value
  ($000) ($000)
Temporary Cash Investments (3.1%)  
Repurchase Agreements (3.1%)  
RBS Securities, Inc.,   0.330%  
2/1/16 (Dated 1/29/16,    
Repurchase Value    
$481,700,000, collateralized  
by U.S. Treasury Note/Bond,  
0.069%–9.250%, 1/31/16–  
8/15/45, with a value of  
$491,334,000) 481,700 481,700
Societe Generale 0.360%,  
2/1/16 (Dated 1/29/16,    
Repurchase Value    
$300,909,000, collateralized  
by U.S. Treasury Note/Bond,  
0.000%–7.625%, 2/11/16–  
2/15/45, with a value of  
$306,918,000) 300,900 300,900
Total Temporary Cash Investments  
(Cost $782,600)   782,600
Total Investments (100.4%)  
(Cost $20,258,169)   25,722,421
 
    Amount
    ($000)
Other Assets and Liabilities (-0.4%)  
Other Assets    
Investment in Vanguard   2,279
Receivables for Accrued Income 27,527
Receivable for Capital Shares Issued 28,498
Other Assets   19
Total Other Assets   58,323
Liabilities    
Payables for Investment    
Securities Purchased   (101,284)
Payables to Investment Advisor (10,713)
Payables for Capital Shares Redeemed (11,780)
Payables to Vanguard   (25,269)
Total Liabilities   (149,046)
Net Assets (100%)    
Applicable to 1,176,854,019 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 25,631,698
Net Asset Value Per Share $21.78

 

 
At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 20,110,568
Overdistributed Net Investment Income (509)
Accumulated Net Realized Gains 57,938
Unrealized Appreciation (Depreciation)  
Investment Securities 5,464,252
Foreign Currencies (551)
Net Assets 25,631,698

 

See Note A in Notes to Financial Statements.
See accompanying Notes, which are an integral part of the Financial Statements.

16


 

Dividend Growth Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends1 567,494
Interest 744
Securities Lending 983
Total Income 569,221
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 30,211
Performance Adjustment 10,187
The Vanguard Group—Note C  
Management and Administrative 36,152
Marketing and Distribution 4,844
Custodian Fees 278
Auditing Fees 37
Shareholders’ Reports 282
Trustees’ Fees and Expenses 33
Total Expenses 82,024
Net Investment Income 487,197
Realized Net Gain (Loss)  
Investment Securities Sold 659,872
Foreign Currencies (1,341)
Realized Net Gain (Loss) 658,531
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (592,472)
Foreign Currencies (486)
Change in Unrealized Appreciation (Depreciation) (592,958)
Net Increase (Decrease) in Net Assets Resulting from Operations 552,770
1 Dividends are net of foreign withholding taxes of $5,793,000.

 

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

17


 

Dividend Growth Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 487,197 418,496
Realized Net Gain (Loss) 658,531 726,190
Change in Unrealized Appreciation (Depreciation) (592,958) 1,517,946
Net Increase (Decrease) in Net Assets Resulting from Operations 552,770 2,662,632
Distributions    
Net Investment Income (476,748) (428,918)
Realized Capital Gain1 (928,751) (344,452)
Total Distributions (1,405,499) (773,370)
Capital Share Transactions    
Issued 5,744,103 4,456,080
Issued in Lieu of Cash Distributions 1,268,037 694,537
Redeemed (3,594,784) (3,110,104)
Net Increase (Decrease) from Capital Share Transactions 3,417,356 2,040,513
Total Increase (Decrease) 2,564,627 3,929,775
Net Assets    
Beginning of Period 23,067,071 19,137,296
End of Period2 25,631,698 23,067,071
1 Includes fiscal 2016 and 2015 short-term gain distributions totaling $121,739,000 and $83,860,000, 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 ($509,000) and ($9,617,000).

 

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

18


 

Dividend Growth Fund

Financial Highlights

For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $22.47 $20.45 $17.52 $15.81 $14.68
Investment Operations          
Net Investment Income . 442 .430 .385 .357 .317
Net Realized and Unrealized Gain (Loss)          
on Investments .145 2.378 3.033 1.721 1.126
Total from Investment Operations .587 2.808 3.418 2.078 1.443
Distributions          
Dividends from Net Investment Income (.432) (.440) (. 384) (.368) (.313)
Distributions from Realized Capital Gains (.845) (. 348) (.104)
Total Distributions (1.277) (.788) (.488) (.368) (.313)
Net Asset Value, End of Period $21.78 $22.47 $20.45 $17.52 $15.81
 
Total Return1 2.44% 13.69% 19.60% 13.36% 9.90%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $25,632 $23,067 $19,137 $12,704 $8,829
Ratio of Total Expenses to          
Average Net Assets2 0.33% 0.32% 0.31% 0.29% 0.31%
Ratio of Net Investment Income to          
Average Net Assets 1.95% 1.94% 2.03% 2.22% 2.28%
Portfolio Turnover Rate 26% 23% 18% 11% 13%
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%, 0.03%, 0.02%, 0.00%, and 0.00%.

 

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

19


 

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 counter-parties. 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.

20


 

Dividend Growth Fund

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2013–2016), 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 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 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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.

21


 

Dividend Growth Fund

B. Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance relative to the NASDAQ US Dividend Achievers Select Index for the preceding three years. For the year ended January 31, 2016, the investment advisory fee represented an effective annual basic rate of 0.12% of the fund’s average net assets before an increase of $10,187,000 (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 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 January 31, 2016, the fund had contributed to Vanguard capital in the amount of $2,279,000, representing 0.01% of the fund’s net assets and 0.91% 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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 23,747,615 1,192,206
Temporary Cash Investments 782,600
Total 23,747,615 1,974,806

 

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.

22


 

Dividend Growth Fund

During the year ended January 31, 2016, the fund realized net foreign currency losses of $1,341,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized gains to overdistributed net investment income.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed during the year as distributions from realized capital gains. Accordingly, the fund has reclassified $44,744,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at January 31, 2016, the fund had $21,828,000 of ordinary income and $69,771,000 of long-term capital gains available for distribution. The fund had available capital losses totaling $5,177,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2016, the cost of investment securities for tax purposes was $20,258,169,000. Net unrealized appreciation of investment securities for tax purposes was $5,464,252,000, consisting of unrealized gains of $6,144,614,000 on securities that had risen in value since their purchase and $680,362,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2016, the fund purchased $9,277,121,000 of investment securities and sold $6,386,129,000 of investment securities, other than temporary cash investments. Purchases and sales include $494,420,000 and $0, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

G. Capital shares issued and redeemed were:

  Year Ended January 31,
  2016 2015
  Shares Shares
  (000) (000)
Issued 253,289 200,627
Issued in Lieu of Cash Distributions 55,584 30,279
Redeemed (158,371) (140,286)
Net Increase (Decrease) in Shares Outstanding 150,502 90,620

 

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

23


 

Report of Independent Registered
Public Accounting Firm

To the Board of Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Dividend Growth Fund:

In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Dividend Growth Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

   
Special 2015 tax information (unaudited) for Vanguard Dividend Growth Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $847,200,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

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

The fund distributed $532,298,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 83.6% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

24


 

Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

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

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

Average Annual Total Returns: Dividend Growth Fund      
Periods Ended January 31, 2016      
  One Five Ten
  Year Years Years
Returns Before Taxes 2.44% 11.65% 8.35%
Returns After Taxes on Distributions 1.06 10.89 7.80
Returns After Taxes on Distributions and Sale of Fund Shares 2.48 9.29 6.80

 

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 January 31, 2016      
 
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Growth Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return $1,000.00 $969.28 $1.84
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.34 1.89
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 0.37%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

27


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Dividend Growth Fund has renewed the fund’s investment advisory arrangement and approved an amended investment advisory agreement with Wellington Management Company LLP (Wellington Management), effective February 1, 2016. The amended agreement contains a new base fee schedule; however, other terms of the existing agreement have not changed. The board determined that renewing the fund’s advisory arrangement and amending the fee schedule 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 Wellington Management, founded in 1928, is among the nation’s oldest and most respected institutional managers. The firm has advised the fund since its inception in 1992. The board also noted that the portfolio manager of the fund has nearly two decades of investment industry experience. Wellington Management seeks to invest in companies with a history of paying a stable or growing dividend and the ability to continue increasing their dividend over the long term. Utilizing fundamental research, Wellington Management focuses on a company’s ability to create value and the ability and willingness to distribute that value to shareholders in a sustainable manner. Valuation is also an important input to the investment process, as the firm seeks to purchase these businesses when short-term dislocations have made the share price attractive. The board noted that the new fee arrangement would help Wellington Management to continue to attract and retain top investment talent, and thereby support enhanced organizational depth and stability, which would benefit the fund and its shareholders.

The board concluded that Wellington Management’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 (and will remain) 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.

28


 

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.

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

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.

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 194 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
Partner of HighVista Strategies LLC (private investment Mortimer J. Buckley James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Kathleen C. Gubanich Thomas M. Rampulla
the Museum of Fine Arts Boston. Martha G. King Glenn W. Reed
John T. Marcante Karin A. Risi
Peter F. Volanakis Chris D. McIsaac
Born 1955. Trustee Since July 2009. Principal
Occupation(s) During the Past Five Years and Other Chairman Emeritus and Senior Advisor
Experience: President and Chief Operating Officer John J. Brennan
(retired 2010) of Corning Incorporated (communications Chairman, 1996–2009
equipment); Trustee of Colby-Sawyer College and Chief Executive Officer and President, 1996–2008
Chairman of its Finance and Enrollment Committee;
Member of the Advisory Board of the Norris Cotton Founder
Cancer Center. 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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This material may be used in conjunction  
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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  
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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.
 
  Q570 032016

 



Annual Report | January 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. 8
Performance Summary. 9
Financial Statements. 12
Your Fund’s After-Tax Returns. 27
About Your Fund’s Expenses. 28
Glossary. 30

 

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

Fiscal Year Ended January 31, 2016  
  Total
  Returns
Vanguard Dividend Appreciation Index Fund  
Investor Shares -0.93%
ETF Shares  
Market Price -0.91
Net Asset Value -0.84
Admiral™ Shares -0.83
NASDAQ US Dividend Achievers Select Index -0.78
Large-Cap Core Funds Average -2.84

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, 2015, Through January 31, 2016        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Dividend Appreciation Index Fund        
Investor Shares $31.37 $30.40 $0.693 $0.000
ETF Shares 78.42 75.98 1.819 0.000
Admiral Shares 21.28 20.62 0.494 0.000

 

1


 

 

Chairman’s Letter

Dear Shareholder,

Investor Shares of Vanguard Dividend Appreciation Index Fund returned –0.93% for the fiscal year ended January 31, 2016. The fund closely tracked its benchmark, the NASDAQ US Dividend Achievers Select Index.

The Dividend Appreciation Index Fund, which focuses on stocks of large-capitalization companies that have raised their dividends for ten or more years, held up better than its large-cap core peers and the broad U.S. market.

The 30-day SEC yield for the fund’s Investor Shares rose from 1.97% at the start of the period to 2.25% at the end.

Stocks changed direction as global concerns grew
The broad U.S. stock market returned –2.48% for the 12 months. Stocks deteriorated after recording a solid result for the first half of the period. Investors grew more concerned that China’s economic slowdown would spread globally. Oil and commodity prices continued to fall, a trend that hurts producers but favors consumers.

In December, the Federal Reserve ended months of uncertainty when it raised its target for short-term interest rates to 0.25%–0.5%. Central banks in Europe and Asia moved in the opposite direction, adding to their stimulus measures to combat weak growth and low inflation.

2


 

International stocks, which returned about –11%, were hindered by the U.S. dollar’s strength against many foreign currencies. Although emerging markets slipped the most, stocks from the developed markets of the Pacific region and Europe also posted negative results.

At the end of the period, bonds’ results were flat
Although bonds surged during the final month, the broad U.S. taxable bond market returned –0.16% for the fiscal year. The yield of the 10-year Treasury note ended January at 1.98%, up from 1.75% a year earlier. (Bond prices and yields move in opposite directions.)

Bonds languished earlier in the period, when stocks were on firmer ground and many thought that the interest rate hike would come sooner rather than later. Market turmoil in January seemed to remind investors of bonds’ appeal as a diversifier and ballast for a portfolio.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –3.78%, hurt by the U.S. dollar’s strength. Without this currency effect, returns were modestly positive.

Money market funds and savings accounts generated scant returns as the Fed kept its target for short-term interest rates at 0%–0.25% until December.

 
Market Barometer      
    Average Annual Total Returns
    Periods Ended January 31, 2016
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) -1.82% 10.94% 10.68%
Russell 2000 Index (Small-caps) -9.92 6.11 7.25
Russell 3000 Index (Broad U.S. market) -2.48 10.55 10.40
FTSE All-World ex US Index (International) -11.28 -1.67 -0.14
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) -0.16% 2.15% 3.51%
Barclays Municipal Bond Index (Broad tax-exempt market) 2.71 3.42 5.75
Citigroup Three-Month U.S. Treasury Bill Index 0.04 0.02 0.04
 
CPI      
Consumer Price Index 1.37% 0.95% 1.47%

 

3


 

Declines in a handful of sectors offset modest gains in others
Because it tracks a benchmark that includes U.S. companies with a history of increasing dividends for at least ten consecutive years, the Dividend Appreciation Index Fund is tilted toward stocks of high-quality companies that have both the ability and the commitment to raise their dividends over time.

For the most recent fiscal year—and, as noted above, compared with its peers and the broad U.S. stock market—the fund’s emphasis on higher-quality stocks helped it temper negative results.

Results among the industry sectors were mixed, with six of ten sectors posting modest gains. Consumer goods, one of the index’s largest segments, produced solid results and contributed the most to the fund’s returns. Technology, health care, utilities, financials, and telecommunications also ended the period in positive territory.

These gains, however, weren’t enough to offset declines in industrials, consumer services, oil and gas, and basic materials.

Industrials—hit hard by tumbling commodities prices—weighed most heavily on returns. Against a backdrop of lower prices and an overall weakened demand for commodities, basic materials also fell.

Within consumer services, stocks of some retail giants fell sharply amid reports of low earnings and slowed sales. Within oil and

Expense Ratios        
Your Fund Compared With Its Peer Group        
 
  Investor ETF Admiral Peer Group
  Shares Shares Shares Average
Dividend Appreciation Index Fund 0.20% 0.10% 0.10% 1.11%
The fund expense ratios shown are from the prospectus dated May 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the fund’s expense ratios were 0.19% 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


 

gas, stocks saw double-digit declines as the lengthy, sharp slide of oil prices continued to punish the sector.

The fund’s long-term record continues to be admirable
Since its inception, Vanguard Dividend Appreciation Index Fund has produced an average annual return of 6.43% for Investor Shares. That’s more than 1 percentage point better than the average return of its peer funds.

Notably, the fund has succeeded in meeting its primary objective of closely tracking its index over the long term—no easy feat during a period that included the worst global recession since the Great Depression. That it did so is a tribute to the experience, talent, and sophisticated systems of the fund’s advisor, Vanguard Equity Index Group. Low expenses––which allow you to keep more of the fund’s return––have helped in these efforts.

To reach your long-term goals, be realistic and try to save more
Although there have been times when it felt as if stocks and bonds were riding a roller coaster, the markets have generally risen in recent years. The broad global stock market in particular has posted some impressive gains since its turnaround began in 2009.

But 2015—and especially the start of 2016—were stark reminders that investments can disappoint. The U.S. stock and bond markets were barely positive in 2015, and international stocks

Total Returns  
Inception Through January 31, 2016  
  Average
  Annual Return
Dividend Appreciation Index Fund Investor Shares (Returns since inception: 4/27/2006) 6.43%
NASDAQ US Dividend Achievers Select Index 6.68
Large-Cap Core Funds Average 4.91
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
The figures shown represent past performance, which is not a guarantee of future results. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost.

 

5


 

and unhedged bonds finished in the red. In January 2016, many stock markets fell into or near bear-market territory. (A decline of 20% or more lasting at least two months generally qualifies as a bear market.)

In Vanguard’s recently updated long-term look at the economy and markets, our global economists explain why they expect growth to remain “frustratingly fragile” and why their market outlook is the most guarded since 2006. (For more details, see the box below and Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.)

Given these muted expectations, what’s the best course of action? I’ve often encouraged shareholders to focus on the things they can control. That advice holds true today.

Consider saving more than you think you may need. That’s one way you can prepare for the volatility that may lie

Vanguard’s outlook for investors: Not bearish, but cautious
 
In Vanguard’s recently published global economic and investment outlook, Global Chief Economist Joseph Davis and his team discuss various market and economic events 2016 may bring, along with challenges and opportunities for investors.
 
Our forecast includes “frustratingly fragile” economic growth and more modest long-term returns from the global stock and bond markets. The report cautions that for the decade ending 2025, returns for a balanced portfolio are likely to be moderately below historical averages.
 
Our simulations indicate that the average annualized returns of a 60% equity/40% bond portfolio for the decade are most likely to be centered in the 3%–5% range after inflation, below the actual average after-inflation return of 5.5% for the same portfolio since 1926.
 
Even so, Vanguard’s steadfast belief in its principles for investing success—focusing on clear goals, a suitable asset allocation, low costs, and long-term discipline—remains unchanged.
 
For more information about our expectations and the probability of various outcomes, see Vanguard’s Economic and Investment Outlook, available at vanguard.com/research.

 

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model® (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. Distribution of return outcomes from VCMM, derived from 10,000 simulations for U.S. equity returns and fixed income returns. Simulations as of September 30, 2015. Results from the model may vary with each use and over time. For more information, please see page 7.

6


 

ahead, particularly as markets adjust to changes in policies from the Fed and other central banks.

As always, investors would be well-served to follow Vanguard’s principles for investing success:

• 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.

Each of these principles—along with saving more—is within your control, and focusing on them can keep you on the right path.

Thank you for investing with Vanguard.

Sincerely,


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

IMPORTANT: The projections or other information generated by the Vanguard Capital Markets Model (VCMM) regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results, and are not guarantees of future results. VCMM results will vary with each use and over time. The VCMM projections are based on a statistical analysis of historical data. Future returns may behave differently from the historical patterns captured in the VCMM. More important, the VCMM may be underestimating extreme negative scenarios unobserved in the historical period on which the model estimation is based. The VCMM is a proprietary financial simulation tool developed and maintained by Vanguard’s primary investment research and advice teams. The model forecasts distributions of future returns for a wide array of broad asset classes. Those asset classes include U.S. and international equity markets, several maturities of the U.S. Treasury and corporate fixed income markets, international fixed income markets, U.S. money markets, commodities, and certain alternative investment strategies. The theoretical and empirical foundation for the VCMM is that the returns of various asset classes reflect the compensation investors require for bearing different types of systematic risk (beta). At the core of the model are estimates of the dynamic statistical relationship between risk factors and asset returns, obtained from statistical analysis based on available monthly financial and economic data from as early as 1960. Using a system of estimated equations, the model then applies a Monte Carlo simulation method to project the estimated interrelationships among risk factors and asset classes as well as uncertainty and randomness over time. The model generates a large set of simulated outcomes for each asset class over several time horizons. Forecasts are obtained by computing measures of central tendency in these simulations. Results produced by the tool will vary with each use and over time.

7


 

Dividend Appreciation Index Fund

Fund Profile
As of January 31, 2016

 
Share-Class Characteristics    
 
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VDAIX VIG VDADX
Expense Ratio1 0.20% 0.10% 0.10%
30-Day SEC Yield 2.25% 2.37% 2.35%

 

 
Portfolio Characteristics    
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Number of Stocks 178 178 3,932
Median Market Cap $66.4B $61.1B $48.6B
Price/Earnings Ratio 22.2x 22.2x 20.5x
Price/Book Ratio 3.8x 3.7x 2.5x
Return on Equity 21.2% 21.2% 17.2%
Earnings Growth      
Rate 4.2% 4.2% 9.5%
Dividend Yield 2.5% 2.5% 2.2%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate 22%
Short-Term      
Reserves 0.1%

 

 
Sector Diversification (% of equity exposure)
    NASDAQ  
    US  
    Dividend DJ
    Achievers U.S. Total
    Select Market
  Fund Index FA Index
Basic Materials 4.0% 4.0% 2.1%
Consumer Goods 22.6 22.6 10.7
Consumer Services 18.1 18.1 14.2
Financials 5.2 5.6 18.9
Health Care 11.4 11.3 13.5
Industrials 21.7 21.6 12.3
Oil & Gas 1.1 1.1 6.1
Technology 13.2 13.1 16.4
Telecommunications 0.1 0.1 2.4
Utilities 2.6 2.5 3.4

 

 
Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 1.00 0.91
Beta 1.00 0.91
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. Software 5.5%
Johnson & Johnson Pharmaceuticals 4.5
Coca-Cola Co. Soft Drinks 4.3
Procter & Gamble Co. Nondurable  
  Household Products 4.2
PepsiCo Inc. Soft Drinks 3.7
Wal-Mart Stores Inc. Broadline Retailers 3.5
International Business    
Machines Corp. Computer Services 3.1
CVS Health Corp. Drug Retailers 2.7
Medtronic plc Medical Equipment 2.7
3M Co. Diversified Industrials 2.4
Top Ten   36.6%
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 28, 2015, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2016, the expense ratios were 0.19% for Investor Shares, 0.09% for ETF Shares, and 0.09% for Admiral Shares.

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.

Cumulative Performance: April 27, 2006, Through January 31, 2016
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended January 31, 2016  
      Since Final Value
  One Five Inception of a $10,000
  Year Years (4/27/2006) Investment
        Dividend Appreciation Index Fund        
  Investor Shares -0.93% 9.61% 6.43% $18,379
•••••••• NASDAQ US Dividend Achievers Select Index -0.78 9.80 6.68 18,798
– – – – Large-Cap Core Funds Average  -2.84  8.98  4.91 15,974
             Dow Jones U.S. Total Stock Market
Float Adjusted Index -2.55 10.36 6.33 18,216
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

 
      Since Final Value
  One Five Inception of a $10,000
  Year Years (4/21/2006) Investment
Dividend Appreciation Index Fund        
ETF Shares Net Asset Value -0.84% 9.72% 6.57% $18,627
NASDAQ US Dividend Achievers Select Index -0.78 9.80 6.70 18,851
Dow Jones U.S. Total Stock Market Float        
Adjusted Index -2.55 10.36 6.29 18,166
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

 

See Financial Highlights for dividend and capital gains information.

9


 

Dividend Appreciation Index Fund

 
  Average Annual Total Returns  
  Periods Ended January 31, 2016  
    Since Final Value
  One Inception of a $10,000
  Year (12/19/2013) Investment
Dividend Appreciation Index Fund Admiral      
Shares -0.83% 3.56% $10,769
NASDAQ US Dividend Achievers Select Index -0.78 3.62 10,782
Dow Jones U.S. Total Stock Market Float      
Adjusted Index -2.55 4.20 10,910
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

 

 
Cumulative Returns of ETF Shares: April 21, 2006, Through January 31, 2016    
      Since
  One Five Inception
  Year Years (4/21/2006)
Dividend Appreciation Index Fund ETF Shares      
Market Price -0.91% 58.77% 86.15%
Dividend Appreciation Index Fund ETF Shares Net      
Asset Value -0.84 59.01 86.27
NASDAQ US Dividend Achievers Select Index -0.78 59.59 88.51
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

 

Fiscal-Year Total Returns (%): April 27, 2006, Through January 31, 2016


10


 

Dividend Appreciation Index Fund

Average Annual Total Returns: Periods Ended December 31, 2015
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 Since
  Date Year Years Inception
Investor Shares 4/27/2006 -2.05% 10.42% 6.75%
ETF Shares 4/21/2006      
Market Price   -1.97 10.52 6.88
Net Asset Value   -1.95 10.53 6.88
Admiral Shares 12/19/2013 -1.93 4.91

 

11


 

Dividend Appreciation Index Fund

Financial Statements

Statement of Net Assets
As of January 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 (99.9%)1    
Basic Materials (4.0%)    
Ecolab Inc. 1,726,509 186,239
Praxair Inc. 1,666,151 166,615
Air Products &    
Chemicals Inc. 1,236,247 156,645
PPG Industries Inc. 1,569,884 149,327
Airgas Inc. 433,483 60,688
International Flavors &    
Fragrances Inc. 467,232 54,647
Westlake Chemical Corp. 766,623 34,866
Albemarle Corp. 647,167 34,067
RPM International Inc. 771,720 30,290
Compass Minerals    
International Inc. 194,000 14,521
Royal Gold Inc. 373,693 11,132
HB Fuller Co. 290,529 10,814
Stepan Co. 128,368 5,771
    915,622
Consumer Goods (22.6%)    
Coca-Cola Co. 23,066,263 990,004
Procter & Gamble Co. 11,732,220 958,405
PepsiCo Inc. 8,552,794 849,292
NIKE Inc. Class B 7,920,394 491,144
Colgate-Palmolive Co. 5,233,542 353,421
Monsanto Co. 2,790,205 252,793
VF Corp. 2,491,727 155,982
Kellogg Co. 2,057,663 151,115
Archer-Daniels-Midland    
Co. 3,660,311 129,392
Hormel Foods Corp. 1,521,035 122,306
Clorox Co. 757,019 97,693
JM Smucker Co. 690,449 88,598
Stanley Black &    
Decker Inc. 908,217 85,681
Genuine Parts Co. 881,082 75,923
Brown-Forman Corp.    
Class B 732,315 71,650
Church & Dwight Co. Inc. 753,361 63,282
McCormick & Co. Inc. 671,081 59,035

 

    Market
    Value
  Shares ($000)
Bunge Ltd. 837,750 51,949
Leggett & Platt Inc. 798,359 33,140
Polaris Industries Inc. 382,699 28,259
Flowers Foods Inc. 1,208,393 24,820
Lancaster Colony Corp. 157,794 16,045
J&J Snack Foods Corp. 107,874 11,648
Tootsie Roll Industries Inc.  221,139 7,258
Andersons Inc. 166,345 4,876
    5,173,711
Consumer Services (18.1%)    
Wal-Mart Stores Inc. 11,900,030 789,686
CVS Health Corp. 6,492,379 627,099
Walgreens Boots    
Alliance Inc. 6,288,777 501,341
Lowe’s Cos. Inc. 5,538,875 396,916
Costco Wholesale Corp. 2,541,582 384,084
TJX Cos. Inc. 3,974,667 283,155
Target Corp. 3,693,765 267,503
Yum! Brands Inc. 2,498,894 180,845
Cardinal Health Inc. 1,904,687 154,984
Ross Stores Inc. 2,406,238 135,375
AmerisourceBergen    
Corp. Class A 1,266,951 113,468
Gap Inc. 2,443,862 60,412
Best Buy Co. Inc. 2,023,711 56,522
Tiffany & Co. 746,368 47,648
FactSet Research    
Systems Inc. 240,766 36,283
Rollins Inc. 1,261,684 34,759
Casey’s General    
Stores Inc. 223,490 26,984
^ Cracker Barrel Old    
Country Store Inc. 138,037 18,115
John Wiley & Sons Inc.    
Class A 285,084 11,917
Aaron’s Inc. 417,953 9,563
Matthews International    
Corp. Class A 190,373 9,502
    4,146,161

 

12


 

Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
Financials (5.2%)    
Chubb Ltd. 1,903,446 215,223
Aflac Inc. 2,532,755 146,798
McGraw Hill Financial Inc. 1,578,270 134,184
Franklin Resources Inc. 3,588,403 124,374
T. Rowe Price Group Inc. 1,504,640 106,754
Invesco Ltd. 2,476,975 74,136
SEI Investments Co. 962,602 37,772
WR Berkley Corp. 725,881 36,403
Assurant Inc. 397,431 32,315
Axis Capital Holdings Ltd. 581,931 31,372
RenaissanceRe    
Holdings Ltd. 265,609 29,921
StanCorp Financial    
Group Inc. 243,245 27,890
Erie Indemnity Co. Class A 266,578 25,621
Brown & Brown Inc. 827,990 25,047
Commerce Bancshares Inc. 584,401 24,036
Bank of the Ozarks Inc. 500,471 22,191
Eaton Vance Corp. 680,935 19,516
Cullen/Frost Bankers Inc. 364,183 17,430
Prosperity Bancshares Inc. 402,401 17,062
RLI Corp. 248,813 14,755
UMB Financial Corp. 264,055 12,384
American Equity Investment  
Life Holding Co. 502,394 9,139
Infinity Property &    
Casualty Corp. 66,295 5,263
BancFirst Corp. 89,234 4,992
First Financial Corp. 74,288 2,455
    1,197,033
Health Care (11.4%)    
Johnson & Johnson 9,743,094 1,017,569
Medtronic plc 8,222,231 624,232
Abbott Laboratories 8,706,343 329,535
Stryker Corp. 2,185,220 216,664
Becton Dickinson and Co. 1,113,119 161,814
Perrigo Co. plc 812,238 117,433
CR Bard Inc. 428,549 78,540
West Pharmaceutical    
Services Inc. 412,579 23,608
Healthcare Services    
Group Inc. 410,905 14,534
Owens & Minor Inc. 363,771 12,605
    2,596,534
Industrials (21.7%)    
3M Co. 3,662,271 553,003
United Technologies    
Corp. 5,234,044 458,973
Lockheed Martin Corp. 1,820,828 384,195
General Dynamics Corp. 1,913,783 256,007
Automatic Data    
Processing Inc. 2,741,409 227,784
Raytheon Co. 1,773,157 227,390

 

      Market
      Value
    Shares ($000)
  Caterpillar Inc. 3,497,301 217,672
  FedEx Corp. 1,634,567 217,201
  Northrop Grumman Corp. 1,144,661 211,831
  Illinois Tool Works Inc. 2,189,248 197,186
  Emerson Electric Co. 3,953,397 181,777
  Deere & Co. 1,958,684 150,838
  Sherwin-Williams Co. 547,605 140,006
  CSX Corp. 5,716,244 131,588
  Norfolk Southern Corp. 1,773,656 125,043
  Roper Technologies Inc. 579,088 101,728
  Republic Services Inc.    
  Class A 2,037,471 89,038
  Parker-Hannifin Corp. 821,934 79,859
^ WW Grainger Inc. 389,198 76,551
^ Fastenal Co. 1,704,895 69,151
  Cintas Corp. 676,924 58,161
  L-3 Communications    
  Holdings Inc. 476,180 55,637
  Dover Corp. 940,729 54,986
  CH Robinson    
  Worldwide Inc. 845,048 54,734
  Expeditors International    
  of Washington Inc. 1,106,327 49,917
  JB Hunt Transport    
  Services Inc. 672,267 48,874
  Jack Henry &    
  Associates Inc. 471,909 38,310
  Valspar Corp. 472,667 37,024
  Robert Half    
  International Inc. 779,847 34,134
  Carlisle Cos. Inc. 375,113 31,389
  AO Smith Corp. 439,805 30,720
  Bemis Co. Inc. 562,403 26,922
  AptarGroup Inc. 359,687 26,221
  Graco Inc. 340,479 24,746
  Toro Co. 323,135 24,080
  Lincoln Electric    
  Holdings Inc. 444,389 23,659
  Donaldson Co. Inc. 792,401 22,330
  Nordson Corp. 355,153 21,462
  Silgan Holdings Inc. 364,532 19,273
  MSC Industrial Direct    
  Co. Inc. Class A 280,365 18,170
  ITT Corp. 525,194 17,043
  Ryder System Inc. 305,585 16,248
  Crane Co. 335,483 16,023
  Valmont Industries Inc. 138,478 14,760
  Regal Beloit Corp. 257,771 14,489
  CLARCOR Inc. 289,659 13,573
  ABM Industries Inc. 322,606 9,688
  MSA Safety Inc. 216,156 9,251
  Franklin Electric Co. Inc. 273,902 7,472
  Brady Corp. Class A 275,161 6,175
  Tennant Co. 106,219 5,748
^ Lindsay Corp. 69,168 4,865

 

13


 

Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
Badger Meter Inc. 83,432 4,658
Gorman-Rupp Co. 151,493 3,851
McGrath RentCorp 149,833 3,657
Cass Information    
Systems Inc. 66,524 3,386
Raven Industries Inc. 219,539 3,295
Mesa Laboratories Inc. 20,285 2,110
VSE Corp. 30,914 1,855
NACCO Industries Inc.    
Class A 32,959 1,569
    4,957,286
Oil & Gas (1.1%)    
EOG Resources Inc. 3,164,339 224,731
Murphy Oil Corp. 1,024,358 20,088
    244,819
Technology (13.2%)    
Microsoft Corp. 22,776,955 1,254,782
International Business    
Machines Corp. 5,702,862 711,660
QUALCOMM Inc. 9,517,480 431,523
Texas Instruments Inc. 6,041,695 319,787
Analog Devices Inc. 1,797,986 96,840
Xilinx Inc. 1,508,402 75,827
Harris Corp. 715,870 62,259
Linear Technology Corp. 1,380,038 58,969
    3,011,647
Telecommunications (0.1%)    
Telephone & Data    
Systems Inc. 580,888 13,471
Atlantic Tele-Network Inc. 91,845 7,071
    20,542
Utilities (2.5%)    
NextEra Energy Inc. 2,558,498 285,810
Edison International 1,880,237 116,198
Atmos Energy Corp. 582,011 40,287
UGI Corp. 996,932 33,896
Aqua America Inc. 1,020,262 32,169
National Fuel Gas Co. 486,423 22,049
New Jersey    
Resources Corp. 492,656 17,351
American States Water Co. 220,216 9,998
MGE Energy Inc. 200,125 9,696
California Water Service    
Group 275,674 6,917
Chesapeake Utilities Corp. 84,227 5,304
SJW Corp. 116,947 3,812
    583,487
Total Common Stocks    
(Cost $20,969,461)   22,846,842

 

      Market
      Value
    Shares ($000)
Temporary Cash Investments (0.1%)1  
Money Market Fund (0.1%)    
2,3 Vanguard Market    
  Liquidity Fund,    
  0.441% 22,028,202 22,028
 
    Face  
    Amount  
    ($000)  
U.S. Government and Agency Obligations (0.0%)
4,5 Freddie Mac Discount    
  Notes, 0.220%, 4/15/16 1,100 1,099
5 United States Treasury    
  Bill, 0.386%, 5/26/16 500 500
      1,599
Total Temporary Cash Investments  
(Cost $23,627)   23,627
Total Investments (100.0%)    
(Cost $20,993,088)   22,870,469
 
      Amount
      ($000)
Other Assets and Liabilities (0.0%)  
Other Assets    
Investment in Vanguard   2,045
Receivables for Investment Securities Sold 3,088
Receivables for Accrued Income 29,445
Receivables for Capital Shares Issued 4,226
Other Assets   347
Total Other Assets   39,151
Liabilities    
Payables for Investment Securities  
Purchased   (5,083)
Collateral for Securities on Loan (22,028)
Payables for Capital Shares Redeemed (2,535)
Payables to Vanguard   (10,906)
Other Liabilities   (8,058)
Total Liabilities   (48,610)
Net Assets (100%)   22,861,010

 

14


 

Dividend Appreciation Index Fund

 

At January 31, 2016, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 21,122,542
Undistributed Net Investment Income 18,583
Accumulated Net Realized Losses (157,505)
Unrealized Appreciation (Depreciation)  
Investment Securities 1,877,381
Futures Contracts 9
Net Assets 22,861,010
 
Investor Shares—Net Assets  
Applicable to 28,770,519 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 874,542
Net Asset Value Per Share—  
Investor Shares $30.40
 
ETF Shares—Net Assets  
Applicable to 247,060,166 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 18,771,004
Net Asset Value Per Share—  
ETF Shares $75.98
 
Admiral Shares—Net Assets  
Applicable to 155,958,826 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,215,464
Net Asset Value Per Share—  
Admiral Shares $20.62

 

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 $21,861,000.
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 0.0%, 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 $22,028,000 of collateral received for securities on loan.
4 The issuer was placed under federal conservatorship in September 2008; since that time, its daily operations have been managed by the Federal Housing Finance Agency and it receives capital from the U.S. Treasury, as needed to maintain a positive net worth, in exchange for senior preferred stock.
5 Securities with a value of $999,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Dividend Appreciation Index Fund

Statement of Operations

  Year Ended
  January 31, 2016
  ($000)
Investment Income  
Income  
Dividends 556,497
Interest1 63
Securities Lending 99
Total Income 556,659
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 2,257
Management and Administrative—Investor Shares 1,639
Management and Administrative—ETF Shares 13,740
Management and Administrative—Admiral Shares 2,234
Marketing and Distribution—Investor Shares 300
Marketing and Distribution—ETF Shares 1,485
Marketing and Distribution—Admiral Shares 292
Custodian Fees 200
Auditing Fees 40
Shareholders’ Reports—Investor Shares 27
Shareholders’ Reports—ETF Shares 465
Shareholders’ Reports—Admiral Shares 31
Trustees’ Fees and Expenses 14
Total Expenses 22,724
Net Investment Income 533,935
Realized Net Gain (Loss)  
Investment Securities Sold 2,686,633
Futures Contracts 16,536
Realized Net Gain (Loss) 2,703,169
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (3,305,641)
Futures Contracts 2,226
Change in Unrealized Appreciation (Depreciation) (3,303,415)
Net Increase (Decrease) in Net Assets Resulting from Operations (66,311)
1 Interest income from an affiliated company of the fund was $56,000.

 

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

16


 

Dividend Appreciation Index Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2016 2015
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 533,935 511,807
Realized Net Gain (Loss) 2,703,169 1,431,866
Change in Unrealized Appreciation (Depreciation) (3,303,415) 624,046
Net Increase (Decrease) in Net Assets Resulting from Operations (66,311) 2,567,719
Distributions    
Net Investment Income    
Investor Shares (24,306) (34,944)
ETF Shares (456,267) (410,307)
Admiral Shares (73,040) (47,026)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (553,613) (492,277)
Capital Share Transactions    
Investor Shares (554,813) (1,742,875)
ETF Shares (1,350,433) 389,703
Admiral Shares 550,641 1,876,153
Net Increase (Decrease) from Capital Share Transactions (1,354,605) 522,981
Total Increase (Decrease) (1,974,529) 2,598,423
Net Assets    
Beginning of Period 24,835,539 22,237,116
End of Period1 22,861,010 24,835,539
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $18,583,000 and $38,261,000.

 

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

17


 

Dividend Appreciation Index Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $31.37 $28.59 $25.23 $22.42 $21.33
Investment Operations          
Net Investment Income . 670 .627 .540 .538 .445
Net Realized and Unrealized Gain (Loss)          
on Investments (.947) 2.756 3.350 2.812 1.089
Total from Investment Operations (.277) 3.383 3.890 3.350 1.534
Distributions          
Dividends from Net Investment Income (. 693) (. 603) (. 530) (. 540) (.444)
Distributions from Realized Capital Gains
Total Distributions (. 693) (. 603) (. 530) (. 540) (.444)
Net Asset Value, End of Period $30.40 $31.37 $28.59 $25.23 $22.42
 
Total Return1 -0.93% 11.86% 15.51% 15.15% 7.34%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $875 $1,450 $2,966 $2,804 $2,206
Ratio of Total Expenses to Average Net Assets 0.19% 0.20% 0.20% 0.20% 0.25%
Ratio of Net Investment Income to          
Average Net Assets 2.11% 2.04% 1.98% 2.32% 2.14%
Portfolio Turnover Rate2 22% 20% 3% 15% 14%
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.

18


 

Dividend Appreciation Index Fund

Financial Highlights

ETF Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $78.42 $71.47 $63.08 $56.04 $53.32
Investment Operations          
Net Investment Income 1.759 1.645 1.421 1.401 1.173
Net Realized and Unrealized Gain (Loss)          
on Investments (2.380) 6.890 8.357 7.049 2.719
Total from Investment Operations (.621) 8.535 9.778 8.450 3.892
Distributions          
Dividends from Net Investment Income (1.819) (1.585) (1.388) (1.410) (1.172)
Distributions from Realized Capital Gains
Total Distributions (1.819) (1.585) (1.388) (1.410) (1.172)
Net Asset Value, End of Period $75.98 $78.42 $71.47 $63.08 $56.04
 
Total Return -0.84% 11.97% 15.60% 15.29% 7.46%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $18,771 $20,610 $18,511 $13,119 $9,677
Ratio of Total Expenses to Average Net Assets 0.09% 0.10% 0.10% 0.10% 0.13%
Ratio of Net Investment Income to          
Average Net Assets 2.21% 2.14% 2.08% 2.42% 2.26%
Portfolio Turnover Rate1 22% 20% 3% 15% 14%
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.

19


 

Dividend Appreciation Index Fund

Financial Highlights

Admiral Shares      
      Dec. 19,
  Year Ended 20131 to
  January 31, Jan. 31,
For a Share Outstanding Throughout Each Period 2016 2015 2014
Net Asset Value, Beginning of Period $21.28 $19.40 $20.00
Investment Operations      
Net Investment Income . 478 .445 .030
Net Realized and Unrealized Gain (Loss) on Investments (.644) 1.865 (.630)
Total from Investment Operations (.166) 2.310 (.600)
Distributions      
Dividends from Net Investment Income (.494) (.430)
Distributions from Realized Capital Gains
Total Distributions (.494) (.430)
Net Asset Value, End of Period $20.62 $21.28 $19.40
 
Total Return2 -0.83% 11.94% -3.00%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $3,215 $2,776 $760
Ratio of Total Expenses to Average Net Assets 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.21% 2.14% 2.08%3
Portfolio Turnover Rate 4 22% 20% 3%
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

20


 

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).

21


 

Dividend Appreciation Index Fund

During the year ended January 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.

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 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 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 0.06% 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 equal to the higher of the federal funds rate or LIBOR reference rate plus an agreed-upon spread.

The fund had no borrowings outstanding at January 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

22


 

Dividend Appreciation Index Fund

over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) 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 January 31, 2016, the fund had contributed to Vanguard capital in the amount of $2,045,000, representing 0.01% of the fund’s net assets and 0.82% 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 January 31, 2016, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 22,846,842
Temporary Cash Investments 22,028 1,599
Futures Contracts—Assets1 351
Total 22,869,221 1,599
1 Represents variation margin on the last day of the reporting period.

 


 

Dividend Appreciation Index Fund

D. At January 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 March 2016 142 13,704 9

 

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 year ended January 31, 2016, the fund realized $2,835,981,000 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.

For tax purposes, at January 31, 2016, the fund had $28,104,000 of ordinary income available for distribution. 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.

At January 31, 2016, the cost of investment securities for tax purposes was $20,993,088,000. Net unrealized appreciation of investment securities for tax purposes was $1,877,381,000, consisting of unrealized gains of $3,203,893,000 on securities that had risen in value since their purchase and $1,326,512,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2016, the fund purchased $11,470,310,000 of investment securities and sold $12,647,926,000 of investment securities, other than temporary cash investments. Purchases and sales include $5,436,556,000 and $7,458,655,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

24


 

Dividend Appreciation Index Fund

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

      Year Ended January 31,
    2016   2015
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 156,453 4,950 292,699 9,534
Issued in Lieu of Cash Distributions 20,734 661 26,684 863
Redeemed (732,000) (23,050) (2,062,258) (67,915)
Net Increase (Decrease)—Investor Shares (554,813) (17,439) (1,742,875) (57,518)
ETF Shares        
Issued 6,278,046 78,491 5,104,112 66,717
Issued in Lieu of Cash Distributions
Redeemed (7,628,479) (94,250) (4,714,409) (62,900)
Net Increase (Decrease)—ETF Shares (1,350,433) (15,759) 389,703 3,817
Admiral Shares        
Issued 1,093,111 50,897 2,283,755 110,617
Issued in Lieu of Cash Distributions 63,639 2,998 42,295 1,993
Redeemed (606,109) (28,401) (449,897) (21,346)
Net Increase (Decrease) —Admiral Shares 550,641 25,494 1,876,153 91,264

 

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


 

Report of Independent Registered
Public Accounting Firm

To the Board of Trustees of Vanguard Specialized Funds and the Shareholders of Vanguard Dividend Appreciation Index Fund:

In our opinion, the accompanying statement of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Vanguard Dividend Appreciation Index Fund (constituting a separate portfolio of Vanguard Specialized Funds, hereafter referred to as the “Fund”) at January 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at January 31, 2016 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 14, 2016

Special 2015 tax information (unaudited) for Vanguard Dividend Appreciation Index Fund

 

This information for the fiscal year ended January 31, 2016, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $553,613,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 100% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.


 

Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2016. (In the example, returns after the sale of fund shares may be higher than those assuming no sale. This occurs when the sale would have produced a capital loss. The calculation assumes that the investor received a tax deduction for the loss.)

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

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

Average Annual Total Returns: Dividend Appreciation Index Fund Investor Shares
Periods Ended January 31, 2016

      Since
  One Five Inception
  Year Years (4/27/2006)
Returns Before Taxes -0.93% 9.61% 6.43%
Returns After Taxes on Distributions -1.45 9.15 6.06
Returns After Taxes on Distributions and Sale of Fund Shares -0.08 7.63 5.19

 


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

28


 

Six Months Ended January 31, 2016      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Appreciation Index Fund 7/31/2015 1/31/2016 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $957.46 $0.99
ETF Shares 1,000.00 957.89 0.49
Admiral Shares 1,000.00 957.84 0.49
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.20 $1.02
ETF Shares 1,000.00 1,024.70 0.51
Admiral Shares 1,000.00 1,024.70 0.51
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 0.20% for Investor Shares, 0.10% for ETF Shares, and 0.10% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/365).

 

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.


 

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 194 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
Peter F. Volanakis    
Born 1955. Trustee Since July 2009. Principal Chairman Emeritus and Senior Advisor
Occupation(s) During the Past Five Years and Other John J. Brennan  
Experience: President and Chief Operating Officer Chairman, 1996–2009   
(retired 2010) of Corning Incorporated (communications Chief Executive Officer and President, 1996–2008
equipment); Trustee of Colby-Sawyer College and  
Chairman of its Finance and Enrollment Committee; Founder  
Member of the Advisory Board of the Norris Cotton John C. Bogle
Cancer Center. 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 “Dividend Achievers” is a trademark of The NASDAQ
Direct Investor Account Services > 800-662-2739 OMX Group, Inc. (collectively, with its affiliates
Institutional Investor Services > 800-523-1036 “NASDAQ OMX”), and has been licensed for use by The
Text Telephone for People Vanguard Group, Inc. Vanguard mutual funds are not
Who Are Deaf or Hard of Hearing> 800-749-7273 sponsored, endorsed, sold, or promoted by NASDAQ
  OMX and NASDAQ OMX makes no representation
This material may be used in conjunction regarding the advisability of investing in the funds.
with the offering of shares of any Vanguard NASDAQ OMX makes no warranties and bears no
fund only if preceded or accompanied by  liability with respect to the Vanguard mutual funds.
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.
 
  Q6020 032016

 


Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.

Item 3: Audit Committee Financial Expert. The following members of the Audit Committee have been determined by the Registrant’s Board of Trustees to be Audit Committee Financial Experts serving on its Audit Committee, and to be independent: Rajiv L. Gupta, Amy Gutmann, JoAnn Heffernan Heisen, F. Joseph Loughrey, Mark Loughridge, Scott C. Malpass, and André F. Perold.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Audit Fees of the Registrant

Fiscal Year Ended January 31, 2016: $235,000
Fiscal Year Ended January 31, 2015: $175,000

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group

Fiscal Year Ended January 31, 2016: $7,000,200
Fiscal Year Ended January 31, 2015: $6,605,127

Includes fees billed in connection with audits of the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc. and Vanguard Marketing Corporation.

(b) Audit-Related Fees.

Fiscal Year Ended January 31, 2016: $2,899,096
Fiscal Year Ended January 31, 2015: $2,176,479

Includes fees billed in connection with assurance and related services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

(c) Tax Fees.

Fiscal Year Ended January 31, 2016: $353,389
Fiscal Year Ended January 31, 2015: $316,869

Includes fees billed in connection with tax compliance, planning, and advice services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.


 

(d) All Other Fees.

Fiscal Year Ended January 31, 2016: $202,313
Fiscal Year Ended January 31, 2015: $198,163

Includes fees billed for services related to tax reported information provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

(e) (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider and, if appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-audit services provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant. In making a determination, the Audit Committee considers whether the services are consistent with maintaining the principal accountant’s independence.

     In the event of a contingency situation in which the principal accountant is needed to provide services in between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to complete services through the next Audit Committee meeting, and to determine if such services would be consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting, services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate, approval by the entire Audit Committee. The Audit Committee would again consider whether such services and fees are consistent with maintaining the principal accountant’s independence.

     The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided by the principal accountant to the Vanguard complex, whether such services are provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., or other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant.

     (2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s engagement were not performed by persons other than full-time, permanent employees of the principal accountant.

(g) Aggregate Non-Audit Fees.

Fiscal Year Ended January 31, 2016: $555,702
Fiscal Year Ended January 31, 2015: $515,032


 

Includes fees billed for non-audit services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

(h) For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit services was consistent with maintaining the principal accountant’s independence.

Item 5: Audit Committee of Listed Registrants.

The Registrant is a listed issuer as defined in rule 10A-3 under the Securities Exchange Act of 1934 (“Exchange Act”). The Registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Registrant’s audit committee members are: Emerson U. Fullwood, Rajiv L. Gupta, Amy Gutmann, JoAnn Heffernan Heisen, F. Joseph Loughrey, Mark Loughridge, Scott C. Malpass, André F. Perold, and Peter F. Volanakis.

Item 6: Investments.

Not Applicable.

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

Not Applicable.

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

Not Applicable.

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

Not Applicable.

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

Not Applicable.

Item 11: Controls and Procedures.

     (a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.


 

     (b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 12: Exhibits.

(a) Code of Ethics.
(b) Certifications.

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

  VANGUARD SPECIALIZED FUNDS
 
BY: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
Date: March 17, 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: March 17, 2016

 

  VANGUARD SPECIALIZED FUNDS
 
BY: /s/ THOMAS J. HIGGINS*
THOMAS J. HIGGINS 
  CHIEF FINANCIAL OFFICER
Date: March 17, 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.