N-CSR 1 argrs-res_ncsr.htm CERTIFIED SHAREHOLDER REPORT

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: 811-08279

T. Rowe Price Reserve Investment Funds, Inc.

(Exact name of registrant as specified in charter)
 
100 East Pratt Street, Baltimore, MD 21202

(Address of principal executive offices)
 
David Oestreicher
100 East Pratt Street, Baltimore, MD 21202

(Name and address of agent for service)
 

Registrant’s telephone number, including area code: (410) 345-2000
 
 
Date of fiscal year end: May 31
 
 
Date of reporting period: May 31, 2016





Item 1. Report to Shareholders

T. Rowe Price Annual Report
Reserve Investment Funds
May 31, 2016


The views and opinions in this report were current as of May 31, 2016. They are not guarantees of performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and the managers reserve the right to change their views about individual stocks, sectors, and the markets at any time. As a result, the views expressed should not be relied upon as a forecast of the fund’s future investment intent. The report is certified under the Sarbanes-Oxley Act, which requires mutual funds and other public companies to affirm that, to the best of their knowledge, the information in their financial reports is fairly and accurately stated in all material respects.

REPORTS ON THE WEB

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Manager’s Letter

Fellow Shareholders

Money market yields remained low throughout the year ended May 31, 2016. The second half of our fiscal year was notable, however, because the Federal Reserve made the first change to its monetary policy in seven years. At the December meeting of the Federal Open Market Committee, the central bank raised its target for short-term interest rates to a range of 0.25% to 0.50% from a previous range of 0.00% to 0.25%. Since that time, the Fed has delayed subsequent rate increases due to concerns about global economic weakness. Given global market uncertainty, slowing employment growth, and low inflation, we believe that future rate increases will be slow in coming.

ECONOMY AND INTEREST RATES

The U.S. economy expanded over the last year, though the headline growth rate has been decelerating with each passing quarter. While first-quarter gross domestic product growth in 2016 was measured at a sluggish 0.8% rate, according to the most recent estimate, we believe growth is likely to rebound over the balance of the year. The job growth trend has been slowing in recent months, but other labor market indicators have been resilient over the last year, particularly in the face of unfavorable economic developments overseas. The national unemployment rate dropped to 4.7% in May, a level not seen since late 2007, though a declining labor force served to mute this good news.

Broad measures of inflation have been very low due to declining prices of oil and other commodities—which is a plus for consumers and many businesses—but core inflation, which excludes food and energy costs, is beginning to turn higher. When the Fed raised short-term rates in December, Fed officials acknowledged the strong labor market, expressed confidence that inflation will rise to the Fed’s 2% objective, and cited the need to be proactive because of the usual lagged response of monetary policy changes. Due to the slowdown in economic activity and global risks, however, the central bank has kept rates unchanged thus far in 2016.

MONEY MARKET REVIEW

Because of the Fed’s December rate increase, other money market rates that depend on the fed funds target rate have increased commensurately. Three-month LIBOR, for example, rose from 0.42% to 0.69% over the last six months. Higher LIBOR rates allow money funds to invest in debt issued by banks and corporations at more attractive rates. Interest rates on municipal variable rate securities eventually moved higher, too.

Three-month Treasury bill yields rose from 0.22% to 0.34% over the last six months, even with the persistent demand for short-term, high-quality assets spurred by new money fund regulations. One-year Treasury bill yields began the most recent six-month period at 0.51% and oscillated in the 0.40% to 0.70% range before ending the period at 0.68%. The overwhelming demand for, and smaller supply of, these high-quality investments has kept the Treasury yield curve very flat. Notwithstanding the low rates, the funds continue to hold Treasuries for their liquidity and diversification benefits.

PORTFOLIO REVIEW

T. Rowe Price Reserve Investment Fund

The fund returned 0.19% in its fiscal year versus 0.23% for the Lipper Institutional Money Market Funds Index. Fund performance reflects ultralow expenses and a very low interest rate environment for money market securities.


As you may know, the Reserve Investment Fund will be changing its investment mandate to that of a government money market fund, with a new name—T. Rowe Price Government Reserve Fund—to reflect this. Effectively, this will limit the fund’s investments to include U.S. Treasuries and U.S. government debt, as well as repurchase agreements backed by similar collateral. As nongovernment debt positions mature, we are moving the fund away from its current mandate and toward its future mandate, which becomes effective August 1, 2016. This mandate change, made in response to SEC rule changes, allows the fund to retain the attractive features our investors have enjoyed, including a net asset value (NAV) managed to stay at $1.00 per share and a focus on liquidity and stability of principal. Our hope is that this mandate change will not disrupt existing shareholders.


As of May 31, 2016, about 71% of the fund’s assets were invested in Treasury securities and other obligations of the U.S. government and its agencies, while repurchase agreements represented about 18%. The remaining assets were invested primarily in commercial paper and medium-term notes. In keeping with the liquidity needs of the fund, and in anticipation of rising short-term rates, we are maintaining a conservative posture with regards to maturity. The bulk of our purchases have a weighted average maturity of 60 days or less.

T. Rowe Price Government Reserve Investment Fund
The fund returned 0.17% during its fiscal year versus 0.06% for the Lipper Institutional U.S. Treasury Money Market Funds Index. Fund performance reflects ultralow expenses and investments in government-backed short-term securities that offered the highest yields in a very low interest rate environment.

As you may know, the Government Reserve Investment Fund will be changing its name to T. Rowe Price Treasury Reserve Fund, effective August 1, 2016. While this name change is made in response to SEC money fund rule changes, investors will see virtually no change in the way we manage the fund. As a government money market fund under the new SEC rules, it will invest almost exclusively in U.S. Treasuries and U.S. government debt, as well as repurchase agreements backed by similar collateral. Also, it will retain the attractive features our investors have enjoyed, including a net asset value (NAV) managed to stay at $1.00 per share and a focus on liquidity and stability of principal.


As of May 31, 2016, about 41% of fund assets were invested in repurchase agreements, while the remainder was invested primarily in U.S. Treasury notes and bills. In keeping with the liquidity needs of the fund, and in anticipation of rising short-term rates, we are maintaining a conservative posture with regards to maturity. The bulk of our purchases have a weighted average maturity of 60 days or less.


OUTLOOK

While the timing of the Fed’s next move is still unclear, we continue to believe that Fed rate hikes will be gradual. Recent statements from Fed officials indicate that they are motivated to raise rates if the data indicate it is necessary. The Fed, by its own admission, is cognizant of the global markets’ ability to impact the U.S. economy, so Fed officials are keeping a watchful eye on global forces as they make their decisions. Therefore, we are maintaining weighted average maturities that are near those of our average competitors to take advantage of higher rates when they come.

As always, we thank you for investing with T. Rowe Price.

Respectfully submitted,


Joseph K. Lynagh
Chairman of the funds’ Investment Advisory Committee

June 21, 2016

The committee chairman has day-to-day responsibility for managing the portfolios and works with committee members in developing and executing the funds’ investment programs.

The Reserve Investment Fund and Government Reserve Investment Fund are not available for direct purchase by members of the public, and their shares are offered solely to institutional investors pursuant to an exemption from the registration requirements under the federal securities law. The investment in either fund is generally made by T. Rowe Price on behalf of its mutual funds and institutional clients. The disclosure of either of the fund’s portfolio holdings shall not be deemed to be an offer or a solicitation to purchase shares of the fund.

RISKS OF INVESTING IN MONEY MARKET SECURITIES

You could lose money by investing in the funds. Although the funds seek to preserve the value of your investment at $1.00 per share, they cannot guarantee they will do so. An investment in the funds is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The funds’ sponsor has no legal obligation to provide financial support to the funds, and you should not expect that the sponsor will provide financial support to the funds at any time.

GLOSSARY

Fed funds target rate: An overnight lending rate set by the Federal Reserve and used by banks to meet reserve requirements. Banks also use the fed funds rate as a benchmark for their prime lending rates.

Gross domestic product (GDP): The total market value of all goods and services produced in a country in a given year.

LIBOR: The London Interbank Offered Rate, which is a benchmark for short-term taxable rates.

Lipper indexes: Fund benchmarks that consist of a small number (10 to 30) of the largest mutual funds in a particular category as tracked by Lipper Inc.

Repurchase agreement (repo): A form of short-term borrowing using collateral in which a bank or broker-dealer sells government securities to another party, such as the Federal Reserve, and commits to buy them back at a fixed price on a future date, usually within a week.

SEC yield (7-day simple): A method of calculating a money fund’s yield by annualizing the fund’s net investment income for the last seven days of each period divided by the fund’s net asset value at the end of the period. Yield will vary and is not guaranteed.

Weighted average life: A measure of a fund’s credit quality risk. In general, the longer the average life, the greater the fund’s credit quality risk. The average life is the dollar-weighted average maturity of a portfolio’s individual securities without taking into account interest rate readjustment dates. Money funds must maintain a weighted average life of less than 120 days.

Weighted average maturity: A measure of a fund’s interest rate sensitivity. In general, the longer the average maturity, the greater the fund’s sensitivity to interest rate changes. The weighted average maturity may take into account the interest rate readjustment dates for certain securities. Money funds must maintain a weighted average maturity of less than 60 days.

T. Rowe Price Reserve Investment Fund

Performance and Expenses

Growth of $10,000

This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which may include a broad-based market index and a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.





T. Rowe Price Government Reserve Investment Fund


Growth of $10,000

This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which may include a broad-based market index and a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.





T. Rowe Price Reserve Investment Funds


Fund Expense Example

As a mutual fund shareholder, you may incur two types of costs: (1) transaction costs, such as redemption fees or sales loads, and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the most recent six-month period and held for the entire period.

Actual Expenses
The first line of the following table (Actual) provides information about actual account values and expenses based on the fund’s actual returns. You may use the information on this line, together with your account balance, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes
The information on the second line of the table (Hypothetical) is based on hypothetical account values and expenses derived from the fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the fund’s actual return). You may compare the ongoing costs of investing in the fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Note: T. Rowe Price charges an annual account service fee of $20, generally for accounts with less than $10,000. The fee is waived for any investor whose T. Rowe Price mutual fund accounts total $50,000 or more; accounts electing to receive electronic delivery of account statements, transaction confirmations, prospectuses, and shareholder reports; or accounts of an investor who is a T. Rowe Price Preferred Services, Personal Services, or Enhanced Personal Services client (enrollment in these programs generally requires T. Rowe Price assets of at least $100,000). This fee is not included in the accompanying table. If you are subject to the fee, keep it in mind when you are estimating the ongoing expenses of investing in the fund and when comparing the expenses of this fund with other funds.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs, such as redemption fees or sales loads. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. To the extent a fund charges transaction costs, however, the total cost of owning that fund is higher.







T. Rowe Price Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Government Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Reserve Investment Fund











The accompanying notes are an integral part of these financial statements.

T. Rowe Price Government Reserve Investment Fund





The accompanying notes are an integral part of these financial statements.

T. Rowe Price Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Government Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Government Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Government Reserve Investment Fund



The accompanying notes are an integral part of these financial statements.

T. Rowe Price Reserve Investment Funds


Notes to Financial Statements

T. Rowe Price Reserve Investment Funds, Inc. (the corporation), is registered under the Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end management investment company. T. Rowe Price Reserve Investment Fund (Reserve Fund) and T. Rowe Price Government Reserve Investment Fund (Government Reserve Fund) are two portfolios (collectively, the funds) established by the corporation and both incepted on August 25, 1997. The funds are offered as cash management options to mutual funds, trusts, and other accounts managed by T. Rowe Price Associates, Inc. (Price Associates) and/or its affiliates and are not available for direct purchase by members of the public. The funds seek to maximize preservation of capital, liquidity, and, consistent with these goals, the highest possible current income. Each fund operates in compliance with Rule 2a-7 under the 1940 Act.

In accordance with amendments to rules governing money market funds under the 1940 Act (amendments) and as approved by each fund’s Board, each fund intends to operate as a government money market fund and Government Reserve Fund will continue to operate with a government mandate. On August 1, 2016, the Reserve Fund will change its name to the T. Rowe Price Government Reserve Fund and will adopt a policy to, under normal conditions, invest at least 80% of its net assets in U.S. government securities and repurchase agreements that are collateralized by U.S. government securities or cash. On August 1, 2016, the Government Reserve Fund will change its name to the T. Rowe Price Treasury Reserve Fund; the fund’s principal investment strategies will remain the same. On October 14, 2016, each fund will also adopt a policy to invest at least 99.5% of its total assets in cash, U.S. government securities, and/or repurchase agreements that are collateralized by U.S. government securities or cash. Each fund will generally continue to value its securities at amortized cost and transact at a stable $1.00 NAV. The amendments do not require government money market funds to, and neither fund has the intention to voluntarily, impose liquidity fees on redemptions or temporarily suspend redemptions.

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

Basis of Preparation Each fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 (ASC 946). The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), including but not limited to ASC 946. GAAP requires the use of estimates made by management. Management believes that estimates and valuations are appropriate; however, actual results may differ from those estimates, and the valuations reflected in the accompanying financial statements may differ from the value ultimately realized upon sale or maturity.

Investment Transactions, Investment Income, and Distributions Income and expenses are recorded on the accrual basis. Premiums and discounts on debt securities are amortized for financial reporting purposes. Income tax-related interest and penalties, if incurred, would be recorded as income tax expense. Investment transactions are accounted for on the trade date. Realized gains and losses are reported on the identified cost basis. Distributions to shareholders are recorded on the ex-dividend date. Income distributions are declared daily and paid monthly.

New Accounting Guidance In June 2014, FASB issued Accounting Standards Update (ASU) No. 2014-11, Transfers and Servicing (Topic 860), Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures. The ASU changes the accounting for certain repurchase agreements and expands disclosure requirements related to repurchase agreements, securities lending, repurchase-to-maturity and similar transactions. The ASU is effective for interim and annual reporting periods beginning after December 15, 2014. Adoption had no effect on the funds’ net assets or results of operations.

NOTE 2 - VALUATION

Each fund’s financial instruments are valued and its net asset value (NAV) per share is computed at the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET, each day the NYSE is open for business. Each fund’s financial instruments are reported at fair value, which GAAP defines as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The T. Rowe Price Valuation Committee (the Valuation Committee) has been established by the funds’ Board of Directors (the Board) to ensure that financial instruments are appropriately priced at fair value in accordance with GAAP and the 1940 Act. Subject to oversight by the Board, the Valuation Committee develops and oversees pricing-related policies and procedures and approves all fair value determinations.

Various valuation techniques and inputs are used to determine the fair value of financial instruments. GAAP establishes the following fair value hierarchy that categorizes the inputs used to measure fair value:

Level 1 – quoted prices (unadjusted) in active markets for identical financial instruments that the fund can access at the reporting date

Level 2 – inputs other than Level 1 quoted prices that are observable, either directly or indirectly (including, but not limited to, quoted prices for similar financial instruments in active markets, quoted prices for identical or similar financial instruments in inactive markets, interest rates and yield curves, implied volatilities, and credit spreads)

Level 3 – unobservable inputs

Observable inputs are developed using market data, such as publicly available information about actual events or transactions, and reflect the assumptions market participants would use to price the financial instrument. Unobservable inputs are those for which market data are not available and are developed using the best information available about the assumptions that market participants would use to price the financial instrument. GAAP requires valuation techniques to maximize the use of relevant observable inputs and minimize the use of unobservable inputs. Input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level but rather the degree of judgment used in determining those values. For example, securities held by a money market fund are generally high quality and liquid; however, they are reflected as Level 2 because the inputs used to determine fair value are not quoted prices in an active market.

In accordance with Rule 2a-7 under the 1940 Act, each fund values its securities at amortized cost, which approximates fair value. Securities for which amortized cost is deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee. On May 31, 2016, all of the funds’ financial instruments were classified as Level 2 in the fair value hierarchy.

NOTE 3 - INVESTMENT TRANSACTIONS

Consistent with its investment objective, each fund engages in the following practices to manage exposure to certain risks and/or to enhance performance. The investment objectives, policies, program, and risk factors of each fund are described more fully in its prospectus and Statement of Additional Information.

Repurchase Agreements Each fund may engage in repurchase agreements, pursuant to which it pays cash to and receives securities from a counterparty that agrees to “repurchase” the securities at a specified time, typically within seven business days, for a specified price. All repurchase agreements are fully collateralized by U.S. government securities or related agency securities, which are held by the custodian designated by the agreement. Collateral is evaluated daily to ensure that its market value exceeds the delivery value of the repurchase agreements at maturity. Although risk is mitigated by the collateral, a fund could experience a delay in recovering its value and a possible loss of income or value if the counterparty fails to perform in accordance with the terms of the agreement.

Restricted Securities Each fund may invest in securities that are subject to legal or contractual restrictions on resale. Prompt sale of such securities at an acceptable price may be difficult and may involve substantial delays and additional costs.

NOTE 4 - FEDERAL INCOME TAXES

No provision for federal income taxes is required since each fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute to shareholders all of its taxable income and gains. Distributions determined in accordance with federal income tax regulations may differ in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences.

Each fund files U.S. federal, state, and local tax returns as required. Each fund’s tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return, but which can be extended to six years in certain circumstances. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

For the Government Reserve Fund, reclassifications to paid-in capital relate primarily to a tax practice that treats a portion of the proceeds from each redemption of capital shares as a distribution of taxable net investment income or realized capital gain. For the year ended May 31, 2016, the following reclassifications were recorded to reflect tax character; there was no impact on results of operations or net assets:


Distributions during the year ended May 31, 2016 and May 31, 2015 were characterized as ordinary income for tax purposes and totaled $38,061,000 and $11,826,000, respectively, for the Reserve Fund and $3,760,000 and $898,000, respectively, for the Government Reserve Fund. At May 31, 2016, the tax-basis cost of investments and components of net assets were as follows:


Each fund intends to retain realized gains to the extent of available capital loss carryforwards. Because capital loss carryforwards that do not expire are required to be used before capital loss carryforwards with expiration dates, it is possible that all or a portion of each fund’s capital loss carryforwards subject to expiration could ultimately go unused. Additionally, all or a portion of a fund’s capital loss carryforwards may be from losses realized between November 1 and the fund’s fiscal year-end, which are deferred for tax purposes until the subsequent year but recognized for financial reporting purposes in the year realized. During the year ended May 31, 2016, Reserve Fund utilized $262,000 of capital loss carryforwards and Government Reserve Fund utilized no capital loss carryforwards. As of May 31, 2016, the Reserve Fund had $3,590,000 of available capital loss carryforwards, which all expire in fiscal 2017. Additionally, as of May 31, 2016, the Government Reserve Fund had $20,000 of available capital loss carryforwards, which have no expiration.

NOTE 5 - RELATED PARTY TRANSACTIONS

The funds are managed by Price Associates, a wholly owned subsidiary of T. Rowe Price Group, Inc. (Price Group). Price Associates, directly or through sub-advisory agreements with its wholly owned subsidiaries, also provides investment management services to all shareholders of the funds. The funds pay no management fees; however, Price Associates receives management fees from the mutual funds and other accounts invested in the funds. Certain officers and directors of the funds are also officers and directors of Price Associates and its subsidiaries and of other T. Rowe Price-sponsored funds (Price funds) invested in the funds.

Pursuant to various service agreements, Price Associates and its wholly owned subsidiaries provide shareholder and administrative, transfer and dividend disbursing, accounting, and certain other services to the funds. For the year ended May 31, 2016, expenses incurred by the Reserve Fund pursuant to these service agreements were $62,000 for Price Associates. For the year ended May 31, 2016, expenses incurred by the Government Reserve Fund pursuant to these service agreements were $58,000 for Price Associates. The amounts payable at period-end pursuant to these agreements are included in Due to Affiliates in the accompanying financial statements.

The funds may participate in securities purchase and sale transactions with other funds or accounts advised by Price Associates (cross trades), in accordance with procedures adopted by each fund’s Board and Securities and Exchange Commission rules, which require, among other things, that such purchase and sale cross trades be effected at the independent current market price of the security. During the year ended May 31, 2016, the Reserve Fund and Government Reserve Fund had no purchases or sales cross trades with other funds or accounts advised by Prices Associates.

NOTE 6 - INTERFUND LENDING PROGRAM

Price Associates has developed and manages an interfund lending program that provides temporary liquidity to the T. Rowe Price-sponsored mutual funds. The program permits the borrowing and lending of cash between the Reserve Fund and other T. Rowe Price-sponsored mutual funds at rates beneficial to both the borrowing and lending funds. Pursuant to program guidelines, the fund may lend up to 15% of its net assets, and no more than 5% of its net assets may be lent to any one borrower. Loans totaling 10% or more of a borrowing fund’s total assets require collateralization at 102% of the value of the loan; loans of less than 10% are unsecured. During the year ended May 31, 2016, the Reserve Fund earned $5,000 in interest income related to loans made to other funds on 6 days in the average amount of $23,650,000 and at an average annual rate of 1.21%. At May 31, 2016, there were no loans outstanding.

Report of Independent Registered Public Accounting Firm

To the Board of Directors of T. Rowe Price Reserve Investment Funds, Inc.
and Shareholders of T. Rowe Price Reserve Investment Fund and T. Rowe
Price Government Reserve Investment Fund

In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, 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 the T. Rowe Price Reserve Investment Fund and the T. Rowe Price Government Reserve Investment Fund (two of the portfolios comprising T. Rowe Price Reserve Investment Funds, Inc., hereafter referred to as the “Funds”) at May 31, 2016, the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods indicated therein, 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 Funds’ 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 May 31, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.


PricewaterhouseCoopers LLP
Baltimore, Maryland
July 19, 2016

Tax Information (Unaudited) for the Tax Year Ended 5/31/16

We are providing this information as required by the Internal Revenue Code. The amounts shown may differ from those elsewhere in this report because of differences between tax and financial reporting requirements.

The Government Reserve Investment Fund’s distributions to shareholders included $33,000 from short-term capital gains.

Information on Proxy Voting Policies, Procedures, and Records

A description of the policies and procedures used by T. Rowe Price funds and portfolios to determine how to vote proxies relating to portfolio securities is available in each fund’s Statement of Additional Information. You may request this document by calling 1-800-225-5132 or by accessing the SEC’s website, sec.gov.

The description of our proxy voting policies and procedures is also available on our website, troweprice.com. To access it, click on the words “Social Responsibility” at the top of our corporate homepage. Next, click on the words “Conducting Business Responsibly” on the left side of the page that appears. Finally, click on the words “Proxy Voting Policies” on the left side of the page that appears.

Each fund’s most recent annual proxy voting record is available on our website and through the SEC’s website. To access it through our website, follow the above directions to reach the “Conducting Business Responsibly” page. Click on the words “Proxy Voting Records” on the left side of that page, and then click on the “View Proxy Voting Records” link at the bottom of the page that appears.

How to Obtain Quarterly Portfolio Holdings

The fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The fund’s Form N-Q is available electronically on the SEC’s website (sec.gov); hard copies may be reviewed and copied at the SEC’s Public Reference Room, 100 F St. N.E., Washington, DC 20549. For more information on the Public Reference Room, call 1-800-SEC-0330.

T. Rowe Price Reserve Investment Fund


Approval of Investment Management Agreement

On March 11, 2016, the fund’s Board of Directors (Board), including a majority of the fund’s independent directors, approved the continuation of the investment management agreement (Advisory Contract) between the fund and its investment advisor, T. Rowe Price Associates, Inc. (Advisor). In connection with its deliberations, the Board requested, and the Advisor provided, such information as the Board (with advice from independent legal counsel) deemed reasonably necessary. The Board considered a variety of factors in connection with its review of the Advisory Contract, also taking into account information provided by the Advisor during the course of the year, as discussed below:

Services Provided by the Advisor
The Board considered the nature, quality, and extent of the services provided to the fund by the Advisor. These services included, but were not limited to, directing the fund’s investments in accordance with its investment program and the overall management of the fund’s portfolio, as well as a variety of related activities such as financial, investment operations, and administrative services; compliance; maintaining the fund’s records and registrations; and shareholder communications. The Board also reviewed the background and experience of the Advisor’s senior management team and investment personnel involved in the management of the fund, as well as the Advisor’s compliance record. The Board concluded that it was satisfied with the nature, quality, and extent of the services provided by the Advisor.

Investment Performance of the Fund
The Board reviewed the fund’s three-month, one-year, and year-by-year returns, as well as the fund’s average annualized total returns over the 3-, 5-, and 10-year periods, and compared these returns with a wide variety of comparable performance measures and market data, including those supplied by Lipper and Morningstar, which are independent providers of mutual fund data.

On the basis of this evaluation and the Board’s ongoing review of investment results, and factoring in the relative market conditions during certain of the performance periods, the Board concluded that the fund’s performance was satisfactory.

Costs, Benefits, Profits, and Economies of Scale
The Advisor does not receive management fees from the fund. Accordingly, the Board did not review information relating to revenues received by the Advisor under the Advisory Contract. The Board did review information regarding benefits that the Advisor (and its affiliates) may have realized from its relationship with the fund or other T. Rowe Price funds that invest in the fund, including research received under “soft dollar” agreements and commission-sharing arrangements with broker-dealers. The Board considered that the Advisor may receive some benefit from its soft-dollar arrangements pursuant to which it receives research from broker-dealers that execute the applicable fund’s portfolio transactions. The Board also received information on the estimated costs incurred and profits realized by the Advisor and its affiliates from advising T. Rowe Price mutual funds and concluded that the Advisor’s profits were reasonable. Because the Advisor does not receive a management fee from the fund, the Board did not consider whether the fund or other funds benefit under the fee levels set forth in the Advisory Contract from any economies of scale realized by the Advisor, and the Board did not review fees and expenses of other comparable funds or of institutional accounts of the Advisor and its affiliates.

Approval of the Advisory Contract
As noted, the Board approved the continuation of the Advisory Contract. No single factor was considered in isolation or to be determinative to the decision. Rather, the Board concluded, in light of a weighting and balancing of all factors considered, that it was in the best interests of the fund and its shareholders for the Board to approve the continuation of the Advisory Contract (including the fees to be charged for services thereunder). The independent directors were advised throughout the process by independent legal counsel.

T. Rowe Price Government Reserve Investment Fund


Approval of Investment Management Agreement

On March 11, 2016, the fund’s Board of Directors (Board), including a majority of the fund’s independent directors, approved the continuation of the investment management agreement (Advisory Contract) between the fund and its investment advisor, T. Rowe Price Associates, Inc. (Advisor). In connection with its deliberations, the Board requested, and the Advisor provided, such information as the Board (with advice from independent legal counsel) deemed reasonably necessary. The Board considered a variety of factors in connection with its review of the Advisory Contract, also taking into account information provided by the Advisor during the course of the year, as discussed below:

Services Provided by the Advisor
The Board considered the nature, quality, and extent of the services provided to the fund by the Advisor. These services included, but were not limited to, directing the fund’s investments in accordance with its investment program and the overall management of the fund’s portfolio, as well as a variety of related activities such as financial, investment operations, and administrative services; compliance; maintaining the fund’s records and registrations; and shareholder communications. The Board also reviewed the background and experience of the Advisor’s senior management team and investment personnel involved in the management of the fund, as well as the Advisor’s compliance record. The Board concluded that it was satisfied with the nature, quality, and extent of the services provided by the Advisor.

Investment Performance of the Fund
The Board reviewed the fund’s three-month, one-year, and year-by-year returns, as well as the fund’s average annualized total returns over the 3-, 5-, and 10-year periods, and compared these returns with a wide variety of comparable performance measures and market data, including those supplied by Lipper and Morningstar, which are independent providers of mutual fund data.

On the basis of this evaluation and the Board’s ongoing review of investment results, and factoring in the relative market conditions during certain of the performance periods, the Board concluded that the fund’s performance was satisfactory.

Costs, Benefits, Profits, and Economies of Scale
The Advisor does not receive management fees from the fund. Accordingly, the Board did not review information relating to revenues received by the Advisor under the Advisory Contract. The Board did review information regarding benefits that the Advisor (and its affiliates) may have realized from its relationship with the fund or other T. Rowe Price funds that invest in the fund, including research received under “soft dollar” agreements and commission-sharing arrangements with broker-dealers. The Board considered that the Advisor may receive some benefit from its soft-dollar arrangements pursuant to which it receives research from broker-dealers that execute the applicable fund’s portfolio transactions. The Board also received information on the estimated costs incurred and profits realized by the Advisor and its affiliates from advising T. Rowe Price mutual funds and concluded that the Advisor’s profits were reasonable. Because the Advisor does not receive a management fee from the fund, the Board did not consider whether the fund or other funds benefit under the fee levels set forth in the Advisory Contract from any economies of scale realized by the Advisor, and the Board did not review fees and expenses of other comparable funds or of institutional accounts of the Advisor and its affiliates.

Approval of the Advisory Contract
As noted, the Board approved the continuation of the Advisory Contract. No single factor was considered in isolation or to be determinative to the decision. Rather, the Board concluded, in light of a weighting and balancing of all factors considered, that it was in the best interests of the fund and its shareholders for the Board to approve the continuation of the Advisory Contract (including the fees to be charged for services thereunder). The independent directors were advised throughout the process by independent legal counsel.

T. Rowe Price Reserve Investment Funds


About the Funds’ Directors and Officers

Your fund is overseen by a Board of Directors (Board) that meets regularly to review a wide variety of matters affecting or potentially affecting the fund, including performance, investment programs, compliance matters, advisory fees and expenses, service providers, and business and regulatory affairs. The Board elects the fund’s officers, who are listed in the final table. At least 75% of the Board’s members are independent of T. Rowe Price Associates, Inc. (T. Rowe Price), and its affiliates; “inside” or “interested” directors are employees or officers of T. Rowe Price. The business address of each director and officer is 100 East Pratt Street, Baltimore, Maryland 21202. The Statement of Additional Information includes additional information about the fund directors and is available without charge by calling a T. Rowe Price representative at 1-800-638-5660.

Independent Directors
 
Name      
(Year of Birth)
Year Elected*
[Number of T. Rowe Price Principal Occupation(s) and Directorships of Public Companies and
Portfolios Overseen] Other Investment Companies During the Past Five Years
     
William R. Brody, M.D., Ph.D. President and Trustee, Salk Institute for Biological Studies (2009 to
(1944) present); Director, BioMed Realty Trust (2013 to 2016); Chairman of
2009 the Board, Mesa Biotech, a molecular diagnostic company (March
[185] 2016 to present); Director, Novartis, Inc. (2009 to 2014); Director,
IBM (2007 to present)
     
Anthony W. Deering Chairman, Exeter Capital, LLC, a private investment firm (2004 to
(1945) present); Director, Brixmor Real Estate Investment Trust (2012 to
1997 present); Director and Advisory Board Member, Deutsche Bank
[185] North America (2004 to present); Director, Under Armour (2008
to present); Director, Vornado Real Estate Investment Trust (2004
to 2012)
     
Bruce W. Duncan President, Chief Executive Officer, and Director (2009 to present),
(1951)   and Chairman of the Board (January 2016 to present), First Industrial
2013 Realty Trust, an owner and operator of industrial properties; Chairman
[185] of the Board (2005 to present) and Director (1999 to present),
Starwood Hotels & Resorts, a hotel and leisure company
     
Robert J. Gerrard, Jr. Advisory Board Member, Pipeline Crisis/Winning Strategies, a
(1952) collaborative working to improve opportunities for young African
2013 Americans (1997 to present)
[185]
     
Paul F. McBride Advisory Board Member, Vizzia Technologies (2015 to present)
(1956)
2013
[185]
     
Cecilia E. Rouse, Ph.D. Dean, Woodrow Wilson School (2012 to present); Professor and
(1963) Researcher, Princeton University (1992 to present); Director, MDRC,
2013 a nonprofit education and social policy research organization (2011
[185] to present); Member of National Academy of Education (2010 to
present); Research Associate of Labor Program (2011 to present)
and Board Member (2015 to present), National Bureau of Economic
Research (2011 to present); Chair of Committee on the Status of
Minority Groups in the Economic Profession (2012 to present) and
Vice President (2015 to present), American Economic Association
     
John G. Schreiber Owner/President, Centaur Capital Partners, Inc., a real estate
(1946) investment company (1991 to present); Cofounder, Partner, and
1997 Cochairman of the Investment Committee, Blackstone Real Estate
[185] Advisors, L.P. (1992 to 2015); Director, General Growth Properties,
Inc. (2010 to 2013); Director, Blackstone Mortgage Trust, a real
estate financial company (2012 to 2016); Director and Chairman of
the Board, Brixmor Property Group, Inc. (2013 to present); Director,
Hilton Worldwide (2013 to present); Director, Hudson Pacific
Properties (2014 to 2016)
     
Mark R. Tercek President and Chief Executive Officer, The Nature Conservancy (2008
(1957) to present)
2009
[185]
 
*Each independent director serves until retirement, resignation, or election of a successor.

Inside Directors
 
Name      
(Year of Birth)
Year Elected*
[Number of T. Rowe Price Principal Occupation(s) and Directorships of Public Companies and
Portfolios Overseen] Other Investment Companies During the Past Five Years
     
Edward C. Bernard Director and Vice President, T. Rowe Price; Vice Chairman of the
(1956) Board, Director, and Vice President, T. Rowe Price Group, Inc.;
2006 Chairman of the Board, Director, and President, T. Rowe Price
[185]   Investment Services, Inc.; Chairman of the Board and Director,
T. Rowe Price Retirement Plan Services, Inc., and T. Rowe Price
Services, Inc.; Chairman of the Board, Chief Executive Officer,
  Director, and President, T. Rowe Price International and T. Rowe
Price Trust Company; Chairman of the Board, all funds
     
Edward A. Wiese, CFA Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe
(1959) Price International, and T. Rowe Price Trust Company
2015
[54]
 
*Each inside director serves until retirement, resignation, or election of a successor.

Officers
 
Name (Year of Birth)      
Position Held With
T. Rowe Price Reserve Investment Funds Principal Occupation(s)
     
Darrell N. Braman (1963) Vice President, Price Hong Kong, Price
Vice President and Secretary Singapore, T. Rowe Price, T. Rowe Price Group,
Inc., T. Rowe Price International, T. Rowe Price
Investment Services, Inc., and T. Rowe Price
Services, Inc.
     
Steven G. Brooks, CFA (1954) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
M. Helena Condez (1962) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
G. Richard Dent (1960) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
Stephanie A. Gentile, CFA (1956) Vice President, T. Rowe Price; formerly, Director,
Vice President Credit Suisse Securities (to 2014)
     
John R. Gilner (1961) Chief Compliance Officer and Vice President,
Chief Compliance Officer T. Rowe Price; Vice President, T. Rowe Price
Group, Inc., and T. Rowe Price Investment
Services, Inc.
     
Paul J. Krug, CPA (1964) Vice President, T. Rowe Price, T. Rowe Price
Vice President Group, Inc., and T. Rowe Price Trust Company
     
Marcy M. Lash (1963) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
Alan D. Levenson, Ph.D. (1958) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
Joseph K. Lynagh, CFA (1958) Vice President, T. Rowe Price, T. Rowe Price
President   Group, Inc., and T. Rowe Price Trust Company
     
Catherine D. Mathews (1963) Vice President, T. Rowe Price, T. Rowe Price
Treasurer and Vice President Group, Inc., and T. Rowe Price Trust Company
     
Cheryl A. Mickel, CFA (1967) Vice President, T. Rowe Price, T. Rowe Price
Vice President Group, Inc., and T. Rowe Price Trust Company
     
David Oestreicher (1967) Director, Vice President, and Secretary, T. Rowe
Vice President Price Investment Services, Inc., T. Rowe Price
Retirement Plan Services, Inc., T. Rowe
Price Services, Inc., and T. Rowe Price Trust
Company; Chief Legal Officer, Vice President,
and Secretary, T. Rowe Price Group, Inc.; Vice
President and Secretary, T. Rowe Price and
T. Rowe Price International; Vice President,
Price Hong Kong and Price Singapore
     
John W. Ratzesberger (1975) Vice President, T. Rowe Price, T. Rowe Price
Vice President Group, Inc., and T. Rowe Price Trust Company;
formerly, North American Head of Listed
  Derivatives Operation, Morgan Stanley (to 2013)
     
Shannon H. Rauser (1987) Employee, T. Rowe Price
Assistant Secretary
     
Deborah D. Seidel (1962)   Vice President, T. Rowe Price, T. Rowe Price
Vice President Group, Inc., T. Rowe Price Investment Services,
Inc., and T. Rowe Price Services, Inc.
     
Chen Shao (1980) Vice President, T. Rowe Price
Vice President
     
Douglas D. Spratley, CFA (1969) Vice President, T. Rowe Price and T. Rowe Price
Vice President Group, Inc.
     
Robert D. Thomas (1971) Vice President, T. Rowe Price Group, Inc., and
Vice President T. Rowe Price International
     
Jeffrey T. Zoller (1970) Vice President, T. Rowe Price, T. Rowe Price
Vice President International, and T. Rowe Price Trust Company
 
Unless otherwise noted, officers have been employees of T. Rowe Price or T. Rowe Price International for at least 5 years.

Item 2. Code of Ethics.

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

Item 3. Audit Committee Financial Expert.

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

Item 4. Principal Accountant Fees and Services.

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

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

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

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

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

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $2,409,000 and $2,554,000, respectively.

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

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

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

(b) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

Item 11. Controls and Procedures.

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

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

Item 12. Exhibits.

(a)(1) The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.

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

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

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

SIGNATURES

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

T. Rowe Price Reserve Investment Funds, Inc.
 

  By      /s/ Edward C. Bernard
Edward C. Bernard
Principal Executive Officer     
 
Date     July 19, 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.
 

  By      /s/ Edward C. Bernard
Edward C. Bernard
Principal Executive Officer     
 
Date     July 19, 2016
 
 
By /s/ Catherine D. Mathews
Catherine D. Mathews
Principal Financial Officer     
 
Date     July 19, 2016