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

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-03916

 

Name of Registrant: Vanguard Specialized Funds

 

Address of Registrant:

P.O. Box 2600
Valley Forge, PA 19482

 

Name and address of agent for service:

Heidi Stam, Esquire

P.O. Box 876

Valley Forge, PA 19482

 

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

 

Date of fiscal year end: January 31  

Date of reporting period: February 1, 2014 – January 31, 2015

 

Item 1: Reports to Shareholders  

 



Annual Report | January 31, 2015

Vanguard Energy Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

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. 31
About Your Fund’s Expenses. 32
Glossary. 34

 

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: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2015  
 
  Total
  Returns
Vanguard Energy Fund  
Investor Shares -13.16%
Admiral™ Shares -13.11
MSCI ACWI Energy Index -12.07
Global Natural Resources Funds Average -13.66
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, 2014, Through January 31, 2015        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Energy Fund        
Investor Shares $63.85 $51.53 $1.206 $2.954
Admiral Shares 119.83 96.69 2.351 5.542

 

1


 


Chairman’s Letter

Dear Shareholder,

The results of the energy sector for the two halves of the fiscal year ended January 31, 2015, could hardly have differed more. It was the broad market’s best-performing sector in the first half and its worst performer in the second, when energy stocks declined sharply in tandem with oil prices.

Vanguard Energy Fund returned –13.16% for the 12 months, trailing its benchmark index. In the first six months, your fund bested the average return of global natural resources funds—which have significant allocations to sectors other than energy, such as materials. But by year-end its lead was trimmed as nonenergy stocks posted 12-month gains.

For the fourth consecutive fiscal year, the energy sector lagged the broad U.S. stock market, Energy was the only sector in the red for the year that ended in January. Several factors have contributed to this multiyear lag, including forecasts of slower growth in global energy demand. In the period under review, the main driver was the roughly 50% drop in the price of a barrel of West Texas Intermediate crude oil. (For more insight on falling oil prices, see the box on page 6.) Natural gas also played a role: Amid seemingly abundant supply—and in contrast to the more typical seasonal pattern—natural gas prices dropped significantly after November.

2


 

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.

U.S. stocks posted strong results despite facing many challenges
The broad U.S. stock market returned about 13% for the 12 months ended January 31, 2015. Volatility picked up notably toward the end of the period. Mostly strong U.S. corporate earnings, combined with the effects of central bank stimulus abroad, helped domestic equities overcome worries about lofty stock valuations, plunging oil prices, and slower economic growth outside the United States.

The Federal Reserve ended its accommodative bond-buying program in October, and investors seemed reassured when the Fed said it would take a “patient” approach in deciding when to increase short-term interest rates. The Bank of Japan, the European Central Bank, and the People’s Bank of China all pursued aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging-market stocks outpaced those of the developed markets of the Pacific and Europe.

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

3


 

U.S. bond returns stood out, helped by stimulus measures
The broad U.S. taxable bond market returned 6.61%, benefiting from strong demand for safe havens from geopolitical risk and stock market volatility, and from generally falling interest rates overseas.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite directions.) The yield of the 10-year Treasury note ended January at 1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, boosted by strong demand and generally light supply along with the broader bond market’s advance.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61% in dollar terms. Like their equity counterparts, international bond returns for U.S. investors suffered because of the strength of the U.S. dollar. The currency-hedged version of the Barclays international bond index returned more than 9% for U.S. investors.

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

Falling oil prices produced both winners and losers
As with most commodities, oil-price changes benefit some segments of the economy and hurt others. Beneficiaries of

 
Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Energy Fund 0.38% 0.32% 1.45%
The fund expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, 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 2014.
 
Peer group: Global Natural Resources Funds.      

 

4


 

the steep, and largely unexpected, slide in global oil prices that began in June include consumers who enjoyed lower prices at the gas pump, and energy-intensive businesses such as airlines.

“Losers” include Brazil, Russia, Venezuela, and other oil-exporting nations, and exploration and production companies. As many companies, including oil and gas majors, began announcing budget cutbacks, there have been ripple effects for a wide range of other companies, including drillers, providers of oil-field supplies, and “mom and pop” businesses serving oil and gas workers.

These dynamics are reflected in varying degrees in the performance of the Energy Fund’s subsectors. Equipment and services providers, which constituted about 9% of total fund assets, were some of the best performers in the first half of the fiscal year—and among the hardest-hit later on. Some drilling company holdings lost about half their value during the 12 months. Other equipment and services providers, including some of the fund’s largest holdings, held up better.

Returns diverged notably among oil and gas exploration and production companies, which constituted roughly 40% of fund assets. A few U.S.-based companies, boosted by strong first-half results, finished the year with gains, while many others ended in the red. The pattern was a bit more consistent among integrated international oil and gas behemoths: A few exceptions produced gains for the year,

Total Returns  
Ten Years Ended January 31, 2015  
  Average
  Annual Return
Energy Fund Investor Shares 7.40%
Spliced Energy Index 5.52
Global Natural Resources Funds Average 4.17
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.

 

5


 

Behind the headlines on falling oil prices
 
The drop of more than 50% in oil prices from last June through January generated plenty of
headlines. For some perspective, it can be helpful to note that, as shown below, since 1986
there have been five periods when oil prices dropped significantly, as much as 65%.
 
Three key factors influence crude oil prices: oil supply (current inventories and future supply
expectations), demand, and the strength of the U.S. dollar. The degree to which they drive
price fluctuations is unique in each instance. Recently, supply was the main factor; in 2008,
it was demand. Clearly, not all oil-price movements are created equal. (You can read more
in Is the Barrel Half Empty or Half Full? Oil-Price Drops and Global Impacts, available at
vanguard.com/research.)
 
Unlike the price of oil, Vanguard’s message is constant: Because the Energy Fund is
concentrated in one relatively volatile sector of the economy, it is suitable to play a supporting
role in an already balanced and diversified portfolio.
 
Drivers of the largest oil-price drops

Notes: Components of oil-price drop de ned as follows: Supply = 7-month cumulative price change (CPC) in West Texas Intermediate spot
oil prices minus 7-month CPC in spot copper prices (copper prices are used as a proxy for global demand); Demand = 7-month CPC in spot
copper prices minus 7-month CPC in the U.S. dollar; Strength of U.S. dollar = 7-month CPC in USD major currencies index. Winter 2015 price
change is calculated from June 2014 through January 2015.
Sources: Vanguard calculations, based on data from Thomson Reuters Datastream, U.S. Energy Information Administration, Standard &
Poor’s, Federal Reserve Bank of St. Louis, and Federal Reserve.

 

6


 

but most holdings in the fund and its benchmark index declined—especially Brazilian and Russian companies that also faced political turmoil.

Companies that concentrate on refining crude oil into other products were a bright spot: Lower prices for their primary raw material helped boost profits. Even in this industry group, however, there were negative returns, especially among some non-U.S. companies.

Compared with the benchmark, the advisors added value with their selections among equipment and services providers. This benefit was offset, however, by the fund’s larger-than-index stake in oil and gas exploration and production companies.

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

Your fund outperformed over the past decade
For the decade ended January 31, 2015, the Energy Fund’s 7.40% average annual return placed it well ahead of its comparative standards.

However, both the fund and its benchmark index lost their long-term lead over the broad U.S. market: The Russell 3000 Index had an average annual return of almost 8% for these ten years. Of course, shifts in the beginning and ending dates of a performance-measurement period can have a significant influence on comparisons. A year ago, for example, the Energy Fund’s 10-year average annual return bested that of the broad market by about 5 percentage points, while its benchmark index was about 3 percentage points ahead of the broad market.

While volatility is inevitable, you don’t have to ‘inherit’ it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from shareholders as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer some insights, and reinforce some of Vanguard’s key principles.

Not surprisingly, volatility came up as a concern, given that the broad U.S. stock market had several daily swings of more than 1% in January. Meanwhile, bond yields, especially on longer-term bonds, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of our key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

7


 

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 12, 2015

8


 

Advisors’ Report

Vanguard Energy Fund returned about –13% in the fiscal year ended January 31, 2015, behind the return of its benchmark index but ahead of 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 11, 2015.

Wellington Management Company llp

Portfolio Manager:

Karl E. Bandtel, Senior Managing Director

The investment environment
Global equities advanced in the 12 months ended January 31, 2015, albeit at a more muted pace than in recent years. The Energy Fund’s benchmark, the MSCI All Country World Energy Index, returned

 

 
Vanguard Energy Fund Investment Advisors  
 
  Fund Assets Managed    
Investment Advisor % $ Million   Investment Strategy
Wellington Management 94 9,280 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 Equity Investment 3 346 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 3 277 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


 

about –12%, significantly lagging the broad MSCI All Country World Index return of about 7%.

Crude oil prices fell sharply after OPEC’s November decision to maintain current production levels even though it acknowledged the market was oversupplied. As a result, oil prices moved even lower as the period closed. All in all, the recent decline in crude oil prices is one of the largest we have seen in recent decades, and valuations are now at levels that we have not seen since the 2008 global financial crisis and subsequent downturn. The range of future outcomes remains wide for the price of oil, as the oil market remains finely balanced.

Our successes
Our strategy emphasizes long-term total-return opportunities across a broad range of energy companies and subsectors, including international oils, foreign integrated oils and foreign producers, North American producers, oil services and equipment, transportation and distribution, and refining and marketing.

Top individual contributors to our relative returns included our positions in U.S. exploration and production companies Athlon Energy and EOG Resources; both companies are focused on oil shale assets. Our underweighting of Russian integrated oil company Gazprom also helped.

Early in the period, we initiated a position in Athlon Energy. Shares subsequently rose nearly 90% following Encana’s September announcement of its intention to purchase the company, and we sold our position before the acquisition was completed.

EOG Resources, which focuses primarily in North America, has a strong asset portfolio with what we believe to be significant upside to current resource estimates. The company has high-quality assets and an experienced management team that is able to allocate capital efficiently. The shares remain attractively priced in our view and we continue to hold them.

Our shortfalls
Stock selection among producers, especially within natural-gas-focused exploration and production companies, was a source of underperformance, as was our bias toward exploration and production companies. Our most significant detractors were U.S.-domiciled, including Range Resources and Cabot Oil & Gas, two natural gas exploration and production companies with exposure to the Marcellus gas fields in the Northeast.

Given the pace of production growth coming from the Marcellus shale formation, it’s not surprising that the basin is feeling the effects of infrastructure constraints.

We believe capital will help lessen these bottlenecks. However, the congestion has caused Marcellus gas to trade at a discount—which in turn has pushed down

10


 

the shares of Range Resources and Cabot Oil & Gas. We used the weakness as an opportunity to add to our position in Range Resources, but we trimmed our position in Cabot.

The fund’s positioning
We are excited by several themes within energy, most notably first movers in both oil and gas in North American shale. Over the longer term, liquefied natural gas (LNG) exports and the ongoing retirement of coal plants will continue to create structural support for increased natural gas demand.

While total supply levels remain higher than needed, supply growth has moderated because fewer rigs are drilling for gas (a reduction that itself is offset by improved well productivity). We believe that low-cost natural gas resource owners—particularly those with high-quality assets in the Marcellus Formation—are an attractive long-term opportunity.

Our portion of the fund holds stocks domiciled in 14 different countries. Over 30% of our assets are invested in international stocks (including roughly 5% in emerging markets).

We continue to believe that positive returns in energy investing result from a focus on companies with a track record of capturing attractive reinvestment opportunities. Consequently, our largest overweight remains U.S. producers. We also continue to assess where we are in the capital cycle for each subsector.

Although our turnover rate increased versus the previous year because of the increased volatility of the sector as a whole, it remains low at about 30%, and we continue to focus our holdings on stocks of companies that have clean balance sheets, long-lived resources, and high-quality management teams.

Vanguard Equity Investment Group

Portfolio Managers:

James D. Troyer, CFA, Principal

James P. Stetler, Principal

Michael R. Roach, CFA

The first and second halves of the fiscal year were marked by two very different return patterns for the energy sector. For the first half, the MSCI ACWI Energy Index returned about 16%; for the second, it returned about –24%. In the end, the index returned about –12% for the year, significantly lagging the aggregate global equity market, which returned about 7%. The broad U.S. equity market returned almost 13%, outpacing international markets.

2014 was another year of improving conditions in the U.S. economy. Third- and fourth-quarter GDP growth came in at an annual rate of 5% and 2.6% respectively; unemployment (5.6%) continued to decline, with the labor market approaching full employment, and wage growth will hopefully start to improve. U.S. companies

11


 

have continued to improve their competitiveness, which should bode well for profit growth in the near term.

However, we are not without challenges. The housing market stalled for the year, and it remains uncertain when, and to what extent, the Federal Reserve might begin raising interest rates. Foreign economies continue to struggle, with some near recession and China’s growth rate decelerating. These uncertainties helped slow demand for oil despite an increasing supply fed by, for example, stepped-up shale production in the United States. Crude oil prices declined significantly—by more than 50%—in the last 12 months, most notably after OPEC’s decision not to cut oil production. These factors dampened the performance of the energy stocks throughout the fiscal year.

Although it’s important to understand how our performance is affected by the macro factors we’ve described, our investment philosophy and process focus on specific stock fundamentals. We compare all stocks in our investment universe within the same industry groups in order to identify those with characteristics that we believe will help them outperform over the long run. To do this, we use a strict quantitative process that evaluates a combination of valuation and other factors focused on fundamental growth. Using the results of our model, we then construct our portfolio, with the goal of maximizing expected return and minimizing exposure to risks that our research indicates do not improve returns.

Over the 12 months, our most successful holdings included U.S.-based Newfield Exploration (+20%), India’s Bharat Petroleum (+113%), and Finland’s Neste Oil (+62%). An important part of our performance came from our underweighting of companies that underperformed, such as Range Resources (–46%) and Norway’s Seadrill (–68%).

Our overweights in U.S. companies Nabors Industries (–32%) and Paragon Offshore (–82%), and in Norway’s Akastor (–38%), weighed on our results. In addition, we missed some opportunities by underweighting U.S. company Concho Resources (+13%) and Australia’s APA Group (+33%).

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

12


 

Energy Fund

Fund Profile
As of January 31, 2015

 
Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VGENX VGELX
Expense Ratio1 0.38% 0.32%
30-Day SEC Yield 2.13% 2.19%

 

 
Portfolio Characteristics    
      DJ
      U.S.
      Total
    MSCI Market
    ACWI FA
  Fund Energy Index
Number of Stocks 143 165 3,752
Median Market Cap $39.2B $60.9B $47.6B
Price/Earnings Ratio 13.1x 13.5x 20.2x
Price/Book Ratio 1.5x 1.4x 2.7x
Return on Equity 13.2% 15.2% 17.8%
Earnings Growth      
Rate 8.7% 7.3% 15.1%
Dividend Yield 2.5% 3.7% 1.9%
Foreign Holdings 31.4% 45.4% 0.0%
Turnover Rate 31%
Short-Term Reserves 3.8%

 

 
Volatility Measures    
    DJ
  MSCI U.S. Total
  ACWI Market
  Energy FA Index
R-Squared 0.98 0.49
Beta 0.98 1.14
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

 
Ten Largest Holdings (% of total net assets)
Exxon Mobil Corp. Integrated Oil & Gas 9.1%
Chevron Corp. Integrated Oil & Gas 5.3
Royal Dutch Shell plc Integrated Oil & Gas 5.0
Pioneer Natural Oil & Gas Exploration  
Resources Co. & Production 4.5
Schlumberger Ltd. Oil & Gas Equipment  
  & Services 3.4
EOG Resources Inc. Oil & Gas Exploration  
  & Production 3.3
Total SA Integrated Oil & Gas 2.9
Baker Hughes Inc. Oil & Gas Equipment  
  & Services 2.4
Anadarko Petroleum Oil & Gas Exploration  
Corp. & Production 2.2
BP plc Integrated Oil & Gas 2.2
Top Ten   40.3%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, 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 2.0% 1.2%
Industrials 1.3 0.0
Information Technology 0.5 0.0
Integrated Oil & Gas 38.4 52.0
Materials 0.1 0.0
Oil & Gas Drilling 0.7 1.3
Oil & Gas Equipment &    
Services 8.9 9.2
Oil & Gas Exploration &    
Production 36.9 20.1
Oil & Gas Refining &    
Marketing 5.9 6.8
Oil & Gas Storage &    
Transportation 3.7 9.4
Utilities 0.3 0.0
Other 1.3 0.0

 

 
Market Diversification (% of portfolio)  
 
Europe  
United Kingdom 9.2%
France 3.0
Italy 1.6
Other 2.3
Subtotal 16.1%
Pacific  
Japan 1.0%
Other 0.7
Subtotal 1.7%
Emerging Markets  
Russia 1.8%
China 1.6
India 1.5
Other 0.9
Subtotal 5.8%
North America  
United States 67.7%
Canada 8.7
Subtotal 76.4%

 

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, 2005, Through January 31, 2015
Initial Investment of $10,000

 

 
 
    Average Annual Total Returns  
    Periods Ended January 31, 2015  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
          Energy Fund*Investor Shares -13.16% 3.20% 7.40% $20,425
•••••••• Spliced Energy Index -12.07 2.52 5.52 17,109
– – – – Global Natural Resources Funds Average  -13.66  -1.12  4.17  15,052
             Dow Jones U.S. Total Stock Market
  Float Adjusted Index 12.87 15.86 8.08 21,743
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 -13.11% 3.26% 7.47% $102,776
Spliced Energy Index -12.07 2.52 5.52 85,546
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 8.08 108,715

 

See Financial Highlights for dividend and capital gains information.

15


 

Energy Fund

Fiscal-Year Total Returns (%): January 31, 2005, Through January 31, 2015

 

 
 
Average Annual Total Returns: Periods Ended December 31, 2014      
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 -14.26% 3.00% 8.06%
Admiral Shares 11/12/2001 -14.22 3.06 8.13

 

16


 

Energy Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (94.2%)1    
United States (62.8%)    
Energy Equipment & Services (9.0%)  
  Schlumberger Ltd. 4,139,331 341,040
  Baker Hughes Inc. 4,114,185 238,582
  Halliburton Co. 4,819,881 192,747
* SEACOR Holdings Inc. 643,756 46,318
  Ensco plc Class A 1,232,524 34,560
  Patterson-UTI Energy Inc. 1,528,000 26,220
  National Oilwell    
  Varco Inc. 82,776 4,506
^ Transocean Ltd. 145,629 2,374
  Noble Corp. plc 142,300 2,308
  Nabors Industries Ltd. 188,300 2,167
* Weatherford    
  International plc 194,700 2,011
  Paragon Offshore plc 603,424 1,261
* Cameron    
  International Corp. 11,500 515
* FMC Technologies Inc. 10,000 375
      894,984
Oil, Gas & Consumable Fuels (53.0%)  
  Coal & Consumable Fuels (1.5%)  
  CONSOL Energy Inc. 5,080,300 147,075
 
  Integrated Oil & Gas (16.3%)  
  Exxon Mobil Corp. 10,350,462 904,837
  Chevron Corp. 5,080,790 520,934
  Occidental    
  Petroleum Corp. 1,736,138 138,891
  Hess Corp. 721,739 48,710
 
  Oil & Gas Exploration & Production (29.5%)
  Pioneer Natural    
  Resources Co. 2,990,050 450,092
  EOG Resources Inc. 3,654,936 325,399
  Anadarko    
  Petroleum Corp. 2,663,714 217,759
  EQT Corp. 2,514,522 187,181

 

      Market
      Value
    Shares ($000)
  Energen Corp. 2,704,452 171,516
* Southwestern    
  Energy Co. 6,585,313 163,250
*,^ Antero Resources Corp. 4,487,975 155,508
  Range Resources Corp. 3,348,490 154,935
  Noble Energy Inc. 3,136,890 149,755
* Concho Resources Inc. 1,252,155 138,801
  Cabot Oil & Gas Corp. 4,735,308 125,486
  ConocoPhillips 1,968,381 123,969
* Diamondback    
  Energy Inc. 1,486,718 102,569
  QEP Resources Inc. 3,747,515 75,775
* Whiting Petroleum Corp. 2,493,655 74,859
  Marathon Oil Corp. 2,476,241 65,868
  Devon Energy Corp. 994,025 59,910
* Rice Energy Inc. 3,193,895 54,552
* Cobalt International    
  Energy Inc. 3,900,572 35,573
* Continental    
  Resources Inc. 666,962 30,280
  Murphy Oil Corp. 638,200 28,661
  Denbury Resources Inc. 3,454,987 23,839
  Chesapeake Energy Corp. 178,000 3,414
* Newfield Exploration Co. 83,300 2,481
  Apache Corp. 18,600 1,164
 
  Oil & Gas Refining & Marketing (4.2%)
  Phillips 66 2,306,650 162,204
  Marathon    
  Petroleum Corp. 1,375,950 127,399
  Valero Energy Corp. 1,853,950 98,037
  HollyFrontier Corp. 727,100 26,117
 
  Oil & Gas Storage & Transportation (1.5%)
  Spectra Energy Corp. 2,239,135 74,877
  Kinder Morgan Inc. 1,768,800 72,609
  Williams Cos. Inc. 54,400 2,386
* Cheniere Energy Inc. 4,800 342
      5,247,014

 

17


 

Energy Fund

      Market
      Value
    Shares ($000)
Other (0.4%)    
^,2 Vanguard Energy ETF 363,000 38,551
 
Trading Companies & Distributors (0.4%)  
*,^ NOW Inc. 1,606,900 40,092
Total United States   6,220,641
International (31.4%)    
Australia (0.7%)    
  Oil Search Ltd. 10,589,728 63,727
  Woodside    
  Petroleum Ltd. 90,753 2,410
  WorleyParsons Ltd. 247,958 1,845
      67,982
Brazil (0.7%)    
  Petroleo Brasileiro    
  SA ADR 11,773,207 70,757
  Petroleo Brasileiro SA    
  Preference Shares 267,444 814
  Petroleo Brasileiro SA 178,932 536
      72,107
Canada (8.4%)    
  Suncor Energy Inc. 4,342,978 129,464
  Canadian Natural    
  Resources Ltd. 3,876,675 112,191
  Cenovus Energy Inc. 5,319,511 100,486
* Paramount Resources    
  Ltd. Class A 3,278,700 73,562
  TransCanada Corp. 1,586,100 70,550
*,^ Seven Generations    
  Energy Ltd. Class A 3,885,129 49,959
  Enbridge Inc. XTSE 1,002,900 48,570
  Cameco Corp. 3,418,370 47,926
  Encana Corp. 3,589,990 43,941
^ Pembina Pipeline Corp. 1,010,000 31,380
^ Crescent Point    
  Energy Corp. 1,013,600 24,090
  Keyera Corp. 359,600 21,225
^ Veresen Inc. 1,519,200 19,332
  Trilogy Energy Corp. 2,789,900 14,271
  Canadian Oil Sands Ltd. 1,484,000 9,168
*,^ Pacific Rubiales    
  Energy Corp. 3,931,795 9,128
  Suncor Energy Inc. 246,534 7,353
  Canadian Natural    
  Resources Ltd. 174,678 5,064
  Cenovus Energy Inc. 183,039 3,467
^ Enbridge Inc. XYNX 66,850 3,238
  Encana Corp. 226,000 2,764
  TransCanada Corp. 48,496 2,158
      829,287
China (1.6%)    
^ PetroChina Co. Ltd. ADR 777,370 84,399
  Beijing Enterprises    
  Holdings Ltd. 7,191,000 54,900

 

      Market
      Value
    Shares ($000)
  CNOOC Ltd. 3,330,717 4,419
  China Petroleum &    
  Chemical Corp. 5,583,600 4,418
  PetroChina Co. Ltd. 3,302,000 3,586
* GCL-Poly Energy    
  Holdings Ltd. 8,607,000 1,869
      153,591
Denmark (0.0%)    
* Vestas Wind Systems A/S 77,418 3,008
 
Finland (0.0%)    
  Neste Oil Oyj 82,202 2,286
 
France (2.9%)    
  Total SA ADR 5,284,364 272,198
  Total SA 292,415 15,010
  Technip SA 44,446 2,595
      289,803
Hong Kong (0.0%)    
* Brightoil Petroleum    
  Holdings Ltd. 3,851,000 945
 
Hungary (0.0%)    
  MOL Hungarian    
  Oil & Gas plc 40,254 1,611
 
India (1.5%)    
  Reliance Industries Ltd. 7,371,717 108,748
  Power Grid Corp.    
  of India Ltd. 10,281,528 24,519
  Hindustan Petroleum    
  Corp. Ltd. 218,656 2,312
  Bharat Petroleum    
  Corp. Ltd. 188,609 2,273
  Indian Oil Corp. Ltd. 386,961 2,161
* Essar Oil Ltd. 1,046,558 1,871
* Mangalore Refinery    
  & Petrochemicals Ltd. 1,278,860 1,219
      143,103
Israel (0.0%)    
  Paz Oil Co. Ltd. 6,298 806
* Oil Refineries Ltd. 1,554,083 452
      1,258
Italy (1.5%)    
  Eni SPA ADR 4,350,099 147,468
  Eni SPA 202,146 3,402
      150,870
Japan (1.0%)    
  Inpex Corp. 8,732,200 96,634
  Japan Petroleum    
  Exploration Co. Ltd. 61,700 1,874
  Idemitsu Kosan Co. Ltd. 12,000 200
      98,708

 

18


 

Energy Fund

      Market
      Value
    Shares ($000)
Netherlands (0.2%)    
  Koninklijke Vopak NV 281,837 15,718
  Fugro NV 96,396 2,090
      17,808
Norway (0.9%)    
  Statoil ASA ADR 2,476,590 41,607
*,^ DNO ASA 18,136,636 39,960
  Statoil ASA 220,244 3,688
  Subsea 7 SA 213,715 1,818
*,3 Aker Solutions ASA 210,655 1,028
      88,101
Poland (0.0%)    
  Polskie Gornictwo    
  Naftowe i    
  Gazownictwo SA 1,686,654 1,990
  Polski Koncern    
  Naftowy Orlen SA 124,211 1,833
      3,823
Portugal (1.2%)    
  Galp Energia SGPS SA 11,028,616 116,511
 
Russia (1.8%)    
  Rosneft OAO GDR 22,460,030 72,797
  Lukoil OAO ADR 1,495,230 58,792
  Gazprom OAO ADR 9,742,020 39,105
  Tatneft OAO ADR 102,235 2,394
  AK Transneft OAO    
  Preference Shares 724 1,487
  Surgutneftegas OAO    
  ADR 303,180 1,316
  Gazprom OAO 124,674 259
      176,150
South Africa (0.1%)    
  Sasol Ltd. 119,694 4,323
 
South Korea (0.0%)    
  SK Holdings Co. Ltd. 6,500 1,013
 
Spain (0.0%)    
  Repsol SA 30,482 540
 
Thailand (0.1%)    
  PTT PCL (Foreign) 283,700 3,000
  PTT Exploration &    
  Production PCL    
  (Foreign) 625,100 2,041
* PTT Global Chemical PCL 230,000 397
      5,438
Turkey (0.0%)    
  Tupras Turkiye Petrol    
  Rafinerileri AS 93,266 2,021
  KOC Holding AS 73,000 379
      2,400

 

      Market
      Value
    Shares ($000)
United Kingdom (8.8%)    
  Royal Dutch Shell plc    
  ADR 7,604,689 467,308
  BP plc ADR 5,176,534 201,005
  BG Group plc 10,045,962 133,992
* Ophir Energy plc 13,649,538 27,635
  BP plc 2,591,085 16,645
  Royal Dutch Shell plc    
  Class B 335,937 10,636
* Royal Dutch Shell plc    
  Class A 331,089 10,090
  Royal Dutch Shell plc    
  Class A (Amsterdam    
  Shares) 194,150 5,907
  Amec Foster Wheeler plc 184,279 2,204
* Cairn Energy plc 1
      875,422
Total International   3,106,088
Total Common Stocks    
(Cost $7,102,162)   9,326,729
Temporary Cash Investments (7.8%)1  
Money Market Fund (3.9%)    
4,5 Vanguard Market    
  Liquidity Fund,    
  0.133% 386,344,362 386,344
 
    Face  
    Amount  
    ($000)  
Repurchase Agreements (2.1%)  
  RBS Securities, Inc. 0.060%,  
  2/2/15 (Dated 1/30/15,    
  Repurchase Value    
  $119,501,000 collateralized  
  by U.S. Treasury Note/Bond  
  1.625%–2.125%,    
  4/30/19–1/31/21,    
  with a value of    
  $121,894,000) 119,500 119,500
  Societe Generale 0.060%,  
  2/2/15 (Dated 1/30/15,    
  Repurchase Value    
  $88,700,000 collateralized  
  by U.S. Treasury Note/Bond  
  0.000%–4.000%,    
  2/5/15–5/15/21,    
  with a value of    
  $90,474,000) 88,700 88,700
      208,200
U.S. Government and Agency Obligations (1.8%)
6,7 Fannie Mae Discount    
  Notes, 0.170%, 6/17/15 1,300 1,299

 


 

Energy Fund

    Face Market
    Amount Value
    ($000) ($000)
7,8 Federal Home Loan    
  Bank Discount Notes,    
  0.087%, 2/6/15 5,000 5,000
8 Federal Home Loan    
  Bank Discount Notes,    
  0.125%, 2/20/15 65,710 65,708
7,8 Federal Home Loan    
  Bank Discount Notes,    
  0.100%, 3/4/15 2,000 2,000
8 Federal Home Loan    
  Bank Discount Notes,    
  0.087%, 3/25/15 100,000 100,000
7,8 Federal Home Loan    
  Bank Discount Notes,    
  0.070%, 3/27/15 1,300 1,300
7,8 Federal Home Loan    
  Bank Discount Notes,    
  0.130%, 7/24/15 1,000 999
8 Federal Home Loan    
  Bank Discount Notes,    
  0.133%, 7/31/15 700 700
      177,006
Total Temporary Cash Investments  
(Cost $771,535)   771,550
Total Investments (102.0%)    
(Cost $7,873,697)   10,098,279
Other Assets and Liabilities (-2.0%)  
Other Assets   45,542
Liabilities5   (241,036)
      (195,494)
Net Assets (100%)   9,902,785

 

 

 

 
At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 7,758,134
Overdistributed Net Investment Income (22,973)
Accumulated Net Realized Losses (54,595)
Unrealized Appreciation (Depreciation)  
Investment Securities 2,224,582
Futures Contracts (2,236)
Foreign Currencies (127)
Net Assets 9,902,785
 
Investor Shares—Net Assets  
Applicable to 64,689,465 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,333,568
Net Asset Value Per Share—  
Investor Shares $51.53
 
Admiral Shares—Net Assets  
Applicable to 67,938,931 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 6,569,217
Net Asset Value Per Share—  
Admiral Shares $96.69

 

• 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 $153,899,000.
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 96.5% and 5.5%, respectively, of net assets.
2 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
3 Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2015, the value of this security represented 0.0% of net assets.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Includes $168,520,000 of collateral received for securities on loan.
6 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.
7 Securities with a value of $9,699,000 have been segregated as initial margin for open futures contracts.
8 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.
ADR—American Depositary Receipt.
GDR—Global Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

20


 

Energy Fund

Statement of Operations

  Year Ended
  January 31, 2015
  ($000)
Investment Income  
Income  
Dividends1,2 265,892
Interest2 405
Securities Lending 5,890
Total Income 272,187
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 17,466
Performance Adjustment 3,515
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 6,991
Management and Administrative—Admiral Shares 9,118
Marketing and Distribution—Investor Shares 734
Marketing and Distribution—Admiral Shares 1,319
Custodian Fees 898
Auditing Fees 30
Shareholders’ Reports—Investor Shares 86
Shareholders’ Reports—Admiral Shares 34
Trustees’ Fees and Expenses 24
Total Expenses 40,215
Expenses Paid Indirectly (168)
Net Expenses 40,047
Net Investment Income 232,140
Realized Net Gain (Loss)  
Investment Securities Sold2 440,758
Futures Contracts 17,269
Foreign Currencies (819)
Realized Net Gain (Loss) 457,208
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (2,165,932)
Futures Contracts 1,776
Foreign Currencies (69)
Change in Unrealized Appreciation (Depreciation) (2,164,225)
Net Increase (Decrease) in Net Assets Resulting from Operations (1,474,877)
1 Dividends are net of foreign withholding taxes of $19,744,000.  
2 Dividend income, interest income, and realized net gain (loss) from affiliated companies of the fund were $802,000, $221,000, and $0, respectively.

 

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

21


 

Energy Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 232,140 241,331
Realized Net Gain (Loss) 457,208 322,801
Change in Unrealized Appreciation (Depreciation) (2,164,225) 126,151
Net Increase (Decrease) in Net Assets Resulting from Operations (1,474,877) 690,283
Distributions    
Net Investment Income    
Investor Shares (70,637) (84,107)
Admiral Shares (149,548) (153,175)
Realized Capital Gain1    
Investor Shares (174,243) (78,608)
Admiral Shares (352,074) (143,323)
Total Distributions (746,502) (459,213)
Capital Share Transactions    
Investor Shares (123,324) (1,350,467)
Admiral Shares 569,662 678,643
Net Increase (Decrease) from Capital Share Transactions 446,338 (671,824)
Total Increase (Decrease) (1,775,041) (440,754)
Net Assets    
Beginning of Period 11,677,826 12,118,580
End of Period2 9,902,785 11,677,826
1 Includes fiscal 2015 and 2014 short-term gain distributions totaling $64,227,000 and $6,818,000, 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 ($22,973,000) and ($26,108,000).

 

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

22


 

Energy Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $63.85 $62.66 $62.60 $69.20 $57.17
Investment Operations          
Net Investment Income 1.276 1.291 1.336 1.072 1.053
Net Realized and Unrealized Gain (Loss)          
on Investments (9.436) 2.413 1.098 (3.949) 14.103
Total from Investment Operations (8.160) 3.704 2.434 (2.877) 15.156
Distributions          
Dividends from Net Investment Income (1.206) (1.277) (1.340) (1.102) (.977)
Distributions from Realized Capital Gains (2.954) (1.237) (1.034) (2.621) (2.149)
Total Distributions (4.160) (2.514) (2.374) (3.723) (3.126)
Net Asset Value, End of Period $51.53 $63.85 $62.66 $62.60 $69.20
 
Total Return1 -13.16% 5.88% 4.07% -3.82% 27.17%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,334 $4,138 $5,340 $5,945 $6,731
Ratio of Total Expenses to          
Average Net Assets2 0.37% 0.38% 0.31% 0.34% 0.34%
Ratio of Net Investment Income to          
Average Net Assets 1.84% 1.97% 2.15% 1.67% 1.74%
Portfolio Turnover Rate 31% 17% 18% 24% 31%
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%, 0.04%, (0.02%), 0.01%, and 0.0%.  

 

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

23


 

Energy Fund

Financial Highlights

Admiral Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $119.83 $117.63 $117.52 $129.93 $107.34
Investment Operations          
Net Investment Income 2.479 2.530 2.586 2.101 2.045
Net Realized and Unrealized Gain (Loss)          
on Investments (17.726) 4.491 2.060 (7.432) 26.479
Total from Investment Operations (15.247) 7.021 4.646 (5.331) 28.524
Distributions          
Dividends from Net Investment Income (2.351) (2.500) (2.595) (2.159) (1.899)
Distributions from Realized Capital Gains (5.542) (2.321) (1.941) (4.920) (4.035)
Total Distributions (7.893) (4.821) (4.536) (7.079) (5.934)
Net Asset Value, End of Period $96.69 $119.83 $117.63 $117.52 $129.93
 
Total Return1 -13.11% 5.94% 4.14% -3.76% 27.24%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $6,569 $7,540 $6,778 $6,756 $6,871
Ratio of Total Expenses to          
Average Net Assets2 0.31% 0.32% 0.26% 0.28% 0.28%
Ratio of Net Investment Income to          
Average Net Assets 1.90% 2.03% 2.20% 1.73% 1.80%
Portfolio Turnover Rate 31% 17% 18% 24% 31%
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 Includes performance-based investment advisory fee increases (decreases) of 0.03%, 0.04%, (0.02%), 0.01%, and 0.00%.  

 

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

24


 

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

25


 

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, 2015, 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 counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counter-party’s default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.

5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2012–2015), 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 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 counter-parties, 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 counter-party 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.

26


 

Energy Fund

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group participate in a $2.89 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, 2015, 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 for the preceding three years relative to the MSCI ACWI Energy Index.

The Vanguard Group provides investment advisory services to a portion of the fund on an at-cost basis; the fund paid Vanguard advisory fees of $477,000 for the year ended January 31, 2015.

For the year ended January 31, 2015, the aggregate investment advisory fee represented an effective annual basic rate of 0.14% of the fund’s average net assets, before an increase of $3,515,000 (0.03%) based on performance

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At January 31, 2015, the fund had contributed capital of $960,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.38% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

D. The fund has asked its investment advisor to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund’s management and administrative expenses. For the year ended January 31, 2015, these arrangements reduced the fund’s expenses by $168,000 (an annual rate of 0.00% of average net assets).

27


 

Energy Fund

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

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

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—United States 6,220,641
Common Stocks—International 2,114,029 992,059
Temporary Cash Investments 386,344 385,206
Futures Contracts—Liabilities1 (3,378)
Total 8,717,636 1,377,265
1 Represents variation margin on the last day of the reporting period.      

 

F. At January 31, 2015, 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 2015 1,589 157,979 (3,049)
S&P 500 Index March 2015 143 71,085 813
        (2,236)

 

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.

During the year ended January 31, 2015, the fund realized net foreign currency losses of $819,000, 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

28


 

Energy Fund

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, 2015, the fund realized gains on the sale of passive foreign investment companies of $319,000, 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. Passive foreign investment companies held at January 31, 2015, had unrealized appreciation of $114,000, of which all 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 $8,199,000 from overdistributed net investment income, and $28,241,000 from accumulated net realized gains, to paid-in capital.

For tax purposes, at January 31, 2015, the fund had no ordinary income available for distribution. The fund had available capital losses totaling $25,339,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2015, the cost of investment securities for tax purposes was $7,905,302,000. Net unrealized appreciation of investment securities for tax purposes was $2,192,977,000, consisting of unrealized gains of $3,106,071,000 on securities that had risen in value since their purchase and $913,094,000 in unrealized losses on securities that had fallen in value since their purchase.

H. During the year ended January 31, 2015, the fund purchased $3,638,050,000 of investment securities and sold $3,797,602,000 of investment securities, other than temporary cash investments.

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

      Year Ended January 31,
    2015   2014
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 965,086 15,490 502,609 7,800
Issued in Lieu of Cash Distributions 232,323 4,226 153,964 2,391
Redeemed (1,320,733) (19,842) (2,007,040) (30,600)
Net Increase (Decrease)—Investor Shares (123,324) (126) (1,350,467) (20,409)
Admiral Shares        
Issued 1,676,293 13,605 1,701,087 13,744
Issued in Lieu of Cash Distributions 454,847 4,415 266,568 2,204
Redeemed (1,561,478) (13,001) (1,289,012) (10,651)
Net Increase (Decrease)—Admiral Shares 569,662 5,019 678,643 5,297

 

J. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, that would require recognition or disclosure in these financial statements.

29


 

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, 2015, 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, 2015 by correspondence with the custodians and brokers, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 13, 2015


Special 2014 tax information (unaudited) for Vanguard Energy Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $486,579,000 as capital gain dividends (from net long-term capital gains) 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 $196,846,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 44.8% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

30


 

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 2015. (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, 2015      
 
  One Five Ten
  Year Years Years
Returns Before Taxes -13.16% 3.20% 7.40%
Returns After Taxes on Distributions -14.77 2.07 6.42
Returns After Taxes on Distributions and Sale of Fund Shares -6.26 2.65 6.22

 

31


 

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.

32


 

Six Months Ended January 31, 2015      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Energy Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $757.18 $1.64
Admiral Shares 1,000.00 757.44 1.33
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.34 $1.89
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 0.37% 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.

 

33


 

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.

34


 

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.

35


 

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 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished  
Minett Professor at the Rochester Institute of  JoAnn Heffernan Heisen
Technology; Director of SPX Corporation (multi-industry Born 1950. Trustee Since July 1998. Principal 
manufacturing), the United Way of Rochester,  Occupation(s) During the Past Five Years and Other
Amerigroup Corporation (managed health care), the Experience: Corporate Vice President and Chief 
University of Rochester Medical Center, Monroe Global Diversity Officer (retired 2008) and Member
Community College Foundation, and North Carolina of the Executive Committee (1997–2008) of Johnson 
A&T University.  & Johnson (pharmaceuticals/medical devices/
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the
College of Arts and Letters and of the Advisory Board Thomas J. Higgins  
to the Kellogg Institute for International Studies, both Born 1957. Chief Financial Officer Since September
at the University of Notre Dame. 2008. Principal Occupation(s) During the Past Five
Years and Other Experience: Principal of The Vanguard
Mark Loughridge Group, Inc.; Chief Financial Officer of each of the
Born 1953. Trustee Since March 2012. Principal investment companies served by The Vanguard Group;
Occupation(s) During the Past Five Years and Other Treasurer of each of the investment companies served
Experience: Senior Vice President and Chief Financial by The Vanguard Group (1998–2008).
Officer (retired 2013) at IBM (information technology  
services); Fiduciary Member of IBM’s Retirement Plan Kathryn J. Hyatt
Committee (2004–2013); Director of the Dow Chemical Born 1955. Treasurer Since November 2008. Principal
Company; Member of the Council on Chicago Booth. Occupation(s) During the Past Five Years and Other
Experience: Principal of The Vanguard Group, Inc.;
Scott C. Malpass Treasurer of each of the investment companies served
Born 1962. Trustee Since March 2012. Principal by The Vanguard Group; Assistant Treasurer of each of
Occupation(s) During the Past Five Years and Other the investment companies served by The Vanguard
Experience: Chief Investment Officer and Vice Group (1988–2008).  
President at the University of Notre Dame; Assistant  
Professor of Finance at the Mendoza College of Heidi Stam
Business at Notre Dame; Member of the Notre Dame Born 1956. Secretary Since July 2005. Principal
403(b) Investment Committee; Board Member of Occupation(s) During the Past Five Years and Other
TIFF Advisory Services, Inc., and Catholic Investment Experience: Managing Director of The Vanguard
Services, Inc. (investment advisors); Member of Group, Inc.; General Counsel of The Vanguard Group;
the Investment Advisory Committee of Major Secretary of The Vanguard Group and of each of the
League Baseball. investment companies served by The Vanguard Group;
Director and Senior Vice President of Vanguard
André F. Perold Marketing Corporation.  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
 
Peter F. Volanakis  Chairman Emeritus and Senior Advisor
Born 1955. Trustee Since July 2009. Principal    
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;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center and of the Advisory Board of the    
Parthenon Group (strategy consulting). 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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Connect with Vanguard® > vanguard.com  
 
 
 
Fund Information > 800-662-7447 CFA® is a registered trademark owned by CFA Institute.
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via e-mail addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2015 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q510 032015

 


 

Annual Report | January 31, 2015

Vanguard Health Care Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 8
Fund Profile. 12
Performance Summary. 14
Financial Statements. 16
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: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

 
Fiscal Year Ended January 31, 2015  
 
  Total
  Returns
Vanguard Health Care Fund  
Investor Shares 28.15%
Admiral™ Shares 28.20
MSCI All Country World Health Care Index 20.22
Global Health/Biotechnology Funds Average 24.53
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, 2014, Through January 31, 2015        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Health Care Fund        
Investor Shares $191.63 $216.14 $2.115 $25.443
Admiral Shares 80.84 91.17 0.942 10.733

 


 


Chairman’s Letter

Dear Shareholder,

The health care sector outshone the broader global stock market for the fourth straight fiscal year. Against this backdrop, Vanguard Health Care Fund flourished: For the 12 months ended January 31, 2015, the fund returned about 28%, notably better than its comparative standards. Its benchmark, the MSCI All Country World Health Care Index, returned about 20%, while the average return of its peers was close to 25%.

In the previous two fiscal years, the fund’s relatively light allocation to small-capitalization biotechnology stocks curbed its otherwise robust returns. Over the recent fiscal year, however, the advisor’s holdings in several industry subsectors––especially pharmaceuticals––put the fund ahead of its benchmark and peers. The Health Care Fund also benefited as large-cap stocks outpaced their small-cap brethren, both in the biotech arena and more broadly.

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.

U.S. stocks posted strong results despite facing many challenges
Although volatility picked up toward the end of the period and flat results in December turned negative in January, the broad U.S. stock market returned about 13% for the 12 months ended January 31, 2015. Mostly strong U.S. corporate earnings, combined with the effects of global monetary stimulus,


 

helped domestic equities overcome worries about lofty stock valuations, plunging oil prices, and economic weakness abroad.

The Federal Reserve ended its accommodative bond-buying program in October, and investors seemed reassured when the Fed said that it would take a “patient” approach in deciding when to increase short-term interest rates. The Bank of Japan, the European Central Bank, and the People’s Bank of China all embarked on aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging markets stocks outpaced those of the developed markets of the Pacific and Europe.

U.S. bond returns stood out, helped by stimulus measures
The broad U.S. taxable bond market returned 6.61% as bond prices benefited from global stimulus programs and many investors were drawn to the relative stability of bonds amid the volatility in equity markets.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite directions.) The yield of the 10-year Treasury note ended January at

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

3


 

1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, helped by the effects of greater demand and reduced supply along with the broader bond market’s advance.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61%. Like their equity counterparts, international bonds suffered because of the strength of the U.S. dollar.

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

The advisor’s focus on value stocks led to strong returns for the fund
The health care sector’s rise and expansion have received a lot of media attention, as this research-intensive industry has been capitalizing on certain larger developments of the last few years. These include the aging population, the creation of new and innovative drugs, more accessibility to health care worldwide, and the expectation that the Affordable Care Act will result in health care insurance for more Americans.

In what may seem like a counterintuitive approach, the fund’s advisor, Wellington Management Company, concentrates on value in this growth industry. Although

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
Health Care Fund 0.35% 0.30% 1.34%
The fund expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the fund’s expense ratios were 0.34% for Investor Shares and 0.29% 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 2014.
 
Peer group: Global Health/Biotechnology Funds.      

 

4


 

Wellington diversifies the fund’s portfolio across the sector’s full spectrum, it also accumulates holdings in segments or specific companies that have fallen out of favor or that may not be in line with the latest investment trends. The advisor takes the long-term view and displays patience and conviction with companies that its research has identified as likely success stories.

In recent years, the environment has been mostly rosy, and health care stocks have recorded generous returns. The past fiscal year was an especially good one for the Health Care Fund, with its pharmaceutical holdings driving results. Its pharmaceutical stocks, which accounted for more than 45% of fund assets, on average, during the period, rose about 26%; those in the index rose about 17%. Mergers and acquisitions provided a boost here, along with strong product pipelines, fewer patent expirations compared to recent years, and effective cost-cutting.

Biotech stocks, a weakness for the fund over the fiscal year’s first half, turned into a strong point by the period’s end. The advisor’s patient approach and large-cap tilt worked in its favor in this segment. Concerns over expensive valuations subsided as profits stayed impressive and product innovation was high. The fund’s biotech stocks climbed more than 35%, compared to about 31% for their benchmark counterparts.

Total Returns  
Ten Years Ended January 31, 2015  
  Average
  Annual Return
Health Care Fund Investor Shares 13.19%
Spliced Health Care Index 10.01
Global Health/Biotechnology Funds Average 11.47
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


 

Health care providers and services companies, chiefly managed-care firms, also paced the fund. While the Affordable Care Act may bring health insurance to more people, it may also make it harder for these companies to maximize profits. Several of the fund’s holdings in this subsector are succeeding in the changing landscape, and the advisor, which pays close attention to the regulatory climate in Washington, D.C., deserves credit for seeing their potential. Its selections among health care equipment companies also helped performance.

The fund wasn’t without its trouble spots. Health care technology firms, which account for less than 5% of fund assets on average, restrained results. Although small, the portfolio’s exposure was still much larger than that of the benchmark, and the advisor’s selections posted disappointing results.

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

Through a long-term lens, the fund’s results stand out
Of course, investing in any sector fund–– no matter how well-managed it is, or how impressive its record––is accompanied by a high degree of risk. The health care sector can be extremely volatile at times. Expiring patents on blockbuster drugs, failure to receive regulatory approval on new drugs, and uncertainty about U.S. health care reform can wreak havoc on returns and sour investors on the industry.

Over the past decade, the advisor has steered the Health Care Fund through challenging situations. Its average annual return of about 13% over the ten years exceeds that of both its peers and its benchmark index. This outstanding performance is a credit to the Wellington team, especially Jean M. Hynes, who took over as the fund’s lead portfolio manager in December 2012 and was a member of the team for about two decades before that.

Although volatility is inevitable, you don’t have to ‘inherit’ it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from shareholders as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer some insights, and reinforce Vanguard’s key principles of investing.

Not surprisingly, given that the first month of 2015 was marked by sharp fluctuations in the markets, volatility came up as a concern. The broad stock market had several swings of more than 1% in January. Bond yields, meanwhile, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of our key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

6


 

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 12, 2015


 

Advisor’s Report

For the fiscal year ended January 31, 2015, Vanguard Health Care Fund delivered solid absolute and relative returns, gaining 28.15% for Investor Shares and 28.20% for Admiral Shares. The fund surpassed the 20.22% return of its benchmark, the MSCI All Country World Health Care Index, and the 24.53% average return of global health/biotechnology funds.

Major Portfolio Changes  
Year Ended January 31, 2015  
 
Additions Comments
Actavis Actavis is a specialty pharmaceutical company that develops generic
  and branded products. We owned Actavis prior to its Forest Labs
  acquisition but increased our position. We are attracted to the
  uniqueness of the combined company’s business model, which
  provides exposure to both generic and branded pharmaceuticals
  globally. The company’s Irish tax rate could also be strategically
  important in future mergers and acquisitions. Actavis was the
  fund’s second-largest holding as of the end of the period.
Bristol-Myers Squibb We increased our position in this biopharmaceutical company.
  We see its immuno-oncology franchise as a transformative driver
  in the years ahead and believe the market does not fully recognize
  the magnitude of the company’s potential in this area. Bristol-Myers
  Squibb was the fund’s largest holding at the end of the period.
Mylan We increased our position in this global generic pharmaceutical
  manufacturer as its core generics business remains steady and has
  benefited from selective price increases. We believe the planned
  acquisition of Abbott’s non-U.S. established pharmaceuticals
  business will augment the company’s globalization strategy.
 
Reductions Comments
Teva Pharmaceuticals We trimmed into strength our position in Teva, an Israel-based global
  biopharmaceutical company specializing in generic formulations. The
  stock rose substantially on a combination of speculation around M&A
  in the sector, enthusiasm for the new CEO, and the strong conversion
  of once-daily Copaxone to the three-times-a-week version.
Amgen We trimmed our position in Amgen, a U.S.-based global
  biotechnology company that discovers, develops, manufactures,
  and delivers human therapeutics. The stock was a strong performer
  in the latter half of 2014 given restructuring efforts to focus more
  attention on research and development.
Covance We eliminated our position in Covance, a contract research organization
  that works with biopharmaceutical companies to help manage their
  clinical trial process, after LabCorp announced in the fall that it would
  acquire the company.

 

8


 

The investment environment
The 12-month period was strong for developed-market stocks and particularly impressive for the health care sector. The MSCI All Country World Health Care Index outpaced the MSCI All Country World Index, which returned 7.40%.

Mergers and acquisitions within the health care industry continued to dominate headlines. Most relevant for Vanguard Health Care Fund was Actavis’ purchase of one of our largest holdings, Forest Labs, and Pfizer’s public bid for AstraZeneca. Pfizer’s final bid of nearly $120 billion was ultimately turned down by AstraZeneca’s board, as the company believed the offer did not appropriately value the strength of its development pipeline. Other notable developments included Medtronic’s acquisition of Covidien and Mylan’s proposed purchase of Abbott’s non-U.S. established pharmaceuticals business.

This is an exciting time for the health care sector, as two major secular trends will create dynamic opportunities in the future. The first is a deeper understanding of human diseases. This has been enabled by advances in gene sequencing, allowing for a fuller knowledge of disease biology. We are on the cusp of some truly exciting innovation in pharmaceuticals. The progress we have seen recently is more profound and has occurred more rapidly than we imagined even a few years ago.

The second trend is the changing shape of health care delivery in the United States. The emergence of a digital health care system, combined with potential payment reforms, will slowly shift incentives toward health care outcomes, creating many winners and losers. Longer term, this trend may also have an impact on health care systems outside the United States. More broadly, this environment should provide investors with deep research expertise the opportunity to shine.

Our successes
Our mid- and large-cap biopharmaceutical holdings were key drivers of the fund’s returns during the period. Stock selection among companies in North America and other developed markets added most to relative outperformance; selections among Japanese and United Kingdom-based companies also contributed.

Among mid-cap biopharmaceuticals, Forest Labs and Actavis were two of the top relative contributors. In the first quarter of 2014, it was announced that Forest would be acquired by Actavis, which is the world’s third-largest generic manufacturer and also has a significant branded pharmaceuticals business following its merger with Warner Chilcott in 2013. We viewed the merger as transformational and purchased more Actavis; at the end of the period, Actavis was our second-largest holding. Our position in Vertex Pharmaceuticals also added to returns, after the company reported positive phase 3 clinical data for its combination cystic fibrosis regimen.

In the large-cap biopharmaceutical space, our underweight position in Pfizer helped the fund’s relative performance. Pfizer’s stock price fell after AstraZeneca rebuffed its acquisition plans. As I mentioned, AstraZeneca’s decision was based largely on its belief that the final offer price

9


 

undervalued its early-stage pipeline, a view we share. Our exposure to AstraZeneca aided the fund’s absolute returns as Pfizer’s bid shed light on AstraZeneca’s enviable pipeline. Our position in Roche Holding also added to returns.

Within health care services, managed care organizations (MCOs) responded favorably to the proposed 2015 Medicare Advantage rates as well as to continued positive enrollment and cost trends. We continue to believe that MCOs, such as UnitedHealth and Aetna, will play an increasingly important role in the U.S. health care system. Our positions in UnitedHealth and Humana contributed to relative returns within this subindustry. We believe drug store holdings Walgreens and CVS should benefit in the future from generic pricing and accelerating volume, as an increasing number of Americans obtain health insurance. Both companies also contributed to relative returns.

Within medical devices, our holding in Edwards Lifesciences benefited from the greater-than-expected market growth of transcatheter aortic valve replacement (TAVR) and its market-leading valve, Sapien.

Our shortfalls
The most significant detractors from relative performance were stocks that we did not own or stocks in which we had underweight positions. These included Allergan, Celgene, Gilead Sciences, and Novartis. Our position in Allscripts Healthcare, a health care information technology company that is not included in the benchmark, and our allocation to Daiichi Sankyo, a mid-cap biopharmaceutical company based in Japan, also detracted, as did our small-cap biophar-maceutical holdings and our cash position.

Shares of Allscripts fell more than 28% during the period. The company remains a turnaround, and management’s 2014 financial road map may take longer to materialize. We continue to own a position and believe the stock is attractive at the current valuation. Shares of Daiichi Sankyo have been weak as investors have been concerned about the efficacy of its anticoagulation drug Edoxaban. We continue to own the stock.

The fund’s positioning
We currently hold about 20% of the fund’s assets in non-U.S. investments, a strategy that we believe provides diversification to shareholders over the long term. The portfolio is distributed among 89 equity names across health care’s subsectors. We expect that number to remain near the existing level or perhaps increase slightly, as we sometimes elect to gain exposure to certain themes or subsectors of the market by holding a “basket” of smaller positions rather than fewer larger ones.

Nonetheless, the top ten largest positions constituted a meaningful portion—more than 38%—of the fund’s assets at the period’s close. We expect turnover to remain quite low. The fund’s annualized turnover as of January 31, 2015, was approximately 20%, partially inflated by the large number of M&A deals.

We are optimistic about the long-term outlook for the health care sector and continue to have exposure to a number

10


 

of positive forces, such as delivery changes in the U.S. health care system and new biological approaches to disease. One area of exciting science is immuno-oncology, which may be broadly applicable to treating cancer. Leaders in this field include our holdings Bristol-Myers Squibb, Merck, Roche, AstraZeneca, and Incyte. The structure of the U.S. health care market is in the early stages of dynamic change, which will result in opportunities and challenges for market participants. Our holdings are aligned with companies that we believe can benefit from these opportunities, including health plans such as UnitedHealth and Humana and other players that will facilitate transparency, such as health care information company Cerner or hospital leader HCA.

In recent years we have observed an increasingly difficult reimbursement environment for drugs that compete in crowded categories with minimal product differentiation. Embedded in our investment process for biopharmaceutical, health care service, and medical device stocks is our assumption that a tougher pricing environment represents the way of the future. As an example, we have chosen not to own stocks that may have solid current fundamentals but are likely to face increasing pricing pressure from biosimilar or generic competition in the mid- to long-term. We also try to position the fund to hold pharmaceutical supply chain companies that will benefit from this changing pricing environment.

While valuations have risen after another strong year of outperformance for the health care sector, for the most part, they remain in line with historical levels—albeit at the high end—and fundamentals continue to surprise on the upside. As I mentioned earlier, we continue to believe we are in the early years of secular growth in the industry driven by biopharmaceutical discoveries and opportunities afforded with the changing health care delivery landscape.

Our philosophy of using a long-term horizon while looking at secular themes and trends across the entire market should help us identify pockets of health care that will generate sustainable, innovation-driven, differentiated growth. We will remain diversified across subsectors and regions, focused on the long haul, and positioned in the most promising health care stocks to generate attractive, risk-adjusted returns for Vanguard’s shareholders.

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

Wellington Management Company llp

February 19, 2015


 

Health Care Fund

Fund Profile
As of January 31, 2015

 
Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VGHCX VGHAX
Expense Ratio1 0.35% 0.30%
30-Day SEC Yield 0.93% 0.98%

 

  
Portfolio Characteristics    
      DJ
      U.S.
    MSCI Total
    ACWI Market
    Health FA
  Fund Care Index
Number of Stocks 89 155 3,752
Median Market Cap $42.0B $95.4B $47.6B
Price/Earnings Ratio 37.5x 26.8x 20.2x
Price/Book Ratio 3.8x 4.2x 2.7x
Return on Equity 14.8% 20.1% 17.8%
Earnings Growth      
Rate 6.3% 8.4% 15.1%
Dividend Yield 1.3% 1.8% 1.9%
Foreign Holdings 20.1% 41.1% 0.0%
Turnover Rate 20%
Short-Term Reserves 4.7%

 

 
Volatility Measures    
  MSCI DJ
  ACWI U.S. Total
  Health Market
  Care FA Index
R-Squared 0.85 0.61
Beta 0.92 0.79
These measures show the degree and timing of the fund’s fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Bristol-Myers Squibb Co. Pharmaceuticals 5.5%
Actavis plc Pharmaceuticals 5.1
UnitedHealth Group Inc. Managed Health  
  Care 4.7
Merck & Co. Inc. Pharmaceuticals 4.7
AstraZeneca plc Pharmaceuticals 3.8
Eli Lilly & Co. Pharmaceuticals 3.5
McKesson Corp. Health Care  
  Distributors 2.9
Medtronic plc Health Care  
  Equipment 2.9
Regeneron    
Pharmaceuticals Inc. Biotechnology 2.6
Roche Holding AG Pharmaceuticals 2.5
Top Ten   38.2%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the expense ratios were 0.34% for Investor Shares and 0.29% for Admiral Shares.

12


 

Health Care Fund

Subindustry Diversification (% of equity  
exposure)    
    MSCI
    ACWI
    Health
  Fund Care
Biotechnology 12.3% 15.0%
Consumer Staples 2.2 0.0
Health Care Distributors 4.2 2.9
Health Care Equipment 12.1 10.6
Health Care Facilities 2.6 1.4
Health Care Services 1.6 3.6
Health Care Supplies 0.4 1.1
Health Care Technology 3.1 0.6
Information Technology 0.2 0.0
Life Sciences Tools & Services 3.9 2.9
Managed Health Care 11.0 5.2
Materials 0.5 0.0
Pharmaceuticals 45.9 56.7

 

Market Diversification (% of equity exposure)
 
Europe  
Switzerland 5.4%
United Kingdom 4.2
Belgium 1.8
France 1.4
Other 0.2
Subtotal 13.0%
Pacific  
Japan 7.2%
North America  
United States 78.7%
Other 0.6
Subtotal 79.3%
Middle East 0.5%

 

13


 

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, 2005, Through January 31, 2015
Initial Investment of $10,000


 
 
    Average Annual Total Returns  
    Periods Ended January 31, 2015  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
  Health Care Fund*Investor Shares 28.15% 20.70% 13.19% $34,526
•••••••• Spliced Health Care Index 20.22 17.17 10.01 25,970
– – – – Global Health/Biotechnology Funds Average 24.53 19.86 11.47 29,627
  Dow Jones U.S. Total Stock Market
  Float Adjusted Index 12.87 15.86 8.08 21,743
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 28.20% 20.76% 13.27% $173,759
Spliced Health Care Index 20.22 17.17 10.01 129,849
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 8.08 108,715

 

See Financial Highlights for dividend and capital gains information.

14


 

Health Care Fund

 

Fiscal-Year Total Returns (%): January 31, 2005, Through January 31, 2015


 
 
Average Annual Total Returns: Periods Ended December 31, 2014      
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 28.52% 20.17% 12.69%
Admiral Shares 11/12/2001 28.57 20.23 12.77

 

15


 

Health Care Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (95.4%)    
United States (75.3%)    
Biotechnology (11.1%)    
* Regeneron    
  Pharmaceuticals Inc. 2,921,000 1,217,064
* Vertex    
  Pharmaceuticals Inc. 9,533,911 1,050,065
  Amgen Inc. 5,580,485 849,685
*,1 Incyte Corp. 10,174,343 810,997
*,1 Alnylam    
  Pharmaceuticals Inc. 6,094,810 571,876
* Alkermes plc 6,229,583 450,087
* Ironwood    
  Pharmaceuticals Inc.    
  Class A 4,169,598 64,962
*,1 Prothena Corp. plc 1,662,794 37,629
*,^ Agios Pharmaceuticals Inc.  312,200 36,190
      5,088,555
Chemicals (0.5%)    
  Monsanto Co. 1,835,700 216,576
 
Electronic Equipment, Instruments  
& Components (0.2%)    
* Keysight    
  Technologies Inc. 2,812,100 93,896
 
Food & Staples Retailing (2.1%)  
* Walgreens Boots    
  Alliance Inc. 7,693,500 567,396
  CVS Health Corp. 3,899,920 382,816
      950,212
Health Care Equipment & Supplies (11.3%)
* Medtronic plc 18,885,933 1,348,456
* Boston Scientific Corp. 59,624,800 883,043
* Edwards Lifesciences    
  Corp. 3,402,670 426,525
  St. Jude Medical Inc. 5,795,500 381,750

 

      Market
      Value
    Shares ($000)
  Becton Dickinson and Co. 2,635,600 363,924
  Abbott Laboratories 7,591,400 339,791
* CareFusion Corp. 5,661,354 335,718
* Hologic Inc. 7,379,300 224,072
* Intuitive Surgical Inc. 414,400 204,913
  Zimmer Holdings Inc. 1,589,200 178,149
  DENTSPLY    
  International Inc. 3,258,900 163,026
  CR Bard Inc. 912,700 156,099
  Stryker Corp. 1,433,500 130,520
* NuVasive Inc. 1,628,303 75,423
      5,211,409
Health Care Providers & Services (18.0%)  
  UnitedHealth Group Inc. 20,519,100 2,180,154
  McKesson Corp. 6,342,800 1,348,796
  Humana Inc. 5,247,894 768,502
  Cigna Corp. 6,163,900 658,489
  Aetna Inc. 7,119,383 653,702
* HCA Holdings Inc. 7,075,900 500,974
* Anthem Inc. 3,500,500 472,428
  Cardinal Health Inc. 5,043,241 419,547
  Universal Health Services    
  Inc. Class B 4,053,000 415,554
* Express Scripts    
  Holding Co. 3,206,500 258,797
* Envision Healthcare    
  Holdings Inc. 4,187,700 143,973
* Community Health    
  Systems Inc. 2,536,704 119,403
  Owens & Minor Inc. 3,000,000 102,690
* Tenet Healthcare Corp. 2,053,200 86,809
* WellCare Health Plans Inc. 1,189,900 86,684
* MEDNAX Inc. 805,600 54,692
* LifePoint Hospitals Inc. 341,100 22,253
* Community Health    
  Systems Inc. Rights 18,834,700 509
      8,293,956

 

16


 

Health Care Fund

      Market
      Value
    Shares ($000)
Health Care Technology (3.0%)  
* Cerner Corp. 12,842,400 852,093
* IMS Health Holdings Inc. 11,995,380 295,206
*,1 Allscripts Healthcare    
  Solutions Inc. 11,198,893 133,379
* athenahealth Inc. 715,400 99,949
      1,380,627
Life Sciences Tools & Services (3.7%)  
* Illumina Inc. 1,932,800 377,263
* Quintiles Transnational    
  Holdings Inc. 5,636,278 340,995
  Thermo Fisher    
  Scientific Inc. 2,179,000 272,833
*,1 PAREXEL    
  International Corp. 4,057,900 247,370
  Agilent Technologies Inc. 5,624,200 212,426
* VWR Corp. 3,784,600 91,436
* Bruker Corp. 4,669,258 88,062
  PerkinElmer Inc. 1,441,400 65,886
      1,696,271
Pharmaceuticals (25.4%)    
  Bristol-Myers    
  Squibb Co. 42,172,531 2,541,738
* Actavis plc 8,795,896 2,344,458
  Merck & Co. Inc. 35,788,048 2,157,304
  Eli Lilly & Co. 22,594,700 1,626,818
* Mylan Inc. 15,362,980 816,542
  Pfizer Inc. 19,395,622 606,113
  Perrigo Co. plc 3,855,652 585,057
* Hospira Inc. 7,517,770 476,852
  Zoetis Inc. 9,178,657 392,204
*,1 Medicines Co. 5,559,220 159,383
      11,706,469
Total United States   34,637,971
International (20.1%)    
Belgium (1.7%)    
1 UCB SA 10,202,034 793,099
 
Canada (0.5%)    
* Catamaran Corp. 4,937,683 246,440
 
Denmark (0.2%)    
  H Lundbeck 3,563,634 72,376
 
France (1.3%)    
  Sanofi 5,889,603 542,671
  Ipsen SA 1,094,832 55,721
      598,392
Israel (0.4%)    
  Teva Pharmaceutical    
  Industries Ltd. ADR 3,507,100 199,414

 

    Market
    Value
  Shares ($000)
Japan (6.9%)    
Astellas Pharma Inc. 53,280,100 822,931
Shionogi & Co. Ltd. 17,307,554 519,352
Takeda Pharmaceutical    
Co. Ltd. 10,319,900 515,576
Eisai Co. Ltd. 8,095,400 403,623
Daiichi Sankyo Co. Ltd. 18,853,000 273,507
Chugai Pharmaceutical    
Co. Ltd. 6,885,200 205,839
Ono Pharmaceutical    
Co. Ltd. 1,659,900 174,695
* Olympus Corp. 4,588,200 158,679
Kyowa Hakko Kirin    
Co. Ltd. 5,250,000 59,784
Mitsubishi Tanabe    
Pharma Corp. 2,734,400 43,228
    3,177,214
Switzerland (5.1%)    
Roche Holding AG 3,849,572 1,037,527
Novartis AG 8,995,500 876,636
Actelion Ltd. 2,837,238 313,403
Roche Holding AG    
(Bearer) 454,604 124,708
    2,352,274
United Kingdom (4.0%)    
AstraZeneca plc 24,440,247 1,739,794
Smith & Nephew plc 5,047,506 90,012
    1,829,806
Total International   9,269,015
Total Common Stocks    
(Cost $23,667,423)   43,906,986

 

17


 

Health Care Fund

    Market
    Value
  Shares ($000)
Temporary Cash Investments (4.9%)  
Money Market Fund (0.0%)    
2,3 Vanguard Market Liquidity    
Fund, 0.133% 15,425,600 15,426
 
  Face  
  Amount  
  ($000)  
Repurchase Agreements (1.4%)  
Bank of America Securities,    
LLC 0.060%, 2/2/15 (Dated    
1/30/15, Repurchase Value    
$59,600,000, collateralized    
by Government National    
Mortgage Assn.    
3.500%–4.500%,    
10/15/39–7/15/42, Federal    
National Mortgage Assn.    
1.850%–4.000%,    
10/1/20–2/1/45, and Federal    
Home Loan Mortgage Corp.  
1.986%–5.500%,    
4/1/35–2/1/45, with a    
value of $60,792,000) 59,600 59,600
Barclays Capital Inc. 0.040%,    
2/2/15 (Dated 1/30/15,    
Repurchase Value    
$84,500,000, collateralized    
by U.S. Treasury Note/Bond,  
2.250%, 4/30/21, with a    
value of $86,190,000) 84,500 84,500
Barclays Capital Inc. 0.050%,    
2/4/15 (Dated 1/28/15,    
Repurchase Value    
$100,001,000, collateralized    
by Federal National    
Mortgage Assn.    
2.500%–4.500%,    
7/1/27–11/1/40, and    
Federal Home Loan    
Mortgage Corp.    
3.000%–3.095%,    
1/1/30–1/1/45, with a    
value of $102,000,000) 100,000 100,000

 

  Face Market
  Amount Value
  ($000) ($000)
BNP Paribas Securities Corp.    
0.080%, 2/2/15 (Dated    
1/30/15, Repurchase Value    
$49,100,000 collateralized    
by Government National    
Mortgage Assn.    
4.500%–5.500%,    
8/15/18–8/15/40, Federal    
National Mortgage Assn.    
2.000%–7.000%,    
8/1/17–2/1/44, and Federal    
Home Loan Mortgage Corp.  
2.500%–8.000%,    
1/1/17–11/1/44, with a    
value of $50,082,000) 49,100 49,100
HSBC Bank USA 0.060%,    
2/2/15 (Dated 1/30/15,    
Repurchase Value    
$216,501,000, collateralized    
by Federal National    
Mortgage Assn.    
2.500%–6.500%,    
8/1/22–11/1/42, with a    
value of $220,834,000) 216,500 216,500
Morgan Stanley & Co., Inc.    
0.080%, 2/2/15 (Dated    
1/30/15, Repurchase Value    
$72,100,000, collateralized    
by Federal National    
Mortgage Assn.    
2.500%–6.625%,    
5/1/15–12/1/39, Federal    
Home Loan Mortgage    
Corp. 3.750%–11.500%,    
10/18/16–3/27/19, Federal    
Home Loan Bank 4.875%,    
5/17/17, Federal Farm Credit  
Bank 1.230%–4.850%,    
4/23/18–7/21/31, and Student  
Loan Marketing Assn.    
0.000%, 10/3/22, with a    
value of $73,542,000) 72,100 72,100

 

18


 

Health Care Fund

    Face Market
    Amount Value
    ($000) ($000)
  RBC Capital Markets LLC    
  0.080%, 2/2/15 (Dated    
  1/30/15, Repurchase Value    
  $51,200,000, collateralized    
  by Government National    
  Mortgage Assn.    
  3.500%–4.000%,    
  10/20/44–1/20/45, Federal    
  National Mortgage Assn.    
  2.024%–4.865%,    
  12/1/20–12/1/44, and    
  Federal Home Loan    
  Mortgage Corp. 2.256%,    
  11/1/42, with a value of    
  $52,224,000) 51,200 51,200
      633,000
U.S. Government and Agency Obligations (2.2%)
4 Federal Home Loan Bank    
  Discount Notes,    
  0.085%, 2/4/15 100,000 100,000
4 Federal Home Loan Bank    
  Discount Notes,    
  0.090%, 2/13/15 100,000 99,999
4 Federal Home Loan Bank    
  Discount Notes,    
  0.094%, 2/20/15 150,000 149,995
4 Federal Home Loan Bank    
  Discount Notes,    
  0.085%, 2/25/15 150,000 149,995
4 Federal Home Loan Bank    
  Discount Notes,    
  0.106%, 3/6/15 125,000 125,003
4 Federal Home Loan Bank    
  Discount Notes,    
  0.070%, 3/19/15 100,000 99,997
4,5 Federal Home Loan Bank    
  Discount Notes,    
  0.165%, 3/20/15 100,000 100,000
4 Federal Home Loan Bank    
  Discount Notes,    
  0.065%, 3/25/15 23,950 23,950
4 Federal Home Loan Bank    
  Discount Notes,    
  0.060%–0.700%, 3/27/15 105,414 105,413
4 Federal Home Loan Bank    
  Discount Notes,    
  0.070%, 4/6/15 75,000 74,998
      1,029,350

 

    Face Market
    Amount Value
    ($000) ($000)
Commercial Paper (1.3%)    
  General Electric Capital    
  Corp., 0.200%, 3/10/15 200,000 199,970
  General Electric Capital    
  Corp., 0.190%, 5/6/15 200,000 199,880
6 The Coca-Cola Co.,    
  0.140%, 3/24/15 50,000 49,990
6 The Coca-Cola Co.,    
  0.160%, 4/24/15 74,500 74,467
6 The Coca-Cola Co.,    
  0.130%, 4/29/15 75,000 74,970
      599,277
Total Temporary Cash Investments  
(Cost $2,277,004)   2,277,053
Total Investments (100.3%)    
(Cost $25,944,427)   46,184,039
Other Assets and Liabilities (-0.3%)  
Other Assets   111,425
Liabilities3   (263,927)
      (152,502)
Net Assets (100%)   46,031,537
 
      Amount
      ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
  Unaffiliated Issuers   43,414,880
  Affiliated Vanguard Funds   15,426
  Other Affiliated Issuers   2,753,733
Total Investments in Securities   46,184,039
Receivables for Capital Shares Issued 31,164
Other Assets   80,261
Total Assets   46,295,464
Liabilities    
Payables for Investment Securities  
  Purchased   109,715
Securities Lending Collateral Payable  
  to Brokers   15,426
Other Liabilities   138,786
Total Liabilities   263,927
Net Assets   46,031,537

 

19


 

Health Care Fund

At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 24,526,339
Undistributed Net Investment Income 58,681
Accumulated Net Realized Gains 1,223,172
Unrealized Appreciation (Depreciation)  
Investment Securities 20,239,612
Forward Currency Contracts (15,914)
Foreign Currencies (353)
Net Assets 46,031,537
 
Investor Shares—Net Assets  
Applicable to 53,948,616 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 11,660,343
Net Asset Value Per Share—  
Investor Shares $216.14
 
Admiral Shares—Net Assets  
Applicable to 376,986,462 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 34,371,194
Net Asset Value Per Share—  
Admiral Shares $91.17

 

• 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 $14,420,000.
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 $15,426,000 of collateral received for securities on loan.
4 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.
5 Securities with a value of $14,733,000 have been segregated as collateral for open forward currency contracts.
6 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.” At January 31, 2015, the aggregate value of these securities was $199,427,000, representing 0.4% of net assets.
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, 2015
  ($000)
Investment Income  
Income  
Dividends1 709,032
Interest 1,529
Securities Lending 932
Total Income 711,493
Expenses  
Investment Advisory Fees—Note B 57,891
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 18,988
Management and Administrative—Admiral Shares 39,538
Marketing and Distribution—Investor Shares 1,696
Marketing and Distribution—Admiral Shares 3,639
Custodian Fees 978
Auditing Fees 29
Shareholders’ Reports—Investor Shares 161
Shareholders’ Reports—Admiral Shares 79
Trustees’ Fees and Expenses 69
Total Expenses 123,068
Net Investment Income 588,425
Realized Net Gain (Loss)  
Investment Securities Sold 4,583,171
Foreign Currencies and Forward Currency Contracts 155,606
Realized Net Gain (Loss) 4,738,777
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 4,580,832
Foreign Currencies and Forward Currency Contracts (21,776)
Change in Unrealized Appreciation (Depreciation) 4,559,056
Net Increase (Decrease) in Net Assets Resulting from Operations 9,886,258
1 Dividends are net of foreign withholding taxes of $21,708,000.  

 

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,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 588,425 405,185
Realized Net Gain (Loss) 4,738,777 3,351,986
Change in Unrealized Appreciation (Depreciation) 4,559,056 5,664,512
Net Increase (Decrease) in Net Assets Resulting from Operations 9,886,258 9,421,683
Distributions    
Net Investment Income    
Investor Shares (104,289) (114,317)
Admiral Shares (322,879) (298,735)
Realized Capital Gain1    
Investor Shares (1,271,460) (709,234)
Admiral Shares (3,584,110) (1,636,385)
Total Distributions (5,282,738) (2,758,671)
Capital Share Transactions    
Investor Shares 529,165 (941,911)
Admiral Shares 6,172,299 4,322,361
Net Increase (Decrease) from Capital Share Transactions 6,701,464 3,380,450
Total Increase (Decrease) 11,304,984 10,043,462
Net Assets    
Beginning of Period 34,726,553 24,683,091
End of Period2 46,031,537 34,726,553
1 Includes fiscal 2015 and 2014 short-term gain distributions totaling $302,157,000 and $146,863,000, 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 $58,681,000 and ($83,069,000).

 

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 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $191.63 $152.58 $131.96 $124.30 $120.06
Investment Operations          
Net Investment Income 2.941 2.350 2.777 2.300 2.046
Net Realized and Unrealized Gain (Loss)          
on Investments 49.127 53.058 22.791 12.780 7.404
Total from Investment Operations 52.068 55.408 25.568 15.080 9.450
Distributions          
Dividends from Net Investment Income (2.115) (2.357) (2.757) (2.237) (2.007)
Distributions from Realized Capital Gains (25.443) (14.001) (2.191) (5.183) (3.203)
Total Distributions (27.558) (16.358) (4.948) (7.420) (5.210)
Net Asset Value, End of Period $216.14 $191.63 $152.58 $131.96 $124.30
 
Total Return1 28.15% 37.66% 19.59% 12.50% 7.95%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $11,660 $9,905 $8,681 $8,462 $8,447
Ratio of Total Expenses to Average Net Assets 0.34% 0.35% 0.35% 0.35% 0.35%
Ratio of Net Investment Income to          
Average Net Assets 1.44% 1.33% 1.94% 1.72% 1.67%
Portfolio Turnover Rate 20% 21% 8% 8% 9%
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.

 

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 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $80.84 $64.37 $55.68 $52.45 $50.67
Investment Operations          
Net Investment Income 1.290 1.040 1.211 1.005 .891
Net Realized and Unrealized Gain (Loss)          
on Investments 20.715 22.378 9.605 5.392 3.115
Total from Investment Operations 22.005 23.418 10.816 6.397 4.006
Distributions          
Dividends from Net Investment Income (.942) (1.042) (1.201) (.980) (. 874)
Distributions from Realized Capital Gains (10.733) (5.906) (. 925) (2.187) (1.352)
Total Distributions (11.675) (6.948) (2.126) (3.167) (2.226)
Net Asset Value, End of Period $91.17 $80.84 $64.37 $55.68 $52.45
 
Total Return1 28.20% 37.74% 19.65% 12.57% 7.99%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $34,371 $24,821 $16,002 $12,968 $11,459
Ratio of Total Expenses to Average Net Assets 0.29% 0.30% 0.30% 0.30% 0.30%
Ratio of Net Investment Income to          
Average Net Assets 1.49% 1.38% 1.99% 1.77% 1.72%
Portfolio Turnover Rate 20% 21% 8% 8% 9%
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.

 

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

25


 

Health Care Fund

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

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, 2015, the fund’s average investment in forward currency contracts represented 2% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature. 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, 2012–2015), 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 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,

26


 

Health Care Fund

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.

8. Credit Facility: The fund and certain other funds managed by The Vanguard Group participate in a $2.89 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, 2015, or at any time during the period then ended.

9. Other: Dividend income is recorded on the ex-dividend date. Interest 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. For the year ended January 31, 2015, the investment advisory fee represented an effective annual rate of 0.14% of the fund’s average net assets.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At January 31, 2015, the fund had contributed capital of $4,227,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 1.69% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

27


 

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

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks—U.S. 34,637,971
Common Stock—International 445,854 8,823,161
Temporary Cash Investments 15,426 2,261,627
Forward Currency Contracts—Liabilities (15,914)
Total 35,099,251 11,068,874

 

At January 31, 2015, the fund had open forward currency contracts to receive and deliver currencies as follows. Unrealized appreciation (depreciation) on open forward currency contracts is treated as realized gain (loss) for tax purposes.

            Unrealized
  Contract         Appreciation
  Settlement     Contract Amount (000) (Depreciation)
Counterparty Date   Receive   Deliver ($000)
Bank of America NA 3/18/15 USD 446,079 JPY 53,262,221 (7,723)
UBS AG 3/18/15 USD 445,611 JPY 53,262,221 (8,191)
            (15,914)
JPY—Japanese yen.            
USD—U.S. dollar.            

 

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.

28


 

Health Care Fund

During the year ended January 31, 2015, the fund realized net foreign currency losses of $70,000, which decreased distributable net income for tax purposes; accordingly, such losses have been reclassified from accumulated net realized gains to undistributed 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, 2015, had unrealized appreciation of $69,005,000, of which all has been distributed and is reflected in the balance of undistributed net investment income.

The fund used a tax accounting practice to treat a portion of the price of capital shares redeemed as distributions from net investment income and realized capital gains. Accordingly, the fund has reclassified $20,800,000 from undistributed net investment income, and $165,401,000 from accumulated net realized gains, to paid-in capital.

For tax purposes, at January 31, 2015, the fund had $307,756,000 of ordinary income and $1,075,366,000 of long-term capital gains available for distribution.

At January 31, 2015, the cost of investment securities for tax purposes was $26,013,432,000. Net unrealized appreciation of investment securities for tax purposes was $20,170,607,000, consisting of unrealized gains of $20,422,392,000 on securities that had risen in value since their purchase and $251,785,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2015, the fund purchased $9,197,460,000 of investment securities and sold $7,773,571,000 of investment securities, other than temporary cash investments.

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

        Year Ended January 31,
    2015   2014
  Amount Shares Amount Shares
  ($000) (000)   ($000) (000)
Investor Shares          
Issued 2,454,337 11,686   1,769,228 10,118
Issued in Lieu of Cash Distributions 1,312,146 6,295   784,653 4,547
Redeemed (3,237,318) (15,722)   (3,495,792) (19,870)
Net Increase (Decrease)—Investor Shares 529,165 2,259   (941,911) (5,205)
Admiral Shares          
Issued 4,771,234 54,272   4,148,023 55,782
Issued in Lieu of Cash Distributions 3,593,547 40,722   1,775,274 24,189
Redeemed (2,192,482) (25,060)   (1,600,936) (21,502)
Net Increase (Decrease) —Admiral Shares 6,172,299 69,934   4,322,361 58,469

 

29


 

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 year in securities of these companies were as follows:

      Current Period Transactions  
  Jan. 31,   Proceeds     Jan. 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Allscripts Healthcare            
Solutions Inc. NA 2 36,830 133,379
Alnylam Pharmaceauticals Inc. 343,441 175,245 25,963 571,876
Forest Laboratories Inc. 1,768,013 1,010,160
Incyte Corp. NA2 278,091 810,997
Medicines Co. 159,864 24,141 159,383
PAREXEL International Corp. 234,566 12,150 57,469 247,370
Prothena Corp. plc 41,074 7,544 37,629
UCB SA 661,141 70,353 11,410 793,099
Vanguard Market Liquidity Fund NA3 NA 3 15,426
Total 3,208,099     11,410 2,769,159
1 Includes net realized gain (loss) on affiliated investment securities sold of $561,915.      
2 Not applicable—at January 31, 2014, the issuer was not an affiliated company of the fund.      
3 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

I. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, that would require recognition or disclosure in these financial statements.

30


 

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, 2015, 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, 2015 by correspondence with the custodians and brokers, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 13, 2015


Special 2014 tax information (unaudited) for Vanguard Health Care Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $4,703,298,000 as capital gain dividends (from net long-term capital gains) 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 $528,059,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 38.8% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

31


 

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 2015. (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, 2015      
 
  One Five Ten
  Year Years Years
Returns Before Taxes 28.15% 20.70% 13.19%
Returns After Taxes on Distributions 24.29 18.97 11.80
Returns After Taxes on Distributions and Sale of Fund Shares 18.57 16.67 10.75

 

32


 

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.

33


 

Six Months Ended January 31, 2015      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Health Care Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,148.10 $1.84
Admiral Shares 1,000.00 1,148.32 1.57
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.49 $1.73
Admiral Shares 1,000.00 1,023.74 1.48
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.34% for Investor Shares and 0.29% 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.

 

34


 

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.

35


 

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.

36


 

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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 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished
Minett Professor at the Rochester Institute of  JoAnn Heffernan Heisen
Technology; Director of SPX Corporation (multi-industry Born 1950. Trustee Since July 1998. Principal 
manufacturing), the United Way of Rochester,  Occupation(s) During the Past Five Years and Other
Amerigroup Corporation (managed health care), the Experience: Corporate Vice President and Chief 
University of Rochester Medical Center, Monroe  Global Diversity Officer (retired 2008) and Member
Community College Foundation, and North Carolina of the Executive Committee (1997–2008) of Johnson 
A&T University.  & Johnson (pharmaceuticals/medical devices/
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the  
College of Arts and Letters and of the Advisory Board Thomas J. Higgins
to the Kellogg Institute for International Studies, both Born 1957. Chief Financial Officer Since September
at the University of Notre Dame. 2008. Principal Occupation(s) During the Past Five
Years and Other Experience: Principal of The Vanguard
Mark Loughridge Group, Inc.; Chief Financial Officer of each of the
Born 1953. Trustee Since March 2012. Principal investment companies served by The Vanguard Group;
Occupation(s) During the Past Five Years and Other Treasurer of each of the investment companies served
Experience: Senior Vice President and Chief Financial by The Vanguard Group (1998–2008).
Officer (retired 2013) at IBM (information technology  
services); Fiduciary Member of IBM’s Retirement Plan Kathryn J. Hyatt
Committee (2004–2013); Director of the Dow Chemical Born 1955. Treasurer Since November 2008. Principal
Company; Member of the Council on Chicago Booth. Occupation(s) During the Past Five Years and Other
Experience: Principal of The Vanguard Group, Inc.;
Scott C. Malpass Treasurer of each of the investment companies served
Born 1962. Trustee Since March 2012. Principal by The Vanguard Group; Assistant Treasurer of each of
Occupation(s) During the Past Five Years and Other the investment companies served by The Vanguard
Experience: Chief Investment Officer and Vice Group (1988–2008).  
President at the University of Notre Dame; Assistant
Professor of Finance at the Mendoza College of Heidi Stam  
Business at Notre Dame; Member of the Notre Dame Born 1956. Secretary Since July 2005. Principal
403(b) Investment Committee; Board Member of Occupation(s) During the Past Five Years and Other
TIFF Advisory Services, Inc., and Catholic Investment Experience: Managing Director of The Vanguard
Services, Inc. (investment advisors); Member of Group, Inc.; General Counsel of The Vanguard Group;
the Investment Advisory Committee of Major Secretary of The Vanguard Group and of each of the
League Baseball. investment companies served by The Vanguard Group;
Director and Senior Vice President of Vanguard
André F. Perold Marketing Corporation.  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
 
Peter F. Volanakis  Chairman Emeritus and Senior Advisor
Born 1955. Trustee Since July 2009. Principal  
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;    
Member of the Advisory Board of the Norris Cotton  Founder  
Cancer Center and of the Advisory Board of the    
Parthenon Group (strategy consulting). John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

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


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com  
 
 
 
Fund Information > 800-662-7447 CFA® is a registered trademark owned by CFA Institute.
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via e-mail addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2015 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q520 032015

 


 

Annual Report | January 31, 2015

Vanguard Precious Metals and Mining Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 10
Performance Summary. 11
Financial Statements. 13
Your Fund’s After-Tax Returns. 24
About Your Fund’s Expenses. 25
Glossary. 27

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

 
Fiscal Year Ended January 31, 2015  
 
  Total
  Returns
Vanguard Precious Metals and Mining Fund -7.61%
S&P Global Custom Metals and Mining Index -12.68
Precious Metals Equity Funds Average -6.85
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

 
Your Fund’s Performance at a Glance        
January 31, 2014, Through January 31, 2015        
 
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Precious Metals and Mining Fund $10.38 $9.59 $0.000 $0.000

 

1


 


Chairman’s Letter

Dear Shareholder,

For the fiscal year ended January 31, 2015, Vanguard Precious Metals and Mining Fund returned –7.61%. That compares with –12.68% for the fund’s benchmark index, the Standard & Poor’s Global Custom Metals and Mining Index, and the –6.85% average return of its peers.

In an investment environment in which the broad U.S. and international stock markets posted gains, your fund’s negative performance is undoubtedly disappointing. Its result, however, is consistent with the ups and downs that can be expected from precious metals and mining investments, which tend to be much more volatile than the broad market. These stocks can experience extended declines alternating with periods of impressive growth.

During the most recent fiscal year, a weakened demand for commodities and, more specifically, reduced metals prices weighed on the precious metals and mining sector. Your fund was not immune from these challenges.

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.

U.S. stocks posted strong results despite facing many challenges
Although volatility picked up toward the end of the period and flat results in December turned negative in January,

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the broad U.S. stock market returned about 13% for the 12 months. Mostly strong U.S. corporate earnings, combined with the effects of global monetary stimulus, helped domestic equities overcome worries about lofty stock valuations, plunging oil prices, and economic weakness abroad.

The Federal Reserve ended its accommodative bond-buying program in October, and investors seemed reassured when the Fed said it would take a “patient” approach in deciding when to increase short-term interest rates. The Bank of Japan, European Central Bank, and People’s Bank of China all embarked on or continued aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging markets stocks outpaced those of the developed markets of the Pacific and Europe.

Bond returns stood out, helped by global stimulus
The broad U.S. taxable bond market returned 6.61% as bond prices benefited from global stimulus programs and as many investors were drawn to the relative stability of bonds amid the volatility in equity markets.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

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directions.) The yield of the 10-year Treasury note ended January at 1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, helped by the effects of greater demand and reduced supply along with the broader bond market’s advance.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61%. Like their equity counterparts, international bonds suffered because of the strength of the U.S. dollar.

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

A downturn in metal prices hurt the fund’s performance
Vanguard Precious Metals and Mining Fund is a global sector fund that offers exposure to a niche of the market, investing in companies that are involved in mining or exploring for precious and rare metals and minerals.

It’s important to consider that if you’re invested in the broad stock market, you already have exposure to this industry, whose stocks represent less than 5% of the global stock market’s total value. If you choose to increase your exposure by investing in this fund, keep in mind the risks that go along with the potential rewards.

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Precious Metals and Mining Fund 0.25% 1.43%
The fund expense ratio shown is from the prospectus dated May 27, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the fund’s expense ratio was 0.29%. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2014.
 
Peer group: Precious Metals Equity Funds.    

 

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The most recent fiscal year is a good reminder of this point. As I mentioned earlier, declining metal prices led to negative results for your fund and the industry. Silver was among the most volatile of the precious metals, declining 10%. The fund’s exposure to silver-linked businesses detracted substantially from overall results. Platinum prices also fell 10%. Gold prices rose a modest 3%, but the fund’s holdings in some of that industry’s weakest performers weighed on returns.

Unlike many of its peers, your fund doesn’t focus exclusively on precious metals stocks. Its comparatively broader approach also allows for investments in a wider range of companies to which the fund’s peers often have little or no exposure.

Outside the precious metals and mining precincts, some diversified metals and mining holdings tumbled sharply. Those stocks felt the effects of copper’s 22% price retreat amid decreased demand from China, but the advisor’s underweighting of the industry helped relative results. Holdings in construction companies, coal and consumable fuels, and fertilizer companies added to performance.

The advisor’s decision to limit exposure to some weaker performers in diversified metals and mining helped boost returns relative to the index. Strong selections

Total Returns  
Ten Years Ended January 31, 2015  
  Average
  Annual Return
Precious Metals and Mining Fund 1.54%
Spliced Global Custom Metals and Mining Index 4.82
Precious Metals Equity Funds Average 3.13
For a benchmark description, see the Glossary.  

 

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.

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among precious metals and minerals stocks also contributed to the fund’s outperformance.

Disappointing periods for the fund led to muted ten-year returns
For the ten years ended January 31, 2015, Vanguard Precious Metals and Mining Fund posted an average annual return of 1.54%, weaker than that of its benchmark index (+4.82%) and peer group (+3.13%).

Disappointing returns over the past few years have weighed on the fund’s long-term performance. Funds that focus on a single sector—as yours does—tend to be more volatile than broadly diversified funds. It’s not uncommon for sector funds to soar one year and plunge the next.

Recent challenges notwithstanding, we remain confident in M&G Investment Management, a London-based firm that has managed the fund since its inception more than 30 years ago. We believe that the team’s efforts, combined with the fund’s low costs, will continue to generate competitive results over the long term.

Though volatility is inevitable, you don’t have to ‘inherit’ it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from shareholders as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer insights, and reinforce some of Vanguard’s key principles.

Not surprisingly, given that the first month of 2015 was marked by sharp fluctuations in the markets, volatility came up as a concern. The broad stock market had several daily swings of more than 1% in January. Bond yields, meanwhile, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of those key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 17, 2015


 

Advisor’s Report

Vanguard Precious Metals and Mining Fund returned –7.61% for the fiscal year ended January 31, 2015. The result surpassed that of the fund’s customized benchmark index (–12.68%) but slightly lagged the average return of peer funds (– 6.85%).

The markets
The fiscal year was punctuated by several global risk developments, led by Russia’s annexation of Crimea, the rise in prominence of the Islamic State, and the threat of a widespread Ebola outbreak. Investors began to worry about below-trend growth and deflation starting about midyear; this seemed to coincide with the peak in many cyclical indicators. The sharp decline in the price of oil in 2014 was a major surprise, with Brent crude (a benchmark price for oil purchases worldwide) plunging from $110 a barrel to $50. This reflected weaker global demand as well as a rise in production by non-OPEC countries, particularly from U.S. shale, and OPEC’s decision not to cut its output despite sluggish demand from China and the Eurozone.

Commodities and miners across the board experienced a sell-off during the 12 months. Most notably, the iron ore price fell more than 40%. The strengthening U.S. dollar weighed further on prices as the prospect of a reversal in sentiment diminished given the positive U.S. economic outlook. This diluted support for safe haven assets, though gold rose marginally (+3.2%) given robust demand from Asian markets. The price of silver, however, declined (–10.0%). Zinc bucked the trend (+7.9%), with solid demand amid a supply deficit that is forecast to persist for several years as more zinc mines are scheduled to close.

The fund’s performance
In a challenging environment for commodities and related miners, we were pleased to see the fund perform well relative to the benchmark. In particular, holdings in royalty miners and companies active in the diamond market added significant value. Royalty miners, including Franco-Nevada and Royal Gold, benefit from production volume without incurring many of the risks associated with mine operations. These companies have a lean operating structure and are not hindered by economic projects that do poorly, provided that operations continue.

The fund’s largest holding, Canada-listed Dominion Diamond, was its strongest contributor. The long-term market dynamics seem very favorable for diamond producers; the industry’s most significant market, the United States, remains robust, and penetration rates are still low in emerging markets even as demand keeps growing. On the supply side, global rough diamond production remains subdued, not yet surpassing 2005 levels. The industry has made significant investments, but the new projects appear able only to maintain current supply.

Elsewhere, two long-standing holdings that were targets of takeover bids added significant value. Aquila Resources, an Australian coal and iron ore miner, was the subject of a bid by Chinese steel

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manufacturer Baosteel and Australian-listed Aurizon. Aquila’s share price rose on that news, courting further attention by other interested parties. We sold our sizable stake in Aquila for a higher price than that paid by the consortium.

U.S.-listed AMCOL International—which mines bentonite, a clay with unique absorption properties—also added value. It was the subject of a bidding war as two companies sought to add to, and diversify, their portfolios. The share price materially increased on U.S.-based Minerals Technologies’ successful bid.

U.K.-listed Hochschild Mining was the largest detractor. We have reduced our shares, which lost value because of silver price volatility, costs involving a major building project in Peru, and a stretched balance sheet. U.S.-listed Kinross Gold also detracted. Nearly a quarter of Kinross’ gold production is in Russia, hurting the company in the wake of the annexation of Crimea and international pressure over the Russia-Ukraine military conflict.

Purchases and sales
Although the thirst for resources remains robust by historical standards, weaker prices are challenging an industry that is working toward the bottom of a cycle from which to consolidate and return to growth. That process requires management discipline through cutting costs, stabilizing margins, and bolstering financial strength.

Identifying segments that are ahead on the cost-cutting curve was instrumental in our decision to increase our precious metals and minerals exposure to more than 70% of the fund. Portfolio turnover increased during the period because of several factors. At the company level, precious metals miners have acted more swiftly to get their house in order and rebuild margins by shelving projects, decreasing capital spending, and reducing exploration expenses—actions that place them on a more secure platform for growth. Both absolutely and relatively, these companies are attractively valued and are the most compelling candidates for the fund. We have been active in this industry, adding to holdings in North American companies such as Eldorado Gold, Agnico Eagle Mines, New Gold, Yamana Gold, and the royalty companies. We believe these companies are making tangible progress with cost discipline and productivity. They also have high-pedigree management teams able to convert resources to reserves while growing margin and yield in a challenging price environment.

We funded these purchases primarily from two sources. First, we sold positions in several early stage exploration companies more dependent on capital markets than their own operations for cash flow. We then reduced the fund’s exposure to potash by selling our holdings in Mosaic, and we removed exposure to mineral sands by selling Iluka Resources.

We are also introducing a focused, albeit longer, tail. We intend to invest in a group of smaller holdings that have compelling risk–reward characteristics without compromising the fund’s liquidity. An example is Kaminak Gold, which we

8


 

recently bought. The company has identified a significant gold resource with highly favorable metallurgical properties underpinning sound economics. Its well-led management team and geopolitically safe operations combine to make this an attractive long-term investment.

Our underlying silver exposure rose through new positions in U.K.-listed Fresnillo and Canada-based First Majestic Silver. At these levels, both miners’ intrinsic value may be underappreciated by the market given their long-life, high-grade, low-cost assets that have been able to generate significant cash flows despite the material fall in the silver price.

Reflecting our positive view of the diamond market, we also initiated a new position in U.K.-listed Petra Diamonds. Since 2008, the company has focused on building up its portfolio of mines and has undertaken major capital programs to develop them. Petra is now benefiting from rising volumes and falling costs. With the added boost from strong diamond prices, those should translate into expanding cash flows and the potential to initiate dividends.

Looking ahead
Mining is a cyclical industry. Periods of excess are often followed by retrenchment and consolidation as weaker commodity prices squeeze out marginal, high-cost producers, redressing oversupply. This inevitability sets the stage for the next cycle. The marked change in management and strategy of precious metals miners in particular may represent a new phase for the industry. As capital spending is curtailed and exploration reduced, supply will become constrained, once again supporting prices, improving margins, and generating positive returns.

Recent years have been challenging, but we remain confident in our investment philosophy and process: maintaining 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 on the most favorable commodities through miners at the end of their structural transition of reducing all-in sustaining costs. This approach, we believe, will drive value both in the current environment and going forward.

Portfolio Managers:

Randeep Somel, CFA

Jamie J. Horvat

M&G Investment Management Limited

February 24, 2015


 

Precious Metals and Mining Fund

Fund Profile
As of January 31, 2015

 
Portfolio Characteristics    
    S&P DJ
    Global U.S.
    Custom Total
    Metals and Market
    Mining FA
  Fund Index Index
Number of Stocks 59 261 3,752
Median Market Cap $3.9B $9.0B $47.6B
Price/Earnings Ratio 388.2x 232.4x 20.2x
Price/Book Ratio 1.3x 1.3x 2.7x
Return on Equity 7.7% 9.0% 17.8%
Earnings Growth      
Rate -0.2% 2.1% 15.1%
Dividend Yield 1.4% 2.2% 1.9%
Foreign Holdings 84.2% 88.3% 0.0%
Turnover Rate 62%
Ticker Symbol VGPMX
Expense Ratio1 0.25%
Short-Term Reserves 7.3%

 

 
Subindustry Diversification (% of equity
exposure)    
    S&P
    Global
    Custom
    Metals and
    Mining
  Fund Index
Aluminum 0.0% 4.5%
Diversified Metals & Mining 20.9 39.8
Fertilizers & Agricultural    
Chemicals 2.6 0.0
Gold 52.8 43.5
Precious Metals & Minerals 13.7 7.6
Silver 5.6 4.6
Specialty Chemicals 4.4 0.0

 

 
Volatility Measures    
  S&P  
  Global  
  Custom DJ
  Metals and U.S. Total
  Mining Market
  Index FA Index
R-Squared 0.87 0.07
Beta 0.93 0.66
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)
Dominion Diamond Precious Metals &  
Corp. Minerals 6.4%
Nevsun Resources Ltd. Diversified Metals &  
  Mining 6.3
Goldcorp Inc. Gold 5.8
BHP Billiton Diversified Metals &  
  Mining 5.4
Randgold Resources Ltd. Gold  5.4
Royal Gold Inc. Gold 5.0
Agnico Eagle Mines Ltd. Gold  4.9
Acacia Mining plc Gold 4.1
Anglo American plc Diversified Metals &  
  Mining 3.6
Franco-Nevada Corp. Gold 3.4
Top Ten   50.3%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratio shown is from the prospectus dated May 27, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the expense ratio was 0.29%.

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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, 2005, Through January 31, 2015
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended January 31, 2015  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
         Precious Metals and Mining Fund* -7.61% -9.28% 1.54% $11,656
•••••••• Spliced Global Custom Metals and        
Mining Index -12.68 -6.34 4.82 16,007
– – – – Precious Metals Equity Funds Average  -6.85  -8.96  3.13  13,604
            Dow Jones U.S. Total Stock Market
Float Adjusted Index 12.87 15.86 8.08 21,743
For a benchmark description, see the Glossary.        
Precious Metals Equity Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.    

 

See Financial Highlights for dividend and capital gains information.

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Precious Metals and Mining Fund

Fiscal-Year Total Returns (%): January 31, 2005, Through January 31, 2015

 

 
  
Average Annual Total Returns: Periods Ended December 31, 2014      
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 -11.41% -11.66% 0.94%

 

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Precious Metals and Mining Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (92.8%)    
Diversified Metals & Mining (19.4%)  
*,1 Nevsun Resources Ltd. 37,839,800 130,729
  BHP Billiton plc 5,210,000 113,164
  Anglo American plc    
  London Shares 4,470,000 74,666
* Lundin Mining Corp. 11,441,191 40,697
  Boliden AB 2,580,000 40,304
*,2 Balmoral    
  Resources Ltd. 4,900,000 3,262
* True Gold Mining Inc. 14,319,500 1,916
* Bougainville Copper Ltd. 323,438 60
      404,798
Fertilizers & Agricultural Chemicals (2.4%)  
  Potash Corp. of    
  Saskatchewan Inc. 1,356,629 49,388
 
Gold (49.0%)    
  Goldcorp Inc.    
  (NYSE Shares) 4,822,458 115,884
  Randgold Resources    
  Ltd. ADR 1,309,380 111,638
  Royal Gold Inc. 1,430,154 103,629
  Acacia Mining plc 20,100,627 85,394
  Agnico Eagle Mines    
  Ltd. (NYSE Shares) 2,241,335 75,578
  Franco-Nevada Corp. 1,241,602 71,516
* B2Gold Corp.    
  (AMEX Shares) 28,838,821 56,524
^ Eldorado Gold Corp.    
  (NYSE Shares) 10,364,400 49,542
  Newmont Mining Corp. 1,869,816 47,026
* New Gold Inc. 9,195,000 40,305
* SEMAFO Inc. 9,467,000 33,154
  Yamana Gold Inc.    
  (NYSE Shares) 7,832,232 32,190
  Yamana Gold Inc. 7,291,086 30,181

 

      Market
      Value
    Shares ($000)
* Primero Mining Corp. 7,230,000 29,018
* Agnico Eagle Mines Ltd. 814,545 27,461
* Alamos Gold Inc. 3,627,542 19,355
^ Osisko Gold    
  Royalties Ltd. 1,121,345 15,081
  Alacer Gold Corp. 5,752,073 13,490
*,2 Roxgold Inc. 25,375,000 12,401
* Torex Gold    
  Resources Inc. 9,452,838 10,787
* Kinross Gold Corp. 3,067,649 10,399
*,^ Kirkland Lake Gold Inc. 1,860,000 6,602
* Asanko Gold Inc. 3,300,000 5,194
* Goldcorp Inc. 183,500 4,432
* Premier Gold    
  Mines Ltd. 2,362,349 3,811
* B2Gold Corp. 1,860,800 3,661
  Eldorado Gold Corp. 710,600 3,411
* Continental Gold Ltd. 1,700,000 2,836
  Gold Resource Corp. 500,000 1,750
* Mundoro Capital Inc. 1,000,000 114
*,1 Apex Minerals NL 55,654,166
      1,022,364
Precious Metals & Minerals (12.7%)  
*,1 Dominion Diamond Corp. 8,093,473 134,456
  Tahoe Resources Inc. 2,797,081 38,180
  Fresnillo plc 2,637,666 35,628
* Stillwater Mining Co. 2,049,580 28,018
* Mountain Province    
  Diamonds Inc. 3,000,000 11,946
* Petra Diamonds Ltd. 3,540,000 8,162
*,^ Lucara Diamond Corp. 2,900,000 4,793
* Kaminak Gold Corp.    
  Class A 3,660,000 3,024
*,2 Mountain Province    
  Diamonds Inc.-    
  Private Placement 400,000 1,434
      265,641

 

13


 

Precious Metals and Mining Fund

      Market
      Value
    Shares ($000)
Silver (5.2%)    
*,1 Hochschild Mining plc 36,992,555 50,458
*,^ First Majestic    
  Silver Corp. 4,513,000 27,935
* Fortuna Silver Mines Inc. 3,855,375 18,690
* MAG Silver Corp. 1,424,523 10,560
* Endeavour Silver Corp. 520,000 1,428
      109,071
Specialty Chemicals (4.1%)    
  Umicore SA 1,346,979 56,413
  Johnson Matthey plc 587,079 28,721
      85,134
Total Common Stocks    
(Cost $2,318,155)   1,936,396
Precious Metals (0.1%)    
* Platinum Bullion    
  (In Troy Ounces) 2,009 2,491
Total Precious Metals    
(Cost $1,213)   2,491
Temporary Cash Investment (10.9%)  
Money Market Fund (10.9%)  
3,4 Vanguard Market    
  Liquidity Fund, 0.133%    
  (Cost $226,429) 226,428,780 226,429
Total Investments (103.8%)    
(Cost $2,545,797)   2,165,316
Other Assets and Liabilities (-3.8%)  
Other Assets   16,840
Liabilities3   (95,608)
      (78,768)
Net Assets (100%)    
Applicable to 217,481,534 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 2,086,548
Net Asset Value Per Share   $9.59
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers5 1,623,244
Affiliated Vanguard Funds 226,429
Other Affiliated Issuers 315,643
Total Investments in Securities 2,165,316
Receivables for  
Investment Securities Sold 11,885
Other Assets 4,955
Total Assets 2,182,156
Liabilities  
Payables for Investment Securities  
Purchased 21,263
Securities Lending Collateral Payable  
to Brokers 63,875
Other Liabilities 10,470
Total Liabilities 95,608
Net Assets 2,086,548
 
 
At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 4,076,605
Overdistributed Net Investment Income (137,508)
Accumulated Net Realized Losses (1,473,025)
Unrealized Appreciation (Depreciation)  
Investment Securities5 (380,481)
Foreign Currencies 957
Net Assets 2,086,548

 

• 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 $54,057,000.
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 $17,097,000, representing 0.8% of net assets.
3 Includes $63,875,000 of collateral received for securities on loan.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Includes precious metals.
ADR—American Depositary Receipt.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Precious Metals and Mining Fund

Statement of Operations

  Year Ended
  January 31, 2015
  ($000)
Investment Income  
Income  
Dividends1 37,483
Interest 131
Securities Lending 850
Total Income 38,464
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 3,329
Performance Adjustment (1,917)
The Vanguard Group—Note C  
Management and Administrative 4,611
Marketing and Distribution 573
Custodian Fees 156
Auditing Fees 25
Shareholders’ Reports 99
Trustees’ Fees and Expenses 6
Total Expenses 6,882
Net Investment Income 31,582
Realized Net Gain (Loss)  
Investment Securities Sold (688,610)
Foreign Currencies (12)
Realized Net Gain (Loss) (688,622)
Change in Unrealized Appreciation (Depreciation)  
Investment Securities2 481,651
Foreign Currencies 936
Change in Unrealized Appreciation (Depreciation) 482,587
Net Increase (Decrease) in Net Assets Resulting from Operations (174,453)
1 Dividends are net of foreign withholding taxes of $3,040,000.  
2 Includes precious metals.  

 

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

15


 

Precious Metals and Mining Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 31,582 52,446
Realized Net Gain (Loss) (688,622) (537,734)
Change in Unrealized Appreciation (Depreciation) 482,587 (575,290)
Net Increase (Decrease) in Net Assets Resulting from Operations (174,453) (1,060,578)
Distributions    
Net Investment Income (1,513)
Realized Capital Gain
Return of Capital (113)
Total Distributions (1,626)
Capital Share Transactions    
Issued 661,167 1,113,198
Issued in Lieu of Cash Distributions 1,497
Redeemed (702,662) (861,854)
Net Increase (Decrease) from Capital Share Transactions (41,495) 252,841
Total Increase (Decrease) (215,948) (809,363)
Net Assets    
Beginning of Period 2,302,496 3,111,859
End of Period1 2,086,548 2,302,496
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($137,508,000) and ($169,135,000).

 

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 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $10.38 $15.46 $22.14 $24.15 $18.74
Investment Operations          
Net Investment Income .130 . 2431 .292 .3342 .181
Net Realized and Unrealized Gain (Loss)          
on Investments 3 (. 920) (5.315) (5.962) (.760) 6.521
Total from Investment Operations (.790) (5.072) (5.670) (.426) 6.702
Distributions          
Dividends from Net Investment Income (.007) (.710) (.123) (1.101)
Distributions from Realized Capital Gains (.300) (1.461) (.191)
Return of Capital (.001)
Total Distributions (.008) (1.010) (1.584) (1.292)
Net Asset Value, End of Period $9.59 $10.38 $15.46 $22.14 $24.15
 
Total Return4 -7.61% -32.82% -26.13% -0.97% 35.35%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $2,087 $2,302 $3,112 $4,415 $5,030
Ratio of Total Expenses to          
Average Net Assets5 0.29% 0.25% 0.26% 0.29% 0.27%
Ratio of Net Investment Income to          
Average Net Assets 1.33% 2.10% 1.62% 1.54%2 0.61%
Portfolio Turnover Rate 62% 34% 30% 22% 34%
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 $.103 and 0.40%, respectively, resulting from a special dividend from OZ Minerals Ltd. in May 2011.
3 Includes increases from redemption fees of $.00, $.00, $.00, $.01, and $.01. Effective May 23, 2012, the redemption fee was eliminated.
4 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
5 Includes performance-based investment advisory fee increases (decreases) of (0.08%), (0.09%), (0.07%), (0.03%), and (0.05%).

 

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 United States 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, 2012–2015), 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.

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Precious Metals and Mining Fund

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans 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 counter-parties, 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 counter-party 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 participate in a $2.89 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, 2015, or at any time during the period then ended.

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

B. M&G Investment Management Limited provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to the S&P Global Custom Metals and Mining Index. For the year ended January 31, 2015, the investment advisory fee represented an effective annual basic rate of 0.14% of the fund’s average net assets before a decrease of $1,917,000 (0.08%) based on performance.

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Precious Metals and Mining Fund

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At January 31, 2015, the fund had contributed capital of $187,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.07% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers 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 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 1,423,305 513,091
Precious Metals 2,491
Temporary Cash Investments 226,429
Total 1,649,734 515,582

 

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

During the year ended January 31, 2015, the fund realized net foreign currency losses of $12,000, 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

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Precious Metals and Mining Fund

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, 2015, the fund realized gains on the sale of passive foreign investment companies of $57,000, 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. Passive foreign investment companies held at January 31, 2015, had unrealized appreciation of $163,003,000, of which all has been distributed and is reflected in the balance of overdistributed net investment income.

For tax purposes, at January 31, 2015, the fund had $32,309,000 of ordinary income available for distribution. The fund had available capital losses totaling $1,473,057,000 that may be carried forward indefinitely to offset future net capital gains.

At January 31, 2015, the cost of investment securities for tax purposes was $2,708,800,000. Net unrealized depreciation of investment securities for tax purposes was $543,484,000, consisting entirely of unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2015, the fund purchased $1,412,843,000 of investment securities and sold $1,400,172,000 of investment securities, other than temporary cash investments.

G. Capital shares issued and redeemed were:

  Year Ended January 31,
  2015 2014
  Shares Shares
  (000) (000)
Issued 62,814 95,795
Issued in Lieu of Cash Distributions 108
Redeemed (67,254) (75,233)
Net Increase (Decrease) in Shares Outstanding (4,440) 20,670

 

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Precious Metals and Mining 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 year in securities of these companies were as follows:

      Current Period Transactions  
  Jan. 31,   Proceeds     Jan. 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Acacia Mining plc 2 82,897 10,189 762
AMCOL International Corp. 102,142 137,159 600
Apex Minerals NL
Aquila Resources Ltd. 52,981 86,585
Belo Sun Mining Corp. 7,093 3,877
Dominion Diamond Corp. 165,650 56,554 134,456
Equatorial Resources Ltd. 5,118 2,968
Galaxy Resources Ltd. 5,066 2,084
Glory Resources Ltd. 4,912 5,132
Hochschild Mining plc 98,261 5,744 50,458
Nevsun Resources Ltd. 138,958 4,662 130,729
OZ Minerals Ltd. 92,430 95,072 5,153
Panoramic Resources Ltd. 4,509 8,194
Petropavlovsk plc 15,010 12,189
Reed Resources Ltd. 3,377 1,505
St. Barbara Ltd. 16,588 6,473
Vanguard Market Liquidity Fund 161,852 NA3 NA 3 131 226,429
Total 956,844     11,308 542,072
1 Includes net realized gain (loss) on affiliated investment securities sold of ($580,549,000).
2 In March 2014, African Barrick Gold plc changed its name to Acacia Mining plc.
3 Not applicable—purchases and sales are for temporary cash investment purposes.

 

I. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, 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 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, 2015, 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, 2015 by correspondence with the custodian, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 17, 2015


Special 2014 tax information (unaudited) for Vanguard Precious Metals and Mining Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

For corporate shareholders, 23.3% 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 2015. (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, 2015      
  One Five Ten
  Year Years Years
Returns Before Taxes -7.61% -9.28% 1.54%
Returns After Taxes on Distributions -7.61 -9.99 0.30
Returns After Taxes on Distributions and Sale of Fund Shares -4.31 -6.14 2.33

 

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About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

25


 

Six Months Ended January 31, 2015      
 
  Beginning Ending Expenses
  Account Value Account Value Paid During
Precious Metals and Mining Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return $1,000.00 $821.77 $1.33
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.74 1.48
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratio for that period is 0.29%. 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.

 

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Glossary

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

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

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

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

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

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.

Benchmark Information

Spliced Global Custom Metals and Mining Index: S&P/Citigroup World Equity Gold Index through June 30, 2005; S&P Global Custom Metals and Mining 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 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished  
Minett Professor at the Rochester Institute of  JoAnn Heffernan Heisen
Technology; Director of SPX Corporation (multi-industry Born 1950. Trustee Since July 1998. Principal 
manufacturing), the United Way of Rochester,  Occupation(s) During the Past Five Years and Other
Amerigroup Corporation (managed health care), the Experience: Corporate Vice President and Chief 
University of Rochester Medical Center, Monroe  Global Diversity Officer (retired 2008) and Member
Community College Foundation, and North Carolina of the Executive Committee (1997–2008) of Johnson 
A&T University.  & Johnson (pharmaceuticals/medical devices/
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the
College of Arts and Letters and of the Advisory Board Thomas J. Higgins  
to the Kellogg Institute for International Studies, both Born 1957. Chief Financial Officer Since September
at the University of Notre Dame. 2008. Principal Occupation(s) During the Past Five
Years and Other Experience: Principal of The Vanguard
Mark Loughridge Group, Inc.; Chief Financial Officer of each of the
Born 1953. Trustee Since March 2012. Principal investment companies served by The Vanguard Group;
Occupation(s) During the Past Five Years and Other Treasurer of each of the investment companies served
Experience: Senior Vice President and Chief Financial by The Vanguard Group (1998–2008).
Officer (retired 2013) at IBM (information technology  
services); Fiduciary Member of IBM’s Retirement Plan Kathryn J. Hyatt
Committee (2004–2013); Director of the Dow Chemical Born 1955. Treasurer Since November 2008. Principal
Company; Member of the Council on Chicago Booth. Occupation(s) During the Past Five Years and Other
Experience: Principal of The Vanguard Group, Inc.;
Scott C. Malpass Treasurer of each of the investment companies served
Born 1962. Trustee Since March 2012. Principal by The Vanguard Group; Assistant Treasurer of each of
Occupation(s) During the Past Five Years and Other the investment companies served by The Vanguard
Experience: Chief Investment Officer and Vice Group (1988–2008).  
President at the University of Notre Dame; Assistant
Professor of Finance at the Mendoza College of Heidi Stam  
Business at Notre Dame; Member of the Notre Dame Born 1956. Secretary Since July 2005. Principal
403(b) Investment Committee; Board Member of Occupation(s) During the Past Five Years and Other
TIFF Advisory Services, Inc., and Catholic Investment Experience: Managing Director of The Vanguard
Services, Inc. (investment advisors); Member of Group, Inc.; General Counsel of The Vanguard Group;
the Investment Advisory Committee of Major Secretary of The Vanguard Group and of each of the
League Baseball. investment companies served by The Vanguard Group;
Director and Senior Vice President of Vanguard
André F. Perold Marketing Corporation.  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
   
Peter F. Volanakis  Chairman Emeritus and Senior Advisor
Born 1955. Trustee Since July 2009. Principal    
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;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center and of the Advisory Board of the    
Parthenon Group (strategy consulting). 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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  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q530 032015

 


 

Annual Report | January 31, 2015

Vanguard Dividend Growth Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Advisor’s Report. 7
Fund Profile. 10
Performance Summary. 11
Financial Statements. 13
Your Fund’s After-Tax Returns. 24
About Your Fund’s Expenses. 25
Trustees Approve Advisory Arrangement. 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: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

Fiscal Year Ended January 31, 2015  
 
  Total
  Returns
Vanguard Dividend Growth Fund 13.69%
NASDAQ US Dividend Achievers Select Index 12.04
Large-Cap Core Funds Average 11.62
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Your Fund’s Performance at a Glance        
January 31, 2014, Through January 31, 2015        
 
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Dividend Growth Fund $20.45 $22.47 $0.440 $0.348

 

1


 

 

 

 

 

Chairman’s Letter

Dear Shareholder,

U.S. stocks overcame worries about lofty equity valuations, plunging oil prices, and economic weakness abroad during the 12 months ended January 31, 2015.

Vanguard Dividend Growth Fund returned 13.69% for the fiscal year, nearly 2 percentage points ahead of its benchmark index. The fund’s result surpassed that of the broad U.S. stock market as well as the average return of its peers.

Eight of the fund’s nine industry sectors posted positive results. The information technology, financial, and industrial sectors contributed most to the fund’s outperformance.

The fund’s 30-day SEC yield rose from 2.05% at the start of the fiscal year to 2.10% at the end.

U.S. stocks posted strong results despite facing many challenges
Although volatility picked up toward the end of the period and flat results in December turned negative in January, the broad U.S. stock market returned about 13% for the 12 months.

The Federal Reserve ended its accommodative bond-buying program in October, and investors seemed reassured when the Fed said it would take a “patient” approach in deciding when to increase short-term interest rates. The Bank of Japan, European

2


 

Central Bank, and People’s Bank of China all embarked on or continued aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging markets stocks outpaced those of the developed markets of the Pacific and Europe.

Bond returns stood out, helped by global stimulus
The broad U.S. taxable bond market returned 6.61% as bond prices benefited from global stimulus programs and as many investors were drawn to the relative stability of bonds amid the volatility in equity markets.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite directions.) The yield of the 10-year Treasury note ended January at 1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, helped by the effects of greater demand and reduced supply along with the broader bond market’s advance.

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61%. Like their equity counterparts, international bonds suffered because of the strength of the U.S. dollar.

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

3


 

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

The advisor’s stock selection helped the fund beat its index
The Dividend Growth Fund invests in companies that have the ability and commitment to raise their dividends over time. Unlike advisors of other dividend-oriented funds, Dividend Growth’s advisor, Wellington Management Company, is less interested in stocks with high current yield. Instead, it strives to identify stocks that have the potential for growing their dividends. And the fund, unlike its benchmark, is not limited to stocks that have consistently raised their dividends for ten or more years. This flexibility gives the advisor more leeway in choosing top-performing stocks that for one reason or another fall short of the benchmark’s stringent guidelines.

During the fiscal year, the Dividend Growth Fund benefited from the strong performance of large-capitalization stocks and investors’ affinity, given the low-interest-rate environment, for dividend-oriented investments. The advisor’s selections within the information technology, financial, and industrial sectors were especially rewarding.

It was a challenging year for some blue-chip tech services providers. But the advisor’s selection among tech stocks limited exposure to poor performers,

Expense Ratios    
Your Fund Compared With Its Peer Group    
    Peer Group
  Fund Average
Dividend Growth Fund 0.31% 1.12%
The fund expense ratio shown is from the prospectus dated May 27, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the fund’s expense ratio was 0.32%. The peer group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2014.
 
Peer group: Large-Cap Core Funds.    

 

4


 

helping the fund deliver a 12% return for the sector—much better than the negative result for its benchmark counterpart.

Within financials, the advisor’s selections among insurance companies, real estate investment trusts (REITs), asset managers, and banks stood out. The fund’s return for the sector was more than double that of the benchmark. The advisor took advantage of its ability to veer from the benchmark’s mandate, which, among other things, excludes REITs because they generally may not be considered tax-efficient.

The industrial sector also helped power the fund’s result. Aerospace and defense manufacturers continued to benefit from cost-cutting and technological improvements despite cutbacks in government contracts. Investors in defense contractors seemed optimistic about increased demand for those companies’ products amid the growing number of global conflicts.

The fund’s significantly larger-than-benchmark allocation to health care stocks also aided performance. Every segment within health care produced double-digit returns, with the portfolio’s positions in health care providers and services companies supplying the biggest boost.

Energy was the only sector to post a negative return. The sharp decline in oil prices took a toll on energy stocks in both the fund and its benchmark.

Total Returns  
Ten Years Ended January 31, 2015  
  Average
  Annual Return
Dividend Growth Fund 9.05%
Dividend Growth Spliced Index 7.02
Dividend Growth Spliced Average 6.37
For a benchmark description, see the Glossary.  
Dividend Growth Spliced 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 outpaced its benchmark and peer average over ten years
For the ten years ended January 31, 2015, the Dividend Growth Fund had an average annual return of 9.05%, more than 2 percentage points ahead of both its benchmark index and the average return of its peers.

Over the past decade, the advisor has steered the Dividend Growth Fund through challenging times. Credit for the fund’s admirable performance goes to Wellington Management Company and its team of experienced and skilled advisors. The fund’s low costs have also helped you keep more of the market’s returns.

While volatility is inevitable, you don’t have to ‘inherit’ it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from shareholders as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer insights, and reinforce Vanguard’s key principles.

Not surprisingly, given that the first month of 2015 was marked by sharp fluctuations in the markets, volatility came up as a concern. The broad stock market had several daily swings of more than 1% in January. Bond yields, meanwhile, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of those key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 13, 2015

6


 

Advisor’s Report

Vanguard Dividend Growth Fund gained 13.69% for the 12 months ended January 31, 2015, outperforming the 12.04% return of its benchmark, the NASDAQ US Dividend Achievers Select Index.

The investment environment
As we reflect on the year, we are pleased with the fund’s performance—not only because of the results, but also because the results were in line with our expectations. The year was volatile globally from both an economic and a geopolitical perspective. In such an environment, we would expect the portfolio to do relatively well.

Our expectation for 2015 is for more of the same. The global backdrop of much of the last three years—a relatively healthy United States, a messy Europe, and a very uncertain China—appears to be intact. The difference now is that it’s possible all three of these conditions could change, which means that they could be overly discounted in the markets.

For example, conditions in the United States seem very good (at least relatively), but the U.S. market seems to have more than adequately priced for that. Should the Federal Reserve act decisively on either interest rates or its balance sheet, the market might react strongly, as underlying economic performance seems insufficiently strong to fight through. The consensus view is that Europe is in trouble. Although that seems most likely true, aggressive action by the European Central Bank might provide enough liquidity to turn the tide and markets. Finally, China is fighting various challenges, the most profound being the slowing of its economy. How its government manages the economy will be critical.

The fund’s successes
All sectors except energy boosted absolute performance for the period. The fund’s holdings in the health care, industrial, consumer staples, and financial sectors were the biggest absolute contributors. Energy detracted, as its stocks were hurt by the sharp drop in oil prices near the end of 2014.

Among the fund’s top absolute contributors were UnitedHealth Group (health care), Lowe’s (consumer discretionary), and CVS Health (consumer staples).

The leading contributor, U.S.-based insurer UnitedHealth, maintains a positive long-term outlook and strong fundamentals as its focus on quality and value of service creates more opportunity for revenue and earnings growth. It should also benefit from U.S. health care reform, which should translate to more demand for insurance and a rise in the number of people who are insured. We believe UnitedHealth will be a long-term winner in the insurance industry. It currently has a low payout ratio, with a stated desire to grow the dividend. Lowe’s, a leading home improvement

7


 

retailer, is benefiting from the continued recovery in home improvement spending and from tight cost controls.

On a “run-rate” basis, the portfolio is expected to produce asset-weighted dividend growth of 6.9% for calendar 2015. 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 dividend increases that may be announced later in the year, nor does it take into account the dollar amounts of the increases. Therefore, companies in the early stages of dividend growth tend to show large percentage increases—yet the absolute cash dividend may be small. Despite these shortcomings, we view this estimate as a reasonable report card.

Among the more notable dividend run-rate increases thus far in 2015 were those of Lowe’s and Schlumberger.

The fund’s shortfalls
On an absolute basis, our holdings in energy detracted, and materials and information technology produced the smallest contributions. Our biggest absolute detractors included Mattel (consumer discretionary), Schlumberger (energy), and BG Group (energy). The biggest detractor, Mattel, is a leading toy maker with deteriorating fundamentals; we decided it was appropriate to eliminate our position. Traditional toy categories have experienced some secular headwinds in recent years, such as the use of more sophisticated digital toys, and these trends have affected Mattel.

A recent leadership change at the company also created some uncertainty about the prospects for continued dividend growth, which is a critical component of our investment philosophy.

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 over a longer time frame and with an eye consistently focused on dividend action.

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

8


 

Since our last report, there has been some modest change to the fund’s positioning, but certainly no change in our investment strategy. Additions were made to the fund over the 12 months, driven largely by price opportunity. We also continue to manage the fund by constantly assessing the weightings of our positions and adjusting them accordingly. We remain true to our process and believe that the Dividend Growth Fund is well-positioned to deliver superior dividend growth and solid capital appreciation for shareholders over time.

Donald J. Kilbride
Senior Managing Director and
Equity Portfolio Manager

Wellington Management Company llp February 18, 2015

9


 

Dividend Growth Fund

Fund Profile
As of January 31, 2015

 
Portfolio Characteristics    
    NASDAQ  
    US  
    Dividend DJ
    Achievers U.S. Total
    Select Market
  Fund Index FA Index
Number of Stocks 47 163 3,752
Median Market Cap $81.0B $57.7B $47.6B
Price/Earnings Ratio 19.2x 18.3x 20.2x
Price/Book Ratio 3.5x 3.4x 2.7x
Return on Equity 23.3% 21.5% 17.8%
Earnings Growth Rate 9.9% 10.8% 15.1%
Dividend Yield 2.3% 2.2% 1.9%
Foreign Holdings 11.5% 0.0% 0.0%
Turnover Rate 23%
Ticker Symbol VDIGX
Expense Ratio1 0.31%
30-Day SEC Yield 2.10%
Short-Term Reserves 3.7%

 

 
Sector Diversification (% of equity exposure)
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Consumer Discretionary  11.5% 9.8% 12.9%
Consumer Staples 14.8 23.3 8.6
Energy 10.5 7.5 7.5
Financials 13.1 6.8 17.5
Health Care 18.4 11.3 14.5
Industrials 16.9 21.3 11.2
Information Technology 9.2 10.4 18.9
Materials 4.5 8.7 3.5
Telecommunication      
Services 0.0 0.1 2.0
Utilities 1.1 0.8 3.4

 

  
Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 0.93 0.92
Beta  0.89 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)
UnitedHealth Group Inc. Managed Health  
  Care 2.8%
TJX Cos. Inc. Apparel Retail 2.8
United Parcel Service Air Freight &  
Inc. Logistics 2.7
United Technologies Aerospace &  
Corp. Defense 2.7
Cardinal Health Inc. Health Care  
  Distributors 2.6
Coca-Cola Co. Soft Drinks 2.6
NIKE Inc. Footwear 2.5
Praxair Inc.                                                                                                                                                                                                                        Industrial Gases 2.5
Lockheed Martin Corp. Aerospace &  
  Defense 2.5
Johnson & Johnson Pharmaceuticals 2.5
Top Ten   26.2%
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 27, 2014, and represents estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the expense ratio was 0.32%.

10


 

Dividend Growth Fund

Performance Summary

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

Cumulative Performance: January 31, 2005, Through January 31, 2015
Initial Investment of $10,000


 
 
    Average Annual Total Returns  
    Periods Ended January 31, 2015  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
         Dividend Growth Fund* 13.69% 14.63% 9.05% $23,792
•••••••• Dividend Growth Spliced Index 12.04 13.89 7.02 19,711
– – – – Dividend Growth Spliced Average  11.62  13.60  6.37  18,541
              Dow Jones  U.S. Total  Stock Market
  Float Adjusted Index 12.87 15.86 8.08 21,743
For a benchmark description, see the Glossary.        
Dividend Growth Spliced Average: Derived from data provided by Lipper, a Thomson Reuters Company.    

 

See Financial Highlights for dividend and capital gains information.

11


 

Dividend Growth Fund

Fiscal-Year Total Returns (%): January 31, 2005, Through January 31, 2015

 

 
 
Average Annual Total Returns: Periods Ended December 31, 2014      
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 11.85% 14.64% 9.12%

 

12


 

Dividend Growth Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (95.3%)    
Consumer Discretionary (10.9%)  
TJX Cos. Inc. 9,678,723 638,215
NIKE Inc. Class B 6,193,931 571,390
McDonald’s Corp. 5,762,403 532,677
Lowe’s Cos. Inc. 6,892,423 467,031
Walt Disney Co. 3,445,221 313,377
    2,522,690
Consumer Staples (14.1%)    
Coca-Cola Co. 14,394,918 592,639
Wal-Mart Stores Inc. 6,077,016 516,425
Anheuser-Busch    
InBev NV 3,723,857 454,187
Procter & Gamble Co. 5,279,966 445,048
Diageo plc 14,705,883 435,305
CVS Health Corp. 4,293,277 421,428
Colgate-Palmolive Co. 5,833,440 393,874
    3,258,906
Energy (10.1%)    
Chevron Corp. 5,390,185 552,656
Exxon Mobil Corp. 6,062,953 530,023
BG Group plc 36,255,627 483,574
Schlumberger Ltd. 5,099,158 420,120
Enbridge Inc. 6,812,601 329,934
    2,316,307
Financials (12.5%)    
ACE Ltd. 5,187,054 559,994
Marsh & McLennan    
Cos. Inc. 9,421,953 506,618
BlackRock Inc. 1,180,158 401,856
Chubb Corp. 4,001,085 391,706
Wells Fargo & Co. 6,834,822 354,864
PNC Financial Services    
Group Inc. 4,166,294 352,219
Public Storage 1,544,699 310,237
    2,877,494

 

    Market
    Value
  Shares ($000)
Health Care (17.6%)    
UnitedHealth Group Inc. 6,135,631 651,911
Cardinal Health Inc. 7,152,681 595,032
Johnson & Johnson 5,653,308 566,122
Merck & Co. Inc. 9,360,642 564,260
Medtronic plc 7,253,863 517,926
Roche Holding AG 1,822,878 491,297
Amgen Inc. 2,544,649 387,448
Pfizer Inc. 8,982,622 280,707
    4,054,703
Industrials (16.1%)    
United Parcel Service Inc.    
Class B 6,341,053 626,750
United Technologies Corp. 5,378,582 617,354
Lockheed Martin Corp. 3,017,281 568,365
Honeywell    
International Inc. 4,793,185 468,582
Canadian National    
Railway Co. 7,064,545 465,447
Northrop Grumman Corp. 2,679,028 420,473
General Dynamics Corp. 2,116,301 281,913
Emerson Electric Co. 4,719,798 268,745
    3,717,629
Information Technology (8.8%)  
Automatic Data    
Processing Inc. 6,718,262 554,458
Accenture plc Class A 6,171,490 518,590
Microsoft Corp. 12,473,712 503,938
Oracle Corp. 10,829,841 453,662
    2,030,648
Materials (4.2%)    
Praxair Inc. 4,737,565 571,303
Ecolab Inc. 3,914,193 406,176
    977,479

 

13


 

Dividend Growth Fund

    Market
    Value
  Shares ($000)
Utilities (1.0%)    
Dominion Resources    
Inc. 3,010,836 231,503
Total Common Stocks    
(Cost $15,930,656)   21,987,359
 
  Face  
  Amount  
  ($000)  
Temporary Cash Investments (3.7%)  
Repurchase Agreements (2.7%)  
RBS Securities, Inc.    
0.060%, 2/2/15 (Dated    
1/30/15, Repurchase    
Value $334,402,000,    
collateralized by U.S.    
Treasury Note/Bond,    
2.125%–2.375%,    
1/31/21–8/15/24,    
with a value of    
$341,088,000) 334,400 334,400
Societe Generale    
0.060%, 2/2/15 (Dated    
1/30/15, Repurchase    
Value $117,001,000,    
collateralized by U.S.    
Treasury Note/Bond,    
0.000%–5.500%,    
10/15/15–11/15/43,    
with a value of    
$119,340,000) 117,000 117,000

 

    Face Market
    Amount Value
    ($000) ($000)
  Morgan Stanley &    
  Co., Inc. 0.080%, 2/2/15    
  (Dated 1/30/15, Repurchase    
  Value $167,601,000,    
  collateralized by Federal    
  National Mortgage Assn.    
  3.000%–7.250%,    
  5/1/19–1/1/45, Federal Farm  
  Credit Bank, 2.730%–3.750%,  
  10/22/25–7/9/29, U.S.    
  Treasury Note/Bond,    
  3.625%–6.000%,    
  2/15/26–2/15/44, Federal Home  
  Loan Mortgage Corp. 4.000%,  
  4/1/34 and Government    
  National Mortgage Assn.    
  4.000%, 11/20/44–12/20/44,  
  with a value of    
  $170,952,000) 167,600 167,600
      619,000
U.S. Government and Agency Obligations (1.0%)
1 Fannie Mae    
  Discount Notes,    
  0.070%, 2/17/15 62,700 62,698
2 Federal Home Loan    
  Bank Discount Notes,    
  0.087%, 3/25/15 124,000 124,000
2 Federal Home Loan    
  Bank Discount Notes,    
  0.080%, 4/1/15 50,000 49,999
      236,697
Total Temporary Cash Investments  
(Cost $855,676)   855,697
Total Investments (99.0%)    
(Cost $16,786,332)   22,843,056
Other Assets and Liabilities (1.0%)  
Other Assets   273,495
Liabilities   (49,480)
      224,015
Net Assets (100%)    
Applicable to 1,026,351,818 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 23,067,071
Net Asset Value Per Share   $22.47

 

14


 

Dividend Growth Fund

At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 16,648,468
Overdistributed Net Investment Income (9,617)
Accumulated Net Realized Gains 371,561
Unrealized Appreciation (Depreciation)  
Investment Securities 6,056,724
Foreign Currencies (65)
Net Assets 23,067,071

 

 

 

 

 

See Note A in Notes to Financial Statements.

1 The issuer was placed under federal conservatorship in September 2008; since that time, its daily operations have bee 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.

2 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.

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

15


 

Dividend Growth Fund

Statement of Operations

  Year Ended
  January 31, 2015
  ($000)
Investment Income  
Income  
Dividends1 484,997
Interest 321
Securities Lending 1,821
Total Income 487,139
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 23,949
Performance Adjustment 6,775
The Vanguard Group—Note C  
Management and Administrative 33,019
Marketing and Distribution 4,314
Custodian Fees 267
Auditing Fees 27
Shareholders’ Reports 253
Trustees’ Fees and Expenses 39
Total Expenses 68,643
Net Investment Income 418,496
Realized Net Gain (Loss)  
Investment Securities Sold 727,962
Foreign Currencies (1,772)
Realized Net Gain (Loss) 726,190
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 1,518,150
Foreign Currencies (204)
Change in Unrealized Appreciation (Depreciation) 1,517,946
Net Increase (Decrease) in Net Assets Resulting from Operations 2,662,632
1 Dividends are net foreign witholding taxes of $6,350,000.  

 

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

Statement of Changes in Net Assets

  Year Ended January 31,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 418,496 330,187
Realized Net Gain (Loss) 726,190 223,809
Change in Unrealized Appreciation (Depreciation) 1,517,946 2,176,752
Net Increase (Decrease) in Net Assets Resulting from Operations 2,662,632 2,730,748
Distributions    
Net Investment Income (428,918) (329,157)
Realized Capital Gain1 (344,452) (93,833)
Total Distributions (773,370) (422,990)
Capital Share Transactions    
Issued 4,456,080 6,120,018
Issued in Lieu of Cash Distributions 694,537 378,204
Redeemed (3,110,104) (2,372,492)
Net Increase (Decrease) from Capital Share Transactions 2,040,513 4,125,730
Total Increase (Decrease) 3,929,775 6,433,488
Net Assets    
Beginning of Period 19,137,296 12,703,808
End of Period2 23,067,071 19,137,291 6
1 Includes fiscal 2015 and 2014 short-term gain distributions totaling $83,860,000 and $0, 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 ($9,617,000) and $2,5777,000.

 

 

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

17


 

Dividend Growth Fund

Financial Highlights

For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $20.45 $17.52 $15.81 $14.68 $12.82
Investment Operations          
Net Investment Income . 430 .385 .357 .317 .283
Net Realized and Unrealized Gain (Loss)          
on Investments 2.378 3.033 1.721 1.126 1.850
Total from Investment Operations 2.808 3.418 2.078 1.443 2.133
Distributions          
Dividends from Net Investment Income (.440) (. 384) (.368) (.313) (.273)
Distributions from Realized Capital Gains (.348) (.104)
Total Distributions (.788) (.488) (.368) (.313) (.273)
Net Asset Value, End of Period $22.47 $20.45 $17.52 $15.81 $14.68
 
Total Return1 13.69% 19.60% 13.36% 9.90% 16.85%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $23,067 $19,137 $12,704 $8,829 $4,995
Ratio of Total Expenses to          
Average Net Assets2 0.32% 0.31% 0.29% 0.31% 0.34%
Ratio of Net Investment Income to          
Average Net Assets 1.94% 2.03% 2.22% 2.28% 2.25%
Portfolio Turnover Rate 23% 18% 11% 13% 17%

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 0.03%, 0.02%, 0.00%, 0.00%, and 0.03%.

 

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

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Dividend Growth Fund

Notes to Financial Statements

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

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

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

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

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

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (January 31, 2012–2015), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

19


 

Dividend Growth Fund

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

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are 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 participate in a $2.89 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, 2015, or at any time during the period then ended.

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

B. Wellington Management Company LLP provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. The basic fee is subject to quarterly adjustments based on the fund’s performance for the preceding three years relative to the NASDAQ US Dividend Achievers Select Index. For the year ended January 31, 2015, the investment advisory fee represented an effective annual basic rate of 0.11% of the fund’s average net assets before an increase of $6,775,000 (0.03%) based on performance.

C. The Vanguard Group furnishes at cost corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard.

20


 

Dividend Growth Fund

At January 31, 2015, the fund had contributed capital of $2,220,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.89% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers 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 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 20,122,995 1,864,364
Temporary Cash Investments 855,697
Total 20,122,995 2,720,061

 

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, 2015, the fund realized net foreign currency losses of $1,772,000, 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 $34,295,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at January 31, 2015, the fund had $62,694,000 of ordinary income and $319,187,000 of long-term capital gains available for distribution.

At January 31, 2015, the cost of investment securities for tax purposes was $16,786,472,000. Net unrealized appreciation of investment securities for tax purposes was $6,056,584,000, consisting of unrealized gains of $6,320,540,000 on securities that had risen in value since their purchase and $263,956,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2015, the fund purchased $6,109,170,000 of investment securities and sold $4,929,045,000 of investment securities, other than temporary cash investments.

21


 

Dividend Growth Fund

G. Capital shares issued and redeemed were:

  Year Ended January 31,
  2015 2014
  Shares Shares
  (000) (000)
Issued 200,627 311,805
Issued in Lieu of Cash Distributions 30,279 18,932
Redeemed (140,286) (120,255)
Net Increase (Decrease) in Shares Outstanding 90,620 210,482

 

H. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, 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
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, 2015, 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, 2015 by correspondence with the custodians and brokers and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 17, 2015


Special 2014 tax information (unaudited) for Vanguard Dividend Growth Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $288,628,000 as capital gain dividends (from net long-term capital gains) 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 $462,017,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 75.4% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.

23


 

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 2015. (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, 2015      
  One Five Ten
  Year Years Years
Returns Before Taxes 13.69% 14.63% 9.05%
Returns After Taxes on Distributions 12.73 14.09 8.62
Returns After Taxes on Distributions and Sale of Fund Shares 8.46 11.79 7.42

 

24


 

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.

25


 

Six Months Ended January 31, 2015      
 
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Growth Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return $1,000.00 $1,060.30 $1.61
Based on Hypothetical 5% Yearly Return 1,000.00 1,023.64 1.58
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 0.31%. 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.

 

26


 

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, 2015. 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 considered 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 noted 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 over 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.

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.

27


 

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

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

28


 

Glossary

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

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

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

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

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

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

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

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

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

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

29


 

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

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

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

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

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

Benchmark Information

Dividend Growth Spliced Average: Based on the Utility Funds Average through December 6, 2002, and the Large-Cap Core Funds Average thereafter. Derived from data provided by Lipper, a Thomson Reuters Company.

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


 

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The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished  
Minett Professor at the Rochester Institute of JoAnn Heffernan Heisen 
Technology; Director of SPX Corporation (multi-industry  Born 1950. Trustee Since July 1998. Principal
manufacturing), the United Way of Rochester, Occupation(s) During the Past Five Years and Other 
Amerigroup Corporation (managed health care), the  Experience: Corporate Vice President and Chief
University of Rochester Medical Center, Monroe Global Diversity Officer (retired 2008) and Member 
Community College Foundation, and North Carolina  of the Executive Committee (1997–2008) of Johnson
A&T University. & Johnson (pharmaceuticals/medical devices/ 
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the
College of Arts and Letters and of the Advisory Board Thomas J. Higgins  
to the Kellogg Institute for International Studies, both Born 1957. Chief Financial Officer Since September
at the University of Notre Dame. 2008. Principal Occupation(s) During the Past Five
Years and Other Experience: Principal of The Vanguard
Mark Loughridge Group, Inc.; Chief Financial Officer of each of the
Born 1953. Trustee Since March 2012. Principal investment companies served by The Vanguard Group;
Occupation(s) During the Past Five Years and Other Treasurer of each of the investment companies served
Experience: Senior Vice President and Chief Financial by The Vanguard Group (1998–2008).
Officer (retired 2013) at IBM (information technology  
services); Fiduciary Member of IBM’s Retirement Plan Kathryn J. Hyatt
Committee (2004–2013); Director of the Dow Chemical Born 1955. Treasurer Since November 2008. Principal
Company; Member of the Council on Chicago Booth. Occupation(s) During the Past Five Years and Other
Experience: Principal of The Vanguard Group, Inc.;
Scott C. Malpass Treasurer of each of the investment companies served
Born 1962. Trustee Since March 2012. Principal by The Vanguard Group; Assistant Treasurer of each of
Occupation(s) During the Past Five Years and Other the investment companies served by The Vanguard
Experience: Chief Investment Officer and Vice Group (1988–2008).  
President at the University of Notre Dame; Assistant  
Professor of Finance at the Mendoza College of Heidi Stam
Business at Notre Dame; Member of the Notre Dame Born 1956. Secretary Since July 2005. Principal
403(b) Investment Committee; Board Member of Occupation(s) During the Past Five Years and Other
TIFF Advisory Services, Inc., and Catholic Investment Experience: Managing Director of The Vanguard
Services, Inc. (investment advisors); Member of Group, Inc.; General Counsel of The Vanguard Group;
the Investment Advisory Committee of Major Secretary of The Vanguard Group and of each of the
League Baseball. investment companies served by The Vanguard Group;
Director and Senior Vice President of Vanguard
André F. Perold Marketing Corporation.  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
   
Peter F. Volanakis  Chairman Emeritus and Senior Advisor
Born 1955. Trustee Since July 2009. Principal    
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;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center and of the Advisory Board of the    
Parthenon Group (strategy consulting). 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 e-mail addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2015 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q570 032015

 



Annual Report | January 31, 2015

Vanguard Dividend Appreciation Index Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

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: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

 
Fiscal Year Ended January 31, 2015  
 
  Total
  Returns
Vanguard Dividend Appreciation Index Fund  
Investor Shares 11.86%
Admiral™ Shares 11.94
ETF Shares  
Market Price 11.98
Net Asset Value 11.97
NASDAQ US Dividend Achievers Select Index 12.04
Large-Cap Core Funds Average 11.62

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, 2014, Through January 31, 2015        
      Distributions Per Share
  Starting Ending    
  Share Share Income Capital
  Price Price Dividends Gains
Vanguard Dividend Appreciation Index Fund        
Investor Shares $28.59 $31.37 $0.603 $0.000
Admiral Shares 19.40 21.28 0.430 0.000
ETF Shares 71.47 78.42 1.585 0.000

 

1


 

 

Chairman’s Letter

Dear Shareholder,

U.S. stocks advanced during the fiscal year ended January 31, 2015, despite market volatility at the middle and end of the period. In a low-interest-rate environment, investors continued to seek out stocks that steadily increase their dividends.

Vanguard Dividend Appreciation Index Fund, which includes stocks that have raised their dividends for ten or more years, returned about 12% for the 12 months. The fund closely tracked its benchmark, the NASDAQ US Dividend Achievers Select Index, and was slightly ahead of the average return of large-capitalization core funds.

The fund’s 30-day SEC yield for Investor Shares fell from 2.05% at the start of the period to 1.97% at the end.

U.S. stocks posted strong results despite facing many challenges
Although volatility picked up and flat results in December turned negative in January, the broad U.S. stock market returned about 13% for the fiscal year. Mostly strong U.S. corporate earnings combined with the effects of global monetary stimulus helped domestic equities overcome worries about lofty stock valuations, plunging oil prices, and economic weakness abroad.

The Federal Reserve ended its bond-buying program in October, and investors seemed reassured when it said it would be “patient” in deciding when to increase short-term interest rates. The Bank of


 

Japan, the European Central Bank, and the People’s Bank of China all embarked on aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging markets stocks outpaced those of the developed markets of the Pacific and Europe.

Bond returns stood out, helped by global stimulus
The broad U.S. taxable bond market returned 6.61% as bond prices benefited from global stimulus programs. Many investors were drawn to the relative stability of bonds amid the volatility in equity markets.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite directions.) The yield of the 10-year Treasury note ended January at 1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, helped by the effects of greater demand and reduced supply along with the broader bond market’s advance.

 
Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

3


 

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61%. Like their equity counterparts, international bonds suffered because of the strength of the U.S. dollar.

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

Consumer-related stocks bolstered the fund’s result
The Dividend Appreciation Index Fund benefited from the strong performance of large-cap stocks during the fiscal year.

Your fund tracks a benchmark that includes companies that are steadily increasing their dividends, which isn’t necessarily synonymous with a high current dividend yield. (See the box on page 6 for more about your fund’s strategy.)

Six of the fund’s ten industry sectors produced positive results. Consumer services, consumer goods, and industrials—three of the largest sector holdings—contributed most.

Improvements in the U.S. economy, including the employment and housing markets, lifted consumer confidence. Investors were willing to spend more money, which in turn drove consumer-related stocks. Together, consumer services and consumer goods stocks accounted for more than half of the fund’s overall return. Discount retail

Expense Ratios        
Your Fund Compared With Its Peer Group        
 
  Investor Admiral ETF Peer Group
  Shares Shares Shares Average
Dividend Appreciation Index Fund 0.20% 0.10% 0.10% 1.12%

The fund expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the fund’s expense ratios were 0.20% for Investor Shares, 0.10% for Admiral Shares, and 0.10% for ETF Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2014.

Peer group: Large-Cap Core Funds.

4


 

chains, home improvement stores, and apparel shops were among the standout performers.

Industrial stocks also boosted results. Makers of diversified industrial products profited from increased corporate spending Aerospace and defense manufacturers recovered from negative returns in the first half of the year. Some of these companies have restructured, developed newer models, and found more ways to cope with the decline in government contracts in recent years.

Oil and gas and technology stocks detracted most. Oil and gas stocks tumbled along with oil prices. Weak demand for software and computer services hurt technology stocks. Some semiconductor manufacturers also faced challenges as they expanded globally.

The fund has a successful record of tracking its benchmark index
Since its inception in April 2006, the Dividend Appreciation Index Fund has had an average annual return of 7.31% for Investor Shares. It has closely tracked its benchmark index and significantly outpaced the average return of its peers.

Meeting the fund’s objective of closely tracking the target index was no small achievement. The decade has seen extreme volatility, including, of course, the worst global recession since the Great Depression. Credit for the fund’s success

Total Returns  
Inception Through January 31, 2015  
  Average
  Annual Return
Dividend Appreciation Index Fund Investor Shares (Returns since inception: 4/27/2006) 7.31%
NASDAQ US Dividend Achievers Select Index 7.56
Large-Cap Core Funds Average 5.84
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


 

Not all dividend-focused equity funds are alike
 
Dividend-oriented investment strategies tend to favor either current income or growth in future
income. The difference in these strategies can be illustrated by comparing Vanguard High
Dividend Yield Index Fund, which has a relatively high 30-day SEC yield (2.85% at the end
of 2014), with Vanguard Dividend Appreciation Index Fund, which has a lower 30-day SEC
yield (1.90% at the end of 2014) but focuses on companies that have both the ability and
commitment to generate a growing dividend stream over time.
 
The difference in the pace of dividend growth for the funds is clear in the chart below. The
High Dividend Yield Index Fund’s distribution-per-share payout since 2007 roughly kept pace
with that of the broad U.S. market (as measured by Vanguard Total Stock Market Index Fund),
as corporate profits rebounded in the wake of the financial crisis. That pace, however, was
well below the growth rate achieved by the Dividend Appreciation Index Fund.
 
Keep in mind, however, that investing in any fund that covers only a slice of the market takes
away some degree of diversification from your portfolio. Such funds tend to go through cycles
of doing better—or worse—than the stock market in general. And remember, too, that
investors should not view dividend-focused funds as an alternative to bonds, because holding
bonds tends to be a more reliable way to diversify a portfolio, particularly during steep equity
market declines.
 
Growth in dividend distributions per share from 2007 through 2014

6


 

goes to Vanguard Equity Investment Group. Its skilled portfolio construction and management have enabled the fund to track its benchmark while keeping the associated costs very low.

Though volatility is inevitable, you don’t have to ‘inherit’ it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from clients as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer some insights, and reinforce some of Vanguard’s key principles.

Not surprisingly in a month marked by sharp fluctuations in the markets, volatility came up as a concern. The broad stock market had several swings of more than 1% in January. Bond yields, meanwhile, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of those key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 12, 2015

7


 

Dividend Appreciation Index Fund

Fund Profile
As of January 31, 2015

 
Share-Class Characteristics    
 
  Investor Admiral ETF
  Shares Shares Shares
Ticker Symbol VDAIX VDADX VIG
Expense Ratio1 0.20% 0.10% 0.10%
30-Day SEC Yield 1.97% 2.07% 2.08%

 

 
Portfolio Characteristics    
    NASDAQ DJ
    US U.S.
    Dividend Total
    Achievers Market
    Select FA
  Fund Index Index
Number of Stocks 163 163 3,752
Median Market Cap $57.7B $57.7B $47.6B
Price/Earnings Ratio 18.3x 18.3x 20.2x
Price/Book Ratio 3.4x 3.4x 2.7x
Return on Equity 21.6% 21.5% 17.8%
Earnings Growth      
Rate 10.8% 10.8% 15.1%
Dividend Yield 2.2% 2.2% 1.9%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate 20%
Short-Term Reserves -0.4%

 

 
Sector Diversification (% of equity exposure)
    NASDAQ  
    US  
    Dividend DJ
    Achievers U.S. Total
    Select Market
  Fund Index FA Index
Basic Materials 5.6% 5.6% 2.7%
Consumer Goods 19.1 19.1 10.0
Consumer Services 17.4 17.4 14.0
Financials 6.9 6.8 18.6
Health Care 10.6 10.6 13.7
Industrials 23.2 23.3 12.6
Oil & Gas 7.2 7.3 7.3
Technology 9.0 8.9 15.6
Telecommunications 0.1 0.1 2.0
Utilities 0.9 0.9 3.5

 

 
Volatility Measures    
  NASDAQ  
  US Dividend DJ
  Achievers U.S. Total
  Select Market
  Index FA Index
R-Squared 1.00 0.91
Beta 1.00 0.92
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)
Wal-Mart Stores Inc. Broadline Retailers 4.3%
PepsiCo Inc. Soft Drinks 4.1
Johnson & Johnson Pharmaceuticals 4.1
Coca-Cola Co. Soft Drinks 4.1
Exxon Mobil Corp. Integrated Oil & Gas 3.4
CVS Health Corp. Drug Retailers 3.3
International Business    
Machines Corp. Computer Services 3.1
3M Co. Diversified Industrials 3.1
QUALCOMM Inc. Semiconductors 3.0
United Technologies    
Corp. Aerospace 3.0
Top Ten   35.5%
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 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the expense ratios were 0.20% for Investor Shares, 0.10% for Admiral Shares, and 0.10% for ETF 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, 2015
Initial Investment of $10,000


 
 
  Average Annual Total Returns  
  Periods Ended January 31, 2015  
      Since Final Value
  One Five Inception of a $10,000
  Year Years (4/27/2006) Investment
         Dividend Appreciation Index        
Fund*Investor Shares 11.86% 13.66% 7.31% $18,551
•••••••  NASDAQ US Dividend Achievers Select        
Index 12.04 13.89 7.56 18,945
– – – – Large-Cap  Core  Funds Average  11.62  13.60  5.84  16,441
            Dow JonesU.S.Total Stock  Market         
Float Adjusted Index 12.87 15.86 7.40 18,693
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.    
"Since Inception" performance is calculated from the Investor Shares’ inception date for both the fund and its comparative standards.

 

 
    Since Final Value
  One Inception of a $10,000
  Year (12/19/2013) Investment
Dividend Appreciation Index Fund Admiral      
Shares 11.94% 7.65% $10,858
NASDAQ US Dividend Achievers Select Index 12.04 7.71 10,866
Dow Jones U.S. Total Stock Market Float      
Adjusted Index 12.87 10.63 11,196
"Since Inception" performance is calculated from the Admiral Shares’ inception date for both the fund and its comparative standards.

 

See Financial Highlights for dividend and capital gains information.

9


 

Dividend Appreciation Index Fund

 
    Average Annual Total Returns  
    Periods Ended January 31, 2015  
      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 11.97% 13.78% 7.44% $18,785
NASDAQ US Dividend Achievers Select Index 12.04 13.89 7.58 18,999
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 7.35 18,642
"Since Inception" performance is calculated from the ETF Shares’ inception date for both the fund and its comparative standards.

 

 

 

 
Cumulative Returns of ETF Shares: April 21, 2006, Through January 31, 2015    
      Since
  One Five Inception
  Year Years (4/21/2006)
Dividend Appreciation Index Fund ETF Shares      
Market Price 11.98% 90.78% 87.86%
Dividend Appreciation Index Fund ETF Shares Net      
Asset Value 11.97 90.68 87.85
NASDAQ US Dividend Achievers Select Index 12.04 91.61 89.99
"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, 2015


10


 

Dividend Appreciation Index Fund

 

Average Annual Total Returns: Periods Ended December 31, 2014
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 9.98% 13.93% 7.81%
Admiral Shares 12/19/2013 10.04 11.99
ETF Shares 4/21/2006      
Market Price   10.06 14.05 7.95
Net Asset Value   10.06 14.05 7.95

 

11


 

Dividend Appreciation Index Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (99.2%)1    
Basic Materials (5.6%)    
Praxair Inc. 2,106,490 254,022
Ecolab Inc. 2,155,195 223,645
PPG Industries Inc. 992,486 221,205
Air Products &    
Chemicals Inc. 1,516,799 220,861
Sigma-Aldrich Corp. 855,862 117,698
Nucor Corp. 2,281,052 99,568
International Flavors &    
Fragrances Inc. 582,378 61,796
Airgas Inc. 530,022 59,702
RPM International Inc. 954,064 45,661
Royal Gold Inc. 461,854 33,466
Albemarle Corp. 569,575 27,488
HB Fuller Co. 358,717 14,761
Stepan Co. 160,177 6,151
    1,386,024
Consumer Goods (19.0%)    
PepsiCo Inc. 10,909,022 1,023,048
Coca-Cola Co. 24,501,537 1,008,728
NIKE Inc. Class B 5,069,702 467,680
Colgate-Palmolive Co. 6,584,571 444,590
Monsanto Co. 3,760,951 443,717
Archer-Daniels-    
Midland Co. 4,717,573 219,980
VF Corp. 3,155,667 218,909
Stanley Black &    
Decker Inc. 1,114,934 104,414
Genuine Parts Co. 1,101,497 102,373
Hormel Foods Corp. 1,889,147 96,762
Bunge Ltd. 1,056,990 94,632
Brown-Forman Corp.    
Class B 922,443 81,978
Church & Dwight Co. Inc. 982,909 79,537
JM Smucker Co. 742,881 76,628
Polaris Industries Inc. 470,838 68,078
McCormick & Co. Inc. 852,774 60,880
    Market
    Value
  Shares ($000)
Hasbro Inc. 937,992 51,515
Flowers Foods Inc. 1,494,944 29,241
Lancaster Colony Corp. 195,526 17,584
Nu Skin Enterprises Inc.    
Class A 326,340 13,373
Andersons Inc. 202,050 9,088
Tootsie Roll    
Industries Inc. 271,453 8,467
    4,721,202
Consumer Services (17.3%)    
Wal-Mart Stores Inc. 12,529,540 1,064,760
CVS Health Corp. 8,472,520 831,663
Walgreens Boots    
Alliance Inc. 7,810,061 575,992
Lowe’s Cos. Inc. 7,380,372 500,094
TJX Cos. Inc. 5,096,038 336,033
Target Corp. 4,535,197 333,836
Cardinal Health Inc. 2,456,982 204,396
Ross Stores Inc. 1,539,822 141,217
Tiffany & Co. 917,524 79,494
Family Dollar Stores Inc. 815,226 62,039
FactSet Research    
Systems Inc. 306,588 44,023
Rollins Inc. 1,046,740 34,595
Casey’s General    
Stores Inc. 275,734 25,174
Cracker Barrel    
Old Country Store Inc. 170,753 22,968
John Wiley & Sons Inc.    
Class A 354,259 21,950
Aaron’s Inc. 515,759 16,329
Matthews International    
Corp. Class A 235,038 10,889
    4,305,452
Financials (6.7%)    
ACE Ltd. 2,412,125 260,413
Franklin Resources Inc. 4,520,256 232,929
Aflac Inc. 3,265,819 186,413

 

12


 
z

Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
McGraw Hill    
Financial Inc. 1,941,837 173,678
Chubb Corp. 1,759,664 172,271
T. Rowe Price Group Inc. 1,878,830 147,901
SEI Investments Co. 1,214,108 48,771
WR Berkley Corp. 920,800 45,110
PartnerRe Ltd. 370,076 42,337
Axis Capital Holdings Ltd. 802,807 40,863
HCC Insurance    
Holdings Inc. 715,088 38,143
Eaton Vance Corp. 868,677 34,964
Brown & Brown Inc. 1,042,125 32,150
Commerce    
Bancshares Inc. 722,061 28,882
RenaissanceRe    
Holdings Ltd. 298,669 28,562
Cullen/Frost Bankers Inc. 354,740 22,100
StanCorp Financial    
Group Inc. 313,211 19,432
Bank of the Ozarks Inc. 528,660 17,144
Prosperity Bancshares Inc.   365,739 16,747
UMB Financial Corp. 323,910 15,716
RLI Corp. 308,065 14,451
American Equity    
Investment Life    
Holding Co. 511,369 13,045
Community Bank    
System Inc. 268,560 9,032
Westamerica    
Bancorporation 175,937 7,157
BancFirst Corp. 109,650 6,322
Infinity Property &    
Casualty Corp. 82,254 5,780
1st Source Corp. 174,000 5,173
Community Trust    
Bancorp Inc. 124,666 3,937
Westwood Holdings    
Group Inc. 59,280 3,497
    1,672,920
Health Care (10.5%)    
Johnson & Johnson 10,160,184 1,017,441
Medtronic plc 7,153,536 510,763
Abbott Laboratories 11,056,692 494,898
Stryker Corp. 2,707,407 246,509
Becton Dickinson    
and Co. 1,383,148 190,985
CR Bard Inc. 555,901 95,076
West Pharmaceutical    
Services Inc. 504,096 24,857
Healthcare Services    
Group Inc. 502,318 15,828
Owens & Minor Inc. 452,100 15,475
    2,611,832

 

    Market
    Value
  Shares ($000)
Industrials (23.1%)    
3M Co. 4,748,430 770,670
United Technologies    
Corp. 6,557,999 752,727
FedEx Corp. 2,237,228 378,338
Caterpillar Inc. 4,570,268 365,484
General Dynamics Corp. 2,452,397 326,684
Emerson Electric Co. 5,037,237 286,820
Automatic Data    
Processing Inc. 3,452,489 284,934
Illinois Tool Works Inc. 3,044,391 283,402
Northrop Grumman Corp. 1,553,083 243,756
Norfolk Southern Corp. 2,219,300 226,302
Deere & Co. 2,649,124 225,679
Sherwin-Williams Co. 718,670 194,954
Parker-Hannifin Corp. 1,068,498 124,437
WW Grainger Inc. 492,922 116,251
Roper Industries Inc. 713,310 110,092
Fastenal Co. 2,126,371 94,411
Pentair plc 1,332,842 82,383
Dover Corp. 1,145,503 80,231
CH Robinson    
Worldwide Inc. 1,086,335 77,369
Cintas Corp. 858,838 67,591
Expeditors International    
of Washington Inc. 1,451,866 63,418
Valspar Corp. 611,957 51,056
Carlisle Cos. Inc. 457,533 41,032
Lincoln Electric    
Holdings Inc. 580,447 39,418
Donaldson Co. Inc. 1,041,005 38,059
Jack Henry &    
Associates Inc. 612,496 37,589
Nordson Corp. 461,174 33,601
AO Smith Corp. 559,142 33,219
Bemis Co. Inc. 728,720 32,282
Graco Inc. 436,110 31,068
AptarGroup Inc. 469,598 29,636
Toro Co. 407,103 26,425
MDU Resources    
Group Inc. 1,136,339 25,693
CLARCOR Inc. 361,212 22,587
ITT Corp. 585,580 20,970
MSC Industrial Direct    
Co. Inc. Class A 277,171 20,807
Valmont Industries Inc. 150,096 18,030
Franklin Electric Co. Inc. 341,352 11,678
MSA Safety Inc. 266,650 11,642
ABM Industries Inc. 399,393 11,530
Tennant Co. 132,502 8,640
^ Lindsay Corp. 92,647 8,007
Badger Meter Inc. 103,055 6,169
McGrath RentCorp 184,675 5,610

 

13


 

Dividend Appreciation Index Fund

    Market
    Value
  Shares ($000)
Gorman-Rupp Co. 187,798 5,354
Brady Corp. Class A 160,502 4,200
Cass Information    
Systems Inc. 82,530 3,616
Mesa Laboratories Inc. 24,686 1,880
Raven Industries Inc. 61,675 1,322
    5,737,053
Oil & Gas (7.2%)    
Exxon Mobil Corp. 9,722,290 849,923
Occidental    
Petroleum Corp. 5,703,617 456,289
EOG Resources Inc. 3,857,313 343,416
Murphy Oil Corp. 1,312,261 58,934
Helmerich & Payne Inc. 686,629 40,896
Energen Corp. 520,799 33,029
^ CARBO Ceramics Inc. 10,357 339
    1,782,826
Technology (8.8%)    
International Business    
Machines Corp. 5,054,677 774,932
QUALCOMM Inc. 12,117,134 756,836
Texas Instruments Inc. 7,768,810 415,243
Analog Devices Inc. 2,239,269 116,677
Linear Technology Corp. 1,690,156 75,956
Harris Corp. 765,330 51,377
    2,191,021
Telecommunications (0.1%)    
Telephone & Data    
Systems Inc. 727,978 16,926
Atlantic Tele-Network Inc. 112,920 7,501
    24,427
Utilities (0.9%)    
ONEOK Inc. 1,370,696 60,352
UGI Corp. 1,233,097 45,612
National Fuel Gas Co. 600,193 38,070
Aqua America Inc. 1,266,027 34,246
MGE Energy Inc. 248,331 11,398
American States Water Co. 277,524 11,001
California Water    
Service Group 342,122 8,396
Chesapeake Utilities Corp. 103,394 5,042
Connecticut Water    
Service Inc. 78,812 2,834
    216,951
Total Common Stocks    
(Cost $19,466,686)   24,649,708

 

      Market
      Value
    Shares ($000)
Temporary Cash Investments (0.4%)1  
Money Market Fund (0.4%)    
2,3 Vanguard Market    
  Liquidity Fund,    
  0.133% 84,409,985 84,410
 
    Face  
    Amount  
    ($000)  
U.S. Government and Agency Obligations (0.0%)
4,5 Fannie Mae    
  Discount Notes,    
  0.170%, 6/17/15 1,500 1,499
5,6 Federal Home    
  Loan Bank    
  Discount Notes,    
  0.100%, 4/24/15 1,500 1,500
5,6 Federal Home    
  Loan Bank    
  Discount Notes,    
  0.130%, 7/24/15 4,000 3,997
      6,996
Total Temporary Cash Investments  
(Cost $91,406)   91,406
Total Investments (99.6%)    
(Cost $19,558,092)   24,741,114
Other Assets and Liabilities (0.4%)  
Other Assets   181,432
Liabilities3   (87,007)
      94,425
Net Assets (100%)   24,835,539

 

14


 

Dividend Appreciation Index Fund

At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 19,641,166
Undistributed Net Investment Income 38,261
Accumulated Net Realized Losses (24,693)
Unrealized Appreciation (Depreciation)  
Investment Securities 5,183,022
Futures Contracts (2,217)
Net Assets 24,835,539
 
Investor Shares—Net Assets  
Applicable to 46,209,587 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 1,449,577
Net Asset Value Per Share—  
Investor Shares $31.37
 
Admiral Shares—Net Assets  
Applicable to 130,464,757 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 2,776,320
Net Asset Value Per Share—  
Admiral Shares $21.28
 
ETF Shares—Net Assets  
Applicable to 262,819,380 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 20,609,642
Net Asset Value Per Share—  
ETF Shares $78.42

 

• 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 $1,961,000.
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 -0.4%, 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 $2,037,000 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 $5,297,000 have been segregated as initial margin for open futures contracts.
6 The issuer operates under a congressional charter; its securities are generally neither guaranteed by the U.S. Treasury nor backed by the full faith and credit of the U.S. government.
See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Dividend Appreciation Index Fund

Statement of Operations

  Year Ended
  January 31, 2015
  ($000)
Investment Income  
Income  
Dividends 537,483
Interest1 24
Securities Lending 207
Total Income 537,714
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 2,354
Management and Administrative—Investor Shares 2,969
Management and Administrative—Admiral Shares 1,733
Management and Administrative—ETF Shares 12,964
Marketing and Distribution—Investor Shares 551
Marketing and Distribution—Admiral Shares 239
Marketing and Distribution—ETF Shares 4,341
Custodian Fees 192
Auditing Fees 30
Shareholders’ Reports—Investor Shares 49
Shareholders’ Reports—Admiral Shares 8
Shareholders’ Reports—ETF Shares 459
Trustees’ Fees and Expenses 18
Total Expenses 25,907
Net Investment Income 511,807
Realized Net Gain (Loss)  
Investment Securities Sold 1,431,844
Futures Contracts 22
Realized Net Gain (Loss) 1,431,866
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 626,197
Futures Contracts (2,151)
Change in Unrealized Appreciation (Depreciation) 624,046
Net Increase (Decrease) in Net Assets Resulting from Operations 2,567,719
1 Interest income from an affiliated company of the fund was $22,000.  

 

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,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 511,807 414,487
Realized Net Gain (Loss) 1,431,866 242,192
Change in Unrealized Appreciation (Depreciation) 624,046 2,075,258
Net Increase (Decrease) in Net Assets Resulting from Operations 2,567,719 2,731,937
Distributions    
Net Investment Income    
Investor Shares (34,944) (65,045)
Admiral Shares (47,026)
ETF Shares (410,307) (337,724)
Realized Capital Gain    
Investor Shares
Admiral Shares
ETF Shares
Total Distributions (492,277) (402,769)
Capital Share Transactions    
Investor Shares (1,742,875) (265,587)
Admiral Shares 1,876,153 789,364
ETF Shares 389,703 3,461,648
Net Increase (Decrease) from Capital Share Transactions 522,981 3,985,425
Total Increase (Decrease) 2,598,423 6,314,593
Net Assets    
Beginning of Period 22,237,116 15,922,523
End of Period1 24,835,539 22,237,116
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $38,261,000 and $18,731,000.  

 

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 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $28.59 $25.23 $22.42 $21.33 $18.33
Investment Operations          
Net Investment Income . 627 .540 .538 .445 .392
Net Realized and Unrealized Gain (Loss)          
on Investments 2.756 3.350 2.812 1.089 3.006
Total from Investment Operations 3.383 3.890 3.350 1.534 3.398
Distributions          
Dividends from Net Investment Income (. 603) (. 530) (. 540) (.444) (.398)
Distributions from Realized Capital Gains
Total Distributions (. 603) (. 530) (. 540) (.444) (.398)
Net Asset Value, End of Period $31.37 $28.59 $25.23 $22.42 $21.33
 
Total Return1 11.86% 15.51% 15.15% 7.34% 18.75%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $1,450 $2,966 $2,804 $2,206 $1,421
Ratio of Total Expenses to Average Net Assets 0.20% 0.20% 0.20% 0.25% 0.30%
Ratio of Net Investment Income to          
Average Net Assets 2.04% 1.98% 2.32% 2.14% 2.13%
Portfolio Turnover Rate2 20% 3% 15% 14% 15%
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

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

19


 

Dividend Appreciation Index Fund

Financial Highlights

ETF Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $71.47 $63.08 $56.04 $53.32 $45.81
Investment Operations          
Net Investment Income 1.645 1.421 1.401 1.173 1.034
Net Realized and Unrealized Gain (Loss)          
on Investments 6.890 8.357 7.049 2.719 7.524
Total from Investment Operations 8.535 9.778 8.450 3.892 8.558
Distributions          
Dividends from Net Investment Income (1.585) (1.388) (1.410) (1.172) (1.048)
Distributions from Realized Capital Gains
Total Distributions (1.585) (1.388) (1.410) (1.172) (1.048)
Net Asset Value, End of Period $78.42 $71.47 $63.08 $56.04 $53.32
 
Total Return 11.97% 15.60% 15.29% 7.46% 18.91%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $20,610 $18,511 $13,119 $9,677 $4,985
Ratio of Total Expenses to Average Net Assets 0.10% 0.10% 0.10% 0.13% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.14% 2.08% 2.42% 2.26% 2.25%
Portfolio Turnover Rate1 20% 3% 15% 14% 15%
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


 

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, Admiral Shares, and ETF 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. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker.

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

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments 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, 2015, 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, 2012–2015), 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 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 participate in a $2.89 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, 2015, 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.

22

 


 

Dividend Appreciation Index Fund

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

B. The Vanguard Group furnishes at cost investment advisory, corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At January 31, 2015, the fund had contributed capital of $2,421,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 0.97% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

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

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

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 24,649,708
Temporary Cash Investments 84,410 6,996
Futures Contracts—Liabilities1 (2,270)
Total 24,731,848 6,996
1 Represents variation margin on the last day of the reporting period.      

 

23


 

Dividend Appreciation Index Fund

D. At January 31, 2015, 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)
S&P 500 Index March 2015 89 44,242 214
E-mini S&P 500 Index March 2015 1,420 141,176 (2,431)
        (2,217)

 

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, 2015, the fund realized $1,225,145,000 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, 2015, the fund had $46,775,000 of ordinary income available for distribution. The fund used capital loss carryforwards of $205,636,000 to offset taxable capital gains realized during the year ended January 31, 2015. At January 31, 2015, the fund had available capital losses totaling $25,844,000 to offset future net capital gains. Of this amount, $11,128,000 may be used to offset future net capital gains through January 31, 2019. Capital losses of $14,716,000 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, 2015, the cost of investment securities for tax purposes was $19,559,158,000. Net unrealized appreciation of investment securities for tax purposes was $5,181,956,000, consisting of unrealized gains of $5,667,607,000 on securities that had risen in value since their purchase and $485,651,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2015, the fund purchased $9,791,766,000 of investment securities and sold $9,434,513,000 of investment securities, other than temporary cash investments. Purchases and sales include $4,585,538,000 and $4,665,320,000, 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,
    2015     2014
  Amount Shares Amount Shares
  ($000) (000)   ($000) (000)
Investor Shares          
Issued 292,699 9,534   1,116,394 40,789
Issued in Lieu of Cash Distributions 26,684 863   53,392 1,935
Redeemed (2,062,258) (67,915)   (1,435,373) (50,108)
Net Increase (Decrease)—Investor Shares (1,742,875) (57,518)   (265,587) (7,384)
Admiral Shares1          
Issued 2,283,755 110,617   808,063 40,135
Issued in Lieu of Cash Distributions 42,295 1,993  
Redeemed (449,897) (21,346)   (18,699) (935)
Net Increase (Decrease) —Admiral Shares 1,876,153 91,264   789,364 39,200
ETF Shares          
Issued 5,104,112 66,717   4,104,546 60,317
Issued in Lieu of Cash Distributions  
Redeemed (4,714,409) (62,900)   (642,898) (9,300)
Net Increase (Decrease)—ETF Shares 389,703 3,817   3,461,648 51,017
1 Inception was December 19, 2013, for Admiral Shares.          

 

H. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, that would require recognition or disclosure in these financial statements.

25


 

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, 2015, 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, 2015 by correspondence with the custodian and broker, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 13, 2015

 

Special 2014 tax information (unaudited) for Vanguard Dividend Appreciation Index Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $492,277,000 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.

26


 

Your Fund’s After-Tax Returns

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

Calculations are based on the highest individual federal income tax and capital gains tax rates in effect at the times of the distributions and the hypothetical sales. State and local taxes were not considered. After-tax returns reflect any qualified dividend income, using actual prior-year figures and estimates for 2015. (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, 2015      
 
      Since
  One Five Inception
  Year Years (4/27/2006)
Returns Before Taxes 11.86% 13.66% 7.31%
Returns After Taxes on Distributions 11.35 13.23 6.95
Returns After Taxes on Distributions and Sale of Fund Shares 7.13 10.99 5.89

 

27


 

About Your Fund’s Expenses

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

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

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

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

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

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

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

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

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

28


 

Six Months Ended January 31, 2015      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Dividend Appreciation Index Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,050.85 $1.03
Admiral Shares 1,000.00 1,051.28 0.52
ETF Shares 1,000.00 1,051.30 0.52
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.20 $1.02
Admiral Shares 1,000.00 1,024.70 0.51
ETF 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 Admiral Shares, and 0.10% for ETF Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

 

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.

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 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished  
Minett Professor at the Rochester Institute of  JoAnn Heffernan Heisen
Technology; Director of SPX Corporation (multi-industry Born 1950. Trustee Since July 1998. Principal 
manufacturing), the United Way of Rochester, Occupation(s) During the Past Five Years and Other
Amerigroup Corporation (managed health care), the Experience: Corporate Vice President and Chief 
University of Rochester Medical Center, Monroe  Global Diversity Officer (retired 2008) and Member
Community College Foundation, and North Carolina of the Executive Committee (1997–2008) of Johnson 
A&T University.  & Johnson (pharmaceuticals/medical devices/
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the Thomas J. Higgins  
College of Arts and Letters and of the Advisory Board Born 1957. Chief Financial Officer Since September
to the Kellogg Institute for International Studies, both 2008. Principal Occupation(s) During the Past Five
at the University of Notre Dame. Years and Other Experience: Principal of The Vanguard
Group, Inc.; Chief Financial Officer of each of the
Mark Loughridge investment companies served by The Vanguard Group;
Born 1953. Trustee Since March 2012. Principal Treasurer of each of the investment companies served
Occupation(s) During the Past Five Years and Other by The Vanguard Group (1998–2008).
Experience: Senior Vice President and Chief Financial
Officer (retired 2013) at IBM (information technology Kathryn J. Hyatt  
services); Fiduciary Member of IBM’s Retirement Plan Born 1955. Treasurer Since November 2008. Principal
Committee (2004–2013); Director of the Dow Chemical Occupation(s) During the Past Five Years and Other
Company; Member of the Council on Chicago Booth. Experience: Principal of The Vanguard Group, Inc.;
Treasurer of each of the investment companies served
Scott C. Malpass by The Vanguard Group; Assistant Treasurer of each of
Born 1962. Trustee Since March 2012. Principal the investment companies served by The Vanguard
Occupation(s) During the Past Five Years and Other Group (1988–2008).
Experience: Chief Investment Officer and Vice  
President at the University of Notre Dame; Assistant Heidi Stam  
Professor of Finance at the Mendoza College of Born 1956. Secretary Since July 2005. Principal
Business at Notre Dame; Member of the Notre Dame Occupation(s) During the Past Five Years and Other
403(b) Investment Committee; Board Member of Experience: Managing Director of The Vanguard
TIFF Advisory Services, Inc., and Catholic Investment Group, Inc.; General Counsel of The Vanguard Group;
Services, Inc. (investment advisors); Member of Secretary of The Vanguard Group and of each of the
the Investment Advisory Committee of Major investment companies served by The Vanguard Group;
League Baseball. Director and Senior Vice President of Vanguard
Marketing Corporation.
André F. Perold  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
 
Peter F. Volanakis Chairman Emeritus and Senior Advisor   
Born 1955. Trustee Since July 2009. Principal    
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;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center and of the Advisory Board of the  
Parthenon Group (strategy consulting). 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 “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 e-mail addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2015 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q6020 032015

 


 

Annual Report | January 31, 2015

Vanguard REIT Index Fund


 

The mission continues

On May 1, 1975, Vanguard began operations, a fledgling company based on the simple but revolutionary idea that a mutual fund company should be managed solely in the interest of its investors.

Four decades later, that revolutionary spirit continues to animate the enterprise. Vanguard remains on a mission to give investors the best chance of investment success.

As we mark our 40th anniversary, we thank you for entrusting your assets to Vanguard and giving us the opportunity to help you reach your financial goals in the decades to come.

Contents  
Your Fund’s Total Returns. 1
Chairman’s Letter. 2
Fund Profile. 7
Performance Summary. 8
Financial Statements. 11
Your Fund’s After-Tax Returns. 33
About Your Fund’s Expenses. 34
Glossary. 36
 
 

 

REIT Index Fund

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice.
Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: Since our founding, Vanguard has drawn inspiration from the enterprise and valor demonstrated by British naval hero Horatio Nelson and his command at the Battle of the Nile in 1798. The photograph displays a replica of a merchant ship from the same era as Nelson’s flagship, the HMS Vanguard.


 

Your Fund’s Total Returns

 

  
Fiscal Year Ended January 31, 2015  
  Total
  Returns
Vanguard REIT Index Fund  
Investor Shares 33.29%
Admiral™ Shares 33.46
Institutional Shares 33.43
ETF Shares  
Market Price 33.60
Net Asset Value 33.41
MSCI US REIT Index 33.52
Real Estate Funds Average 30.41

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, 2014, Through January 31, 2015          
      Distributions Per Share  
  Starting Ending      
  Share Share Income Capital Return of
  Price Price Dividends Gains Capital
Vanguard REIT Index Fund          
Investor Shares $22.37 $28.73 $0.624 $0.000 $0.311
Admiral Shares 95.46 122.58 2.758 0.000 1.377
Institutional Shares 14.78 18.97 0.430 0.000 0.214
ETF Shares 67.36 86.49 1.947 0.000 0.972

 

1


 


Chairman’s Letter

Dear Shareholder,

The real estate investment trust (REIT) market turned in a robust performance for the 12 months ended January 31, 2015. Healthy demand for real estate and the steady income that REITs provide helped them easily outperform the broad U.S. stock market.

Vanguard REIT Index Fund returned 33.29% for Investor Shares, in line with its benchmark index and about 3 percentage points ahead of the average return of its peers.

The strong performance marked a turnaround from the previous fiscal year, when REITs’ tepid returns were far behind those of the broader market.

Please note that the fund’s Signal Shares® were converted to Admiral Shares in October 2014 as part of a year-long plan to streamline Vanguard’s share-class offerings.

U.S. stocks posted strong results despite facing many challenges
Although volatility picked up and flat results in December turned negative in January, the broad U.S. stock market returned about 13% for the 12 months. Mostly strong U.S. corporate earnings, combined with the effects of global monetary stimulus, helped domestic equities overcome worries about lofty stock valuations, plunging oil prices, and economic weakness abroad.

2


 

The Federal Reserve ended its bond-buying program in October, and investors seemed reassured when it said it would be “patient” in deciding when to increase short-term interest rates. The Bank of Japan, the European Central Bank, and the People’s Bank of China all embarked on aggressive stimulus actions during the fiscal year.

International stocks returned about 1% in U.S. dollar terms as numerous geopolitical difficulties and the strength of the dollar hindered performance. Emerging markets stocks outpaced those of the developed markets of the Pacific and Europe.

Bond returns stood out, helped by global stimulus
The broad U.S. taxable bond market returned 6.61% as bond prices benefited from global stimulus programs. Many investors were drawn to the relative stability of bonds amid the volatility in equity markets.

Even as the Fed phased out its bond purchases, bond prices rose and yields fell. (Bond prices and yields move in opposite directions.) The yield of the 10-year Treasury note ended January at 1.75%, down from 2.70% at the close of January 2014. Municipal bonds returned 8.86%, helped by the effects of greater demand and reduced supply along with the broader bond market’s advance.

Market Barometer      
 
    Average Annual Total Returns
    Periods Ended January 31, 2015
  One Three Five
  Year Years Years
Stocks      
Russell 1000 Index (Large-caps) 13.76% 17.62% 15.84%
Russell 2000 Index (Small-caps) 4.41 15.27 15.66
Russell 3000 Index (Broad U.S. market) 12.99 17.43 15.83
FTSE All-World ex US Index (International) 1.31 6.97 5.82
 
Bonds      
Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.61% 3.07% 4.57%
Barclays Municipal Bond Index (Broad tax-exempt market) 8.86 4.12 5.42
Citigroup Three-Month U.S. Treasury Bill Index 0.03 0.04 0.06
 
CPI      
Consumer Price Index -0.09% 1.03% 1.52%

 

3


 

International bond markets (as measured by the Barclays Global Aggregate Index ex USD) returned –5.61%. Like their equity counterparts, international bonds suffered because of the strength of the U.S. dollar.

The Fed’s target of 0%–0.25% for short-term interest rates continued to hold down returns for money market funds and savings accounts.

REITs soared in responseto falling interest rates
As I mentioned, bond yields unexpectedly reversed course over the past 12 months The drop in interest rates helped REITs rebound from their decline in the fund’s previous fiscal year.

Falling rates often boost REITs because lower capital costs in a growing economy can help their profit margins. REITs are required to pay out at least 90% of their income as dividends to investors, making them attractive in low-interest-rate environments. As equity investments, REITs carry higher risks than fixed-income securities, but the bullish sentiment in the U.S. stock market during the period muted that concern.

All subsets of the REIT market rose by double digits, and retail and residential REITs led the way with returns of about 39% each. Retail REITs benefited from falling vacancy rates, which allowed landlords to raise rents on choice properties. Residential REITs were helped by the

Expense Ratios          
Your Fund Compared With Its Peer Group          
 
  Investor Admiral Institutional ETF Peer Group
  Shares Shares Shares Shares Average
REIT Index Fund 0.24% 0.10% 0.08% 0.10% 1.33%
The fund expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the fund’s expense ratios were 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.10% for Institutional Shares, and 0.12% for ETF Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2014.
 
Peer group: Real Estate Funds.          

 

4


 

improving job market, along with rising demand for apartments as home sales continued to be sluggish.

Returns from health care, office, and hotel and resort REITs were not far behind, thanks to increased business in these industries.

Industrial and diversified REITs, two of the smaller subsectors, recorded more modest returns.

REITs’ long-term success should be assessed cautiously
For the ten years ended January 31, 2015, the REIT Index Fund posted an average annual return of 10.09% for Investor Shares. This performance closely tracked the fund’s benchmark index, a tribute to the experience of the portfolio’s advisor, Vanguard Equity Investment Group. The advisor’s efforts were aided by the portfolio’s low expenses.

The fund’s long-term record outdistanced the broader market by about 2 percentage points over the decade and exceeded the average for its peer group. The fund posted positive returns in eight of the ten years, with five of those exceeding 30%.

However, it’s important to remember that any fund that focuses on a single sector is often more volatile than the overall market. Although REITs have provided generous returns in recent years, in other periods the fund’s returns have significantly trailed those of the broad market.

Total Returns  
Ten Years Ended January 31, 2015  
  Average
  Annual Return
REIT Index Fund Investor Shares 10.09%
REIT Spliced Index 10.16
Real Estate Funds Average 8.78
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


 

For long-term investors, the fund’s primary benefit is that it offers broad, low-cost exposure to the commercial U.S. real estate market. Consequently, it can enhance diversification when used prudently, such as when it supplements a portfolio that is concentrated in a few market segments.

Though volatility is inevitable, you don’t have to “inherit” it
In January, Tim Buckley, Vanguard’s chief investment officer, and I answered questions from shareholders as part of a live webcast. It was a great opportunity to hear what you’re thinking, offer some insights, and reinforce some of Vanguard’s key principles.

Not surprisingly, given that the first month of 2015 was marked by sharp fluctuations in the markets, volatility came up as a concern. The broad stock market had several swings of more than 1% in January. Bond yields, meanwhile, moved sharply lower as prices rallied.

Our response? Tim and I both stressed that how you react—or don’t react—to such jolts can determine how you ultimately fare as an investor. That’s why one of those key principles highlights the need to maintain perspective and long-term discipline. (You can read Vanguard’s Principles for Investing Success at vanguard.com/research.)

Tim noted that the best course for long-term investors is simply to ignore daily market moves. He pointed out that investors “inherit” what would otherwise be fleeting volatility when they sell in response to a market downturn. As Tim put it, the only way to truly have a loss is to act and realize that loss.

Those are wise words to keep in mind when markets turn stormy again.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
February 17, 2015

6


 

REIT Index Fund

Fund Profile
As of January 31, 2015

Share-Class Characteristics        
  Investor Admiral Institutional  
  Shares Shares Shares ETF Shares
Ticker Symbol VGSIX VGSLX VGSNX VNQ
Expense Ratio1 0.24% 0.10% 0.08% 0.10%

 

 
Portfolio Characteristics    
      DJ
      U.S.
      Total
      Market
    MSCI US FA
  Fund  REIT Index Index
Number of Stocks 141 140 3,752
Median Market Cap $11.4B $11.4B $47.6B
Price/Earnings Ratio 45.7x 45.7x 20.2x
Price/Book Ratio 2.6x 2.6x 2.7x
Return on Equity 5.1% 5.1% 17.8%
Earnings Growth      
Rate 14.6% 14.6% 15.1%
Dividend Yield 3.4% 3.4% 1.9%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate 8%
Short-Term Reserves 0.0%
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 6.7% 6.8%
Health Care REITs 14.3 14.3
Hotel & Resort REITs 7.6 7.5
Industrial REITs 4.5 4.5
Office REITs 15.9 15.9
Residential REITs 16.2 16.2
Retail REITs 26.0 26.0
Specialized REITs 8.8 8.8

 

 
Volatility Measures    
    DJ
    U.S. Total
  MSCI US Market
  REIT Index FA Index
R-Squared 1.00 0.12
Beta 1.00 0.48
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 8.5%
Public Storage Specialized REITs 4.0
Equity Residential Residential REITs 3.7
Health Care REIT Inc. Health Care REITs 3.6
Ventas Inc. Health Care REITs 3.5
AvalonBay Communities    
Inc. Residential REITs 3.1
Prologis Inc. Industrial REITs 3.1
HCP Inc. Health Care REITs 3.0
Boston Properties Inc. Office REITs 2.9
Vornado Realty Trust Office REITs 2.6
Top Ten   38.0%
The holdings listed exclude any temporary cash investments and equity index products.

 

1 The expense ratios shown are from the prospectus dated May 27, 2014, and represent estimated costs for the current fiscal year. For the fiscal year ended January 31, 2015, the expense ratios were 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.10% for Institutional Shares, and 0.12% for ETF Shares.

7


 

REIT Index Fund

Performance Summary

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

Cumulative Performance: January 31, 2005, Through January 31, 2015
Initial Investment of $10,000

 

 
 
    Average Annual Total Returns  
    Periods Ended January 31, 2015  
          Final Value
    One Five Ten of a $10,000
    Year Years Years Investment
  REIT Index Fund*Investor Shares 33.29% 19.67% 10.09% $26,146
•••••••• REIT Spliced Index 33.52 19.90 10.16 26,310
 – – – – Real Estate Funds Average 30.41  18.47   8.78  23,192
  Dow Jones U.S. Total Stock Market
  Float Adjusted Index 12.87 15.86 8.08 21,743
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 Admiral Shares 33.46% 19.84% 10.22% $26,449
REIT Spliced Index 33.52 19.90 10.16 26,310
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 8.08 21,743

 

See Financial Highlights for dividend and capital gains information.
8


 

REIT Index Fund

 
    Average Annual Total Returns  
  Periods Ended January 31, 2015  
        Final Value
  One Five Ten of a $5,000,000
  Year Years Years Investment
REIT Index Fund Institutional Shares 33.43% 19.87% 10.24% $13,260,052
REIT Spliced Index 33.52 19.90 10.16 13,154,801
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 8.08 10,871,509

 

 
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
REIT Index Fund        
ETF Shares Net Asset Value 33.41% 19.83% 10.21% $26,447
REIT Spliced Index 33.52 19.90 10.16 26,310
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 12.87 15.86 8.08 21,743

 

 
Cumulative Returns of ETF Shares: January 31, 2005, Through January 31, 2015    
  One Five Ten
  Year Years Years
REIT Index Fund ETF Shares Market Price 33.60% 147.41% 164.62%
REIT Index Fund ETF Shares Net Asset Value 33.41 147.04 164.47
REIT Spliced Index 33.52 147.79 163.10

 

Fiscal-Year Total Returns (%): January 31, 2005, Through January 31, 2015


9


 

REIT Index Fund

Average Annual Total Returns: Periods Ended December 31, 2014      
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 30.13% 16.84% 8.41%
Admiral Shares 11/12/2001 30.32 17.00 8.54
Institutional Shares 12/2/2003 30.28 17.03 8.56
ETF Shares 9/23/2004      
Market Price   30.41 16.97 8.54
Net Asset Value   30.29 16.99 8.54

 

10


 

REIT Index Fund

Financial Statements

Statement of Net Assets
As of January 31, 2015

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 (6.7%)    
2 American Realty Capital    
  Properties Inc. 68,844,484 637,844
2 Duke Realty Corp. 25,869,079 564,722
2 WP Carey Inc. 6,784,104 487,167
2 Liberty Property Trust 11,229,985 452,568
2 Spirit Realty Capital Inc. 30,240,264 388,890
2 Lexington Realty Trust 15,791,637 180,183
2 Cousins Properties Inc. 15,856,369 175,054
2 Washington REIT 5,054,230 145,107
2 PS Business Parks Inc. 1,531,154 128,785
2 American Assets    
  Trust Inc. 2,748,842 121,994
  Empire State Realty    
  Trust Inc. 4,855,661 88,373
  Select Income REIT 2,951,951 73,415
2 Investors Real    
  Estate Trust 8,694,152 71,727
2 First Potomac    
  Realty Trust 4,461,480 57,107
2 RAIT Financial Trust 6,263,299 44,156
2 Winthrop Realty Trust 2,623,838 41,981
2 Whitestone REIT 1,725,845 27,079
2 One Liberty Properties Inc.  979,278 24,002
      3,710,154
Health Care REITs (14.3%)    
2 Health Care REIT Inc. 24,543,960 2,011,377
2 Ventas Inc. 24,543,852 1,958,845
2 HCP Inc. 34,775,403 1,644,529
^,2 Omega Healthcare    
  Investors Inc. 9,648,101 423,166
2 Senior Housing    
  Properties Trust 15,450,977 359,853
2 Healthcare Trust of    
  America Inc. Class A 9,060,460 266,921
2 Medical Properties    
  Trust Inc. 15,414,191 236,916

 

      Market
      Value
    Shares ($000)
2 Healthcare Realty    
  Trust Inc. 7,390,363 222,376
2 National Health    
  Investors Inc. 2,519,917 188,389
2 Sabra Health Care    
  REIT Inc. 4,039,669 132,097
2 LTC Properties Inc. 2,643,557 124,036
2 New Senior Investment    
  Group Inc. 5,570,616 92,138
2 Physicians Realty Trust 4,846,730 85,496
  Aviv REIT Inc. 1,970,724 77,509
2 Universal Health Realty    
  Income Trust 931,663 50,058
2 CareTrust REIT Inc. 2,146,424 28,934
      7,902,640
Hotel & Resort REITs (7.5%)    
2 Host Hotels &    
  Resorts Inc. 57,341,791 1,312,554
2 Hospitality Properties    
  Trust 11,358,630 370,178
2 LaSalle Hotel Properties 8,467,432 342,592
2 RLJ Lodging Trust 10,015,471 341,227
2 Sunstone Hotel    
  Investors Inc. 15,715,945 267,957
*,2 Strategic Hotels &    
  Resorts Inc. 19,261,010 258,483
2 Pebblebrook Hotel Trust 5,379,599 249,828
2 DiamondRock    
  Hospitality Co. 14,839,500 215,618
^,2 Ryman Hospitality    
  Properties Inc. 3,482,363 191,182
2 Chesapeake    
  Lodging Trust 4,113,898 151,062
2 Hersha Hospitality Trust    
  Class A 15,229,916 101,736
2 Chatham Lodging Trust 2,854,321 88,855
2 FelCor Lodging Trust Inc. 8,486,862 84,953
*,2 Summit Hotel    
  Properties Inc. 6,514,790 83,520

 

11


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 Ashford Hospitality    
  Trust Inc. 7,498,219 78,881
2 Ashford Hospitality    
  Prime Inc. 1,925,691 33,045
      4,171,671
Industrial REITs (4.5%)    
2 Prologis Inc. 37,895,840 1,710,618
2 DCT Industrial Trust Inc. 6,321,074 238,684
2 First Industrial Realty    
  Trust Inc. 8,383,577 182,175
2 EastGroup Properties Inc. 2,398,050 155,010
2 STAG Industrial Inc. 4,824,630 126,405
2 Monmouth Real Estate    
  Investment Corp. 4,073,875 48,113
      2,461,005
Office REITs (15.9%)    
2 Boston Properties Inc. 11,603,690 1,610,592
2 Vornado Realty Trust 12,801,269 1,413,772
2 SL Green Realty Corp. 7,248,968 913,370
2 Digital Realty Trust Inc. 10,274,596 749,429
2 Alexandria Real Estate    
  Equities Inc. 5,440,462 530,554
2 Kilroy Realty Corp. 6,307,208 467,679
2 BioMed Realty Trust Inc. 14,797,059 361,788
2 Highwoods Properties Inc. 6,851,879 322,038
2 Douglas Emmett Inc. 10,399,557 296,179
*,2 Equity Commonwealth 8,794,709 231,741
2 Piedmont Office Realty    
  Trust Inc. Class A 11,702,023 228,541
2 Brandywine Realty Trust  13,352,568 221,786
2 Corporate Office    
  Properties Trust 7,016,206 210,486
2 DuPont Fabros    
  Technology Inc. 4,993,868 186,072
2 Hudson Pacific    
  Properties Inc. 5,338,519 172,701
2 New York REIT Inc. 12,300,497 128,294
2 Mack-Cali Realty Corp. 6,413,710 125,131
2 Government Properties    
  Income Trust 5,332,717 121,586
2 Parkway Properties Inc. 5,819,026 106,488
2 Gramercy Property    
  Trust Inc. 13,578,902 93,966
2 Franklin Street    
  Properties Corp. 6,840,495 88,106
2 CyrusOne Inc. 2,787,635 78,193
2 CoreSite Realty Corp. 1,638,931 71,802
  QTS Realty Trust Inc.    
  Class A 987,734 37,544
      8,767,838
Residential REITs (16.2%)    
2 Equity Residential 26,046,680 2,021,483
2 AvalonBay    
  Communities Inc. 9,943,058 1,720,050
2 Essex Property Trust Inc. 4,813,061 1,087,992

 

      Market
      Value
    Shares ($000)
2 UDR Inc. 19,085,476 634,783
2 Camden Property Trust 6,494,420 500,395
2 Mid-America Apartment    
  Communities Inc. 5,701,846 452,270
2 Apartment Investment &    
  Management Co.    
  Class A 11,287,016 449,901
2 American Campus    
  Communities Inc. 7,956,660 349,775
2 Equity LifeStyle    
  Properties Inc. 6,043,805 330,777
2 Home Properties Inc. 4,348,190 306,547
2 Post Properties Inc. 4,125,285 250,611
2 Sun Communities Inc. 3,393,686 229,854
  American Homes 4 Rent    
  Class A 11,881,524 198,303
2 Education Realty    
  Trust Inc. 3,528,962 122,102
2 Associated Estates    
  Realty Corp. 4,372,799 108,926
2 Starwood Waypoint    
  Residential Trust 2,929,064 71,001
2 Silver Bay Realty    
  Trust Corp. 2,775,784 43,247
*,2 American Residential    
  Properties Inc. 2,322,066 40,659
2 Campus Crest    
  Communities Inc. 4,921,995 33,913
      8,952,589
Retail REITs (26.0%)    
2 Simon Property    
  Group Inc. 23,553,828 4,679,203
  General Growth    
  Properties Inc. 40,192,544 1,213,011
2 Macerich Co. 10,669,836 917,713
^,2 Realty Income Corp. 16,880,734 916,793
2 Kimco Realty Corp. 31,168,936 861,821
2 Federal Realty    
  Investment Trust 5,134,903 738,245
2 Regency Centers Corp. 7,003,239 480,142
2 DDR Corp. 23,172,691 454,185
2 National Retail    
  Properties Inc. 9,484,189 406,303
2 Taubman Centers Inc. 4,801,168 393,456
2 Weingarten Realty    
  Investors 8,806,076 330,052
2 Retail Properties of    
  America Inc. 17,940,511 317,368
  Brixmor Property    
  Group Inc. 11,272,339 305,480
2 Tanger Factory Outlet    
  Centers Inc. 7,270,423 286,091
2 CBL & Associates    
  Properties Inc. 12,910,474 266,214
*,2 WP GLIMCHER Inc. 13,963,020 246,866

 

12


 

REIT Index Fund

      Market
      Value
    Shares ($000)
2 Kite Realty Group Trust 6,306,993 192,742
2 Acadia Realty Trust 5,147,342 186,282
*,2 Urban Edge Properties 6,407,226 152,107
  Equity One Inc. 4,998,563 136,161
2 Pennsylvania REIT 5,217,081 124,845
2 Retail Opportunity    
  Investments Corp. 6,911,481 122,126
2 Ramco-Gershenson    
  Properties Trust 5,814,177 113,783
  Alexander’s Inc. 174,109 80,759
2 Inland Real Estate Corp. 6,834,959 77,782
2 Excel Trust Inc. 4,637,004 65,103
  Saul Centers Inc. 946,605 54,042
^ Rouse Properties Inc. 2,632,130 48,931
2 Agree Realty Corp. 1,305,895 45,236
  Urstadt Biddle    
  Properties Inc. Class A 1,902,095 44,699
*,2 Cedar Realty Trust Inc. 5,439,693 43,300
2 Getty Realty Corp. 2,031,105 37,636
  Urstadt Biddle    
  Properties Inc. 69,255 1,368
      14,339,845
Specialized REITs (8.8%)    
2 Public Storage 11,122,165 2,233,776
2 Extra Space Storage Inc. 8,357,396 551,588
*,2 Iron Mountain Inc. 12,446,694 495,876
2 Corrections Corp.    
  of America 8,828,446 347,134
2 EPR Properties 4,297,334 279,585
2 CubeSmart 11,267,165 277,623
2 Geo Group Inc. 5,507,941 239,706
2 Sovran Self Storage Inc. 2,523,511 239,103
2 Gaming and Leisure    
  Properties Inc. 6,814,836 222,368
      4,886,759
Total Real Estate Investment Trusts  
(Cost $41,011,548)   55,192,501
Temporary Cash Investments (0.3%)1  
Money Market Fund (0.3%)    
3,4 Vanguard Market    
  Liquidity Fund,    
  0.133% 135,804,136 135,804

 

  Face Market
  Amount Value
  ($000) ($000)
U.S. Government and Agency Obligations (0.0%)
5 Federal Home Loan Bank    
Discount Notes,    
0.060%, 2/3/15 100 100
Total Temporary Cash Investments  
(Cost $135,904)   135,904
Total Investments (100.2%)    
(Cost $41,147,452)   55,328,405
Other Assets and Liabilities (-0.2%)  
Other Assets   107,240
Liabilities4   (204,335)
    (97,095)
Net Assets (100%)   55,231,310
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers   2,359,695
Affiliated Vanguard Funds   135,804
Other Affiliated Issuers   52,832,906
Total Investments in Securities   55,328,405
Receivables for Accrued Income 49,524
Receivables for Investment    
Securities Sold   10,563
Other Assets   47,153
Total Assets   55,435,645
Liabilities    
Securities Lending Collateral    
Payable to Brokers   69,906
Payables for Investment    
Securities Purchased   66,563
Other Liabilities   67,866
Total Liabilities   204,335
Net Assets   55,231,310

 

13


 

REIT Index Fund

At January 31, 2015, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 41,215,284
Undistributed Net Investment Income 39,241
Accumulated Net Realized Losses (204,676)
Unrealized Appreciation (Depreciation)  
Investment Securities 14,180,953
Swap Contracts 508
Net Assets 55,231,310
 
Investor Shares—Net Assets  
Applicable to 112,475,306 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,231,095
Net Asset Value Per Share—  
Investor Shares $28.73
 
Admiral Shares—Net Assets  
Applicable to 128,286,969 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 15,725,212
Net Asset Value Per Share—  
Admiral Shares $122.58

 

  Amount
  ($000)
Institutional Shares—Net Assets  
Applicable to 357,770,608 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 6,787,568
Net Asset Value Per Share—  
Institutional Shares $18.97
 
ETF Shares—Net Assets  
Applicable to 340,924,635 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 29,487,435
Net Asset Value Per Share—  
ETF Shares $86.49

 

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 $66,450,000.
* 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 0.2%, 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 $69,906,000 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.
REIT—Real Estate Investment Trust.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

REIT Index Fund

Statement of Operations

  Year Ended
  January 31, 2015
  ($000)
Investment Income  
Income  
Dividends 1,258,784
Interest 28
Securities Lending 823
Total Income 1,259,635
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 3,018
Management and Administrative—Investor Shares 6,295
Management and Administrative—Admiral Shares 10,826
Management and Administrative—Signal Shares 1,228
Management and Administrative—Institutional Shares 3,684
Management and Administrative—ETF Shares 20,686
Marketing and Distribution—Investor Shares 631
Marketing and Distribution—Admiral Shares 1,560
Marketing and Distribution—Signal Shares 461
Marketing and Distribution—Institutional Shares 1,137
Marketing and Distribution—ETF Shares 5,220
Custodian Fees 425
Auditing Fees 34
Shareholders’ Reports—Investor Shares 85
Shareholders’ Reports—Admiral Shares 55
Shareholders’ Reports—Signal Shares 23
Shareholders’ Reports—Institutional Shares 42
Shareholders’ Reports—ETF Shares 904
Trustees’ Fees and Expenses 36
Total Expenses 56,350
Net Investment Income 1,203,285
Realized Net Gain (Loss)  
Capital Gain Distributions Received 309,905
Investment Securities Sold 1,396,600
Futures Contracts 482
Swap Contracts 2,529
Realized Net Gain (Loss) 1,709,516
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 10,089,766
Swap Contracts 508
Change in Unrealized Appreciation (Depreciation) 10,090,274
Net Increase (Decrease) in Net Assets Resulting from Operations 13,003,075
See accompanying Notes, which are an integral part of the Financial Statements.  

 

15


 

REIT Index Fund

Statement of Changes in Net Assets

  Year Ended January 31,
  2015 2014
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 1,203,285 918,800
Realized Net Gain (Loss) 1,709,516 1,351,579
Change in Unrealized Appreciation (Depreciation) 10,090,274 (1,507,158)
Net Increase (Decrease) in Net Assets Resulting from Operations 13,003,075 763,221
Distributions    
Net Investment Income    
Investor Shares (68,973) (73,658)
Admiral Shares (293,740) (224,168)
Signal Shares (33,243) (65,893)
Institutional Shares (137,277) (106,402)
ETF Shares (633,652) (520,883)
Realized Capital Gain    
Investor Shares
Admiral Shares
Signal Shares
Institutional Shares
ETF Shares
Return of Capital    
Investor Shares (34,438) (31,477)
Admiral Shares (146,663) (95,796)
Signal Shares (16,598) (28,159)
Institutional Shares (68,541) (45,470)
ETF Shares (316,380) (222,594)
Total Distributions (1,749,505) (1,414,500)
Capital Share Transactions    
Investor Shares 49,773 (304,730)
Admiral Shares 4,832,918 720,250
Signal Shares (2,716,295) 572,687
Institutional Shares 1,514,112 799,400
ETF Shares 4,976,714 1,928,162
Net Increase (Decrease) from Capital Share Transactions 8,657,222 3,715,769
Total Increase (Decrease) 19,910,792 3,064,490
Net Assets    
Beginning of Period 35,320,518 32,256,028
End of Period1 55,231,310 35,320,518
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $39,241,000 and ($24,149,000).

 

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

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REIT Index Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $22.37 $22.66 $20.50 $18.99 $14.05
Investment Operations          
Net Investment Income . 645 .579 .514 .442 .399
Net Realized and Unrealized Gain (Loss)          
on Investments 6.650 .025 2.393 1.722 5.144
Total from Investment Operations 7.295 .604 2.907 2.164 5.543
Distributions          
Dividends from Net Investment Income (.624) (. 626) (. 514) (.439) (.603)
Distributions from Realized Capital Gains
Return of Capital (. 311) (. 268) (. 233) (. 215)
Total Distributions (.935) (.894) (.747) (.654) (.603)
Net Asset Value, End of Period $28.73 $22.37 $22.66 $20.50 $18.99
 
Total Return1 33.29% 2.78% 14.45% 11.80% 40.02%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,231 $2,482 $2,817 $2,565 $2,658
Ratio of Total Expenses to Average Net Assets 0.26% 0.24% 0.24% 0.24% 0.26%
Ratio of Net Investment Income to          
Average Net Assets 2.56% 2.51% 2.39% 2.30% 2.22%
Portfolio Turnover Rate2 8% 11% 9% 10% 12%
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

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

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REIT Index Fund

Financial Highlights

Admiral Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $95.46 $96.70 $87.47 $81.03 $59.95
Investment Operations          
Net Investment Income 2.852 2.569 2.285 1.960 1.806
Net Realized and Unrealized Gain (Loss)          
on Investments 28.403 .148 10.263 7.385 21.948
Total from Investment Operations 31.255 2.717 12.548 9.345 23.754
Distributions          
Dividends from Net Investment Income (2.758) (2.772) (2.283) (1.948) (2.674)
Distributions from Realized Capital Gains
Return of Capital (1.377) (1.185) (1.035) (. 957)
Total Distributions (4.135) (3.957) (3.318) (2.905) (2.674)
Net Asset Value, End of Period $122.58 $95.46 $96.70 $87.47 $81.03
 
Total Return1 33.46% 2.94% 14.63% 11.95% 40.21%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $15,725 $7,987 $7,399 $5,612 $4,715
Ratio of Total Expenses to Average Net Assets 0.12% 0.10% 0.10% 0.10% 0.12%
Ratio of Net Investment Income to          
Average Net Assets 2.70% 2.65% 2.53% 2.44% 2.36%
Portfolio Turnover Rate2 8% 11% 9% 10% 12%
1 Total returns do not include transaction or account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction and account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital shares, including ETF Creation Units.

 

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

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REIT Index Fund

Financial Highlights

Signal Shares          
  Feb. 1,        
2014, to
  Oct. 24,   Year Ended January 31,
For a Share Outstanding Throughout Each Period 20141 2014 2013 2012 2011
Net Asset Value, Beginning of Period $25.48 $25.82 $23.35 $21.63 $16.00
Investment Operations          
Net Investment Income .513 .687 .610 .522 .483
Net Realized and Unrealized Gain (Loss)          
on Investments 3.852 .030 2.744 1.974 5.862
Total from Investment Operations 4.365 .717 3.354 2.496 6.345
Distributions          
Dividends from Net Investment Income (.457) (.741) (.608) (.520) (.715)
Distributions from Realized Capital Gains
Return of Capital (.228) (.316) (.276) (.256)
Total Distributions (.685) (1.057) (.884) (.776) (.715)
Net Asset Value, End of Period $29.161 $25.48 $25.82 $23.35 $21.63
 
Total Return2 17.34% 2.90% 14.65% 11.96% 40.25%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $— $2,402 $1,873 $1,226 $835
Ratio of Total Expenses to Average Net Assets 0.12%3 0.10% 0.10% 0.10% 0.12%
Ratio of Net Investment Income to          
Average Net Assets 2.46%3 2.65% 2.53% 2.44% 2.36%
Portfolio Turnover Rate4 8% 11% 9% 10% 12%
1 Net asset value as of October 24, 2014, on which date the Signal Shares were converted to Admiral Shares.
2 Total returns do not include transaction fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable transaction 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.


 

REIT Index Fund

Financial Highlights

Institutional Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $14.78 $14.97 $13.54 $12.54 $9.28
Investment Operations          
Net Investment Income . 444 .400 .356 .305 .284
Net Realized and Unrealized Gain (Loss)          
on Investments 4.390 .025 1.590 1.148 3.395
Total from Investment Operations 4.834 .425 1.946 1.453 3.679
Distributions          
Dividends from Net Investment Income (.430) (.431) (.355) (.304) (.419)
Distributions from Realized Capital Gains
Return of Capital (. 214) (.184) (.161) (.149)
Total Distributions (.644) (. 615) (. 516) (. 453) (.419)
Net Asset Value, End of Period $18.97 $14.78 $14.97 $13.54 $12.54
 
Total Return1 33.43% 2.97% 14.66% 12.01% 40.24%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $6,788 $3,922 $3,185 $2,324 $1,614
Ratio of Total Expenses to Average Net Assets 0.10% 0.08% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to          
Average Net Assets 2.72% 2.67% 2.55% 2.46% 2.40%
Portfolio Turnover Rate2 8% 11% 9% 10% 12%
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.

20


 

REIT Index Fund

Financial Highlights

ETF Shares          
 
For a Share Outstanding     Year Ended January 31,
Throughout Each Period 2015 2014 2013 2012 2011
Net Asset Value, Beginning of Period $67.36 $68.24 $61.72 $57.17 $42.30
Investment Operations          
Net Investment Income 2.011 1.814 1.613 1.384 1.278
Net Realized and Unrealized Gain (Loss)          
on Investments 20.038 .097 7.250 5.216 15.483
Total from Investment Operations 22.049 1.911 8.863 6.600 16.761
Distributions          
Dividends from Net Investment Income (1.947) (1.955) (1.612) (1.375) (1.891)
Distributions from Realized Capital Gains
Return of Capital (.972) (. 836) (.731) (.675)
Total Distributions (2.919) (2.791) (2.343) (2.050) (1.891)
Net Asset Value, End of Period $86.49 $67.36 $68.24 $61.72 $57.17
 
Total Return 33.41% 2.93% 14.64% 11.94% 40.19%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $29,487 $18,528 $16,983 $10,410 $8,075
Ratio of Total Expenses to Average Net Assets 0.12% 0.10% 0.10% 0.10% 0.12%
Ratio of Net Investment Income to          
Average Net Assets 2.70% 2.65% 2.53% 2.44% 2.36%
Portfolio Turnover Rate1 8% 11% 9% 10% 12%
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.



 

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, Admiral Shares, Institutional Shares, and ETF Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Prior to October 24, 2014, the fund offered Signal Shares. Effective at the close of business on 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, 2015, 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, 2015.

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 pre-qualified 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, 2015, the fund’s average amounts of 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, 2012–2015), 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.

23


 

REIT Index Fund

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans 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 participate in a $2.89 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, 2015, 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.

24


 

REIT Index Fund

B. The Vanguard Group furnishes at cost investment advisory, corporate management, administrative, marketing, and distribution services. The costs of such services are allocated to the fund based on methods approved by the board of trustees. The fund has committed to invest up to 0.40% of its net assets in Vanguard. At January 31, 2015, the fund had contributed capital of $4,798,000 to Vanguard (included in Other Assets), representing 0.01% of the fund’s net assets and 1.92% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and officers of Vanguard.

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

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

The following table summarizes the market value of the fund’s investments as of January 31, 2015, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Real Estate Investment Trusts 55,192,501
Temporary Cash Investments 135,804 100
Swap Contracts—Assets 508
Total 55,328,305 608

 

D. At January 31, 2015, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
  Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty1 ($000) (Paid) ($000)
Empire State Realty Trust Inc. 2/10/15 GSI 38,398 (0.518%) 508
1 GSI—Goldman Sachs International.          

 

At January 31, 2015, the counterparty had deposited in segregated accounts securities with a value of $778,000 in connection with amounts due to the fund for open swap contracts.

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

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REIT Index Fund

During the year ended January 31, 2015, the fund realized $1,421,410,000 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 gains of $2,529,000 on swap contracts have been reclassified from accumulated net realized losses to undistributed net investment income. The fund has reclassified $24,461,000 from paid-in capital to undistributed net investment income, representing utilized capital loss carryforwards that are required to be included in distributable net income for tax purposes.

For tax purposes, at January 31, 2015, the fund had no ordinary income available for distribution. The fund used capital loss carryforwards of $354,193,000 to offset taxable capital gains realized during the year ended January 31, 2015. At January 31, 2015, the fund had available capital losses totaling $49,403,000 to offset future net capital gains through January 31, 2018.

At January 31, 2015, the cost of investment securities for tax purposes was $41,302,725,000. Net unrealized appreciation of investment securities for tax purposes was $14,025,680,000, consisting of unrealized gains of $14,593,656,000 on securities that had risen in value since their purchase and $567,976,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended January 31, 2015, the fund purchased $15,693,017,000 of investment securities and sold $7,052,193,000 of investment securities, other than temporary cash investments. Purchases and sales include $7,500,595,000 and $3,542,426,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

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

      Year Ended January 31,
    2015   2014
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 738,968 29,122 690,690 29,921
Issued in Lieu of Cash Distributions 97,718 3,906 99,859 4,526
Redeemed (786,913) (31,504) (1,095,279) (47,793)
Net Increase (Decrease)—Investor Shares 49,773 1,524 (304,730) (13,346)
Admiral Shares        
Issued1 5,995,731 55,276 2,061,271 20,919
Issued in Lieu of Cash Distributions 395,994 3,684 287,172 3,054
Redeemed (1,558,807) (14,336) (1,628,193) (16,819)
Net Increase (Decrease)—Admiral Shares 4,832,918 44,624 720,250 7,154
Signal Shares        
Issued 484,643 17,696 1,307,317 50,253
Issued in Lieu of Cash Distributions 43,664 1,602 83,873 3,346
Redeemed1 (3,244,602) (113,549) (818,503) (31,910)
Net Increase (Decrease)—Signal Shares (2,716,295) (94,251) 572,687 21,689

 

26


 

REIT Index Fund

      Year Ended January 31,
    2015   2014
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Institutional Shares        
Issued 2,211,332 133,106 1,361,402 90,266
Issued in Lieu of Cash Distributions 182,937 11,052 136,949 9,423
Redeemed (880,157) (51,836) (698,951) (47,012)
Net Increase (Decrease)—Institutional Shares 1,514,112 92,322 799,400 52,677
ETF Shares        
Issued 8,521,764 112,270 5,442,281 78,370
Issued in Lieu of Cash Distributions
Redeemed (3,545,050) (46,400) (3,514,119) (52,200)
Net Increase (Decrease)—ETF Shares 4,976,714 65,870 1,928,162 26,170
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.

 

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 year in securities of these companies were as follows:

      Current Period Transactions  
  January 31,   Proceeds     January 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Acadia Realty Trust 96,367 58,791 17,850 3,800 1,709 186,282
Agree Realty Corp. 29,034 13,563 4,694 1,577 45,236
Alexandria Real Estate            
Equities Inc. 342,129 110,481 65,459 13,806 530,554
American Assets Trust Inc. 78,578 26,469 11,914 1,574 121,994
American Campus            
Communities Inc. 248,719 78,816 47,409 6,768 186 349,775
American Realty Capital            
Properties Inc. 174,745 363,496 104,466 2,811 637,844
American Residential            
Properties Inc. 38,557 9,801 5,424 40,659
AmREIT Inc. 20,700 4,903 39,327 471 71
Apartment Investment &            
Management Co. Class A 278,685 92,323 47,181 66 10,934 449,901
Ashford Hospitality Prime Inc. 27,125 8,730 4,075 360 33,045
Ashford Hospitality Trust Inc. 49,152 32,575 8,454 131 78,881
Associated Estates Realty Corp. 55,026 27,479 10,757 1,869 1,443 108,926

 

27


 

REIT Index Fund

      Current Period Transactions  
January 31,   Proceeds     January 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
AvalonBay Communities Inc. 1,036,765 414,476 188,317 26,790 16,419 1,720,050
BioMed Realty Trust Inc. 255,970 80,030 43,755 7,451 11,033 361,788
Boston Properties Inc. 1,124,832 365,014 219,927 3,496 76,241 1,610,592
Brandywine Realty Trust 152,490 70,908 29,614 5,133 229 221,786
BRE Properties Inc. 311,430 21,820 11,914 6,102 19,829 NA2
Camden Property Trust 359,939 118,403 70,352 7,635 8,730 500,395
Campus Crest Communities Inc. 38,927 9,418 5,179 2,752 33,913
CareTrust REIT Inc. 39,929 1,773 9,039 28,934
CBL & Associates Properties Inc. 187,272 68,230 32,858 12,201 266,214
Cedar Realty Trust Inc. 31,995 11,298 8,349 43,300
Chatham Lodging Trust 72,450 5,060 1,508 88,855
Chesapeake Lodging Trust 80,802 38,903 15,243 4,441 151,062
Cole Real Estate Investment Inc. 485,625 2,379 884 NA3
CommonWealth REIT 198,594 31,479 38,339 1,997 NA4
CoreSite Realty Corp. 44,859 14,168 8,035 2,296 71,802
Corporate Office Properties Trust 148,243 56,551 27,608 4,664 441 210,486
Corrections Corp. of America 265,239 77,390 45,527 17,229 347,134
Cousins Properties Inc. 126,010 72,953 23,025 3,877 282 175,054
CubeSmart 144,461 68,134 20,182 5,372 306 277,623
CyrusOne Inc. 24,387 46,075 6,321 1,297 78,193
DCT Industrial Trust Inc. 154,075 53,065 21,204 4,081 1,297 238,684
DDR Corp. 291,170 133,234 54,649 2,158 1,879 454,185
DiamondRock Hospitality Co. 154,574 49,424 30,038 4,345 215,618
Digital Realty Trust Inc. 447,188 184,491 91,440 26,883 5,010 749,429
Douglas Emmett Inc. 235,253 73,167 40,805 3,149 296,179
Duke Realty Corp. 348,700 124,650 56,675 9,771 5,944 564,722
DuPont Fabros Technology Inc. 114,836 34,991 18,863 7,004 186,072
EastGroup Properties Inc. 123,371 38,445 17,880 4,595 241 155,010
Education Realty Trust Inc. 70,800 7,257 3,539 1,268 122,102
EPR Properties 177,081 74,890 29,564 12,149 279,585
Equity Commonwealth NA4 39,166 13,994 231,741
Equity LifeStyle Properties Inc. 212,567 69,027 39,990 7,506 330,777
Equity Residential 1,294,578 437,517 263,395 39,133 10,934 2,021,483
Essex Property Trust Inc. 411,321 225,101 110,902 15,716 5,441 1,087,992
Excel Trust Inc. 37,565 26,345 8,629 1,681 394 65,103
Extra Space Storage Inc. 329,463 121,586 61,340 14,519 551,588

 

28


 

REIT Index Fund

      Current Period Transactions  
  January 31,   Proceeds     January 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Federal Realty Investment Trust 488,995 166,612 85,824 15,943 152 738,245
FelCor Lodging Trust Inc. 62,250 20,582 12,227 184 84,953
First Industrial Realty Trust Inc. 122,413 44,274 20,343 3,239 182,175
First Potomac Realty Trust 52,345 13,450 7,511 1,839 57,107
Franklin Street Properties Corp. 73,834 20,768 12,181 3,690 88,106
Gaming and Leisure            
Properties Inc. 283,931 27,143 14,995 1,022 222,368
Geo Group Inc. 164,618 50,173 29,172 9,888 239,706
Getty Realty Corp. 34,606 9,052 5,028 825 1,053 37,636
Glimcher Realty Trust 84,782 29,738 171,634 1,520 NA5
Government Properties            
Income Trust 92,220 52,306 14,454 3,055 211 121,586
Gramercy Property Trust Inc. 87,460 4,927 1,218 93,966
HCP Inc. 1,218,577 376,472 221,926 66,411 2,675 1,644,529
Health Care REIT Inc. 1,132,528 548,561 219,549 41,172 10,827 2,011,377
Healthcare Realty Trust Inc. 150,037 46,646 24,899 3,511 222,376
Healthcare Trust of America Inc.            
Class A 127,369 100,427 24,294 5,575 266,921
Hersha Hospitality Trust Class A 67,635 31,533 14,106 2,920 101,736
Highwoods Properties Inc. 225,216 71,561 39,166 8,516 1,916 322,038
Home Properties Inc. 216,497 69,160 39,552 8,479 3,546 306,547
Hospitality Properties Trust 260,325 84,357 48,306 21,521 370,178
Host Hotels & Resorts Inc. 941,903 322,411 191,386 31,944 9,380 1,312,554
Hudson Pacific Properties Inc. 78,084 66,672 16,221 921 172,701
Inland Real Estate Corp. 64,548 17,204 9,583 3,679 77,782
Investors Real Estate Trust 61,446 20,197 6,309 1,467 823 71,727
Iron Mountain Inc. 3,762 1,579 495,876
Kilroy Realty Corp. 293,633 100,502 53,458 6,045 15 467,679
Kimco Realty Corp. 584,925 188,103 112,807 10,418 7,328 861,821
Kite Realty Group Trust 55,438 122,609 15,348 3,462 192,742
LaSalle Hotel Properties 216,270 94,537 41,475 8,780 2,038 342,592
Lexington Realty Trust 143,757 47,379 19,418 5,801 180,183
Liberty Property Trust 355,136 107,393 51,753 14,716 3,250 452,568
LTC Properties Inc. 90,062 26,390 15,352 3,760 932 124,036
Macerich Co. 543,191 189,282 115,706 19,579 2,144 917,713
Mack-Cali Realty Corp. 115,506 32,676 18,068 3,356 125,131
Medical Properties Trust Inc. 145,055 85,479 22,170 6,640 3 236,916

 

29


 

REIT Index Fund

      Current Period Transactions  
January 31,   Proceeds     January 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
Mid-America Apartment            
Communities Inc. 329,311 103,600 60,394 15,355 452,270
Monmouth Real Estate            
Investment Corp. 24,698 17,721 4,300 841 26 48,113
National Health Investors Inc. 118,344 60,418 18,788 5,360 188,389
National Retail Properties Inc. 274,761 88,561 43,615 12,496 185 406,303
New Senior Investment            
Group Inc. 109,453 3,001 1,255 92,138
New York REIT Inc. 136,541 3,847 463 128,294
Omega Healthcare Investors Inc. 255,531 96,938 37,493 17,540 423,166
One Liberty Properties Inc. 17,710 5,128 2,224 1,017 371 24,002
Parkway Properties Inc. NA6 36,157 14,505 3,666 203 106,488
Pebblebrook Hotel Trust 126,718 72,089 26,337 4,384 249,828
Pennsylvania REIT 86,791 25,338 14,384 552 124,845
Physicians Realty Trust 78,084 1,590 1,086 85,496
Piedmont Office Realty Trust Inc.            
Class A 189,405 55,244 48,611 3,699 228,541
Post Properties Inc. 175,010 55,976 34,698 392 5,770 250,611
Prologis Inc. 1,319,733 405,582 244,413 25,304 22,586 1,710,618
PS Business Parks Inc. 107,244 31,173 17,194 4,405 2,617 128,785
Public Storage 1,573,408 505,980 305,179 58,346 1,363 2,233,776
RAIT Financial Trust 46,948 12,202 6,650 465 44,156
Ramco-Gershenson            
Properties Trust 72,608 35,254 13,932 3,748 317 113,783
Realty Income Corp. 546,288 257,853 107,291 27,154 916,793
Regency Centers Corp. 303,399 100,789 61,030 8,840 2,021 480,142
Retail Opportunity            
Investments Corp. 70,948 46,789 15,385 2,237 470 122,126
Retail Properties of America Inc. 169,103 110,414 36,702 7,966 317,368
RLJ Lodging Trust 188,430 109,906 40,752 9,609 341,227
Ryman Hospitality Properties Inc. 128,374 40,906 23,026 6,788 497 191,182
Sabra Health Care REIT Inc. 73,758 54,231 13,599 5,047 132,097
Senior Housing Properties Trust 289,249 109,562 50,211 12,798 359,853
Silver Bay Realty Trust Corp. 40,505 11,422 7,836 136 43,247
Simon Property Group Inc. 3,281,268 1,059,586 647,877 116,211 4,679,203
SL Green Realty Corp. 588,966 213,172 106,733 9,935 4,521 913,370
Sovran Self Storage Inc. 145,817 51,308 21,534 6,677 239,103
Spirit Realty Capital Inc. 254,720 118,683 48,510 3,145 388,890

 

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REIT Index Fund

      Current Period Transactions  
  January 31,   Proceeds     January 31,
  2014   from   Capital Gain 2015
  Market Purchases Securities   Distributions Market
  Value at Cost Sold1 Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)
STAG Industrial Inc. 62,049 60,299 15,006 3,410 126,405
Starwood Waypoint            
Residential Trust 96,737 10,233 400 71,001
Strategic Hotels & Resorts Inc. 104,533 113,515 22,795 258,483
Summit Hotel Properties Inc. 49,408 17,830 7,965 83,520
Sun Communities Inc. 109,513 75,936 23,892 3,018 1,805 229,854
Sunstone Hotel Investors Inc. 160,220 77,325 28,905 7,576 267,957
Tanger Factory Outlet            
Centers Inc. 215,240 65,604 35,962 5,514 286,091
Taubman Centers Inc. 283,451 91,342 58,430 8,190 19,143 393,456
UDR Inc. 416,768 138,791 82,781 15,830 3,241 634,783
Universal Health Realty            
Income Trust 34,965 9,827 4,979 1,316 928 50,058
Urban Edge Properties 1,659 532 152,107
Vanguard Market Liquidity Fund 232,585 NA7 NA7 26 135,804
Ventas Inc. 1,249,299 391,896 232,072 62,573 5,275 1,958,845
Vornado Realty Trust 1,055,342 350,427 211,290 35,143 1,413,772
Washington REIT 105,809 32,415 18,972 2,364 449 145,107
Weingarten Realty Investors 229,316 73,700 44,271 7,039 6,003 330,052
Whitestone REIT 19,857 6,484 2,498 1,008 457 27,079
Winthrop Realty Trust 25,639 10,167 4,640 5,416 1,144 41,981
WP Carey Inc. NA6 358,405 59,099 23,590 309 487,167
WP GLIMCHER Inc. NA5 41,900 852 246,866
  34,275,439     1,202,873 308,006 52,968,710

1 Includes net realized gain (loss) on affiliated investment securities sold of $1,511,922,000.
2 Not applicable—In April 2014, BRE Properties Inc. merged with Essex Property Trust Inc.
3 Not Applicable—In February 2014, Cole Real Estate Investment Inc. merged with American Realty Capital Properties Inc.
4 Not applicable—In August 2014, CommonWealth REIT changed its name to Equity Commonwealth.
5 Not applicable—In January 2015, Glimcher Realty Trust merged with WP GLIMCHER Inc.
6 Not applicable—At January 31, 2014, the issuer was not an affiliated company of the fund.
7 Not applicable—Purchases and sales are for temporary cash investment purposes only.

I. Management has determined that no material events or transactions occurred subsequent to January 31, 2015, 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 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, 2015, 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, 2015 by correspondence with the custodian and broker, by agreement to the underlying ownership records of the transfer agent and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
March 17, 2015

Special 2014 tax information (unaudited) for Vanguard REIT Index Fund

This information for the fiscal year ended January 31, 2015, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $39,921,000 of qualified dividend income to shareholders during the fiscal year.

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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 2015. (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, 2015      
 
  One Five Ten
  Year Years Years
Returns Before Taxes 33.29% 19.67% 10.09%
Returns After Taxes on Distributions 31.90 18.46 8.82
Returns After Taxes on Distributions and Sale of Fund Shares 18.75 15.38 7.63

 

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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, 2015      
  Beginning Ending Expenses
  Account Value Account Value Paid During
REIT Index Fund 7/31/2014 1/31/2015 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,180.52 $1.43
Admiral Shares 1,000.00 1,181.05 0.66
Institutional Shares 1,000.00 1,181.33 0.55
ETF Shares 1,000.00 1,180.81 0.66
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.89 $1.33
Admiral Shares 1,000.00 1,024.60 0.61
Institutional Shares 1,000.00 1,024.70 0.51
ETF Shares 1,000.00 1,024.60 0.61
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.26% for Investor Shares, 0.12% for Admiral Shares, 0.10% for Institutional Shares, and 0.12% for ETF Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period.

 

35


 

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.

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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.

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.

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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 177 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), Hewlett-Packard Co. (electronic 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 New
President of The Vanguard Group, and of each of 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 appointments in the Department of Philosophy, School
Other Experience: Executive Chief Staff and of Arts and Sciences, and at the Graduate School of
Marketing Officer for North America and Corporate Education, University of Pennsylvania; Trustee of the
Vice President (retired 2008) of Xerox Corporation National Constitution Center; Chair of the Presidential
(document management products and services); Commission for the Study of Bioethical Issues.
Executive in Residence and 2009–2010 Distinguished  
Minett Professor at the Rochester Institute of  JoAnn Heffernan Heisen
Technology; Director of SPX Corporation (multi-industry Born 1950. Trustee Since July 1998. Principal 
manufacturing), the United Way of Rochester,  Occupation(s) During the Past Five Years and Other
Amerigroup Corporation (managed health care), the Experience: Corporate Vice President and Chief 
University of Rochester Medical Center, Monroe Global Diversity Officer (retired 2008) and Member
Community College Foundation, and North Carolina of the Executive Committee (1997–2008) of Johnson 
A&T University.  & Johnson (pharmaceuticals/medical devices/
  consumer products); Director of Skytop Lodge
  Corporation (hotels), the University Medical Center
  at Princeton, the Robert Wood Johnson Foundation,
  and the Center for Talent Innovation; 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. Controller Since July 2010. Principal
(retired 2009) of Cummins Inc. (industrial machinery); Occupation(s) During the Past Five Years and Other
Chairman of the Board of Hillenbrand, Inc. (specialized Experience: Principal of The Vanguard Group, Inc.;
consumer services), and of Oxfam America; Director Controller of each of the investment companies served
of SKF AB (industrial machinery), Hyster-Yale Materials by The Vanguard Group; Assistant 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 (2001–2010).  
Research; Member of the Advisory Council for the
College of Arts and Letters and of the Advisory Board Thomas J. Higgins  
to the Kellogg Institute for International Studies, both Born 1957. Chief Financial Officer Since September
at the University of Notre Dame. 2008. Principal Occupation(s) During the Past Five
Years and Other Experience: Principal of The Vanguard
Mark Loughridge Group, Inc.; Chief Financial Officer of each of the
Born 1953. Trustee Since March 2012. Principal investment companies served by The Vanguard Group;
Occupation(s) During the Past Five Years and Other Treasurer of each of the investment companies served
Experience: Senior Vice President and Chief Financial by The Vanguard Group (1998–2008).
Officer (retired 2013) at IBM (information technology
services); Fiduciary Member of IBM’s Retirement Plan Kathryn J. Hyatt  
Committee (2004–2013); Director of the Dow Chemical Born 1955. Treasurer Since November 2008. Principal
Company; Member of the Council on Chicago Booth. Occupation(s) During the Past Five Years and Other
Experience: Principal of The Vanguard Group, Inc.;
Scott C. Malpass Treasurer of each of the investment companies served
Born 1962. Trustee Since March 2012. Principal by The Vanguard Group; Assistant Treasurer of each of
Occupation(s) During the Past Five Years and Other the investment companies served by The Vanguard
Experience: Chief Investment Officer and Vice Group (1988–2008).  
President at the University of Notre Dame; Assistant  
Professor of Finance at the Mendoza College of Heidi Stam
Business at Notre Dame; Member of the Notre Dame Born 1956. Secretary Since July 2005. Principal
403(b) Investment Committee; Board Member of Occupation(s) During the Past Five Years and Other
TIFF Advisory Services, Inc., and Catholic Investment Experience: Managing Director of The Vanguard
Services, Inc. (investment advisors); Member of Group, Inc.; General Counsel of The Vanguard Group;
the Investment Advisory Committee of Major Secretary of The Vanguard Group and of each of the
League Baseball. investment companies served by The Vanguard Group;
Director and Senior Vice President of Vanguard
André F. Perold Marketing Corporation.  
Born 1952. Trustee Since December 2004. Principal    
Occupation(s) During the Past Five Years and Other Vanguard Senior ManagementTeam
Experience: George Gund Professor of Finance and    
Banking, Emeritus at the Harvard Business School Mortimer J. Buckley Chris D. McIsaac
(retired 2011); Chief Investment Officer and Managing Kathleen C. Gubanich Michael S. Miller
Partner of HighVista Strategies LLC (private investment Paul A. Heller James M. Norris
firm); Director of Rand Merchant Bank; Overseer of Martha G. King Glenn W. Reed
the Museum of Fine Arts Boston. John T. Marcante  
   
Peter F. Volanakis  Chairman Emeritus and Senior Advisor
Born 1955. Trustee Since July 2009. Principal    
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;    
Member of the Advisory Board of the Norris Cotton Founder   
Cancer Center and of the Advisory Board of the    
Parthenon Group (strategy consulting). John C. Bogle  
  Chairman and Chief Executive Officer, 1974–1996

 

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


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com  
 
 
 
Fund Information > 800-662-7447 The funds or securities referred to herein are not
Direct Investor Account Services > 800-662-2739 sponsored, endorsed, or promoted by MSCI, and MSCI
  bears no liability with respect to any such funds or
Institutional Investor Services > 800-523-1036 securities. The prospectus or the Statement of
Text Telephone for People Additional Information contains a more detailed
Who Are Deaf or Hard of Hearing> 800-749-7273 description of the limited relationship MSCI has with
  Vanguard and any related funds.
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via e-mail addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
 
  © 2015 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q1230 032015

 


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, 2015: $175,000
Fiscal Year Ended January 31, 2014: $173,000

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.

Fiscal Year Ended January 31, 2015: $6,605,127
Fiscal Year Ended January 31, 2014: $5,714,113

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, 2015: $2,176,479
Fiscal Year Ended January 31, 2014: $1,552,950

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, 2015: $316,869
Fiscal Year Ended January 31, 2014: $110,000

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, 2015: $198,163
Fiscal Year Ended January 31, 2014: $132,000

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, 2015: $515,032
Fiscal Year Ended January 31, 2014: $242,000


 

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 19, 2015

 

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 19, 2015

 

  VANGUARD SPECIALIZED FUNDS
 
BY: /s/ THOMAS J. HIGGINS*
THOMAS J. HIGGINS 
  CHIEF FINANCIAL OFFICER
Date: March 19, 2015

 

* 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.