X0405 TA-1/A 0000735286 XXXXXXXX 084-00772 true LIVE SEC VANGUARD GROUP INC 385385 100 Vanguard Boulevard M39 Malvern PA 19355-2900 N 610-669-1000 Y 1030 Admiral Nelson Court Charlotte NC 28262 14321 North Northsight Blvd Scottsdale AZ 85260 7900 Windrose Avenue Plano TX 75024 Y Y Bank of New York Mellon /TA 085-05006 101 BARCLAY ST NEW YORK NY 10286 JP Morgan Chase Bank NA 085-11399 4 NEW YORK PLAZA NEW YORK TX 10004 State Street Bank & Trust Co /TA 085-05003 1776 HERITAGE DRIVE JOHN ADAMS BUILDING NORTH QUINCY MA 02171 N Corporation Andre Francois Perold 12/31/2004 Director NA true 06/30/2026 Mark NMN Loughridge 03/22/2012 Director NA true Scott Charles Malpass 03/22/2012 Director NA true Peter Frederick Volanakis 12/01/2008 Director NA true Chris Davis McIsaac 01/07/2012 Managing Director NA true John Mark James 01/01/2017 Managing Director NA true Gregory NMN Davis 07/31/2017 Managing Director, President NA true Sarah Bloom Raskin 07/31/2017 Director NA true Joseph Patrick Brennan 09/27/2018 Chief Risk Officer NA true Lauren Marie Valente 07/25/2020 Managing Director NA true David Anthony Thomas 07/22/2021 Director NA true Nitin NMN Tandon 09/01/2021 Managing Director NA true Tara Lynn Bunch 11/18/2021 Director NA true Jacqueline Mary Angell 11/30/2022 Chief Compliance Officer NA true Grant Fergus Reid 07/20/2023 Director NA true Amma Acheampomaa Boateng 12/30/2023 Managing Director NA true Lubos NMN Pastor 01/01/2024 Director NA true John NMN Murphy 06/01/2024 Director NA true Joanna Michelle Rotenberg 01/06/2025 Managing Director NA true Rebecca Hope Patterson 02/26/2025 Director NA true Barbara NMN Venneman 02/26/2025 Director NA true Jon Nicholas Couture 12/09/2024 Managing Director NA true John Wesley Bendl 07/01/2025 CFO, Managing Director NA true Natalie NMN Lamarque 09/30/2025 Managing Director, Chief Legal Officer NA true David Alexander Hunt 02/24/2026 Director NA true Kenneth Marc Jacobs 02/24/2026 Director NA true N N N N N N N Y The Vanguard Group, Inc. SEC FILE NO. 3-22435 01/17/2025 THE SECURITIES AND EXCHANGE COMMISSION ON JANUARY 17, 2025, U.S. SECURITIES AND EXCHANGE COMMISSION ("SEC") ISSUED A SETTLEDADMINISTRATIVE ORDER IN WHICH IT FOUND THAT THE VANGUARD GROUP ("VGI") WILLFULLY VIOLATEDSECTION 206(4) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERS ACT"), AND RULES 206(4)-7 AND 206(4)-8THEREUNDER BY (I) FAILING TO DISCLOSE TO INVESTORS IN THE INVESTOR TARGET RETIREMENT FUNDS("TRFS") OF THE IMPACT ON CAPITAL GAINS DISTRIBUTIONS AND RESULTING CAPITAL GAINS TAX LIABILITY AS ARESULT OF LOWERING THE MINIMUM INVESTMENT FOR THE INSTITUTIONAL TRFS AND (II) NOT HAVING INPLACE, ADOPTED, OR IMPLEMENTED WRITTEN POLICIES AND PROCEDURES DURING 2020 AND 2021 TOADDRESS THE ACCURACY OF DISCLOSURES WITH RESPECT TO CERTAIN MUTUAL FUNDS. THE SEC ALSOFOUND THAT VGI CAUSED CERTAIN MUTUAL FUNDS TO VIOLATE SECTION 17(A)(2) OF THE SECURITIES ACT OF1933 ("SECURITIES ACT") AND SECTION 34(B) OF THE INVESTMENT COMPANY ACT OF 1940 ("INVESTMENTCOMPANY ACT"). WITHOUT ADMITTING OR DENYING THE FINDINGS, VGI WAS (I) CENSURED; (II) ORDERED TOCEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OFSECTION 17(A)(2) OF THE SECURITIES ACT, SECTION 206(4) OF THE ADVISERS ACT AND RULES 206(4)-7 AND206(4)-8 THEREUNDER, AND SECTION 34(B) OF THE INVESTMENT COMPANY ACT. WITHOUT ADMITTING OR DENYING THE FINDINGS, VGI WAS (I) CENSURED; (II) ORDERED TO CEASE AND DESISTFROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTION 17(A)(2) OF THESECURITIES ACT, SECTION 206(4) OF THE ADVISERS ACT AND RULES 206(4)-7 AND 206(4)-8 THEREUNDER, ANDSECTION 34(B) OF THE INVESTMENT COMPANY ACT; (III) ORDERED TO PAY $14.7M IN DISGORGEMENT AND $3.5MIN PREJUDGMENT INTEREST; AND (IV) ORDERED TO PAY A $13.5M CIVIL MONEY PENALTY. DISGORGEMENT ANDINTEREST AMOUNTS DEEMED SATISFIED BY PAYMENT OF $92.9M TO FAIR FUND IN CONNECTION WITH RELATEDSTATE ACTIONS. ON JANUARY 24, 2025, VGI PAID $106,410,000 INTO THE SEC FAIR FUND, COMPRISING THE$13.5M CIVIL PENALTY AND $92.9M IN RESTITUTION. The Vanguard Group, Inc. File No. 3-22518 08/29/2025 THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 29, 2025, VANGUARD ADVISERS, INC. (VAI) RESOLVED AN INVESTIGATION BY THE U.S. SECURITIES AND EXCHANGE COMMISSION (SEC) INVOLVING VIOLATIONS OF SECTIONS 206(2) AND 206(4) OF THE INVESTMENT ADVISERS ACT OF 1940 AND RULE 206(4)-7 THEREUNDER ARISING FROM VAI'S MISSTATEMENTS, THE RELATED FAILURE TO ADEQUATELY DISCLOSE CONFLICTS OF INTEREST IN CONNECTION WITH ADVISORS' RECEIPT OF CERTAIN BONUSES AND COMPENSATION, AND VAI'S FAILURE TO ADOPT WRITTEN POLICIES AND PROCEDURES REASONABLY DESIGNED TO PREVENT IT FROM MAKING MISLEADING STATEMENTS TO CLIENTS REGARDING INCENTIVE COMPENSATION OR TO ENSURE THAT IT FULLY DISCLOSED THE CONFLICTS OF INTEREST CREATED BY ITS COMPENSATION STRUCTURE. WITHOUT ADMITTING OR DENYING FINDINGS, VAI AGREED TO A CENSURE, TO CEASE AND DESIST FROM FUTURE VIOLATIONS AND A $19.5M FINE. N N N Y Vanguard Advisors, Inc. (VAI) Comm. of Pennsylvania, Dept. of Banking and Securities v. Vanguard Advisors, Inc. 12/20/2017 Commonwealth of Pennsylvania Department of Banking and Securities; Pennsylvania 10(d)(2)(v). Description of the Action As a result of an administrative error, Vanguard Advisors, Inc. did not immediately update an As a result of an administrative error, Vanguard Advisors, Inc. did not immediately update an investment advisor representative's registration to reflect Pennsylvania as the representative's new place of employment following the representative's move from Arizona to Pennsylvania. Vanguard Advisors, Inc. self-identified the issue. Entry of Consent Order and Agreement to pay an administrative assessment in the amount of $23,480.00. Vanguard Marketing Corporation (VMC) ACCEPTANCE, WAIVER, AND CONSENT (AWC) NO. 2020066956001 11/04/2022 Financial Industry Regulatory Authority (FINRA) FINRA found that from Nov. 2019 to Sept. 2020, VMC overstated projected yield and projected annual income for nine money market funds on certain brokerage account statements. FINRA also found that from at least Oct. 2019 to June 2021, certain account statements inaccurately presented market appreciation/depreciation and investment returns. The aforementioned errors did not affect the actual market yield paid to customers or holdings information displayed on customer statements have been resolved. FINRA also found that the firm failed to reasonably supervise its account statements by failing to time address customer reports of inaccuracies. FINRA found that VMC violated FINRA rules 2210, 3110, 4511 and 2010. Without admitting or denying the allegations or findings, VMC agreed to the imposition of a censure and a fine in the amount of $800,000, VMC's Letter of Acceptance, Waiver, and Consent was accepted by FINRA on May 25, 2023. The Vanguard Group, Inc. ATTORNEY GENERAL OF THE STATE OF NEW YORK, ASSURANCE NO. 25-003 01/17/2025 ATTORNEY GENERAL OF THE STATE OF NEW YORK ON JANUARY 17, 2025, THE NEW YORK ATTORNEY GENERAL ISSUED A SETTLED ASSURANCE OFDISCONTINUANCE IN WHICH IT FOUND THAT VGI VIOLATED THE MARTIN ACT (N.Y. GENERAL BUSINESS LAW 352ET SEQ.) AND N.Y. EXECUTIVE LAW 63(12) BY FAILING TO DISCLOSE TO INVESTORS IN INVESTOR TARGETRETIREMENT FUNDS ("TRFS") OF THE IMPACT ON CAPITAL GAINS DISTRIBUTIONS AND RESULTING CAPITALGAINS TAX LIABILITY THAT WOULD RESULT FROM LOWERING THE MINIMUM INVESTMENT FOR THEINSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TOENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION INREMEDIATION, SUBJECT TO $42.094 MILLION IN OFFSETS ($92.91 MILLION NET OF OFFSETS); (II) A PENALTY OF$13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. THEREQUIRED MONETARY RELIEF WAS DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. ONJANUARY 24, 2025, VGI PAID $106,410,000 INTO THE SEC FAIR FUND, COMPRISING THE $13.5 MILLION CIVILPENALTY AND $92.9 MILLION IN RESTITUTION. The Vanguard Group, Inc. DFI Case No. S-245138 (LX) 03/10/2025 Division of Securities, Wisconsin Department of Financial Institutions (DFI) On March 10, 2025, the Wisconsin Department of Financial Institutions, Division of Securities, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Wis. Stat. 551.501(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Wis. Admin Code DFI-Sec 4.05(2) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Case No. S-25-0017 03/10/2025 Oregon Department of Consumer and Business Services, Division of Finanical Regulation On March 10, 2025, the Oregon Department of Consumer and Business Services, Division of Financial Regulation, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Oregon Rev. Stat. 59.135(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Oregon Rev. Stat 59.205(13) and Oregon Admin. Rule 441-205-0210(3) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. N/A 03/12/2025 South Dakota Division of Insurance & Securities On March 12, 2025, the South Dakota Department of Labor and Regulation, Division of Insurance, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated S. Dakota Codified Laws 47-31B-501 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated S. Dakota Codified Laws 47-31B-412 by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. MS 24-12-19 03/21/2025 STATE OF NEW MEXICO, REGULATION AND LICENSING DEPARTMENT, SECURITIES DIVISION ON MARCH 21, 2025, THE STATE OF NEW MEXICO REGULATION AND LICENSING DEPARTMENT SECURITIES DIVISION, ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED NEW MEXICO STATUTES ANNOTATED 1978, 58-13C-501 BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED NEW MEXICO STATUTES ANNOTATED 1978, 58-13C-412(C)(9) AND NEW MEXICO ADMIN. CODE. 12.11.4.10 FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. DOCKET NO. 250010 03/21/2025 PENNSYLVANIA DEPARTMENT OF BANKING AND SECURITIES ON MARCH 21, 2025, THE PA DEPARTMENT OF BANKING AND SECURITIES ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED 70 PENN. STAT. 1-401 (B) BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED 70 PENN. STAT. 1-305 (A)(VII) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. DOCKET NO. 25-003-S 03/11/2025 STATE OF VERMONT, DEPARTMENT OF FINANCIAL REGULATION ON MARCH 11, 2025, THE VERMONT DEPARTMENT OF FINANCIAL REGULATION ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED 9 VERMONT STAT. ANN. 5501 BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED VERMONT SECS. REG. 2-2(B)(2) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. ORDER NO. S-22-3439-25-CO01 03/18/2025 STATE OF WASHINGTON DEPARTMENT OF FINANCIAL INSTITUTIONS, SECURITIES DIVISION ON MARCH 18, 2025, THE STATE OF WASHINGTON DEPARTMENT OF FINANCIAL INSTITUTIONS SECURITIES DIVISION, ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED REV. WASH. CODE 21.20.010 BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED WASHINGTON ADMIN. CODE 460-20C-150 BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. 2025-CDS-006 04/01/2025 COLORADO SECURITIES COMMISSIONER ON APRIL 1, 2025, THE STATE OF COLORADO SECURITIES COMMISSIONER ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED COLORADO REVISED STATUTES 11-51-501(1)(B) BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED 3 CODE OF COLORADO REGULATIONS 704-1, RULE 51-4.7(H) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. MATTER NO. 25-202513-S 03/25/2025 STATE OF CONNECTICUT, DEPARTMENT OF BANKING ON MARCH 25, 2025, THE STATE OF CONNECTICUT DEPARTMENT OF BANKING ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED CONNECTICUT GEN. STAT 36B-5(A)(2) BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED REGULATIONS OF CONNECTICUT STATE AGENCIES 36B-31-6(F) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. INV2022-00041 03/22/2025 STATE OF NEW HAMPSHIRE, DEPARTMENT OF STATE, BUREAU OF SECURITIES REGULATION ON MARCH 21, 2025, THE STATE OF NEW HAMPSHIRE DEPARTMENT OF STATE BUREAU OF SECURITIES REGULATION, ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED N.H. REV. STAT. ANN. 421-B:5-501(A)(2) BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED N.H. REV. STAT. ANN. 421-B:4-412(D)(9) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. N/A 03/21/2025 STATE OF NEW JERSEY, BUREAU OF SECURITIES ON MARCH 21, 2025, THE STATE OF NEW JERSEY BUREAU OF SECURITIES, ISSUED A SETTLED CONSENT ORDER IN WHICH IT FOUND THAT (I) THE VANGUARD GROUP (VGI) VIOLATED NEW JERSEY STATUTES ANNOTATED 49:3-52(B) BY FAILING TO DISCLOSE THE POTENTIAL FOR HIGHER CAPITAL GAINS DISTRIBUTIONS FROM LOWERING THE INVESTMENT MINIMUM OF THE INSTITUTIONAL TARGET RETIREMENT FUNDS (TRFS); AND (II) THE VANGUARD MARKETING CORPORATION (VMC) VIOLATED NEW JERSEY STATUTES ANNOTATED 49:3-58(A)(2)(XI) BY FAILING TO ADEQUATELY SUPERVISE ITS AGENTS TO ENSURE THAT THEY TOOK ADEQUATE STEPS TO DISCLOSE THE RISK THAT INVESTORS THAT HELD INVESTOR TRFS IN TAXABLE ACCOUNTS COULD POTENTIALLY EXPERIENCE TAX CONSEQUENCES AS RESULT OF LOWERING THE INVESTMENT MINIMUM FOR THE INSTITUTIONAL TRFS. WITHOUT ADMITTING OR DENYING THE FINDINGS, VMC AND VGI AGREED NOT TO ENGAGE, OR ATTEMPT TO ENGAGE, IN CONDUCT IN VIOLATION OF ANY APPLICABLE LAWS AND WERE ORDERED TO PAY (I) $135 MILLION IN REMEDIATION, SUBJECT TO CERTAIN OFFSETS; (II) A PENALTY OF $13.5 MILLION; AND (III) $14.7 MILLION IN DISGORGEMENT AND $3.5 MILLION IN PREJUDGMENT INTEREST. PENALTIES AND REMEDIATION DEEMED SATISFIED BY PAYMENT TO SEC FAIR FUND IN RELATED ACTION. The Vanguard Group, Inc. Div. Case No. 125581 04/02/2025 Iowa Insurance Commissioner On April 2,2025, the Iowa Insurance Commissioner issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Iowa Code 502.501 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Iowa Code 502.412(4)(i) and Iowa Admin. Code Rule 191-50.17(3) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. 2025-SC-001 04/10/2025 State of Rhode Island, Department of Business Regulation, Securities Division On April 10, 2025, the State of Rhode Island Department of Business Regulation Securities Division issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated R.I. Gen. Laws 7-11-501 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated R.I. Gen. Laws 7-11-212(b)(11) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Division Order No. 25-005 04/03/2025 Ohio Department of Commerce, Division of Securities On April 3, 2025, the Ohio Department of Commerce, Division of Securities, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Ohio Rev. Code 1707.19(A)(1)(i) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Ohio Admin. Code 1301:6-3-19(B)(9) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Order No. ENSC-241177 04/10/2025 Commissioner of Securities, State of Georgia On April 10, 2025, the Commissioner of Securities State of Georgia issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Official Code of Georgia 10-5-50 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Official Code of Georgia 10-5-41(d)(9) and Georgia Rule 590-4-5-12(1) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. File No. INV25-005 04/10/2025 State of Nevada, Office of the Secretary of State, Securities Division On April 10, 2025, the State of Nevada Office of the Secretary of State Securities Division issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Nev. Rev. Stat. 90.570 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Nev. Rev. Stat. 90.420(1)(l) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. NO. 2025-03 04/11/2025 State of Maine, Office of Securities On April 11, 2025, the State of Maine Office of Securities issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated 32 Maine Rev. Stat. 16501(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Maine Office of Securities Rules, Chapter 504 7(1) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Order No. 23-25-S 04/14/2025 State of Alaska Department of Commerce, Community, and Economic Development, Division of Banking and Securities On April 14, 2025, the State of Alaska Department of Commerce, Community, and Economic Development Division of Banking and Securities issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Alaska Stat. 45.56.500(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Alaska Stat. 45.56.440(d)(9) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as a result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Investor Protection Case No. 22-0111 04/21/2025 The Investor Protection Director of the State of Delaware On April 21, 2025, the Investor Protection Director of the State of Delaware issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Delaware Securities Act 73-201(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Delaware Securities Act 73-304(a)(10) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. LS-23-5929 04/25/2025 Office of the Mississippi Secretary of State, Securities Division On April 25, 2025, the Office of the Mississippi Secretary of State, Securities Division, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Mississippi Securities Act 75-71-501 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Mississippi Securities Rule 5.19 by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. N/A 04/28/2025 Department of Financial Protection and Innovation of the State of California On April 28, 2025, the Department of Financial Protection and Innovation of the State of California issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated California Corporations Code section 25401 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated California Corporations Code section 25218 and 10 C.C.R. 260.218.4 by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. N/A 04/28/2025 Nebraska Department of Banking and Finance On April 28, 2025, the Nebraska Department of Banking and Finance, Bureau of Securities, issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Neb. Rev. Stat. 8-1102(1)(b) (Reissue 2002) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Neb. Rev. Stat. 8-1103(9)(a)(xi) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. N/A 04/28/2025 State of Minnesota Department of Commerce On April 28, 2025, the Minnesota Department of Commerce issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Minn. Stat. 80A.68 by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Minn. Stat. 80A.67 (d)(9) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. SEC-2025-35 05/01/2025 Commissioner of Securities and Insurance, Office of the Montana State Auditor On May 1, 2025, the Commissioner of Securities and Insurance, Office of the Montana State Auditor issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated M.C.A. 30-10-301(1)(b) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated M.C.A. 30-10-201(13)(k) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Docket No. SD-25-0004; Docket No. SD-25-0005 05/01/2025 Division of Securities, Utah Department of Commerce On May 1, 2025, the Utah Securities Commission, Division of Securities, Utah Department of Commerce issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Utah Code Ann. Section 61-1-1(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Utah Code Ann. Section 61-1-6(2)(a)(ii)(J) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor share class TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional share class TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. S-22-0038 06/12/2025 The Arkansas Securities Department and the Arkansas Securities Commissioner On June 12, 2025, the Arkansas Securities Commissioner issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Ark. Code. Ann. 23-42-507(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Ark. Code Ann. 23-42-301(f) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Docket No. SB-2025-006 06/17/2025 Idaho Department of Finance On June 17, 2025, the State of Idaho Department of Finance issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated I.C. 30-14-501, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated I.C. 30-14-412 and Rule 105, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. 2025-DFI-0074 06/17/2025 Commonwealth of Kentucky, Public Protection Cabinet, Department of Financial Institutions On June 17, 2025, the Kentucky Department of Financial Institutions issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated KRS 292.320(1)(b), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated 808 KAR 10:030, Section 3, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Case No. 22-0035 06/12/2025 State of West Virginia, West Virginia Securities Division On June 12, 2025, the West Virginia Securities Commissioner issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated W. Va. Code 32-1-101(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated W. Va. Code 32-2-204(a)(J), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Alabama Securities Commission 06/10/2025 Order No. CO-2025-OO21 On June 10, 2025, the Alabama Securities Commission issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Section 8-6-17(a)(2), Code of Alabama 1975, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Section 8-6-3(j)(10), Code of Alabama 1975, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. ENF-24-020076 07/07/2025 State of Michigan, Department of Licensing and Regulatory Affairs, Corporations, Securities and Commercial Licensing Bureau On July 7, 2025, the State of Michigan Department of Licensing and Regulatory Affairs, Corporations Securities and Commercial Licensing Bureau issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated MCL 451.2501(b) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated MCL 451.2412(4)(i) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Cause No. 25-0006 CA 08/01/2025 State of Indiana, Office of the Secretary of State Securities Division On August 1, 2025, the State of Indiana, Office of the Secretary of State Securities Division issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Ind. Code 23-19-5-1(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Ind. Code 23-19-4-12 by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Matter No. 20224600 08/04/2025 Securities Commissioner of South Carolina On August 4, 2025, the Securities Commissioner of South Carolina issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated S.C. Code Ann. 35-1-501(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated S.C. Code Ann. 35-1-412(d)(9) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Order No: SB-CO-01-25 08/06/2025 Commissioner of the District of Columbia Department of Insurance, Securities and Banking On August 6, 2025, the Commissioner of the District of Columbia Department of Insurance, Securities and Banking issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated D.C. Official Code 31-5606.05(a)(1)(B), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated D.C. Official Code 31-5602.07(a)(12), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. No. SEB20250001 08/12/2025 State of Hawaii, Department of Commerce and Consumer Affairs On August 12, 2025, the State of Hawaii, Department of Commerce and Consumer Affairs issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated HRS 485A-501(a)(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated HRS 485A-412(d)(9), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Matter No. 25-0000056 08/12/2025 Commissioner of Commerce and Insurance for the State of Tennessee On August 12, 2025, the Commissioner of Commerce and Insurance for the State of Tennessees issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Tenn. Code Ann. 48-1-121(a)(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Tenn. Code Ann. 48-1-112(a)(2)(J), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Order No. IC-25-CAF-04 08/13/2025 Texas State Securities Board On August 13, 2025, the Texas State Securities Board issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated 4008.052 of the Texas Securities Act, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated 115.10 of the Texas State Securities Board Rules, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Case Number 2200547 09/17/2025 Secretary of State, State of Illinois, Securities Department On September 17, 2025, the Illinois Secretary of State, Securities Department issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated 815 ILCS 5/12.G, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated 815 ILCS 5/8E(1)e by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Docket No. 25E071 / KSD No. 2023-6858 09/16/2025 The Assistant Commissioner, Securities Division of the Kansas Department of Insurance On September 16, 2025, The Assistant Commissioner, Securities Division of the Kansas Department of Insurance issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated K.S.A. 17-12a501(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated K.S.A. 17-12a412(d)(9) and K.A.R. 81-3-7(a)(2) by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. SO-25-906 25-1955 09/19/2025 State of North Dakota, Insurance & Securities Department On September 19, 2025, the State of North Dakota, Insurance & Securities Department issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated N.D.C.C. 10-04-15(2)(b), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated N.D.C.C. 10-04-11-(1)(m), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. DOCKET NO. S-21363A-25-0170 DECISION NO. 81513 10/23/2025 The Arizona Corporation Commission On October 23, 2025, the Arizona Corporation Commission issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated A.R.S. 44-1991(A)(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated A.R.S. 44-1961(A)(12) and Ariz. Admin. Code R14-4-131, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. FILE NO. 22SEC057 11/07/2025 The State of North Carolina, Department of the Secretary of State, Securities Division On November 7, 2025, The State of North Carolina, Department of the Secretary of State, Securities Division issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated N.C.G.S. Chapter 78A, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated N.C.G.S. 78A-39(a1)(1) and (2)(a), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Case Number: 126925 11/25/2025 State of Florida, Office of Financial Regulation On November 25, 2025, The State of Florida Office of Financial Regulation issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated section 517.301(1)(a)2., Florida Statutes, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Rule 69W-600.013, Florida Administrative Code, and section 517.161(1)(a), Florida Statutes, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Matter No. OFI-2025-01 12/03/2025 State of Louisiana, Office of Financial Institutions On December 3, 2025, the State of Louisiana Office of Financial Institutions issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated R.S. 51:712(A)(2) by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated LAC 10:XIII.1901(A), as promulgated under R.S. 51:704(A)(9), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. N/A 12/04/2025 Oklahoma Department of Securities On December 4, 2025, the Oklahoma Department of Securities issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Section 1-501 of the Oklahoma Uniform Securities Act of 2004, by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Section 1-411(D)(9) of the Oklahoma Uniform Securities Act of 2004 of the Oklahoma Act, by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. The Vanguard Group, Inc. Securities Docket No 2022-0022 12/10/2025 Maryland Securities Commissioner On December 10, 2025, the Maryland Securities Commissioner issued a settled Consent Order in which it found that (i) The Vanguard Group (VGI) violated Maryland Securities Act Section 11-301(2), by failing to disclose the potential for higher capital gains distributions from lowering the investment minimum of the Institutional Target Retirement Funds (TRFs); and (ii) the Vanguard Marketing Corporation (VMC) violated Maryland Securities Act Section 11-412(a)(10), by failing to adequately supervise its agents to ensure that they took adequate steps to disclose the risk that investors that held Investor TRFs in taxable accounts could potentially experience tax consequences as result of lowering the investment minimum for the Institutional TRFs. Without admitting or denying the findings, VMC and VGI agreed not to engage, or attempt to engage, in conduct in violation of any applicable laws and were ordered to pay (i) $135 million in remediation, subject to certain offsets; (ii) a penalty of $13.5 million; and (iii) $14.7 million in disgorgement and $3.5 million in prejudgment interest. Penalties and remediation deemed satisfied by payment to SEC Fair Fund in related action. N N N N N Y Vanguard Marketing Corporation (VMC) ACCEPTANCE, WAIVER, AND CONSENT (AWC) No. C05040058 07/20/2004 National Association of Securities Dealers (NASD) NASD alleges in two instances, prices paid to customers to liquidate municipal securities positions were below fair market vvalue. By relying on broker's bids to determine FMV, VMC failed to ensure transactions were executed at fair and reasonable prices. NASD accepted VMC's Letter of Acceptance, Waiver and Consent. Firm agreed to imposition of censure and fine in the amount of $10,000, and restitution to two customers in the amount of $9443, plus interest. Vanguard Marketing Corporation (VMC) ACCEPTANCE, WAIVER, AND CONSENT (AWC) No. 2013038325801 03/06/2015 Financial Industry Regulatory Authority (FINRA) FINRA alleges that VMC violated article V, section 2(c) of the FINRA by-laws, FINRA rule 2010 and NASD rule 3010(a) by failing to file form U4 amendments for 60 reportable events, and by failing to timely file form U4 amendments for 20 report events. FINRA accepted VMC's AWC. VMC agreed to the imposition of a censure, a $350,000 fine, production of a VMC retained independent consultant's report, and certification of VMC's implementation of improvements outlined in the independent consultant's report. N N Y N/A Capital Market Investigation Department, Investigation Team 3-1076 09/24/2020 South Korean Financial Services Commission, South Korea The South Korean Financial Supervisory Service claimed that on three occasions from 2018 to 2019 The Vanguard Group, Inc. (VGI), engaged in the sale of two Korean listed securities without corresponding ownership of the positions, a practice which is prohibited under South Korean law. On September 24, 2020, the South Korean Financial Services Commission imposed an administrative fine in the amount$104,575 (KRW 120 Million) on VGI, related to the above. Vanguard Investments Australia Ltd (VIA) ASIC Infringement Notices Section 12GX 11/11/2022 Australian Securities and Investments Commission (ASIC) Act 2001 VIA self-identified an error in the product disclosure statements (PDS) to the Australian Securities and Investments Commission for the Vanguard International Shares Select Exclusions Index Funds and issued a supplementary PDS for the affected funds, correcting the error, and communicating the update to investors. The notices resulted in a total fine of $27,116 USD ($39,960 AUD). The notices were paid in full on 12/1/2022. Vanguard Investments Australia Ltd (VIA) Financial Markets Authority (FMA), New Zealand, Formal Warning 03/27/2023 FMA, New Zealand The FMA issued a formal warning to VIA for failing to lodge the required notice on the New Zealand Companies Office Disclose Register within the required five-day timeframe regarding the three infringement notices issued by Australian Securities and Investments Commission (ASIC). A formal warning was issued by FMA. Vanguard Investments Australia LTD (VIA) Vanguard Ethically Conscious Global Aggregate Bond Index ETF 09/25/2024 Australian Securities and Investments Commission ON 25 JULY 2023, ASIC LODGED CIVIL PENALTY PROCEEDINGS IN THE FEDERAL COURT OF AUSTRALIA AGAINSVANGUARD INVESTMENTS AUSTRALIA LTD (VIA), ALLEGING MISREPRESENTATIONS IN RELATION TO CLAIMSABOUT CERTAIN ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) EXCLUSIONARY SCREENS APPLIED TOINVESTMENTS IN THE VANGUARD ETHICALLY CONSCIOUS GLOBAL AGGREGATE BOND INDEX AND ETF. ASICALLEGED THAT THE DESCRIPTION OF THE EXCLUSIONARY SCREENS IN THE PRODUCT DISCLOSURESTATEMENTS (PDS) DID NOT PROVIDE A SUFFICIENTLY DETAILED EXPLANATION THAT CERTAIN COMPANY DEBISSUERS LACKING ESG RESEARCH COVERAGE WERE INCLUDED IN THE BENCHMARK SUCH THAT THE FUNDAND ETF HAD EXPOSURE TO CERTAIN SECURITIES THAT MAY NOT HAVE REASONABLY EXPECTED BYINVESTORS. IN ADDITION, ANCILLIARY STATEMENTS MADE BY VIA, IN THE FORM OF A MEDIA RELEASE AND TWINDUSTRY PRESENTATIONS, WERE ALLEGED TO NOT ADEQUATELY DISCLOSE THE LIMITATIONS OF THEEXCLUSIONARY SCREENS APPLIED TO THE PRODUCTS. IN CONSIDERING THE FACTS, JUSTICE O'BRYAN OF THE FEDERAL COURT ISSUED A REASONS FOR JUDGEMENAND ORDERS ON 25 SEPTEMBER 2024, THAT OBLIGATES: 1) VIA TO PAY PECUNIARY PENALTY TO THECOMMONWEALTH OF AUSTRALIA OF AUD$12.9 MILLION WHICH WAS PAID IN FULL ON 14 OCTOBER 2024; 2) VIAPUBLISH ADVERSE PUBLICITY NOTICES AS PRESCRIBED BY THE ANNEXURE ACCOMPANYING THE ORDERS BY25 OCTOBER 2024 ON SPECIFIED INTERNET WEB ADDRESSES UNTIL AT LEAST 25 SEPTEMBER 2025; AND 3) ASTO PAY VIA'S COSTS OF AND INCIDENTAL TO THE HEARING ON 8 MARCH 2024 AND VIA TO OTHERWISE PAY THCOSTS OF THE PROCEEDINGS The Vanguard Group, Inc. Capital Markets Investigation, General Division - 1524 The Vanguard Group, Inc 07/08/2026 Financial Services Commission, South Korea THE SOUTH KOREAN FINANCIAL SUPERVISORY SERVICE (FSS) CLAIMED THAT ON DECEMBER 10, 2021, THE VANGUARD GROUP, INC. (VGI) ENGAGED IN THE SALE OF ONE SOUTH KOREAN LISTED SECURITY WITHOUT CORRESPONDING OWNERSHIP OF THE POSITION, A PRACTICE WHICH IS PROHIBITED UNDER SOUTH KOREAN LAW. ON JULY 8, 2026, THE SOUTH KOREAN FINANCIAL SERVICES COMMISSION IMPOSED AN ADMINISTRTIVE FINE IN THE AMOUNT OF ~$710 USD (KRW 1 MILLION) ON VGI IN CONNECTION WITH ONE INCIDENT DURING 2021 IN WHICH VGI SOLD A SOUTH KOREAN LISTED SECURITY WITHOUT CORRESPONDING OWNERSHIP OF THE POSITION, A PRACTICE THAT IS PROHIBITED UNDER SOUTH KOREAN LAW. ON AUGUST 7, 2026, ~710 USD (KRW 1 MILLION) WAS SUBMITTED AS VOLUNTARY PAYMENT. Y The Vanguard Group, Inc. CIVIL JUDICIAL 11/27/2024 UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF TEXAS; TYLER DIVISION; CASE 6:24-CV-004 ATTORNEYS GENERALS OF TEXAS, ALABAMA, ARKANSAS, INDIANA, IOWA, KANSAS, MISSOURI, MONTANA, NEBRASKA, WEST VIRGINIA & WYOMING. VIOLATION OF SECTION 7 OF THE CLAYTON ACT, 15 U.S.C. & 18; VIOLATIONS OF SECTION 1 OF THE SHERMAN ACT 15 U.S.C. & 1; TEXAS, MONTANA AND WEST VIRGINIA STATELAW ANTITRUST CLAIMS. PENDING: SERVED IN PERSON ON 12/3/24 BUT THE COURT DOCKET INDICATES THE SERVICE DATE AS 12/4/24. N N Jacqueline Mary Angell 610-503-3877 Chief Compliance Officer 08/21/2026