N-CSR 1 chesterfundsfinal.htm VANGUARD CHESTER FUNDS chesterfundsfinal.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: 811-04098

Name of Registrant: Vanguard Chester Funds

Address of Registrant:
P.O. Box 2600
Valley Forge, PA 19482

Name and address of agent for service:
Anne E. Robinson, Esquire
P.O. Box 876
Valley Forge, PA 19482

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

Date of fiscal year end: September 30

Date of reporting period: October 1, 2016 – September 30, 2017

Item 1: Reports to Shareholders


 
Annual Report | September 30, 2017
Vanguard PRIMECAP Fund

 


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

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

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control. We believe there is no wiser course for any investor.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Advisor’s Report. 7
Fund Profile. 10
Performance Summary. 12
Financial Statements. 14
Your Fund’s After-Tax Returns. 27
About Your Fund’s Expenses. 28
Trustees Approve Advisory Arrangement. 30
Glossary. 32

 

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: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs, stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• Vanguard PRIMECAP Fund returned nearly 24% for the 12 months ended September 30, 2017, exceeding the return of more than 18% for its benchmark, the Standard and Poor’s 500 Index, and the more than 19% average return of its multi-capitalization growth fund peers.

• Growth stocks outpaced their value counterparts for the period. The PRIMECAP

Fund posted gains in seven of the nine sectors in which it maintained exposure.

• PRIMECAP Management Company, the fund’s advisor, traditionally invests most heavily in the information technology and health care sectors. The fund’s technology stocks climbed nearly 38%, well ahead of those in the benchmark, and contributed about 13 percentage points to results. Although the fund’s health care stocks posted gains of about 11% and added about 2 percentage points to results, they were the biggest detractor from relative performance.

• Over the decade ended September 30, 2017, the fund’s average annual return of about 10% outpaced its comparative standards by more than 2 percentage points.

Total Returns: Fiscal Year Ended September 30, 2017  
  Total
  Returns
Vanguard PRIMECAP Fund  
Investor Shares 23.75%
Admiral™ Shares 23.83
S&P 500 Index 18.61
Multi-Cap Growth Funds Average 19.24

Multi-Cap Growth 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.

 

Total Returns: Ten Years Ended September 30, 2017  
  Average
  Annual Return
PRIMECAP Fund Investor Shares 10.05%
S&P 500 Index 7.44
Multi-Cap Growth Funds Average 6.53
Multi-Cap Growth 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.

1


 

Expense Ratios      
Your Fund Compared With Its Peer Group      
  Investor Admiral Peer Group
  Shares Shares Average
PRIMECAP Fund 0.39% 0.32% 1.23%

 

The fund expense ratios shown are from the prospectus dated January 27, 2017, and represent estimated costs for the current fiscal year. For the fiscal year ended September 30, 2017, the fund’s expense ratios were 0.39% for Investor Shares and 0.32% for Admiral Shares. The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through year-end 2016.

Peer group: Multi-Cap Growth Funds.

2


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

Our investors depend on Vanguard to be a responsible steward of their assets. This includes our obvious responsibilities—managing the funds, offering investment perspectives and advice, and assisting with questions and transactions.

But because a long-term perspective informs every aspect of our investment approach, we also work on your behalf in less obvious ways, such as by advocating for responsible governance among the companies in which Vanguard funds invest. Vanguard’s index funds are essentially permanent owners of thousands of publicly traded companies, and we have a special obligation to be engaged stewards actively focused on the long term.

Simply put, we believe that well-governed companies are more likely to perform well over the long run.

Although Vanguard has always been an advocate for strong corporate governance, we have expanded our efforts recently as our investor base continues to grow. Our Investment Stewardship team has doubled in size since 2015, and we continue to add analysts, researchers, and operations team members. The team guides our engagement activities and our funds’ proxy voting by analyzing corporate governance practices in companies around the world.

3


 

Our four Investment Stewardship pillars

As we evaluate company responsiveness to governance matters, including environmental and social concerns, we focus on four key areas—what we call our Investment Stewardship pillars:

The board: A high-functioning, well-composed, independent, diverse, and experienced board with effective ongoing evaluation practices.

Governance structures: Provisions and structures that empower shareholders and protect their rights.

Appropriate compensation: Pay that incentivizes relative outperformance over the long term.

Risk oversight: Effective, integrated, and ongoing oversight of relevant industry-and company-specific risks.

Guided by these pillars, our Investment Stewardship team conducted more than 950 engagements, or discussions, with company directors and leaders worldwide during the 12 months ended June 30, 2017.

Market Barometer      
    Average Annual Total Returns
  Periods Ended September 30, 2017
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 18.54% 10.63% 14.27%
Russell 2000 Index (Small-caps) 20.74 12.18 13.79
Russell 3000 Index (Broad U.S. market) 18.71 10.74 14.23
FTSE All-World ex US Index (International) 19.49 5.11 7.35
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 0.07% 2.71% 2.06%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 0.87 3.19 3.01
Citigroup Three-Month U.S. Treasury Bill Index 0.64 0.28 0.18
 
CPI      
Consumer Price Index 2.23% 1.22% 1.30%

 

4


 

We also cast more than 171,000 votes on behalf of Vanguard funds at more than 18,000 shareholder meetings.

Gender diversity on boards and climate risk

As we engage with companies, we are devoting increased attention to two specific topics. The first is gender diversity on boards. It’s no secret that the right combination of talent, skills, and experience leads to better results, so we pay close attention to how company boards are structured and managed, and how they evolve.

In recent years, a growing body of research has demonstrated that greater diversity on boards can lead to improved governance and company performance. We are advocating for boards to incorporate diverse perspectives and experience into their strategic planning and decision-making. One example of our commitment to more diverse boards is our participation in the 30% Club, a global coalition working to increase the representation of women in boardrooms and leadership roles.

The second issue is climate risk. We will continue to engage with companies to understand their responses to this risk. Regardless of one’s perspective on the issue, the potential is real for changing regulations, demographics, and consumption behavior to affect business results for companies in many sectors.

We want to ensure that such business and regulatory risks are sufficiently disclosed so investors can value companies appropriately. In the past year, we have voted for shareholder proposals at several energy companies that called for management to improve its climate risk assessment and planning, and we will consider supporting similar proposals if we believe they are beneficial to long-term shareholder value. When a proposal from a shareholder presents a strong case for change, we’re more than willing to fully consider it. And even if the case falls short, these proposals often catalyze a discussion that generates meaningful change over time.

In addition to considering activists’ proposals, we consult research providers and our own network of experts. When we detect material risks to a company’s long-term value (such as bad leadership, poor disclosure, misaligned compensation structures, or threats to shareholder rights), we act with our voice and our vote.

Our stewardship reflects our mission

But we don’t act as independent agents with our own agenda. Every time we speak with a company chairman, CEO, or director, we’re acutely aware of the role we play in representing the economic interests of more than 20 million Vanguard investors. So you can expect us to speak out when we detect threats to the economic interests of our shareholders.

5


 

We take positions on these matters not because they are inherently good or noble but because they are tied to the long-term economic value of your funds’ investments.

You trust us to represent your interests across the globe. You can be confident we act on that responsibility with the seriousness and dedication it deserves.

To learn more about our Investment Stewardship program, including how our funds have voted, visit https://about. vanguard.com/investment-stewardship/.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
October 13, 2017

6


 

Advisor’s Report

For the fiscal year ended September 30, 2017, Vanguard PRIMECAP Fund returned 23.75% for Investor Shares and 23.83% for Admiral Shares, exceeding the 18.61% return of the fund’s benchmark, the Standard & Poor’s 500 Index, and the 19.24% average return of the fund’s multi-capitalization growth fund competitors. Relative to the index, sector allocation and stock selection added to returns.

The fund’s information technology and industrial holdings contributed to relative results, while its health care holdings underperformed and its underweight position in financials detracted. Underweight positions in consumer staples, energy, real estate, telecommunication services, and utilities helped relative performance and more than offset unfavorable selection in consumer discretionary.

The investment environment

The investment environment has recently been favorable for actively managed growth funds, in large part because of the outperformance of the “FAANG” (Facebook, Amazon, Apple, Netflix, and Google) stocks, which are widely held among growth fund managers. A similar phenomenon occurred in 2015, only to reverse itself in 2016. Bank stocks and semiconductor and related equipment stocks also outperformed significantly during the fiscal year.

Energy stocks underperformed, as the price of a barrel of West Texas Intermediate crude oil declined from $54 at the end of 2016 to $52 on September 30, 2017. Despite attempts by the Organization of Petroleum Exporting Countries (OPEC) and Russia to prop up oil prices by constraining production, U.S. production proved to be more resilient than expected at recent prices. This resilience stems from continued improvements in fracking-related technologies that have significantly lowered the threshold oil price at which wells in certain regions can be profitable. Absent a geopolitical shock in the Middle East, we do not expect oil prices to increase significantly on a sustained basis, which explains our large underweighting in energy stocks.

Outlook for U.S equities

Even after a strong, multiyear run, U.S. equities currently trade for less than 18x forward earnings per share, a reasonable valuation by historical standards. We believe this valuation compares favorably with that of bonds, with the 10-year U.S. Treasury bond yielding approximately 2.3% at the end of the year. After holding flat at about $119 per share for three consecutive years, S&P 500 Index operating earnings per share are expected to grow 10% in 2017 to $131 per share, with double-digit growth forecast for 2018. Ongoing growth in earnings per share could support further S&P 500 Index stock price appreciation.

7


 

We are constructive on the U.S. economic outlook. The current political environment could lead to deregulation and lower taxes, which would support greater economic growth and corporate profits. Furthermore, we believe the U.S. banking system is far better capitalized than it was before the last financial crisis, as evidenced by the strong performance of most of the largest banks in recent government stress tests.

Portfolio update

The portfolio remains heavily overweighted in information technology, health care, and industrial stocks, with these sectors accounting for 77% of average assets, compared with 46% in the S&P 500 Index. The portfolio’s most significant underweights are in consumer staples, energy, real estate, and utilities, which collectively accounted for 1% of average assets, compared with 22% in the index. The portfolio is also significantly underweighted in financials, materials, and telecommunication services, which represented 9% of average assets, compared with 20% in the index.

Within information technology, the fund is most overweighted in semiconductor and semiconductor equipment stocks (12% versus 3% for the index). Over the past 12 months, the fund’s semiconductor and semiconductor equipment holdings returned 53%, led by NVIDIA (+162%), Micron (+121%), KLA-Tencor (+56%), and Texas Instruments (+31%).

In health care, the fund is most overweighted in biotechnology and pharmaceutical stocks, whose 21% combined weighting was more than double their weighting in the S&P 500 Index. The index’s health care sector underperformed during the period, returning 15%; our health care holdings returned 11%. In addition to pricing concerns, biotechnology and pharmaceutical stocks were negatively impacted by a lull in industry productivity (as measured by Food and Drug Administration approvals) and the failure of a couple of high-profile drug candidates in clinical trials.

The fund is also significantly overweighted in industrial stocks (18% versus 10% for the index) because of its investments in transportation stocks (12% versus the index’s 2%). The fund’s transportation holdings (primarily airlines) returned 31%.

As of September 30, 2017, the fund’s top ten holdings represented 38% of assets.

Advisor perspectives

After two consecutive years of underper-formance, the portfolio’s health care holdings appear attractively valued, and we are especially enthusiastic about the outlook for our health care portfolio. Health care stocks currently trade at a discount to the S&P 500 Index, even though the industry’s fundamental outlook, strengthened by favorable demographics

8


 

and rising living standards in emerging-market countries, remains bright. We believe that company innovation will be rewarded. Furthermore, the FDA appears to be pursuing a more constructive agenda on the pace of new drug approvals, albeit with more focus on low-cost biologics.

The fund’s information technology holdings, particularly in semiconductors and related equipment, have added significantly to relative results over the past couple of years. Although technology stocks currently trade at a modest premium to the S&P 500 Index, we believe that demand for semiconductors, software, and other technology products and services will continue to outpace demand for goods and services more broadly, as advances in automation and artificial intelligence add ever-greater value to an array of products and services.

Finally, we remain optimistic about the fund’s airline holdings, which continue to trade at valuation multiples far below average. Although prices have come under pressure as ultra-low-cost carriers attempt to gain market share from legacy players, we expect that these legacy players will respond rationally and that their competitive positions will be sustained.

Conclusion

As bottom-up stock pickers, we spend our time searching for opportunities to invest in stocks with long-term prospects we find to be materially better than market prices would seem to imply. Our approach often results in portfolios that bear little resemblance to market indexes creating the possibility for substantial deviations in relative performance. For example, our relative returns were significantly negative during the first half of calendar 2016, when the fund’s overweighted sectors and industries underperformed, and we expect to experience similar conditions in the future. We nonetheless believe that this approach can generate superior results for shareholders over the long term.

PRIMECAP Management Company

October 17, 2017

9


 

PRIMECAP Fund

Fund Profile

As of September 30, 2017

Share-Class Characteristics  
  Investor Admiral
  Shares Shares
Ticker Symbol VPMCX VPMAX
Expense Ratio1 0.39% 0.32%
30-Day SEC Yield 1.13% 1.20%

 

Portfolio Characteristics    
      DJ
      U.S.
      Total
      Market
    S&P 500 FA
  Fund Index Index
Number of Stocks 134 505 3,808
Median Market Cap $73.6B $92.1B $61.4B
Price/Earnings Ratio 22.3x 22.3x 21.9x
Price/Book Ratio 3.9x 3.0x 2.9x
Return on Equity 18.4% 16.0% 15.1%
Earnings Growth      
Rate 12.3% 9.3% 9.6%
Dividend Yield 1.5% 1.9% 1.8%
Foreign Holdings 9.8% 0.0% 0.0%
Turnover Rate 8%
Short-Term Reserves 5.6%

 

Sector Diversification (% of equity exposure)
      DJ
      U.S. Total
    S&P 500 Market
  Fund Index FA  Index
Consumer Discretionary 8.2% 11.9% 12.3%
Consumer Staples 0.3 8.2 7.3
Energy 0.9 6.1 5.8
Financials 7.4 14.6 15.0
Health Care 24.7 14.5 14.0
Industrials 18.7 10.2 10.8
Information Technology 37.5 23.2 22.3
Materials 1.7 3.0 3.4
Real Estate 0.0 3.0 4.0
Telecommunication      
Services 0.6 2.2 2.0
Utilities 0.0 3.1 3.1

Sector categories are based on the Global Industry Classification Standard (“GICS”), except for the “Other” category (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.

 

Volatility Measures    
    DJ
    U.S. Total
  S&P 500 Market
  Index FA Index
R-Squared 0.88 0.89
Beta 1.04 1.03

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

1 The expense ratios shown are from the prospectus dated January 27, 2017, and represent estimated costs for the current fiscal year. For the fiscal year ended September 30, 2017, the expense ratios were 0.39% for Investor Shares and 0.32% for Admiral Shares.

10


 

PRIMECAP Fund

Ten Largest Holdings (% of total net assets)
Biogen Inc. Biotechnology 4.9%
Alphabet Inc. Internet Software &  
  Services 4.4
Eli Lilly & Co. Pharmaceuticals 4.2
Adobe Systems Inc. Application Software 3.9
Texas Instruments Inc. Semiconductors 3.8
Amgen Inc. Biotechnology 3.8
Microsoft Corp. Systems Software 3.8
FedEx Corp. Air Freight &  
  Logistics 3.7
Southwest Airlines Co. Airlines 3.3
Alibaba Group Holding Internet Software &  
Ltd. Services 2.5
Top Ten   38.3%

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

Investment Focus


11


 

PRIMECAP 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
PRIMECAP Fund*Investor Shares 23.75% 18.44% 10.05% $26,058
S&P 500 Index 18.61 14.22 7.44 20,488
Multi-Cap Growth Funds Average 19.24 13.13 6.53 18,825
Dow Jones U.S. Total Stock Market        
Float Adjusted Index 18.67 14.15 7.64 20,887

Multi-Cap Growth 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
PRIMECAP Fund Admiral Shares 23.83% 18.53% 10.15% $131,465
S&P 500 Index 18.61 14.22 7.44 102,442
Dow Jones U.S. Total Stock Market Float        
Adjusted Index 18.67 14.15 7.64 104,435

 

See Financial Highlights for dividend and capital gains information.

12


 

PRIMECAP Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


13


 

PRIMECAP Fund

Financial Statements

Statement of Net Assets

As of September 30, 2017

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 (94.4%)    
Consumer Discretionary (7.7%)  
^ Sony Corp. ADR 17,513,600 653,958
  Ross Stores Inc. 9,002,300 581,279
  TJX Cos. Inc. 6,940,100 511,694
  Carnival Corp. 7,246,300 467,894
  L Brands Inc. 10,574,873 440,020
  Walt Disney Co. 3,700,000 364,709
  Royal Caribbean    
  Cruises Ltd. 3,046,333 361,112
1 Mattel Inc. 19,667,900 304,459
* Amazon.com Inc. 194,765 187,237
  Whirlpool Corp. 900,358 166,062
  Comcast Corp. Class A 1,922,900 73,993
  Marriott International    
  Inc. Class A 490,300 54,060
* Charter    
  Communications Inc.    
  Class A 136,000 49,425
  VF Corp. 751,500 47,773
  Lowe’s Cos. Inc. 534,500 42,728
  MGM Resorts    
  International 1,294,600 42,191
  CBS Corp. Class B 600,000 34,800
  Newell Brands Inc. 555,000 23,682
  Las Vegas Sands Corp. 361,500 23,194
  Hilton Worldwide    
  Holdings Inc. 295,366 20,513
  Bed Bath & Beyond Inc. 728,670 17,102
* AutoZone Inc. 11,900 7,082
  Adient plc 69,700 5,854
* Netflix Inc. 25,100 4,552
      4,485,373
Consumer Staples (0.3%)    
  CVS Health Corp. 2,108,665 171,477
  Constellation Brands    
  Inc. Class A 5,600 1,117

 

      Market
      Value
    Shares ($000)
  Philip Morris    
  International Inc. 6,600 733
  Altria Group Inc. 7,100 450
      173,777
Energy (0.9%)    
  EOG Resources Inc. 1,897,700 183,583
  Schlumberger Ltd. 2,462,600 171,791
^,* Transocean Ltd. 7,875,679 84,742
  Noble Energy Inc. 2,185,600 61,984
  National Oilwell Varco    
  Inc. 375,000 13,399
  Pioneer Natural    
  Resources Co. 2,800 413
      515,912
Financials (6.9%)    
  JPMorgan Chase & Co. 11,143,500 1,064,316
  Charles Schwab Corp. 19,502,375 853,034
  Wells Fargo & Co. 11,264,200 621,221
  Marsh & McLennan    
  Cos. Inc. 6,510,976 545,685
  US Bancorp 3,475,000 186,225
  Discover Financial    
  Services 2,539,971 163,777
  Progressive Corp. 3,356,300 162,512
  Citigroup Inc. 1,841,463 133,948
  Bank of America Corp. 4,817,432 122,074
  CME Group Inc. 896,318 121,612
  Travelers Cos. Inc. 287,601 35,237
  American Express Co. 372,100 33,660
  Chubb Ltd. 41,133 5,864
      4,049,165
Health Care (23.4%)    
* Biogen Inc. 9,206,500 2,882,739
  Eli Lilly & Co. 28,411,102 2,430,286
  Amgen Inc. 11,834,500 2,206,542
  Roche Holding AG 4,968,100 1,269,946
  Novartis AG ADR 12,847,965 1,102,998
* Boston Scientific Corp. 27,869,860 812,964

 

14


 

PRIMECAP Fund

      Market
      Value
    Shares ($000)
^ AstraZeneca plc ADR 22,838,704 773,775
  Thermo Fisher    
  Scientific Inc. 2,595,400 491,050
  Medtronic plc 5,476,300 425,892
  Abbott Laboratories 5,938,768 316,893
* Bioverativ Inc. 4,642,348 264,939
* BioMarin    
  Pharmaceutical Inc. 1,320,100 122,862
  Bristol-Myers Squibb    
  Co. 1,794,700 114,394
  Merck & Co. Inc. 1,487,300 95,232
  Johnson & Johnson 696,600 90,565
  Agilent Technologies    
  Inc. 1,169,600 75,088
  Sanofi ADR 1,008,000 50,188
  Zimmer Biomet    
  Holdings Inc. 334,000 39,108
  Stryker Corp. 180,000 25,564
  GlaxoSmithKline plc    
  ADR 560,000 22,736
  AbbVie Inc. 26,700 2,372
      13,616,133
Industrials (17.6%)    
  FedEx Corp. 9,561,326 2,156,844
1 Southwest Airlines Co. 34,011,000 1,903,936
  Airbus SE 11,248,558 1,070,815
  American Airlines    
  Group Inc. 20,718,700 983,931
  Caterpillar Inc. 5,488,800 684,508
  Delta Air Lines Inc. 11,558,000 557,327
* United Continental    
  Holdings Inc. 8,198,100 499,100
  Deere & Co. 3,242,800 407,263
  Alaska Air Group Inc. 4,996,700 381,098
  Honeywell    
  International Inc. 2,330,000 330,254
  United Parcel Service    
  Inc. Class B 2,121,970 254,827
  Boeing Co. 868,700 220,832
  Union Pacific Corp. 1,874,100 217,339
  Siemens AG 1,150,000 162,277
  CSX Corp. 2,610,000 141,619
  Textron Inc. 1,976,416 106,489
  Pentair plc 1,030,000 69,999
  United Technologies    
  Corp. 495,000 57,460
  Rockwell Automation    
  Inc. 180,200 32,113
  TransDigm Group Inc. 108,600 27,764
  Safran SA 150,000 15,329
* Herc Holdings Inc. 142,000 6,977
      10,288,101

 

      Market
      Value
    Shares ($000)
Information Technology (35.4%)  
* Adobe Systems Inc. 15,135,270 2,257,880
  Texas Instruments Inc. 24,942,300 2,235,828
  Microsoft Corp. 29,460,500 2,194,513
* Alibaba Group Holding    
  Ltd. ADR 8,316,073 1,436,269
  NVIDIA Corp. 7,634,800 1,364,873
* Alphabet Inc. Class A 1,325,334 1,290,504
* Alphabet Inc. Class C 1,344,255 1,289,288
* Micron Technology Inc. 31,031,700 1,220,477
  KLA-Tencor Corp. 6,310,400 668,902
1 NetApp Inc. 14,494,500 634,279
  HP Inc. 31,484,885 628,438
  Hewlett Packard    
  Enterprise Co. 41,526,254 610,851
  Cisco Systems Inc. 15,161,950 509,896
  Intuit Inc. 3,570,000 507,440
  Intel Corp. 11,093,000 422,421
  QUALCOMM Inc. 8,085,450 419,150
  Activision Blizzard Inc. 5,600,000 361,256
  Visa Inc. Class A 3,322,300 349,639
  Oracle Corp. 5,874,400 284,027
  Analog Devices Inc. 2,756,500 237,528
  Telefonaktiebolaget    
  LM Ericsson ADR 38,989,804 224,191
  DXC Technology Co. 2,526,268 216,956
  Corning Inc. 5,600,700 167,573
1 Plantronics Inc. 3,672,300 162,389
  Micro Focus    
  International plc ADR 4,414,685 140,828
* BlackBerry Ltd. 10,737,500 120,045
  Mastercard Inc.    
  Class A 833,000 117,620
* Dell Technologies Inc.    
  Class V 1,250,600 96,559
* Altaba Inc. 1,307,300 86,596
  Apple Inc. 547,500 84,381
* eBay Inc. 2,058,300 79,162
* Entegris Inc. 2,638,372 76,117
* PayPal Holdings Inc. 1,095,900 70,171
* salesforce.com Inc. 538,400 50,297
* Keysight Technologies    
  Inc. 375,600 15,648
  Applied Materials Inc. 241,800 12,595
  Western Digital Corp. 134,550 11,625
* Rambus Inc. 551,897 7,368
      20,663,580
Materials (1.6%)    
  Monsanto Co. 6,012,625 720,433
  Praxair Inc. 902,100 126,059
* DowDuPont Inc. 671,700 46,502
^ Potash Corp. of    
  Saskatchewan Inc. 636,900 12,254
      905,248

 

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PRIMECAP Fund

    Market
    Value
  Shares ($000)
Telecommunication Services (0.6%)  
AT&T Inc. 8,439,742 330,585
* T-Mobile US Inc. 275,600 16,993
    347,578
Total Common Stocks    
(Cost $23,104,852)   55,044,867
Temporary Cash Investment (5.7%)  
Money Market Fund (5.7%)    
2,3 Vanguard Market    
Liquidity Fund, 1.223%    
(Cost $3,318,311) 33,179,549 3,318,618
Total Investments (100.1%)    
(Cost $26,423,163)   58,363,485
Other Assets and Liabilities (-0.1%)  
Other Assets   216,306
Liabilities 3   (265,541)
    (49,235)
Net Assets (100%)   58,314,250
 
    Amount
    ($000)
Statement of Assets and Liabilities  
Assets    
Investments in Securities, at Value  
Unaffiliated Issuers   52,039,804
Affiliated Vanguard Funds   3,318,618
Other Affiliated Issuers   3,005,063
Total Investments in Securities 58,363,485
Investment in Vanguard   3,552
Receivables for Investment    
Securities Sold   24,034
Receivables for Accrued Income 47,390
Receivables for Capital Shares Issued 136,691
Other Assets   4,639
Total Assets   58,579,791
Liabilities    
Payables for Investment Securities  
Purchased   (7,905)
Collateral for Securities on Loan (57,795)
Payables to Investment Advisor (26,098)
Payables for Capital Shares Redeemed (110,393)
Payables to Vanguard   (59,359)
Other Liabilities   (3,991)
Total Liabilities   (265,541)
Net Assets   58,314,250

 

At September 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 23,321,012
Undistributed Net Investment Income 440,228
Accumulated Net Realized Gains 2,611,224
Unrealized Appreciation (Depreciation)  
Investment Securities 31,940,322
Foreign Currencies 1,464
Net Assets 58,314,250
 
Investor Shares—Net Assets  
Applicable to 60,699,762 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 7,699,128
Net Asset Value Per Share—  
Investor Shares $126.84
 
Admiral Shares—Net Assets  
Applicable to 385,065,098 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 50,615,122
Net Asset Value Per Share—  
Admiral Shares $131.45

 

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 $56,128,000.
* Non-income-producing security.
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 $57,795,000 of collateral received for securities on loan.
ADR—American Depositary Receipt.

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

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PRIMECAP Fund

Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Dividends1 808,899
Interest 22,761
Securities Lending—Net 700
Total Income 832,360
Expenses  
Investment Advisory Fees—Note B 98,407
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 13,969
Management and Administrative—Admiral Shares 53,783
Marketing and Distribution—Investor Shares 1,034
Marketing and Distribution—Admiral Shares 2,445
Custodian Fees 544
Auditing Fees 35
Shareholders’ Reports and Proxy—Investor Shares 267
Shareholders’ Reports and Proxy—Admiral Shares 364
Trustees’ Fees and Expenses 97
Total Expenses 170,945
Net Investment Income 661,415
Realized Net Gain (Loss)  
Investment Securities Sold 2,953,426
Foreign Currencies (2,409)
Realized Net Gain (Loss) 2,951,017
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 7,554,549
Foreign Currencies 1,795
Change in Unrealized Appreciation (Depreciation) 7,556,344
Net Increase (Decrease) in Net Assets Resulting from Operations 11,168,776
1 Dividends are net of foreign withholding taxes of $16,178,000.  

 

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

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PRIMECAP Fund

Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 661,415 641,839
Realized Net Gain (Loss) 2,951,017 2,232,245
Change in Unrealized Appreciation (Depreciation) 7,556,344 4,416,438
Net Increase (Decrease) in Net Assets Resulting from Operations 11,168,776 7,290,522
Distributions    
Net Investment Income    
Investor Shares (92,535) (86,405)
Admiral Shares (531,693) (426,673)
Realized Capital Gain1    
Investor Shares (269,344) (370,752)
Admiral Shares (1,457,828) (1,709,108)
Total Distributions (2,351,400) (2,592,938)
Capital Share Transactions    
Investor Shares (1,160,090) (945,771)
Admiral Shares 3,216,264 1,174,655
Net Increase (Decrease) from Capital Share Transactions 2,056,174 228,884
Total Increase (Decrease) 10,873,550 4,926,468
Net Assets    
Beginning of Period 47,440,700 42,514,232
End of Period2 58,314,250 47,440,700

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $54,261,000 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 $440,228,000 and $425,507,000.

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

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PRIMECAP Fund

Financial Highlights

Investor Shares          
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $107.60 $96.99 $104.16 $87.83 $69.39
Investment Operations          
Net Investment Income 1.3981 1.401 1.329 1.124 1.033
Net Realized and Unrealized Gain (Loss)          
on Investments 23.145 15.103 (1.631) 19.812 19.093
Total from Investment Operations 24.543 16.504 (. 302) 20.936 20.126
Distributions          
Dividends from Net Investment Income (1.356) (1.114) (1.160) (.836) (.965)
Distributions from Realized Capital Gains (3.947) (4.780) (5.708) (3.770) (.721)
Total Distributions (5.303) (5.894) (6.868) (4.606) (1.686)
Net Asset Value, End of Period $126.84 $107.60 $96.99 $104.16 $87.83
 
Total Return2 23.75% 17.40% -0.76% 24.72% 29.63%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $7,699 $7,588 $7,741 $13,273 $13,059
Ratio of Total Expenses to Average Net Assets 0.39% 0.39% 0.40% 0.44% 0.45%
Ratio of Net Investment Income to          
Average Net Assets 1.22% 1.37% 1.33% 1.17% 1.32%
Portfolio Turnover Rate 8% 6% 9% 11% 5%

1 Calculated based on average shares outstanding.
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.

 

19

 


 

PRIMECAP Fund

Financial Highlights

Admiral Shares          
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $111.52 $100.53 $108.08 $91.15 $72.03
Investment Operations          
Net Investment Income 1.5281 1.532 1.550 1.286 1.178
Net Realized and Unrealized Gain (Loss)          
on Investments 23.981 15.645 (1.784) 20.536 19.769
Total from Investment Operations 25.509 17.177 (.234) 21.822 20.947
Distributions          
Dividends from Net Investment Income (1.491) (1.236) (1.403) (.983) (1.079)
Distributions from Realized Capital Gains (4.088) (4.951) (5.913) (3.909) (.748)
Total Distributions (5.579) (6.187) (7.316) (4.892) (1.827)
Net Asset Value, End of Period $131.45 $111.52 $100.53 $108.08 $91.15
 
Total Return2 23.83% 17.48% -0.69% 24.85% 29.73%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $50,615 $39,852 $34,773 $30,982 $23,129
Ratio of Total Expenses to Average Net Assets 0.32% 0.33% 0.34% 0.35% 0.36%
Ratio of Net Investment Income to          
Average Net Assets 1.29% 1.43% 1.39% 1.26% 1.41%
Portfolio Turnover Rate 8% 6% 9% 11% 5%

1 Calculated based on average shares outstanding.
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.

 

20


 

PRIMECAP Fund

Notes to Financial Statements

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

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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into

21


 

PRIMECAP Fund

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 counter-party risk, in the event 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. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

The fund had no borrowings outstanding at September 30, 2017, 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.

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), shareholder reporting, and the proxy. 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. PRIMECAP Management Company provides investment advisory services to the fund for a fee calculated at an annual percentage rate of average net assets. For the year ended September 30, 2017, the investment advisory fee represented an effective annual rate of 0.19% of the fund’s average net assets.

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PRIMECAP Fund

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At September 30, 2017, the fund had contributed to Vanguard capital in the amount of $3,552,000, representing 0.01% of the fund’s net assets and 1.42% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

The following table summarizes the market value of the fund’s investments as of September 30,
2017, based on the inputs used to value them:

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 52,526,500 2,518,367
Temporary Cash Investments 3,318,618
Total 55,845,118 2,518,367

 

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 September 30, 2017, the fund realized $175,022,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized gains to paid-in capital.

23


 

PRIMECAP Fund

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 $20,057,000 from undistributed net investment income and $84,587,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $596,162,000 of ordinary income and $2,510,915,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $26,423,163,000. Net unrealized appreciation of investment securities for tax purposes was $31,940,322,000, consisting of unrealized gains of $32,826,209,000 on securities that had risen in value since their purchase and $885,887,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the year ended September 30, 2017, the fund purchased $4,830,472,000 of investment securities and sold $6,010,137,000 of investment securities, other than temporary cash investments. Purchases and sales include $791,746,000 and $250,034,000, 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 September 30,
    2017   2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 573,721 5,070 501,353 5,081
Issued in Lieu of Cash Distributions 353,911 3,324 448,254 4,430
Redeemed (2,087,722) (18,215) (1,895,378) (18,802)
Net Increase (Decrease)—Investor Shares (1,160,090) (9,821) (945,771) (9,291)
Admiral Shares        
Issued 4,401,870 36,653 3,167,275 30,714
Issued in Lieu of Cash Distributions 1,880,344 17,051 2,027,098 19,341
Redeemed (3,065,950) (26,006) (4,019,718) (38,593)
Net Increase (Decrease)—Admiral Shares 3,216,264 27,698 1,174,655 11,462

 

24


 

PRIMECAP Fund

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

          Current Period Transactions  
  Sept. 30,   Proceeds  Realized     Capital   Sept. 30,
  2016   from Net Change in   Gain 2017
Market Purchases Securities Gain Unrealized Distributions Market
  Value at Cost Sold (Loss) App. (Dep.) Income  Received Value
  ($000) ($000) ($000) ($000) ($000)  ($000) ($000)  ($000)
Mattel Inc. 378,660 (74,201) 2,520 304,459
NetApp Inc. 505,263 17,674 2,879 1,081 113,140 10,847 634,279
Plantronics Inc. 188,043 3,011 972 935 (28,628) 2,166 162,389
Southwest                
Airlines Co. 1,306,611 59,326 38,868 27,388 549,479 15,052 1,903,936
Vanguard Market                
Liquidity Fund 1,902,618 NA1 NA1 39 153 22,761 3,318,618
Total 3,902,535     29,443 559,943 53,346 6,323,681
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

I. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, 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 Chester Funds and the Shareholders of Vanguard PRIMECAP Fund

In our opinion, the accompanying statement of net assets and 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 PRIMECAP Fund (constituting a separate portfolio of Vanguard Chester Funds, hereafter referred to as the “Fund”) as of September 30, 2017, 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 as of September 30, 2017 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
November 13, 2017

 

Special 2017 tax information (unaudited) for Vanguard PRIMECAP Fund

This information for the fiscal year ended September 30, 2017, is included pursuant to provisions of the Internal Revenue Code.

The fund distributed $1,754,351,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.

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

The fund distributed $624,228,000 of qualified dividend income to shareholders during the fiscal year.

For corporate shareholders, 85.5% 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 2017. (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: PRIMECAP Fund Investor Shares      
Periods Ended September 30, 2017      
  One Five Ten
  Year Years Years
Returns Before Taxes 23.75% 18.44% 10.05%
Returns After Taxes on Distributions 22.35 17.16 9.09
Returns After Taxes on Distributions and Sale of Fund Shares 14.28 14.72 8.04

 

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 September 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
PRIMECAP Fund 3/31/2017 9/30/2017 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,115.18 $2.07
Admiral Shares 1,000.00 1,115.59 1.70
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.11 $1.98
Admiral Shares 1,000.00 1,023.46 1.62

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 0.39% for Investor Shares and 0.32% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (183/365).

 

29


 

Trustees Approve Advisory Arrangement

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

The board based its decision upon an evaluation of the advisor’s investment staff, portfolio management process, and performance. This evaluation included information provided to the board by Vanguard’s Portfolio Review Department, which is responsible for fund and advisory oversight and product management. The Portfolio Review Department met regularly with the advisor and made monthly presentations to the board during the fiscal year that directed the board’s focus to relevant information and topics.

The board, or an investment committee made up of board members, also received information throughout the year during advisor presentations. For each advisor presentation, the board was provided with letters and reports that included information about, among other things, the advisory firm and the advisor’s assessment of the investment environment, portfolio performance, and portfolio characteristics.

In addition, the board received monthly reports, which included a Market and Economic Report, a Fund Dashboard Monthly Summary, and a Fund Performance Report.

Prior to their meeting, the trustees were provided with a memo and material that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term, and took into account the organizational depth and stability of the advisor. The board considered that PRIMECAP, founded in 1983, is recognized for its long-term approach to growth equity investing. Five experienced portfolio managers are responsible for separate subportfolios, and each portfolio manager employs a fundamental, research-driven approach in seeking to identify companies with long-term growth potential that the market has yet to appreciate. The multi-counselor approach employed by PRIMECAP is designed to emphasize individual decision-making and enable the portfolio managers to invest in their highest-conviction ideas. The advisor’s fundamental research focuses on developing opinions independent from Wall Street’s consensus and maintaining a long-term horizon. PRIMECAP has managed the fund since its inception in 1984.

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

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance compared with a relevant 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.

30


 

Cost

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

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

The benefit of economies of scale

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

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

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Glossary

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

33


 

The Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of MSCI Inc. (“MSCI”) and Standard and Poor’s, a division of McGraw-Hill Companies, Inc. (“S&P”), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.

34


 

The People Who Govern Your Fund

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

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

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. 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.

Interested Trustee1

F. William McNabb III

Born 1957. Trustee Since July 2009. Chairman of the Board. Principal Occupation(s) During the Past Five Years and Other Experience: Chairman of the Board of The Vanguard Group, Inc., and of each of the investment companies served by The Vanguard Group, since January 2010; Chief Executive Officer and Director of The Vanguard Group and President and Chief Executive Officer of each of the investment companies served by The Vanguard Group, since 2008; Director of Vanguard Marketing Corporation; President of The Vanguard Group (2008–2017); Managing Director of The Vanguard Group (1995–2008).

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services);

Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

Born 1945. Trustee Since December 2001.2 Principal Occupation(s) During the Past Five Years and Other Experience: Chairman and Chief Executive Officer (retired 2009) and President (2006–2008) of Rohm and Haas Co. (chemicals); Director of Arconic Inc. (diversified manufacturer), HP Inc. (printer and personal computer manufacturing), and Delphi Automotive plc (automotive components); Senior Advisor at New Mountain Capital.

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne

 

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.


 

Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

Born 1950. Trustee Since July 1998. Principal Occupation(s) During the Past Five Years and Other Experience: Corporate Vice President and Member of the Executive Committee (1997–2008), Chief Global Diversity Officer (retired 2008), Vice President and Chief Information Officer (1997–2006), Controller (1995–1997), Treasurer (1991–1995), and Assistant Treasurer (1989–1991) of Johnson & Johnson (pharmaceuticals/medical devices/ consumer products); Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation; Member of the Advisory Board of the Institute for Women’s Leadership at Rutgers University.

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

Born 1953. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Senior Vice President and Chief Financial Officer (retired 2013) at IBM (information technology services); Fiduciary Member of IBM’s Retirement Plan Committee (2004–2013); Member of the Council on Chicago Booth.

Scott C. Malpass

Born 1962. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Chief Investment Officer and Vice President at the University of Notre Dame; Assistant Professor of Finance at the Mendoza College of Business at Notre Dame; Member of the Notre Dame 403(b) Investment Committee, the Board of Advisors for Spruceview Capital Partners, the Board of Catholic Investment Services, Inc. (investment advisor), and the Board of Superintendence of the Institute for the Works of Religion; Chairman of the Board of TIFF Advisory Services, Inc. (investment advisor).

André F. Perold

Born 1952. Trustee Since December 2004. Principal Occupation(s) During the Past Five Years and Other Experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011); Chief Investment Officer and Co-Managing Partner of HighVista Strategies LLC (private investment firm); Overseer of the Museum of Fine Arts Boston.

Peter F. Volanakis

Born 1955. Trustee Since July 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2010) of Corning Incorporated (communications equipment); Chairman of the Board of Trustees of Colby-Sawyer College; Member of the Board of Hypertherm, Inc. (industrial cutting systems, software, and consumables).

 


 

Executive Officers

Glenn Booraem

Born 1967. Investment Stewardship Officer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Treasurer (2015–2017), Controller (2010–2015), and Assistant Controller (2001–2010) of each of the investment companies served by The Vanguard Group.

Thomas J. Higgins

Born 1957. Chief Financial Officer Since September 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Chief Financial Officer of each of the investment companies served by The Vanguard Group; Treasurer of each of the investment companies served by The Vanguard Group (1998–2008).

Peter Mahoney

Born 1974. Controller Since May 2015. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Controller of each of the investment companies served by The Vanguard Group; Head of International Fund Services at The Vanguard Group (2008–2014).

Anne E. Robinson

Born 1970. Secretary Since September 2016. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; General Counsel of The Vanguard Group; Secretary of The Vanguard Group and of each of the investment companies served by The Vanguard Group; Director and Senior Vice President of Vanguard Marketing Corporation; Managing Director and General Counsel of Global Cards and Consumer Services at Citigroup (2014–2016); Counsel at American Express (2003–2014).

Michael Rollings

Born 1963. Treasurer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; Treasurer of each of the investment companies served by The Vanguard Group; Director of Vanguard Marketing Corporation; Executive Vice President and Chief Financial Officer of MassMutual Financial Group (2006–2016).

Vanguard Senior Management Team
 
Mortimer J. Buckley Chris D. McIsaac
Gregory Davis James M. Norris
John James Thomas M. Rampulla
Martha G. King Karin A. Risi
John T. Marcante  
 
 
Chairman Emeritus and Senior Advisor
 
John J. Brennan  
Chairman, 1996–2009  
Chief Executive Officer and President, 1996–2008
 
 
Founder  
 
John C. Bogle  
Chairman and Chief Executive Officer, 1974–1996

 


 

 

 
P.O. Box 2600
Valley Forge, PA 19482-2600

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q590 112017

 


 
Annual Report | September 30, 2017
 
Vanguard Target Retirement Funds
Vanguard Target Retirement Income Fund
Vanguard Target Retirement 2015 Fund
Vanguard Target Retirement 2020 Fund
Vanguard Target Retirement 2025 Fund
Vanguard Target Retirement 2030 Fund
Vanguard Target Retirement 2035 Fund

 


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

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

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control. We believe there is no wiser course for any investor.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 4
Target Retirement Income Fund. 8
Target Retirement 2015 Fund. 20
Target Retirement 2020 Fund. 31
Target Retirement 2025 Fund. 42
Target Retirement 2030 Fund. 53
Target Retirement 2035 Fund. 64
Your Fund’s After-Tax Returns. 78
About Your Fund’s Expenses. 80
Glossary. 82

 

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: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs, stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• For the 12 months ended September 30, 2017, the six Vanguard Target Retirement Funds covered in this report recorded returns ranging from 5.26% for the Target Retirement Income Fund to 14.76% for the Target Retirement 2035 Fund. (The funds with retirement dates of 2040 through 2065 are covered in a separate report.) The funds with a greater allocation to stocks performed best.

• Each fund posted returns that were in line with those of its composite benchmark after expenses. All but two funds surpassed the average returns of their peers.

• Vanguard Target Retirement Funds are designed to reach an allocation of 70% bonds and 30% stocks within seven years after their target dates.

• For the ten years ended September 30, 2017, the funds’ average annual returns ranged from 4.87% for the Target Retirement Income Fund to 5.46% for the Target Retirement 2035 Fund.

• Please note that during the third quarter the 2010 Fund was merged with the Target Retirement Income Fund, as their asset allocations became identical.

Total Returns: Fiscal Year Ended September 30, 2017  
  Total
  Returns
Vanguard Target Retirement Income Fund 5.26%
Target Income Composite Index 5.44
Mixed-Asset Target Today Funds Average 5.95
Mixed-Asset Target Today Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2015 Fund 7.95%
Target 2015 Composite Index 8.16
Mixed-Asset Target 2015 Funds Average 8.04
Mixed-Asset Target 2015 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2020 Fund 10.17%
Target 2020 Composite Index 10.32
Mixed-Asset Target 2020 Funds Average 8.26
Mixed-Asset Target 2020 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2025 Fund 11.74%
Target 2025 Composite Index 11.97
Mixed-Asset Target 2025 Funds Average 10.44
Mixed-Asset Target 2025 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

  Total
  Returns
Vanguard Target Retirement 2030 Fund 13.25%
Target 2030 Composite Index 13.44
Mixed-Asset Target 2030 Funds Average 12.14
Mixed-Asset Target 2030 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2035 Fund 14.76%
Target 2035 Composite Index 14.94
Mixed-Asset Target 2035 Funds Average 14.35

Mixed-Asset Target 2035 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. For a benchmark description, see the Glossary.

Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

Total Returns: Ten Years Ended September 30, 2017  
  Average
  Annual Return
Target Retirement Income Fund 4.87%
Target Income Composite Index 4.93
Spliced Mixed-Asset Target Today Funds Average 3.66
Spliced Mixed-Asset Target Today Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2015 Fund 4.88%
Target 2015 Composite Index 4.92
Mixed-Asset Target 2015 Funds Average 3.31
Mixed-Asset Target 2015 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2020 Fund 5.15%
Target 2020 Composite Index 5.28
Mixed-Asset Target 2020 Funds Average 3.53
Mixed-Asset Target 2020 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2025 Fund 5.21%
Target 2025 Composite Index 5.37
Mixed-Asset Target 2025 Funds Average 3.87
Mixed-Asset Target 2025 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2030 Fund 5.27%
Target 2030 Composite Index 5.41
Mixed-Asset Target 2030 Funds Average 3.93
Mixed-Asset Target 2030 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

2


 

  Average
  Annual Return
Target Retirement 2035 Fund 5.46%
Target 2035 Composite Index 5.60
Mixed-Asset Target 2035 Funds Average 4.38
Mixed-Asset Target 2035 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

For a benchmark description, see the Glossary.

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.

Expense Ratios    
Your Fund Compared With Its Peer Group    
  Acquired Fund Fees Peer Group
  and Expenses Average
Target Retirement Income Fund 0.13% 0.43%
Target Retirement 2015 Fund 0.14 0.35
Target Retirement 2020 Fund 0.14 0.45
Target Retirement 2025 Fund 0.14 0.40
Target Retirement 2030 Fund 0.15 0.44
Target Retirement 2035 Fund 0.15 0.40

 

The fund expense figures shown—drawn from the prospectus dated July 12, 2017—represent an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Funds invest. The Target Retirement Funds do not charge any expenses or fees of their own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.13% for the Income Fund, 0.13% for the 2015 Fund, 0.13% for the 2020 Fund, 0.14% for the 2025 Fund, 0.14% for the 2030 Fund, and 0.14% for the 2035 Fund. Peer-group expense ratios are derived from data provided by Lipper, a Thomson Reuters Company, and capture information through year-end 2016.

Peer groups: For the Income Fund, Mixed-Asset Target Today Funds Average; for the 2015 Fund, Mixed-Asset Target 2015 Funds; for the 2020 Fund, Mixed-Asset Target 2020 Funds; for the 2025 Fund, Mixed-Asset Target 2025 Funds; for the Target Retirement 2030 Fund, Mixed-Asset Target 2030 Funds; and for the Target Retirement 2035 Fund, Mixed-Asset Target 2035 Funds.

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Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

Our investors depend on Vanguard to be a responsible steward of their assets. This includes our obvious responsibilities—managing the funds, offering investment perspectives and advice, and assisting with questions and transactions.

But because a long-term perspective informs every aspect of our investment approach, we also work on your behalf in less obvious ways, such as by advocating for responsible governance among the companies in which Vanguard funds invest. Vanguard’s index funds are essentially permanent owners of thousands of publicly traded companies, and we have a special obligation to be engaged stewards actively focused on the long term.

Simply put, we believe that well-governed companies are more likely to perform well over the long run.

Although Vanguard has always been an advocate for strong corporate governance, we have expanded our efforts recently as our investor base continues to grow. Our Investment Stewardship team has doubled in size since 2015, and we continue to add analysts, researchers, and operations team members. The team guides our engagement activities and our funds’ proxy voting by analyzing corporate governance practices in companies around the world.

4


 

Our four Investment Stewardship pillars

As we evaluate company responsiveness to governance matters, including environmental and social concerns, we focus on four key areas—what we call our Investment Stewardship pillars:

The board: A high-functioning, well-composed, independent, diverse, and experienced board with effective ongoing evaluation practices.

Governance structures: Provisions and structures that empower shareholders and protect their rights.

Appropriate compensation: Pay that incentivizes relative outperformance over the long term.

Risk oversight: Effective, integrated, and ongoing oversight of relevant industry-and company-specific risks.

Guided by these pillars, our Investment Stewardship team conducted more than 950 engagements, or discussions, with company directors and leaders worldwide during the 12 months ended June 30, 2017.

Market Barometer      
    Average Annual Total Returns
  Periods Ended September 30, 2017
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 18.54% 10.63% 14.27%
Russell 2000 Index (Small-caps) 20.74 12.18 13.79
Russell 3000 Index (Broad U.S. market) 18.71 10.74 14.23
FTSE All-World ex US Index (International) 19.49 5.11 7.35
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 0.07% 2.71% 2.06%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 0.87 3.19 3.01
Citigroup Three-Month U.S. Treasury Bill Index 0.64 0.28 0.18
 
CPI      
Consumer Price Index 2.23% 1.22% 1.30%

 

5


 

We also cast more than 171,000 votes on behalf of Vanguard funds at more than 18,000 shareholder meetings.

Gender diversity on boards and climate risk

As we engage with companies, we are devoting increased attention to two specific topics. The first is gender diversity on boards. It’s no secret that the right combination of talent, skills, and experience leads to better results, so we pay close attention to how company boards are structured and managed, and how they evolve.

In recent years, a growing body of research has demonstrated that greater diversity on boards can lead to improved governance and company performance. We are advocating for boards to incorporate diverse perspectives and experience into their strategic planning and decision-making. One example of our commitment to more diverse boards is our participation in the 30% Club, a global coalition working to increase the representation of women in boardrooms and leadership roles.

The second issue is climate risk. We will continue to engage with companies to understand their responses to this risk. Regardless of one’s perspective on the issue, the potential is real for changing regulations, demographics, and consumption behavior to affect business results for companies in many sectors.

We want to ensure that such business and regulatory risks are sufficiently disclosed so investors can value companies appropriately. In the past year, we have voted for shareholder proposals at several energy companies that called for management to improve its climate risk assessment and planning, and we will consider supporting similar proposals if we believe they are beneficial to long-term shareholder value. When a proposal from a shareholder presents a strong case for change, we’re more than willing to fully consider it. And even if the case falls short, these proposals often catalyze a discussion that generates meaningful change over time.

In addition to considering activists’ proposals, we consult research providers and our own network of experts. When we detect material risks to a company’s long-term value (such as bad leadership, poor disclosure, misaligned compensation structures, or threats to shareholder rights), we act with our voice and our vote.

Our stewardship reflects our mission

But we don’t act as independent agents with our own agenda. Every time we speak with a company chairman, CEO, or director, we’re acutely aware of the role we play in representing the economic interests of more than 20 million Vanguard investors. So you can expect us to speak out when we detect threats to the economic interests of our shareholders.

6


 

We take positions on these matters not because they are inherently good or noble but because they are tied to the long-term economic value of your funds’ investments.

You trust us to represent your interests across the globe. You can be confident we act on that responsibility with the seriousness and dedication it deserves.

To learn more about our Investment Stewardship program, including how our funds have voted, visit https://about. vanguard.com/investment-stewardship/.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
October 13, 2017

7


 

Target Retirement Income Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTINX
30-Day SEC Yield 1.80%
Acquired Fund Fees and Expenses1 0.13%
Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II  
Index Fund Investor Shares 37.2%
Vanguard Total Stock Market Index  
Fund Investor Shares 18.2
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Investor Shares 16.7
Vanguard Total International Bond  
Index Fund Investor Shares 15.8
Vanguard Total International Stock  
Index Fund Investor Shares 12.1

 

Total Fund Volatility Measures  
    Bloomberg
  Target Barclays US
  Income Aggregate
  Composite Bond
  Index Index
R-Squared 0.99 0.18
Beta 0.98 0.51

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Income Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.13%.

8


 

Target Retirement Income 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement Income Fund* 5.26% 4.68% 4.87% $16,089
Target Income Composite Index 5.44 4.87 4.93 16,186
Spliced Mixed-Asset Target Today        
Funds Average 5.95 4.06 3.66 14,331
Bloomberg Barclays U.S. Aggregate        
Bond Index 0.07 2.06 4.27 15,196

For a benchmark description, see the Glossary.
Spliced Mixed-Asset Target Today Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

9


 

Target Retirement Income Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


10


 

Target Retirement Income Fund

Financial Statements

Statement of Net Assets

As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (18.2%)    
Vanguard Total Stock Market Index Fund Investor Shares 47,980,002 3,024,180
 
International Stock Fund (12.1%)    
Vanguard Total International Stock Index Fund Investor Shares 114,645,817 2,014,327
 
U.S. Bond Funds (53.9%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 576,481,296 6,197,174
Vanguard Short-Term Inflation-Protected Securities    
Index Fund Investor Shares 112,050,112 2,775,481
    8,972,655
International Bond Fund (15.8%)    
Vanguard Total International Bond Index Fund Investor Shares 240,863,823 2,623,007
Total Investment Companies (Cost $14,047,400)   16,634,169
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $2,961) 29,605 2,961
Total Investments (100.0%) (Cost $14,050,361)   16,637,130
Other Assets and Liabilities (0.0%)    
Other Assets   55,529
Liabilities   (47,663)
    7,866
Net Assets (100%)    
Applicable to 1,236,182,295 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   16,644,996
Net Asset Value Per Share   $13.46

 

11


 

Target Retirement Income Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 16,637,130
Receivables for Investment Securities Sold 22,172
Receivables for Accrued Income 14,440
Receivables for Capital Shares Issued 18,917
Total Assets 16,692,659
Liabilities  
Payables for Investment Securities Purchased 16,938
Payables for Capital Shares Redeemed 27,353
Other Liabilities 3,372
Total Liabilities 47,663
Net Assets 16,644,996
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 13,988,823
Undistributed Net Investment Income 6,201
Accumulated Net Realized Gains 63,203
Unrealized Appreciation (Depreciation) 2,586,769
Net Assets 16,644,996

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard Market Liquidity Fund is the 7-day yield.

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

12


 

Target Retirement Income Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 227,170
Net Investment Income—Note B 227,170
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 4,082
Affiliated Investment Securities Sold 83,411
Realized Net Gain (Loss) 87,493
Change in Unrealized Appreciation (Depreciation) of Investment Securities 303,251
Net Increase (Decrease) in Net Assets Resulting from Operations 617,914

 

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

13


 

Target Retirement Income Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 227,170 186,663
Realized Net Gain (Loss) 87,493 68,724
Change in Unrealized Appreciation (Depreciation) 303,251 510,311
Net Increase (Decrease) in Net Assets Resulting from Operations 617,914 765,698
Distributions    
Net Investment Income (230,482) (185,318)
Realized Capital Gain1 (34,498) (171,451)
Total Distributions (264,980) (356,769)
Capital Share Transactions    
Issued 3,494,664 2,074,919
Issued in Connection with Acquisition of    
Vanguard Target Retirement 2010 Fund—Note F 4,889,025
Issued in Lieu of Cash Distributions 252,814 340,239
Redeemed (3,134,272) (2,667,677)
Net Increase (Decrease) from Capital Share Transactions 5,502,231 (252,519)
Total Increase (Decrease) 5,855,165 156,410
Net Assets    
Beginning of Period 10,789,831 10,633,421
End of Period2 16,644,996 10,789,831

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $3,515,000 and $8,126,000, 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 $6,201,000 and $9,513,000.

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

14


 

Target Retirement Income Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $13.08 $12.59 $12.84 $12.46 $12.23
Investment Operations          
Net Investment Income . 2501 .229 .238 .220 .246
Capital Gain Distributions Received .0041 .007 .015 .002 .067
Net Realized and Unrealized Gain (Loss)          
on Investments .422 .692 (. 225) .572 .185
Total from Investment Operations .676 . 928 .028 .794 .498
Distributions          
Dividends from Net Investment Income (. 254) (. 227) (. 236) (. 218) (. 247)
Distributions from Realized Capital Gains (. 042) (. 211) (. 042) (.196) (. 021)
Total Distributions (. 296) (. 438) (. 278) (. 414) (. 268)
Net Asset Value, End of Period $13.46 $13.08 $12.59 $12.84 $12.46
 
Total Return2 5.26% 7.54% 0.18% 6.47% 4.12%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $16,645 $10,790 $10,633 $11,215 $10,163
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.13% 0.13% 0.14% 0.16% 0.16%
Ratio of Net Investment Income to          
Average Net Assets 1.90% 1.78% 1.83% 1.74% 1.99%
Portfolio Turnover Rate 8% 11% 14% 6% 40%

1 Calculated based on average shares outstanding.
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.

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

15


 

Target Retirement Income Fund

Notes to Financial Statements

Vanguard Target Retirement Income Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during

16


 

Target Retirement Income Fund

the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $16,391,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $9,905,000 of ordinary income and $59,499,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $14,050,361,000. Net unrealized appreciation of investment securities for tax purposes was $2,586,769,000, consisting of unrealized gains of $2,587,161,000 on securities that had risen in value since their purchase and $392,000 in unrealized losses on securities that had fallen in value since their purchase.

17


 

Target Retirement Income Fund    
 
 
 
 
E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 264,346 162,780
Issued in Connection with Acquisition of Vanguard    
Target Retirement 2010 Fund 366,108
Issued in Lieu of Cash Distributions 19,353 26,995
Redeemed (238,265) (209,799)
Net Increase (Decrease) in Shares Outstanding 411,542 (20,024)

 

F. On July 21, 2017, the fund acquired all the net assets of Vanguard Target Retirement 2010 Fund pursuant to a plan of reorganization approved by the funds’ board of trustees. The purpose of the transaction was to combine two funds with comparable investment objectives. The acquisition was accomplished by a tax-free exchange of 366,108,000 shares of the fund for 191,723,000 shares of the Vanguard Target Retirement 2010 Fund outstanding as of the close of business on July 21, 2017. The Vanguard Target Retirement 2010 Fund’s net assets as of the close of business on July 21, 2017, of $4,899,025,000, including $810,947,000 of unrealized appreciation, were combined with the fund’s net assets. The net assets of the fund immediately before the acquisition were $11,585,554,000. The net assets of the fund immediately following the acquisition were $16,484,579,000.

Assuming that the acquisition had been completed on October 1, 2016, the beginning of the fund’s reporting period, the fund’s pro forma results of operations for the year ended September 30, 2017, would be:

  ($000)
Net Investment Income 309,270
Realized Net Gain (Loss) 305,963
Change in Unrealized Appreciation (Depreciation) 225,401
Net Increase (Decrease) in Net Assets Resulting from Operations 840,634

 

Because the combined funds have been managed as a single integrated fund since the acquisition was completed, it is not practical to separate the results of operations of Vanguard Target Retirement 2010 Fund that have been included in the fund’s statement of operations since July 21, 2017.

18


 

Target Retirement Income Fund

G. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized Change in   Capital Gain 2017
Market Purchases Securities Net Gain Unrealized Distributions Market
  Value at Cost Sold (Loss)  App. (Dep.)  Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000) ($000)
Vanguard Market                
Liquidity Fund 371 NA1 NA1 28 2,961
Vanguard Short-Term              
Inflation-Protected                
Securities Index                
Fund 1,812,902 1,047,998 81,741 (81) (3,597) 9,745 2,775,481
Vanguard Total                
Bond Market II                
Index Fund 4,017,379 2,421,932 243,272 39 1,096 105,652 4,082 6,197,174
Vanguard Total                
International Bond                
Index Fund 1,718,889 932,682 35,940 (50) 7,426 31,715 2,623,007
Vanguard Total                
International Stock                
Index Fund 1,303,867 602,401 205,361 (2,610) 316,030 39,487 2,014,327
Vanguard Total                
Stock Market                
Index Fund 1,951,622 554,962 361,760 86,113 793,243 40,543 3,024,180
Total 10,805,030  5,559,9752 928,074 83,411 1,114,1982 227,170 4,082 16,637,130

1 Not applicable—purchases and sales are for temporary cash investment purposes.
2 Includes securities of $4,067,332,000 and unrealized appreciation of $810,947,000 related to the acquisition of the Vanguard Target
Retirement 2010 Fund. See Note F.

H. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

19


 

Target Retirement 2015 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTXVX
30-Day SEC Yield 1.88%
Acquired Fund Fees and Expenses1 0.14%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II  
Index Fund Investor Shares 32.1%
Vanguard Total Stock Market Index  
Fund Investor Shares 26.0
Vanguard Total International Stock  
Index Fund Investor Shares 17.6
Vanguard Total International Bond  
Index Fund Investor Shares 13.5
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Investor Shares 10.8

 

Total Fund Volatility Measures  
  Target 2015 MSCI US
  Composite Broad Market
  Index Index
R-Squared 0.99 0.82
Beta 0.98 0.44

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2015 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.13%.

20


 

Target Retirement 2015 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2015 Fund* 7.95% 6.92% 4.88% $16,101
Target 2015 Composite Index 8.16 7.10 4.92 16,173
Mixed-Asset Target 2015 Funds        
Average 8.04 5.55 3.31 13,846
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2015 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

21


 

Target Retirement 2015 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


22


 

Target Retirement 2015 Fund

Financial Statements

Statement of Net Assets

As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (26.0%)    
Vanguard Total Stock Market Index Fund Investor Shares 71,127,557 4,483,170
 
International Stock Fund (17.6%)    
Vanguard Total International Stock Index Fund Investor Shares 172,704,356 3,034,415
 
U.S. Bond Funds (42.9%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 515,296,529 5,539,438
Vanguard Short-Term Inflation-Protected Securities Index Fund    
   Investor Shares 74,997,858 1,857,697
    7,397,135
International Bond Fund (13.5%)    
Vanguard Total International Bond Index Fund Investor Shares 214,345,846 2,334,226
Total Investment Companies (Cost $13,438,915)   17,248,946
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $1) 8 1
Total Investments (100.0%) (Cost $13,438,916)   17,248,947
Other Assets and Liabilities (0.0%)    
Other Assets   34,942
Liabilities   (33,726)
    1,216
Net Assets (100%)    
Applicable to 1,095,241,414 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   17,250,163
Net Asset Value Per Share   $15.75

 

23


 

Target Retirement 2015 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 17,248,947
Receivables for Investment Securities Sold 3,849
Receivables for Accrued Income 12,814
Receivables for Capital Shares Issued 18,279
Total Assets 17,283,889
Liabilities  
Payables for Investment Securities Purchased 12,813
Payables for Capital Shares Redeemed 18,735
Other Liabilities 2,178
Total Liabilities 33,726
Net Assets 17,250,163
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 12,739,416
Undistributed Net Investment Income 198,557
Accumulated Net Realized Gains 502,159
Unrealized Appreciation (Depreciation) 3,810,031
Net Assets 17,250,163

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
for Vanguard Market Liquidity Fund is the 7-day yield.

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

24


 

Target Retirement 2015 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 345,920
Net Investment Income—Note B 345,920
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 5,540
Affiliated Investment Securities Sold 589,976
Realized Net Gain (Loss) 595,516
Change in Unrealized Appreciation (Depreciation) of Investment Securities 374,464
Net Increase (Decrease) in Net Assets Resulting from Operations 1,315,900

 

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

25


 

Target Retirement 2015 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 345,920 349,495
Realized Net Gain (Loss) 595,516 510,780
Change in Unrealized Appreciation (Depreciation) 374,464 681,539
Net Increase (Decrease) in Net Assets Resulting from Operations 1,315,900 1,541,814
Distributions    
Net Investment Income (327,196) (358,456)
Realized Capital Gain1 (347,122) (835,597)
Total Distributions (674,318) (1,194,053)
Capital Share Transactions    
Issued 3,275,914 3,035,107
Issued in Lieu of Cash Distributions 660,094 1,169,881
Redeemed (4,806,030) (5,932,510)
Net Increase (Decrease) from Capital Share Transactions (870,022) (1,727,522)
Total Increase (Decrease) (228,440) (1,379,761)
Net Assets    
Beginning of Period 17,478,603 18,858,364
End of Period2 17,250,163 17,478,603

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $3,623,000 and $10,790,000, 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 198,557,000 and $211,340,000.

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

26


 

Target Retirement 2015 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $15.19 $14.90 $15.44 $14.49 $13.54
Investment Operations          
Net Investment Income . 3051 .311 .327 .300 .298
Capital Gain Distributions Received .0051 .007 .018 .002 .039
Net Realized and Unrealized Gain (Loss)          
on Investments .846 .968 (.433) .996 .929
Total from Investment Operations 1.156 1.286 (.088) 1.298 1.266
Distributions          
Dividends from Net Investment Income (. 289) (. 299) (. 284) (. 261) (. 298)
Distributions from Realized Capital Gains (. 307) (. 697) (.168) (. 087) (. 018)
Total Distributions (. 596) (. 996) (. 452) (. 348) (. 316)
Net Asset Value, End of Period $15.75 $15.19 $14.90 $15.44 $14.49
 
Total Return2 7.95% 9.03% -0.66% 9.07% 9.56%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $17,250 $17,479 $18,858 $21,741 $19,739
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.13% 0.14% 0.14% 0.16% 0.16%
Ratio of Net Investment Income to          
Average Net Assets 2.02% 1.96% 1.95% 1.99% 2.17%
Portfolio Turnover Rate 7% 9% 16% 10% 26%

1 Calculated based on average shares outstanding.
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.

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

27


 

Target Retirement 2015 Fund

Notes to Financial Statements

Vanguard Target Retirement 2015 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during

28


 

Target Retirement 2015 Fund

the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $31,507,000 from undistributed net investment income and $53,872,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $198,508,000 of ordinary income and $502,208,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $13,438,916,000. Net unrealized appreciation of investment securities for tax purposes was $3,810,031,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

29


 

Target Retirement 2015 Fund

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 216,944 206,486
Issued in Lieu of Cash Distributions 45,555 81,639
Redeemed (318,180) (403,033)
Net Increase (Decrease) in Shares Outstanding (55,681) (114,908)

 

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized Change in Capital Gain 2017
Market Purchases Securities Net Gain Unrealized Distributions Market
  Value at Cost Sold (Loss) App.(Dep.)  Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000) ($000)
Vanguard Market                
Liquidity Fund 5,362 NA1 NA1 1 (1) 15 1
Vanguard Short-Term              
Inflation-Protected                
Securities Index                
Fund 1,669,223 207,135 15,051 (3,610) 9,143 1,857,697
Vanguard Total                
Bond Market II                
Index Fund 5,387,819 570,725 281,595 (1,029) (136,482) 128,240 5,540 5,539,438
Vanguard Total                
International Bond                
Index Fund 2,326,492 123,515 58,332 269 (57,718) 39,520 2,334,226
Vanguard Total                
International Stock                
Index Fund 3,245,691 150,524 820,508 18,999 439,709 83,538 3,034,415
Vanguard Total                
Stock Market                
Index Fund 4,867,412 132,665 1,221,209 571,736 132,566 85,464 4,483,170
Total 17,501,999 1,184,564 2,396,695 589,976 374,464 345,920 5,540 17,248,947
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

30


 

Target Retirement 2020 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTWNX
30-Day SEC Yield 2.00%
Acquired Fund Fees and Expenses1 0.14%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 33.4%
Vanguard Total Bond Market II  
Index Fund Investor Shares 28.6
Vanguard Total International Stock  
Index Fund Investor Shares 22.3
Vanguard Total International Bond  
Index Fund Investor Shares 12.0
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Investor Shares 3.7

 

Total Fund Volatility Measures  
  Target 2020 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.87
Beta 0.98 0.54

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2020 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.13%.

31


 

Target Retirement 2020 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2020 Fund* 10.17% 8.08% 5.15% $16,519
Target 2020 Composite Index 10.32 8.28 5.28 16,731
Mixed-Asset Target 2020 Funds        
Average 8.26 6.00 3.53 14,142
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2020 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

32


 

Target Retirement 2020 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


33


 

Target Retirement 2020 Fund

Financial Statements

Statement of Net Assets

As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (33.4%)    
Vanguard Total Stock Market Index Fund Investor Shares 165,798,481 10,450,278
 
International Stock Fund (22.3%)    
Vanguard Total International Stock Index Fund Investor Shares 396,161,386 6,960,556
 
U.S. Bond Funds (32.3%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 831,227,691 8,935,698
Vanguard Short-Term Inflation-Protected Securities Index Fund    
Investor Shares 46,978,347 1,163,653
    10,099,351
International Bond Fund (12.0%)    
Vanguard Total International Bond Index Fund Investor Shares 344,170,436 3,748,016
Total Investment Companies (Cost $24,026,267)   31,258,201
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $3,904) 39,034 3,904
Total Investments (100.0%) (Cost $24,030,171)   31,262,105
Other Assets and Liabilities (0.0%)    
Other Assets   128,569
Liabilities   (128,132)
    437
Net Assets (100%)    
Applicable to 1,002,345,237 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   31,262,542
Net Asset Value Per Share   $31.19

 

34


 

Target Retirement 2020 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 31,262,105
Receivables for Investment Securities Sold 59,197
Receivables for Accrued Income 20,809
Receivables for Capital Shares Issued 48,563
Total Assets 31,390,674
Liabilities  
Payables for Investment Securities Purchased 20,755
Payables for Capital Shares Redeemed 107,377
Total Liabilities 128,132
Net Assets 31,262,542
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 23,456,457
Undistributed Net Investment Income 392,927
Accumulated Net Realized Gains 181,224
Unrealized Appreciation (Depreciation) 7,231,934
Net Assets 31,262,542

 

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
for Vanguard Market Liquidity Fund is the 7-day yield.

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

35


 

Target Retirement 2020 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 627,081
Other Income 52
Net Investment Income—Note B 627,133
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 8,288
Affiliated Investment Securities Sold 197,118
Realized Net Gain (Loss) 205,406
Change in Unrealized Appreciation (Depreciation) of Investment Securities 2,040,744
Net Increase (Decrease) in Net Assets Resulting from Operations 2,873,283

 

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

36


 

Target Retirement 2020 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 627,133 568,590
Realized Net Gain (Loss) 205,406 402,528
Change in Unrealized Appreciation (Depreciation) 2,040,744 1,587,346
Net Increase (Decrease) in Net Assets Resulting from Operations 2,873,283 2,558,464
Distributions    
Net Investment Income (540,313) (550,582)
Realized Capital Gain1 (205,071) (498,411)
Total Distributions (745,384) (1,048,993)
Capital Share Transactions    
Issued 8,233,193 6,393,675
Issued in Lieu of Cash Distributions 733,928 1,028,442
Redeemed (7,374,696) (8,082,609)
Net Increase (Decrease) from Capital Share Transactions 1,592,425 (660,492)
Total Increase (Decrease) 3,720,324 848,979
Net Assets    
Beginning of Period 27,542,218 26,693,239
End of Period2 31,262,542 27,542,218

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $6,153,000 and $47,512,000, 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 $392,927,000 and $350,668,000.

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

37


 

Target Retirement 2020 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $29.09 $27.52 $28.40 $26.26 $24.04
Investment Operations          
Net Investment Income . 6361 .619 .622 . 577 . 528
Capital Gain Distributions Received .0081 .012 .026 .004 .047
Net Realized and Unrealized Gain (Loss)          
on Investments 2.231 2.065 (.946) 2.054 2.179
Total from Investment Operations 2.875 2.696 (.298) 2.635 2.754
Distributions          
Dividends from Net Investment Income (. 562) (. 591) (. 541) (. 484) (. 508)
Distributions from Realized Capital Gains (. 213) (. 535) (. 041) (. 011) (. 026)
Total Distributions (.775) (1.126) (. 582) (. 495) (. 534)
Net Asset Value, End of Period $31.19 $29.09 $27.52 $28.40 $26.26
 
Total Return2 10.17% 10.05% -1.13% 10.13% 11.70%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $31,263 $27,542 $26,693 $27,488 $21,785
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.13% 0.14% 0.14% 0.16% 0.16%
Ratio of Net Investment Income to          
Average Net Assets 2.15% 2.14% 2.07% 2.14% 2.23%
Portfolio Turnover Rate 9% 15% 25% 7% 17%

1 Calculated based on average shares outstanding.
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.

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

38


 

Target Retirement 2020 Fund

Notes to Financial Statements

Vanguard Target Retirement 2020 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the

39


 

Target Retirement 2020 Fund

period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $44,561,000 from undistributed net investment income and $13,873,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $404,802,000 of ordinary income and $169,349,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $24,030,171,000. Net unrealized appreciation of investment securities for tax purposes was $7,231,934,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 278,945 229,362
Issued in Lieu of Cash Distributions 26,017 37,534
Redeemed (249,268) (290,081)
Net Increase (Decrease) in Shares Outstanding 55,694 (23,185)

 

40


 

Target Retirement 2020 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized  Change in   Capital Gain 2017
Market Purchases Securities Net Gain   Unrealized Distributions Market
  Value at Cost Sold (Loss) App. (Dep.)   Income  Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000)  ($000)
Vanguard Market                
Liquidity Fund 24,057 NA1 NA1 2 58 3,904
Vanguard Short-Term              
Inflation-Protected                
Securities                
Index Fund 587,988 588,408 12,454 (289) 3,559 1,163,653
Vanguard Total                
Bond Market II                
Index Fund 7,860,605 1,783,292 514,546 58 (193,711) 198,677 8,288 8,935,698
Vanguard Total                
International Bond                
Index Fund 3,310,495 534,094 16,500 (80,073 ) 59,102 3,748,016
Vanguard Total                
International Stock                
Index Fund 6,312,587 458,205 823,347 (657) 1,013,768 181,179 6,960,556
Vanguard Total                
Stock Market                
Index Fund 9,496,059 811,352 1,355,897 197,715 1,301,049 184,506 10,450,278
Total 27,591,791 4,175,351 2,722,744 197,118 2,040,744 627,081 8,288 31,262,105
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

41


 

Target Retirement 2025 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTTVX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.14%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 38.7%
Vanguard Total International Stock  
Index Fund Investor Shares 25.6
Vanguard Total Bond Market II  
Index Fund Investor Shares 25.2
Vanguard Total International Bond  
Index Fund Investor Shares 10.5

 

Total Fund Volatility Measures  
  Target 2025 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.89
Beta 0.97 0.62

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2025 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.14%.

42


 

Target Retirement 2025 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


 

  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2025 Fund* 11.74% 8.85% 5.21% $16,623
Target 2025 Composite Index 11.97 9.06 5.37 16,871
Mixed-Asset Target 2025 Funds        
Average 10.44 7.39 3.87 14,617
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

 

For a benchmark description, see the Glossary.
Mixed-Asset Target 2025 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

43


 

Target Retirement 2025 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


44


 

Target Retirement 2025 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (38.7%)    
Vanguard Total Stock Market Index Fund Investor Shares 228,208,792 14,384,000
 
International Stock Fund (25.6%)    
Vanguard Total International Stock Index Fund Investor Shares 540,940,242 9,504,320
 
U.S. Bond Fund (25.2%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 868,762,158 9,339,193
 
International Bond Fund (10.5%)    
Vanguard Total International Bond Index Fund Investor Shares 357,167,865 3,889,558
Total Investment Companies (Cost $27,359,875)   37,117,071
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $8,931) 89,287 8,931
Total Investments (100.0%) (Cost $27,368,806)   37,126,002
Other Assets and Liabilities (0.0%)    
Other Assets   66,960
Liabilities   (82,028)
    (15,068)
Net Assets (100%)    
Applicable to 2,033,162,578 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   37,110,934
Net Asset Value Per Share   $18.25

 

45


 

Target Retirement 2025 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 37,126,002
Receivables for Accrued Income 21,540
Receivables for Capital Shares Issued 45,420
Total Assets 37,192,962
Liabilities  
Payables for Investment Securities Purchased 50,042
Payables for Capital Shares Redeemed 31,986
Total Liabilities 82,028
Net Assets 37,110,934
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 26,687,798
Undistributed Net Investment Income 486,322
Accumulated Net Realized Gains 179,618
Unrealized Appreciation (Depreciation) 9,757,196
Net Assets 37,110,934

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

46


 

Target Retirement 2025 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 752,393
Net Investment Income—Note B 752,393
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 8,304
Affiliated Investment Securities Sold 197,491
Realized Net Gain (Loss) 205,795
Change in Unrealized Appreciation (Depreciation) of Investment Securities 2,911,271
Net Increase (Decrease) in Net Assets Resulting from Operations 3,869,459

 

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

47


 

Target Retirement 2025 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 752,393 662,090
Realized Net Gain (Loss) 205,795 408,716
Change in Unrealized Appreciation (Depreciation) 2,911,271 2,032,698
Net Increase (Decrease) in Net Assets Resulting from Operations 3,869,459 3,103,504
Distributions    
Net Investment Income (632,365) (624,626)
Realized Capital Gain1 (214,269) (796,306)
Total Distributions (846,634) (1,420,932)
Capital Share Transactions    
Issued 9,126,407 6,760,157
Issued in Lieu of Cash Distributions 834,520 1,393,339
Redeemed (7,579,252) (8,177,173)
Net Increase (Decrease) from Capital Share Transactions 2,381,675 (23,677)
Total Increase (Decrease) 5,404,500 1,658,895
Net Assets    
Beginning of Period 31,706,434 30,047,539
End of Period2 37,110,934 31,706,434

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $5,608,000 and $69,403,000, 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 $486,322,000 and $410,138,000.

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

48


 

Target Retirement 2025 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $16.77 $15.90 $16.50 $15.18 $13.70
Investment Operations          
Net Investment Income . 3801 .362 .364 .350 .316
Capital Gain Distributions Received .0041 .006 .012 .002 .021
Net Realized and Unrealized Gain (Loss)          
on Investments 1.534 1.280 (.624) 1.272 1.451
Total from Investment Operations 1.918 1.648 (.248) 1.624 1.788
Distributions          
Dividends from Net Investment Income (. 327) (. 342) (. 322) (. 287) (. 296)
Distributions from Realized Capital Gains (.111) (. 436) (. 030) (. 017) (. 012)
Total Distributions (. 438) (.778) (. 352) (. 304) (. 308)
Net Asset Value, End of Period $18.25 $16.77 $15.90 $16.50 $15.18
 
Total Return2 11.74% 10.67% -1.60% 10.80% 13.34%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $37,111 $31,706 $30,048 $31,428 $25,642
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.14% 0.14% 0.15% 0.17% 0.17%
Ratio of Net Investment Income to          
Average Net Assets 2.21% 2.18% 2.07% 2.15% 2.27%
Portfolio Turnover Rate 10% 15% 24% 7% 16%

1 Calculated based on average shares outstanding.
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.

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

49


 

Target Retirement 2025 Fund

Notes to Financial Statements

Vanguard Target Retirement 2025 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the

50


 

Target Retirement 2025 Fund

period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $43,844,000 from undistributed net investment income and $11,124,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $505,120,000 of ordinary income and $160,820,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $27,368,806,000. Net unrealized appreciation of investment securities for tax purposes was $9,757,196,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 532,501 422,218
Issued in Lieu of Cash Distributions 51,135 88,242
Redeemed (441,562) (509,271)
Net Increase (Decrease) in Shares Outstanding 142,074 1,189

 

51


 

Target Retirement 2025 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized Change in   Capital Gain 2017
Market Purchases Securities Net Gain Unrealized Distributions Market
  Value at Cost Sold (Loss) App. (Dep.)  Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000) ($000)
Vanguard Market                
Liquidity Fund 4,263 NA1 NA1 (1) 77 8,931
Vanguard Total                
Bond Market II                
Index Fund 7,759,432 2,672,378 904,371 101 (188,347) 201,613 8,304 9,339,193
Vanguard Total                
International Bond                
Index Fund 3,219,117 748,086 (77,645) 59,419 3,889,558
Vanguard Total                
International Stock              
Index Fund 8,289,872 783,861 932,398 7,754 1,355,231 243,311 9,504,320
Vanguard Total                
Stock Market                
Index Fund 12,461,906 1,402,886 1,492,461 189,637 1,822,032 247,973 14,384,000
Total 31,734,590 5,607,211 3,329,230 197,491 2,911,271 752,393 8,304 37,126,002
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

52


 

Target Retirement 2030 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTHRX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.15%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 43.2%
Vanguard Total International Stock  
Index Fund Investor Shares 28.5
Vanguard Total Bond Market II  
Index Fund Investor Shares 20.1
Vanguard Total International Bond  
Index Fund Investor Shares 8.2

 

Total Fund Volatility Measures  
  Target 2030 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.91
Beta 0.97 0.69

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2030 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.14%.

53


 

Target Retirement 2030 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2030 Fund* 13.25% 9.58% 5.27% $16,705
Target 2030 Composite Index 13.44 9.79 5.41 16,941
Mixed-Asset Target 2030 Funds        
Average 12.14 8.05 3.93 14,710
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2030 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

54


 

Target Retirement 2030 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


55


 

Target Retirement 2030 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (43.2%)    
Vanguard Total Stock Market Index Fund Investor Shares 211,534,599 13,333,026
 
International Stock Fund (28.5%)    
Vanguard Total International Stock Index Fund Investor Shares 500,646,612 8,796,361
 
U.S. Bond Fund (20.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 577,076,452 6,203,572
 
International Bond Fund (8.2%)    
Vanguard Total International Bond Index Fund Investor Shares 233,927,091 2,547,466
Total Investment Companies (Cost $22,773,157)   30,880,425
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $16,347) 163,439 16,347
Total Investments (100.1%) (Cost $22,789,504)   30,896,772
Other Assets and Liabilities (-0.1%)    
Other Assets   97,555
Liabilities   (117,117)
    (19,562)
Net Assets (100%)    
Applicable to 937,706,235 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   30,877,210
Net Asset Value Per Share   $32.93

 

56


 

Target Retirement 2030 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 30,896,772
Receivables for Investment Securities Sold 40,043
Receivables for Accrued Income 14,197
Receivables for Capital Shares Issued 43,315
Total Assets 30,994,327
Liabilities  
Payables for Investment Securities Purchased 19,097
Payables for Capital Shares Redeemed 98,020
Total Liabilities 117,117
Net Assets 30,877,210
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 22,339,910
Undistributed Net Investment Income 411,884
Accumulated Net Realized Gains 18,148
Unrealized Appreciation (Depreciation) 8,107,268
Net Assets 30,877,210

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

57


 

Target Retirement 2030 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 614,498
Net Investment Income—Note B 614,498
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 5,163
Affiliated Investment Securities Sold 27,931
Realized Net Gain (Loss) 33,094
Change in Unrealized Appreciation (Depreciation) of Investment Securities 2,880,568
Net Increase (Decrease) in Net Assets Resulting from Operations 3,528,160

 

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

58


 

Target Retirement 2030 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 614,498 512,248
Realized Net Gain (Loss) 33,094 237,704
Change in Unrealized Appreciation (Depreciation) 2,880,568 1,747,746
Net Increase (Decrease) in Net Assets Resulting from Operations 3,528,160 2,497,698
Distributions    
Net Investment Income (497,511) (471,700)
Realized Capital Gain1 (103,476) (343,700)
Total Distributions (600,987) (815,400)
Capital Share Transactions    
Issued 8,474,068 6,307,641
Issued in Lieu of Cash Distributions 591,348 798,019
Redeemed (6,081,063) (6,506,588)
Net Increase (Decrease) from Capital Share Transactions 2,984,353 599,072
Total Increase (Decrease) 5,911,526 2,281,370
Net Assets    
Beginning of Period 24,965,684 22,684,314
End of Period2 30,877,210 24,965,684

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $33,427,000 and $40,296,000, 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 $411,884,000 and $320,604,000.

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

59


 

Target Retirement 2030 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $29.77 $27.77 $28.95 $26.46 $23.51
Investment Operations          
Net Investment Income . 6831 .634 .633 .613 . 540
Capital Gain Distributions Received .0061 .008 .016 .002 .027
Net Realized and Unrealized Gain (Loss)          
on Investments 3.167 2.390 (1.242) 2.402 2.897
Total from Investment Operations 3.856 3.032 (.593) 3.017 3.464
Distributions          
Dividends from Net Investment Income (. 576) (. 597) (. 558) (. 491) (. 499)
Distributions from Realized Capital Gains (.120) (. 435) (. 029) (. 036) (. 015)
Total Distributions (. 696) (1.032) (. 587) (. 527) (. 514)
Net Asset Value, End of Period $32.93 $29.77 $27.77 $28.95 $26.46
 
Total Return2 13.25% 11.15% -2.16% 11.51% 15.05%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $30,877 $24,966 $22,684 $23,085 $17,795
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.14% 0.15% 0.15% 0.17% 0.17%
Ratio of Net Investment Income to          
Average Net Assets 2.21% 2.20% 2.08% 2.16% 2.30%
Portfolio Turnover Rate 9% 16% 24% 7% 14%

1 Calculated based on average shares outstanding.
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.

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

60


 

Target Retirement 2030 Fund

Notes to Financial Statements

Vanguard Target Retirement 2030 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during

61


 

Target Retirement 2030 Fund

the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $25,707,000 from undistributed net investment income and $796,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $427,152,000 of ordinary income and $2,881,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $22,789,504,000. Net unrealized appreciation of investment securities for tax purposes was $8,107,268,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 275,820 222,843
Issued in Lieu of Cash Distributions 20,272 28,460
Redeemed (197,141) (229,481)
Net Increase (Decrease) in Shares Outstanding 98,951 21,822

 

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Target Retirement 2030 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized Change in   Capital Gain 2017
Market Purchases Securities Net Gain Unrealized Distributions Market
  Value at Cost Sold (Loss) App. (Dep.) Income  Received Value
  ($000) ($000) ($000) ($000) ($000) ($000) ($000)  ($000)
Vanguard Market                
Liquidity Fund 18,778 NA1 NA1 2 83 16,347
Vanguard Total                
Bond Market II                
Index Fund 4,792,722 2,246,171 721,726 (255) (113,340) 129,510 5,163 6,203,572
Vanguard Total                
International Bond                
Index Fund 1,968,265 625,942 (46,741) 37,772 2,547,466
Vanguard Total                
International Stock              
Index Fund 7,270,181 886,485 607,715 12,112 1,235,298 221,404 8,796,361
Vanguard Total                
Stock Market                
Index Fund 10,955,214 1,654,021 1,097,632 16,072 1,805,351 225,729 13,333,026
Total 25,005,160 5,412,619 2,427,073 27,931 2,880,568 614,498 5,163 30,896,772
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

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Target Retirement 2035 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTTHX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.15%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 47.6%
Vanguard Total International Stock  
Index Fund Investor Shares 31.4
Vanguard Total Bond Market II  
Index Fund Investor Shares 14.8
Vanguard Total International Bond  
Index Fund Investor Shares 6.2

 

Total Fund Volatility Measures  
  Target 2035 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.98 0.77

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

Fund Asset Allocation

 

 

 

1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2035 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.14%.

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Target Retirement 2035 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2035 Fund* 14.76% 10.30% 5.46% $17,017
Target 2035 Composite Index 14.94 10.50 5.60 17,242
Mixed-Asset Target 2035 Funds        
Average 14.35 9.12 4.38 15,356
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.

Mixed-Asset Target 2035 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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Target Retirement 2035 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


66


 

Target Retirement 2035 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.9%)    
U.S. Stock Fund (47.6%)    
Vanguard Total Stock Market Index Fund Investor Shares 225,300,720 14,200,704
 
International Stock Fund (31.4%)    
Vanguard Total International Stock Index Fund Investor Shares 532,493,048 9,355,903
 
U.S. Bond Fund (14.8%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 409,779,313 4,405,128
 
International Bond Fund (6.1%)    
Vanguard Total International Bond Index Fund Investor Shares 168,508,073 1,835,053
Total Investment Companies (Cost $20,852,282)   29,796,788
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $15,625) 156,222 15,625
Total Investments (100.0%) (Cost $20,867,907)   29,812,413
Other Assets and Liabilities (0.0%)    
Other Assets   76,579
Liabilities   (90,826)
    (14,247)
Net Assets (100%)    
Applicable to 1,475,302,703 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   29,798,166
Net Asset Value Per Share   $20.20

 

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Target Retirement 2035 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 29,812,413
Receivables for Accrued Income 10,050
Receivables for Capital Shares Issued 66,529
Total Assets 29,888,992
Liabilities  
Payables for Investment Securities Purchased 56,640
Payables for Capital Shares Redeemed 34,186
Total Liabilities 90,826
Net Assets 29,798,166
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 20,405,882
Undistributed Net Investment Income 398,999
Accumulated Net Realized Gains 48,779
Unrealized Appreciation (Depreciation) 8,944,506
Net Assets 29,798,166

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

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Target Retirement 2035 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 597,296
Net Investment Income—Note B 597,296
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 3,648
Affiliated Investment Securities Sold 59,898
Realized Net Gain (Loss) 63,546
Change in Unrealized Appreciation (Depreciation) of Investment Securities 3,103,907
Net Increase (Decrease) in Net Assets Resulting from Operations 3,764,749

 

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

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Target Retirement 2035 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 597,296 512,267
Realized Net Gain (Loss) 63,546 318,684
Change in Unrealized Appreciation (Depreciation) 3,103,907 1,756,197
Net Increase (Decrease) in Net Assets Resulting from Operations 3,764,749 2,587,148
Distributions    
Net Investment Income (494,222) (480,079)
Realized Capital Gain1 (187,693) (537,016)
Total Distributions (681,915) (1,017,095)
Capital Share Transactions    
Issued 7,084,082 5,337,665
Issued in Lieu of Cash Distributions 673,009 999,667
Redeemed (5,572,365) (6,177,230)
Net Increase (Decrease) from Capital Share Transactions 2,184,726 160,102
Total Increase (Decrease) 5,267,560 1,730,155
Net Assets    
Beginning of Period 24,530,606 22,800,451
End of Period2 29,798,166 24,530,606

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $5,137,000 and $36,232,000, 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 $398,999,000 and $319,758,000.

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

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Target Retirement 2035 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $18.09 $16.95 $17.79 $16.16 $14.15
Investment Operations          
Net Investment Income . 4181 .393 .391 .359 .340
Capital Gain Distributions Received .0031 .003 .007 .001 .011
Net Realized and Unrealized Gain (Loss)          
on Investments 2.180 1.530 (.865) 1.594 1.972
Total from Investment Operations 2.601 1.926 (.467) 1.954 2.323
Distributions          
Dividends from Net Investment Income (. 356) (. 371) (. 368) (. 324) (. 307)
Distributions from Realized Capital Gains (.135) (. 415) (. 005) (. 006)
Total Distributions (. 491) (.786) (. 373) (. 324) (. 313)
Net Asset Value, End of Period $20.20 $18.09 $16.95 $17.79 $16.16
 
Total Return2 14.76% 11.64% -2.75% 12.20% 16.77%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $29,798 $24,531 $22,800 $23,826 $19,026
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.14% 0.15% 0.15% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.22% 2.21% 2.07% 2.17% 2.33%
Portfolio Turnover Rate 9% 14% 23% 6% 12%

1 Calculated based on average shares outstanding.
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.

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

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Target Retirement 2035 Fund

Notes to Financial Statements

Vanguard Target Retirement 2035 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during

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Target Retirement 2035 Fund

the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $23,833,000 from undistributed net investment income and $2,031,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $419,467,000 of ordinary income and $28,311,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $20,867,907,000. Net unrealized appreciation of investment securities for tax purposes was $8,944,506,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 378,037 311,062
Issued in Lieu of Cash Distributions 37,980 58,597
Redeemed (296,871) (358,384)
Net Increase (Decrease) in Shares Outstanding 119,146 11,275

 

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Target Retirement 2035 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions
  Sept. 30,   Proceeds         Sept. 30,
  2016   from Realized  Change in   Capital Gain 2017
Market Purchases Securities Net Gain   Unrealized Distributions
  Value at Cost Sold (Loss) App.(Dep.) Income Received Value
  ($000) ($000) ($000) ($000) ($000) ($000)  ($000)  ($000)
Vanguard Market                
Liquidity Fund 10,393 NA1 NA1 1 55 15,625
Vanguard Total                
Bond Market II                
Index Fund 3,433,858 1,597,969 545,482 98 (81,315) 92,020 3,648 4,405,128
Vanguard Total                
International Bond                
Index Fund 1,385,325 483,051 (33,323) 26,717 1,835,053
Vanguard Total                
International Stock              
Index Fund 7,873,202 884,113 730,706 13,035 1,316,259 236,946 9,355,903
Vanguard Total                
Stock Market                
Index Fund 11,838,917 1,516,576 1,103,839 46,764 1,902,286 241,558 14,200,704
Total 24,541,695 4,481,709 2,380,027 59,898 3,103,907 597,296 3,648 29,812,413
1 Not Applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

74


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Chester Funds and the Shareholders of Vanguard Target Retirement Income Fund, Vanguard Target Retirement 2015 Fund, Vanguard Target Retirement 2020 Fund, Vanguard Target Retirement 2025 Fund, Vanguard Target Retirement 2030 Fund and Vanguard Target Retirement 2035 Fund

In our opinion, the accompanying statements of net assets and statements 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 Target Retirement Income Fund, Vanguard Target Retirement 2015 Fund, Vanguard Target Retirement 2020 Fund, Vanguard Target Retirement 2025 Fund, Vanguard Target Retirement 2030 Fund and Vanguard Target Retirement 2035 Fund (constituting separate portfolios of Vanguard Chester Funds, hereafter referred to as the “Funds”) as of September 30, 2017, the results of each of their operations for the year then ended, the changes in each of their 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 Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of September 30, 2017 by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
November 13, 2017

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Special 2017 tax information (unaudited) for Vanguard Target Retirement Funds

This information for the fiscal year ended September 30, 2017, is included pursuant to provisions of the Internal Revenue Code.

The funds distributed capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year as follows:

Fund ($000)
Target Retirement Income Fund 46,444
Target Retirement 2015 Fund 397,371
Target Retirement 2020 Fund 211,883
Target Retirement 2025 Fund 218,624
Target Retirement 2030 Fund 70,178
Target Retirement 2035 Fund 183,738

 

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

The funds distributed qualified dividend income to shareholders during the fiscal year as follows:

Fund ($000)
Target Retirement Income Fund 64,297
Target Retirement 2015 Fund 140,792
Target Retirement 2020 Fund 269,238
Target Retirement 2025 Fund 352,291
Target Retirement 2030 Fund 306,517
Target Retirement 2035 Fund 332,463

 

For corporate shareholders, the percentage of investment income (dividend income plus short-term gains, if any) that qualifies for the dividends-received deduction is as follows:

Fund Percentage
Target Retirement Income Fund 15.2%
Target Retirement 2015 Fund 21.4
Target Retirement 2020 Fund 24.9
Target Retirement 2025 Fund 27.8
Target Retirement 2030 Fund 30.9
Target Retirement 2035 Fund 34.6

 

76


 

The funds designate to shareholders foreign source income and foreign taxes paid as follows:

  Foreign Source Income Foreign Taxes Paid
Fund ($000) ($000)
Target Retirement Income Fund 72,433 2,907
Target Retirement 2015 Fund 127,955 6,051
Target Retirement 2020 Fund 251,210 13,019
Target Retirement 2025 Fund 317,847 17,406
Target Retirement 2030 Fund 273,366 15,777
Target Retirement 2035 Fund 279,368 16,832

 

Shareholders will receive more detailed information with their Form 1099-DIV in January 2018 to determine the calendar-year amounts to be included on their 2017 tax returns.

77


 

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 2017. (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: Target Retirement Funds      
Periods Ended September 30, 2017      
  One Five Ten
  Year Years Years
Target Retirement Income Fund      
Returns Before Taxes 5.26% 4.68% 4.87%
Returns After Taxes on Distributions 4.41 3.77 3.94
Returns After Taxes on Distributions and Sale of Fund Shares 3.13 3.33 3.52
 
 
  One Five Ten
  Year Years Years
Target Retirement 2015 Fund      
Returns Before Taxes 7.95% 6.92% 4.88%
Returns After Taxes on Distributions 6.72 5.84 3.97
Returns After Taxes on Distributions and Sale of Fund Shares 5.02 5.15 3.60
 
 
  One Five Ten
  Year Years Years
Target Retirement 2020 Fund      
Returns Before Taxes 10.17% 8.08% 5.15%
Returns After Taxes on Distributions 9.28 7.28 4.46
Returns After Taxes on Distributions and Sale of Fund Shares 6.06 6.12 3.87

 

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Average Annual Total Returns: Target Retirement Funds      
Periods Ended September 30, 2017      
 
  One Five Ten
  Year Years Years
Target Retirement 2025 Fund      
Returns Before Taxes 11.74% 8.85% 5.21%
Returns After Taxes on Distributions 10.89 8.02 4.51
Returns After Taxes on Distributions and Sale of Fund Shares 6.96 6.76 3.94
 
  One Five Ten
  Year Years Years
Target Retirement 2030 Fund      
Returns Before Taxes 13.25% 9.58% 5.27%
Returns After Taxes on Distributions 12.47 8.86 4.68
Returns After Taxes on Distributions and Sale of Fund Shares 7.77 7.38 4.03
 
  One Five Ten
  Year Years Years
Target Retirement 2035 Fund      
Returns Before Taxes 14.76% 10.30% 5.46%
Returns After Taxes on Distributions 13.91 9.54 4.86
Returns After Taxes on Distributions and Sale of Fund Shares 8.73 7.99 4.21

 

79


 

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 typical fund’s expenses are expressed as a percentage of its average net assets. The Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (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 costs were calculated using the acquired fund fees and expenses for each Target Retirement Fund.

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 September 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  3/31/2017 9/30/2017 Period
Based on Actual Fund Return      
Target Retirement Income Fund $1,000.00 $1,037.71 $0.66
Target Retirement 2015 Fund $1,000.00 $1,050.00 $0.67
Target Retirement 2020 Fund $1,000.00 $1,060.16 $0.67
Target Retirement 2025 Fund $1,000.00 $1,067.25 $0.73
Target Retirement 2030 Fund $1,000.00 $1,072.99 $0.73
Target Retirement 2035 Fund $1,000.00 $1,079.06 $0.73
Based on Hypothetical 5% Yearly Return      
Target Retirement Income Fund $1,000.00 $1,024.42 $0.66
Target Retirement 2015 Fund $1,000.00 $1,024.21 $0.66
Target Retirement 2020 Fund $1,000.00 $1,024.42 $0.66
Target Retirement 2025 Fund $1,000.00 $1,024.16 $0.71
Target Retirement 2030 Fund $1,000.00 $1,024.37 $0.71
Target Retirement 2035 Fund $1,000.00 $1,024.16 $0.71

 

The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for that period are (in order as listed from top to bottom above) 0.13%, 0.13%, 0.13%, 0.14%, 0.14%, and 0.14%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized expense figures for the underlying funds 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 (183/365).

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Glossary

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

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs.

Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another fund.

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.

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.

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.

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.

Benchmark Information

Spliced Mixed-Asset Target Today Funds Average: Mixed-Asset Target Conservative Funds Average though June 30, 2012; Mixed-Asset Target Today Funds Average thereafter.

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Target 2015 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter, as well as the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities Index through June 2, 2013, and the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2020 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2025 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2030 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2035 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target Income Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter, as well as the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities Index through June 2, 2013, and the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index thereafter; for short-term reserves, the Citigroup Three-Month Treasury Bill Index through June 2, 2013; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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BLOOMBERG is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (BISL) (collectively, Bloomberg), or Bloomberg’s licensors, own all proprietary rights in the Bloomberg Barclays U.S. Aggregate Bond Index, Bloomberg Barclays U.S. Aggregate Float Adjusted Index, Bloomberg Barclays U.S. Treasury Inflation Protected Securities Index, Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index, and the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index (USD Hedged) (the Indices or Bloomberg Barclays Indices).

Neither Barclays Bank Plc, Barclays Capital Inc., or any affiliate (collectively Barclays) or Bloomberg is the issuer or producer of the Target Retirement Funds (including the Total Bond Market II Index Fund, the Total International Bond Index Fund, and the Short-Term Inflation-Protected Securities Index Fund) and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to investors in the Target Retirement Funds. The Indices are licensed for use by The Vanguard Group, Inc. (Vanguard) as the sponsor of the Target Retirement Funds. Bloomberg and Barclays’ only relationship with Vanguard in respect to the Indices is the licensing of the Indices, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or the Target Retirement Funds or the owners of the Target Retirement Funds.

Additionally, Vanguard may for itself execute transaction(s) with Barclays in or relating to the Indices in connection with the Target Retirement Funds. Investors acquire the Target Retirement Funds from Vanguard and investors neither acquire any interest in the Indices nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon making an investment in the Target Retirement Funds. The Target Retirement Funds are not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied regarding the advisability of investing in the Target Retirement Funds or the advisability of investing in securities generally or the ability of the Indices to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of the Target Retirement Funds with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Target Retirement Funds to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of the Target Retirement Funds or any other third party into consideration in determining, composing or calculating the Indices. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of the Target Retirement Funds.

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The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties. In addition, the licensing agreement between Vanguard and Bloomberg is solely for the benefit of Vanguard and Bloomberg and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties.

NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, INVESTORS OR TO OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE INVESTORS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS INDICES, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO ANY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS AND EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO THE TARGET RETIREMENT FUNDS.

None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank Plc. Barclays Bank Plc is registered in England No. 1026167. Registered office 1 Churchill Place London E14 5HP.

© 2017 Bloomberg. Used with Permission.

Source: Bloomberg Index Services Limited. Copyright 2017, Bloomberg. All rights reserved.

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The People Who Govern Your Fund

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

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

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. 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.

Interested Trustee1

F. William McNabb III

Born 1957. Trustee Since July 2009. Chairman of the Board. Principal Occupation(s) During the Past Five Years and Other Experience: Chairman of the Board of The Vanguard Group, Inc., and of each of the investment companies served by The Vanguard Group, since January 2010; Chief Executive Officer and Director of The Vanguard Group and President and Chief Executive Officer of each of the investment companies served by The Vanguard Group, since 2008; Director of Vanguard Marketing Corporation; President of The Vanguard Group (2008–2017); Managing Director of The Vanguard Group (1995–2008).

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services);

Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

Born 1945. Trustee Since December 2001.2 Principal Occupation(s) During the Past Five Years and Other Experience: Chairman and Chief Executive Officer (retired 2009) and President (2006–2008) of Rohm and Haas Co. (chemicals); Director of Arconic Inc. (diversified manufacturer), HP Inc. (printer and personal computer manufacturing), and Delphi Automotive plc (automotive components); Senior Advisor at New Mountain Capital.

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne

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.


 

Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

Born 1950. Trustee Since July 1998. Principal Occupation(s) During the Past Five Years and Other Experience: Corporate Vice President and Member of the Executive Committee (1997–2008), Chief Global Diversity Officer (retired 2008), Vice President and Chief Information Officer (1997–2006), Controller (1995–1997), Treasurer (1991–1995), and Assistant Treasurer (1989–1991) of Johnson & Johnson (pharmaceuticals/medical devices/ consumer products); Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation; Member of the Advisory Board of the Institute for Women’s Leadership at Rutgers University.

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

Born 1953. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Senior Vice President and Chief Financial Officer (retired 2013) at IBM (information technology services); Fiduciary Member of IBM’s Retirement Plan Committee (2004–2013); Member of the Council on Chicago Booth.

Scott C. Malpass

Born 1962. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Chief Investment Officer and Vice President at the University of Notre Dame; Assistant Professor of Finance at the Mendoza College of Business at Notre Dame; Member of the Notre Dame 403(b) Investment Committee, the Board of Advisors for Spruceview Capital Partners, the Board of Catholic Investment Services, Inc. (investment advisor), and the Board of Superintendence of the Institute for the Works of Religion; Chairman of the Board of TIFF Advisory Services, Inc. (investment advisor).

André F. Perold

Born 1952. Trustee Since December 2004. Principal Occupation(s) During the Past Five Years and Other Experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011); Chief Investment Officer and Co-Managing Partner of HighVista Strategies LLC (private investment firm); Overseer of the Museum of Fine Arts Boston.

Peter F. Volanakis

Born 1955. Trustee Since July 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2010) of Corning Incorporated (communications equipment); Chairman of the Board of Trustees of Colby-Sawyer College; Member of the Board of Hypertherm, Inc. (industrial cutting systems, software, and consumables).


 

Executive Officers

Glenn Booraem

Born 1967. Investment Stewardship Officer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Treasurer (2015–2017), Controller (2010–2015), and Assistant Controller (2001–2010) of each of the investment companies served by The Vanguard Group.

Thomas J. Higgins

Born 1957. Chief Financial Officer Since September 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Chief Financial Officer of each of the investment companies served by The Vanguard Group; Treasurer of each of the investment companies served by The Vanguard Group (1998–2008).

Peter Mahoney

Born 1974. Controller Since May 2015. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Controller of each of the investment companies served by The Vanguard Group; Head of International Fund Services at The Vanguard Group (2008–2014).

Anne E. Robinson

Born 1970. Secretary Since September 2016. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; General Counsel of The Vanguard Group; Secretary of The Vanguard Group and of each of the investment companies served by The Vanguard Group; Director and Senior Vice President of Vanguard Marketing Corporation; Managing Director and General Counsel of Global Cards and Consumer Services at Citigroup (2014–2016); Counsel at American Express (2003–2014).

Michael Rollings

Born 1963. Treasurer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; Treasurer of each of the investment companies served by The Vanguard Group; Director of Vanguard Marketing Corporation; Executive Vice President and Chief Financial Officer of MassMutual Financial Group (2006–2016).

Vanguard Senior Management Team
 
Mortimer J. Buckley Chris D. McIsaac
Gregory Davis James M. Norris
John James Thomas M. Rampulla
Martha G. King Karin A. Risi
John T. Marcante  
 
 
Chairman Emeritus and Senior Advisor
 
John J. Brennan  
Chairman, 1996–2009  
Chief Executive Officer and President, 1996–2008
 
 
Founder  
 
John C. Bogle  
Chairman and Chief Executive Officer, 1974–1996

 


 

 

 

P.O. Box 2600
Valley Forge, PA 19482-2600

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q3080 112017

 



Annual Report | September 30, 2017
 
Vanguard Target Retirement Funds
Vanguard Target Retirement 2040 Fund
Vanguard Target Retirement 2045 Fund
Vanguard Target Retirement 2050 Fund
Vanguard Target Retirement 2055 Fund
Vanguard Target Retirement 2060 Fund
Vanguard Target Retirement 2065 Fund

 


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

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

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control. We believe there is no wiser course for any investor.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 4
Target Retirement 2040 Fund. 8
Target Retirement 2045 Fund. 19
Target Retirement 2050 Fund. 30
Target Retirement 2055 Fund. 41
Target Retirement 2060 Fund. 52
Target Retirement 2065 Fund. 63
Your Fund’s After-Tax Returns. 78
About Your Fund’s Expenses. 80
Glossary. 82

 

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: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs, stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• For the 12 months ended September 30, 2017, five of the six Vanguard Target Retirement Funds covered in this report recorded returns ranging from 16.26% for the Target Retirement 2040 Fund to 16.86% for the Target Retirement 2055 Fund. In July, the Target Retirement 2065 Fund was launched. (The funds with retirement dates of 2015 through 2035 are covered in a separate report.) The funds with a greater allocation to stocks performed best.

• Each fund posted returns that were in line with those of its composite benchmark after expenses. Each fund surpassed the average return of its peers.

• Vanguard Target Retirement Funds are designed to reach an allocation of 70% bonds and 30% stocks within seven years after their target date.

Total Returns: Fiscal Year Ended September 30, 2017  
  Total
  Returns
Vanguard Target Retirement 2040 Fund 16.26%
Target 2040 Composite Index 16.45
Mixed-Asset Target 2040 Funds Average 14.90
Mixed-Asset Target 2040 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2045 Fund 16.84%
Target 2045 Composite Index 17.01
Mixed-Asset Target 2045 Funds Average 16.08
Mixed-Asset Target 2045 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2050 Fund 16.84%
Target 2050 Composite Index 17.01
Mixed-Asset Target 2050 Funds Average 15.80
Mixed-Asset Target 2050 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2055 Fund 16.86%
Target 2055 Composite Index 17.01
Mixed-Asset Target 2055+ Funds Average 16.62
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

  Total
  Returns
Vanguard Target Retirement 2060 Fund 16.84%
Target 2060 Composite Index 17.01
Mixed-Asset Target 2055+ Funds Average 16.62
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Target Retirement 2065 Fund (Inception: 7/12/2017) 3.95%
Target 2065 Composite Index 3.84
Mixed-Asset Target 2055+ Funds Average 3.85

Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company. For a benchmark description, see the Glossary.

Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

Total Returns: Ten Years Ended September 30, 2017  
  Average
  Annual Return
Target Retirement 2040 Fund 5.73%
Target 2040 Composite Index 5.87
Mixed-Asset Target 2040 Funds Average 4.27
Mixed-Asset Target 2040 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2045 Fund 5.77%
Target 2045 Composite Index 5.92
Mixed-Asset Target 2045 Funds Average 4.62
Mixed-Asset Target 2045 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2050 Fund 5.78%
Target 2050 Composite Index 5.92
Mixed-Asset Target 2050 Funds Average 4.51
Mixed-Asset Target 2050 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
Target Retirement 2055 Fund (Returns since inception: 8/18/2010) 11.27%
Target 2055 Composite Index 11.50
Spliced Mixed-Asset Target 2055+ Funds Average 10.28

 

Spliced Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

2


 

  Average
  Annual Return
Target Retirement 2060 Fund (Returns since inception: 1/19/2012) 11.10%
Target 2060 Composite Index 11.36
Spliced Mixed-Asset Target 2055+ Funds Average 10.29
Spliced Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

For a benchmark description, see the Glossary.

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.

Expense Ratios    
Your Fund Compared With Its Peer Group    
  Acquired Fund Fees Peer Group
  and Expenses Average
Target Retirement 2040 Fund 0.16% 0.42%
Target Retirement 2045 Fund 0.16 0.38
Target Retirement 2050 Fund 0.16 0.41
Target Retirement 2055 Fund 0.16 0.38
Target Retirement 2060 Fund 0.16 0.38
Target Retirement 2065 Fund 0.16 0.38

 

The fund expense figures shown—drawn from the prospectus dated July 12, 2017—represent an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement Funds invest. The Target Retirement Funds do not charge any expenses or fees of their own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15% for the 2040 Fund, 0.15% for the 2045 Fund, 0.15% for the 2050 Fund, 0.15% for the 2055 Fund, 0.15% for the 2060 Fund, and 0.15% (annualized) for the 2065 Fund. Peer-group expense ratios are derived from data provided by Lipper, a Thomson Reuters Company, and capture information through year-end 2016.

Peer groups: For the 2040 Fund, Mixed-Asset Target 2040 Funds; for the 2045 Fund, Mixed-Asset Target 2045 Funds; for the 2050 Fund, Mixed-Asset Target 2050 Funds; for the 2055, 2060, and 2065 Funds, Mixed-Asset Target 2055+ Funds.

3


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

Our investors depend on Vanguard to be a responsible steward of their assets. This includes our obvious responsibilities—managing the funds, offering investment perspectives and advice, and assisting with questions and transactions.

But because a long-term perspective informs every aspect of our investment approach, we also work on your behalf in less obvious ways, such as by advocating for responsible governance among the companies in which Vanguard funds invest. Vanguard’s index funds are essentially permanent owners of thousands of publicly traded companies, and we have a special obligation to be engaged stewards actively focused on the long term.

Simply put, we believe that well-governed companies are more likely to perform well over the long run.

Although Vanguard has always been an advocate for strong corporate governance, we have expanded our efforts recently as our investor base continues to grow. Our Investment Stewardship team has doubled in size since 2015, and we continue to add analysts, researchers, and operations team members. The team guides our engagement activities and our funds’ proxy voting by analyzing corporate governance practices in companies around the world.

4


 

Our four Investment Stewardship pillars

As we evaluate company responsiveness to governance matters, including environmental and social concerns, we focus on four key areas—what we call our Investment Stewardship pillars:

The board: A high-functioning, well-composed, independent, diverse, and experienced board with effective ongoing evaluation practices.

Governance structures: Provisions and structures that empower shareholders and protect their rights.

Appropriate compensation: Pay that incentivizes relative outperformance over the long term.

Risk oversight: Effective, integrated, and ongoing oversight of relevant industry-and company-specific risks.

Guided by these pillars, our Investment Stewardship team conducted more than 950 engagements, or discussions, with company directors and leaders worldwide during the 12 months ended June 30, 2017.

Market Barometer      
    Average Annual Total Returns
  Periods Ended September 30, 2017
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 18.54% 10.63% 14.27%
Russell 2000 Index (Small-caps) 20.74 12.18 13.79
Russell 3000 Index (Broad U.S. market) 18.71 10.74 14.23
FTSE All-World ex US Index (International) 19.49 5.11 7.35
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 0.07% 2.71% 2.06%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 0.87 3.19 3.01
Citigroup Three-Month U.S. Treasury Bill Index 0.64 0.28 0.18
 
CPI      
Consumer Price Index 2.23% 1.22% 1.30%

 

5


 

We also cast more than 171,000 votes on behalf of Vanguard funds at more than 18,000 shareholder meetings.

Gender diversity on boards and climate risk

As we engage with companies, we are devoting increased attention to two specific topics. The first is gender diversity on boards. It’s no secret that the right combination of talent, skills, and experience leads to better results, so we pay close attention to how company boards are structured and managed, and how they evolve.

In recent years, a growing body of research has demonstrated that greater diversity on boards can lead to improved governance and company performance. We are advocating for boards to incorporate diverse perspectives and experience into their strategic planning and decision-making. One example of our commitment to more diverse boards is our participation in the 30% Club, a global coalition working to increase the representation of women in boardrooms and leadership roles.

The second issue is climate risk. We will continue to engage with companies to understand their responses to this risk. Regardless of one’s perspective on the issue, the potential is real for changing regulations, demographics, and consumption behavior to affect business results for companies in many sectors.

We want to ensure that such business and regulatory risks are sufficiently disclosed so investors can value companies appropriately. In the past year, we have voted for shareholder proposals at several energy companies that called for management to improve its climate risk assessment and planning, and we will consider supporting similar proposals if we believe they are beneficial to long-term shareholder value. When a proposal from a shareholder presents a strong case for change, we’re more than willing to fully consider it. And even if the case falls short, these proposals often catalyze a discussion that generates meaningful change over time.

In addition to considering activists’ proposals, we consult research providers and our own network of experts. When we detect material risks to a company’s long-term value (such as bad leadership, poor disclosure, misaligned compensation structures, or threats to shareholder rights), we act with our voice and our vote.

Our stewardship reflects our mission

But we don’t act as independent agents with our own agenda. Every time we speak with a company chairman, CEO, or director, we’re acutely aware of the role we play in representing the economic interests of more than 20 million Vanguard investors. So you can expect us to speak out when we detect threats to the economic interests of our shareholders.

6


 

We take positions on these matters not because they are inherently good or noble but because they are tied to the long-term economic value of your funds’ investments.

You trust us to represent your interests across the globe. You can be confident we act on that responsibility with the seriousness and dedication it deserves.

To learn more about our Investment Stewardship program, including how our funds have voted, visit https://about. vanguard.com/investment-stewardship/.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
October 13, 2017

7


 

Target Retirement 2040 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VFORX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 52.0%
Vanguard Total International Stock  
Index Fund Investor Shares 34.5
Vanguard Total Bond Market II  
Index Fund Investor Shares 9.6
Vanguard Total International Bond  
Index Fund Investor Shares 3.9

 

Total Fund Volatility Measures  
  Target 2040 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.98 0.84

 

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2040 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15%.

8


 

Target Retirement 2040 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2040 Fund* 16.26% 10.80% 5.73% $17,458
Target 2040 Composite Index 16.45 11.04 5.87 17,687
Mixed-Asset Target 2040 Funds        
Average 14.90 9.20 4.27 15,193
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2040 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

9


 

Target Retirement 2040 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


10


 

Target Retirement 2040 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.1%)    
U.S. Stock Fund (52.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 184,622,693 11,636,768
 
International Stock Fund (34.5%)    
Vanguard Total International Stock Index Fund Investor Shares 437,797,833 7,692,108
 
U.S. Bond Fund (9.6%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 198,897,910 2,138,153
 
International Bond Fund (3.9%)    
Vanguard Total International Bond Index Fund Investor Shares 79,054,823 860,907
Total Investment Companies (Cost $15,820,350)   22,327,936
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $10,689) 106,868 10,689
Total Investments (100.1%) (Cost $15,831,039)   22,338,625
Other Assets and Liabilities (-0.1%)    
Other Assets   43,915
Liabilities   (58,287)
    (14,372)
Net Assets (100%)    
Applicable to 642,711,552 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   22,324,253
Net Asset Value Per Share   $34.73

 

11


 

Target Retirement 2040 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 22,338,625
Receivables for Investment Securities Sold 2,069
Receivables for Accrued Income 4,843
Receivables for Capital Shares Issued 37,003
Total Assets 22,382,540
Liabilities  
Payables for Investment Securities Purchased 4,843
Payables for Capital Shares Redeemed 53,444
Total Liabilities 58,287
Net Assets 22,324,253
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 15,518,764
Undistributed Net Investment Income 288,641
Accumulated Net Realized Gains 9,262
Unrealized Appreciation (Depreciation) 6,507,586
Net Assets 22,324,253

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

12


 

Target Retirement 2040 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 439,534
Net Investment Income—Note B 439,534
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 1,618
Affiliated Investment Securities Sold 18,284
Realized Net Gain (Loss) 19,902
Change in Unrealized Appreciation (Depreciation) of Investment Securities 2,566,980
Net Increase (Decrease) in Net Assets Resulting from Operations 3,026,416

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

13


 

Target Retirement 2040 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 439,534 358,638
Realized Net Gain (Loss) 19,902 134,456
Change in Unrealized Appreciation (Depreciation) 2,566,980 1,383,092
Net Increase (Decrease) in Net Assets Resulting from Operations 3,026,416 1,876,186
Distributions    
Net Investment Income (349,773) (329,503)
Realized Capital Gain1 (72,933) (125,908)
Total Distributions (422,706) (455,411)
Capital Share Transactions    
Issued 6,021,161 4,604,224
Issued in Lieu of Cash Distributions 415,992 446,191
Redeemed (4,087,681) (4,824,349)
Net Increase (Decrease) from Capital Share Transactions 2,349,472 226,066
Total Increase (Decrease) 4,953,182 1,646,841
Net Assets    
Beginning of Period 17,371,071 15,724,230
End of Period2 22,324,253 17,371,071

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $10,861,000 and $24,110,000, 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 $288,641,000 and $225,359,000.

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

14


 

Target Retirement 2040 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $30.59 $28.09 $29.66 $26.80 $23.26
Investment Operations          
Net Investment Income .7181 .660 .648 .593 .546
Capital Gain Distributions Received .0031 .003 .007 .001 .012
Net Realized and Unrealized Gain (Loss)          
on Investments 4.143 2.687 (1.634) 2.773 3.485
Total from Investment Operations 4.864 3.350 (.979) 3.367 4.043
Distributions          
Dividends from Net Investment Income (.599) (.615) (.574) (.500) (.496)
Distributions from Realized Capital Gains (.125) (.235) (.017) (.007) (.007)
Total Distributions (.724) (.850) (.591) (.507) (.503)
Net Asset Value, End of Period $34.73 $30.59 $28.09 $29.66 $26.80
 
Total Return2 16.26% 12.11% -3.43% 12.66% 17.75%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $22,324 $17,371 $15,724 $15,912 $12,013
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15% 0.16% 0.16% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.23% 2.23% 2.09% 2.18% 2.36%
Portfolio Turnover Rate 8% 16% 21% 6% 9%

1 Calculated based on average shares outstanding.
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.

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

15


 

Target Retirement 2040 Fund

Notes to Financial Statements

Vanguard Target Retirement 2040 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period

16


 

Target Retirement 2040 Fund

ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $26,479,000 from undistributed net investment income and $598,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $297,454,000 of ordinary income and $448,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $15,831,039,000. Net unrealized appreciation of investment securities for tax purposes was $6,507,586,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 187,954 159,514
Issued in Lieu of Cash Distributions 13,784 15,461
Redeemed (126,965) (166,772)
Net Increase (Decrease) in Shares Outstanding 74,773 8,203

 

17


 

Target Retirement 2040 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 12,522 NA1 NA1 2 40 10,689
Vanguard Total                
Bond Market II                
Index Fund 1,507,016 1,040,912 375,175 (34,600) 42,687 1,618 2,138,153
Vanguard Total                
International                
Bond Index                
Fund 592,479 282,186 (13,758) 12,110 860,907
Vanguard Total                
International                
Stock Index                
Fund 6,091,376 919,159 395,296 9,057 1,067,812 190,870 7,692,108
Vanguard Total                
Stock Market                
Index Fund 9,176,256 1,649,325 745,564 9,225 1,547,526 193,827 11,636,768
Total 17,379,649 3,891,582 1,516,035 18,284 2,566,980  439,534 1,618 22,338,625
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

18


 

Target Retirement 2045 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTIVX
30-Day SEC Yield 2.06%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 54.2%
Vanguard Total International Stock  
Index Fund Investor Shares 35.8
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Investor Shares 3.0

 

Total Fund Volatility Measures  
  Target 2045 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.98 0.85

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2045 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15%.

19


 

Target Retirement 2045 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2045 Fund* 16.84% 10.91% 5.77% $17,528
Target 2045 Composite Index 17.01 11.16 5.92 17,778
Mixed-Asset Target 2045 Funds        
Average 16.08 9.86 4.62 15,710
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2045 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

20


 

Target Retirement 2045 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


21


 

Target Retirement 2045 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (54.2%)    
Vanguard Total Stock Market Index Fund Investor Shares 175,406,810 11,055,891
 
International Stock Fund (35.8%)    
Vanguard Total International Stock Index Fund Investor Shares 416,461,612 7,317,231
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 133,211,861 1,432,028
 
International Bond Fund (3.0%)    
Vanguard Total International Bond Index Fund Investor Shares 55,435,397 603,691
Total Investment Companies (Cost $14,176,344)   20,408,841
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $6,235) 62,338 6,235
Total Investments (100.0%) (Cost $14,182,579)   20,415,076
Other Assets and Liabilities (0.0%)    
Other Assets   41,283
Liabilities   (43,247)
    (1,964)
Net Assets (100%)    
Applicable to 936,225,355 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   20,413,112
Net Asset Value Per Share   $21.80

 

22


 

Target Retirement 2045 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 20,415,076
Receivables for Investment Securities Sold 12,172
Receivables for Accrued Income 3,305
Receivables for Capital Shares Issued 25,806
Total Assets 20,456,359
Liabilities  
Payables for Investment Securities Purchased 18,305
Payables for Capital Shares Redeemed 24,942
Total Liabilities 43,247
Net Assets 20,413,112
 
 
 
 At September 30, 2017, net assets consisted of: Amount
  ($000)
Paid-in Capital 13,906,517
Undistributed Net Investment Income 265,300
Accumulated Net Realized Gains 8,798
Unrealized Appreciation (Depreciation) 6,232,497
Net Assets 20,413,112

 

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

23


 

Target Retirement 2045 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 402,343
Net Investment Income—Note B 402,343
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 1,218
Affiliated Investment Securities Sold 15,543
Realized Net Gain (Loss) 16,761
Change in Unrealized Appreciation (Depreciation) of Investment Securities 2,430,140
Net Increase (Decrease) in Net Assets Resulting from Operations 2,849,244

 

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

24


 

Target Retirement 2045 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 402,343 330,513
Realized Net Gain (Loss) 16,761 137,100
Change in Unrealized Appreciation (Depreciation) 2,430,140 1,271,291
Net Increase (Decrease) in Net Assets Resulting from Operations 2,849,244 1,738,904
Distributions    
Net Investment Income (323,102) (302,945)
Realized Capital Gain1 (79,182) (156,182)
Total Distributions (402,284) (459,127)
Capital Share Transactions    
Issued 5,084,279 3,900,183
Issued in Lieu of Cash Distributions 397,131 451,577
Redeemed (3,501,855) (3,927,553)
Net Increase (Decrease) from Capital Share Transactions 1,979,555 424,207
Total Increase (Decrease) 4,426,515 1,703,984
Net Assets    
Beginning of Period 15,986,597 14,282,613
End of Period2 20,413,112 15,986,597

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $6,807,000 and $14,912,000, 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 $265,300,000 and $207,956,000.

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

25


 

Target Retirement 2045 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $19.12 $17.60 $18.61 $16.82 $14.61
Investment Operations          
Net Investment Income . 4501 .411 .406 .376 .350
Capital Gain Distributions Received .0011 .002 .004 .001 .008
Net Realized and Unrealized Gain (Loss)          
on Investments 2.696 1.692 (1.034) 1.747 2.173
Total from Investment Operations 3.147 2.105 (.624) 2.124 2.531
Distributions          
Dividends from Net Investment Income (.375) (.386) (.383) (.334) (.316)
Distributions from Realized Capital Gains (.092) (.199) (.003) (.005)
Total Distributions (.467) (.585) (.386) (.334) (.321)
Net Asset Value, End of Period $21.80 $19.12 $17.60 $18.61 $16.82
 
Total Return2 16.84% 12.16% -3.49% 12.73% 17.70%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $20,413 $15,987 $14,283 $14,491 $11,441
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15% 0.16% 0.16% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.23% 2.43% 2.10% 2.17% 2.36%
Portfolio Turnover Rate 8% 13% 20% 7% 10%

1 Calculated based on average shares outstanding.
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.

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

26


 

Target Retirement 2045 Fund

Notes to Financial Statements

Vanguard Target Retirement 2045 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the

27


 

Target Retirement 2045 Fund

period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $21,897,000 from undistributed net investment income and $508,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $274,098,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $14,182,579,000. Net unrealized appreciation of investment securities for tax purposes was $6,232,497,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 253,488 216,385
Issued in Lieu of Cash Distributions 21,034 25,032
Redeemed (174,328) (216,842)
Net Increase (Decrease) in Shares Outstanding 100,194 24,575

 

28


 

Target Retirement 2045 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 5,775 NA1 NA1 2 35 6,235
Vanguard Total                
Bond Market II                
Index Fund 1,130,351 612,620 283,384 (541) (27,018) 30,316 1,218 1,432,028
Vanguard Total                
International Bond                
Index Fund 458,181 156,499 (10,989) 8,858 603,691
Vanguard Total                
International Stock                
Index Fund 5,745,381 977,379 418,905 5,912 1,007,464 180,112 7,317,231
Vanguard Total                
Stock Market                
Index Fund 8,646,434 1,615,013 676,409 10,170 1,460,683 183,022 11,055,891
Total 15,986,122 3,361,511 1,378,698 15,543 2,430,140  402,343 1,218 20,415,076
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

29


 

Target Retirement 2050 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VFIFX
30-Day SEC Yield 2.06%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 54.2%
Vanguard Total International Stock  
Index Fund Investor Shares 35.9
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Investor Shares 2.9

 

Total Fund Volatility Measures  
  Target 2050 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.97 0.85

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2050 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15%.

30


 

Target Retirement 2050 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: September 30, 2007, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
        Final Value
  One Five Ten of a $10,000
  Year Years Years Investment
Target Retirement 2050 Fund* 16.84% 10.91% 5.78% $17,532
Target 2050 Composite Index 17.01 11.16 5.92 17,777
Mixed-Asset Target 2050 Funds        
Average 15.80 9.78 4.51 15,550
MSCI US Broad Market Index 18.67 14.26 7.72 21,034

For a benchmark description, see the Glossary.
Mixed-Asset Target 2050 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

See Financial Highlights for dividend and capital gains information.

31


 

Target Retirement 2050 Fund

Fiscal-Year Total Returns (%): September 30, 2007, Through September 30, 2017


32


 

Target Retirement 2050 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (54.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 115,125,408 7,256,355
 
International Stock Fund (35.9%)    
Vanguard Total International Stock Index Fund Investor Shares 273,875,704 4,811,996
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 87,575,076 941,432
 
International Bond Fund (3.0%)    
Vanguard Total International Bond Index Fund Investor Shares 36,295,509 395,258
Total Investment Companies (Cost $9,971,033)   13,405,041
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $6,411) 64,096 6,411
Total Investments (100.0%) (Cost $9,977,444)   13,411,452
Other Assets and Liabilities (0.0%)    
Other Assets   44,234
Liabilities   (48,581)
    (4,347)
Net Assets (100%)    
Applicable to 382,243,072 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   13,407,105
Net Asset Value Per Share   $35.07

 

33


 

Target Retirement 2050 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 13,411,452
Receivables for Investment Securities Sold 22,185
Receivables for Accrued Income 2,169
Receivables for Capital Shares Issued 19,880
Total Assets 13,455,686
Liabilities  
Payables for Investment Securities Purchased 14,170
Payables for Capital Shares Redeemed 34,411
Total Liabilities 48,581
Net Assets 13,407,105
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 9,796,069
Undistributed Net Investment Income 174,136
Accumulated Net Realized Gains 2,892
Unrealized Appreciation (Depreciation) 3,434,008
Net Assets 13,407,105

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

34


 

Target Retirement 2050 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 255,731
Net Investment Income—Note B 255,731
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 751
Affiliated Investment Securities Sold 7,846
Realized Net Gain (Loss) 8,597
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,550,560
Net Increase (Decrease) in Net Assets Resulting from Operations 1,814,888

 

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

35


 

Target Retirement 2050 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 255,731 191,973
Realized Net Gain (Loss) 8,597 25,508
Change in Unrealized Appreciation (Depreciation) 1,550,560 795,513
Net Increase (Decrease) in Net Assets Resulting from Operations 1,814,888 1,012,994
Distributions    
Net Investment Income (193,369) (163,313)
Realized Capital Gain1 (11,266) (24,567)
Total Distributions (204,635) (187,880)
Capital Share Transactions    
Issued 4,182,146 3,089,676
Issued in Lieu of Cash Distributions 201,506 184,437
Redeemed (2,220,595) (2,358,228)
Net Increase (Decrease) from Capital Share Transactions 2,163,057 915,885
Total Increase (Decrease) 3,773,310 1,740,999
Net Assets    
Beginning of Period 9,633,795 7,892,796
End of Period2 13,407,105 9,633,795

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $2,504,000 and $12,842,000, 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 $174,136,000 and $123,151,000.

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

36


 

Target Retirement 2050 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $30.63 $27.95 $29.53 $26.69 $23.16
Investment Operations          
Net Investment Income .7271 .636 .623 .586 .539
Capital Gain Distributions Received .0021 .003 .006 .001 .012
Net Realized and Unrealized Gain (Loss)          
on Investments 4.332 2.714 (1.609) 2.771 3.473
Total from Investment Operations 5.061 3.353 (.980) 3.358 4.024
Distributions          
Dividends from Net Investment Income (.587) (.585) (.596) (.518) (.487)
Distributions from Realized Capital Gains (.034) (.088) (.004) (.007)
Total Distributions (.621) (.673) (.600) (.518) (.494)
Net Asset Value, End of Period $35.07 $30.63 $27.95 $29.53 $26.69
 
Total Return2 16.84% 12.14% -3.46% 12.69% 17.74%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $13,407 $9,634 $7,893 $7,389 $5,355
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15% 0.16% 0.16% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.24% 2.24% 2.11% 2.19% 2.36%
Portfolio Turnover Rate 6% 12% 18% 7% 9%

1 Calculated based on average shares outstanding.
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.

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

37


 

Target Retirement 2050 Fund

Notes to Financial Statements

Vanguard Target Retirement 2050 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period

38


 

Target Retirement 2050 Fund

ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $11,377,000 from undistributed net investment income and $136,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $177,027,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $9,977,444,000. Net unrealized appreciation of investment securities for tax purposes was $3,434,008,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 129,546 107,122
Issued in Lieu of Cash Distributions 6,635 6,382
Redeemed (68,419) (81,445)
Net Increase (Decrease) in Shares Outstanding 67,762 32,059

 

39


 

Target Retirement 2050 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 7,485 NA1 NA1 30 6,411
Vanguard Total                
Bond Market II                
Index Fund 683,264 445,104 170,820 (652) (15,464) 19,258 751 941,432
Vanguard Total                
International Bond                
Index Fund 274,376 127,327 (6,445) 5,490 395,258
Vanguard Total                
International Stock                
Index Fund 3,464,877 886,062 190,199 4,750 646,506 114,777 4,811,996
Vanguard Total                
Stock Market                
Index Fund 5,211,104 1,471,321 355,781 3,748 925,963 116,176 7,256,355
Total 9,641,106 2,929,814 716,800 7,846 1,550,560 255,731 751 13,411,452
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

40


 

Target Retirement 2055 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VFFVX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 54.1%
Vanguard Total International Stock  
Index Fund Investor Shares 35.9
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.1
Vanguard Total International Bond  
Index Fund Investor Shares 2.9

 

Total Fund Volatility Measures  
  Target 2055 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.97 0.85

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2055 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15%.

41


 

Target Retirement 2055 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: August 18, 2010, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
      Since Final Value
  One Five Inception of a $10,000
  Year Years (8/18/2010) Investment
Target Retirement 2055 Fund* 16.86% 10.88% 11.27% $21,381
Target 2055 Composite Index 17.01 11.16 11.50 21,708
Spliced Mixed-Asset Target 2055+        
Funds Average 16.62 10.13 10.28 20,066
MSCI US Broad Market Index 18.67 14.26 14.89 26,859

For a benchmark description, see the Glossary.
"Since Inception" performance is calculated from the inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

42


 

Target Retirement 2055 Fund

Fiscal-Year Total Returns (%): August 18, 2010, Through September 30, 2017


43


 

Target Retirement 2055 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.8%)    
U.S. Stock Fund (54.0%)    
Vanguard Total Stock Market Index Fund Investor Shares 47,984,739 3,024,478
 
International Stock Fund (35.9%)    
Vanguard Total International Stock Index Fund Investor Shares 114,434,677 2,010,617
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 36,629,639 393,769
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Investor Shares 15,063,739 164,044
Total Investment Companies (Cost $4,659,734)   5,592,908
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $2,448) 24,476 2,448
Total Investments (99.9%) (Cost $4,662,182)   5,595,356
Other Assets and Liabilities (0.1%)    
Other Assets   18,756
Liabilities   (14,144)
    4,612
Net Assets (100%)    
Applicable to 147,463,322 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   5,599,968
Net Asset Value Per Share   $37.98

 

44


 

Target Retirement 2055 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 5,595,356
Receivables for Accrued Income 903
Receivables for Investment Securities Sold 5,056
Receivables for Capital Shares Issued 12,797
Total Assets 5,614,112
Liabilities  
Payables for Investment Securities Purchased 8,303
Payables for Capital Shares Redeemed 5,841
Total Liabilities 14,144
Net Assets 5,599,968
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 4,596,162
Undistributed Net Investment Income 71,775
Accumulated Net Realized Losses (1,143)
Unrealized Appreciation (Depreciation) 933,174
Net Assets 5,599,968

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

45


 

Target Retirement 2055 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 100,282
Net Investment Income—Note B 100,282
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 278
Affiliated Investment Securities Sold 809
Realized Net Gain (Loss) 1,087
Change in Unrealized Appreciation (Depreciation) of Investment Securities 610,032
Net Increase (Decrease) in Net Assets Resulting from Operations 711,401

 

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

46


 

Target Retirement 2055 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 100,282 62,698
Realized Net Gain (Loss) 1,087 5,634
Change in Unrealized Appreciation (Depreciation) 610,032 262,818
Net Increase (Decrease) in Net Assets Resulting from Operations 711,401 331,150
Distributions    
Net Investment Income (73,319) (46,523)
Realized Capital Gain1 (224) (1,255)
Total Distributions (73,543) (47,778)
Capital Share Transactions    
Issued 2,324,300 1,535,226
Issued in Lieu of Cash Distributions 72,303 46,827
Redeemed (833,493) (745,024)
Net Increase (Decrease) from Capital Share Transactions 1,563,110 837,029
Total Increase (Decrease) 2,200,968 1,120,401
Net Assets    
Beginning of Period 3,399,000 2,278,599
End of Period2 5,599,968 3,399,000

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $224,000 and $78,000, 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 $71,775,000 and $47,624,000.

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

47


 

Target Retirement 2055 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $33.15 $30.14 $31.80 $28.67 $24.81
Investment Operations          
Net Investment Income .7961 .642 .631 .577 .6411
Capital Gain Distributions Received .0021 .003 .005 .001 .0111
Net Realized and Unrealized Gain (Loss)          
on Investments 4.688 2.974 (1.736) 3.033 3.668
Total from Investment Operations 5.486 3.619 (1.100) 3.611 4.320
Distributions          
Dividends from Net Investment Income (.654) (.593) (.554) (.477) (.447)
Distributions from Realized Capital Gains (.002) (.016) (.006) (.004) (.013)
Total Distributions (.656) (.609) (.560) (.481) (.460)
Net Asset Value, End of Period $37.98 $33.15 $30.14 $31.80 $28.67
 
Total Return2 16.86% 12.13% -3.58% 12.69% 17.73%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $5,600 $3,399 $2,279 $1,670 $915
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15% 0.16% 0.16% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.26% 2.27% 2.17% 2.22% 2.39
Portfolio Turnover Rate 5% 8% 18% 7% 9%

1 Calculated based on average shares outstanding.
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.

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

48


 

Target Retirement 2055 Fund

Notes to Financial Statements

Vanguard Target Retirement 2055 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period

49


 

Target Retirement 2055 Fund

ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $2,812,000 from undistributed net income to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $71,776,000 of ordinary income available for distribution. The fund used capital loss carryforwards of $885,000 to offset taxable capital gains realized during the year ended September 30, 2017. Capital losses of $1,144,000 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 September 30, 2017, the cost of investment securities for tax purposes was $4,662,182,000. Net unrealized appreciation of investment securities for tax purposes was $933,174,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

50


 

Target Retirement 2055 Fund    
 
 
 
 
E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 66,428 49,206
Issued in Lieu of Cash Distributions 2,199 1,497
Redeemed (23,689) (23,777)
Net Increase (Decrease) in Shares Outstanding 44,938 26,926

 

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 4,193 NA1 NA1 (2) 31 2,448
Vanguard Total                
Bond Market II                
Index Fund 245,049 223,296 69,054 (338) (5,184) 7,491 278 393,769
Vanguard Total                
International Bond                
Index Fund 95,263 70,962 (2,181) 2,090 164,044
Vanguard Total                
International Stock                
Index Fund 1,221,202 582,605 51,629 258,439 45,155 2,010,617
Vanguard Total                
Stock Market                
Index Fund 1,837,903 925,507 99,039 1,149 358,958 45,515 3,024,478
Total 3,403,610 1,802,370 219,722 809 610,032 100,282 278 5,595,356
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

51


 

Target Retirement 2060 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTTSX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 54.1%
Vanguard Total International Stock  
Index Fund Investor Shares 35.9
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Investor Shares 3.0

 

Total Fund Volatility Measures  
  Target 2060 MSCI US
  Composite Broad Market
  Index Index
R-Squared 1.00 0.92
Beta 0.98 0.85

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

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2060 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.15%.

52


 

Target Retirement 2060 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 19, 2012, Through September 30, 2017
Initial Investment of $10,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
      Since Final Value
  One Five Inception of a $10,000
  Year Years (1/19/2012) Investment
Target Retirement 2060 Fund* 16.84% 10.87% 11.10% $18,211
Target 2060 Composite Index 17.01 11.16 11.36 18,458
Spliced Mixed-Asset Target 2055+        
Funds Average 16.62 10.13 10.29 17,471
MSCI US Broad Market Index 18.67 14.26 14.45 21,568

For a benchmark description, see the Glossary.
"Since Inception" performance is calculated from the inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.
53


 

Target Retirement 2060 Fund

Fiscal-Year Total Returns (%): January 19, 2012, Through September 30, 2017


54


 

Target Retirement 2060 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.9%)    
U.S. Stock Fund (54.1%)    
Vanguard Total Stock Market Index Fund Investor Shares 17,859,060 1,125,657
 
International Stock Fund (35.9%)    
Vanguard Total International Stock Index Fund Investor Shares 42,518,191 747,045
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 13,620,782 146,423
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Investor Shares 5,597,792 60,960
Total Investment Companies (Cost $1,783,307)   2,080,085
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $1,175) 11,743 1,174
Total Investments (100.0%) (Cost $1,784,482)   2,081,259
Other Assets and Liabilities (0.0%)    
Other Assets   7,089
Liabilities   (7,830)
    (741)
Net Assets (100%)    
Applicable to 62,082,187 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   2,080,518
Net Asset Value Per Share   $33.51

 

55


 

Target Retirement 2060 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 2,081,259
Receivables for Accrued Income 335
Receivables for Investment Securities Sold 2,058
Receivables for Capital Shares Issued 4,696
Total Assets 2,088,348
Liabilities  
Payables for Investment Securities Purchased 4,766
Payables for Capital Shares Redeemed 3,064
Total Liabilities 7,830
Net Assets 2,080,518
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 1,758,022
Undistributed Net Investment Income 25,857
Accumulated Net Realized Losses (138)
Unrealized Appreciation (Depreciation) 296,777
Net Assets 2,080,518

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

56


 

Target Retirement 2060 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 35,708
Net Investment Income—Note B 35,708
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 95
Affiliated Investment Securities Sold 81
Realized Net Gain (Loss) 176
Change in Unrealized Appreciation (Depreciation) of Investment Securities 216,221
Net Increase (Decrease) in Net Assets Resulting from Operations 252,105

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

57


 

Target Retirement 2060 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 35,708 20,971
Realized Net Gain (Loss) 176 893
Change in Unrealized Appreciation (Depreciation) 216,221 88,315
Net Increase (Decrease) in Net Assets Resulting from Operations 252,105 110,179
Distributions    
Net Investment Income (24,622) (14,861)
Realized Capital Gain1 (77) (591)
Total Distributions (24,699) (15,452)
Capital Share Transactions    
Issued 1,001,387 553,901
Issued in Lieu of Cash Distributions 24,164 15,145
Redeemed (315,380) (254,153)
Net Increase (Decrease) from Capital Share Transactions 710,171 314,893
Total Increase (Decrease) 937,577 409,620
Net Assets    
Beginning of Period 1,142,941 733,321
End of Period2 2,080,518 1,142,941

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $77,000 and $325,000 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 $25,857,000 and $15,940,000.

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

58


 

Target Retirement 2060 Fund          
 
 
Financial Highlights          
 
 
For a Share Outstanding     Year Ended September 30,
Throughout Each Period 2017 2016 2015 2014 2013
Net Asset Value, Beginning of Period $29.25 $26.58 $28.03 $25.21 $21.74
Investment Operations          
Net Investment Income .7081 .555 .540 .6151 . 5811
Capital Gain Distributions Received .0021 .003 .004 .0011 .0071
Net Realized and Unrealized Gain (Loss)          
on Investments 4.126 2.635 (1.523) 2.572 3.203
Total from Investment Operations 4.836 3.193 (.979) 3.188 3.791
Distributions          
Dividends from Net Investment Income (.574) (.503) (.464) (.367) (.315)
Distributions from Realized Capital Gains (.002) (.020) (.007) (.001) (.006)
Total Distributions (.576) (.523) (.471) (.368) (.321)
Net Asset Value, End of Period $33.51 $29.25 $26.58 $28.03 $25.21
 
Total Return2 16.84% 12.13% -3.61% 12.72% 17.69%
 
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $2,081 $1,143 $733 $485 $217
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15% 0.16% 0.16% 0.18% 0.18%
Ratio of Net Investment Income to          
Average Net Assets 2.28% 2.28% 2.19% 2.25% 2.45%
Portfolio Turnover Rate 4% 6% 21% 11% 10%

1 Calculated based on average shares outstanding.
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.

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

59


 

Target Retirement 2060 Fund

Notes to Financial Statements

Vanguard Target Retirement 2060 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2014–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the

60


 

Target Retirement 2060 Fund

period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $1,169,000 from undistributed net investment income to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $25,856,000 of ordinary income available for distribution. The fund used capital loss carryforwards of $108,000 to offset taxable capital gains realized during the year ended September 30, 2017. Capital losses of $137,000 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 September 30, 2017, the cost of investment securities for tax purposes was $1,784,482,000. Net unrealized appreciation of investment securities for tax purposes was $296,777,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

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Target Retirement 2060 Fund

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 32,339 20,147
Issued in Lieu of Cash Distributions 833 549
Redeemed (10,161) (9,210)
Net Increase (Decrease) in Shares Outstanding 23,011 11,486

 

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 893 NA1 NA1 10 1,174
Vanguard Total                
Bond Market II                
Index Fund 82,405 89,896 24,111 (113) (1,654) 2,658 95 146,423
Vanguard Total                
International                
Bond Index Fund 32,213 29,463 (716) 719 60,960
Vanguard Total                
International                
Stock Index Fund 411,442 251,987 8,535 92,151 16,129 747,045
Vanguard Total                
Stock Market                
Index Fund 617,141 405,006 23,124 194 126,440 16,192 1,125,657
Total 1,144,094 776,352 55,770 81 216,221 35,708 95 2,081,259
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

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Target Retirement 2065 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VLXVX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.16%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Investor Shares 53.9%
Vanguard Total International Stock  
Index Fund Investor Shares 36.1
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Investor Shares 3.0

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Target Retirement 2065 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.15%.

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Target Retirement 2065 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: July 12, 2017, Through September 30, 2017

Initial Investment of $10,000


  Total Returns  
  Period Ended September 30, 2017  
  Since Final Value
  Inception of a $10,000
  (7/12/2017) Investment
Target Retirement 2065 Fund* 3.95% $10,395
Target 2065 Composite Index 3.84 10,384
Spliced Mixed-Asset Target 2055+    
Funds Average 3.85 10,385
MSCI US Broad Market Index 3.66 10,366

For a benchmark description, see the Glossary.
"Since Inception" performance is calculated from the inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

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Target Retirement 2065 Fund

Fiscal-Period Total Returns (%): July 12, 2017, Through September 30, 2017


65


 

Target Retirement 2065 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.2%)    
U.S. Stock Fund (53.5%)    
Vanguard Total Stock Market Index Fund Investor Shares 161,278 10,166
 
International Stock Fund (35.8%)    
Vanguard Total International Stock Index Fund Investor Shares 386,861 6,797
 
U.S. Bond Funds (6.9%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 122,341 1,315
 
International Bond Fund (3.0%)    
Vanguard Total International Bond Index Fund Investor Shares 51,771 564
Total Investment Companies (Cost $18,504)   18,842
Temporary Cash Investment (0.5%)    
Money Market Fund (0.5%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $101) 1,010 101
Total Investments (99.7%) (Cost $18,605)   18,943
Other Assets and Liabilities (0.3%)    
Other Assets   206
Liabilities   (156)
    50
Net Assets (100%)    
Applicable to 913,488 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   18,993
Net Asset Value Per Share   $20.79

 

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Target Retirement 2065 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 18,943
Receivables for Accrued Income 3
Receivables for Capital Shares Issued 203
Total Assets 19,149
Liabilities  
Payables for Investment Securities Purchased 145
Payables for Capital Shares Redeemed 11
Total Liabilities 156
Net Assets 18,993
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 18,592
Undistributed Net Investment Income 73
Accumulated Net Realized Losses (10)
Unrealized Appreciation (Depreciation) 338
Net Assets 18,993

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

67


 

Target Retirement 2065 Fund  
 
 
Statement of Operations  
 
  July 12, 20171 to
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 73
Net Investment Income—Note B 73
Realized Net Gain (Loss)  
Affiliated Investment Securities Sold (12)
Futures Contracts 2
Realized Net Gain (Loss) (10)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 338
Net Increase (Decrease) in Net Assets Resulting from Operations 401
1 Inception.  

 

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

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Target Retirement 2065 Fund  
 
 
Statement of Changes in Net Assets  
 
  July 12, 20171 to
  September 30, 2017
  ($000)
Increase (Decrease) in Net Assets  
Operations  
Net Investment Income 73
Realized Net Gain (Loss) (10)
Change in Unrealized Appreciation (Depreciation) 338
Net Increase (Decrease) in Net Assets Resulting from Operations 401
Distributions  
Net Investment Income
Realized Capital Gain
Total Distributions
Capital Share Transactions  
Issued 19,735
Issued in Lieu of Cash Distributions
Redeemed (1,143)
Net Increase (Decrease) from Capital Share Transactions 18,592
Total Increase (Decrease) 18,993
Net Assets  
Beginning of Period
End of Period2 18,993

1 Inception.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $73,000.

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

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Target Retirement 2065 Fund  
 
 
Financial Highlights  
 
 
  July 12, 20171 to
For a Share Outstanding Throughout the Period September 30, 2017
Net Asset Value, Beginning of Period 20.00
Investment Operations  
Net Investment Income2 .150
Capital Gain Distributions Received 2
Net Realized and Unrealized Gain (Loss) on Investments .640
Total from Investment Operations .790
Distributions  
Dividends from Net Investment Income
Distributions from Realized Capital Gains
Total Distributions
Net Asset Value, End of Period $20.79
 
Total Return 3 3.95%
 
Ratios/Supplemental Data  
Net Assets, End of Period (Millions) $19
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.15%4
Ratio of Net Investment Income to Average Net Assets 3.30%4
Portfolio Turnover Rate 29%

1 Inception.
2 Calculated based on average shares outstanding.
3 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.
4 Annualized.

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

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Target Retirement 2065 Fund

Notes to Financial Statements

Vanguard Target Retirement 2065 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

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 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 futures gains (losses).

During the period ended September 30, 2017, 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 the notional amounts at each quarter-end during the period. The fund had no open futures contracts at September 30, 2017.

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 period ended September 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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Target Retirement 2065 Fund

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

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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

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Target Retirement 2065 Fund

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.

For tax purposes, at September 30, 2017, the fund had $73,000 of ordinary income available for distribution. The fund had available capital losses totaling $10,000 that may be carried forward indefinitely to offset future net capital gains.

At September 30, 2017, the cost of investment securities for tax purposes was $18,605,000. Net unrealized appreciation of investment securities for tax purposes was $338,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:  
  July 12, 20171 to
  September 30, 2017
  Shares
  (000)
Issued 969
Issued in Lieu of Cash Distributions
Redeemed (56)
Net Increase (Decrease) in Shares Outstanding 913
1 Inception.  

 

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Target Retirement 2065 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:  
 
          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund NA2 NA 2 101
Vanguard Total                
Bond Market II                
Index Fund 1,420 102 (3) 4 1,315
Vanguard Total                
International Bond                
Index Fund 608 44 564
Vanguard Total                
International Stock Index              
Fund Investor Shares 7,211 524 (3) 113 32 6,797
Vanguard Total                
International Stock                
Index Fund ETF Shares3 583 583
Vanguard Total Stock                
Market Index Fund                
Investor Shares 10,682 735 (9) 228 37 10,166
Vanguard Total                
Stock Market Index                
Fund ETF Shares3 1,480 1,480
Total 21,984 3,468 (12) 338 73 18,943

1 Inception.
2 Not applicable—purchases and sales are for temporary cash investment purposes.
3 The fund invested in ETF shares during the period, but sold their positions before the period end.

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, 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 Chester Funds and the Shareholders of Vanguard Target Retirement 2040 Fund, Vanguard Target Retirement 2045 Fund, Vanguard Target Retirement 2050 Fund, Vanguard Target Retirement 2055 Fund, Vanguard Target Retirement 2060 Fund and Vanguard Target Retirement 2065 Fund In our opinion, the accompanying statements of net assets and statements 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 Target Retirement 2040 Fund, Vanguard Target Retirement 2045 Fund, Vanguard Target Retirement 2050 Fund, Vanguard Target Retirement 2055 Fund, Vanguard Target Retirement 2060 Fund and Vanguard Target Retirement 2065 Fund (constituting separate portfolios of Vanguard Chester Funds, hereafter referred to as the “Funds”) as of September 30, 2017, the results of operations for the year then ended, the changes in 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 for Vanguard Target Retirement 2040 Fund, Vanguard Target Retirement 2045 Fund, Vanguard Target Retirement 2050 Fund, Vanguard Target Retirement 2055 Fund and Vanguard Target Retirement 2060 Fund, and the results of operations, the changes in net assets and the financial highlights for the period July 12, 2017 (commencement of operations) through September 30, 2017 for Vanguard Target Retirement 2065 Fund, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of September 30, 2017 by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

November 13, 2017

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Special 2017 tax information (unaudited) for Vanguard Target Retirement Funds

This information for the fiscal year ended September 30, 2017, is included pursuant to provisions of the Internal Revenue Code.

The funds distributed capital gain dividends (from net long-term capital gains) to shareholders during the fiscal year as follows:

Fund ($000)
Target Retirement 2040 Fund 62,104
Target Retirement 2045 Fund 72,375
Target Retirement 2050 Fund 8,763
Target Retirement 2055 Fund
Target Retirement 2060 Fund
Target Retirement 2065 Fund

 

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

The funds distributed qualified dividend income to shareholders during the fiscal year as follows:

Fund ($000)
Target Retirement 2040 Fund 255,055
Target Retirement 2045 Fund 240,162
Target Retirement 2050 Fund 143,886
Target Retirement 2055 Fund 54,638
Target Retirement 2060 Fund 18,351
Target Retirement 2065 Fund

 

For corporate shareholders, the percentage of investment income (dividend income plus short-term gains, if any) that qualifies for the dividends-received deduction is as follows:

Fund Percentage
Target Retirement 2040 Fund 37.2%
Target Retirement 2045 Fund 38.3
Target Retirement 2050 Fund 38.7
Target Retirement 2055 Fund 39.1
Target Retirement 2060 Fund 39.1
Target Retirement 2065 Fund 44.9

 

76


 

The funds designate to shareholders foreign source income and foreign taxes paid as follows:

  Foreign Source Income Foreign Taxes Paid
Fund ($000) ($000)
Target Retirement 2040 Fund 215,930 13,523
Target Retirement 2045 Fund 201,361 12,751
Target Retirement 2050 Fund 128,145 8,125
Target Retirement 2055 Fund 50,330 3,196
Target Retirement 2060 Fund 17,947 1,142
Target Retirement 2065 Fund

 

Shareholders will receive more detailed information with their Form 1099-DIV in January 2018 to determine the calendar-year amounts to be included on their 2017 tax returns.

77


 

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 2017. (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: Target Retirement Funds      
Periods Ended September 30, 2017      
  One Five Ten
  Year Years Years
Target Retirement 2040 Fund      
Returns Before Taxes 16.26% 10.80% 5.73%
Returns After Taxes on Distributions 15.52 10.18 5.21
Returns After Taxes on Distributions and Sale of Fund Shares 9.53 8.44 4.45
 
 
  One Five Ten
  Year Years Years
Target Retirement 2045 Fund      
Returns Before Taxes 16.84% 10.91% 5.77%
Returns After Taxes on Distributions 16.09 10.26 5.22
Returns After Taxes on Distributions and Sale of Fund Shares 9.88 8.53 4.48
 
 
  One Five Ten
  Year Years Years
Target Retirement 2050 Fund      
Returns Before Taxes 16.84% 10.91% 5.78%
Returns After Taxes on Distributions 16.21 10.34 5.27
Returns After Taxes on Distributions and Sale of Fund Shares 9.82 8.54 4.49

 

78


 

Average Annual Total Returns: Target Retirement Funds      
Periods Ended September 30, 2017      
 
      Since
  One Five Inception
  Year Years (8/18/2010)
Target Retirement 2055 Fund      
Returns Before Taxes 16.86% 10.88% 11.27%
Returns After Taxes on Distributions 16.24 10.38 10.82
Returns After Taxes on Distributions and Sale of Fund Shares 9.82 8.54 9.05
 
      Since
  One Five Inception
  Year Years (1/19/2012)
Target Retirement 2060 Fund      
Returns Before Taxes 16.84% 10.87% 11.10%
Returns After Taxes on Distributions 16.22 10.41 10.69
Returns After Taxes on Distributions and Sale of Fund Shares 9.81 8.54 8.80

 

The Target Retirement 2065 Fund is not listed because the fund has operated for less than one year.

79


 

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 typical fund’s expenses are expressed as a percentage of its average net assets. The Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (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 costs were calculated using the acquired fund fees and expenses for each Target Retirement Fund.

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 September 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  3/31/2017 9/30/2017 Period
Based on Actual Fund Return      
Target Retirement 2040 Fund1 $1,000.00 $1,162.57 $0.81
Target Retirement 2045 Fund1 $1,000.00 $1,168.36 $0.82
Target Retirement 2050 Fund1 $1,000.00 $1,168.38 $0.82
Target Retirement 2055 Fund1 $1,000.00 $1,168.56 $0.82
Target Retirement 2060 Fund1 $1,000.00 $1,168.38 $0.82
Target Retirement 2065 Fund2 $1,000.00 $1,039.50 $0.34
Based on Hypothetical 5% Yearly Return      
Target Retirement 2040 Fund1 $1,000.00 $1,024.32 $0.76
Target Retirement 2045 Fund1 $1,000.00 $1,024.32 $0.76
Target Retirement 2050 Fund1 $1,000.00 $1,024.32 $0.76
Target Retirement 2055 Fund1 $1,000.00 $1,024.32 $0.76
Target Retirement 2060 Fund1 $1,000.00 $1,024.32 $0.76
Target Retirement 2065 Fund2 $1,000.00 $1,010.63 $0.33

 

1 The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for the period are (in order as listed from top to bottom above) 0.15%, 0.15%, 0.15%, 0.15%, and 0.15%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized average weighted expense ratio for the underlying funds 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 (183/365).

2 The calculation is based on the acquired fund fees and expenses for the most recent six-month period. The fund’s annualized expense figure for the period is 0.15%. The dollar amount shown as ”Expenses Paid” is equal to the annualized average weighted expense ratio for the underlying funds multiplied by the average account value over the period, multiplied by the number of days in the period since inception July 12, 2017, to September 30, 2017, then divided by the number of days in the 12-month period (81/365).

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Glossary

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

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another fund.

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.

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.

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.

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.

Benchmark Information

Spliced Mixed-Asset Target 2055+ Funds Average: Mixed-Asset Target 2050 Funds Average through August 31, 2013; Mixed-Asset Target 2055+ Funds Average thereafter.

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Target 2040 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2045 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2050 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2055 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2060 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2065 Composite Index: Derived by applying the Target Retirement 2065 Fund’s target asset allocation to the results of the following benchmarks: the FTSE Global All Cap ex US Index for international stocks, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index for U.S. bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index for international bonds, and the CRSP US Total Market Index for U.S. stocks. International stock benchmark returns are adjusted for withholding taxes.

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BLOOMBERG is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (BISL) (collectively, Bloomberg), or Bloomberg’s licensors, own all proprietary rights in the Bloomberg Barclays U.S. Aggregate Bond Index, Bloomberg Barclays U.S. Aggregate Float Adjusted Index, and the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index (USD Hedged) (the Indices or Bloomberg Barclays Indices).

Neither Barclays Bank Plc, Barclays Capital Inc., or any affiliate (collectively Barclays) or Bloomberg is the issuer or producer of the Target Retirement Funds (including the Total Bond Market II Index Fund and the Total International Bond Index Fund) and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to investors in the Target Retirement Funds. The Indices are licensed for use by The Vanguard Group, Inc. (Vanguard) as the sponsor of the Target Retirement Funds. Bloomberg and Barclays’ only relationship with Vanguard in respect to the Indices is the licensing of the Indices, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or the Target Retirement Funds or the owners of the Target Retirement Funds.

Additionally, Vanguard may for itself execute transaction(s) with Barclays in or relating to the Indices in connection with the Target Retirement Funds. Investors acquire the Target Retirement Funds from Vanguard and investors neither acquire any interest in the Indices nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon making an investment in the Target Retirement Funds. The Target Retirement Funds are not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied regarding the advisability of investing in the Target Retirement Funds or the advisability of investing in securities generally or the ability of the Indices to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of the Target Retirement Funds with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Target Retirement Funds to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of the Target Retirement Funds or any other third party into consideration in determining, composing or calculating the Indices. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of the Target Retirement Funds.

The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties. In addition, the licensing agreement between Vanguard and Bloomberg is solely for the benefit of Vanguard and Bloomberg and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties.

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NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, INVESTORS OR TO OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE INVESTORS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY

OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS INDICES, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO ANY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS AND EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO THE TARGET RETIREMENT FUNDS.

None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank Plc. Barclays Bank Plc is registered in England No. 1026167. Registered office 1 Churchill Place London E14 5HP.

© 2017 Bloomberg. Used with Permission.

Source: Bloomberg Index Services Limited. Copyright 2017, Bloomberg. All rights reserved.

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The People Who Govern Your Fund

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

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

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. 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.

Interested Trustee1

F. William McNabb III

Born 1957. Trustee Since July 2009. Chairman of the Board. Principal Occupation(s) During the Past Five Years and Other Experience: Chairman of the Board of The Vanguard Group, Inc., and of each of the investment companies served by The Vanguard Group, since January 2010; Chief Executive Officer and Director of The Vanguard Group and President and Chief Executive Officer of each of the investment companies served by The Vanguard Group, since 2008; Director of Vanguard Marketing Corporation; President of The Vanguard Group (2008–2017); Managing Director of The Vanguard Group (1995–2008).

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services);

Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

Born 1945. Trustee Since December 2001.2 Principal Occupation(s) During the Past Five Years and Other Experience: Chairman and Chief Executive Officer (retired 2009) and President (2006–2008) of Rohm and Haas Co. (chemicals); Director of Arconic Inc. (diversified manufacturer), HP Inc. (printer and personal computer manufacturing), and Delphi Automotive plc (automotive components); Senior Advisor at New Mountain Capital.

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne

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.


 

Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

Born 1950. Trustee Since July 1998. Principal Occupation(s) During the Past Five Years and Other Experience: Corporate Vice President and Member of the Executive Committee (1997–2008), Chief Global Diversity Officer (retired 2008), Vice President and Chief Information Officer (1997–2006), Controller (1995–1997), Treasurer (1991–1995), and Assistant Treasurer (1989–1991) of Johnson & Johnson (pharmaceuticals/medical devices/ consumer products); Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation; Member of the Advisory Board of the Institute for Women’s Leadership at Rutgers University.

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

Born 1953. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Senior Vice President and Chief Financial Officer (retired 2013) at IBM (information technology services); Fiduciary Member of IBM’s Retirement Plan Committee (2004–2013); Member of the Council on Chicago Booth.

Scott C. Malpass

Born 1962. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Chief Investment Officer and Vice President at the University of Notre Dame; Assistant Professor of Finance at the Mendoza College of Business at Notre Dame; Member of the Notre Dame 403(b) Investment Committee, the Board of Advisors for Spruceview Capital Partners, the Board of Catholic Investment Services, Inc. (investment advisor), and the Board of Superintendence of the Institute for the Works of Religion; Chairman of the Board of TIFF Advisory Services, Inc. (investment advisor).

André F. Perold

Born 1952. Trustee Since December 2004. Principal Occupation(s) During the Past Five Years and Other Experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011); Chief Investment Officer and Co-Managing Partner of HighVista Strategies LLC (private investment firm); Overseer of the Museum of Fine Arts Boston.

Peter F. Volanakis

Born 1955. Trustee Since July 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2010) of Corning Incorporated (communications equipment); Chairman of the Board of Trustees of Colby-Sawyer College; Member of the Board of Hypertherm, Inc. (industrial cutting systems, software, and consumables).


 

Executive Officers

Glenn Booraem

Born 1967. Investment Stewardship Officer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Treasurer (2015–2017), Controller (2010–2015), and Assistant Controller (2001–2010) of each of the investment companies served by The Vanguard Group.

Thomas J. Higgins

Born 1957. Chief Financial Officer Since September 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Chief Financial Officer of each of the investment companies served by The Vanguard Group; Treasurer of each of the investment companies served by The Vanguard Group (1998–2008).

Peter Mahoney

Born 1974. Controller Since May 2015. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Controller of each of the investment companies served by The Vanguard Group; Head of International Fund Services at The Vanguard Group (2008–2014).

Anne E. Robinson

Born 1970. Secretary Since September 2016. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; General Counsel of The Vanguard Group; Secretary of The Vanguard Group and of each of the investment companies served by The Vanguard Group; Director and Senior Vice President of Vanguard Marketing Corporation; Managing Director and General Counsel of Global Cards and Consumer Services at Citigroup (2014–2016); Counsel at American Express (2003–2014).

Michael Rollings

Born 1963. Treasurer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; Treasurer of each of the investment companies served by The Vanguard Group; Director of Vanguard Marketing Corporation; Executive Vice President and Chief Financial Officer of MassMutual Financial Group (2006–2016).

Vanguard Senior Management Team
 
Mortimer J. Buckley Chris D. McIsaac
Gregory Davis James M. Norris
John James Thomas M. Rampulla
Martha G. King Karin A. Risi
John T. Marcante  
 
 
Chairman Emeritus and Senior Advisor
 
John J. Brennan  
Chairman, 1996–2009  
Chief Executive Officer and President, 1996–2008
 
 
Founder  
 
John C. Bogle  
Chairman and Chief Executive Officer, 1974–1996

 


 

 

 
P.O. Box 2600
Valley Forge, PA 19482-2600

 

Connect with Vanguard® > vanguard.com

Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q3080B 112017

 


 
Annual Report | September 30, 2017
 
Vanguard Institutional Target
Retirement Funds
Vanguard Institutional Target Retirement Income Fund
Vanguard Institutional Target Retirement 2015 Fund
Vanguard Institutional Target Retirement 2020 Fund
Vanguard Institutional Target Retirement 2025 Fund
Vanguard Institutional Target Retirement 2030 Fund
Vanguard Institutional Target Retirement 2035 Fund

 


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

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

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control. We believe there is no wiser course for any investor.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Institutional Target Retirement Income Fund. 7
Institutional Target Retirement 2015 Fund. 19
Institutional Target Retirement 2020 Fund. 31
Institutional Target Retirement 2025 Fund. 42
Institutional Target Retirement 2030 Fund. 54
Institutional Target Retirement 2035 Fund. 65
About Your Fund’s Expenses. 80
Glossary. 82

 

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: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs, stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• For the 12 months ended September 30, 2017, the six Vanguard Institutional Target Retirement Funds covered in this report recorded returns ranging from 5.30% for the Target Retirement Income Fund to 14.85% for the Target Retirement 2035 Fund. (The funds with retirement dates of 2040 through 2065 are covered in a separate report.)

• Each fund posted returns that were in line with those of its benchmark after expenses. And each fund except the Institutional Target Retirement Income Fund and the Institutional Target Retirement 2015 Fund surpassed the average return of its peers.

• Vanguard Target Retirement Funds are designed to reach an allocation of 70% bonds and 30% stocks within seven years after their target dates.

• Please note, during the third quarter the Institutional Target Retirement 2010 Fund was merged with the Institutional Target Retirement Income Fund, as their asset allocations became identical.

Total Returns: Fiscal Year Ended September 30, 2017  
  Total
  Returns
Vanguard Institutional Target Retirement Income Fund 5.30%
Target Income Composite Index 5.44
Mixed-Asset Target Today Funds Average 5.95
Mixed-Asset Target Today Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2015 Fund 8.02%
Target 2015 Composite Index 8.16
Mixed-Asset Target 2015 Funds Average 8.04
Mixed-Asset Target 2015 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2020 Fund 10.17%
Target 2020 Composite Index 10.32
Mixed-Asset Target 2020 Funds Average 8.26
Mixed-Asset Target 2020 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2025 Fund 11.85%
Target 2025 Composite Index 11.97
Mixed-Asset Target 2025 Funds Average 10.44
Mixed-Asset Target 2025 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

  Total
  Returns
Vanguard Institutional Target Retirement 2030 Fund 13.27%
Target 2030 Composite Index 13.44
Mixed-Asset Target 2030 Funds Average 12.14
Mixed-Asset Target 2030 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2035 Fund 14.85%
Target 2035 Composite Index 14.94
Mixed-Asset Target 2035 Funds Average 14.35
Mixed-Asset Target 2035 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
For a benchmark description, see the Glossary.  

 

Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

2


 

Chairman’s Perspective


Bill McNabb

Chairman and Chief Executive Officer

Dear Shareholder,

Our investors depend on Vanguard to be a responsible steward of their assets. This includes our obvious responsibilities—managing the funds, offering investment perspectives and advice, and assisting with questions and transactions.

But because a long-term perspective informs every aspect of our investment approach, we also work on your behalf in less obvious ways, such as by advocating for responsible governance among the companies in which Vanguard funds invest. Vanguard’s index funds are essentially permanent owners of thousands of publicly traded companies, and we have a special obligation to be engaged stewards actively focused on the long term.

Simply put, we believe that well-governed companies are more likely to perform well over the long run.

Although Vanguard has always been an advocate for strong corporate governance, we have expanded our efforts recently as our investor base continues to grow. Our Investment Stewardship team has doubled in size since 2015, and we continue to add analysts, researchers, and operations team members. The team guides our engagement activities and our funds’ proxy voting by analyzing corporate governance practices in companies around the world.

3


 

Our four Investment Stewardship pillars

As we evaluate company responsiveness to governance matters, including environmental and social concerns, we focus on four key areas—what we call our Investment Stewardship pillars:

The board: A high-functioning, well-composed, independent, diverse, and experienced board with effective ongoing evaluation practices.

Governance structures: Provisions and structures that empower shareholders and protect their rights.

Appropriate compensation: Pay that incentivizes relative outperformance over the long term.

Risk oversight: Effective, integrated, and ongoing oversight of relevant industry-and company-specific risks.

Guided by these pillars, our Investment Stewardship team conducted more than 950 engagements, or discussions, with company directors and leaders worldwide during the 12 months ended June 30, 2017.

Market Barometer      
    Average Annual Total Returns
  Periods Ended September 30, 2017
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 18.54% 10.63% 14.27%
Russell 2000 Index (Small-caps) 20.74 12.18 13.79
Russell 3000 Index (Broad U.S. market) 18.71 10.74 14.23
FTSE All-World ex US Index (International) 19.49 5.11 7.35
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 0.07% 2.71% 2.06%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 0.87 3.19 3.01
Citigroup Three-Month U.S. Treasury Bill Index 0.64 0.28 0.18
 
CPI      
Consumer Price Index 2.23% 1.22% 1.30%

 

4


 

We also cast more than 171,000 votes on behalf of Vanguard funds at more than 18,000 shareholder meetings.

Gender diversity on boards and climate risk

As we engage with companies, we are devoting increased attention to two specific topics. The first is gender diversity on boards. It’s no secret that the right combination of talent, skills, and experience leads to better results, so we pay close attention to how company boards are structured and managed, and how they evolve.

In recent years, a growing body of research has demonstrated that greater diversity on boards can lead to improved governance and company performance. We are advocating for boards to incorporate diverse perspectives and experience into their strategic planning and decision-making. One example of our commitment to more diverse boards is our participation in the 30% Club, a global coalition working to increase the representation of women in boardrooms and leadership roles.

The second issue is climate risk. We will continue to engage with companies to understand their responses to this risk. Regardless of one’s perspective on the issue, the potential is real for changing regulations, demographics, and consumption behavior to affect business results for companies in many sectors.

We want to ensure that such business and regulatory risks are sufficiently disclosed so investors can value companies appropriately. In the past year, we have voted for shareholder proposals at several energy companies that called for management to improve its climate risk assessment and planning, and we will consider supporting similar proposals if we believe they are beneficial to long-term shareholder value. When a proposal from a shareholder presents a strong case for change, we’re more than willing to fully consider it. And even if the case falls short, these proposals often catalyze a discussion that generates meaningful change over time.

In addition to considering activists’ proposals, we consult research providers and our own network of experts. When we detect material risks to a company’s long-term value (such as bad leadership, poor disclosure, misaligned compensation structures, or threats to shareholder rights), we act with our voice and our vote.

Our stewardship reflects our mission

But we don’t act as independent agents with our own agenda. Every time we speak with a company chairman, CEO, or director, we’re acutely aware of the role we play in representing the economic interests of more than 20 million Vanguard investors. So you can expect us to speak out when we detect threats to the economic interests of our shareholders.

5


 

We take positions on these matters not because they are inherently good or noble but because they are tied to the long-term economic value of your funds’ investments.

You trust us to represent your interests across the globe. You can be confident we act on that responsibility with the seriousness and dedication it deserves.

To learn more about our Investment Stewardship program, including how our funds have voted, visit https://about. vanguard.com/investment-stewardship/.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
October 13, 2017

6


 

Institutional Target Retirement Income Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VITRX
30-Day SEC Yield 1.87%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II  
Index Fund Investor Shares 37.7%
Vanguard Total Stock Market Index  
Fund Institutional Shares 18.1
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Admiral Shares 16.7
Vanguard Total International Bond  
Index Fund Admiral Shares 15.5
Vanguard Total International Stock  
Index Fund Investor Shares 12.0

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement Income Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

7


 

Institutional Target Retirement Income 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement Income      
Fund* 5.30% 4.55% $110,599,325
Target Income Composite Index 5.44 4.68 110,912,895
Mixed-Asset Target Today Funds      
Average 5.95 4.24 109,854,353
Bloomberg Barclays U.S. Aggregate      
Bond Index 0.07 3.13 107,232,572

For a benchmark description, see the Glossary.
Mixed-Asset Target Today Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

8


 

Institutional Target Retirement Income Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


9


 

Institutional Target Retirement Income Fund

Financial Statements

Statement of Net Assets

As of September 30, 2017

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)
Investment Companies (99.8%)    
U.S. Stock Fund (18.1%)    
Vanguard Total Stock Market Index Fund Institutional Shares 14,453,855 911,460
 
International Stock Fund (11.9%)    
Vanguard Total International Stock Index Fund Investor Shares 34,204,705 600,976
 
U.S. Bond Funds (54.3%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 176,330,147 1,895,549
Vanguard Short-Term Inflation-Protected Securities Index Fund    
Admiral Shares 33,950,651 841,637
    2,737,186
International Bond Fund (15.5%)    
Vanguard Total International Bond Index Fund Admiral Shares 35,792,465 779,202
Total Investment Companies (Cost $4,748,773)   5,028,824
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $1,358) 13,575 1,358
Total Investments (99.8%) (Cost $4,750,131)   5,030,182
Other Assets and Liabilities (0.2%)    
Other Assets   52,719
Liabilities   (43,910)
    8,809
Net Assets (100%)    
Applicable to 236,872,312 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   5,038,991
Net Asset Value Per Share   $21.27

 

10


 

Institutional Target Retirement Income Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 5,030,182
Receivables for Accrued Income 4,419
Receivables for Capital Shares Issued 48,295
Other Assets 5
Total Assets 5,082,901
Liabilities  
Payables for Investment Securities Purchased 22,044
Payables for Capital Shares Redeemed 21,866
Total Liabilities 43,910
Net Assets 5,038,991
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 4,756,163
Undistributed Net Investment Income 2,096
Accumulated Net Realized Gains 681
Unrealized Appreciation (Depreciation) 280,051
Net Assets 5,038,991

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

11


 

Institutional Target Retirement Income Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 55,222
Other Income 33
Net Investment Income—Note B 55,255
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 844
Affiliated Investment Securities Sold 1,655
Realized Net Gain (Loss) 2,499
Change in Unrealized Appreciation (Depreciation) of Investment Securities 99,003
Net Increase (Decrease) in Net Assets Resulting from Operations 156,757

 

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

12


 

Institutional Target Retirement Income Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 55,255 28,797
Realized Net Gain (Loss) 2,499 661
Change in Unrealized Appreciation (Depreciation) 99,003 87,221
Net Increase (Decrease) in Net Assets Resulting from Operations 156,757 116,679
Distributions    
Net Investment Income (54,657) (27,795)
Realized Capital Gain1 (952) (68)
Total Distributions (55,609) (27,863)
Capital Share Transactions    
Issued 1,997,355 1,311,304
Issued in Connection with Acquisition of    
Vanguard Institutional Target Retirement 2010 Fund—Note F 1,874,542
Issued in Lieu of Cash Distributions 55,149 27,701
Redeemed (1,019,703) (240,274)
Net Increase (Decrease) from Capital Share Transactions 2,907,343 1,098,731
Total Increase (Decrease) 3,008,491 1,187,547
Net Assets    
Beginning of Period 2,030,500 842,953
End of Period2 5,038,991 2,030,500

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $688,000 and $68,000, 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 $2,096,000 and $1,498,000.

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

13


 

Institutional Target Retirement Income Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.60 $19.46 $20.00
Investment Operations      
Net Investment Income . 404 2 .341 .1112
Capital Gain Distributions Received .006 2 .010
Net Realized and Unrealized Gain (Loss) on Investments .667 1.127 (.599)
Total from Investment Operations 1.077 1.478 (.488)
Distributions      
Dividends from Net Investment Income (.398) (.337) (.052)
Distributions from Realized Capital Gains (.009) (.001)
Total Distributions (.407) (.338) (.052)
Net Asset Value, End of Period $21.27 $20.60 $19.46
 
Total Return 5.30% 7.66% -2.44%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $5,039 $2,031 $843
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.09% 0.10%3
Ratio of Net Investment Income to Average Net Assets 1.94% 1.83% 1.99%3
Portfolio Turnover Rate 7% 7% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

14


 

Institutional Target Retirement Income Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement Income Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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.

15


 

Institutional Target Retirement Income Fund

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

For tax purposes, at September 30, 2017, the fund had $2,382,000 of ordinary income and $395,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $4,750,131,000. Net unrealized appreciation of investment securities for tax purposes was $280,051,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

16


 

Institutional Target Retirement Income Fund    
 
 
 
 
E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 95,617 65,895
Issued in Connection with Acquisition of Vanguard Institutional    
Target Retirement 2010 Fund 88,677
Issued in Lieu of Cash Distributions 2,657 1,381
Redeemed (48,625) (12,038)
Net Increase (Decrease) in Shares Outstanding 138,326 55,238

 

At September 30, 2017, one shareholder was the record or beneficial owner of 29% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

F. On July 21, 2017, the fund acquired all the net assets of Vanguard Institutional Target Retirement 2010 Fund pursuant to a plan of reorganization approved by the funds’ board of trustees. The purpose of the transaction was to combine two funds with comparable investment objectives. The acquisition was accomplished by a tax-free exchange of 88,677,000 shares of the fund for 89,056,000 shares of the Vanguard Institutional Target Retirement 2010 Fund outstanding as of the close of business on July 21, 2017. The Vanguard Institutional Target Retirement 2010 Fund’s net assets as of the close of business on July 21, 2017, of $1,874,542,000, including $111,122,000 of unrealized appreciation, were combined with the fund’s net assets. The net assets of the fund immediately before the acquisition were $2,936,988,000. The net assets of the fund immediately following the acquisition were $4,811,530,000.

Assuming that the acquisition had been completed on October 1, 2016, the beginning of the fund’s reporting period, the fund’s pro forma results of operations for the year ended September 30, 2017, would be:

  ($000)
Net Investment Income 86,895
Realized Net Gain (Loss) 10,268
Change in Unrealized Appreciation (Depreciation) 146,955
Net Increase (Decrease) in Net Assets Resulting from Operations 244,118

 

Because the combined funds have been managed as a single integrated fund since the acquisition was completed, it is not practical to separate the results of operations of Vanguard Institutional Target Retirement 2010 Fund that have been included in the fund’s statement of operations since July 21, 2017.

17


 

Institutional Target Retirement Income Fund

G. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund NA1 NA1 4 1,358
Vanguard Short-Term              
Inflation-Protected                
Securities Index                
Fund 338,055 508,711 9,267 4,138 2,620 841,637
Vanguard Total                
Bond Market II                
Index Fund 750,039 1,254,648 92,814 (16,324) 25,354 844 1,895,549
Vanguard Total                
International Bond                
Index Fund 328,408 454,542 2,401 (1,347) 7,254 779,202
Vanguard Total                
International Stock                
Index Fund 242,762 301,861 31,067 114 87,306 9,583 600,976
Vanguard Total Stock              
Market Index Fund 365,313 483,817 75,563 1,541 136,352 10,407 911,460
Total 2,024,577  3,003,579 2 211,112 1,655 210,1252 55,222 844 5,030,182

1 Not applicable—purchases and sales are for temporary cash investment purposes.

2 Includes securities of $1,754,030,000 and unrealized appreciation of $111,122,000 related to the acquisition of the Vanguard Institutional Target Retirement 2010 Fund. See Note F.

H. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

18


 

Institutional Target Retirement 2015 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VITVX
30-Day SEC Yield 1.95%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Bond Market II  
Index Fund Investor Shares 32.1%
Vanguard Total Stock Market Index  
Fund Institutional Shares 26.1
Vanguard Total International Stock  
Index Fund Investor Shares 17.4
Vanguard Total International Bond  
Index Fund Admiral Shares 13.4
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Admiral Shares 11.0

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2015 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

19


 

Institutional Target Retirement 2015 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2015      
Fund* 8.02% 5.28% $112,354,297
Target 2015 Composite Index 8.16 5.44 112,723,969
Mixed-Asset Target 2015 Funds      
Average 8.04 4.86 111,347,662
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2015 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

20


 

Institutional Target Retirement 2015 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


21


 

Institutional Target Retirement 2015 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.9%)    
U.S. Stock Fund (26.1%)    
Vanguard Total Stock Market Index Fund Institutional Shares 31,503,750 1,986,626
 
International Stock Fund (17.4%)    
Vanguard Total International Stock Index Fund Investor Shares 75,333,309 1,323,606
 
U.S. Bond Funds (43.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 227,166,972 2,442,045
Vanguard Short-Term Inflation-Protected Securities Index Fund    
Admiral Shares 33,700,391 835,433
    3,277,478
International Bond Fund (13.4%)    
Vanguard Total International Bond Index Fund Admiral Shares 46,785,696 1,018,525
Total Investment Companies (Cost $6,994,328)   7,606,235
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $1) 14 1
Total Investments (99.9%) (Cost $6,994,329)   7,606,236
Other Assets and Liabilities (0.1%)    
Other Assets   57,098
Liabilities   (49,114)
    7,984
Net Assets (100%)    
Applicable to 348,156,852 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   7,614,220
Net Asset Value Per Share   $21.87

 

22


 

Institutional Target Retirement 2015 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 7,606,236
Receivables for Investment Securities Sold 9,817
Receivables for Accrued Income 5,726
Receivables for Capital Shares Issued 41,555
Total Assets 7,663,334
Liabilities  
Payables for Investment Securities Purchased 7,825
Payables for Capital Shares Redeemed 37,371
Other Liabilities 3,918
Total Liabilities 49,114
Net Assets 7,614,220
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 6,903,956
Undistributed Net Investment Income 92,190
Accumulated Net Realized Gains 6,167
Unrealized Appreciation (Depreciation) 611,907
Net Assets 7,614,220

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

23


 

Institutional Target Retirement 2015 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 141,091
Net Investment Income—Note B 141,091
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 2,041
Affiliated Investment Securities Sold 6,498
Futures Contracts 15
Realized Net Gain (Loss) 8,554
Change in Unrealized Appreciation (Depreciation) of Investment Securities 393,230
Net Increase (Decrease) in Net Assets Resulting from Operations 542,875

 

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

24


 

Institutional Target Retirement 2015 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 141,091 97,172
Realized Net Gain (Loss) 8,554 1,159
Change in Unrealized Appreciation (Depreciation) 393,230 317,514
Net Increase (Decrease) in Net Assets Resulting from Operations 542,875 415,845
Distributions    
Net Investment Income (115,625) (31,436)
Realized Capital Gain1 (3,156) (207)
Total Distributions (118,781) (31,643)
Capital Share Transactions    
Issued 2,199,372 3,476,404
Issued in Lieu of Cash Distributions 118,060 31,604
Redeemed (1,150,053) (659,666)
Net Increase (Decrease) from Capital Share Transactions 1,167,379 2,848,342
Total Increase (Decrease) 1,591,473 3,232,544
Net Assets    
Beginning of Period 6,022,747 2,790,203
End of Period2 7,614,220 6,022,747

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $1,791,000 and $207,000, 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 $92,190,000 and $72,225,000.

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

25


 

Institutional Target Retirement 2015 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.64 $19.06 $20.00
Investment Operations      
Net Investment Income . 433 2 .345 .1242
Capital Gain Distributions Received .006 2 .008
Net Realized and Unrealized Gain (Loss) on Investments 1.182 1.380 (1.064)
Total from Investment Operations 1.621 1.733 (.940)
Distributions      
Dividends from Net Investment Income (.381) (.152)
Distributions from Realized Capital Gains (.010) (.001)
Total Distributions (.391) (.153)
Net Asset Value, End of Period $21.87 $20.64 $19.06
 
Total Return 8.02% 9.14% -4.70%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $7,614 $6,023 $2,790
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.09% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.07% 2.04% 2.21%3
Portfolio Turnover Rate 10% 10% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

26


 

Institutional Target Retirement 2015 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2015 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Futures Contracts: The fund uses stock and bond futures contracts to a limited extent, with the objectives of maintaining full exposure to the market and maintaining its target asset allocation. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of investments 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 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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the year ended September 30, 2017, 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 the notional amounts at each quarter-end during the period. The fund had no open futures contracts at September 30, 2017.

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 (September 30, 2015–2017), 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. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the

27


 

Institutional Target Retirement 2015 Fund

fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

6. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

28


 

Institutional Target Retirement 2015 Fund

D. 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.

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 $5,501,000 from undistributed net investment income and $251,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $94,715,000 of ordinary income and $3,642,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $6,994,329,000. Net unrealized appreciation of investment securities for tax purposes was $611,907,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 105,356 177,151
Issued in Lieu of Cash Distributions 5,871 1,623
Redeemed (54,838) (33,396)
Net Increase (Decrease) in Shares Outstanding 56,389 145,378

 

At September 30, 2017, one shareholder was the record or beneficial owner of 31% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

29


 

Institutional Target Retirement 2015 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 56 NA1 NA1 7 1
Vanguard Short-Term              
Inflation-Protected                
Securities 583,720 269,197 15,995 (1,489) 4,544 835,433
Vanguard Total                
Bond Market II                
Index Fund 1,852,305 839,792 205,140 (44,912) 51,381 2,041 2,442,045
Vanguard Total                
International Bond                
Index Fund 813,923 233,940 9,769 (19,569) 15,216 1,018,525
Vanguard Total                
International Stock                
Index Fund 1,106,773 173,692 145,252 796 187,597 33,730 1,323,606
Vanguard Total                
Stock Market                
Index Fund 1,656,707 326,677 274,063 5,702 271,603 36,213 1,986,626
Total 6,013,484 1,843,298 650,219 6,498 393,230 141,091 2,041 7,606,236
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

30


 

Institutional Target Retirement 2020 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VITWX
30-Day SEC Yield 2.05%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 33.3%
Vanguard Total Bond Market II  
Index Fund Investor Shares 28.8
Vanguard Total International Stock  
Index Fund Investor Shares 22.0
Vanguard Total International Bond  
Index Fund Admiral Shares 12.1
Vanguard Short-Term  
Inflation-Protected Securities Index  
Fund Admiral Shares 3.8

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2020 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

31


 

Institutional Target Retirement 2020 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2020      
Fund* 10.17% 6.09% $114,325,588
Target 2020 Composite Index 10.32 6.26 114,736,921
Mixed-Asset Target 2020 Funds      
Average 8.26 4.67 110,890,435
MSCI US Broad Market Index 18.67 10.09 124,295,206

 

For a benchmark description, see the Glossary.

Mixed-Asset Target 2020 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

32


 

Institutional Target Retirement 2020 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


33


 

Institutional Target Retirement 2020 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (33.3%)    
Vanguard Total Stock Market Index Fund Institutional Shares 92,791,412 5,851,427
 
International Stock Fund (22.0%)    
Vanguard Total International Stock Index Fund Investor Shares 219,811,689 3,862,091
 
U.S. Bond Funds (32.6%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 471,247,472 5,065,910
Vanguard Short-Term Inflation-Protected Securities Index Fund    
Admiral Shares 27,025,326 669,958
    5,735,868
International Bond Fund (12.1%)    
Vanguard Total International Bond Index Fund Admiral Shares 97,830,241 2,129,764
Total Investment Companies (Cost $15,975,887)   17,579,150
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $972) 9,724 973
Total Investments (100.0%) (Cost $15,976,859)   17,580,123
Other Assets and Liabilities (0.0%)    
Other Assets   197,699
Liabilities   (191,016)
    6,683
Net Assets (100%)    
Applicable to 791,063,560 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   17,586,806
Net Asset Value Per Share   $22.23

 

34


 

Institutional Target Retirement 2020 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 17,580,123
Receivables for Investment Securities Sold 23,731
Receivables for Accrued Income 11,826
Receivables for Capital Shares Issued 162,142
Total Assets 17,777,822
Liabilities  
Payables for Investment Securities Purchased 110,753
Payables for Capital Shares Redeemed 80,263
Total Liabilities 191,016
Net Assets 17,586,806
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 15,752,422
Undistributed Net Investment Income 225,478
Accumulated Net Realized Gains 5,642
Unrealized Appreciation (Depreciation) 1,603,264
Net Assets 17,586,806

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

35


 

Institutional Target Retirement 2020 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 319,434
Other Income 73
Net Investment Income—Note B 319,507
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 3,757
Affiliated Investment Securities Sold 4,824
Realized Net Gain (Loss) 8,581
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,148,562
Net Increase (Decrease) in Net Assets Resulting from Operations 1,476,650

 

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

36


 

Institutional Target Retirement 2020 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 319,507 197,155
Realized Net Gain (Loss) 8,581 3,648
Change in Unrealized Appreciation (Depreciation) 1,148,562 650,773
Net Increase (Decrease) in Net Assets Resulting from Operations 1,476,650 851,576
Distributions    
Net Investment Income (237,390) (60,615)
Realized Capital Gain1 (5,950) (748)
Total Distributions (243,340) (61,363)
Capital Share Transactions    
Issued 5,982,661 6,547,919
Issued in Lieu of Cash Distributions 241,218 61,249
Redeemed (1,483,882) (621,147)
Net Increase (Decrease) from Capital Share Transactions 4,739,997 5,988,021
Total Increase (Decrease) 5,973,307 6,778,234
Net Assets    
Beginning of Period 11,613,499 4,835,265
End of Period2 17,586,806 11,613,499

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $3,279,000 and $374,000, 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 $225,478,000 and $151,271,000.

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

37


 

Institutional Target Retirement 2020 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.58 $18.84 $20.00
Investment Operations      
Net Investment Income2 .464 .444 .138
Capital Gain Distributions Received 2 .005 .007
Net Realized and Unrealized Gain (Loss) on Investments 1.582 1.453 (1.298)
Total from Investment Operations 2.051 1.904 (1.160)
Distributions      
Dividends from Net Investment Income (.391) (.162)
Distributions from Realized Capital Gains (.010) (.002)
Total Distributions (.401) (.164)
Net Asset Value, End of Period $22.23 $20.58 $18.84
 
Total Return 10.17% 10.16% -5.80%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $17,587 $11,613 $4,835
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.20% 2.25% 2.48%3
Portfolio Turnover Rate 6% 5% 2%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

38


 

Institutional Target Retirement 2020 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2020 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to

39


 

Institutional Target Retirement 2020 Fund

Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $7,910,000 from undistributed net investment income and $144,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $230,023,000 of ordinary income and $1,097,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $15,976,859,000. Net unrealized appreciation of investment securities for tax purposes was $1,603,264,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

40


 

Institutional Target Retirement 2020 Fund    
 
 
 
 
E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 284,709 336,206
Issued in Lieu of Cash Distributions 11,995 3,164
Redeemed (69,990) (31,724)
Net Increase (Decrease) in Shares Outstanding 226,714 307,646

 

At September 30, 2017, one shareholder was the record or beneficial owner of 35% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 2 NA1 NA1 (1) 14 973
Vanguard Short-Term              
Inflation-Protected                
Securities Index                
Fund 259,311 416,359 5,809 97 2,169 669,958
Vanguard Total                
Bond Market II                
Index Fund 3,278,731 2,184,525 322,041 (715) (74,590) 99,424 3,757 5,065,910
Vanguard Total                
International Bond                
Index Fund 1,427,024 736,238 (33,498) 28,495 2,129,764
Vanguard Total                
International                
Stock Index Fund 2,641,993 804,159 106,503 1,188 521,254 91,508 3,862,091
Vanguard Total                
Stock Market                
Index Fund 3,981,250 1,503,984 373,458 4,352 735,299 97,824 5,851,427
Total 11,588,311 5,645,265 807,811 4,824 1,148,562 319,434 3,757 17,580,123
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

41


 

Institutional Target Retirement 2025 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VRIVX
30-Day SEC Yield 2.11%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 38.7%
Vanguard Total Bond Market II  
Index Fund Investor Shares 25.4
Vanguard Total International Stock  
Index Fund Investor Shares 25.4
Vanguard Total International Bond  
Index Fund Admiral Shares 10.5

 

Fund Asset Allocation

 

 

 

1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2025 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

42


 

Institutional Target Retirement 2025 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2025      
Fund* 11.85% 6.59% $115,525,415
Target 2025 Composite Index 11.97 6.74 115,909,442
Mixed-Asset Target 2025 Funds      
Average 10.44 5.47 112,813,667
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2025 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

43


 

Institutional Target Retirement 2025 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


44


 

Institutional Target Retirement 2025 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U. S. Stock Fund (38.7%)    
Vanguard Total Stock Market Index Fund Institutional Shares 132,420,659 8,350,447
 
International Stock Fund (25.4%)    
Vanguard Total International Stock Index Fund Investor Shares 312,212,472 5,485,573
 
U.S. Bond Fund (25.4%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 510,750,993 5,490,573
 
International Bond Fund (10.5%)    
Vanguard Total International Bond Index Fund Admiral Shares 104,514,514 2,275,281
Total Investment Companies (Cost $19,423,018)   21,601,874
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $4,152) 41,513 4,152
Total Investments (100.0%) (Cost $19,427,170)   21,606,026
Other Assets and Liabilities (0.0%)    
Other Assets   152,028
Liabilities   (147,976)
    4,052
Net Assets (100%)    
Applicable to 962,250,430 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   21,610,078
Net Asset Value Per Share   $22.46

 

45


 

Institutional Target Retirement 2025 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 21,606,026
Receivables for Investment Securities Sold 40,195
Receivables for Capital Shares Issued 99,066
Receivables for Accrued Income 12,767
Total Assets 21,758,054
Liabilities  
Payables for Investment Securities Purchased 61,704
Payables for Capital Shares Redeemed 86,272
Total Liabilities 147,976
Net Assets 21,610,078
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 19,140,366
Undistributed Net Investment Income 287,626
Accumulated Net Realized Gains 3,230
Unrealized Appreciation (Depreciation) 2,178,856
Net Assets 21,610,078

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

46


 

Institutional Target Retirement 2025 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 396,685
Other Income 66
Net Investment Income—Note B 396,751
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 3,810
Affiliated Investment Securities Sold 2,238
Futures Contracts 20
Realized Net Gain (Loss) 6,068
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,638,559
Net Increase (Decrease) in Net Assets Resulting from Operations 2,041,378

 

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

47


 

Institutional Target Retirement 2025 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 396,751 230,756
Realized Net Gain (Loss) 6,068 3,521
Change in Unrealized Appreciation (Depreciation) 1,638,559 798,617
Net Increase (Decrease) in Net Assets Resulting from Operations 2,041,378 1,032,894
Distributions    
Net Investment Income (282,158) (69,282)
Realized Capital Gain1 (5,974) (420)
Total Distributions (288,132) (69,702)
Capital Share Transactions    
Issued 7,171,272 7,657,545
Issued in Lieu of Cash Distributions 284,805 69,540
Redeemed (1,225,661) (426,094)
Net Increase (Decrease) from Capital Share Transactions 6,230,416 7,300,991
Total Increase (Decrease) 7,983,662 8,264,183
Net Assets    
Beginning of Period 13,626,416 5,362,233
End of Period2 21,610,078 13,626,416

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $3,311,000 and $420,000, 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 $287,626,000 and $180,129,000.

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

48


 

Institutional Target Retirement 2025 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.48 $18.65 $20.00
Investment Operations      
Net Investment Income2 .480 .452 .140
Capital Gain Distributions Received 2 .005 .006
Net Realized and Unrealized Gain (Loss) on Investments 1.895 1.538 (1.490)
Total from Investment Operations 2.380 1.996 (1.350)
Distributions      
Dividends from Net Investment Income (.392) (.165)
Distributions from Realized Capital Gains (.008) (.001)
Total Distributions (.400) (.166)
Net Asset Value, End of Period $22.46 $20.48 $18.65
 
Total Return 11.85% 10.76% -6.75%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $21,610 $13,626 $5,362
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.27% 2.30% 2.52%3
Portfolio Turnover Rate 4% 4% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

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Institutional Target Retirement 2025 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2025 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Futures Contracts: The fund uses stock and bond futures contracts to a limited extent, with the objectives of maintaining full exposure to the market and maintaining its target asset allocation. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of investments 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 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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the year ended September 30, 2017, 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 the notional amounts at each quarter-end during the period. The fund had no open futures contracts at September 30, 2017.

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 (September 30, 2015–2017), 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. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating

50


 

Institutional Target Retirement 2025 Fund

funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and borne by the funds in which the fund invests (see Note B). Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

6. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

51


 

Institutional Target Retirement 2025 Fund

D. 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.

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 $7,096,000 from undistributed net investment income and $59,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $290,856,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $19,427,170,000. Net unrealized appreciation of investment securities for tax purposes was $2,178,856,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 340,218 396,056
Issued in Lieu of Cash Distributions 14,184 3,609
Redeemed (57,419) (21,891)
Net Increase (Decrease) in Shares Outstanding 296,983 377,774

 

At September 30, 2017, one shareholder was the record or beneficial owner of 31% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

52


 

Institutional Target Retirement 2025 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 3,049 NA1 NA1 32 4,152
Vanguard Total                
Bond Market II                
Index Fund 3,312,072 2,664,706 412,513 (1,270) (72,422)  104,247 3,810 5,490,573
Vanguard Total                
International Bond                
Index Fund 1,434,178 873,713 (32,610) 29,381 2,275,281
Vanguard Total                
International Stock                
Index Fund 3,542,135 1,303,952 86,237 557 725,166 127,160 5,485,573
Vanguard Total                
Stock Market                
Index Fund 5,299,479 2,305,331 275,739 2,951 1,018,425 135,865 8,350,447
Total 13,590,913 7,147,702 774,489 2,238 1,638,559  396,685 3,810 21,606,026
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

53


 

Institutional Target Retirement 2030 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTTWX
30-Day SEC Yield 2.11%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 43.1%
Vanguard Total International Stock  
Index Fund Investor Shares 28.3
Vanguard Total Bond Market II  
Index Fund Investor Shares 20.3
Vanguard Total International Bond  
Index Fund Admiral Shares 8.3

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2030 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

54


 

Institutional Target Retirement 2030 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2030      
Fund* 13.27% 6.90% $116,291,740
Target 2030 Composite Index 13.44 7.10 116,789,054
Mixed-Asset Target 2030 Funds      
Average 12.14 5.95 113,976,684
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2030 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

55


 

Institutional Target Retirement 2030 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


56


 

Institutional Target Retirement 2030 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (43.1%)    
Vanguard Total Stock Market Index Fund Institutional Shares 130,652,855 8,238,969
 
International Stock Fund (28.3%)    
Vanguard Total International Stock Index Fund Investor Shares 307,899,591 5,409,796
 
U.S. Bond Fund (20.3%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 362,091,436 3,892,483
 
International Bond Fund (8.3%)    
Vanguard Total International Bond Index Fund Admiral Shares 73,305,925 1,595,870
Total Investment Companies (Cost $17,042,605)   19,137,118
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $7,534) 75,332 7,534
Total Investments (100.0%) (Cost $17,050,139)   19,144,652
Other Assets and Liabilities (0.0%)    
Other Assets   171,017
Liabilities   (173,864)
    (2,847)
Net Assets (100%)    
Applicable to 846,451,756 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   19,141,805
Net Asset Value Per Share   $22.61

 

57


 

Institutional Target Retirement 2030 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 19,144,652
Receivables for Capital Shares Issued 161,972
Receivables for Accrued Income 9,045
Total Assets 19,315,669
Liabilities  
Payables for Investment Securities Purchased 117,696
Payables for Capital Shares Redeemed 56,168
Total Liabilities 173,864
Net Assets 19,141,805
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 16,791,930
Undistributed Net Investment Income 252,441
Accumulated Net Realized Gains 2,921
Unrealized Appreciation (Depreciation) 2,094,513
Net Assets 19,141,805

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

58


 

Institutional Target Retirement 2030 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 345,544
Other Income 178
Net Investment Income—Note B 345,722
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 2,551
Affiliated Investment Securities Sold 2,346
Realized Net Gain (Loss) 4,897
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,616,456
Net Increase (Decrease) in Net Assets Resulting from Operations 1,967,075

 

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

59


 

Institutional Target Retirement 2030 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 345,722 197,264
Realized Net Gain (Loss) 4,897 2,058
Change in Unrealized Appreciation (Depreciation) 1,616,456 706,266
Net Increase (Decrease) in Net Assets Resulting from Operations 1,967,075 905,588
Distributions    
Net Investment Income (241,723) (58,300)
Realized Capital Gain1 (3,875) (358)
Total Distributions (245,598) (58,658)
Capital Share Transactions    
Issued 6,851,346 6,510,570
Issued in Lieu of Cash Distributions 243,168 58,472
Redeemed (1,159,952) (361,459)
Net Increase (Decrease) from Capital Share Transactions 5,934,562 6,207,583
Total Increase (Decrease) 7,656,039 7,054,513
Net Assets    
Beginning of Period 11,485,766 4,431,253
End of Period2 19,141,805 11,485,766

 

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $2,153,000 and $358,000, 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 $252,441,000 and $154,293,000.

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

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Institutional Target Retirement 2030 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.36 $18.45 $20.00
Investment Operations      
Net Investment Income2 .485 .455 .145
Capital Gain Distributions Received 2 .004 .004
Net Realized and Unrealized Gain (Loss) on Investments 2.160 1.615 (1.695)
Total from Investment Operations 2.649 2.074 (1.550)
Distributions      
Dividends from Net Investment Income (.393) (.163)
Distributions from Realized Capital Gains (.006) (.001)
Total Distributions (.399) (.164)
Net Asset Value, End of Period $22.61 $20.36 $18.45
 
Total Return 13.27% 11.30% -7.75%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $19,142 $11,486 $4,431
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.29% 2.34% 2.64%3
Portfolio Turnover Rate 4% 3% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

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Institutional Target Retirement 2030 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2030 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to

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Institutional Target Retirement 2030 Fund

Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $5,851,000 from undistributed net investment income and $51,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $254,643,000 of ordinary income and $718,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $17,050,139,000. Net unrealized appreciation of investment securities for tax purposes was $2,094,513,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

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Institutional Target Retirement 2030 Fund    
 
 
 
 
E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 324,504 339,804
Issued in Lieu of Cash Distributions 12,146 3,052
Redeemed (54,468) (18,710)
Net Increase (Decrease) in Shares Outstanding 282,182 324,146

 

At September 30, 2017, one shareholder was the record or beneficial owner of 33% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 3 NA1 NA1 (2) 26 7,534
Vanguard Total                
Bond Market II                
Index Fund 2,179,713 2,009,769 249,234 31 (47,796) 71,082 2,551 3,892,483
Vanguard Total                
International Bond                
Index Fund 947,145 670,202 (21,477) 19,830 1,595,870
Vanguard Total                
International Stock                
Index Fund 3,333,395 1,474,117 102,136 607 703,813 123,193 5,409,796
Vanguard Total                
Stock Market                
Index Fund 4,983,834 2,566,112 294,603 1,710 981,916 131,413 8,238,969
Total 11,444,090 6,720,200 645,973 2,346 1,616,456   345,544 2,551 19,144,652
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

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Institutional Target Retirement 2035 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VITFX
30-Day SEC Yield 2.11%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 47.6%
Vanguard Total International Stock  
Index Fund Investor Shares 31.2
Vanguard Total Bond Market II  
Index Fund Investor Shares 15.1
Vanguard Total International Bond  
Index Fund Admiral Shares 6.1

 

Fund Asset Allocation

 

 

 

1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2035 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

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Institutional Target Retirement 2035 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2035      
Fund* 14.85% 7.25% $117,171,318
Target 2035 Composite Index 14.94 7.44 117,644,510
Mixed-Asset Target 2035 Funds      
Average 14.35 6.55 115,442,130
MSCI US Broad Market Index 18.67 10.09 124,295,206

 

For a benchmark description, see the Glossary.
Mixed-Asset Target 2035 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

66


 

Institutional Target Retirement 2035 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


67


 

Institutional Target Retirement 2035 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (47.6%)    
Vanguard Total Stock Market Index Fund Institutional Shares 132,540,141 8,357,981
 
International Stock Fund (31.2%)    
Vanguard Total International Stock Index Fund Investor Shares 312,502,123 5,490,662
 
U.S. Bond Fund (15.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 247,361,769 2,659,139
 
International Bond Fund (6.1%)    
Vanguard Total International Bond Index Fund Admiral Shares 48,906,808 1,064,701
Total Investment Companies (Cost $15,454,487)   17,572,483
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $3,600) 35,987 3,600
Total Investments (100.0%) (Cost $15,458,087)   17,576,083
Other Assets and Liabilities (0.0%)    
Other Assets   112,130
Liabilities   (112,259)
    (129)
Net Assets (100%)    
Applicable to 771,674,800 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   17,575,954
Net Asset Value Per Share   $22.78

 

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Institutional Target Retirement 2035 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 17,576,083
Receivables for Accrued Income 6,018
Receivables for Capital Shares Issued 106,112
Total Assets 17,688,213
Liabilities  
Payables for Investment Securities Purchased 72,477
Payables for Capital Shares Redeemed 39,773
Other Liabilities 9
Total Liabilities 112,259
Net Assets 17,575,954
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 15,220,059
Undistributed Net Investment Income 235,131
Accumulated Net Realized Gains 2,768
Unrealized Appreciation (Depreciation) 2,117,996
Net Assets 17,575,954

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

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Institutional Target Retirement 2035 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 321,318
Net Investment Income—Note B 321,318
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 1,723
Affiliated Investment Securities Sold 2,465
Futures Contracts 8
Realized Net Gain (Loss) 4,196
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,669,268
Net Increase (Decrease) in Net Assets Resulting from Operations 1,994,782

 

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

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Institutional Target Retirement 2035 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 321,318 184,298
Realized Net Gain (Loss) 4,196 1,217
Change in Unrealized Appreciation (Depreciation) 1,669,268 688,907
Net Increase (Decrease) in Net Assets Resulting from Operations 1,994,782 874,422
Distributions    
Net Investment Income (225,679) (54,138)
Realized Capital Gain1 (2,578)
Total Distributions (228,257) (54,138)
Capital Share Transactions    
Issued 5,844,698 6,102,339
Issued in Lieu of Cash Distributions 225,973 53,955
Redeemed (962,824) (311,926)
Net Increase (Decrease) from Capital Share Transactions 5,107,847 5,844,368
Total Increase (Decrease) 6,874,372 6,664,652
Net Assets    
Beginning of Period 10,701,582 4,036,930
End of Period2 17,575,954 10,701,582

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $1,489,000 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 $235,131,000 and $144,710,000.

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

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Institutional Target Retirement 2035 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.23 $18.27 $20.00
Investment Operations      
Net Investment Income2 .489 .457 .142
Capital Gain Distributions Received 2 .003 .003
Net Realized and Unrealized Gain (Loss) on Investments 2.457 1.664 (1.872)
Total from Investment Operations 2.949 2.124 (1.730)
Distributions      
Dividends from Net Investment Income (.394) (.164)
Distributions from Realized Capital Gains (.005)
Total Distributions (.399) (.164)
Net Asset Value, End of Period $22.78 $20.23 $18.27
 
Total Return 14.85% 11.68% -8.65%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $17,576 $10,702 $4,037
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.30% 2.37% 2.62%3
Portfolio Turnover Rate 4% 2% 0%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

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Institutional Target Retirement 2035 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2035 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Futures Contracts: The fund uses stock and bond futures contracts to a limited extent, with the objectives of maintaining full exposure to the market and maintaining its target asset allocation. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of investments 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 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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the year ended September 30, 2017, 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 the notional amounts at each quarter-end during the period. The fund had no open futures contracts at September 30, 2017.

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 (September 30, 2015–2017), 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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Institutional Target Retirement 2035 Fund

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

6. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

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Institutional Target Retirement 2035 Fund

D. 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.

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 $5,240,000 from undistributed net investment income and $46,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $237,432,000 of ordinary income and $467,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $15,458,087,000. Net unrealized appreciation of investment securities for tax purposes was $2,117,996,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 276,466 321,366
Issued in Lieu of Cash Distributions 11,310 2,831
Redeemed (45,006) (16,279)
Net Increase (Decrease) in Shares Outstanding 242,770 307,918

 

At September 30, 2017, one shareholder was the record or beneficial owner of 31% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

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Institutional Target Retirement 2035 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 1,869 NA1 NA1 28 3,600
Vanguard Total                
Bond Market II                
Index Fund 1,483,982 1,450,440 243,085 139 (32,337) 48,159 1,723 2,659,139
Vanguard Total                
International Bond                
Index Fund 634,610 444,254 (14,163) 13,330 1,064,701
Vanguard Total                
International Stock                
Index Fund 3,406,782 1,471,072 103,177 584 715,401 125,648 5,490,662
Vanguard Total                
Stock Market                
Index Fund 5,140,542 2,481,705 266,375 1,742 1,000,367 134,153 8,357,981
Total 10,667,785 5,847,471 612,637 2,465 1,669,268 321,318 1,723 17,576,083
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

76


 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Vanguard Chester Funds and the Shareholders of Vanguard Institutional Target Retirement Income Fund, Vanguard Institutional Target Retirement 2015 Fund, Vanguard Institutional Target Retirement 2020 Fund, Vanguard Institutional Target Retirement 2025 Fund, Vanguard Institutional Target Retirement 2030 Fund and Vanguard Institutional Target Retirement 2035 Fund In our opinion, the accompanying statements of net assets and statements 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 Institutional Target Retirement Income Fund, Vanguard Institutional Target Retirement 2015 Fund, Vanguard Institutional Target Retirement 2020 Fund, Vanguard Institutional Target Retirement 2025 Fund, Vanguard Institutional Target Retirement 2030 Fund and Vanguard Institutional Target Retirement 2035 Fund (constituting separate portfolios of Vanguard Chester Funds, hereafter referred to as the “Funds”) as of September 30, 2017, the results of each of their operations for the year then ended, the changes in each of their 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 Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of September 30, 2017 by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
November 16, 2017

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Special 2017 tax information (unaudited) for Vanguard Institutional Target Retirement Funds

This information for the fiscal year ended September 30, 2017, is included pursuant to provisions of the Internal Revenue Code.

The funds distributed capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year as follows:

Fund ($000)
Institutional Target Retirement Income Fund 914
Institutional Target Retirement 2015 Fund 1,513
Institutional Target Retirement 2020 Fund 2,699
Institutional Target Retirement 2025 Fund 2,663
Institutional Target Retirement 2030 Fund 1,735
Institutional Target Retirement 2035 Fund 1,096

 

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

The funds distributed qualified dividend income to shareholders during the fiscal year as follows:

Fund ($000)
Institutional Target Retirement Income Fund 15,730
Institutional Target Retirement 2015 Fund 50,355
Institutional Target Retirement 2020 Fund 120,547
Institutional Target Retirement 2025 Fund 160,209
Institutional Target Retirement 2030 Fund 151,222
Institutional Target Retirement 2035 Fund 153,891

 

For corporate shareholders, the percentage of investment income (dividend income plus short-term gains, if any) that qualifies for the dividends-received deduction is as follows:

Fund Percentage
Institutional Target Retirement Income Fund 16.2%
Institutional Target Retirement 2015 Fund 21.9
Institutional Target Retirement 2020 Fund 26.1
Institutional Target Retirement 2025 Fund 29.4
Institutional Target Retirement 2030 Fund 32.7
Institutional Target Retirement 2035 Fund 35.8

 

78


 

The funds designate to shareholders foreign source income and foreign taxes paid as follows:

  Foreign Source Income Foreign Taxes Paid
Fund ($000) ($000)
Institutional Target Retirement Income Fund 16,892 703
Institutional Target Retirement 2015 Fund 50,679 2,439
Institutional Target Retirement 2020 Fund 125,009 6,568
Institutional Target Retirement 2025 Fund 163,877 9,088
Institutional Target Retirement 2030 Fund 150,556 8,772
Institutional Target Retirement 2035 Fund 147,060 8,921

 

Shareholders will receive more detailed information with their Form 1099-DIV in January 2018 to determine the calendar-year amounts to be included on their 2017 tax returns.

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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 typical fund’s expenses are expressed as a percentage of its average net assets. The Institutional Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (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 costs were calculated using the acquired fund fees and expenses for each Institutional Target Retirement Fund.

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 September 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  3/31/2017 9/30/2017 Period
Based on Actual Fund Return      
Institutional Target Retirement Income Fund $1,000.00 $1,038.04 $0.46
Institutional Target Retirement 2015 Fund $1,000.00 $1,049.93 $0.46
Institutional Target Retirement 2020 Fund $1,000.00 $1,060.09 $0.46
Institutional Target Retirement 2025 Fund $1,000.00 $1,067.49 $0.47
Institutional Target Retirement 2030 Fund $1,000.00 $1,073.09 $0.47
Institutional Target Retirement 2035 Fund $1,000.00 $1,079.10 $0.47
Based on Hypothetical 5% Yearly Return      
Institutional Target Retirement Income Fund $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2015 Fund $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2020 Fund $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2025 Fund $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2030 Fund $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2035 Fund $1,000.00 $1,024.62 $0.46

The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for that period are (in order as listed from top to bottom above) 0.09%, 0.09%, 0.09%, 0.09%, 0.09%, and 0.09%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized expense figures for the underlying funds 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 (183/365).

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Glossary

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

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another 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.

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.

Benchmark Information

Target 2015 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter, as well as the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities Index through June 2, 2013, and the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2020 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2025 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2030 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2035 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target Income Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter, as well as the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities Index through June 2, 2013, and the Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index thereafter; for short-term reserves, the Citigroup Three-Month Treasury Bill Index through June 2, 2013; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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BLOOMBERG is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (BISL) (collectively, Bloomberg), or Bloomberg’s licensors, own all proprietary rights in the Bloomberg Barclays U.S. Aggregate Bond Index, Bloomberg Barclays U.S. Aggregate Float Adjusted Index, Bloomberg Barclays U.S. Treasury Inflation Protected Securities Index, Bloomberg Barclays U.S. Treasury Inflation-Protected Securities (TIPS) 0–5 Year Index, and the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index (USD Hedged) (the Indices or Bloomberg Barclays Indices).

Neither Barclays Bank Plc, Barclays Capital Inc., or any affiliate (collectively Barclays) or Bloomberg is the issuer or producer of the Target Retirement Funds (including the Total Bond Market II Index Fund, the Total International Bond Index Fund, and the Short-Term Inflation-Protected Securities Index Fund) and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to investors in the Target Retirement Funds. The Indices are licensed for use by The Vanguard Group, Inc. (Vanguard) as the sponsor of the Target Retirement Funds. Bloomberg and Barclays’ only relationship with Vanguard in respect to the Indices is the licensing of the Indices, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or the Target Retirement Funds or the owners of the Target Retirement Funds.

Additionally, Vanguard may for itself execute transaction(s) with Barclays in or relating to the Indices in connection with the Target Retirement Funds. Investors acquire the Target Retirement Funds from Vanguard and investors neither acquire any interest in the Indices nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon making an investment in the Target Retirement Funds. The Target Retirement Funds are not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied regarding the advisability of investing in the Target Retirement Funds or the advisability of investing in securities generally or the ability of the Indices to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of the Target Retirement Funds with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Target Retirement Funds to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of the Target Retirement Funds or any other third party into consideration in determining, composing or calculating the Indices. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of the Target Retirement Funds.

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The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties. In addition, the licensing agreement between Vanguard and Bloomberg is solely for the benefit of Vanguard and Bloomberg and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties.

NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, INVESTORS OR TO OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE INVESTORS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS INDICES, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO ANY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS AND EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO THE TARGET RETIREMENT FUNDS.

None of the information supplied by Bloomberg or Barclays and used in this publication may be reproduced in any manner without the prior written permission of both Bloomberg and Barclays Capital, the investment banking division of Barclays Bank Plc. Barclays Bank Plc is registered in England No. 1026167. Registered office 1 Churchill Place London E14 5HP.

© 2017 Bloomberg. Used with Permission.

Source: Bloomberg Index Services Limited. Copyright 2017, Bloomberg. All rights reserved.

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The People Who Govern Your Fund

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

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

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. 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.

Interested Trustee1

F. William McNabb III

Born 1957. Trustee Since July 2009. Chairman of the Board. Principal Occupation(s) During the Past Five Years and Other Experience: Chairman of the Board of The Vanguard Group, Inc., and of each of the investment companies served by The Vanguard Group, since January 2010; Chief Executive Officer and Director of The Vanguard Group and President and Chief Executive Officer of each of the investment companies served by The Vanguard Group, since 2008; Director of Vanguard Marketing Corporation; President of The Vanguard Group (2008–2017); Managing Director of The Vanguard Group (1995–2008).

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services);

Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

Born 1945. Trustee Since December 2001.2 Principal Occupation(s) During the Past Five Years and Other Experience: Chairman and Chief Executive Officer (retired 2009) and President (2006–2008) of Rohm and Haas Co. (chemicals); Director of Arconic Inc. (diversified manufacturer), HP Inc. (printer and personal computer manufacturing), and Delphi Automotive plc (automotive components); Senior Advisor at New Mountain Capital.

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne

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.


 

Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

Born 1950. Trustee Since July 1998. Principal Occupation(s) During the Past Five Years and Other Experience: Corporate Vice President and Member of the Executive Committee (1997–2008), Chief Global Diversity Officer (retired 2008), Vice President and Chief Information Officer (1997–2006), Controller (1995–1997), Treasurer (1991–1995), and Assistant Treasurer (1989–1991) of Johnson & Johnson (pharmaceuticals/medical devices/ consumer products); Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation; Member of the Advisory Board of the Institute for Women’s Leadership at Rutgers University.

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

Born 1953. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Senior Vice President and Chief Financial Officer (retired 2013) at IBM (information technology services); Fiduciary Member of IBM’s Retirement Plan Committee (2004–2013); Member of the Council on Chicago Booth.

Scott C. Malpass

Born 1962. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Chief Investment Officer and Vice President at the University of Notre Dame; Assistant Professor of Finance at the Mendoza College of Business at Notre Dame; Member of the Notre Dame 403(b) Investment Committee, the Board of Advisors for Spruceview Capital Partners, the Board of Catholic Investment Services, Inc. (investment advisor), and the Board of Superintendence of the Institute for the Works of Religion; Chairman of the Board of TIFF Advisory Services, Inc. (investment advisor).

André F. Perold

Born 1952. Trustee Since December 2004. Principal Occupation(s) During the Past Five Years and Other Experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011); Chief Investment Officer and Co-Managing Partner of HighVista Strategies LLC (private investment firm); Overseer of the Museum of Fine Arts Boston.

Peter F. Volanakis

Born 1955. Trustee Since July 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2010) of Corning Incorporated (communications equipment); Chairman of the Board of Trustees of Colby-Sawyer College; Member of the Board of Hypertherm, Inc. (industrial cutting systems, software, and consumables).


 

Executive Officers

Glenn Booraem

Born 1967. Investment Stewardship Officer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Treasurer (2015–2017), Controller (2010–2015), and Assistant Controller (2001–2010) of each of the investment companies served by The Vanguard Group.

Thomas J. Higgins

Born 1957. Chief Financial Officer Since September 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Chief Financial Officer of each of the investment companies served by The Vanguard Group; Treasurer of each of the investment companies served by The Vanguard Group (1998–2008).

Peter Mahoney

Born 1974. Controller Since May 2015. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Controller of each of the investment companies served by The Vanguard Group; Head of International Fund Services at The Vanguard Group (2008–2014).

Anne E. Robinson

Born 1970. Secretary Since September 2016. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; General Counsel of The Vanguard Group; Secretary of The Vanguard Group and of each of the investment companies served by The Vanguard Group; Director and Senior Vice President of Vanguard Marketing Corporation; Managing Director and General Counsel of Global Cards and Consumer Services at Citigroup (2014–2016); Counsel at American Express (2003–2014).

Michael Rollings

Born 1963. Treasurer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; Treasurer of each of the investment companies served by The Vanguard Group; Director of Vanguard Marketing Corporation; Executive Vice President and Chief Financial Officer of MassMutual Financial Group (2006–2016).

Vanguard Senior Management Team

Mortimer J. Buckley Chris D. McIsaac
Gregory Davis James M. Norris
John James Thomas M. Rampulla
Martha G. King Karin A. Risi
John T. Marcante  
 
 
Chairman Emeritus and Senior Advisor
 
John J. Brennan  
Chairman, 1996–2009  
Chief Executive Officer and President, 1996–2008
 
 
Founder  
 
John C. Bogle  
Chairman and Chief Executive Officer, 1974–1996

 


 

 

P.O. Box 2600
Valley Forge, PA 19482-2600

Connect with Vanguard® > vanguard.com

 
Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q6730 112017

 


 
Annual Report | September 30, 2017
 
Vanguard Institutional Target
Retirement Funds
Vanguard Institutional Target Retirement 2040 Fund
Vanguard Institutional Target Retirement 2045 Fund
Vanguard Institutional Target Retirement 2050 Fund
Vanguard Institutional Target Retirement 2055 Fund
Vanguard Institutional Target Retirement 2060 Fund
Vanguard Institutional Target Retirement 2065 Fund

 


 

Vanguard’s Principles for Investing Success

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

Goals. Create clear, appropriate investment goals.

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

Discipline. Maintain perspective and long-term discipline.

A single theme unites these principles: Focus on the things you can control. We believe there is no wiser course for any investor.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Institutional Target Retirement 2040 Fund. 7
Institutional Target Retirement 2045 Fund. 18
Institutional Target Retirement 2050 Fund. 29
Institutional Target Retirement 2055 Fund. 40
Institutional Target Retirement 2060 Fund. 51
Institutional Target Retirement 2065 Fund. 62
About Your Fund’s Expenses. 76
Glossary. 78

 

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: Nautical images have been part of Vanguard’s rich heritage since its start in 1975. For an incoming ship, a lighthouse offers a beacon and safe path to shore. You can similarly depend on Vanguard to put you first––and light the way––as you strive to meet your financial goals. Our client focus and low costs, stemming from our unique ownership structure, assure that your interests are paramount.


 

Your Fund’s Performance at a Glance

• For the 12 months ended September 30, 2017, five of the six Vanguard Institutional Target Retirement Funds covered in this report recorded returns ranging from 16.35% for the Institutional Target Retirement 2040 Fund to 16.95% for the Institutional Target Retirement 2055 Fund. In July, the Institutional Target Retirement 2065 Fund was launched. (The funds with retirement dates of 2015 through 2035 are covered in a separate report.) The funds with a greater allocation to stocks performed best.

• Each fund posted returns that were in line with those of its composite benchmark after expenses. With the exception of the Institutional Target Retirement 2065 Fund, which matched the average return of its peers, each fund surpassed its peer-group average.

• Vanguard Target Retirement Funds are designed to reach an allocation of 70% bonds and 30% stocks within seven years after their target date.

Total Returns: Fiscal Year Ended September 30, 2017  
  Total
  Returns
Vanguard Institutional Target Retirement 2040 Fund 16.35%
Target 2040 Composite Index 16.45
Mixed-Asset Target 2040 Funds Average 14.90
Mixed-Asset Target 2040 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2045 Fund 16.87%
Target 2045 Composite Index 17.01
Mixed-Asset Target 2045 Funds Average 16.08
Mixed-Asset Target 2045 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2050 Fund 16.92%
Target 2050 Composite Index 17.01
Mixed-Asset Target 2050 Funds Average 15.80
Mixed-Asset Target 2050 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2055 Fund 16.95%
Target 2055 Composite Index 17.01
Mixed-Asset Target 2055+ Funds Average 16.62
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

  Total
  Returns
Vanguard Institutional Target Retirement 2060 Fund 16.90%
Target 2060 Composite Index 17.01
Mixed-Asset Target 2055+ Funds Average 16.62
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Institutional Target Retirement 2065 Fund (Inception: 7/12/2017) 4.00%
Target 2065 Composite Index 3.84
Mixed-Asset Target 2055+ Funds Average 4.00
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
For a benchmark description, see the Glossary.  

 

Investments in Target Retirement Funds are subject to the risks of their underlying funds. The year in the fund name refers to the approximate year (the target date) when an investor in the fund would retire and leave the work force. The fund will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date. An investment in a Target Retirement Fund is not guaranteed at any time, including on or after the target date.

2


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

Our investors depend on Vanguard to be a responsible steward of their assets. This includes our obvious responsibilities—managing the funds, offering investment perspectives and advice, and assisting with questions and transactions.

But because a long-term perspective informs every aspect of our investment approach, we also work on your behalf in less obvious ways, such as by advocating for responsible governance among the companies in which Vanguard funds invest. Vanguard’s index funds are essentially permanent owners of thousands of publicly traded companies, and we have a special obligation to be engaged stewards actively focused on the long term.

Simply put, we believe that well-governed companies are more likely to perform well over the long run.

Although Vanguard has always been an advocate for strong corporate governance, we have expanded our efforts recently as our investor base continues to grow. Our Investment Stewardship team has doubled in size since 2015, and we continue to add analysts, researchers, and operations team members. The team guides our engagement activities and our funds’ proxy voting by analyzing corporate governance practices in companies around the world.

3


 

Our four Investment Stewardship pillars

As we evaluate company responsiveness to governance matters, including environmental and social concerns, we focus on four key areas—what we call our Investment Stewardship pillars:

• The board: A high-functioning, well-composed, independent, diverse, and experienced board with effective ongoing evaluation practices.

Governance structures: Provisions and structures that empower shareholders and protect their rights.

Appropriate compensation: Pay that incentivizes relative outperformance over the long term.

Risk oversight: Effective, integrated, and ongoing oversight of relevant industry-and company-specific risks.

Guided by these pillars, our Investment Stewardship team conducted more than 950 engagements, or discussions, with company directors and leaders worldwide during the 12 months ended June 30, 2017.

Market Barometer      
    Average Annual Total Returns
  Periods Ended September 30, 2017
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 18.54% 10.63% 14.27%
Russell 2000 Index (Small-caps) 20.74 12.18 13.79
Russell 3000 Index (Broad U.S. market) 18.71 10.74 14.23
FTSE All-World ex US Index (International) 19.49 5.11 7.35
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 0.07% 2.71% 2.06%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 0.87 3.19 3.01
Citigroup Three-Month U.S. Treasury Bill Index 0.64 0.28 0.18
 
CPI      
Consumer Price Index 2.23% 1.22% 1.30%

 

4


 

We also cast more than 171,000 votes on behalf of Vanguard funds at more than 18,000 shareholder meetings.

Gender diversity on boards and climate risk

As we engage with companies, we are devoting increased attention to two specific topics. The first is gender diversity on boards. It’s no secret that the right combination of talent, skills, and experience leads to better results, so we pay close attention to how company boards are structured and managed, and how they evolve.

In recent years, a growing body of research has demonstrated that greater diversity on boards can lead to improved governance and company performance. We are advocating for boards to incorporate diverse perspectives and experience into their strategic planning and decision-making. One example of our commitment to more diverse boards is our participation in the 30% Club, a global coalition working to increase the representation of women in boardrooms and leadership roles.

The second issue is climate risk. We will continue to engage with companies to understand their responses to this risk. Regardless of one’s perspective on the issue, the potential is real for changing regulations, demographics, and consumption behavior to affect business results for companies in many sectors.

We want to ensure that such business and regulatory risks are sufficiently disclosed so investors can value companies appropriately. In the past year, we have voted for shareholder proposals at several energy companies that called for management to improve its climate risk assessment and planning, and we will consider supporting similar proposals if we believe they are beneficial to long-term shareholder value. When a proposal from a shareholder presents a strong case for change, we’re more than willing to fully consider it. And even if the case falls short, these proposals often catalyze a discussion that generates meaningful change over time.

In addition to considering activists’ proposals, we consult research providers and our own network of experts. When we detect material risks to a company’s long-term value (such as bad leadership, poor disclosure, misaligned compensation structures, or threats to shareholder rights), we act with our voice and our vote.

Our stewardship reflects our mission

But we don’t act as independent agents with our own agenda. Every time we speak with a company chairman, CEO, or director, we’re acutely aware of the role we play in representing the economic interests of more than 20 million Vanguard investors. So you can expect us to speak out when we detect threats to the economic interests of our shareholders.

5


 

We take positions on these matters not because they are inherently good or noble but because they are tied to the long-term economic value of your funds’ investments.

You trust us to represent your interests across the globe. You can be confident we act on that responsibility with the seriousness and dedication it deserves.

To learn more about our Investment Stewardship program, including how our funds have voted, visit https://about. vanguard.com/investment-stewardship/.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
October 13, 2017

6


 

Institutional Target Retirement 2040 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VIRSX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 52.4%
Vanguard Total International Stock  
Index Fund Investor Shares 33.9
Vanguard Total Bond Market II  
Index Fund Investor Shares 9.8
Vanguard Total International Bond  
Index Fund Admiral Shares 3.9

 

Fund Asset Allocation



 

Institutional Target Retirement 2040 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2040      
Fund* 16.35% 7.56% $117,919,776
Target 2040 Composite Index 16.45 7.78 118,487,297
Mixed-Asset Target 2040 Funds      
Average 14.90 6.65 115,696,887
MSCI US Broad Market Index 18.67 10.09 124,295,206

 

For a benchmark description, see the Glossary.
Mixed-Asset Target 2040 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

8


 

Institutional Target Retirement 2040 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


9


 

Institutional Target Retirement 2040 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (100.0%)    
U.S. Stock Fund (52.4%)    
Vanguard Total Stock Market Index Fund Institutional Shares 123,378,468 7,780,246
 
International Stock Fund (33.9%)    
Vanguard Total International Stock Index Fund Investor Shares 287,127,413 5,044,829
 
U.S. Bond Fund (9.8%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 135,131,061 1,452,659
 
International Bond Fund (3.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 26,892,810 585,456
Total Investment Companies (Cost $12,936,525)   14,863,190
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $2,675) 26,747 2,675
Total Investments (100.0%) (Cost $12,939,200)   14,865,865
Other Assets and Liabilities (0.0%)    
Other Assets   166,352
Liabilities   (169,703)
    (3,351)
Net Assets (100%)    
Applicable to 648,144,908 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   14,862,514
Net Asset Value Per Share   $22.93

 

10


 

Institutional Target Retirement 2040 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 14,865,865
Receivables for Accrued Income 3,375
Receivables for Capital Shares Issued 162,977
Total Assets 15,032,217
Liabilities  
Payables for Investment Securities Purchased 140,253
Payables for Capital Shares Redeemed 29,450
Total Liabilities 169,703
Net Assets 14,862,514
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 12,736,540
Undistributed Net Investment Income 197,319
Accumulated Net Realized Gains 1,990
Unrealized Appreciation (Depreciation) 1,926,665
Net Assets 14,862,514

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

11


 

Institutional Target Retirement 2040 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 268,994
Other Income 132
Net Investment Income—Note B 269,126
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 880
Affiliated Investment Securities Sold 1,795
Realized Net Gain (Loss) 2,675
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,540,042
Net Increase (Decrease) in Net Assets Resulting from Operations 1,811,843

 

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

12


 

Institutional Target Retirement 2040 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 269,126 150,878
Realized Net Gain (Loss) 2,675 584
Change in Unrealized Appreciation (Depreciation) 1,540,042 573,943
Net Increase (Decrease) in Net Assets Resulting from Operations 1,811,843 725,405
Distributions    
Net Investment Income (185,811) (42,868)
Realized Capital Gain1 (1,229)
Total Distributions (187,040) (42,868)
Capital Share Transactions    
Issued 5,265,281 5,238,013
Issued in Lieu of Cash Distributions 185,271 42,639
Redeemed (937,018) (270,523)
Net Increase (Decrease) from Capital Share Transactions 4,513,534 5,010,129
Total Increase (Decrease) 6,138,337 5,692,666
Net Assets    
Beginning of Period 8,724,177 3,031,511
End of Period2 14,862,514 8,724,177

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $709,000 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 $197,319,000 and $118,844,000.

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

13


 

Institutional Target Retirement 2040 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.10 $18.08 $20.00
Investment Operations      
Net Investment Income2 .494 .461 .151
Capital Gain Distributions Received 2 .002 .002
Net Realized and Unrealized Gain (Loss) on Investments 2.730 1.718 (2.071)
Total from Investment Operations 3.226 2.181 (1.920)
Distributions      
Dividends from Net Investment Income (.393) (.161)
Distributions from Realized Capital Gains (.003)
Total Distributions (.396) (.161)
Net Asset Value, End of Period $22.93 $20.10 $18.08
 
Total Return 16.35% 12.12% -9.60%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $14,863 $8,724 $3,032
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.32% 2.62% 2.81%3
Portfolio Turnover Rate 5% 0% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

14


 

Institutional Target Retirement 2040 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2040 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

15


 

Institutional Target Retirement 2040 Fund

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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $4,845,000 from undistributed net investment income and $37,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $198,981,000 of ordinary income and $328,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $12,939,200,000. Net unrealized appreciation of investment securities for tax purposes was $1,926,665,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 248,613 278,300
Issued in Lieu of Cash Distributions 9,301 2,249
Redeemed (43,745) (14,266)
Net Increase (Decrease) in Shares Outstanding 214,169 266,283

 

At September 30, 2017, one shareholder was the record or beneficial owner of 31% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

16


 

Institutional Target Retirement 2040 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 2 NA1 NA1 (2) 20 2,675
Vanguard Total                
Bond Market II                
Index Fund 752,334 854,386 138,268 (15,793) 25,333 880 1,452,659
Vanguard Total                
International Bond                
Index Fund 322,118 270,325 (6,987) 6,929 585,456
Vanguard Total                
International Stock                
Index Fund 3,049,503 1,439,009 98,394 800 653,911 114,424 5,044,829
Vanguard Total                
Stock Market                
Index Fund 4,584,021 2,572,511 286,194 997 908,911 122,288 7,780,246
Total 8,707,978 5,136,231 522,856 1,795 1,540,042 268,994 880 14,865,865
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

17


 

Institutional Target Retirement 2045 Fund

Fund Profile
As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VITLX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 54.2%
Vanguard Total International Stock  
Index Fund Investor Shares 35.8
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.1
Vanguard Total International Bond  
Index Fund Admiral Shares 2.9

 

Fund Asset Allocation



 

Institutional Target Retirement 2045 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2045      
Fund* 16.87% 7.80% $118,514,563
Target 2045 Composite Index 17.01 8.03 119,097,598
Mixed-Asset Target 2045 Funds      
Average 16.08 7.02 116,591,788
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2045 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

19


 

Institutional Target Retirement 2045 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


20


 

Institutional Target Retirement 2045 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.9%)    
U.S. Stock Fund (54.2%)    
Vanguard Total Stock Market Index Fund Institutional Shares 103,549,112 6,529,807
 
International Stock Fund (35.7%)    
Vanguard Total International Stock Index Fund Investor Shares 245,045,018 4,305,441
 
U.S. Bond Fund (7.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 79,640,562 856,136
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 16,155,799 351,712
Total Investment Companies (Cost $10,440,129)   12,043,096
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $3,581) 35,806 3,581
Total Investments (99.9%) (Cost $10,443,710)   12,046,677
Other Assets and Liabilities (0.1%)    
Other Assets   66,486
Liabilities   (59,426)
    7,060
Net Assets (100%)    
Applicable to 522,838,362 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   12,053,737
Net Asset Value Per Share   $23.05

 

21


 

Institutional Target Retirement 2045 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 12,046,677
Receivables for Accrued Income 1,977
Receivables for Capital Shares Issued 64,509
Total Assets 12,113,163
Liabilities  
Payables for Investment Securities Purchased 34,591
Payables for Capital Shares Redeemed 24,835
Total Liabilities 59,426
Net Assets 12,053,737
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 10,287,734
Undistributed Net Investment Income 160,962
Accumulated Net Realized Gains 2,074
Unrealized Appreciation (Depreciation) 1,602,967
Net Assets 12,053,737

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

22


 

Institutional Target Retirement 2045 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 219,189
Net Investment Income—Note B 219,189
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 578
Affiliated Investment Securities Sold 2,042
Futures Contracts 18
Realized Net Gain (Loss) 2,638
Change in Unrealized Appreciation (Depreciation) of Investment Securities 1,297,074
Net Increase (Decrease) in Net Assets Resulting from Operations 1,518,901

 

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

23


 

Institutional Target Retirement 2045 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 219,189 118,493
Realized Net Gain (Loss) 2,638 351
Change in Unrealized Appreciation (Depreciation) 1,297,074 454,611
Net Increase (Decrease) in Net Assets Resulting from Operations 1,518,901 573,455
Distributions    
Net Investment Income (147,574) (33,117)
Realized Capital Gain1 (873)
Total Distributions (148,447) (33,117)
Capital Share Transactions    
Issued 4,325,560 4,302,587
Issued in Lieu of Cash Distributions 146,968 33,014
Redeemed (778,614) (203,649)
Net Increase (Decrease) from Capital Share Transactions 3,693,914 4,131,952
Total Increase (Decrease) 5,064,368 4,672,290
Net Assets    
Beginning of Period 6,989,369 2,317,079
End of Period2 12,053,737 6,989,369

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $493,000 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 $160,962,000 and $93,893,000.

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

24


 

Institutional Target Retirement 2045 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.11 $18.07 $20.00
Investment Operations      
Net Investment Income2 .497 .464 .149
Capital Gain Distributions Received 2 .001 .002
Net Realized and Unrealized Gain (Loss) on Investments 2.833 1.736 (2.079)
Total from Investment Operations 3.331 2.202 (1.930)
Distributions      
Dividends from Net Investment Income (.389) (.162)
Distributions from Realized Capital Gains (.002)
Total Distributions (.391) (.162)
Net Asset Value, End of Period $23.05 $20.11 $18.07
 
Total Return 16.87% 12.24% -9.65%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $12,054 $6,989 $2,317
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.33% 2.42% 2.79%3
Portfolio Turnover Rate 5% 1% 0%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

25


 

Institutional Target Retirement 2045 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2045 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Futures Contracts: The fund uses stock and bond futures contracts to a limited extent, with the objectives of maintaining full exposure to the market and maintaining its target asset allocation. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of investments 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 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 Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the year ended September 30, 2017, the fund’s average investments in long and short futures contracts represented 0% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period. The fund had no open futures contracts at September 30, 2017.

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 (September 30, 2015–2017), 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. Credit Facility: The fund and certain other funds managed by The Vanguard Group (“Vanguard”) participate in a $3.1 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement that may be renewed annually; each fund is individually liable for its borrowings, if any, under the credit facility. Borrowings may be utilized for temporary and emergency purposes, and are subject to the fund’s regulatory and contractual borrowing restrictions. The participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn amount of the facility; these fees are allocated to the funds based on a method approved by the fund’s board of

26


 

Institutional Target Retirement 2045 Fund

trustees and borne by the funds in which the fund invests (see Note B). Any borrowings under this facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate, federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread.

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

6. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $4,546,000 from undistributed net investment income and $44,000 from accumulated net realized gains to paid-in capital.

27


 

Institutional Target Retirement 2045 Fund

For tax purposes, at September 30, 2017, the fund had $162,872,000 of ordinary income and $164,000 of long-term capital gains available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $10,443,710,000. Net unrealized appreciation of investment securities for tax purposes was $1,602,967,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 203,890 228,312
Issued in Lieu of Cash Distributions 7,367 1,741
Redeemed (35,984) (10,725)
Net Increase (Decrease) in Shares Outstanding 175,273 219,328

 

At September 30, 2017, one shareholder was the record or beneficial owner of 27% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 1,266 NA1 NA1 (1) 34 3,581
Vanguard Total                
Bond Market II                
Index Fund 485,809 478,237 97,137 82 (10,855) 15,962 578 856,136
Vanguard Total                
International Bond                
Index Fund 208,090 148,268 (4,646) 4,411 351,712
Vanguard Total                
International Stock                
Index Fund 2,498,811 1,362,322 107,877 758 551,427 96,170 4,305,441
Vanguard Total                
Stock Market                
Index Fund 3,767,707 2,226,467 226,718 1,203 761,148 102,612 6,529,807
Total 6,961,683 4,215,294 431,732 2,042 1,297,074 219,189 578  12,046,677
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

28


 

Institutional Target Retirement 2050 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VTRLX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 54.3%
Vanguard Total International Stock  
Index Fund Investor Shares 35.8
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Admiral Shares 2.9

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2050 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.09%.

29


 

Institutional Target Retirement 2050 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2050      
Fund* 16.92% 7.81% $118,550,230
Target 2050 Composite Index 17.01 8.03 119,097,600
Mixed-Asset Target 2050 Funds      
Average 15.80 7.01 116,569,760
MSCI US Broad Market Index 18.67 10.09 124,295,210

For a benchmark description, see the Glossary.
Mixed-Asset Target 2050 Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

30


 

Institutional Target Retirement 2050 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


31


 

Institutional Target Retirement 2050 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.9%)    
U.S. Stock Fund (54.2%)    
Vanguard Total Stock Market Index Fund Institutional Shares 68,348,655 4,310,066
 
International Stock Fund (35.7%)    
Vanguard Total International Stock Index Fund Investor Shares 161,691,658 2,840,923
 
U.S. Bond Fund (7.1%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 52,063,127 559,679
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 10,649,803 231,846
Total Investment Companies (Cost $6,912,010)   7,942,514
Temporary Cash Investment (0.0%)    
Money Market Fund (0.0%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $2,047) 20,469 2,047
Total Investments (99.9%) (Cost $6,914,057)   7,944,561
Other Assets and Liabilities (0.1%)    
Other Assets   65,765
Liabilities   (60,103)
    5,662
Net Assets (100%)    
Applicable to 344,646,077 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   7,950,223
Net Asset Value Per Share   $23.07

 

32


 

Institutional Target Retirement 2050 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 7,944,561
Receivables for Investment Securities Sold 4,681
Receivables for Accrued Income 1,344
Receivables for Capital Shares Issued 59,740
Total Assets 8,010,326
Liabilities  
Payables for Investment Securities Purchased 47,241
Payables for Capital Shares Redeemed 12,862
Total Liabilities 60,103
Net Assets 7,950,223
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 6,814,041
Undistributed Net Investment Income 104,104
Accumulated Net Realized Gains 1,574
Unrealized Appreciation (Depreciation) 1,030,504
Net Assets 7,950,223

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

33


 

Institutional Target Retirement 2050 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 141,764
Other Income 46
Net Investment Income—Note B 141,810
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 364
Affiliated Investment Securities Sold 1,522
Realized Net Gain (Loss) 1,886
Change in Unrealized Appreciation (Depreciation) of Investment Securities 838,364
Net Increase (Decrease) in Net Assets Resulting from Operations 982,060

 

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

34


 

Institutional Target Retirement 2050 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 141,810 70,655
Realized Net Gain (Loss) 1,886 233
Change in Unrealized Appreciation (Depreciation) 838,364 270,453
Net Increase (Decrease) in Net Assets Resulting from Operations 982,060 341,341
Distributions    
Net Investment Income (90,785) (18,343)
Realized Capital Gain1 (502)
Total Distributions (91,287) (18,343)
Capital Share Transactions    
Issued 3,268,759 2,864,884
Issued in Lieu of Cash Distributions 90,205 18,188
Redeemed (628,910) (135,302)
Net Increase (Decrease) from Capital Share Transactions 2,730,054 2,747,770
Total Increase (Decrease) 3,620,827 3,070,768
Net Assets    
Beginning of Period 4,329,396 1,258,628
End of Period2 7,950,223 4,329,396

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $287,000 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 $104,104,000 and $56,710,000.

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

35


 

Institutional Target Retirement 2050 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.11 $18.07 $20.00
Investment Operations      
Net Investment Income2 .503 .466 .149
Capital Gain Distributions Received 2 .001 .002
Net Realized and Unrealized Gain (Loss) on Investments 2.838 1.732 (2.079)
Total from Investment Operations 3.342 2.200 (1.930)
Distributions      
Dividends from Net Investment Income (.380) (.160)
Distributions from Realized Capital Gains (.002)
Total Distributions (.382) (.160)
Net Asset Value, End of Period $23.07 $20.11 $18.07
 
Total Return 16.92% 12.23% -9.65%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $7,950 $4,329 $1,259
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.34% 2.43% 2.81%3
Portfolio Turnover Rate 5% 1% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

36


 

Institutional Target Retirement 2050 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2050 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

37


 

Institutional Target Retirement 2050 Fund

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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $3,631,000 from undistributed net investment income and $42,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $105,678,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $6,914,057,000. Net unrealized appreciation of investment securities for tax purposes was $1,030,504,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:    
  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 153,901 151,751
Issued in Lieu of Cash Distributions 4,519 959
Redeemed (29,024) (7,110)
Net Increase (Decrease) in Shares Outstanding 129,396 145,600

 

At September 30, 2017, one shareholder was the record or beneficial owner of 26% of the fund’s net assets. If the shareholder were to redeem its investment in the fund, the redemption might lead to the realization of taxable capital gains.

38


 

Institutional Target Retirement 2050 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 1,065 NA1 NA1 (2) 25 2,047
Vanguard Total                
Bond Market II                
Index Fund 308,788 321,373 63,911 (241) (6,330) 10,284 364 559,679
Vanguard Total                
International Bond                
Index Fund 128,417 106,272 (2,843) 2,812 231,846
Vanguard Total                
International Stock                
Index Fund 1,546,635 1,032,035 96,487 869 357,871 62,270 2,840,923
Vanguard Total                
Stock Market                
Index Fund 2,331,764 1,652,285 164,545 896 489,666 66,373 4,310,066
Total 4,316,669 3,111,965 324,943 1,522 838,364 141,764 364 7,944,561
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

39


 

Institutional Target Retirement 2055 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VIVLX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.09%

 

Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 54.4%
Vanguard Total International Stock  
Index Fund Investor Shares 35.7
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Admiral Shares 2.9

 

Fund Asset Allocation

 

 

 

1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2055 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the acquired fund fees and expenses were 0.09%.

40


 

Institutional Target Retirement 2055 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: June 26, 2015, Through September 30, 2017
Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2055      
Fund* 16.95% 7.82% $118,574,295
Target 2055 Composite Index 17.01 8.03 119,097,598
Mixed-Asset Target 2055+ Funds      
Average 16.62 7.24 117,138,590
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

41


 

Institutional Target Retirement 2055 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


42


 

Institutional Target Retirement 2055 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.8%)    
U.S. Stock Fund (54.2%)    
Vanguard Total Stock Market Index Fund Institutional Shares 27,633,751 1,742,584
 
International Stock Fund (35.7%)    
Vanguard Total International Stock Index Fund Investor Shares 65,217,737 1,145,876
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 20,971,842 225,447
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 4,294,334 93,488
Total Investment Companies (Cost $2,813,239)   3,207,395
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $2,132) 21,320 2,132
Total Investments (99.9%) (Cost $2,815,371)   3,209,527
Other Assets and Liabilities (0.1%)    
Other Assets   27,069
Liabilities   (24,052)
    3,017
Net Assets (100%)    
Applicable to 139,096,400 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   3,212,544
Net Asset Value Per Share   $23.10

 

43


 

Institutional Target Retirement 2055 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 3,209,527
Receivables for Investment Securities Sold 2,817
Receivables for Accrued Income 524
Receivables for Capital Shares Issued 23,728
Total Assets 3,236,596
Liabilities  
Payables for Investment Securities Purchased 21,146
Payables for Capital Shares Redeemed 2,906
Total Liabilities 24,052
Net Assets 3,212,544
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 2,776,711
Undistributed Net Investment Income 40,851
Accumulated Net Realized Gains 826
Unrealized Appreciation (Depreciation) 394,156
Net Assets 3,212,544

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

44


 

Institutional Target Retirement 2055 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 54,997
Net Investment Income—Note B 54,997
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 132
Affiliated Investment Securities Sold 840
Realized Net Gain (Loss) 972
Change in Unrealized Appreciation (Depreciation) of Investment Securities 325,002
Net Increase (Decrease) in Net Assets Resulting from Operations 380,971

 

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

45


 

Institutional Target Retirement 2055 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 54,997 23,312
Realized Net Gain (Loss) 972 46
Change in Unrealized Appreciation (Depreciation) 325,002 90,488
Net Increase (Decrease) in Net Assets Resulting from Operations 380,971 113,846
Distributions    
Net Investment Income (31,435) (5,544)
Realized Capital Gain1 (131) (35)
Total Distributions (31,566) (5,579)
Capital Share Transactions    
Issued 1,588,184 1,099,916
Issued in Lieu of Cash Distributions 31,142 5,531
Redeemed (283,411) (59,524)
Net Increase (Decrease) from Capital Share Transactions 1,335,915 1,045,923
Total Increase (Decrease) 1,685,320 1,154,190
Net Assets    
Beginning of Period 1,527,224 373,034
End of Period2 3,212,544 1,527,224

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $87,000 and $35,000 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 $40,851,000 and $18,984,000.

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

46


 

Institutional Target Retirement 2055 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.11 $18.08 $20.00
Investment Operations      
Net Investment Income2 .506 .470 .157
Capital Gain Distributions Received 2 .001 .001
Net Realized and Unrealized Gain (Loss) on Investments 2.845 1.718 (2.077)
Total from Investment Operations 3.352 2.189 (1.920)
Distributions      
Dividends from Net Investment Income (.360) (.158)
Distributions from Realized Capital Gains (.002) (.001)
Total Distributions (.362) (.159)
Net Asset Value, End of Period $23.10 $20.11 $18.08
 
Total Return 16.95% 12.16% -9.60%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $3,213 $1,527 $373
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.36% 2.47% 3.05%3
Portfolio Turnover Rate 6% 1% 1%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

47


 

Institutional Target Retirement 2055 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2055 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

48


 

Institutional Target Retirement 2055 Fund

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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $1,695,000 from undistributed net investment income and $26,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $41,678,000 of ordinary available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $2,815,371,000. Net unrealized appreciation of investment securities for tax purposes was $394,156,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 74,615 58,130
Issued in Lieu of Cash Distributions 1,558 292
Redeemed (13,002) (3,134)
Net Increase (Decrease) in Shares Outstanding 63,171 55,288

 

49


 

Institutional Target Retirement 2055 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:

          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 746 NA1 NA1 (1) 13 2,132
Vanguard Total                
Bond Market II                
Index Fund 106,412 151,602 30,397 (130) (2,040) 3,953 132 225,447
Vanguard Total                
International Bond                
Index Fund 45,232 49,243 (987) 1,069 93,488
Vanguard Total                
International Stock                
Index Fund 546,748 509,274 50,677 495 140,036 24,213 1,145,876
Vanguard Total                
Stock Market                
Index Fund 822,011 798,195 66,091 476 187,993 25,749 1,742,584
Total 1,521,149 1,508,314 147,165 840 325,002 54,997 132 3,209,527
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

50


 

Institutional Target Retirement 2060 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VILVX
30-Day SEC Yield 2.12%
Acquired Fund Fees and Expenses1 0.09%
 
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 54.1%
Vanguard Total International Stock  
Index Fund Investor Shares 36.0
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Admiral Shares 2.9

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2060 Fund invests. The fund does not charge any expenses or fees of its own. For the fiscal year ended September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

51


 

Institutional Target Retirement 2060 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: June 26, 2015, Through September 30, 2017

Initial Investment of $100,000,000


  Average Annual Total Returns  
  Periods Ended September 30, 2017  
    Since Final Value
  One Inception of a $100,000,000
  Year (6/26/2015) Investment
Institutional Target Retirement 2060      
Fund* 16.90% 7.79% $118,511,767
Target 2060 Composite Index 17.01 8.03 119,097,598
Mixed-Asset Target 2055+ Funds      
Average 16.62 7.24 117,138,590
MSCI US Broad Market Index 18.67 10.09 124,295,206

For a benchmark description, see the Glossary.
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

52


 

Institutional Target Retirement 2060 Fund

Fiscal-Year Total Returns (%): June 26, 2015, Through September 30, 2017


53


 

Institutional Target Retirement 2060 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (99.7%)    
U.S. Stock Fund (53.9%)    
Vanguard Total Stock Market Index Fund Institutional Shares 6,912,042 435,873
 
International Stock Fund (35.9%)    
Vanguard Total International Stock Index Fund Investor Shares 16,523,763 290,323
 
U.S. Bond Fund (7.0%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 5,269,525 56,647
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 1,083,977 23,598
Total Investment Companies (Cost $715,631)   806,441
Temporary Cash Investment (0.1%)    
Money Market Fund (0.1%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $1,282) 12,815 1,282
Total Investments (99.8%) (Cost $716,913)   807,723
Other Assets and Liabilities (0.2%)    
Other Assets   7,284
Liabilities   (5,987)
    1,297
Net Assets (100%)    
Applicable to 35,058,820 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   809,020
Net Asset Value Per Share   $23.08

 

54



 

Institutional Target Retirement 2060 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 807,723
Receivables for Investment Securities Sold 725
Receivables for Accrued Income 150
Receivables for Capital Shares Issued 6,409
Total Assets 815,007
Liabilities  
Payables for Investment Securities Purchased 3,860
Payables for Capital Shares Redeemed 2,127
Total Liabilities 5,987
Net Assets 809,020
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 708,304
Undistributed Net Investment Income 9,804
Accumulated Net Realized Gains 102
Unrealized Appreciation (Depreciation) 90,810
Net Assets 809,020

See Note A in Notes to Financial Statements.
1 Affiliated fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown for Vanguard
Market Liquidity Fund is the 7-day yield.

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

55


 

Institutional Target Retirement 2060 Fund  
 
 
Statement of Operations  
 
  Year Ended
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 13,065
Other Income 19
Net Investment Income—Note B 13,084
Realized Net Gain (Loss)  
Capital Gain Distributions Received from Affiliated Funds 30
Affiliated Investment Securities Sold 109
Realized Net Gain (Loss) 139
Change in Unrealized Appreciation (Depreciation) of Investment Securities 76,789
Net Increase (Decrease) in Net Assets Resulting from Operations 90,012

 

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

56


 

Institutional Target Retirement 2060 Fund    
 
 
Statement of Changes in Net Assets    
 
  Year Ended September 30,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 13,084 5,225
Realized Net Gain (Loss) 139 4
Change in Unrealized Appreciation (Depreciation) 76,789 20,526
Net Increase (Decrease) in Net Assets Resulting from Operations 90,012 25,755
Distributions    
Net Investment Income (7,097) (1,314)
Realized Capital Gain1 (28) (8)
Total Distributions (7,125) (1,322)
Capital Share Transactions    
Issued 479,635 244,013
Issued in Lieu of Cash Distributions 7,005 1,322
Redeemed (95,004) (30,040)
Net Increase (Decrease) from Capital Share Transactions 391,636 215,295
Total Increase (Decrease) 474,523 239,728
Net Assets    
Beginning of Period 334,497 94,769
End of Period2 809,020 334,497

1 Includes fiscal 2017 and 2016 short-term gain distributions totaling $22,000 and $8,000, 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 $9,804,000 and $4,304,000.

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

57


 

Institutional Target Retirement 2060 Fund      
 
 
Financial Highlights      
 
 
      June 26,
  Year Ended 20151 to
  September 30, Sept. 30,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $20.10 $18.07 $20.00
Investment Operations      
Net Investment Income2 .511 .466 .135
Capital Gain Distributions Received 2 .001 .001
Net Realized and Unrealized Gain (Loss) on Investments 2.828 1.729 (2.065)
Total from Investment Operations 3.340 2.196 (1.930)
Distributions      
Dividends from Net Investment Income (.359) (.165)
Distributions from Realized Capital Gains (.001) (.001)
Total Distributions (.360) (.166)
Net Asset Value, End of Period $23.08 $20.10 $18.07
 
Total Return 16.90% 12.21% -9.65%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $809 $334 $95
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09% 0.10% 0.10%3
Ratio of Net Investment Income to Average Net Assets 2.38% 2.45% 2.53%3
Portfolio Turnover Rate 7% 4% 4%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

58


 

Institutional Target Retirement 2060 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirement 2060 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. 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 (September 30, 2015–2017), and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

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

The fund had no borrowings outstanding at September 30, 2017, or at any time during the period then ended.

5. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

59


 

Institutional Target Retirement 2060 Fund

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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

D. 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.

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 $487,000 from undistributed net investment income and $4,000 from accumulated net realized gains to paid-in capital.

For tax purposes, at September 30, 2017, the fund had $9,905,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $716,913,000. Net unrealized appreciation of investment securities for tax purposes was $90,810,000, consisting entirely of unrealized gains on securities that had risen in value since their purchase.

E. Capital shares issued and redeemed were:

  Year Ended September 30,
  2017 2016
  Shares Shares
  (000) (000)
Issued 22,464 12,908
Issued in Lieu of Cash Distributions 351 70
Redeemed (4,397) (1,581)
Net Increase (Decrease) in Shares Outstanding 18,418 11,397

 

60


 

Institutional Target Retirement 2060 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:  
 
          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund 410 NA1 NA1 7 1,282
Vanguard Total                
Bond Market II                
Index Fund 23,180 42,570 8,652 (43) (408) 932 30 56,647
Vanguard Total                
International Bond                
Index Fund 9,902 13,975 67 (2) (210) 245 23,598
Vanguard Total                
International Stock                
Index Fund 119,551 148,777 11,311 66 33,240 5,767 290,323
Vanguard Total                
Stock Market                
Index Fund 180,198 228,593 17,173 88 44,167 6,114 435,873
Total 333,241 433,915 37,203 109 76,789 13,065 30 807,723
1 Not applicable—purchases and sales are for temporary cash investment purposes.      

 

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, that would require recognition or disclosure in these financial statements.

61


 

Institutional Target Retirement 2065 Fund

Fund Profile

As of September 30, 2017

Total Fund Characteristics  
Ticker Symbol VSXFX
30-Day SEC Yield 2.09%
Acquired Fund Fees and Expenses1 0.10%
 
 
Allocation to Underlying Vanguard Funds  
Vanguard Total Stock Market Index  
Fund Institutional Shares 53.9%
Vanguard Total International Stock  
Index Fund Investor Shares 36.1
Vanguard Total Bond Market II  
Index Fund Investor Shares 7.0
Vanguard Total International Bond  
Index Fund Admiral Shares 3.0

 

Fund Asset Allocation


1 This figure—drawn from the prospectus dated July 12, 2017, as supplemented July 24, 2017—represents an estimate of the weighted average of the expense ratios and any transaction fees charged by the underlying mutual funds (the ”acquired” funds) in which the Institutional Target Retirement 2065 Fund invests. The fund does not charge any expenses or fees of its own. For the period from the fund’s inception through September 30, 2017, the annualized acquired fund fees and expenses were 0.09%.

62


 

Institutional Target Retirement 2065 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: July 12, 2017, Through September 30, 2017
Initial Investment of $100,000,000


  Total Returns  
  Period Ended September 30, 2017  
  Since Final Value
  Inception of a $100,000,000
  (7/12/2017) Investment
Institutional Target Retirement 2065    
Fund* 4.00% $104,000,000
Target 2065 Composite Index 3.84 103,841,580
Mixed-Asset Target 2055+ Funds    
Average 4.00 104,004,920
MSCI US Broad Market Index 3.66 103,660,040

For a benchmark description, see the Glossary.
Mixed-Asset Target 2055+ Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
"Since Inception" performance is calculated from the fund's inception date for both the fund and its comparative standards.

See Financial Highlights for dividend and capital gains information.

63


 

Institutional Target Retirement 2065 Fund

Fiscal-Period Total Returns (%): July 12, 2017, Through September 30, 2017


64


 

Institutional Target Retirement 2065 Fund

Financial Statements

Statement of Net Assets
As of September 30, 2017

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)
Investment Companies (98.7%)    
U.S. Stock Fund (53.3%)    
Vanguard Total Stock Market Index Fund Institutional Shares 46,162 2,911
 
International Stock Fund (35.6%)    
Vanguard Total International Stock Index Fund Investor Shares 110,787 1,946
 
U.S. Bond Fund (6.9%)    
1 Vanguard Total Bond Market II Index Fund Investor Shares 35,051 377
 
International Bond Fund (2.9%)    
Vanguard Total International Bond Index Fund Admiral Shares 7,407 161
Total Investment Companies (Cost $5,323)   5,395
Temporary Cash Investment (1.6%)    
Money Market Fund (1.6%)    
1 Vanguard Market Liquidity Fund, 1.223% (Cost $86) 858 86
Total Investments (100.3%) (Cost $5,409)   5,481
Other Assets and Liabilities (-0.3%)    
Other Assets   98
Liabilities   (116)
    (18)
Net Assets (100%)    
Applicable to 262,702 outstanding $.001 par value shares of    
beneficial interest (unlimited authorization)   5,463
Net Asset Value Per Share   $20.80

 

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Institutional Target Retirement 2065 Fund  
 
 
 
 
  Amount
  ($000)
Statement of Assets and Liabilities  
Assets  
Investments in Securities, at Value—Affiliated Vanguard Funds 5,481
Receivables for Accrued Income 1
Receivables for Capital Shares Issued 97
Total Assets 5,579
Liabilities  
Payables for Investment Securities Purchased 112
Payables for Capital Shares Redeemed 4
Total Liabilities 116
Net Assets 5,463
 
 
At September 30, 2017, net assets consisted of:  
  Amount
  ($000)
Paid-in Capital 5,371
Undistributed Net Investment Income 20
Accumulated Net Realized Gains
Unrealized Appreciation (Depreciation) 72
Net Assets 5,463

See Note A in Notes to Financial Statements.
1 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
is the 7-day yield.

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

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Institutional Target Retirement 2065 Fund  
 
 
Statement of Operations  
 
  July 12, 20171 to
  September 30, 2017
  ($000)
Investment Income  
Income  
Income Distributions Received from Affiliated Funds 20
Net Investment Income—Note B 20
Realized Net Gain (Loss)
Change in Unrealized Appreciation (Depreciation) of Investment Securities 72
Net Increase (Decrease) in Net Assets Resulting from Operations 92
1 Inception.  

 

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

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Institutional Target Retirement 2065 Fund  
 
 
Statement of Changes in Net Assets  
 
  July 12, 20171 to
  September 30, 2017
  ($000)
Increase (Decrease) in Net Assets  
Operations  
Net Investment Income 20
Realized Net Gain (Loss)
Change in Unrealized Appreciation (Depreciation) 72
Net Increase (Decrease) in Net Assets Resulting from Operations 92
Distributions  
Net Investment Income
Realized Capital Gain
Total Distributions
Capital Share Transactions  
Issued 5,581
Issued in Lieu of Cash Distributions
Redeemed (210)
Net Increase (Decrease) from Capital Share Transactions 5,371
Total Increase (Decrease) 5,463
Net Assets  
Beginning of Period
End of Period2 5,463

1 Inception.
2 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $20,000.

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

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Institutional Target Retirement 2065 Fund  
 
 
Financial Highlights  
 
 
  July 12, 20171 to
For a Share Outstanding Throughout the Period September 30, 2017
Net Asset Value, Beginning of Period 20.00
Investment Operations  
Net Investment Income2 .197
Capital Gain Distributions Received 2
Net Realized and Unrealized Gain (Loss) on Investments 0.603
Total from Investment Operations 0.800
Distributions  
Dividends from Net Investment Income
Distributions from Realized Capital Gains
Total Distributions
Net Asset Value, End of Period $20.80
 
Total Return 4.00%
 
Ratios/Supplemental Data  
Net Assets, End of Period (Millions) $5
Ratio of Total Expenses to Average Net Assets
Acquired Fund Fees and Expenses 0.09%3
Ratio of Net Investment Income to Average Net Assets 4.33%3
Portfolio Turnover Rate 133%

1 Inception.
2 Calculated based on average shares outstanding.
3 Annualized.

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

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Institutional Target Retirement 2065 Fund

Notes to Financial Statements

Vanguard Institutional Target Retirment 2065 Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund follows a balanced investment strategy by investing in selected Vanguard funds to achieve its targeted allocation of assets to U.S. and international stocks, and U.S. and international bonds. Financial statements and other information about each underlying fund are available on vanguard.com.

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: Investments are valued at the net asset value of each underlying Vanguard fund determined as of the close of the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date.

2. Federal Income Taxes: The fund intends to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for its open federal income tax period ended September 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

4. Other: Income and capital gain distributions received are recorded on the ex-dividend date. 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. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. The FSA provides that expenses otherwise allocable to Vanguard funds-of-funds may be reduced or eliminated to the extent of savings realized by the underlying Vanguard funds by virtue of being part of a fund-of-funds. Accordingly, all expenses for services provided by Vanguard to the fund and all other expenses incurred by the fund during the period ended September 30, 2017, were borne by the underlying Vanguard funds in which the fund invests. The fund’s trustees and officers are also trustees and officers, respectively, of the underlying Vanguard funds, as well as directors and employees, respectively, of Vanguard.

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

Level 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). Any investments valued with significant unobservable inputs are noted on the Statement of Net Assets.

At September 30, 2017, 100% of the market value of the fund’s investments was determined based on Level 1 inputs.

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Institutional Target Retirement 2065 Fund

D. 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.

For tax purposes, at September 30, 2017, the fund had $20,000 of ordinary income available for distribution.

At September 30, 2017, the cost of investment securities for tax purposes was $5,409,000. Net unrealized appreciation of investment securities for tax purposes was $72,000, consisting of unrealized gains of $74,000 on securities that had risen in value since their purchase and $2,000 in unrealized losses on securities that had fallen in value since their purchase.

E. Capital shares issued and redeemed were:  
  July 12, 20171 to
  September 30, 2017
  Shares
  (000)
Issued 273
Issued in Lieu of Cash Distributions
Redeemed (10)
Net Increase (Decrease) in Shares Outstanding 263
1 Inception.  

 

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Institutional Target Retirement 2065 Fund

F. Transactions during the period in affiliated underlying Vanguard funds were as follows:  
 
          Current Period Transactions  
Sept. 30, Proceeds  Sept. 30,
  2016 from  Realized  Change in   Capital Gain 2017
  Market Purchases  Securities Net Gain Unrealized   Distributions Market
  Value at Cost  Sold  (Loss) App. (Dep.)  Income  Received Value
    ($000)   ($000) ($000) ($000) ($000) ($000)  ($000) ($000)
Vanguard Market                
Liquidity Fund NA2 NA 2 86
Vanguard Total                
Bond Market II                
Index Fund 401 23 (1) 1 377
Vanguard Total                
International Bond                
Index Fund 172 10 (1) 161
Vanguard Total                
International Stock                
Index Fund                
Investor Shares 2,045 121 22 9 1,946
Vanguard International              
Stock Index Fund                
ETF Shares3 1,090 1,090
Vanguard Total                
Stock Market                
Index Fund                
Institutional Shares 3,056 196 (1) 52 10 2,911
Vanguard Total                
Stock Market                
Index Fund                
ETF Shares3 2,444 2,445 1
Total 9,208 3,885 72 20 5,481

1 Inception.

2 Not applicable—purchases and sales are for temporary cash investment purposes.

3 The fund invested in ETF Shares during the period, but sold their positions before period end.

G. Management has determined that no material events or transactions occurred subsequent to September 30, 2017, 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 Chester Funds and the Shareholders of Vanguard Institutional Target Retirement 2040 Fund, Vanguard Institutional Target Retirement 2045 Fund, Vanguard Institutional Target Retirement 2050 Fund, Vanguard Institutional Target Retirement 2055 Fund, Vanguard Institutional Target Retirement 2060 Fund and Vanguard Institutional Target Retirement 2065 Fund In our opinion, the accompanying statements of net assets and statements 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 Institutional Target Retirement 2040 Fund, Vanguard Institutional Target Retirement 2045 Fund, Vanguard Institutional Target Retirement 2050 Fund, Vanguard Institutional Target Retirement 2055 Fund, Vanguard Institutional Target Retirement 2060 Fund and Vanguard Institutional Target Retirement 2065 Fund (constituting separate portfolios of Vanguard Chester Funds, hereafter referred to as the “Funds”) as of September 30, 2017, the results of operations for the year then ended, the changes in net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated for Vanguard Institutional Target Retirement 2040 Fund, Vanguard Institutional Target Retirement 2045 Fund, Vanguard Institutional Target Retirement 2050 Fund, Vanguard Institutional Target Retirement 2055 Fund and Vanguard Institutional Target Retirement 2060 Fund, and the results of operations, the changes in net assets and the financial highlights for the period July 12, 2017 (commencement of operations) through September 30, 2017 for Vanguard Institutional Target Retirement 2065 Fund, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of September 30, 2017 by agreement to the underlying ownership records of the transfer agent, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
November 16, 2017

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Special 2017 tax information (unaudited) for Vanguard Institutional Target Retirement Funds

This information for the fiscal year ended September 30, 2017, is included pursuant to provisions of the Internal Revenue Code.

The funds distributed capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year as follows:

Fund ($000)
Institutional Target Retirement 2040 526
Institutional Target Retirement 2045 383
Institutional Target Retirement 2050 215
Institutional Target Retirement 2055 44
Institutional Target Retirement 2060 6
Institutional Target Retirement 2065

 

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

The funds distributed qualified dividend income to shareholders during the fiscal year as follows:

Fund ($000)
Institutional Target Retirement 2040 137,017
Institutional Target Retirement 2045 110,769
Institutional Target Retirement 2050 68,207
Institutional Target Retirement 2055 23,592
Institutional Target Retirement 2060 5,308
Institutional Target Retirement 2065

 

For corporate shareholders, the percentage of investment income (dividend income plus short-term gains, if any) that qualifies for the dividends-received deduction is as follows:

Fund Percentage
Institutional Target Retirement 2040 39.0%
Institutional Target Retirement 2045 40.0
Institutional Target Retirement 2050 39.9
Institutional Target Retirement 2055 39.8
Institutional Target Retirement 2060 40.0
Institutional Target Retirement 2065 44.7

 

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The funds designate to shareholders foreign source income and foreign taxes paid as follows:

  Foreign Source Income Foreign Taxes Paid
Fund ($000) ($000)
Institutional Target Retirement 2040 128,997 8,105
Institutional Target Retirement 2045 107,116 6,807
Institutional Target Retirement 2050 69,308 4,407
Institutional Target Retirement 2055 26,918 1,714
Institutional Target Retirement 2060 6,400 408
Institutional Target Retirement 2065

 

Shareholders will receive more detailed information with their Form 1099-DIV in January 2018 to determine the calendar-year amounts to be included on their 2017 tax returns.

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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 typical fund’s expenses are expressed as a percentage of its average net assets. The Institutional Target Retirement Funds have no direct expenses, but each fund bears its proportionate share of the costs for the underlying funds in which it invests. These indirect expenses make up the acquired fund fees and expenses, also expressed as a percentage of average net assets.

The following examples are intended to help you understand the ongoing cost (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 costs were calculated using the acquired fund fees and expenses for each Institutional Target Retirement Fund.

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 September 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  3/31/2017 9/30/2017 Period
Based on Actual Fund Return      
Institutional Target Retirement 2040 Fund1 $1,000.00 $1,084.67 $0.47
Institutional Target Retirement 2045 Fund1 $1,000.00 $1,086.75 $0.47
Institutional Target Retirement 2050 Fund1 $1,000.00 $1,087.18 $0.47
Institutional Target Retirement 2055 Fund1 $1,000.00 $1,087.06 $0.47
Institutional Target Retirement 2060 Fund1 $1,000.00 $1,087.14 $0.47
Institutional Target Retirement 2065 Fund2 $1,000.00 $1,040.00 $0.20
Based on Hypothetical 5% Yearly Return      
Institutional Target Retirement 2040 Fund1 $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2045 Fund1 $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2050 Fund1 $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2055 Fund1 $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2060 Fund1 $1,000.00 $1,024.62 $0.46
Institutional Target Retirement 2065 Fund2 $1,000.00 $1,010.76 $0.20

1 The calculations are based on the acquired fund fees and expenses for the most recent six-month period. The funds’ annualized expense figures for that period are (in order as listed from top to bottom above) 0.09%, 0.09%, 0.09%, 0.09%, and 0.09%. The dollar amounts shown as ”Expenses Paid” are equal to the annualized expense figures for the underlying funds 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 (183/365).

2 The calculation is based on the acquired fund fees and expenses for the most recent six-month period. The fund’s annualized expense figure for the period is 0.09%. The dollar amount shown as ”Expenses Paid” is equal to the annualized average weighted expense ratio for the underlying funds multiplied by the average account value over the period, multiplied by the number of days in the period from inception (July 12, 2017) to September 30, 2017, then divided by the number of days in the 12-month period (81/365).

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Glossary

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

Acquired Fund Fees and Expenses. Funds that invest in other Vanguard funds incur no direct expenses, but they do bear proportionate shares of the operating, administrative, and advisory expenses of the underlying funds, and they must pay any fees charged by those funds. The figure for acquired fund fees and expenses represents a weighted average of these underlying costs. Acquired is a term that the Securities and Exchange Commission applies to any mutual fund whose shares are owned by another 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.

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.

Benchmark Information

Target 2040 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2045 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the Dow Jones U.S. Total Stock Market Index (formerly known as the Dow Jones Wilshire 5000 Index) through April 22, 2005, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2050 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the Select Emerging Markets Index through August 23, 2006, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Bond Index through December 31, 2009, and the Bloomberg Barclays U.S. Aggregate Float Adjusted Index thereafter; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2055 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI EAFE Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the MSCI Emerging Markets Index through December 15, 2010, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

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Target 2060 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: for international stocks of developed markets, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for emerging-market stocks, the MSCI ACWI ex USA IMI Index through June 2, 2013, and the FTSE Global All Cap ex US Index thereafter; for U.S. bonds, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index; for international bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index beginning June 3, 2013; and for U.S. stocks, the MSCI US Broad Market Index through June 2, 2013, and the CRSP US Total Market Index thereafter. International stock benchmark returns are adjusted for withholding taxes.

Target 2065 Composite Index: Derived by applying the fund’s target asset allocation to the results of the following benchmarks: the FTSE Global All Cap ex US Index for international stocks, the Bloomberg Barclays U.S. Aggregate Float Adjusted Index for U.S. bonds, the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index for international bonds, and the CRSP US Total Market Index for U.S. stocks. International stock benchmark returns are adjusted for withholding taxes.

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BLOOMBERG is a trademark and service mark of Bloomberg Finance L.P. BARCLAYS is a trademark and service mark of Barclays Bank Plc, used under license. Bloomberg Finance L.P. and its affiliates, including Bloomberg Index Services Limited (BISL) (collectively, Bloomberg), or Bloomberg’s licensors, own all proprietary rights in the Bloomberg Barclays U.S. Aggregate Bond Index, Bloomberg Barclays U.S. Aggregate Float Adjusted Index, and the Bloomberg Barclays Global Aggregate ex-USD Float Adjusted RIC Capped Index (USD Hedged) (the Indices or Bloomberg Barclays Indices).

Neither Barclays Bank Plc, Barclays Capital Inc., or any affiliate (collectively Barclays) or Bloomberg is the issuer or producer of the Target Retirement Funds (including the Total Bond Market II Index Fund and the Total International Bond Index Fund) and neither Bloomberg nor Barclays has any responsibilities, obligations or duties to investors in the Target Retirement Funds. The Indices are licensed for use by The Vanguard Group, Inc. (Vanguard) as the sponsor of the Target Retirement Funds. Bloomberg and Barclays’ only relationship with Vanguard in respect to the Indices is the licensing of the Indices, which is determined, composed and calculated by BISL, or any successor thereto, without regard to the Issuer or the Target Retirement Funds or the owners of the Target Retirement Funds.

Additionally, Vanguard may for itself execute transaction(s) with Barclays in or relating to the Indices in connection with the Target Retirement Funds. Investors acquire the Target Retirement Funds from Vanguard and investors neither acquire any interest in the Indices nor enter into any relationship of any kind whatsoever with Bloomberg or Barclays upon making an investment in the Target Retirement Funds. The Target Retirement Funds are not sponsored, endorsed, sold or promoted by Bloomberg or Barclays. Neither Bloomberg nor Barclays makes any representation or warranty, express or implied regarding the advisability of investing in the Target Retirement Funds or the advisability of investing in securities generally or the ability of the Indices to track corresponding or relative market performance. Neither Bloomberg nor Barclays has passed on the legality or suitability of the Target Retirement Funds with respect to any person or entity. Neither Bloomberg nor Barclays is responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Target Retirement Funds to be issued. Neither Bloomberg nor Barclays has any obligation to take the needs of the Issuer or the owners of the Target Retirement Funds or any other third party into consideration in determining, composing or calculating the Indices. Neither Bloomberg nor Barclays has any obligation or liability in connection with administration, marketing or trading of the Target Retirement Funds.

The licensing agreement between Bloomberg and Barclays is solely for the benefit of Bloomberg and Barclays and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties. In addition, the licensing agreement between Vanguard and Bloomberg is solely for the benefit of Vanguard and Bloomberg and not for the benefit of the owners of the Target Retirement Funds, investors or other third parties.

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NEITHER BLOOMBERG NOR BARCLAYS SHALL HAVE ANY LIABILITY TO THE ISSUER, INVESTORS OR TO OTHER THIRD PARTIES FOR THE QUALITY, ACCURACY AND/OR COMPLETENESS OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR FOR INTERRUPTIONS IN THE DELIVERY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER, THE INVESTORS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. NEITHER BLOOMBERG NOR BARCLAYS MAKES ANY EXPRESS OR IMPLIED WARRANTIES, AND EACH HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY

OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN. BLOOMBERG RESERVES THE RIGHT TO CHANGE THE METHODS OF CALCULATION OR PUBLICATION, OR TO CEASE THE CALCULATION OR PUBLICATION OF THE BLOOMBERG BARCLAYS INDICES, AND NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY MISCALCULATION OF OR ANY INCORRECT, DELAYED OR INTERRUPTED PUBLICATION WITH RESPECT TO ANY OF THE BLOOMBERG BARCLAYS INDICES. NEITHER BLOOMBERG NOR BARCLAYS SHALL BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY LOST PROFITS AND EVEN IF ADVISED OF THE POSSIBLITY OF SUCH, RESULTING FROM THE USE OF BLOOMBERG BARCLAYS INDICES OR ANY DATA INCLUDED THEREIN OR WITH RESPECT TO THE TARGET RETIREMENT FUNDS.

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Source: Bloomberg Index Services Limited. Copyright 2017, Bloomberg. All rights reserved.

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The People Who Govern Your Fund

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

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

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. 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.

Interested Trustee1

F. William McNabb III

Born 1957. Trustee Since July 2009. Chairman of the Board. Principal Occupation(s) During the Past Five Years and Other Experience: Chairman of the Board of The Vanguard Group, Inc., and of each of the investment companies served by The Vanguard Group, since January 2010; Chief Executive Officer and Director of The Vanguard Group and President and Chief Executive Officer of each of the investment companies served by The Vanguard Group, since 2008; Director of Vanguard Marketing Corporation; President of The Vanguard Group (2008–2017); Managing Director of The Vanguard Group (1995–2008).

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services);

Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

Born 1945. Trustee Since December 2001.2 Principal Occupation(s) During the Past Five Years and Other Experience: Chairman and Chief Executive Officer (retired 2009) and President (2006–2008) of Rohm and Haas Co. (chemicals); Director of Arconic Inc. (diversified manufacturer), HP Inc. (printer and personal computer manufacturing), and Delphi Automotive plc (automotive components); Senior Advisor at New Mountain Capital.

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne

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.


 

Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

Born 1950. Trustee Since July 1998. Principal Occupation(s) During the Past Five Years and Other Experience: Corporate Vice President and Member of the Executive Committee (1997–2008), Chief Global Diversity Officer (retired 2008), Vice President and Chief Information Officer (1997–2006), Controller (1995–1997), Treasurer (1991–1995), and Assistant Treasurer (1989–1991) of Johnson & Johnson (pharmaceuticals/medical devices/ consumer products); Director of Skytop Lodge Corporation (hotels) and the Robert Wood Johnson Foundation; Member of the Advisory Board of the Institute for Women’s Leadership at Rutgers University.

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

Born 1953. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Senior Vice President and Chief Financial Officer (retired 2013) at IBM (information technology services); Fiduciary Member of IBM’s Retirement Plan Committee (2004–2013); Member of the Council on Chicago Booth.

Scott C. Malpass

Born 1962. Trustee Since March 2012. Principal Occupation(s) During the Past Five Years and Other Experience: Chief Investment Officer and Vice President at the University of Notre Dame; Assistant Professor of Finance at the Mendoza College of Business at Notre Dame; Member of the Notre Dame 403(b) Investment Committee, the Board of Advisors for Spruceview Capital Partners, the Board of Catholic Investment Services, Inc. (investment advisor), and the Board of Superintendence of the Institute for the Works of Religion; Chairman of the Board of TIFF Advisory Services, Inc. (investment advisor).

André F. Perold

Born 1952. Trustee Since December 2004. Principal Occupation(s) During the Past Five Years and Other Experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011); Chief Investment Officer and Co-Managing Partner of HighVista Strategies LLC (private investment firm); Overseer of the Museum of Fine Arts Boston.

Peter F. Volanakis

Born 1955. Trustee Since July 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2010) of Corning Incorporated (communications equipment); Chairman of the Board of Trustees of Colby-Sawyer College; Member of the Board of Hypertherm, Inc. (industrial cutting systems, software, and consumables).


 

Executive Officers

Glenn Booraem

Born 1967. Investment Stewardship Officer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Treasurer (2015–2017), Controller (2010–2015), and Assistant Controller (2001–2010) of each of the investment companies served by The Vanguard Group.

Thomas J. Higgins

Born 1957. Chief Financial Officer Since September 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Chief Financial Officer of each of the investment companies served by The Vanguard Group; Treasurer of each of the investment companies served by The Vanguard Group (1998–2008).

Peter Mahoney

Born 1974. Controller Since May 2015. Principal Occupation(s) During the Past Five Years and Other Experience: Principal of The Vanguard Group, Inc.; Controller of each of the investment companies served by The Vanguard Group; Head of International Fund Services at The Vanguard Group (2008–2014).

Anne E. Robinson

Born 1970. Secretary Since September 2016. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; General Counsel of The Vanguard Group; Secretary of The Vanguard Group and of each of the investment companies served by The Vanguard Group; Director and Senior Vice President of Vanguard Marketing Corporation; Managing Director and General Counsel of Global Cards and Consumer Services at Citigroup (2014–2016); Counsel at American Express (2003–2014).

Michael Rollings

Born 1963. Treasurer Since February 2017. Principal Occupation(s) During the Past Five Years and Other Experience: Managing Director of The Vanguard Group, Inc.; Treasurer of each of the investment companies served by The Vanguard Group; Director of Vanguard Marketing Corporation; Executive Vice President and Chief Financial Officer of MassMutual Financial Group (2006–2016).

Vanguard Senior Management Team
 
Mortimer J. Buckley Chris D. McIsaac
Gregory Davis James M. Norris
John James Thomas M. Rampulla
Martha G. King Karin A. Risi
John T. Marcante  
 
 
Chairman Emeritus and Senior Advisor
 
John J. Brennan  
Chairman, 1996–2009  
Chief Executive Officer and President, 1996–2008
 
 
Founder  
 
John C. Bogle  
Chairman and Chief Executive Officer, 1974–1996

 


 

 

P.O. Box 2600
Valley Forge, PA 19482-2600

Connect with Vanguard® > vanguard.com

 
Fund Information > 800-662-7447  
Direct Investor Account Services > 800-662-2739  
Institutional Investor Services > 800-523-1036  
Text Telephone for People  
Who Are Deaf or Hard of Hearing> 800-749-7273  
 
This material may be used in conjunction  
with the offering of shares of any Vanguard  
fund only if preceded or accompanied by  
the fund’s current prospectus.  
 
All comparative mutual fund data are from Lipper, a  
Thomson Reuters Company, or Morningstar, Inc., unless  
otherwise noted.  
 
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q6730B 112017

 


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. All members of the Audit Committee have been determined by the
Registrant’s Board of Trustees to be Audit Committee Financial Experts and to be independent: Rajiv L. Gupta,
JoAnn Heffernan Heisen, F. Joseph Loughrey, Mark Loughridge, and Peter F. Volanakis.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Audit Fees of the Registrant

Fiscal Year Ended September 30, 2017: $35,000
Fiscal Year Ended September 30, 2016: $35,000

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

Fiscal Year Ended September 30, 2017: $8,424,459
Fiscal Year Ended September 30, 2016: $9,629,849

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 September 30, 2017: $3,194,093
Fiscal Year Ended September 30, 2016: $2,717,627

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 September 30, 2017: $274,313
Fiscal Year Ended September 30, 2016: $254,050

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 September 30, 2017: $0
Fiscal Year Ended September 30, 2016: $214,225

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 September 30, 2017: $274,313
Fiscal Year Ended September 30, 2016: $468,275

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.

Not Applicable.

Item 6: Investments.

Not Applicable.

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

Not Applicable.

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

Not Applicable.


 

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

Not Applicable.

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

Not Applicable.

Item 11: Controls and Procedures.

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers
concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation
of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
(b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s
Internal Control Over Financial Reporting or in other factors that could significantly affect this control
subsequent to the date of the evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

Item 12: Disclosure of Securities Lending Activities for Closed-End Management
Investment Companies.

Not Applicable.


 

Item 13: 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 CHESTER FUNDS
 
By: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: November 21, 2017

 

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 CHESTER FUNDS
 
By: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: November 21, 2017

 

  VANGUARD CHESTER FUNDS
 
By: /s/ THOMAS J. HIGGINS*
  THOMAS J. HIGGINS
  CHIEF FINANCIAL OFFICER
 
Date: November 21, 2017

 

* By: /s/ Anne E. Robinson

Anne E. Robinson, pursuant to a Power of Attorney filed on October 4, 2016 see file Number 33-32548,
Incorporated by Reference.