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: 811-01716

AB CAP FUND, INC.

(Exact name of registrant as specified in charter)

1345 Avenue of the Americas, New York, New York 10105

(Address of principal executive offices) (Zip code)

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 221-5672

Date of fiscal year end: March 31, 2021

Date of reporting period: March 31, 2021

ITEM 1.    REPORTS TO STOCKHOLDERS.

MAR    ^03.31.21

ANNUAL REPORT

AB EMERGING MARKETS
MULTI-ASSET PORTFOLIO

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.

Investment Products Offered •  Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We’re pleased to provide this report for the AB Emerging Markets Multi-Asset Portfolio (the “Fund”). Please review the discussion of Portfolio performance, the market conditions during the reporting period and the Portfolio’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

⁺  Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

⁺  Applying differentiated investment insights through a connected global research network

⁺  Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

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ANNUAL REPORT

May 10, 2021

This report provides management’s discussion of fund performance for the AB Emerging Markets Multi-Asset Portfolio for the annual reporting period ended March 31, 2021.

The Fund’s investment objective is to maximize total return. Total return is the sum of capital appreciation and income.

NAV RETURNS AS OF MARCH 31, 2021 (unaudited)

	6 Months		12 Months
AB EMERGING MARKETS MULTI-ASSET PORTFOLIO
Class A Shares		18.49%		50.17%
Class C Shares		18.02%		49.01%
Advisor Class Shares1		18.59%		50.40%
Class R Shares1		18.31%		49.68%
Class K Shares1,2		18.53%		50.31%
Class I Shares1		18.65%		50.61%
Class Z Shares1		18.62%		50.47%
MSCI EM Index (net)		22.43%		58.39%

1 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

2 The returns shown are based on net asset values calculated for shareholder transactions and may differ from the returns shown in the Financial Highlights, which reflect adjustments made to the net asset values in accordance with accounting principles generally accepted in the United States of America.

Please keep in mind that high, double-digit returns are highly unusual and cannot be sustained. Investors should also be aware that these returns were primarily achieved during favorable market conditions.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Morgan Stanley Capital International Emerging Markets (“MSCI EM”) Index (net), for the six- and 12-month periods ended March 31, 2021. The Fund’s benchmark is fully composed of equities, while the Fund invests in both equities and fixed income.

All share classes of the Fund underperformed the benchmark for the six- and 12-month periods, before sales charges. For both periods, emerging-market debt index returns lagged emerging-market equity returns, so the structural underweight to equities of the Fund’s multi-asset strategy detracted when measured against a pure equity benchmark. During both

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periods, equity holdings outperformed the equity benchmark, and overall security selection within equities and fixed income contributed to absolute returns. Active currency management also contributed during both periods.

The Fund utilized derivatives for hedging and investment purposes in the form of futures, currency forwards, credit default swaps, total return swaps, purchased options and written swaptions, which added to absolute performance for both periods; interest rate swaps and purchased swaptions detracted for both periods. Variance swaps were utilized for hedging purposes and detracted for both periods.

MARKET REVIEW AND INVESTMENT STRATEGY

Global equity markets recorded extraordinary double-digit returns for the 12-month period ended March 31, 2021, erasing losses from the steep decline triggered by the COVID-19 outbreak and extending gains well beyond pre-pandemic highs. During the early stages of the recovery, global economies rebounded from record GDP contractions, supported by extensive monetary and fiscal stimulus, expedited vaccine development, and improving economic data. Favorable news about the efficacy of potential coronavirus vaccines helped offset market volatility that was prompted by the continued spread of the virus in many countries, a potentially contested US presidential election and lack of additional US fiscal stimulus. Later in the period, the addition of massive fiscal and monetary support in the US and the start of worldwide vaccine distribution supported the prospect of accelerating global economic and earnings recovery. As the period drew to a close, the emergence of inflationary fears precipitated a rise in longer-term interest rates, which pressured the valuations of many market-leading technology and growth stocks, especially in the US, and boosted a rotation into more cyclical and value-oriented shares. The rotation wasn’t smooth, with some large daily swings in style leadership and periods of heightened volatility. Despite investor concern around a potentially overstimulated economy, as well as supply-chain and pricing pressures, inflation data remained muted. For the annual period, small-cap stocks substantially outperformed large-cap stocks on a relative basis, and even with intervals of market rotation, growth-style stocks outperformed their value-style peers.

Global fixed-income market returns were mixed, with an elevated amount of volatility and dispersion between regions and credit sectors for the 12-month period. After the positive impact of massive fiscal stimulus enacted by governments, and central bank monetary policies that anchored short-term interest rates at record lows to combat the outbreak of the COVID-19 pandemic, longer-term treasury yields began to steadily rise in August, based on expectations of an economic growth recovery. Major developed-market treasury returns ended the period lower, except in Italy and Spain, due to the European Central Bank’s bond-buying program to cap eurozone periphery yields. Historically low interest rates also set the stage for a sharp rebound in risk assets. Emerging- and developed-market

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high-yield corporate bonds led gains, with significant positive returns, as investors searched for higher yields in a period of low interest rates. Emerging-market local-currency and hard-currency sovereign bonds, as well as emerging-market and developed-market investment-grade corporate bonds, also had strong positive performance. Securitized assets had positive returns that were much higher than US Treasuries. The US dollar fell against most major developed-market currencies and a majority of emerging-market currencies. Brent crude oil prices advanced more than 180% on the improved economic outlook and OPEC+ production cuts. Copper gained more than 80% because of increased demand for infrastructure and green-energy initiatives. Gold prices advanced by about 8% in a period of elevated market volatility.

The Fund’s Senior Investment Management Team (the “Team”) seeks to maximize total return by dynamically adjusting exposure to emerging markets by investing across asset classes. The Team’s emerging-market strategy searches for long-term growth with lower volatility. In seeking to reduce risk and provide downside protection, the Team pursues active stocks and flexible bond allocations. The Team utilizes a disciplined investment process, which draws on a rigorous quantitative research toolset with fundamental expertise across all regions and markets.

INVESTMENT POLICIES

The Fund invests at least 80% of its net assets under normal circumstances in securities of emerging-market issuers and/or the currencies of emerging-market countries. Examples of emerging-market countries include Argentina, Brazil, Chile, Croatia, Egypt, Hong Kong, India, Indonesia, Israel, Kazakhstan, Malaysia, Mexico, the People’s Republic of China, Peru, the Philippines, Poland, Russia, South Africa, South Korea, Taiwan, Thailand, Turkey and Venezuela. The Fund may invest up to 20% of its net assets in the securities of developed-market issuers.

The Fund invests in equity securities, debt securities and currencies, and does not attempt to maintain a constant or relatively constant allocation among these asset classes. Rather, allocations among asset classes are adjusted based on the Adviser’s view of the relative attractiveness of the asset classes. These allocations are informed by the Adviser’s proprietary asset allocation tools, which are comprised of a series of volatility, correlation and expected return forecasts. The Adviser reviews potential Fund investments in each asset class holistically from a country, currency, sector and security standpoint to optimize overall portfolio construction. Under normal circumstances, the Fund will invest between 30% and 95% of its net assets in equity securities, and between 0% and 65% of its net assets in debt securities, with any remainder held in cash (including foreign currency). The

(continued on next page)

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Fund is not constrained based on the country, region, market capitalization, credit quality or duration of its investments and its assets may at times be concentrated in a particular country or region.

The process for selecting equity securities for the Fund is primarily bottom-up. The Adviser seeks to identify stocks that are attractive based on valuation, profitability, earnings quality, business trends, price momentum and other measures. The process for selecting debt securities for the Fund is more top-down. The Adviser believes that inefficiencies in the global debt markets arise from investor emotion, market complexity and conflicting investment agendas. The Adviser combines quantitative forecasts with fundamental credit and economic research in seeking to exploit these inefficiencies. The Adviser seeks to generate returns from the Fund’s fixed-income investments through a combination of country selection, currency allocation, sector analysis and security selection. Debt securities may include those of both corporate and governmental issuers, and may include below investment-grade debt securities (“junk bonds”). The Fund may invest in debt securities with a range of maturities from short- to long-term.

The Adviser considers both quantitative and fundamental factors in adjusting the Fund’s currency exposures. In addition to the Fund’s currency exposure that results from its investments in equity and debt securities denominated in foreign currencies (and any related hedging), the Fund may hold foreign currency (or related derivatives) independently of any such investments, and may hold a currency even if the Fund does not hold any securities denominated in that currency.

The Fund may utilize derivatives, such as futures contracts, forwards and swaps, and invest in exchange-traded funds (“ETFs”) to a significant extent. Derivatives and ETFs may provide more efficient and economical exposure to market segments than direct investments, and may also be a quicker and more efficient way to alter the Fund’s exposure than buying and selling direct investments. In determining when and to what extent to enter into derivatives transactions or to invest in ETFs, the Adviser will consider factors such as the relative risks and returns expected of potential investments and the cost of such transactions. Derivatives may also be used for hedging purposes, including to hedge against interest-rate, credit and currency fluctuations. The Adviser also expects to use derivatives frequently to effectively leverage the Fund by creating aggregate exposure somewhat in excess of the Fund’s net assets. The notional value of derivatives and ETFs linked to emerging-market securities or currencies are counted towards meeting the percentage minimums and ranges set forth above, including the requirement that the Fund invest at least 80% of its net assets in the securities of emerging-market issuers and/or the currencies of emerging-market countries.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI EM Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI EM Index (net, free float-adjusted, market capitalization weighted) represents the equity market performance of emerging markets. MSCI makes no express or implied warranties or representations, and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indices, any securities or financial products. This report is not approved, reviewed or produced by MSCI. Net returns include the reinvestment of dividends after deduction of non-US withholding tax. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Emerging-Market Risk: Investments in emerging-market countries may involve more risk than investments in other foreign countries because the markets in emerging-market countries are less developed and less liquid, and because these investments may be subject to increased economic, political, regulatory or other uncertainties.

Market Risk: The value of the Fund’s assets will fluctuate as the stock, bond or currency markets fluctuate. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness), that affect large portions of the market.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns. Emerging-market currencies may be more volatile and less liquid, and subject to significantly greater risk of currency controls and convertibility restrictions, than currencies of developed countries.

Country Concentration Risk: The Fund may not always be diversified among countries or geographic regions and the effect on the Fund’s net asset value (“NAV”) of the specific risks identified above, such as political, regulatory and currency risks, may be magnified due to concentration of the Fund’s investments in a particular country or region.

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DISCLOSURES AND RISKS (continued)

Allocation Risk: The allocation of Fund assets among different asset classes, such as equity securities, debt securities and currencies, may have a significant effect on the Fund’s NAV when one of these asset classes is performing better or worse than others. The diversification benefits typically associated with investing in both equity and debt securities may be limited in the emerging-markets context, as movements in emerging-market equity and emerging-market debt markets may be more correlated than movements in the equity and debt markets of developed countries.

Capitalization Risk: Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small-capitalization companies may have additional risks because these companies have limited product lines, markets or financial resources.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Sovereign Debt Risk: Investments in sovereign debt obligations expose the Fund to the direct or indirect consequences of political, social and economic changes in countries that issue the obligations. Such changes may affect a foreign government’s willingness or ability to make timely payments of its obligations. In addition, no established market may exist for many sovereign debt obligations. Reduced secondary market liquidity may have an adverse effect on the market price of an instrument and the Fund’s ability to dispose of particular instruments.

Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility

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DISCLOSURES AND RISKS (continued)

due to factors such as specific corporate developments, interest-rate sensitivity and negative perceptions of the junk bond market generally, and may be more difficult to trade than other types of securities.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk.

Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Illiquid Investments Risk: Illiquid investments risk exists when certain investments are or become difficult to purchase or sell. Difficulty in selling such investments may result in sales at disadvantageous prices affecting the value of your investment in the Fund. Causes of illiquid investments risk may include low trading volumes, large positions and heavy redemptions of Fund shares. Illiquid investments risk may be higher in a rising interest-rate environment, when the value and liquidity of fixed-income securities generally decline.

Active Trading Risk: The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate may greatly exceed 100%. A higher rate of portfolio turnover increases transaction costs, which may negatively affect the Fund’s return. In addition, a high rate of portfolio turnover may result in substantial short-term gains, which may have adverse tax consequences for Fund shareholders.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate, so that shares, when redeemed, may be worth more or less than their original cost. Performance shown in this report represents past performance and does not guarantee future

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DISCLOSURES AND RISKS (continued)

results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.abfunds.com.

All fees and expenses related to the operation of the Fund have been deducted. NAV returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares and a 1% 1-year contingent deferred sales charge for Class C shares. Returns for the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

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HISTORICAL PERFORMANCE

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

8/31/2011¹ TO 3/31/2021

This chart illustrates the total value of an assumed $10,000 investment in the AB Emerging Markets Multi-Asset Portfolio Class A shares (from 8/31/2011¹ to 3/31/2021) as compared to the performance of its benchmark. The chart reflects the deduction of the maximum 4.25% sales charge from the initial $10,000 investment in the Fund and assumes the reinvestment of dividends and capital gains distributions.

1 Inception date: 8/31/2011.

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HISTORICAL PERFORMANCE (continued)

AVERAGE ANNUAL RETURNS AS OF MARCH 31, 2021 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		50.17%		43.84%
5 Years		8.16%		7.23%
Since Inception1		3.75%		3.29%
CLASS C SHARES
1 Year		49.01%		48.01%
5 Years		7.34%		7.34%
Since Inception1,2		3.00%		3.00%
ADVISOR CLASS SHARES3
1 Year		50.40%		50.40%
5 Years		8.42%		8.42%
Since Inception1		4.03%		4.03%
CLASS R SHARES3
1 Year		49.68%		49.68%
5 Years		7.88%		7.88%
Since Inception1		3.51%		3.51%
CLASS K SHARES3
1 Year		50.31%		50.31%
5 Years		8.16%		8.16%
Since Inception1		3.77%		3.77%
CLASS I SHARES3
1 Year		50.61%		50.61%
5 Years		8.42%		8.42%
Since Inception1		4.03%		4.03%
CLASS Z SHARES3
1 Year		50.47%		50.47%
Since Inception1		6.07%		6.07%

The Fund’s prospectus fee table shows the Fund’s total annual operating expense ratios as 1.77%, 2.52%, 1.52%, 2.24%, 1.93%, 1.47% and 1.55% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursements limit the Fund’s annual operating expense ratios exclusive of expenses associated with acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense and extraordinary expenses to 1.24%, 1.99%, 0.99%, 1.49%, 1.24%, 0.99% and 0.99% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. These waivers/reimbursements may not be terminated before July 31, 2021. Absent reimbursements or waivers, performance would have been lower. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

(footnotes continued on next page)

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HISTORICAL PERFORMANCE (continued)

1 Inception dates: 8/31/2011 for all share classes except Class Z; 7/31/2017 for Class Z shares.

2 Assumes conversion of Class C shares into Class A shares after 10 years.

3 These share classes are offered at NAV to eligible investors and their SEC returns are the same as their NAV returns. Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

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HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2021 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		43.84%
5 Years		7.23%
Since Inception1		3.29%
CLASS C SHARES
1 Year		48.01%
5 Years		7.34%
Since Inception1,2		3.00%
ADVISOR CLASS SHARES3
1 Year		50.40%
5 Years		8.42%
Since Inception1		4.03%
CLASS R SHARES3
1 Year		49.68%
5 Years		7.88%
Since Inception1		3.51%
CLASS K SHARES3
1 Year		50.31%
5 Years		8.16%
Since Inception1		3.77%
CLASS I SHARES3
1 Year		50.61%
5 Years		8.42%
Since Inception1		4.03%
CLASS Z SHARES3
1 Year		50.47%
Since Inception1		6.07%

1 Inception dates: 8/31/2011 for all share classes except Class Z; 7/31/2017 for Class Z shares.

2 Assumes conversion of Class C shares into Class A shares after 10 years.

3 Please note that these share classes are for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Fund.

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EXPENSE EXAMPLE

(unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

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EXPENSE EXAMPLE (continued)

	Beginning Account Value 10/1/2020		Ending Account Value 3/31/2021		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,184.90	$	6.75		1.24	%	$	6.81		1.25	%
Hypothetical**	$	1,000	$	1,018.75	$	6.24		1.24	%	$	6.29		1.25	%
Class C
Actual	$	1,000	$	1,180.20	$	10.82		1.99	%	$	10.87		2.00	%
Hypothetical**	$	1,000	$	1,015.01	$	10.00		1.99	%	$	10.05		2.00	%
Advisor Class
Actual	$	1,000	$	1,185.90	$	5.40		0.99	%	$	5.45		1.00	%
Hypothetical**	$	1,000	$	1,020.00	$	4.99		0.99	%	$	5.04		1.00	%
Class R
Actual	$	1,000	$	1,183.10	$	8.11		1.49	%	$	8.16		1.50	%
Hypothetical**	$	1,000	$	1,017.50	$	7.49		1.49	%	$	7.54		1.50	%
Class K
Actual	$	1,000	$	1,185.30	$	6.76		1.24	%	$	6.81		1.25	%
Hypothetical**	$	1,000	$	1,018.75	$	6.24		1.24	%	$	6.29		1.25	%
Class I
Actual	$	1,000	$	1,186.50	$	5.40		0.99	%	$	5.40		0.99	%
Hypothetical**	$	1,000	$	1,020.00	$	4.99		0.99	%	$	4.99		0.99	%
Class Z
Actual	$	1,000	$	1,186.20	$	5.40		0.99	%	$	5.45		1.00	%
Hypothetical**	$	1,000	$	1,020.00	$	4.99		0.99	%	$	5.04		1.00	%

* Expenses are equal to the classes’ annualized expense ratios multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

+ In connection with the Fund’s investments in affiliated/unaffiliated underlying portfolios, the Fund incurs no direct expenses, but bears proportionate shares of the fees and expenses (i.e., operating, administrative and investment advisory fees) of the affiliated/unaffiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses of the affiliated underlying portfolios. The Fund’s total expenses are equal to the classes’ annualized expense ratio plus the Fund’s pro rata share of the weighted average expense ratio of the affiliated/unaffiliated underlying portfolios in which it invests, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    15

PORTFOLIO SUMMARY

March 31, 2021 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $191.9

1 All data are as of March 31, 2021. The Fund’s security type and sector breakdowns are expressed as a percentage of total investments (excluding security lending collateral) and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” sector weightings represent 0.9% or less in the following sectors: Emerging Markets–Treasuries, Equity Linked Notes, Funds and Investment Trusts, Health Care, Options Purchased–Puts, Regional Bonds and Treasury Bonds.

16    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO SUMMARY (continued)

March 31, 2021 (unaudited)

TEN LARGEST HOLDINGS²

Company	U.S. $ Value		Percent of Net Assets
Samsung Electronics Co., Ltd.	$	5,472,001		2.9	%
Tencent Holdings Ltd.		5,363,067		2.8
Taiwan Semiconductor Manufacturing Co., Ltd.		5,138,447		2.7
United Microelectronics Corp.		3,542,479		1.9
China Minsheng Banking Corp., Ltd. – Class H		3,138,824		1.6
Hon Hai Precision Industry Co., Ltd.		3,066,313		1.6
Hana Financial Group, Inc.		2,972,016		1.5
Alibaba Group Holding Ltd.		2,628,736		1.4
JD.com, Inc.		2,543,835		1.3
Hindalco Industries Ltd.		2,543,631		1.3
	$	36,409,349		19.0	%

1 All data are as of March 31, 2021. The Fund’s country breakdown is expressed as a percentage of total investments (excluding security lending collateral) and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” country weightings represent 1.4% or less in the following: Angola, Argentina, Australia, Azerbaijan, Bahrain, Bermuda, Cayman Islands, Colombia, Costa Rica, Czech Republic, Dominican Republic, Ecuador, El Salvador, Gabon, Ghana, Greece, Honduras, Hong Kong, Hungary, Israel, Ivory Coast, Jamaica, Japan, Kazakhstan, Kenya, Lebanon, Malaysia, Mongolia, Morocco, Nigeria, Oman, Pakistan, Panama, Paraguay, Philippines, Poland, Qatar, Romania, Saudi Arabia, Senegal, Sri Lanka, Thailand, Trinidad & Tobago, Ukraine, United Arab Emirates, United States, Uruguay, Venezuela, Vietnam and Virgin Islands (BVI).

2 Long-term investments.

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PORTFOLIO OF INVESTMENTS

March 31, 2021

Company	Shares		U.S. $ Value
COMMON STOCKS – 57.6%
Information Technology – 15.3%
Electronic Equipment, Instruments & Components – 2.0%
Hon Hai Precision Industry Co., Ltd.		699,000	$	3,066,313
Kingboard Holdings Ltd.		26,000		140,722
Synnex Technology International Corp.		65,000		124,567
WPG Holdings Ltd.		68,000		116,620
Zhen Ding Technology Holding Ltd.		99,000		420,373
				3,868,595
IT Services – 1.5%
GDS Holdings Ltd. (ADR)(a)(b)		5,000		405,450
HCL Technologies Ltd.		55,639		749,912
Infosys Ltd.		6,272		117,689
Infosys Ltd. (Sponsored ADR)		43,172		808,180
Network International Holdings PLC(b)(c)		64,344		366,294
Tata Consultancy Services Ltd.		7,748		337,595
				2,785,120
Semiconductors & Semiconductor Equipment – 7.5%
LONGi Green Energy Technology Co., Ltd. – Class A		4,600		62,186
MediaTek, Inc.		70,000		2,407,777
Novatek Microelectronics Corp.		59,000		1,201,850
Parade Technologies Ltd.		4,000		172,726
SK Hynix, Inc.		15,470		1,826,415
Taiwan Semiconductor Manufacturing Co., Ltd.		244,000		5,138,447
United Microelectronics Corp.		1,975,000		3,542,479
				14,351,880
Technology Hardware, Storage & Peripherals – 4.3%
Asustek Computer, Inc.		12,000		157,437
Chicony Electronics Co., Ltd.		30,000		107,090
Compal Electronics, Inc.		151,000		141,775
Inventec Corp.		139,000		131,770
Lenovo Group Ltd.		124,000		176,973
Lite-On Technology Corp.		60,000		133,064
Micro-Star International Co., Ltd.		24,000		147,465
Pegatron Corp.		46,000		119,996
Quanta Computer, Inc.		40,000		137,962
Samsung Electronics Co., Ltd.		75,638		5,472,001
Samsung Electronics Co., Ltd. (Preference Shares)		23,330		1,511,042
Wistron Corp.		96,000		113,202
				8,349,777
				29,355,372

18    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Financials – 12.9%
Banks – 9.4%
Agricultural Bank of China Ltd. – Class H		4,723,000	$	1,893,272
Bank Mandiri Persero Tbk PT		235,500		99,776
Bank of China Ltd. – Class H		1,251,000		477,174
Bank of Communications Co., Ltd. – Class A		86,600		65,343
Bank of Communications Co., Ltd. – Class H		1,058,000		674,623
China CITIC Bank Corp., Ltd. – Class H		2,073,000		1,054,343
China Construction Bank Corp. – Class H		859,000		724,065
China Everbright Bank Co., Ltd. – Class H		296,000		129,294
China Minsheng Banking Corp., Ltd. – Class A		135,900		104,657
China Minsheng Banking Corp., Ltd. – Class H		5,405,900		3,138,824
Halyk Savings Bank of Kazakhstan JSC (GDR)(c)		24,630		346,051
Hana Financial Group, Inc.		78,577		2,972,016
HDFC Bank Ltd.(b)		43,623		892,952
Industrial Bank Co., Ltd. – Class A		41,860		154,014
Industrial Bank of Korea		12,889		104,406
Kasikornbank PCL (Foreign Shares)		50,200		234,534
KB Financial Group, Inc.		24,084		1,187,042
MCB Bank Ltd.		15,435		17,407
Metropolitan Bank & Trust Co.		705,790		646,296
Moneta Money Bank AS(b)(c)		38,470		143,383
Sberbank of Russia PJSC (Sponsored ADR)		118,627		1,833,228
TCS Group Holding PLC (GDR)(c)		18,907		1,095,780
Woori Financial Group, Inc.		13,289		118,613
				18,107,093
Capital Markets – 0.5%
China Cinda Asset Management Co., Ltd. – Class H(b)		539,000		112,439
China Everbright Ltd.		612,000		799,402
				911,841
Consumer Finance – 0.0%
Samsung Card Co., Ltd.		1,196		36,437
Diversified Financial Services – 0.9%
Far East Horizon Ltd.		103,000		123,747
Fubon Financial Holding Co., Ltd.		496,000		989,778
Haci Omer Sabanci Holding AS		472,049		493,058
REC Ltd.		63,844		115,041
				1,721,624
Insurance – 1.6%
AIA Group Ltd.		71,200		871,258
BB Seguridade Participacoes SA		9,200		39,637
Bupa Arabia for Cooperative Insurance Co.(b)		2,632		84,083
PICC Property & Casualty Co., Ltd. – Class H		1,572,000		1,367,794

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    19

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Ping An Insurance Group Co. of China Ltd. – Class H		60,000	$	717,681
				3,080,453
Thrifts & Mortgage Finance – 0.5%
Housing Development Finance Corp., Ltd.		25,653		881,421
				24,738,869
Consumer Discretionary – 9.8%
Auto Components – 0.5%
Fuyao Glass Industry Group Co., Ltd. – Class H(c)		17,600		104,981
Hanon Systems		7,339		114,863
Hyundai Mobis Co., Ltd.		3,000		778,176
				998,020
Automobiles – 3.1%
BYD Co., Ltd.		3,500		75,729
Dongfeng Motor Group Co., Ltd. – Class H		392,000		365,684
Ford Otomotiv Sanayi AS		23,459		549,169
Great Wall Motor Co., Ltd.		218,500		610,945
Guangzhou Automobile Group Co., Ltd. – Class H		396,000		334,156
Hyundai Motor Co.		3,391		657,201
Kia Motors Corp.		33,804		2,484,734
NIO, Inc. (ADR)(b)		1,997		77,843
SAIC Motor Corp., Ltd. – Class A		262,100		788,272
XPeng, Inc. (ADR)(a)(b)		2,590		94,561
				6,038,294
Diversified Consumer Services – 0.4%
New Oriental Education & Technology Group, Inc. (Sponsored ADR)(b)		54,800		767,200
Hotels, Restaurants & Leisure – 0.8%
OPAP SA		108,110		1,460,547
Internet & Direct Marketing Retail – 4.0%
Alibaba Group Holding Ltd.(b)		92,520		2,628,736
Alibaba Group Holding Ltd. (Sponsored ADR)(b)		4,521		1,025,046
JD Health International, Inc.(b)(c)		12,800		186,200
JD.com, Inc. (ADR)(b)		5,077		428,143
JD.com, Inc. – Class A(b)		60,320		2,543,835
Meituan – Class B(b)(c)		13,500		526,827
Naspers Ltd. – Class N		293		70,177
Pinduoduo, Inc. (ADR)(b)		651		87,156
Vipshop Holdings Ltd. (ADR)(b)		3,923		117,141
				7,613,261

20    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Specialty Retail – 0.1%
China Tourism Group Duty Free Corp., Ltd. – Class A		2,300	$	107,747
Textiles, Apparel & Luxury Goods – 0.9%
Bosideng International Holdings Ltd.		96,000		43,353
Li Ning Co., Ltd.		178,000		1,164,473
Samsonite International SA(b)(c)		302,700		588,674
				1,796,500
				18,781,569
Materials – 5.6%
Chemicals – 0.9%
Formosa Plastics Corp.		22,000		78,129
Hanwha Solutions Corp.(b)		1,883		84,182
Inner Mongolia Junzheng Energy & Chemical Industry Group Co., Ltd. – Class A		161,200		130,312
Kumho Petrochemical Co., Ltd.		809		189,641
Lotte Chemical Corp.		404		107,919
Orbia Advance Corp. SAB de CV		67,939		181,153
Tosoh Corp.		50,500		967,198
				1,738,534
Construction Materials – 0.3%
Ambuja Cements Ltd.		31,999		135,601
China Resources Cement Holdings Ltd.		98,000		110,545
Taiwan Cement Corp.		250,610		411,603
				657,749
Metals & Mining – 4.3%
African Rainbow Minerals Ltd.		6,333		118,943
Antofagasta PLC		11,138		259,439
Baoshan Iron & Steel Co., Ltd. – Class A		9,700		11,965
China Hongqiao Group Ltd.		654,172		874,928
Cia Siderurgica Nacional SA		13,300		89,554
Fortescue Metals Group Ltd.		51,150		779,557
Grupo Mexico SAB de CV		24,387		128,548
Hindalco Industries Ltd.		565,475		2,543,631
Hindustan Zinc Ltd.		28,415		105,947
Hunan Valin Steel Co., Ltd. – Class A		125,000		133,553
Jiangxi Copper Co., Ltd. – Class H		702,000		1,348,126
Kumba Iron Ore Ltd.		2,730		112,427
Polyus PJSC (GDR)(c)		2,282		209,962
POSCO		3,744		1,060,886
Southern Copper Corp.		1,647		111,782
Tata Steel Ltd.(d)		33,230		– 0	–
Vale SA		6,400		111,396
Vedanta Ltd.		48,217		151,488
Zijin Mining Group Co., Ltd. – Class H		98,000		121,198
				8,273,330

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    21

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Paper & Forest Products – 0.1%
Nine Dragons Paper Holdings Ltd.		73,000	$	107,322
				10,776,935
Communication Services – 3.8%
Entertainment – 0.3%
Bilibili, Inc. (Sponsored ADR)(a)(b)		993		106,311
NetEase, Inc. (ADR)		4,100		423,366
				529,677
Interactive Media & Services – 3.3%
NAVER Corp.		2,830		947,490
Tencent Holdings Ltd.		67,200		5,363,067
				6,310,557
Media – 0.0%
Focus Media Information Technology Co., Ltd. – Class A		52,100		73,998
Wireless Telecommunication Services – 0.2%
Globe Telecom, Inc.		2,730		105,858
PLDT, Inc.		3,920		99,165
Vodacom Group Ltd.		14,118		120,703
				325,726
				7,239,958
Energy – 2.4%
Oil, Gas & Consumable Fuels – 2.4%
Adaro Energy Tbk PT		1,082,000		87,730
China Petroleum & Chemical Corp. – Class H		230,000		121,851
China Shenhua Energy Co., Ltd. – Class A		40,500		124,333
China Shenhua Energy Co., Ltd. – Class H		60,000		124,047
Coal India Ltd.		60,960		109,040
Ecopetrol SA		172,689		111,583
Exxaro Resources Ltd.		11,592		136,544
LUKOIL PJSC (Sponsored ADR)		30,572		2,469,912
Oil & Natural Gas Corp., Ltd.		84,233		118,076
PetroChina Co., Ltd. – Class H		340,000		123,270
Petroleo Brasileiro SA (ADR)		37,530		318,254
Petroleo Brasileiro SA (Preference Shares)		110,300		472,268
Polskie Gornictwo Naftowe i Gazownictwo SA		53,520		81,383
Saudi Arabian Oil Co.(c)		11,519		110,574
Yanzhou Coal Mining Co., Ltd. – Class H		144,000		170,769
				4,679,634
Industrials – 2.3%
Air Freight & Logistics – 0.1%
SF Holding Co., Ltd.		7,700		95,523

22    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Building Products – 0.0%
China Lesso Group Holdings Ltd.		37,000	$	79,975
Commercial Services & Supplies – 0.8%
A-Living Smart City Services Co., Ltd. – Class H(a)(c)		251,250		1,118,488
Sunny Friend Environmental Technology Co., Ltd.		52,000		414,606
				1,533,094
Construction & Engineering – 0.1%
China Communications Services Corp., Ltd. – Class H		338,000		152,268
Electrical Equipment – 0.1%
ElSewedy Electric Co.		140,084		81,026
WEG SA		6,800		90,076
				171,102
Industrial Conglomerates – 0.3%
Alfa SAB de CV – Class A		124,685		72,287
CITIC Ltd.		150,000		142,504
Refrigeration Electrical Engineering Corp.(b)		107,680		245,800
Sime Darby Bhd		139,500		80,807
				541,398
Machinery – 0.6%
China Yuchai International Ltd.		23,050		356,814
Zhengzhou Yutong Bus Co., Ltd. – Class A		43,300		95,108
Zoomlion Heavy Industry Science and Technology Co., Ltd. – Class H		503,800		722,731
				1,174,653
Professional Services – 0.3%
HeadHunter Group PLC (ADR)(a)(b)		15,680		531,865
Transportation Infrastructure – 0.0%
Zhejiang Expressway Co., Ltd. – Class H		40,000		35,504
				4,315,382
Utilities – 2.2%
Electric Utilities – 1.1%
Centrais Eletricas Brasileiras SA		34,100		207,618
CEZ AS		4,715		116,526
CPFL Energia SA		20,700		111,873
Equatorial Energia SA		216,300		953,024
Power Grid Corp. of India Ltd.		245,542		725,662
				2,114,703
Gas Utilities – 0.9%
GAIL India Ltd.		932,544		1,734,131
Grupo Energia Bogota SA ESP		22,319		16,396

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    23

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Petronas Gas Bhd		17,600	$	67,936
				1,818,463
Independent Power and Renewable Electricity Producers – 0.2%
Adani Green Energy Ltd.(b)		8,512		128,563
China Power International Development Ltd.		523,000		122,003
China Resources Power Holdings Co., Ltd.		90,000		119,969
				370,535
				4,303,701
Consumer Staples – 1.5%
Beverages – 0.6%
Jiangsu Yanghe Brewery Joint-Stock Co., Ltd. – Class A		2,400		60,510
Luzhou Laojiao Co., Ltd. – Class A		3,000		103,495
Tsingtao Brewery Co., Ltd. – Class A		64,600		835,881
Wuliangye Yibin Co., Ltd. – Class A		2,400		98,580
				1,098,466
Food & Staples Retailing – 0.3%
Magnit PJSC (Sponsored GDR)(c)		6,500		97,435
Shoprite Holdings Ltd.		12,241		130,221
SPAR Group Ltd. (The)		6,707		86,255
X5 Retail Group NV (GDR)(c)		8,020		258,565
				572,476
Food Products – 0.4%
China Feihe Ltd.(c)		12,964		36,805
Foshan Haitian Flavouring & Food Co., Ltd.		3,600		87,978
Gruma SAB de CV – Class B		9,129		108,086
Henan Shuanghui Investment & Development Co., Ltd. – Class A		4,400		27,581
Indofood Sukses Makmur Tbk PT		213,000		97,015
Inner Mongolia Yili Industrial Group Co., Ltd. – Class A		15,500		94,996
International Holdings Co. PJSC(b)		10,260		178,209
JBS SA		24,800		133,414
Kent Gida Maddeleri Sanayii ve Ticaret AS(b)		533		21,818
				785,902
Personal Products – 0.1%
Hengan International Group Co., Ltd.		14,000		92,055
Tobacco – 0.1%
Eastern Co. SAE		94,146		70,381
Hanjaya Mandala Sampoerna Tbk PT		1,104,500		104,842
KT&G Corp.		1,409		101,499
				276,722
				2,825,621

24    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Real Estate – 1.0%
Equity Real Estate Investment Trusts (REITs) – 0.4%
Fibra Uno Administracion SA de CV		588,240	$	688,695
Real Estate Management & Development – 0.6%
Agile Group Holdings Ltd.		90,000		147,695
Aldar Properties PJSC(b)		133,015		136,465
Guangzhou R&F Properties Co., Ltd. – Class H		88,800		117,281
Hopson Development Holdings Ltd.		44,000		158,662
KWG Group Holdings Ltd.		85,500		146,998
Logan Group Co. Ltd.		62,000		104,715
NEPI Rockcastle PLC		813		5,135
Vincom Retail JSC(b)		308,840		439,364
				1,256,315
				1,945,010
Health Care – 0.8%
Biotechnology – 0.0%
Zai Lab Ltd. (ADR)(b)		556		74,187
Health Care Equipment & Supplies – 0.1%
Hartalega Holdings Bhd		22,300		48,060
Shenzhen Mindray Bio-Medical Electronics Co., Ltd.		1,698		103,826
Supermax Corp. Bhd		53,900		49,591
Top Glove Corp. Bhd		74,200		80,971
				282,448
Health Care Providers & Services – 0.1%
Rede D’Or Sao Luiz SA(c)		10,500		121,087
Life Sciences Tools & Services – 0.1%
Divi’s Laboratories Ltd.(b)		2,188		108,592
Pharmaceuticals – 0.5%
China Medical System Holdings Ltd.		308,000		612,061
Richter Gedeon Nyrt		10,720		316,060
Yuhan Corp.		1,922		107,233
				1,035,354
				1,621,668
Total Common Stocks (cost $84,678,521)				110,583,719

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    25

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
FIXED INCOME – 32.8%
Sovereign Bonds – 17.5%
Angolan Government International Bond
9.125%, 11/26/2049(c)	U.S.$		979	$	909,552
9.375%, 05/08/2048(c)			448		421,260
Argentine Republic Government International Bond
0.125%, 07/09/2030-07/09/2041			5,068		1,590,774
1.00%, 07/09/2029			236		84,618
Bahrain Government International Bond
5.625%, 09/30/2031(c)			200		197,375
6.00%, 09/19/2044(c)			480		448,050
6.75%, 09/20/2029(c)			244		265,198
7.00%, 10/12/2028(c)			334		371,961
Bermuda Government International Bond 3.375%, 08/20/2050(c)			365		350,943
Colombia Government International Bond
3.125%, 04/15/2031			315		308,306
5.00%, 06/15/2045			302		321,913
Costa Rica Government International Bond 7.158%, 03/12/2045(c)			355		343,684
Dominican Republic International Bond
5.30%, 01/21/2041(c)			199		195,207
5.50%, 01/27/2025(c)			100		109,625
5.875%, 01/30/2060(c)			377		359,446
6.40%, 06/05/2049(c)			364		381,176
6.50%, 02/15/2048(c)			298		315,694
6.85%, 01/27/2045(c)			155		171,178
Ecuador Government International Bond
Zero Coupon, 07/31/2030(c)			106		43,031
0.50%, 07/31/2030-07/31/2040(c)			2,279		1,105,132
Egypt Government International Bond
3.875%, 02/16/2026(c)			359		346,435
5.875%, 06/11/2025(c)			313		329,824
7.50%, 02/16/2061(c)			253		228,016
7.903%, 02/21/2048(c)			300		281,719
8.15%, 11/20/2059(c)			280		267,137
8.50%, 01/31/2047(c)			305		302,522
8.875%, 05/29/2050(c)			211		215,352
El Salvador Government International Bond
5.875%, 01/30/2025(c)			19		18,905
7.125%, 01/20/2050(c)			938		841,855
7.65%, 06/15/2035(c)			108		105,570
7.75%, 01/24/2023(c)			63		65,520
8.625%, 02/28/2029(c)			200		212,000
Gabon Government International Bond 6.625%, 02/06/2031(c)			600		578,250

26    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Ghana 7.75%, 04/07/2029(c)	U.S.$		243	$	241,178
Ghana Government International Bond
7.875%, 03/26/2027-02/11/2035(c)			936		895,447
8.125%, 03/26/2032(c)			200		192,750
8.627%, 06/16/2049(c)			220		203,019
8.95%, 03/26/2051(c)			200		189,125
Honduras Government International Bond 7.50%, 03/15/2024(c)			290		313,472
Indonesia Government International Bond
2.85%, 02/14/2030			200		203,625
3.375%, 04/15/2023(c)			450		471,937
4.125%, 01/15/2025(c)			380		416,572
Israel Government International Bond 3.875%, 07/03/2050			375		412,672
Ivory Coast Government International Bond
6.125%, 06/15/2033(c)			669		680,498
6.375%, 03/03/2028(c)			295		318,600
Jamaica Government International Bond
6.75%, 04/28/2028			200		233,938
8.00%, 03/15/2039			108		147,893
Kazakhstan Government International Bond 5.125%, 07/21/2025(c)			200		231,938
Kenya Government International Bond 8.00%, 05/22/2032(c)			346		367,084
Lebanon Government International Bond
6.00%, 01/27/2023(b)(c)(e)			36		4,129
6.65%, 04/22/2024(b)(c)(e)			57		6,359
6.85%, 03/23/2027(b)(c)(e)			481		53,518
Series E
6.10%, 10/04/2022(b)(c)(e)			216		24,975
Series G
1.00%, 11/27/2026(b)(c)(e)			170		19,444
6.20%, 02/26/2025(b)(c)(e)			206		23,497
Mexico Government International Bond
4.75%, 03/08/2044			140		146,606
5.00%, 04/27/2051			249		269,387
Mongolia Government International Bond 5.625%, 05/01/2023(c)			200		209,250
Nigeria Government International Bond
6.50%, 11/28/2027(c)			272		279,650
7.625%, 11/28/2047(c)			433		417,710
7.696%, 02/23/2038(c)			240		235,125
Oman Government International Bond
4.875%, 02/01/2025(c)			205		213,648
5.625%, 01/17/2028(c)			211		218,055
6.25%, 01/25/2031(c)			282		294,954

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
6.50%, 03/08/2047(c)	U.S.$		294	$	277,095
6.75%, 01/17/2048(c)			616		591,553
Pakistan Government International Bond 6.875%, 12/05/2027(c)			325		338,203
Panama Government International Bond
3.16%, 01/23/2030			447		464,601
4.00%, 09/22/2024			200		217,875
Paraguay Government International Bond 4.95%, 04/28/2031(c)			208		234,065
5.40%, 03/30/2050(c)			200		223,750
Perusahaan Penerbit SBSN Indonesia III 4.15%, 03/29/2027(c)			200		220,375
Peruvian Government International Bond 2.78%, 12/01/2060			375		309,023
2.783%, 01/23/2031			566		566,531
3.23%, 07/28/2121			148		119,371
Qatar Government International Bond 4.40%, 04/16/2050(c)			864		1,002,240
4.50%, 04/23/2028(c)			300		349,875
5.103%, 04/23/2048(c)			484		611,806
Republic of South Africa Government International Bond 5.00%, 10/12/2046			995		858,498
5.75%, 09/30/2049			485		446,503
Russian Foreign Bond – Eurobond 5.25%, 06/23/2047(c)			600		713,625
5.625%, 04/04/2042(c)			200		244,563
5.875%, 09/16/2043(c)			200		253,438
Saudi Government International Bond 3.25%, 10/22/2030(c)			260		273,000
4.625%, 10/04/2047(c)			310		347,200
5.25%, 01/16/2050(c)			201		245,848
Senegal Government International Bond 4.75%, 03/13/2028(c)	EUR		400		475,970
6.75%, 03/13/2048(c)	U.S.$		200		190,250
Sri Lanka Government International Bond 6.20%, 05/11/2027(c)			200		121,688
7.85%, 03/14/2029(c)			240		146,700
Turkey Government International Bond 4.75%, 01/26/2026			285		265,050
4.875%, 04/16/2043			893		680,039
Ukraine Government International Bond 6.75%, 06/20/2026(c)	EUR		173		217,079
7.253%, 03/15/2033(c)	U.S.$		353		351,014
7.375%, 09/25/2032(c)			230		230,647
7.75%, 09/01/2023-09/01/2026(c)			1,167		1,261,818
Series GDP
Zero Coupon, 05/31/2040(c)			308		315,880

28    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Uruguay Government International Bond 4.375%, 01/23/2031	U.S.$		269	$	311,023
4.975%, 04/20/2055			17		21,311
5.10%, 06/18/2050			49		60,591
Venezuela Government International Bond 11.95%, 08/05/2031(b)(c)(e)			265		26,450
12.75%, 08/23/2022(b)(c)(e)			564		56,410
Total Sovereign Bonds (cost $34,094,701)					33,664,241
Corporate Bonds – 8.2%
AES Gener SA 6.35%, 10/07/2079(c)			200		213,250
AES Panama Generation Holdings SRL 4.375%, 05/31/2030(c)			315		325,915
Alibaba Group Holding Ltd.
2.70%, 02/09/2041			312		282,574
3.40%, 12/06/2027			200		214,458
Banco de Credito del Peru
3.125%, 07/01/2030(c)			93		92,847
3.25%, 09/30/2031(c)			141		140,471
Bangkok Bank PCL/Hong Kong 3.733%, 09/25/2034(c)			200		201,375
Braskem Idesa SAPI 7.45%, 11/15/2029(c)			219		216,262
Braskem Netherlands Finance BV 4.50%, 01/10/2028(c)			200		205,977
BRF SA 5.75%, 09/21/2050(c)			200		196,230
Cemex SAB de CV
3.875%, 07/11/2031(c)			308		300,762
7.375%, 06/05/2027(c)			200		225,750
Cemig Geracao e Transmissao SA 9.25%, 12/05/2024(c)			200		229,375
Central American Bottling Corp. 5.75%, 01/31/2027(c)			135		142,931
Chile Electricity Pec SpA Zero Coupon, 01/25/2028(c)			446		361,817
CITIC Ltd. Series E 2.85%, 02/25/2030(c)			200		198,188
Colbun SA 3.95%, 10/11/2027(c)			263		287,243
CSN Resources SA 7.625%, 02/13/2023(c)			200		207,500

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Digicel Group 0.5 Ltd.
7.00%, 04/12/2021(f)(g)(h)	U.S.$		16	$	11,507
8.00% (5.00% Cash and 3.00% PIK), 04/01/2025(c)(g)			95		77,811
10.00% (8.00% Cash and 2.00% PIK), 04/01/2024(g)			221		214,800
Ecopetrol SA
6.875%, 04/29/2030			401		485,711
7.375%, 09/18/2043			185		225,237
Embraer Netherlands Finance BV
5.40%, 02/01/2027			155		161,576
6.95%, 01/17/2028(c)			314		344,587
Empresa Electrica Cochrane SpA 5.50%, 05/14/2027(c)			181		189,024
Empresas Publicas de Medellin ESP
4.25%, 07/18/2029(c)			200		200,750
8.375%, 11/08/2027	COP		418,000		116,259
Enel Americas SA 4.00%, 10/25/2026	U.S.$		248		270,340
Enel Chile SA 4.875%, 06/12/2028			140		161,744
Enel Generacion Chile SA 4.25%, 04/15/2024			40		42,900
GNL Quintero SA 4.634%, 07/31/2029(c)			200		217,900
Gran Tierra Energy International Holdings Ltd. 6.25%, 02/15/2025(c)			400		330,826
Gran Tierra Energy, Inc. 7.75%, 05/23/2027(c)			200		162,018
Grupo Energia Bogota SA ESP 4.875%, 05/15/2030(c)			268		295,805
Indika Energy Capital IV Pte Ltd. 8.25%, 10/22/2025(c)			250		263,494
Industrias Penoles SAB de CV 4.15%, 09/12/2029(c)			200		216,750
Infraestructura Energetica Nova SAB de CV 3.75%, 01/14/2028(c)			334		353,831
Intercorp Financial Services, Inc. 4.125%, 10/19/2027(c)			200		210,188
Intercorp Peru Ltd. 3.875%, 08/15/2029(c)			200		205,375
Inversiones CMPC SA
3.85%, 01/13/2030(c)			200		212,313
4.375%, 04/04/2027(c)			220		240,823
Klabin Austria GmbH 3.20%, 01/12/2031(c)			359		341,828
Kosmos Energy Ltd. 7.50%, 03/01/2028(c)			200		188,151

30    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Leviathan Bond Ltd. 6.75%, 06/30/2030(c)	U.S.$		87	$	96,177
Light Servicos de Eletricidade SA/Light Energia SA 7.25%, 05/03/2023(c)			200		206,938
Lima Metro Line 2 Finance Ltd. 4.35%, 04/05/2036(c)			346		365,895
MercadoLibre, Inc.
2.375%, 01/14/2026			200		198,453
3.125%, 01/14/2031			200		190,284
OCP SA 5.625%, 04/25/2024(c)			200		216,790
Odebrecht Holdco Finance Ltd. Zero Coupon, 09/10/2058(c)			132		3,059
OEC Finance Ltd. 10.68%, 12/26/2046(c)(g)			108		17,387
Oleoducto Central SA 4.00%, 07/14/2027(c)			285		301,031
Orbia Advance Corp SAB de CV 4.00%, 10/04/2027(c)			393		426,528
Peru LNG Srl 5.375%, 03/22/2030(c)			279		249,356
Petrobras Global Finance BV 5.093%, 01/15/2030			319		331,237
6.75%, 06/03/2050			111		118,493
6.90%, 03/19/2049			77		83,833
8.75%, 05/23/2026			118		147,128
Prosus NV 3.68%, 01/21/2030(c)			318		328,732
SEPLAT Petroleum Development Co. PLC 7.75%, 04/01/2026(c)			200		200,438
Suzano Austria GmbH 3.75%, 01/15/2031			112		115,864
Tencent Holdings Ltd. 2.39%, 06/03/2030(c)			200		192,480
Tengizchevroil Finance Co. International Ltd. 3.25%, 08/15/2030(c)			305		303,864
Tonon Luxembourg SA 6.50% (0.50% Cash and 6.00% PIK), 10/31/2024(b)(d)(e)(g)(h)(i)			105		3,158
TransJamaican Highway Ltd. 5.75%, 10/10/2036(c)			160		161,600
Transportadora de Gas Internacional SA ESP 5.55%, 11/01/2028(c)			200		226,225
Trust Fibra Uno 4.869%, 01/15/2030(c)			200		215,845

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Turkiye Vakiflar Bankasi TAO 6.50%, 01/08/2026(c)	U.S.$		350	$	334,250
Unifin Financiera SAB de CV 9.875%, 01/28/2029(c)			200		205,260
Vedanta Resources Finance II PLC 13.875%, 01/21/2024(c)			355		384,152
Virgolino de Oliveira Finance SA 11.75%, 02/09/2022(b)(e)(h)			202		1,007
Volcan Cia Minera SAA 4.375%, 02/11/2026(c)			41		41,820
Weibo Corp. 3.375%, 07/08/2030			200		198,131
Total Corporate Bonds (cost $15,797,528)					15,649,888
Quasi-Sovereign Bonds – 5.9%
Aeropuerto Internacional de Tocumen SA 6.00%, 11/18/2048(c)			198		209,914
Comision Federal de Electricidad 3.348%, 02/09/2031(c)			200		191,938
4.677%, 02/09/2051(c)			200		187,000
Corp. Nacional del Cobre de Chile 3.75%, 01/15/2031(c)			200		216,000
DP World PLC 4.70%, 09/30/2049(c)			200		208,620
Empresa de Transmision Electrica SA 5.125%, 05/02/2049(c)			200		221,500
Empresa de Transporte de Pasajeros Metro SA
3.65%, 05/07/2030(c)			200		216,500
5.00%, 01/25/2047(c)			200		232,650
Eskom Holdings SOC Ltd.
6.35%, 08/10/2028(c)			304		321,670
6.75%, 08/06/2023(c)			340		350,200
7.125%, 02/11/2025(c)			485		500,762
Indonesia Asahan Aluminium Persero PT
5.45%, 05/15/2030(c)			200		227,000
5.80%, 05/15/2050(c)			200		228,000
KazMunayGas National Co. JSC 5.75%, 04/19/2047(c)			200		236,601
NAK Naftogaz Ukraine via Kondor Finance PLC 7.625%, 11/08/2026(c)			200		202,940
Oil and Gas Holding Co. BSCC (The)
7.50%, 10/25/2027(c)			200		222,460
7.625%, 11/07/2024(c)			200		222,563

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Pertamina Persero PT
4.15%, 02/25/2060(c)	U.S.$		200	$	188,188
5.625%, 05/20/2043(c)			200		225,063
Perusahaan Perseroan Persero PT Perusahaan Listrik Negara
3.375%, 02/05/2030(c)			1,399		1,406,432
3.875%, 07/17/2029(c)			200		209,644
5.45%, 05/21/2028(c)			220		254,169
6.15%, 05/21/2048(c)			200		243,266
Petroleos de Venezuela SA
5.375%, 04/12/2027(b)(c)(e)			226		9,874
6.00%, 11/15/2026(b)(c)(e)			220		9,625
9.00%, 11/17/2021(b)(c)(e)			128		5,619
Petroleos Mexicanos
5.95%, 01/28/2031			321		306,555
6.50%, 03/13/2027			154		160,256
6.75%, 09/21/2047			408		346,882
6.84%, 01/23/2030			655		662,303
6.875%, 08/04/2026			60		64,010
6.95%, 01/28/2060			744		635,190
Petronas Capital Ltd.
4.55%, 04/21/2050(c)			395		465,500
4.80%, 04/21/2060(c)			395		496,553
Sinopec Group Overseas Development 2015 Ltd. 4.10%, 04/28/2045(c)			309		333,044
Sinopec Group Overseas Development 2018 Ltd. 2.70%, 05/13/2030(c)			347		344,397
State Oil Co. of the Azerbaijan Republic 6.95%, 03/18/2030(c)			321		395,913
State Savings Bank of Ukraine Via SSB #1 PLC 9.625%, 03/20/2025(c)			96		102,546
Trinidad Generation UnLtd. 5.25%, 11/04/2027(c)			200		205,375
Total Quasi-Sovereign Bonds (cost $10,746,384)					11,266,722
Emerging Markets - Treasuries – 0.8%
Egypt Government Bond Series 5YR 14.06%, 01/12/2026	EGP		11,243		687,265
Series 7Y 14.292%, 01/05/2028			5,777		350,196
Turkey Government Bond 11.70%, 11/13/2030	TRY		4,494		388,041
Total Emerging Markets - Treasuries (cost $1,682,181)					1,425,502

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    33

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Treasury Bonds – 0.4%
Peru Government Bond 5.94%, 02/12/2029	PEN		2,030	$	614,930
Russian Federal Bond – OFZ Series 6228 7.65%, 04/10/2030	RUB		7,762		107,569
Total Treasury Bonds (cost $774,689)					722,499
Regional Bonds – 0.0%
Provincia de Neuquen Argentina 2.50%, 04/27/2030(c) (cost $70,230)	U.S.$		70		36,893
Total Fixed Income (cost $63,165,713)					62,765,745
		Shares
EQUITY LINKED NOTES – 0.7%
Information Technology – 0.7%
Electronic Equipment, Instruments & Components – 0.7%
FPT Corp., Macquarie Bank Ltd., expiring 03/31/2023(b) (cost $735,561)			405,332		1,364,867
INVESTMENT COMPANIES – 0.1%
Funds and Investment Trusts – 0.1%
VFMVN30 ETF Fund(b)(j) (cost $97,798)			239,030		208,965
		Notional Amount
OPTIONS PURCHASED – 0.0%
Options Purchased - Puts – 0.0%
Swaptions – 0.0%
CDX-NAHY Series 35, 5 Year Index Expiration: Apr 2021; Contracts: 4,940,000; Exercise Rate: 1.07%; Counterparty: Morgan Stanley & Co. International PLC(b)	USD		4,940,000		8,069

34    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company		Notional Amount		U.S. $ Value
CDX-NAHY Series 35, 5 Year Index Expiration: Apr 2021; Contracts: 7,300,000; Exercise Rate: 1.07%; Counterparty: Morgan Stanley & Co. International PLC(b)	USD		7,300,000	$	11,924
Total Options Purchased (cost $95,472)					19,993
		Shares
SHORT-TERM INVESTMENTS – 6.8%
Investment Companies – 6.6%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.01%(j)(k)(l) (cost $12,728,499)			12,728,499		12,728,499
		Principal Amount (000)
Time Deposits – 0.2%
Barclays, London 0.00%, 04/01/2021	U.S.$		190		190,494
BBH, Grand Cayman (0.54)%, 04/01/2021	AUD		11		8,395
(0.26)%, 04/01/2021	SEK		9		1,065
(0.13)%, 04/06/2021	NOK		2		202
(0.06)%, 04/01/2021	HKD		155		19,968
0.00%, 04/01/2021	CAD		1		627
0.00%, 04/01/2021	GBP		3		4,520
0.00%, 04/01/2021	SGD		1		670
5.40%, 04/01/2021	ZAR		147		9,981
Citibank, London (0.76)%, 04/01/2021	EUR		28		32,379
Sumitomo, Tokyo (0.31)%, 04/01/2021	JPY		9,161		82,738
Total Time Deposits (cost $351,039)					351,039
Total Short-Term Investments (cost $13,079,538)					13,079,538
Total Investments Before Security Lending Collateral for Securities Loaned – 98.0% (cost $161,852,603)					188,022,827

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    35

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 0.3%
Investment Companies – 0.3%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.01%(j)(k)(l) (cost $634,289)		634,289	$	634,289
Total Investments – 98.3% (cost $162,486,892)				188,657,116
Other assets less liabilities – 1.7%				3,285,409
Net Assets – 100.0%			$	191,942,525

FUTURES (see Note D)

Description	Number of Contracts		Expiration Month		Current Notional		Value and Unrealized Appreciation/ (Depreciation)
Purchased Contracts
FTSE China A50 Index Futures		137		April 2021	$	2,361,050	$	57,121
MSCI Emerging Markets Index Futures		214		June 2021		14,150,750		(63,981	)
Sold Contracts
U.S. 10 Yr Ultra Bond Futures		8		June 2021		1,149,500		28,625
							$	21,765

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note D)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation/ (Depreciation)
Barclays Bank PLC	ZAR	10,352	USD	688		04/08/2021	$	(12,954	)
Barclays Bank PLC	USD	1,869	INR	136,265		04/15/2021		(11,647	)
Barclays Bank PLC	KRW	5,401,228	USD	4,936		04/22/2021		145,902
Barclays Bank PLC	PHP	261,679	USD	5,424		04/22/2021		42,444
Barclays Bank PLC	MYR	7,110	USD	1,716		09/23/2021		5,750
BNP Paribas SA	CNH	86,374	USD	13,293		04/22/2021		153,414
BNP Paribas SA	CZK	27,094	USD	1,239		06/24/2021		21,898
BNP Paribas SA	PLN	5,121	USD	1,327		06/24/2021		30,652
Brown Brothers Harriman & Co.	USD	482	ZAR	7,096		04/08/2021		(1,286	)
Brown Brothers Harriman & Co.	USD	395	ZAR	5,928		04/08/2021		6,175
Brown Brothers Harriman & Co.	ZAR	6,020	USD	403		04/08/2021		(4,445	)
Brown Brothers Harriman & Co.	ZAR	4,397	USD	301		04/08/2021		3,187
Brown Brothers Harriman & Co.	THB	55,766	USD	1,803		05/13/2021		18,342
Brown Brothers Harriman & Co.	USD	4,765	THB	147,170		05/13/2021		(56,720	)
Brown Brothers Harriman & Co.	HKD	15,777	USD	2,034		05/21/2021		4,559
Brown Brothers Harriman & Co.	USD	350	HKD	2,721		05/21/2021		(277	)
Citibank, NA	BRL	15,258	USD	2,678		04/05/2021		(32,666	)

36    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation/ (Depreciation)
Citibank, NA	BRL	10,051	USD	1,807		04/05/2021	$	21,397
Citibank, NA	USD	1,106	BRL	6,010		04/05/2021		(38,452	)
Citibank, NA	USD	3,358	BRL	19,299		04/05/2021		70,884
Citibank, NA	ZAR	14,499	USD	975		04/08/2021		(6,979	)
Citibank, NA	CNH	4,360	USD	669		04/22/2021		5,795
Citibank, NA	KRW	3,193,363	USD	2,907		04/22/2021		74,711
Citibank, NA	TWD	542,598	USD	19,636		04/27/2021		529,735
Citibank, NA	USD	3,602	TWD	99,127		04/27/2021		(111,003	)
Citibank, NA	COP	4,735,862	USD	1,329		05/20/2021		36,681
Citibank, NA	USD	2,073	RUB	156,445		05/25/2021		(15,953	)
Citibank, NA	EUR	1,877	USD	2,240		05/27/2021		37,166
Credit Suisse International	USD	209	IDR	2,923,901		04/15/2021		(8,526	)
Credit Suisse International	KRW	1,986,194	USD	1,809		04/22/2021		47,635
Credit Suisse International	USD	1,151	PHP	55,532		04/22/2021		(9,316	)
Deutsche Bank AG	USD	2,482	INR	184,171		04/15/2021		29,202
Deutsche Bank AG	CLP	1,013,437	USD	1,415		05/20/2021		8,165
Deutsche Bank AG	PEN	6,324	USD	1,712		05/20/2021		23,026
Deutsche Bank AG	HUF	377,813	USD	1,227		06/24/2021		5,515
Goldman Sachs Bank USA	INR	62,412	USD	855		04/15/2021		4,150
Goldman Sachs Bank USA	USD	497	IDR	7,019,820		04/15/2021		(16,168	)
Goldman Sachs Bank USA	USD	470	INR	34,656		04/15/2021		2,359
Goldman Sachs Bank USA	MXN	60,822	USD	2,856		04/16/2021		(116,145	)
Goldman Sachs Bank USA	CNH	72,427	USD	11,151		04/22/2021		133,286
Goldman Sachs Bank USA	KRW	349,469	USD	313		04/22/2021		2,858
Goldman Sachs Bank USA	USD	1,103	KRW	1,229,884		04/22/2021		(11,933	)
Goldman Sachs Bank USA	USD	1,151	PHP	55,532		04/22/2021		(9,077	)
Goldman Sachs Bank USA	RUB	20,680	USD	269		05/25/2021		(3,265	)
Goldman Sachs Bank USA	USD	698	RUB	52,086		05/25/2021		(12,817	)
JPMorgan Chase Bank, NA	ZAR	10,046	USD	687		04/08/2021		6,754
JPMorgan Chase Bank, NA	IDR	15,705,237	USD	1,082		04/15/2021		5,571
JPMorgan Chase Bank, NA	USD	1,265	IDR	17,760,928		04/15/2021		(47,812	)
JPMorgan Chase Bank, NA	KRW	4,985,293	USD	4,477		04/22/2021		56,154
JPMorgan Chase Bank, NA	USD	346	TWD	9,835		04/27/2021		(108	)
Morgan Stanley Capital Services LLC	USD	627	CNH	4,105		04/22/2021		(2,899	)
Royal Bank of Scotland PLC	BRL	6,695	USD	1,211		04/05/2021		22,093
Royal Bank of Scotland PLC	BRL	7,768	USD	1,364		04/05/2021		(16,630	)
Royal Bank of Scotland PLC	USD	1,175	BRL	6,695		04/05/2021		14,331
Royal Bank of Scotland PLC	USD	1,404	BRL	7,768		04/05/2021		(23,986	)
Royal Bank of Scotland PLC	ZAR	25,414	USD	1,655		04/08/2021		(66,054	)
Royal Bank of Scotland PLC	USD	3,101	MXN	64,153		04/16/2021		34,103
Royal Bank of Scotland PLC	KRW	806,951	USD	711		04/22/2021		(4,965	)
Royal Bank of Scotland PLC	USD	276	KRW	305,464		04/22/2021		(4,765	)
Royal Bank of Scotland PLC	USD	294	KRW	333,136		04/22/2021		1,218
Royal Bank of Scotland PLC	TWD	101,869	USD	3,674		04/27/2021		86,526
Standard Chartered Bank	USD	979	ZAR	14,841		04/08/2021		25,870
Standard Chartered Bank	IDR	60,448,771	USD	4,226		04/15/2021		81,398
Standard Chartered Bank	INR	349,323	USD	4,777		04/15/2021		14,783
Standard Chartered Bank	USD	4,962	IDR	70,969,862		04/15/2021		(96,531	)
Standard Chartered Bank	USD	1,874	INR	138,435		04/15/2021		13,301
Standard Chartered Bank	USD	1,426	INR	104,576		04/15/2021		(524	)

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    37

PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation/ (Depreciation)
Standard Chartered Bank	PHP	266,323	USD	5,470		04/22/2021	$	(7,365	)
Standard Chartered Bank	PHP	50,428	USD	1,041		04/22/2021		3,604
Standard Chartered Bank	USD	4,427	CNH	28,677		04/22/2021		(64,782	)
Standard Chartered Bank	USD	770	KRW	867,519		04/22/2021		(918	)
Standard Chartered Bank	USD	7,013	PHP	342,400		04/22/2021		28,551
Standard Chartered Bank	USD	4,426	PHP	213,793		04/22/2021		(28,783	)
Standard Chartered Bank	USD	3,566	TWD	100,295		04/27/2021		(34,392	)
UBS AG	BRL	6,282	USD	1,096		04/05/2021		(20,592	)
UBS AG	USD	1,103	BRL	6,282		04/05/2021		13,449
UBS AG	USD	1,495	INR	108,737		04/15/2021		(12,781	)
UBS AG	MXN	41,163	USD	1,977		04/16/2021		(34,117	)
UBS AG	USD	2,673	MXN	55,234		04/16/2021		25,810
UBS AG	USD	1,094	BRL	6,282		05/04/2021		20,146
							$	970,917

CREDIT DEFAULT SWAPTIONS WRITTEN (see Note D)

Description	Counterparty	Buy/Sell Protection	Strike Rate			Expiration Month		Notional Amount (000)		Premiums Received		Market Value
Call
CDX-NAHY Series 35, 5 Year Index	Morgan Stanley & Co. International PLC	Sell		110.00	%		April 2021	USD	7,300	$	21,900	$	(3,643	)
CDX-NAHY Series 35, 5 Year Index	Morgan Stanley & Co. International PLC	Sell		110.00			April 2021	USD	4,940		14,326		(2,465	)
Put
CDX-NAHY Series 35, 5 Year Index	Morgan Stanley & Co. International PLC	Sell		105.00			April 2021	USD	7,300		35,040		(4,969	)
CDX-NAHY Series 35, 5 Year Index	Morgan Stanley & Co. International PLC	Sell		105.00			April 2021	USD	4,940		20,995		(3,363	)
										$	92,261	$	(14,440	)

38    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note D)

Description	Fixed Rate (Pay) Receive			Payment Frequency		Implied Credit Spread at March 31, 2021			Notional Amount (000)			Market Value		Upfront Premiums Paid/ (Received)		Unrealized Appreciation/ (Depreciation)
Buy Contracts
CDX-EM Series 34, 5 Year Index, 12/20/2025*		(1.00	)%		Quarterly		2.10	%		USD	1,965	$	95,150	$	52,647	$	42,503
CDX-EM Series 35, 5 Year Index, 06/20/2026*		(1.00	)		Quarterly		1.86			USD	12,930		536,107		457,291		78,816
												$	631,257	$	509,938	$	121,319

* Termination date

CENTRALLY CLEARED INFLATION (CPI) SWAPS (see Note D)

Rate Type

Notional Amount (000)

Termination Date

Payments made by the Fund

Payments received by the Fund

Payment Frequency Paid/ Received

Market Value

Upfront Premiums Paid/ (Received)

Unrealized Appreciation/ (Depreciation)

USD  490

02/22/2051

CPI#

2.348%

Maturity

$

(15,424

)

$

– 0

–

$

(15,424

)

# Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note D)

Rate Type

Notional Amount (000)

Termination Date

Payments made by the Fund

Payments received by the Fund

Payment Frequency Paid/ Received

Market Value

Upfront Premiums Paid/ (Received)

Unrealized Appreciation/ (Depreciation)

BRL 10,200

01/02/2023

1 Day CDI

4.935%

Maturity

$

(31,546

)

$

– 0

–

$

(31,546

)

USD   4,290

10/02/2029

3 Month LIBOR

1.589%

Quarterly/ Semi- Annual

7,053

– 0

–

7,053

USD      770

02/22/2051

1.854%

3 Month LIBOR

Semi- Annual/ Quarterly

61,208

– 0

–

61,208

$

36,715

$

– 0

–

$

36,715

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    39

PORTFOLIO OF INVESTMENTS (continued)

CREDIT DEFAULT SWAPS (see Note D)

Swap Counterparty & Referenced Obligation	Fixed Rate (Pay) Receive			Payment Frequency	Implied Credit Spread at March 31, 2021	Notional Amount (000)	Market Value		Upfront Premiums Paid/ (Received)		Unrealized Appreciation/ (Depreciation)
Sale Contracts
Morgan Stanley & Co. International PLC Ukraine International Bond, 7.75%, 09/01/2023*		1.00	%	Quarterly	4.20%	USD  56	$	(6,791)	$	(13,010)	$	6,219

* Termination date

TOTAL RETURN SWAPS (see Note D)

Counterparty & Referenced Obligation	Rate Paid/ Received	Payment Frequency		Current Notional (000)			Maturity Date		Unrealized Appreciation/ (Depreciation)
Receive Total Return on Reference Obligation
Goldman Sachs International MSCI Emerging Markets Growth	3 Month LIBOR plus 0.48%		Quarterly		USD	15,457		11/15/2021	$	(2,101,220	)

VARIANCE SWAPS (see Note D)

Swap Counterparty & Referenced Obligation	Volatility Strike Rate			Payment Frequency		Notional Amount (000)			Market Value			Upfront Premiums (Paid) Received			Unrealized Appreciation/ (Depreciation)
Buy Contracts
Bank of America, NA
FTSE 100 Index 06/18/2021*		23.60	%		Maturity		GBP	10	$	(54,919	)	$	– 0	–	$	(54,919	)
RUSSELL 2000 Index 06/18/2021*		33.80			Maturity		USD	4		(10,640	)		– 0	–		(10,640	)
JPMorgan Chase Bank, NA Nikkei 225 Index 06/11/2021*		25.65			Maturity		JPY	711		(14,686	)		– 0	–		(14,686	)
UBS AG
NASDAQ 100 Index Future 06/18/2021*		33.70			Maturity		USD	6		(32,274	)		– 0	–		(32,274	)
Nikkei 225 Index 06/11/2021*		24.80			Maturity		JPY	844		(11,442	)		– 0	–		(11,442	)
S&P/ASX 200 Index 05/20/2021*		22.72			Maturity		AUD	26		(103,445	)		– 0	–		(103,445	)
Sale Contracts
JPMorgan Chase Bank, NA S&P/ASX 200 Index 05/20/2021*		19.01			Maturity		AUD	22		35,917			– 0	–		35,917
									$	(191,489	)	$	– 0	–	$	(191,489	)

40    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

* Termination date

(a) Represents entire or partial securities out on loan. See Note E for securities lending information.

(b) Non-income producing security.

(c) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2021, the aggregate market value of these securities amounted to $52,138,812 or 27.2% of net assets.

(d) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

(e) Defaulted.

(f) Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date.

(g) Pay-In-Kind Payments (PIK). The issuer may pay cash interest and/or interest in additional debt securities. Rates shown are the rates in effect at March 31, 2021.

(h) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 0.01% of net assets as of March 31, 2021, are considered illiquid and restricted. Additional information regarding such securities follows:

144A/Restricted & Illiquid Securities	Acquisition Date		Cost		Market Value		Percentage of Net Assets
Digicel Group 0.5 Ltd. 7.00%, 04/12/2021		01/14/2019	$	11,893	$	11,507		0.01	%
Tonon Luxembourg SA 6.50%, 10/31/2024		05/03/2019		198,834		3,158		0.00	%
Virgolino de Oliveira Finance SA 11.75%, 02/09/2022		07/12/2013		172,629		1,007		0.00	%

(i) Fair valued by the Adviser.

(j) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

(k) The rate shown represents the 7-day yield as of period end.

(l) Affiliated investments.

Currency Abbreviation:

AUD – Australian Dollar

BRL – Brazilian Real

CAD – Canadian Dollar

CLP – Chilean Peso

CNH – Chinese Yuan Renminbi (Offshore)

COP – Colombian Peso

CZK – Czech Koruna

EGP – Egyptian Pound

EUR – Euro

GBP – Great British Pound

HKD – Hong Kong Dollar

HUF – Hungarian Forint

IDR – Indonesian Rupiah

INR – Indian Rupee

JPY – Japanese Yen

KRW – South Korean Won

MXN – Mexican Peso

MYR – Malaysian Ringgit

NOK – Norwegian Krone

PEN – Peruvian Sol

PHP – Philippine Peso

PLN – Polish Zloty

RUB – Russian Ruble

SEK – Swedish Krona

SGD – Singapore Dollar

THB – Thailand Baht

TRY – Turkish Lira

TWD – New Taiwan Dollar

USD – United States Dollar

ZAR – South African Rand

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    41

PORTFOLIO OF INVESTMENTS (continued)

Glossary:

ADR – American Depositary Receipt

ASX – Australian Stock Exchange

CDI – Brazil CETIP Interbank Deposit Rate

CDX-EM – Emerging Market Credit Default Swap Index

CDX-NAHY – North American High Yield Credit Default Swap Index

CPI – Consumer Price Index

ETF – Exchange Traded Fund

FTSE – Financial Times Stock Exchange

GDR – Global Depositary Receipt

JSC – Joint Stock Company

LIBOR – London Interbank Offered Rate

MSCI – Morgan Stanley Capital International

NASDAQ – National Association of Securities Dealers Automated Quotations

PJSC – Public Joint Stock Company

REIT – Real Estate Investment

See notes to financial statements.

42    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

STATEMENT OF ASSETS & LIABILITIES

March 31, 2021

Assets
Investments in securities, at value Unaffiliated issuers (cost $149,124,104)	$	175,294,328	(a)
Affiliated issuers (cost $13,362,788—including investment of cash collateral for securities loaned of $634,289)		13,362,788
Cash collateral due from broker		4,409,830
Foreign currencies, at value (cost $412,781)		409,435
Unrealized appreciation on forward currency exchange contracts		1,918,550
Unaffiliated dividends and interest receivable		1,298,108
Receivable for capital stock sold		975,883
Receivable for investment securities sold		209,466
Receivable for variation margin on futures		78,485
Unrealized appreciation on variance swaps		35,917
Affiliated dividends receivable		631
Total assets		197,993,421
Liabilities
Swaptions written, at value (premiums received $92,261)		14,440
Unrealized depreciation on total return swaps		2,101,220
Unrealized depreciation on forward currency exchange contracts		947,633
Payable for collateral received on securities loaned		634,289
Payable for investment securities purchased and foreign currency transactions		623,880
Cash collateral due to broker		560,000
Capital gains tax payable		463,440
Unrealized depreciation on variance swaps		227,406
Advisory fee payable		114,641
Payable for variation margin on centrally cleared swaps		50,993
Payable for capital stock redeemed		49,903
Administrative fee payable		18,700
Market value of credit default swaps (net premiums received $13,010)		6,791
Transfer Agent fee payable		2,529
Distribution fee payable		1,959
Directors’ fee payable		148
Accrued expenses and other liabilities		232,924
Total liabilities		6,050,896
Net Assets	$	191,942,525
Composition of Net Assets
Capital stock, at par	$	1,852
Additional paid-in capital		174,791,647
Distributable earnings		17,149,026
	$	191,942,525

See notes to financial statements.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    43

STATEMENT OF ASSETS & LIABILITIES (continued)

Net Asset Value Per Share—33 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	3,643,999		352,427	$	10.34	*
C	$	1,116,622		108,554	$	10.29
Advisor	$	185,534,260		17,902,535	$	10.36
R	$	344,539		33,221	$	10.37
K	$	291,875		28,213	$	10.35
I	$	316,310		30,810	$	10.27
Z	$	694,920		67,518	$	10.29

(a) Includes securities on loan with a value of $1,385,189 (see Note E).

* The maximum offering price per share for Class A shares was $10.80, which reflects a sales charge of 4.25%.

See notes to financial statements.

44    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Year Ended March 31, 2021

Investment Income
Interest (net of foreign taxes withheld of $3,558)	$	3,086,801
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $381,827)		2,462,912
Affiliated issuers		12,835
Securities lending income		3,455		$	5,566,003
Expenses
Advisory fee (see Note B)		1,413,223
Transfer agency—Class A		1,419
Transfer agency—Class C		490
Transfer agency—Advisor Class		67,763
Transfer agency—Class R		749
Transfer agency—Class K		538
Transfer agency—Class I		12
Transfer agency—Class Z		51
Distribution fee—Class A		8,285
Distribution fee—Class C		10,742
Distribution fee—Class R		1,441
Distribution fee—Class K		673
Custody and accounting		360,884
Audit and tax		126,238
Registration fees		97,971
Administrative		73,873
Printing		49,489
Legal		30,499
Directors’ fees		19,923
Miscellaneous		61,813
Total expenses		2,326,076
Less: expenses waived and reimbursed by the Adviser (see Note B and Note E)		(667,406	)
Net expenses					1,658,670
Net investment income					3,907,333

See notes to financial statements.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    45

STATEMENT OF OPERATIONS (continued)

Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions	$	2,936,820	(a)
Forward currency exchange contracts		(427,341	)
Futures		1,910,962
Swaps		10,488,869
Foreign currency transactions		(354,207	)
Net change in unrealized appreciation/depreciation on:
Investments		45,310,375	(b)
Forward currency exchange contracts		1,585,239
Futures		844,854
Swaps		(2,914,342	)
Swaptions written		77,821
Foreign currency denominated assets and liabilities		28,656
Net gain on investment and foreign currency transactions		59,487,706
Net Increase in Net Assets from Operations	$	63,395,039

(a) Net of foreign capital gains taxes of $13,727.

(b) Net of increase in accrued foreign capital gains taxes of $400,936.

See notes to financial statements.

46    ^|    AB EMERGING MARKETS MULTI-ASSET PORTFOLIO abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Year Ended March 31, 2021			Year Ended March 31, 2020
Increase (Decrease) in Net Assets from Operations
Net investment income	$	3,907,333		$	4,840,947
Net realized gain (loss) on investment and foreign currency transactions		14,555,103			(6,798,454	)
Net change in unrealized appreciation/depreciation on investments and foreign currency denominated assets and liabilities		44,932,603			(23,630,098	)
Net increase (decrease) in net assets from operations		63,395,039			(25,587,605	)
Distributions to Shareholders
Class A		(72,649	)		(226,443	)
Class C		(16,421	)		(77,333	)
Advisor Class		(4,047,068	)		(7,507,462	)
Class R		(5,023	)		(16,542	)
Class K		(5,736	)		(13,127	)
Class I		(1,449	)		(1,984	)
Class Z		(6,691	)		(8,209	)
Capital Stock Transactions
Net increase		5,693,668			33,436,740
Total increase (decrease)		64,933,670			(1,965	)
Net Assets
Beginning of period		127,008,855			127,010,820
End of period	$	191,942,525		$	127,008,855

See notes to financial statements.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    47

NOTES TO FINANCIAL STATEMENTS

March 31, 2021

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 13 portfolios currently in operation. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to the AB Emerging Markets Multi-Asset Portfolio (the “Fund”), a diversified portfolio. The Fund has authorized the issuance of Class A, Class B, Class C, Advisor Class, Class R, Class K, Class I, Class Z, Class T, Class 1, and Class 2 shares. Class B, Class T, Class 1, and Class 2 shares are not currently being offered. Class A shares are sold with a front-end sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase, and 0% after the first year of purchase. Class C shares will automatically convert to Class A shares ten years after the end of the calendar month of purchase. Class R and Class K shares are sold without an initial or contingent deferred sales charge. Advisor Class and Class I shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All eleven classes of shares have identical voting, dividend, liquidation and other rights, except that the classes bear different distribution and transfer agency expenses. Each class has exclusive voting rights with respect to its distribution plan. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Company’s Board of Directors (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national

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NOTES TO FINANCIAL STATEMENTS (continued)

securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, AllianceBernstein L.P. (the “Adviser”) will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements

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NOTES TO FINANCIAL STATEMENTS (continued)

or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then

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NOTES TO FINANCIAL STATEMENTS (continued)

discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

Options are valued using market-based inputs to models, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency, where such inputs and models are available. Alternatively, the values may be obtained through unobservable management determined inputs and/or management’s proprietary models. Where models are used, the selection of a particular model to value an option depends upon the contractual terms of, and specific risks inherent in, the option as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, measures of volatility and correlations of such inputs. Exchange traded options generally will be classified as Level 2. For options that do not trade on an exchange but trade in liquid markets, inputs can generally be verified and model selection does not involve significant management judgment. Options are classified within Level 2 on the fair value hierarchy when all of the significant inputs can be corroborated to market evidence. Otherwise such instruments are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

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NOTES TO FINANCIAL STATEMENTS (continued)

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of March 31, 2021:

Investments in Securities

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

1,213,630

$

28,141,742

$

– 0

–

$

29,355,372

Financials

2,284,630

22,454,239

– 0

–

24,738,869

Consumer Discretionary

3,146,259

15,635,310

– 0

–

18,781,569

Materials

622,433

10,154,502

0

#

10,776,935

Communication Services

529,677

6,710,281

– 0

–

7,239,958

Energy

3,619,135

1,060,499

– 0

–

4,679,634

Industrials

1,051,042

3,264,340

– 0

–

4,315,382

Utilities

1,288,911

3,014,790

– 0

–

4,303,701

Consumer Staples

867,908

1,957,713

– 0

–

2,825,621

Real Estate

693,830

1,251,180

– 0

–

1,945,010

Health Care

195,274

1,426,394

– 0

–

1,621,668

Fixed Income Securities:

Sovereign Bonds

– 0

–

33,664,241

– 0

–

33,664,241

Corporate Bonds

– 0

–

15,646,730

3,158

15,649,888

Quasi-Sovereign Bonds

– 0

–

11,266,722

– 0

–

11,266,722

Emerging Markets—Treasuries

– 0

–

1,425,502

– 0

–

1,425,502

Treasury Bonds

– 0

–

722,499

– 0

–

722,499

Regional Bonds

– 0

–

36,893

– 0

–

36,893

Equity Linked Notes

– 0

–

1,364,867

– 0

–

1,364,867

Investment Companies

– 0

–

208,965

– 0

–

208,965

Options Purchased—Puts

– 0

–

19,993

– 0

–

19,993

Short-Term Investments:

Investment Companies

12,728,499

– 0

–

– 0

–

12,728,499

Time Deposits

– 0

–

351,039

– 0

–

351,039

Investments of Cash Collateral for Securities Loaned in Affiliated Money Market Fund

634,289

– 0

–

– 0

–

634,289

Total Investments in Securities

28,875,517

159,778,441

+

3,158

188,657,116

Other Financial Instruments*:

Assets

Futures

28,625

57,121

– 0

–

85,746

†

Forward Currency Exchange Contracts

– 0

–

1,918,550

– 0

–

1,918,550

Centrally Cleared Credit Default Swaps

– 0

–

631,257

– 0

–

631,257

†

Centrally Cleared Interest Rate Swaps

– 0

–

68,261

– 0

–

68,261

†

Variance Swaps

– 0

–

35,917

– 0

–

35,917

Liabilities

Futures

(63,981

)

– 0

–

– 0

–

(63,981

)†

Forward Currency Exchange Contracts

– 0

–

(947,633

)

– 0

–

(947,633

)

Credit Default Swaptions Written

– 0

–

(14,440

)

– 0

–

(14,440

)

Centrally Cleared Inflation Swaps

– 0

–

(15,424

)

– 0

–

(15,424

)†

Centrally Cleared Interest Rate Swaps

– 0

–

(31,546

)

– 0

–

(31,546

)†

Credit Default Swaps

– 0

–

(6,791

)

– 0

–

(6,791

)

Total Return Swaps

– 0

–

(2,101,220

)

– 0

–

(2,101,220

)

Variance Swaps

– 0

–

(227,406

)

– 0

–

(227,406

)

Total

$

28,840,161

$

159,145,087

$

3,158

$

187,988,406

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NOTES TO FINANCIAL STATEMENTS (continued)

# The Fund held securities with zero market value at period end.

* Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

+ A significant portion of the Fund’s foreign equity investments are categorized as Level 2 investments since they are valued using fair value prices based on third party vendor modeling tools to the extent available, see Note A.1.

† Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean of the quoted bid and ask prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at the rates of exchange prevailing when accrued.

Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on foreign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of foreign currency denominated assets and liabilities.

4. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax

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NOTES TO FINANCIAL STATEMENTS (continued)

returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

5. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

6. Class Allocations

All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except for class specific expenses which are allocated to the respective class. Expenses of the Company are charged proportionately to each portfolio or based on other appropriate methods. Realized and unrealized gains and losses are allocated among the various share classes based on respective net assets.

7. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement, the Fund pays the Adviser an advisory fee at an annual rate of .85% of the first $1 billion, .80% of the next $1 billion, .75% of the next $1 billion and .70% in excess of $3 billion of the Fund’s average daily net assets. Prior to February 3, 2017, the Fund paid the Adviser at an annual rate of 1% of the first $1 billion, .95% of the next $1 billion, .90% of the next $1 billion and .85% in excess of $3 billion of the Fund’s average daily net assets. The fee is accrued daily and paid monthly. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses on an annual basis (“the Expense Caps”) to 1.24%, 1.99%,

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NOTES TO FINANCIAL STATEMENTS (continued)

.99%, 1.49%, 1.24%, .99% and .99% of the daily average net assets for the Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. For the year ended March 31, 2021, such waivers/reimbursements amounted to $655,929. The Expense Caps may not be terminated before July 31, 2021.

Pursuant to the investment advisory agreement, the Fund may reimburse the Adviser for certain legal and accounting services provided to the Fund by the Adviser. For the year ended March 31, 2021, the reimbursement for such services amounted to $73,873.

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $27,912 for the year ended March 31, 2021.

AllianceBernstein Investments, Inc. (the “Distributor”), a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund’s shares. The Distributor has advised the Fund that it has retained front-end sales charges of $732 from the sale of Class A shares and received $6 and $10 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the year ended March 31, 2021.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2021. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended March 31, 2021, such waiver amounted to $11,205.

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NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the year ended March 31, 2021 is as follows:

									Distributions
Fund	Market Value 3/31/20 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 3/31/21 (000)		Dividend Income (000)
Government Money Market Portfolio	$	14,137	$	95,498	$	96,906	$	12,729	$	12
Government Money Market Portfolio*		326		12,936		12,628		634		1
Total							$	13,363	$	13

* Investment of cash collateral for securities lending transactions (see Note E).

During the second quarter of 2018, AXA S.A. (“AXA”), a French holding company for the AXA Group, completed the sale of a minority stake in its subsidiary, AXA Equitable Holdings, Inc. (now named Equitable Holdings, Inc.) (“Equitable”), through an initial public offering. Equitable is the holding company for a diverse group of financial services companies, including an approximate 65% economic interest in the Adviser and a 100% interest in AllianceBernstein Corporation, the general partner of the Adviser. Since the initial sale, AXA has completed additional offerings (and related transactions). As a result, as of May 20, 2021, AXA no longer owns shares of Equitable.

Sales that were completed on November 13, 2019 resulted in the indirect transfer of a “controlling block” of voting securities of the Adviser (a “Change of Control Event”) and may have been deemed to have been an “assignment” causing a termination of the Portfolios’ investment advisory and administration agreements. In order to ensure that investment advisory and administration services could continue uninterrupted in the event of a Change of Control Event, the Board previously approved new investment advisory and administration agreements with the Adviser, and shareholders of the Fund subsequently approved the new investment advisory agreement. These agreements became effective on November 13, 2019.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the Investment Company Act of 1940. Under the Agreement the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .30% of the Fund’s average daily net assets attributable to Class A shares, 1% of the Fund’s average daily net assets attributable to Class C shares, .50% of the Fund’s average daily net assets attributable to Class R shares and .25% of the Fund’s average daily net assets attributable to Class K shares. Payments under the Agreement in respect of Class A shares are currently limited to an annual rate of .25% of Class A share’s average daily net assets. There are no distribution and servicing fees on Advisor Class and Class I shares. The fees are accrued daily and paid monthly. The Agreement provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. Since the commencement of the Fund’s operation, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $8,492, $862 and $2,216 for Class C, Class K and Class R shares, respectively. While such costs may be recovered from the Fund in future periods so long as the Agreement is in effect, the rate of the distribution and servicing fees payable under the Agreement may not be increased without a shareholder vote. In accordance with the Agreement, there is no provision for recovery of unreimbursed distribution costs, incurred by the Distributor, beyond the current fiscal period for Class A shares. The Agreement also provides that the Adviser may use its own resources to finance the distribution of the Fund’s shares.

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended March 31, 2021, were as follows:

	Purchases		Sales
Investment securities (excluding U.S. government securities)	$	139,327,299	$	124,526,431
U.S. government securities		4,155,421		4,126,567

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation are as follows:

Cost	$	164,252,617
Gross unrealized appreciation	$	35,104,425
Gross unrealized depreciation		(10,361,668	)
Net unrealized appreciation	$	24,742,757

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NOTES TO FINANCIAL STATEMENTS (continued)

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

• Forward Currency Exchange Contracts

The Fund may enter into forward currency exchange contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to hedge certain firm purchase and sale commitments denominated in foreign currencies and for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions”.

A forward currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. The gain or loss arising from the difference between the original contract and the closing of such contract would be included in net realized gain or loss on forward currency exchange contracts. Fluctuations in the value of open forward currency exchange contracts are recorded for financial reporting purposes as unrealized appreciation and/or depreciation by the Fund. Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

During the year ended March 31, 2021, the Fund held forward currency exchange contracts for hedging and non-hedging purposes.

• Futures

The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bears the market risk that arises from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon for non-hedging purposes as a means of making direct investment in foreign currencies, as described below under “Currency Transactions”.

At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by

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NOTES TO FINANCIAL STATEMENTS (continued)

the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/ counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of futures can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.

During the year ended March 31, 2021, the Fund held futures for hedging and non-hedging purposes.

• Option Transactions

For hedging and investment purposes, the Fund may purchase and write (sell) put and call options on U.S. and foreign securities, including government securities, and foreign currencies that are traded on U.S. and foreign securities exchanges and over-the-counter markets. Among other things, the Fund may use options transactions for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions” and may use options strategies involving the purchase and/or writing of various combinations of call and/or put options, for hedging and investment purposes.

The risk associated with purchasing an option is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of the premium and change in market value should the counterparty not perform under the contract. If a put or call option purchased by the Fund were permitted to expire without being sold or exercised, its premium would represent a loss to the Fund. Put and call options purchased are accounted for in the same manner as

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NOTES TO FINANCIAL STATEMENTS (continued)

portfolio securities. The cost of securities acquired through the exercise of call options is increased by premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid.

When the Fund writes an option, the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current market value of the option written. The Fund’s maximum payment for written put options equates to the number of shares multiplied by the strike price. In certain circumstances maximum payout amounts may be partially offset by recovery values of the respective referenced assets and upfront premium received upon entering into the contract. Premiums received from written options which expire unexercised are recorded by the Fund on the expiration date as realized gains from options written. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium received is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium received is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium received reduces the cost basis of the security or currency purchased by the Fund. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security or currency underlying the written option. Exercise of an option written by the Fund could result in the Fund selling or buying a security or currency at a price different from the current market value.

The Fund may also invest in options on swap agreements, also called “swaptions”. A swaption is an option that gives the buyer the right, but not the obligation, to enter into a swap on a future date in exchange for paying a market-based “premium”. A receiver swaption gives the owner the right to receive the total return of a specified asset, reference rate, or index. A payer swaption gives the owner the right to pay the total return of a specified asset, reference rate, or index. Swaptions also include options that allow an existing swap to be terminated or extended by one of the counterparties. The Fund’s maximum payment for written put swaptions equates to the notional amount of the underlying swap. In certain circumstances maximum payout amounts may be partially offset by recovery values of the respective referenced assets and upfront premium received upon entering into the contract.

During the year ended March 31, 2021, the Fund held purchased options for hedging and non-hedging purposes.

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During the year ended March 31, 2021, the Fund held purchased swaptions for hedging and non-hedging purposes.

During the year ended March 31, 2021, the Fund held written swaptions for hedging and non-hedging purposes.

• Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining market exposures including by making direct investments in foreign currencies, as described below under “Currency Transactions” or in order to take a “long” or “short” position with respect to an underlying referenced asset described below under “Total Return Swaps”. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/ depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for OTC swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in

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the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest

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rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended March 31, 2021, the Fund held interest rate swaps for hedging and non-hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligation with the same counterparty.

Credit default swaps may involve greater risks than if the Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

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Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/ performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the year ended March 31, 2021, the Fund held credit default swaps for hedging and non-hedging purposes.

Total Return Swaps:

The Fund may enter into total return swaps in order to take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

During the year ended March 31, 2021, the Fund held total return swaps for hedging and non-hedging purposes.

Variance Swaps:

The Fund may enter into variance swaps to hedge equity market risk or adjust exposure to the equity markets. Variance swaps are contracts in which two parties agree to exchange cash payments based on the difference between the stated level of variance and the actual variance realized on underlying asset(s) or index(es). Actual “variance” as used here is defined as the sum of the square of the returns on the reference asset(s) or index(es) (which in effect is a measure of its “volatility”) over the length of the contract term. So the parties to a variance swap can be said to exchange actual volatility for a contractually stated rate of volatility.

During the year ended March 31, 2021, the Fund held variance swaps for hedging purposes.

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The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty tables below for additional details.

During the year ended March 31, 2021, the Fund had entered into the following derivatives:

	Asset Derivatives				Liability Derivatives
Derivative Type	Statement of Assets and Liabilities Location	Fair Value			Statement of Assets and Liabilities Location	Fair Value
Interest rate contracts	Receivable for variation margin on centrally cleared swaps	$	68,261	*	Payable for variation margin on centrally cleared swaps	$	46,970	*
Interest rate contracts	Receivable/Payable for variation margin on futures		28,625	*
Foreign currency contracts	Unrealized appreciation on forward currency exchange contracts		1,918,550		Unrealized depreciation on forward currency exchange contracts		947,633
Credit contracts	Receivable for variation margin on centrally cleared swaps		121,319	*

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	Asset Derivatives				Liability Derivatives
Derivative Type	Statement of Assets and Liabilities Location	Fair Value			Statement of Assets and Liabilities Location	Fair Value
Credit contracts					Market value of credit default swaps	$	6,791
Credit contracts	Investment in securities, at value	$	19,993
Credit contracts					Swaptions written, at value		14,440
Equity contracts	Unrealized appreciation on variance swaps		35,917		Unrealized depreciation on variance swaps		227,406
Equity contracts					Unrealized depreciation on total return swaps		2,101,220
Equity contracts	Receivable/Payable for variation margin on futures		57,121	*	Receivable/Payable for variation margin on futures		63,981	*
Total		$	2,249,786			$	3,408,441

* Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/depreciation on futures and centrally cleared swaps as reported in the portfolio of investments.

Derivative Type	Location of Gain or (Loss) on Derivatives Within Statement of Operations	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Interest rate contracts	Net realized gain/(loss) on swaps; Net change in unrealized appreciation/ depreciation on swaps	$	(91,660	)	$	(411,505	)
Interest rate contracts	Net realized gain/(loss) on futures; Net change in unrealized appreciation/ depreciation on futures		2,986			28,625
Foreign currency contracts	Net realized gain/(loss) on forward currency exchange contracts; Net change in unrealized appreciation/depreciation on forward currency exchange contracts		(427,341	)		1,585,239
Credit contracts	Net realized gain/(loss) on investment transactions; Net change in unrealized appreciation/depreciation on investments		– 0	–		(75,479	)

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Derivative Type	Location of Gain or (Loss) on Derivatives Within Statement of Operations	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Credit contracts	Net realized gain/(loss) on swaps; Net change in unrealized appreciation/ depreciation on swaps	$	250,327		$	88,603
Credit contracts	Net realized gain/(loss) on swaptions written; Net change in unrealized appreciation/depreciation on swaptions written		– 0	–		77,821
Equity contracts	Net realized gain/(loss) on swaps; Net change in unrealized appreciation/ depreciation on swaps		10,330,202			(2,591,440	)
Equity contracts	Net realized gain/(loss) on futures; Net change in unrealized appreciation/depreciation on futures		1,907,976			816,229
Equity contracts	Net realized gain/(loss) on investment transactions; Net change in unrealized appreciation/depreciation on investments		(227,916	)		– 0	–
Total		$	11,744,574		$	(481,907	)

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended March 31, 2021:

Centrally Cleared Credit Default Swaps:
Average notional amount of buy contracts	$	17,097,670	(a)
Average notional amount of sale contracts	$	4,821,200	(a)
Centrally Cleared Interest Rate Swaps
Average notional amount	$	7,148,955
Credit Default Swaps:
Average notional amount of sale contracts	$	56,000
Forward Currency Exchange Contracts:
Average principal amount of buy contracts	$	59,410,155
Average principal amount of sale contracts	$	74,096,303
Futures:
Average notional amount of buy contracts	$	13,846,908
Average notional amount of sale contracts	$	3,713,330	(b)
Total Return Swaps:
Average notional amount	$	16,283,683
Variance Swaps:
Average notional amount	$	717,176	(c)
Purchased Options:
Average notional amount	$	5,954,600	(d)

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Purchased Swaptions:
Average notional amount	$	12,240,000	(e)
Swaptions Written:
Average notional amount	$	24,480,000	(e)

(a) Positions were open for nine months during the reporting period.

(b) Positions were open for ten months during the reporting period.

(c) Positions were open for eleven months during the reporting period.

(d) Positions were open for one month during the reporting period.

(e) Positions were open for two months during the reporting period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of March 31, 2021. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the tables.

Counterparty	Derivative Assets Subject to a MA		Derivatives Available for Offset			Cash Collateral Received*			Security Collateral Received*			Net Amount of Derivative Assets
Barclays Bank PLC	$	194,096	$	(24,601	)	$	– 0	–	$	– 0	–	$	169,495
BNP Paribas		205,964		– 0	–		– 0	–		– 0	–		205,964
Brown Brothers Harriman & Co.		32,263		(32,263	)		– 0	–		– 0	–		– 0	–
Citibank, NA.		776,369		(205,053	)		(560,000	)		– 0	–		11,316
Credit Suisse International		47,635		(17,842	)		– 0	–		– 0	–		29,793
Deutsche Bank AG		65,908		– 0	–		– 0	–		– 0	–		65,908
Goldman Sachs Bank USA/Goldman Sachs International		142,653		(142,653	)		– 0	–		– 0	–		– 0	–
JPMorgan Chase Bank, NA.		104,396		(62,606	)		– 0	–		– 0	–		41,790
Morgan Stanley Capital Services LLC/
Morgan Stanley & Co. International PLC		19,993		(19,993	)		– 0	–		– 0	–		– 0	–
Royal Bank of Scotland PLC		158,271		(116,400	)		– 0	–		– 0	–		41,871
Standard Chartered Bank.		167,507		(167,507	)		– 0	–		– 0	–		– 0	–
UBS AG		59,405		(59,405	)		– 0	–		– 0	–		– 0	–
Total	$	1,974,460	$	(848,323	)	$	(560,000	)	$	– 0	–	$	566,137	^

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Counterparty	Derivative Liabilities Subject to a MA		Derivatives Available for Offset			Cash Collateral Pledged*			Security Collateral Pledged*			Net Amount of Derivative Liabilities
Bank of America, NA.	$	65,559	$	– 0	–	$	– 0	–	$	– 0	–	$	65,559
Barclays Bank PLC		24,601		(24,601	)		– 0	–		– 0	–		– 0	–
Brown Brothers Harriman & Co.		62,728		(32,263	)		– 0	–		– 0	–		30,465
Citibank, NA.		205,053		(205,053	)		– 0	–		– 0	–		– 0	–
Credit Suisse International		17,842		(17,842	)		– 0	–		– 0	–		– 0	–
Goldman Sachs Bank USA/Goldman Sachs International		2,270,625		(142,653	)		(2,127,972	)		– 0	–		– 0	–
JPMorgan Chase Bank, NA.		62,606		(62,606	)		– 0	–		– 0	–		– 0	–
Morgan Stanley Capital Services LLC/
Morgan Stanley & Co. International PLC		24,130		(19,993	)		– 0	–		– 0	–		4,137
Royal Bank of Scotland PLC		116,400		(116,400	)		– 0	–		– 0	–		– 0	–
Standard Chartered Bank.		233,295		(167,507	)		– 0	–		– 0	–		65,788
UBS AG		214,651		(59,405	)		– 0	–		– 0	–		155,246
Total	$	3,297,490	$	(848,323	)	$	(2,127,972	)	$	– 0	–	$	321,195	^

* The actual collateral received/pledged may be more than the amount reported due to overcollateralization.

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE E

Securities Lending

The Fund may enter into securities lending transactions. Under the Fund’s securities lending program, all loans of securities will be collateralized continually by cash collateral and/or non-cash collateral. Non-cash collateral

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will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. The Fund cannot sell or repledge any non-cash collateral, such collateral will not be reflected in the portfolio of investments. If a loan is collateralized by cash, the Fund will be compensated for the loan from a portion of the net return from the income earned on cash collateral after a rebate is paid to the borrower (in some cases, this rebate may be a “negative rebate” or fee paid by the borrower to the Fund in connection with the loan), and payments are made for fees of the securities lending agent and for certain other administrative expenses. If the Fund receives non-cash collateral, the Fund will receive a fee from the borrower generally equal to a negotiated percentage of the market value of the loaned securities. The Fund will have the right to call a loan and obtain the securities loaned at any time on notice to the borrower within the normal and customary settlement time for the securities. While the securities are on loan, the borrower is obligated to pay the Fund amounts equal to any income or other distributions from the securities; however, these distributions will not be afforded the same preferential tax treatment as qualified dividends. The Fund will not be able to exercise voting rights with respect to any securities during the existence of a loan, but will have the right to regain ownership of loaned securities in order to exercise voting or other ownership rights. Collateral received and securities loaned are marked to market daily to ensure that the securities loaned are secured by collateral. The lending agent currently invests the cash collateral received in Government Money Market Portfolio, an eligible money market vehicle, in accordance with the investment restrictions of the Fund, and as approved by the Board. The collateral received on securities loaned is recorded as an asset as well as a corresponding liability in the statement of assets and liabilities. The collateral will be adjusted the next business day to maintain the required collateral amount. The amounts of securities lending income from the borrowers and Government Money Market Portfolio are reflected in the statement of operations. When the Fund earns net securities lending income from Government Money Market Portfolio, the income is inclusive of a rebate expense paid to the borrower. In connection with the cash collateral investment by the Fund in the Government Money Market Portfolio, the Adviser has agreed to waive a portion of the Fund’s share of the advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. When the Fund lends securities, its investment performance will continue to reflect changes in the value of the securities loaned. A principal risk of lending portfolio securities is that the borrower may fail to return the loaned securities upon termination of the loan and that the collateral will not be sufficient to replace the loaned securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

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A summary of the Fund’s transactions surrounding securities lending for the year ended March 31, 2021 is as follows:

							Government Money Market Portfolio
Market Value of Securities on Loan*	Cash Collateral*		Market Value of Non-Cash Collateral*		Income from Borrowers		Income Earned		Advisory Fee Waived
$  1,385,189	$	634,289	$	853,866	$	2,150	$	1,305	$	272

^*   As of March 31, 2021.

NOTE F

Capital Stock

Each class consists of 3,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares						Amount
	Year Ended March 31, 2021			Year Ended March 31, 2020			Year Ended March 31, 2021			Year Ended March 31, 2020
Class A
Shares sold		222,548			66,391		$	2,170,281		$	586,317
Shares issued in reinvestment of dividends		5,919			20,167			54,875			174,742
Shares converted from Class C		1,957			2,107			17,182			19,021
Shares redeemed		(309,557	)		(276,812	)		(2,860,594	)		(2,442,684	)
Net decrease		(79,133	)		(188,147	)	$	(618,256	)	$	(1,662,604	)
Class C
Shares sold		8,263			40,425		$	83,219		$	359,626
Shares issued in reinvestment of dividends		1,313			5,740			12,108			49,674
Shares converted to Class A		(1,967	)		(2,118	)		(17,182	)		(19,021	)
Shares redeemed		(43,154	)		(152,432	)		(372,886	)		(1,329,368	)
Net decrease		(35,545	)		(108,385	)	$	(294,741	)	$	(939,089	)
Advisor Class
Shares sold		5,541,078			9,841,326		$	50,185,208		$	86,432,145
Shares issued in reinvestment of dividends		356,037			687,376			3,327,303			5,958,078
Shares redeemed		(5,319,714	)		(6,500,438	)		(47,683,195	)		(56,383,580	)
Net increase		577,401			4,028,264		$	5,829,316		$	36,006,643

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	Shares						Amount
	Year Ended March 31, 2021			Year Ended March 31, 2020			Year Ended March 31, 2021			Year Ended March 31, 2020
Class R
Shares sold		6,833			13,637		$	63,408		$	118,960
Shares issued in reinvestment of dividends		518			1,856			4,859			16,115
Shares redeemed		(12,515	)		(11,468	)		(96,959	)		(102,472	)
Net increase (decrease)		(5,164	)		4,025		$	(28,692	)	$	32,603
Class K
Shares sold		3,085			5,645		$	26,783		$	49,674
Shares issued in reinvestment of dividends		596			1,466			5,542			12,677
Shares redeemed		(5,557	)		(12,273	)		(49,680	)		(105,183	)
Net decrease		(1,876	)		(5,162	)	$	(17,355	)	$	(42,832	)
Class I
Shares sold		32,024			1,188		$	338,111		$	10,371
Shares issued in reinvestment of dividends		120			172			1,212			1,484
Shares redeemed		(2,831	)		(16,916	)		(26,710	)		(144,303	)
Net increase (decrease)		29,313			(15,556	)	$	312,613		$	(132,448	)
Class Z
Shares sold		46,618			20,191		$	507,670		$	180,632
Shares issued in reinvestment of dividends		679			895			6,455			7,714
Shares redeemed		(323	)		(1,562	)		(3,342	)		(13,879	)
Net increase		46,974			19,524		$	510,783		$	174,467

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock, bond or currency markets fluctuate. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness), that affect large portions of the market.

Emerging Market Risk—Investments in emerging market countries may involve more risk than investments in other foreign countries because the

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NOTES TO FINANCIAL STATEMENTS (continued)

markets in emerging market countries are less developed and less liquid, and because these investments may be subject to increased economic, political, regulatory, or other uncertainties.

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade of due to adverse market, economic, political, regulatory or other factors.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns. Emerging market currencies may be more volatile and less liquid, and subject to significantly greater risk of currency controls and convertibility restrictions, than currencies of developed countries.

Country Concentration Risk—The Fund may not always be diversified among countries or geographic regions and the effect on the Fund’s net asset value, or NAV, of the specific risks identified above, such as political, regulatory and currency risks, may be magnified due to concentration of the Fund’s investments in a particular country or region.

Allocation Risk—The allocation of Fund assets among different asset classes, such as equity securities, debt securities and currencies, may have a significant effect on the Fund’s NAV when one of these asset classes is performing better or worse than others. The diversification benefits typically associated with investing in both equity and debt securities may be limited in the emerging markets context, as movements in emerging market equity and emerging market debt markets may be more correlated than movements in the equity and debt markets of developed countries.

Capitalization Risk—Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small-capitalization companies may have additional risks because these companies have limited product lines, markets or financial resources.

Interest Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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NOTES TO FINANCIAL STATEMENTS (continued)

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Sovereign Debt Risk—Investments in sovereign debt obligations expose the Fund to the direct or indirect consequences of political, social and economic changes in countries that issue the obligations. Such changes may affect a foreign government’s willingness or ability to make timely payments of its obligations. In addition, no established market may exist for many sovereign debt obligations. Reduced secondary market liquidity may have an adverse effect on the market price of an instrument and the Fund’s ability to dispose of particular instruments.

Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to factors such as specific corporate developments, interest rate sensitivity and negative perceptions of the junk bond market generally, and may be more difficult to trade of than other types of securities.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures contracts or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

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NOTES TO FINANCIAL STATEMENTS (continued)

Illiquid Investments Risk—Illiquid investments risk exists when certain investments are or become difficult to purchase or sell. Difficulty in selling such investments may result in sales at disadvantageous prices affecting the value of your investment in the Fund. Causes of illiquid investments risk may include low trading volumes, large positions and heavy redemptions of Fund shares. Illiquid investments risk may be higher in a rising interest rate environment, when the value and liquidity of fixed-income securities generally decline.

Active Trading Risk—The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate may greatly exceed 100%. A higher rate of portfolio turnover increases transaction costs, which may negatively affect the Fund’s return. In addition, a high rate of portfolio turnover may result in substantial short-term gains, which may have adverse tax consequences for Fund shareholders.

LIBOR Transition and Associated Risk—A Fund may invest in debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will cease publishing certain LIBOR benchmarks at the end of 2021. Although certain LIBOR rates are intended to be published until June 2023, banks are strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. Although financial regulators and industry working groups have suggested alternative reference rates, such as the European Interbank Offer Rate, the Sterling Overnight Interbank Average Rate and the Secured Overnight Financing Rate, global consensus on alternative rates is lacking and the process for amending existing contracts or instruments to transition away from LIBOR is underway but remains incomplete. The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is

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NOTES TO FINANCIAL STATEMENTS (continued)

not completed in a timely manner. Because the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE H

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended March 31, 2021.

NOTE I

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended March 31, 2021 and March 31, 2020 were as follows:

	2021		2020
Distributions paid from:
Ordinary income	$	4,155,037	$	7,851,100
Total taxable distributions paid	$	4,155,037	$	7,851,100

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NOTES TO FINANCIAL STATEMENTS (continued)

As of March 31, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

Accumulated capital and other losses	$	(6,459,083	)(a)
Unrealized appreciation/(depreciation)		24,317,317	(b)
Total accumulated earnings/(deficit)	$	17,858,234	(c)

(a) As of March 31, 2021, the Fund had a net capital loss carryforward of $6,459,083. During the fiscal year, the Fund utilized $12,022,346 of capital loss carry forwards to offset current year net realized gains.

(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the recognition for tax purposes of unrealized gains/losses on certain derivative instruments, the tax treatment of passive foreign investment companies (PFICs), the tax treatment of swaps, the tax deferral of losses on wash sales, the tax treatment of hyper-inflationary currency contracts, and the tax treatment of callable bonds.

(c) The differences between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to the accrual of foreign capital gains tax and the tax treatment of defaulted securities.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of March 31, 2021, the Fund had a net short-term capital loss carryforward of $1,701,223 and a net long-term capital loss carryforward of $4,757,860, which may be carried forward for an indefinite period.

During the current fiscal year, permanent differences primarily due to the tax treatment of swaps resulted in a net increase in distributable earnings and a net decrease in additional paid-in capital. These reclassifications had no effect on net assets.

NOTE J

Subsequent Events

As of March 31, 2021, Class C shares will automatically convert to Class A shares ten years after the end of the calendar month of purchase. Effective May 31, 2021, Class C shares will automatically convert to Class A shares after eight years instead of ten years.

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no other material events that would require disclosure in the Fund’s financial statements through this date.

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FINANCIAL HIGHLIGHTS

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class A
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  7.04			$  8.89			$  10.00			$  9.20			$  8.59
Income From Investment Operations
Net investment income(a)(b)		.19			.29			.30			.25			.24
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.32			(1.68	)		(.95	)		.89			.74
Net increase (decrease) in net asset value from operations		3.51			(1.39	)		(.65	)		1.14			.98
Less: Dividends and Distributions
Dividends from net investment income		(.21	)		(.46	)		(.46	)		(.33	)		(.30	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.07	)
Total dividends and distributions		(.21	)		(.46	)		(.46	)		(.34	)		(.37	)
Net asset value, end of period		$  10.34			$  7.04			$  8.89			$  10.00			$  9.20
Total Return
Total investment return based on net asset value(c)		50.17	%		(16.50	)%		(6.20	)%		12.56	%		11.82	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$3,644			$3,040			$5,510			$10,849			$4,764
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		1.23	%		1.23	%		1.24	%		1.23	%		1.51	%
Expenses, before waivers/ reimbursements(d)(e)†		1.64	%		1.76	%		1.80	%		1.92	%		2.92	%
Net investment income(b)		2.14	%		3.26	%		3.36	%		2.51	%		2.68	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios.		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class C
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  7.01			$  8.85			$  9.95			$  9.19			$  8.59
Income From Investment Operations
Net investment income(a)(b)		.13			.22			.23			.16			.17
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.29			(1.66	)		(.93	)		.89			.75
Net increase (decrease) in net asset value from operations		3.42			(1.44	)		(.70	)		1.05			.92
Less: Dividends and Distributions
Dividends from net investment income		(.14	)		(.40	)		(.40	)		(.28	)		(.26	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.06	)
Total dividends and distributions		(.14	)		(.40	)		(.40	)		(.29	)		(.32	)
Net asset value, end of period		$  10.29			$  7.01			$  8.85			$  9.95			$  9.19
Total Return
Total investment return based on net asset value(c)		49.01	%		(17.11	)%		(6.79	)%^		11.63	%^		11.00	%^
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,117			$1,010			$2,234			$2,792			$497
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		1.98	%		1.98	%		1.99	%		1.98	%		2.26	%
Expenses, before waivers/ reimbursements(d)(e)†		2.40	%		2.51	%		2.58	%		2.69	%		3.69	%
Net investment income(b)		1.40	%		2.54	%		2.54	%		1.57	%		1.97	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Advisor Class
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  7.06			$  8.91			$  10.02			$  9.22			$  8.61
Income From Investment Operations
Net investment income(a)(b)		.22			.30			.32			.27			.27
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.31			(1.66	)		(.95	)		.89			.74
Net increase (decrease) in net asset value from operations		3.53			(1.36	)		(.63	)		1.16			1.01
Less: Dividends and Distributions
Dividends from net investment income		(.23	)		(.49	)		(.48	)		(.35	)		(.33	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.07	)
Total dividends and distributions		(.23	)		(.49	)		(.48	)		(.36	)		(.40	)
Net asset value, end of period		$  10.36			$  7.06			$  8.91			$  10.02			$  9.22
Total Return
Total investment return based on net asset value(c)		50.40	%		(16.24	)%		(5.93	)%		12.78	%		12.07	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$185,534			$122,322			$118,492			$126,029			$42,000
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		.98	%		.98	%		.99	%		.98	%		1.24	%
Expenses, before waivers/ reimbursements(d)(e)†		1.39	%		1.51	%		1.58	%		1.67	%		2.64	%
Net investment income(b)		2.36	%		3.42	%		3.53	%		2.76	%		3.07	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class R
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  7.05			$  8.88			$  9.97			$  9.17			$  8.57
Income From Investment Operations
Net investment income(a)(b)		.17			.25			.27			.22			.18
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.31			(1.65	)		(.94	)		.89			.78
Net increase (decrease) in net asset value from operations		3.48			(1.40	)		(.67	)		1.11			.96
Less: Dividends and Distributions
Dividends from net investment income		(.16	)		(.43	)		(.42	)		(.30	)		(.30	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.06	)
Total dividends and distributions		(.16	)		(.43	)		(.42	)		(.31	)		(.36	)
Net asset value, end of period		$  10.37			$  7.05			$  8.88			$  9.97			$  9.17
Total Return
Total investment return based on net asset value(c)		49.68	%		(16.64	)%		(6.39	)%		12.20	%		11.51	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$345			$271			$305			$327			$184
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		1.48	%		1.48	%		1.49	%		1.48	%		1.72	%
Expenses, before waivers/ reimbursements(d)(e)†		2.10	%		2.23	%		2.23	%		2.29	%		3.24	%
Net investment income(b)		1.84	%		2.92	%		3.06	%		2.26	%		2.08	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class K
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  7.04			$  8.87			$  9.97			$  9.16			$  8.56
Income From Investment Operations
Net investment income(a)(b)		.19			.29			.29			.26			.26
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.31			(1.67	)		(.94	)		.88			.71
Net increase (decrease) in net asset value from operations		3.50			(1.38	)		(.65	)		1.14			.97
Less: Dividends and Distributions
Dividends from net investment income		(.19	)		(.45	)		(.45	)		(.32	)		(.30	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.07	)
Total dividends and distributions		(.19	)		(.45	)		(.45	)		(.33	)		(.37	)
Net asset value, end of period		$  10.35			$  7.04			$  8.87			$  9.97			$  9.16
Total Return
Total investment return based on net asset value(c)		50.10	%^		(16.55	)%		(6.19	)%		12.56	%		11.75	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$292			$212			$313			$333			$298
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		1.23	%		1.23	%		1.24	%		1.23	%		1.53	%
Expenses, before waivers/ reimbursements(d)(e)†		1.80	%		1.92	%		1.96	%		2.01	%		2.89	%
Net investment income(b)		2.13	%		3.34	%		3.26	%		2.67	%		2.94	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class I
	Year Ended March 31,
	2021			2020			2019			2018			2017
Net asset value, beginning of period		$  6.99			$  8.83			$  9.94			$  9.16			$  8.56
Income From Investment Operations
Net investment income(a)(b)		.20			.36			.28			.30			.28
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.31			(1.72	)		(.90	)		.85			.72
Net increase (decrease) in net asset value from operations		3.51			(1.36	)		(.62	)		1.15			1.00
Less: Dividends and Distributions
Dividends from net investment income		(.23	)		(.48	)		(.49	)		(.36	)		(.33	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)		(.07	)
Total dividends and distributions		(.23	)		(.48	)		(.49	)		(.37	)		(.40	)
Net asset value, end of period		$  10.27			$  6.99			$  8.83			$  9.94			$  9.16
Total Return
Total investment return based on net asset value(c)		50.61	%		(16.30	)%		(5.93	)%		12.68	%^		12.15	%^
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$316			$10			$151			$2,012			$16,952
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		.99	%		.98	%		.99	%		.98	%		1.28	%
Expenses, before waivers/ reimbursements(d)(e)†		1.25	%		1.46	%		1.46	%		1.58	%		2.51	%
Net investment income(b)		1.99	%		4.19	%		3.03	%		3.12	%		3.19	%
Portfolio turnover rate		88	%		117	%		110	%		74	%		118	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.02	%		.02	%

See footnote summary on page 84-85.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    83

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class Z
	Year Ended March 31,									July 31, 2017(f) to March 31, 2018
	2021			2020			2019
Net asset value, beginning of period		$  7.01			$  8.85			$  9.95			$  9.81
Income From Investment Operations
Net investment income(a)(b)		.22			.24			.31			.15
Net realized and unrealized gain (loss) on investment and foreign currency transactions		3.29			(1.59	)		(.93	)		.30
Net increase (decrease) in net asset value from operations		3.51			(1.35	)		(.62	)		.45
Less: Dividends and Distributions
Dividends from net investment income		(.23	)		(.49	)		(.48	)		(.30	)
Return of capital		– 0	–		– 0	–		– 0	–		(.01	)
Total dividends and distributions		(.23	)		(.49	)		(.48	)		(.31	)
Net asset value, end of period		$  10.29			$  7.01			$  8.85			$  9.95
Total Return
Total investment return based on net asset value(c)		50.47	%		(16.25	)%		(5.90	)%^		4.66	%^
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$695			$144			$9			$10
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements(d)(e)†		.99	%		.99	%		.99	%		.98	%(g)
Expenses, before waivers/ reimbursements(d)(e)†		1.32	%		1.54	%		1.60	%		1.71	%(g)
Net investment income(b)		2.29	%		2.78	%		3.49	%		2.26	%(g)
Portfolio turnover rate		88	%		117	%		110	%		74	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%		.01	%		.01	%		.01	%

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charge or contingent deferred sales charge is not reflected in the calculation of total investment return. Total investment return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return for a period of less than one year is not annualized.

(d) In connection with the Fund’s investments in affiliated underlying portfolios, the Fund incurs no direct expenses but bears proportionate shares of the acquired fund fees and expenses (i.e. operating, administrative and investment advisory fees) of the affiliated underlying portfolios. The Adviser has contractually agreed to waive its fees from the Fund in an amount equal to the Fund’s pro rata share of certain acquired fund fees and expenses, and for years ended March 31, 2021, March 31, 2020, March 31, 2019, March 31, 2018 and March 31, 2017, such waiver amounted to 0.01%, 0.01%, 0.01%, 0.01% and 0.02%, respectively.

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FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

(e) The expense ratios presented below exclude interest expense:

	Year Ended March 31,
	2021		2020		2019		2018	2017
Class A
Net of waivers/reimbursements		N/A		N/A		1.24%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		1.80%	N/A	N/A
Class C
Net of waivers/reimbursements		N/A		N/A		1.98%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		2.57%	N/A	N/A
Advisor Class
Net of waivers/reimbursements		N/A		N/A		.98%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		1.57%	N/A	N/A
Class R
Net of waivers/reimbursements		N/A		N/A		1.48%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		2.22%	N/A	N/A
Class K
Net of waivers/reimbursements		N/A		N/A		1.24%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		1.96%	N/A	N/A
Class I
Net of waivers/reimbursements		N/A		N/A		.98%	N/A	N/A
Before waivers/reimbursements		N/A		N/A		1.45%	N/A	N/A

	Year Ended March 31,							July 31, 2017(f) to March 31, 2018(g)
	2021		2020		2019
Class Z
Net of waivers/reimbursements		N/A		N/A		.99	%		N/A
Before waivers/reimbursements		N/A		N/A		1.60	%		N/A

(f) Commencement of distribution.

(g) Annualized.

^ The net asset value and total return include adjustments in accordance with accounting principles generally accepted in the United States of America for financial reporting purposes. As such, the net asset value and total return for shareholder transactions may differ from financial statements.

See notes to financial statements

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    85

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of AB Emerging Markets Multi-Asset Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Emerging Markets Multi-Asset Portfolio (the “Fund”) (one of the portfolios constituting AB Cap Fund, Inc. (the “Company”)), including the portfolio of investments, as of March 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the portfolios constituting AB Cap Fund, Inc.) at March 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company’s internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

May 27, 2021

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    87

2021 FEDERAL TAX INFORMATION

(unaudited)

For Federal income tax purposes, the following information is furnished with respect to the earnings of the Fund for the taxable year ended March 31, 2021.

For individual shareholders, the Fund designates 41.96% of dividends paid as qualified dividend income.

The Fund intends to make an election to pass through foreign taxes to its shareholders. For the taxable year ended March 31, 2021, $395,554 of foreign taxes may be passed through and the associated foreign source income for information reporting purposes is $2,809,746.

Shareholders should not use the above information to prepare their income tax returns. The information necessary to complete your income tax returns will be included with your Form 1099-DIV which will be sent to you separately in January 2022.

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BOARD OF DIRECTORS

Marshall C. Turner, Jr.(1), Chairman Jorge A. Bermudez(1) Michael J. Downey(1) Onur Erzan*, President and Chief Executive Officer	Nancy P. Jacklin(1) Jeanette W. Loeb(1) Carol C. McMullen(1) Garry L. Moody(1) Earl D. Weiner(1)
OFFICERS
Henry S. D’Auria(2), Vice President Morgan C. Harting(2), Vice President Shamaila Khan(2), Vice President Emilie D. Wrapp, Secretary	Michael B. Reyes, Senior Analyst Joseph J. Mantineo, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Vincent S. Noto, Chief Compliance Officer

Custodian and Accounting Agent Brown Brothers Harriman & Co.
50 Post Office Square
Boston, MA 02110 Principal Underwriter AllianceBernstein Investments, Inc.
1345 Avenue of the Americas
New York, NY 10105 Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP
5 Times Square
New York, NY 10036 Transfer Agent AllianceBernstein Investor
Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-Free (800) 221-5672

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Emerging Markets Multi-Asset Team. Messrs. D’Auria and Harting and Ms. Khan are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

* Mr. Robert M. Keith retired as President, Chief Executive Officer and a Director of the Fund as of March 31, 2021. Mr. Onur Erzan, Senior Vice President and Head of the Global Client Group of the Adviser, has been elected President, Chief Executive Officer and a Director of the Fund, effective April 1, 2021.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    89

MANAGEMENT OF THE FUND

Board of Directors Information

The business and affairs of the Fund are managed under the direction of the Board of Directors. Certain information concerning the Fund’s Directors is set forth below.

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
INTERESTED DIRECTOR
Onur Erzan# 45 (2021)	Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.		75	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS
Marshall C. Turner, Jr.,## Chairman of the Board 79 (2011)	Private Investor since prior to 2016. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership, and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of such Funds since February 2014.		75	None

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    91

MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Jorge A. Bermudez 70 (2020)	Private Investor since prior to 2016. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.		75	Moody’s Corporation since April 2011

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Michael J. Downey,## 77 (2011)	Private Investor since prior to 2016. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2016 until January 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities Inc. He has served as a director or trustee of the AB Funds since 2005.		75	None
Nancy P. Jacklin,## 73 (2011)	Private Investor since prior to 2016. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.		75	None

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    93

MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Jeanette W. Loeb,## 68 (2020)	Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.		75	Apollo Investment Corp. (business development company) since August 2011
Carol C. McMullen,## 65 (2016)	Managing Director of Slalom Consulting (consulting) since 2014, private investor and a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.		75	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Garry L. Moody,## 69 (2011)	Private Investor since prior to 2016. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.		75	None

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    95

MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS*, AGE, (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN AB FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Earl D. Weiner,## 81 (2011)	Senior Counsel since 2017, Of Counsel from 2007 to 2016, and Partner prior to then, of the law firm Sullivan & Cromwell LLP. He is a former member of the ABA Federal Regulation of Securities Committee Task Force to draft editions of the Fund Director’s Guidebook. He also serves as a director or trustee of various non-profit organizations and has served as Chairman or Vice Chairman of a number of them. He has served as a director or trustee of the AB Funds since 2007 and served as Chairman of the Governance and Nominating Committees of the AB Funds from 2007 until August 2014.		73	None

* The address for each of the Fund’s disinterested Directors is c/o AllianceBernstein L.P. Attention: Legal and Compliance Department, Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

** There is no stated term of office for the Fund’s Directors.

*** The information above includes each Director’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Director’s qualifications to serve as a Director, which led to the conclusion that each Director should serve as a Director for the Fund.

# Mr. Erzan is an “interested person” of the Fund, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

## Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

The Fund’s Statement of Additional Information (“SAI”) has additional information about the Fund’s Directors and Officers and is available without charge upon request. Contact your financial representativeor AB at (800) 227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

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MANAGEMENT OF THE FUND (continued)

Officer Information

Certain information concerning the Fund’s Officers is listed below:

Onur Erzan 45	President and Chief Executive Officer	See biography above.
Henry S. D’Auria 59	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2016. He is also Chief Investment Officer of Emerging Markets Value Equities.
Morgan C. Harting 49	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2016.
Shamaila Khan 50	Vice President	Senior Vice President of the Adviser**, with which she has been associated since prior to 2016. She is also Director of Emerging Markets Debt.
Emilie D. Wrapp 65	Secretary	Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2016.
Michael B. Reyes 44	Senior Analyst	Vice President of the Adviser**, with which he has been associated since prior to 2016.
Joseph J. Mantineo 62	Treasurer and Chief Financial Officer	Senior Vice President of AllianceBernstein Investor Services (“ABIS”)**, with which he has been associated since prior to 2016.
Phyllis J. Clarke 60	Controller	Vice President of ABIS**, with which she has been associated since prior to 2016.
Vincent S. Noto 56	Chief Compliance Officer	Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since prior to 2016.

* The address for each of the Fund’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

** The Adviser, ABI and ABIS are affiliates of the Fund.

The Fund’s Statement of Additional Information (“SAI”) has additional information about the Fund’s Directors and Officers and is available without charge upon request. Contact your financial representative or AB at (800) 227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    97

Operation and Effectiveness of the Funds’ Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Directors/Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended,

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the Fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

abfunds.com AB EMERGING MARKETS MULTI-ASSET PORTFOLIO    ^|    99

Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested directors (the “directors”) of AB Cap Fund, Inc. (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Emerging Markets Multi-Asset Portfolio (the “Fund”) at a meeting held by video conference on May 5-7, 2020 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business

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judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The directors also considered that the Advisory Agreement provides that the Fund will reimburse the Adviser for the cost to it of providing certain clerical, accounting, administrative and other services to the Fund by employees of the Adviser or its affiliates. Requests for these reimbursements are made on a quarterly basis and subject to approval by the directors. The Adviser had not requested any reimbursements from the Fund in the Fund’s latest fiscal year. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2018 and 2019 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s former Senior Officer/Independent Compliance Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries that provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

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Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests, including, but not limited to, benefits relating to soft dollar arrangements (whereby investment advisers receive brokerage and research services from brokers that execute agency transactions for their clients); 12b-1 fees and sales charges received by the Fund’s principal underwriter (which is a wholly owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares; brokerage commissions paid by the Fund to brokers affiliated with the Adviser; and transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser. The directors recognized that the Fund’s unprofitability to the Adviser would be exacerbated without these benefits. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Class A Shares of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing performance of the Class A Shares against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended February 29, 2020 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate payable by the Fund to the Adviser and information prepared by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds. The directors compared the Fund’s contractual effective advisory fee rate with a peer group median and noted that it was above the median.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and

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noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule and the schedule of fees charged by the Adviser to any offshore funds and for services to any sub-advised funds utilizing investment strategies similar to those of the Fund, on the other. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements. The directors previously discussed these matters with an independent fee consultant.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional, offshore fund and sub-advised fund clients. In this regard, the Adviser noted, among other things, that, compared to institutional and offshore or sub-advisory accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional, offshore fund and sub-advised fund clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

The directors noted that the Fund invests in shares of exchange-traded funds (“ETFs”), subject to the restrictions and limitations of the Investment Company Act of 1940 as these may be varied as a result of exemptive orders issued by the SEC. The directors also noted that ETFs pay advisory fees pursuant to their advisory contracts, and that the Adviser had provided, and they had reviewed, information about the expense ratios of the relevant ETFs. The directors concluded, based on the Adviser’s explanation of how it uses ETFs when they are the most cost-effective way to obtain desired exposures, in some cases pending purchases of underlying securities, that the advisory fee for the Fund is for services that are in addition to, rather than duplicative of, the services provided under the advisory contracts of the ETFs.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Class A shares of the Fund in comparison to a peer group and a peer universe selected by the 15(c)

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service provider. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year and the directors considered the Adviser’s expense cap for the Fund. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. The directors noted that the Fund’s expense ratio was above the peer group median. After reviewing and discussing the Adviser’s explanations of the reasons for this, the directors concluded that the Fund’s expense ratio was acceptable.

Economies of Scale

The directors noted that the advisory fee schedule for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors took into consideration prior presentations by an independent consultant on economies of scale in the mutual fund industry and for the AB Funds, and presentations from time to time by the Adviser concerning certain of its views on economies of scale. The directors also previously discussed economies of scale with an independent fee consultant. The directors also had requested and received from the Adviser certain updates on economies of scale in advance of the Meeting. The directors believe that economies of scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for setting breakpoints that give effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s shareholders would benefit from a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

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This page is not part of the Shareholder Report or the Financial Statements.

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

FlexFee^™ US Thematic Portfolio

Select US Equity Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

FlexFee^™ Large Cap Growth Portfolio

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio¹

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

1 Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

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NOTES

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NOTES

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NOTES

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AB EMERGING MARKETS MULTI-ASSET PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

EMMA-0151-0321                

ITEM 2.    CODE OF ETHICS.

(a) The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer and principal accounting officer. A copy of the registrant’s code of ethics is filed herewith as Exhibit 12(a)(1).

(b) During the period covered by this report, no material amendments were made to the provisions of the code of ethics adopted in 2(a) above.

(c) During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in 2(a) above were granted.

ITEM 3.    AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s Board of Directors has determined that independent directors Garry L. Moody, Marshall C. Turner, Jr. and Jorge A. Bermudez qualify as audit committee financial experts.

ITEM 4.    PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) – (c)  The following table sets forth the aggregate fees billed by the independent registered public accounting firm Ernst & Young LLP, for the Fund’s last two fiscal years for professional services rendered for: (i) the audit of the Fund’s annual financial statements included in the Fund’s annual report to stockholders; (ii) assurance and related services that are reasonably related to the performance of the audit of the Fund’s financial statements and are not reported under (i), which include advice and education related to accounting and auditing issues and quarterly press release review (for those Funds which issue press releases), and preferred stock maintenance testing (for those Funds that issue preferred stock); and (iii) tax compliance, tax advice and tax return preparation.

		Audit Fees		Audit-Related Fees		Tax Fees
AB Emerging Market Multi-Asset	2020	$	57,769	$	—	$	28,577
	2021	$	75,794	$	—	$	20,724

(d) Not applicable.

(e) (1)  Beginning with audit and non-audit service contracts entered into on or after May 6, 2003, the Fund’s Audit Committee policies and procedures require the pre-approval of all audit and non-audit services provided to the Fund by the Fund’s independent registered public accounting firm. The Fund’s Audit Committee policies and procedures also require pre-approval of all audit and non-audit services provided to the Adviser and Service Affiliates to the extent that these services are directly related to the operations or financial reporting of the Fund.

(e) (2)  All of the amounts for Audit Fees, Audit-Related Fees and Tax Fees in the table under Item 4 (a) – (c) are for services pre-approved by the Fund’s Audit Committee.

(f) Not applicable.

(g) The following table sets forth the aggregate non-audit services provided to the Fund, the Fund’s Adviser and entities that control, are controlled by or under common control with the Adviser that provide ongoing services to the Fund:

		All Fees for Non-Audit Services Provided to the Portfolio, the Adviser and Service Affiliates		Total Amount of Foregoing Column Pre-approved by the Audit Committee (Portion Comprised of Audit Related Fees) (Portion Comprised of Tax Fees)
AB Emerging Market Multi-Asset	2020	$	934,113	$	28,577
				$	—
				$	(28,577	)
	2021	$	957,955	$	20,724
				$	—
				$	(20,724	)

(h) The Audit Committee of the Fund has considered whether the provision of any non-audit services not pre-approved by the Audit Committee provided by the Fund’s independent registered public accounting firm to the Adviser and Service Affiliates is compatible with maintaining the auditor’s independence.

ITEM 5.    AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the registrant.

ITEM 6.    INVESTMENTS.

Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this Form N-CSR.

ITEM 7.     DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 8.    PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 9.    PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the registrant.

ITEM 10.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Directors since the Fund last provided disclosure in response to this item.

ITEM 11.    CONTROLS AND PROCEDURES.

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12.    DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 13. EXHIBITS.

The following exhibits are attached to this Form N-CSR:

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
12 (a) (1)	Code of Ethics that is subject to the disclosure of Item 2 hereof
12 (b) (1)	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (b) (2)	Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (c)	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

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

(Registrant): AB Cap Fund, Inc.
By:	/s/ Onur Erzan
	Onur Erzan
	President
Date:	May 28, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Onur Erzan
	Onur Erzan
	President
Date:	May 28, 2021
By:	/s/ Joseph J. Mantineo
	Joseph J. Mantineo
	Treasurer and Chief Financial Officer
Date:	May 28, 2021