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)

Stephen M. Woetzel

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: June 30, 2024

Date of reporting period: December 31, 2023

ITEM 1. REPORTS TO STOCKHOLDERS.

DEC^12.31.23

SEMI-ANNUAL REPORT

AB CONCENTRATED GROWTH FUND

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. 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 Concentrated Growth Fund (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 1

SEMI-ANNUAL REPORT

February 8, 2024

This report provides management’s discussion of fund performance for the AB Concentrated Growth Fund for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB CONCENTRATED GROWTH FUND
Class A Shares		8.21%		19.39%
Class C Shares		7.82%		18.47%
Advisor Class Shares1		8.34%		19.70%
Class R Shares1		8.06%		18.97%
Class K Shares1		8.18%		19.34%
Class I Shares1		8.33%		19.61%
Class Z Shares1		8.37%		19.73%
S&P 500 Index		8.04%		26.29%

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.

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 with its benchmark, the Standard & Poor’s (“S&P”) 500 Index, for the six- and 12-month periods ended December 31, 2023.

For the six-month period, all share classes, except Class C, outperformed the benchmark, before sales charges. Security selection contributed to performance, relative to the benchmark, while sector selection detracted. An underweight to utilities and consumer staples contributed to performance, while an underweight to communication services and an overweight to health care detracted. Security selection within technology and industrials contributed, while selection within health care and consumer discretionary detracted. The top contributors were Amazon, CDW and Microsoft, while the top detractors were Illumina, Aptiv and Constellation Brands.

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All share classes of the Fund underperformed the benchmark during the 12-month period. Security selection played a role in the 12-month results, but the largest detractor from performance was underweight to a group of large tech companies dubbed the “Magnificent 7”—Apple, Microsoft, Amazon, Alphabet, Meta Platforms, NVIDIA, and Tesla—which drove most of the market gains. Top absolute detractors were Illumina, Charles Schwab and Aptiv, while top contributors included Microsoft, Amazon and Eaton.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth- and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Team (the “Team) believes the Fund is well positioned for the current environment. 2023 represented somewhat of a “free lunch” in that S&P 500 returned 26% while earnings revisions were negative and absolute earnings were roughly flat compared with 2022. Running and hiding by trying to time the market is usually futile. But pivoting to companies with dependable secular growth is a proven strategy and one that is frequently rewarding at points like this. The strategy has been navigating environments like this for almost 50 years and the Team believes 2024 represents an opportunity for the Fund’s companies to distinguish themselves.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 3

INVESTMENT POLICIES

The Adviser seeks to achieve the Fund’s investment objective of long-term growth of capital by investing primarily in common stocks of listed US companies. The Adviser employs an appraisal method that attempts to measure each prospective company’s quality and growth rate by numerous factors. Such factors include: a company’s record and projections of profit and earnings growth, accuracy and availability of information with respect to the company, success and experience of management, accessibility of management to the Fund’s Adviser, product lines and competitive position both in the United States and abroad, lack of cyclicality, large market capitalization and liquidity of the company’s securities. The Adviser compares these results to the general stock markets to determine the relative attractiveness of each company at a given time. The Adviser weighs economic, political and market factors in making investment decisions; this appraisal technique attempts to measure each investment candidate not only against other stocks of the same industry group, but also against a broad spectrum of investments. While the Fund primarily invests in companies that have market capitalizations of $5 billion or more, it may invest in companies that have market capitalizations of $3 billion to $5 billion.

The Fund invests in a relatively small number of individual stocks. The Fund is considered to be “non-diversified”, which means that the securities laws do not limit the percentage of its assets that it may invest in any one company (subject to certain limitations under the US Internal Revenue Code of 1986, as amended).

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DISCLOSURES AND RISKS

Benchmark Disclosure

The S&P 500^® Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The S&P 500 Index includes 500 US stocks and is a common representation of the performance of the overall US stock market. An investor cannot invest directly in an index or average, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Focused Portfolio Risk: Investments in a limited number of companies may have more risk because changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s net asset value (“NAV”).

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology or health care sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Capitalization Risk: Investments in mid-capitalization companies may be more volatile and less liquid than investments in large-capitalization companies.

Non-Diversification Risk: The Fund may have more risk because it is “non-diversified”, meaning that it can invest more of its assets in a smaller number of issuers. Accordingly, changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s NAV.

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 for the Fund, 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.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 5

DISCLOSURES AND RISKS (continued)

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 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.

Effective as of the close of business on February 28, 2014, the W.P. Stewart Growth Fund, Inc. (the “Predecessor Fund”) was converted into the Fund and the Predecessor Fund’s shares were converted into Advisor Class shares of the Fund. The inception date for Class A, C, R, K, I and Z shares is February 28, 2014. The inception date of the Predecessor Fund is February 28, 1994.

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.

Please note: References to specific securities are presented to illustrate the Fund’s investment philosophy and are not to be considered advice or recommendations. This information reflects prevailing market conditions and the Adviser’s judgments as of the date indicated, which are subject to change. In preparing this report, the Adviser has relied upon and assumed without independent verification, the accuracy and completeness of all information available from third-party sources. It should not be assumed that any investments made in the future will be profitable or will equal the performance of the selected investments referenced herein.

6 ^| AB CONCENTRATED GROWTH FUND abfunds.com

HISTORICAL PERFORMANCE

AVERAGE SEMI-ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		19.39%		14.32%
5 Years		14.69%		13.69%
Since Inception1		11.82%		11.33%
CLASS C SHARES
1 Year		18.47%		17.47%
5 Years		13.83%		13.83%
Since Inception1,2		10.99%		10.99%
ADVISOR CLASS SHARES3
1 Year		19.70%		19.70%
5 Years		14.97%		14.97%
10 Years		11.72%		11.72%
CLASS R SHARES3
1 Year		18.97%		18.97%
5 Years		14.30%		14.30%
Since Inception1		11.49%		11.49%
CLASS K SHARES3
1 Year		19.34%		19.34%
5 Years		14.67%		14.67%
Since Inception1		11.81%		11.81%
CLASS I SHARES3
1 Year		19.61%		19.61%
5 Years		14.93%		14.93%
Since Inception1		12.09%		12.09%
CLASS Z SHARES3
1 Year		19.73%		19.73%
5 Years		15.01%		15.01%
Since Inception1		12.12%		12.12%

The Fund’s prospectus fee table shows the Fund’s total annual operating expense ratios as 1.00%, 1.75%, 0.75%, 1.43%, 1.00%, 0.83% and 0.72% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. 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.

1 Inception date: 2/28/2014.

2 Assumes conversion of Class C shares into Class A shares after eight 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.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE SEMI-ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		14.32%
5 Years		13.69%
Since Inception1		11.33%
CLASS C SHARES
1 Year		17.47%
5 Years		13.83%
Since Inception1,2		10.99%
ADVISOR CLASS SHARES3
1 Year		19.70%
5 Years		14.97%
10 Years		11.72%
CLASS R SHARES3
1 Year		18.97%
5 Years		14.30%
Since Inception1		11.49%
CLASS K SHARES3
1 Year		19.34%
5 Years		14.67%
Since Inception1		11.81%
CLASS I SHARES3
1 Year		19.61%
5 Years		14.93%
Since Inception1		12.09%
CLASS Z SHARES3
1 Year		19.73%
5 Years		15.01%
Since Inception1		12.12%

1 Inception date: 2/28/2014.

2 Assumes conversion of Class C shares into Class A shares after eight 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.

This 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.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 9

EXPENSE EXAMPLE (continued)

	Beginning Account Value July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*
Class A
Actual	$	1,000	$	1,082.10	$	5.23		1.00	%
Hypothetical**	$	1,000	$	1,020.11	$	5.08		1.00	%
Class C
Actual	$	1,000	$	1,078.20	$	9.14		1.75	%
Hypothetical**	$	1,000	$	1,016.34	$	8.87		1.75	%
Advisor Class
Actual	$	1,000	$	1,083.40	$	3.93		0.75	%
Hypothetical**	$	1,000	$	1,021.37	$	3.81		0.75	%
Class R
Actual	$	1,000	$	1,080.60	$	6.90		1.32	%
Hypothetical**	$	1,000	$	1,018.50	$	6.70		1.32	%
Class K
Actual	$	1,000	$	1,081.80	$	6.49		1.24	%
Hypothetical**	$	1,000	$	1,018.90	$	6.29		1.24	%
Class I
Actual	$	1,000	$	1,083.30	$	4.19		0.80	%
Hypothetical**	$	1,000	$	1,021.11	$	4.06		0.80	%
Class Z
Actual	$	1,000	$	1,083.70	$	3.77		0.72	%
Hypothetical**	$	1,000	$	1,021.52	$	3.66		0.72	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

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PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $1,155.2

TEN LARGEST HOLDINGS²

Company	U.S. $ Value		Percent of Net Assets
Microsoft Corp.	$	107,265,410		9.3	%
Mastercard, Inc. – Class A		106,498,268		9.2
Amazon.com, Inc.		101,816,665		8.8
IQVIA Holdings, Inc.		68,544,011		5.9
CDW Corp./DE		68,067,109		5.9
American Tower Corp.		56,127,936		4.9
Eaton Corp. PLC		56,002,209		4.8
Automatic Data Processing, Inc.		55,734,811		4.8
Abbott Laboratories		55,453,486		4.8
Charles Schwab Corp. (The)		55,373,886		4.8
	$	730,883,791		63.2	%

1 The Fund’s sector breakdown is expressed as a percentage of total investments and may vary over time.

2 Long-term investments.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

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PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 99.3%
Information Technology – 22.3%
Electronic Equipment, Instruments & Components – 10.6%
Amphenol Corp. – Class A		551,943	$	54,714,110
CDW Corp./DE		299,433		68,067,109
				122,781,219
IT Services – 2.4%
Gartner, Inc.(a)		60,488		27,286,742
Software – 9.3%
Microsoft Corp.		285,250		107,265,410
				257,333,371
Health Care – 21.0%
Health Care Equipment & Supplies – 9.3%
Abbott Laboratories		503,802		55,453,486
Cooper Cos., Inc. (The)		138,865		52,552,071
				108,005,557
Life Sciences Tools & Services – 8.5%
Illumina, Inc.(a)		209,473		29,167,021
IQVIA Holdings, Inc.(a)		296,240		68,544,011
				97,711,032
Pharmaceuticals – 3.2%
Zoetis, Inc.		188,720		37,247,666
				242,964,255
Consumer Discretionary – 19.9%
Automobile Components – 3.6%
Aptiv PLC(a)		456,966		40,998,990
Broadline Retail – 8.8%
Amazon.com, Inc.(a)		670,111		101,816,665
Specialty Retail – 3.5%
TJX Cos., Inc. (The)		433,269		40,644,965
Textiles, Apparel & Luxury Goods – 4.0%
NIKE, Inc. – Class B		420,751		45,680,936
				229,141,556
Financials – 14.0%
Capital Markets – 4.8%
Charles Schwab Corp. (The)		804,853		55,373,886
Financial Services – 9.2%
Mastercard, Inc. – Class A		249,697		106,498,268
				161,872,154

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Industrials – 12.9%
Commercial Services & Supplies – 3.3%
Stericycle, Inc.(a)		759,894	$	37,660,347
Electrical Equipment – 4.8%
Eaton Corp. PLC		232,548		56,002,209
Professional Services – 4.8%
Automatic Data Processing, Inc.		239,236		55,734,811
				149,397,367
Real Estate – 4.9%
Specialized REITs – 4.9%
American Tower Corp.		259,996		56,127,936
Consumer Staples – 4.3%
Beverages – 4.3%
Constellation Brands, Inc. – Class A		206,405		49,898,409
Total Common Stocks (cost $841,954,703)				1,146,735,048
SHORT-TERM INVESTMENTS – 0.7%
Investment Companies – 0.7%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(b)(c)(d) (cost $8,857,440)		8,857,440		8,857,440
Total Investments – 100.0% (cost $850,812,143)				1,155,592,488
Other assets less liabilities – 0.0%				(420,779	)
Net Assets – 100.0%			$	1,155,171,709

(a) Non-income producing security.

(b) Affiliated investments.

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

(d) 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.

Glossary:

REIT – Real Estate Investment Trust

See notes to financial statements.

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STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $841,954,703)	$	1,146,735,048
Affiliated issuers (cost $8,857,440)		8,857,440
Unaffiliated dividends receivable		1,054,029
Receivable for capital stock sold		766,340
Affiliated dividends receivable		36,556
Receivable due from Adviser		885
Other assets		803
Total assets		1,157,451,101
Liabilities
Payable for capital stock redeemed		1,201,324
Advisory fee payable		625,487
Custody and accounting fees payable		190,066
Distribution fee payable		26,019
Administrative fee payable		23,173
Transfer Agent fee payable		17,800
Directors’ fees payable		574
Accrued expenses and other liabilities		194,949
Total liabilities		2,279,392
Net Assets	$	1,155,171,709
Composition of Net Assets
Capital stock, at par	$	2,198
Additional paid-in capital		848,780,424
Distributable earnings		306,389,087
Net Assets	$	1,155,171,709

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

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	59,550,801		1,159,671	$	51.35	*
C	$	16,156,976		344,467	$	46.90
Advisor	$	1,060,317,697		20,111,523	$	52.72
R	$	130,221		2,625	$	49.61
K	$	1,155,466		22,533	$	51.28
I	$	1,299,886		24,642	$	52.75
Z	$	16,560,662		313,184	$	52.88

* The maximum offering price per share for Class A shares was $53.63 which reflects a sales charge of 4.25%.

See notes to financial statements.

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STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers	$	5,478,870
Affiliated issuers		233,442
Interest		294
Other income		10,944		$	5,723,550
Expenses
Advisory fee (see Note B)		3,654,494
Distribution fee—Class A		71,779
Distribution fee—Class C		80,818
Distribution fee—Class R		303
Distribution fee—Class K		1,445
Transfer agency—Class A		15,045
Transfer agency—Class C		4,279
Transfer agency—Advisor Class		270,184
Transfer agency—Class R		105
Transfer agency—Class K		8,072
Transfer agency—Class I		634
Transfer agency—Class Z		2,034
Custody and accounting		57,436
Registration fees		54,573
Administrative		43,169
Printing		27,815
Legal		22,765
Audit and tax		17,913
Directors’ fees		15,607
Miscellaneous		19,883
Total expenses		4,368,353
Less: expenses waived and reimbursed by the Adviser (see Note B)		(11,630	)
Less: expenses waived and reimbursed by the Distributor (see Note C)		(323	)
Net expenses					4,356,400
Net investment income					1,367,150
Realized and Unrealized Gain on Investment Transactions
Net realized gain on investment transactions					19,553,403
Net change in unrealized appreciation (depreciation) of investments					67,543,285
Net gain on investment transactions					87,096,688
Net Increase in Net Assets from Operations				$	88,463,838

See notes to financial statements.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 15

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	1,367,150		$	3,410,230
Net realized gain (loss) on investment transactions		19,553,403			(8,796,464	)
Net change in unrealized appreciation (depreciation) of investments		67,543,285			146,640,011
Net increase in net assets from operations		88,463,838			141,253,777
Distributions to Shareholders
Class A		(564,612	)		(1,088,043	)
Class C		(144,876	)		(404,105	)
Advisor Class		(12,231,657	)		(18,114,846	)
Class R		(1,087	)		(2,336	)
Class K		(11,750	)		(21,371	)
Class I		(15,142	)		(166	)
Class Z		(190,527	)		(1,615,095	)
Capital Stock Transactions
Net decrease		(68,365,811	)		(88,025,002	)
Total increase		6,938,376			31,982,813
Net Assets
Beginning of period		1,148,233,333			1,116,250,520
End of period	$	1,155,171,709		$	1,148,233,333

See notes to financial statements.

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NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Concentrated Growth Fund (the “Fund”), a non-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. At a meeting held on October 31-November 2, 2023, the Company’s Board of Directors (the “Board”) approved the discontinuance of the offering of Class K and Class R shares of the Fund to new investors and the liquidation of the assets corresponding to such classes. The Fund expects to make liquidation distributions to shareholders in these classes based on net asset value by July 31, 2024. Class B, Class T, Class 1 and Class 2 shares have not been issued. 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 automatically convert to Class A shares eight 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, Class I and Class Z shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All 11 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

1. Security Valuation

Portfolio securities are valued at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Board. Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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.)

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NOTES TO FINANCIAL STATEMENTS (continued)

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

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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks(a)

$

1,146,735,048

$

– 0

–

$

– 0

–

$

1,146,735,048

Short-Term Investments

8,857,440

– 0

–

– 0

–

8,857,440

Total Investments in Securities

1,155,592,488

– 0

–

– 0

–

1,155,592,488

Other Financial Instruments(b)

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

1,155,592,488

$

– 0

–

$

– 0

–

$

1,155,592,488

(a) See Portfolio of Investments for sector classifications.

(b) 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, written options and written swaptions which are valued 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 rates of exchange prevailing when accrued.

20 ^| AB CONCENTRATED GROWTH FUND abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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 and includes amortization of premiums and accretions of discounts as adjustments to interest income. 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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 .65% of the Fund’s average daily net assets. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses (excluding 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, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) on an annual basis (the “Expense Caps”) to 1.24%, 1.99%, .99%, 1.49%, 1.24%, .99% and .99% of daily average net assets for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $6,086. The Expense Caps may not be terminated by the Adviser prior to October 31, 2024.

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 six months ended December 31, 2023, the reimbursement for such services amounted to $43,169.

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 net-

22 ^| AB CONCENTRATED GROWTH FUND abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

working services. Such compensation retained by ABIS amounted to $83,601 for the six months ended December 31, 2023.

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 $1,490 from the sale of Class A shares and received $11 and $648 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $5,544.

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	3,008	$	92,145	$	86,296	$	8,857	$	233

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (“the Agreement”) pursuant to Rule 12b-1 under the 1940 Act for Class A, Class C, Class R and Class K. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% 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,

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NOTES TO FINANCIAL STATEMENTS (continued)

and .25% of the Fund’s average daily net assets attributable to Class K shares. There are no distribution and servicing fees on the Advisor Class, Class I and Class Z shares. As of November 1, 2021, with respect to Class R and Class K shares, payments to the Distributor are voluntarily being limited to .45% and .20% of the average daily net assets attributable to Class R and Class K shares. For the six months ended December 31, 2023, such waivers amounted to $31 and $292, respectively. The fees are accrued daily and paid monthly. Since the commencement of the Fund’s operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $284,352, $41 and $72 for Class C, Class R and Class K shares, respectively. The Agreement provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. 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 year 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 six months ended December 31, 2023 were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	32,398,325		$	114,880,380
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	326,604,397
Gross unrealized depreciation		(21,824,052	)
Net unrealized appreciation	$	304,780,345

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.

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NOTES TO FINANCIAL STATEMENTS (continued)

The Fund did not engage in derivatives transactions for the six months ended December 31, 2023.

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

Capital Stock

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

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		72,311			163,841		$	3,508,599		$	7,386,320
Shares issued in reinvestment of dividends and distributions		9,978			21,576			487,344			945,876
Shares converted from Class C		30,281			41,656			1,437,483			1,862,746
Shares redeemed		(181,959	)		(273,533	)		(8,704,699	)		(12,182,217	)
Net decrease		(69,389	)		(46,460	)	$	(3,271,273	)	$	(1,987,275	)
Class C
Shares sold		15,935			32,837		$	703,001		$	1,353,479
Shares issued in reinvestment of distributions		2,754			8,198			122,891			330,722
Shares converted to Class A		(33,099	)		(45,263	)		(1,437,483	)		(1,862,746	)
Shares redeemed		(43,145	)		(104,944	)		(1,894,429	)		(4,316,985	)
Net decrease		(57,555	)		(109,172	)	$	(2,506,020	)	$	(4,495,530	)

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Advisor Class
Shares sold		1,531,910			4,882,113		$	75,618,836		$	224,171,032
Shares issued in reinvestment of dividends and distributions		186,771			331,513			9,362,849			14,911,394
Shares redeemed		(2,924,232	)		(5,539,804	)		(143,684,149	)		(253,886,137	)
Net decrease		(1,205,551	)		(326,178	)	$	(58,702,464	)	$	(14,803,711	)
Class R
Shares sold		778			482		$	36,374		$	20,796
Shares issued in reinvestment of distributions		21			51			1,013			2,185
Shares redeemed		(1,186	)		(101	)		(55,246	)		(4,510	)
Net increase (decrease)		(387	)		432		$	(17,859	)	$	18,471
Class K
Shares sold		761			1,966		$	37,078		$	88,693
Shares issued in reinvestment of dividends and distributions		241			488			11,750			21,371
Shares redeemed		(4,038	)		(3,460	)		(198,062	)		(144,781	)
Net decrease		(3,036	)		(1,006	)	$	(149,234	)	$	(34,717	)
Class I
Shares sold		878			25,509		$	43,293		$	1,185,374
Shares issued in reinvestment of dividends and distributions		300			0	(a)		15,038			21
Shares redeemed		(645	)		(1,590	)		(31,042	)		(74,500	)
Net increase		533			23,919		$	27,289		$	1,110,895
Class Z
Shares sold		59,707			263,448		$	3,015,626		$	12,141,775
Share issued in reinvestment of dividends and distributions		922			9,827			46,360			443,007
Shares redeemed		(139,699	)		(1,741,319	)		(6,808,236	)		(80,417,917	)
Net decrease		(79,070	)		(1,468,044	)	$	(3,746,250	)	$	(67,833,135	)

(a) Amount is less than one share.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE F

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Focused Portfolio Risk—Investments in a limited number of companies may have more risk because changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s net asset value, or NAV.

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology or health care sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Capitalization Risk—Investments in mid-capitalization companies may be more volatile and less liquid than investments in large-capitalization companies.

Non-Diversification Risk—The Fund may have more risk because it is “non-diversified”, meaning that it can invest more of its assets in a smaller number of issuers. Accordingly, changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s NAV.

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 27

NOTES TO FINANCIAL STATEMENTS (continued)

composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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 for the Fund, 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 G

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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE H

Distributions to Shareholders

The tax character of distributions to be paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023		2022
Distributions paid from:
Ordinary income	$	301	$	5,440,718
Long-term capital gains		21,245,661		144,095,497
Total taxable distributions paid	$	21,245,962	$	149,536,215

28 ^| AB CONCENTRATED GROWTH FUND abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	3,068,936
Accumulated capital and other losses		(8,307,606	)(a)
Unrealized appreciation (depreciation)		236,323,570	(b)
Total accumulated earnings (deficit)	$	231,084,900

(a) As of June 30, 2023, the Fund had a net capital loss carryforward of $8,307,606.

(b) The differences between book-basis and tax-basis unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses on wash sales.

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 June 30, 2023, the Fund had a net short-term capital loss carryforward of $8,307,606, which may be carried forward for an indefinite period.

NOTE I

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE J

Subsequent Events

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 material events that would require disclosure in the Fund’s financial statements through this date.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 29

FINANCIAL HIGHLIGHTS

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

	Class A
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 47.93			$ 43.16			$ 58.21			$ 41.70			$ 40.35			$ 35.44
Income From Investment Operations
Net investment income (loss)(a)(b)		– 0	–		.04			(.11	)		(.08	)		(.10	)		(.12	)
Net realized and unrealized gain (loss) on investment transactions		3.91			5.60			(8.64	)		18.40			2.87			7.62
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		3.91			5.64			(8.75	)		18.32			2.77			7.50
Less: Dividends and Distributions
Dividends from net investment income		(.07	)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Total dividends and distributions		(.49	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 51.35			$ 47.93			$ 43.16			$ 58.21			$ 41.70			$ 40.35
Total Return
Total investment return based on net asset value(d)		8.21	%		13.25	%		(17.75	)%		44.80	%		6.84	%		22.67	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$59,551			$58,903			$55,057			$62,979			$37,615			$28,661
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		1.00	%^		1.00	%		1.00	%		1.01	%		1.12	%		1.19	%
Expenses, before waivers/reimbursements‡		1.00	%^		1.00	%		1.00	%		1.01	%		1.15	%		1.19	%
Net investment income (loss)(b)		.02	%^		.08	%		(.20	)%		(.15	)%		(.24	)%		(.32	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 43.91			$ 39.92			$ 54.65			$ 39.53			$ 38.61			$ 34.27
Income From Investment Operations
Net investment loss(a)(b)		(.16	)		(.28	)		(.49	)		(.43	)		(.38	)		(.38	)
Net realized and unrealized gain (loss) on investment transactions		3.57			5.14			(7.94	)		17.36			2.72			7.31
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		3.41			4.86			(8.43	)		16.93			2.34			6.93
Less: Distributions
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 46.90			$ 43.91			$ 39.92			$ 54.65			$ 39.53			$ 38.61
Total Return
Total investment return based on net asset value(d)		7.82	%		12.36	%		(18.36	)%		43.71	%		6.01	%		21.75	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$16,157			$17,654			$20,406			$31,765			$28,210			$22,320
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		1.75	%^		1.75	%		1.75	%		1.75	%		1.87	%		1.94	%
Expenses, before waivers/reimbursements‡		1.75	%^		1.75	%		1.75	%		1.76	%		1.90	%		1.94	%
Net investment loss(b)		(.73	)%^		(.68	)%		(.96	)%		(.91	)%		(.99	)%		(1.07	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 49.25			$ 44.22			$ 59.41			$ 42.42			$ 40.93			$ 35.83
Income From Investment Operations
Net investment income (loss)(a)(b)		.07			.15			.03			.05			.01			(.03	)
Net realized and unrealized gain (loss) on investment transactions		4.01			5.75			(8.86	)		18.75			2.90			7.72
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		4.08			5.90			(8.83	)		18.80			2.91			7.69
Less: Dividends and Distributions
Dividends from net investment income		(.19	)		– 0	–		(.06	)		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Total dividends and distributions		(.61	)		(.87	)		(6.36	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 52.72			$ 49.25			$ 44.22			$ 59.41			$ 42.42			$ 40.93
Total Return
Total investment return based on net asset value(d)		8.34	%		13.52	%		(17.54	)%		45.17	%		7.09	%		22.97	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,060,318			$1,049,761			$957,097			$1,152,671			$699,504			$537,484
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		.75	%^		.75	%		.75	%		.76	%		.87	%		.94	%
Expenses, before waivers/reimbursements‡		.75	%^		.75	%		.75	%		.76	%		.90	%		.94	%
Net investment income (loss)(b)		.27	%^		.33	%		.05	%		.10	%		.02	%		(.07	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class R
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 46.32			$ 41.90			$ 56.89			$ 40.93			$ 39.76			$ 35.04
Income From Investment Operations
Net investment loss(a)(b)		(.07	)		(.13	)		(.29	)		(.26	)		(.21	)		(.21	)
Net realized and unrealized gain (loss) on investment transactions		3.78			5.42			(8.40	)		18.03			2.80			7.52
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		3.71			5.29			(8.69	)		17.77			2.59			7.31
Less: Distributions
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 49.61			$ 46.32			$ 41.90			$ 56.89			$ 40.93			$ 39.76
Total Return
Total investment return based on net asset value(d)		8.06	%		12.81	%		(18.07	)%		44.28	%		6.48	%		22.38	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$130			$140			$108			$70			$34			$16
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		1.32	%^		1.38	%		1.40	%		1.38	%		1.42	%		1.44	%
Expenses, before waivers/reimbursements‡		1.37	%^		1.43	%		1.43	%		1.38	%		1.45	%		1.44	%
Net investment loss(b)		(.31	)%^		(.30	)%		(.56	)%		(.52	)%		(.54	)%		(.57	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 33

FINANCIAL HIGHLIGHTS (continued)

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

	Class K
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 47.90			$ 43.13			$ 58.15			$ 41.69			$ 40.36			$ 35.45
Income From Investment Operations
Net investment income (loss)(a)(b)		(.05	)		.05			(.11	)		(.11	)		(.11	)		(.12	)
Net realized and unrealized gain (loss) on investment transactions		3.94			5.59			(8.61	)		18.38			2.86			7.62
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		3.89			5.64			(8.72	)		18.27			2.75			7.50
Less: Dividends and Distributions
Dividends from net investment income		(.09	)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Total dividends and distributions		(.51	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 51.28			$ 48.77			$ 49.43			$ 59.96			$ 43.11			$ 42.95
Total Return
Total investment return based on net asset value(d)		8.18	%		13.26	%		(17.71	)%		44.69	%		6.78	%		22.67	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,155			$1,225			$1,146			$1,753			$1,480			$741
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		1.24	%^		.95	%		.98	%		1.07	%		1.15	%		1.19	%
Expenses, before waivers/reimbursements‡		2.35	%^*		1.00	%		1.01	%		1.07	%		1.18	%		1.20	%
Net investment income (loss)(b)		(.23	)%^		.12	%		(.19	)%		(.22	)%		(.27	)%		(.32	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class I
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 49.30			$ 44.29			$ 59.48			$ 42.50			$ 41.00			$ 35.88
Income From Investment Operations
Net investment income (loss)(a)(b)		.05			.13			(.04	)		.02			.01			(.03	)
Net realized and unrealized gain (loss) on investment transactions		4.03			5.75			(8.85	)		18.77			2.91			7.74
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		4.08			5.88			(8.89	)		18.79			2.92			7.71
Less: Dividends and Distributions
Dividends from net investment income		(.21	)		– 0	–		.00	(c)		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Total dividends and distributions		(.63	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 52.75			$ 49.30			$ 44.29			$ 59.48			$ 42.50			$ 41.00
Total Return
Total investment return based on net asset value(d)		8.33	%		13.45	%		(17.59	)%		45.06	%		7.10	%		22.99	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,300			$1,189			$8			$89			$18			$17
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		.80	%^		.83	%		.81	%		.83	%		.86	%		.91	%
Expenses, before waivers/reimbursements‡		.80	%^		.83	%		.81	%		.83	%		.88	%		.92	%
Net investment income (loss)(b)		.22	%^		.29	%		(.06	)%		.03	%		.03	%		(.09	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 35

FINANCIAL HIGHLIGHTS (continued)

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

	Class Z
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 49.36			$ 44.31			$ 59.52			$ 42.49			$ 40.98			$ 35.86
Income From Investment Operations
Net investment income (loss)(a)(b)		.07			.16			.04			.10			.02			(.01	)
Net realized and unrealized gain (loss) on investment transactions		4.04			5.76			(8.87	)		18.74			2.91			7.72
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		4.11			5.92			(8.83	)		18.84			2.93			7.71
Less: Dividends and Distributions
Dividends from net investment income		(.17	)		– 0	–		(.08	)		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		(.42	)		(.87	)		(6.30	)		(1.81	)		(1.42	)		(2.59	)
Total distributions		(.59	)		(.87	)		(6.38	)		(1.81	)		(1.42	)		(2.59	)
Net asset value, end of period		$ 52.88			$ 49.36			$ 44.31			$ 59.52			$ 42.49			$ 40.98
Total Return
Total investment return based on net asset value(d)		8.37	%		13.54	%		(17.52	)%		45.19	%		7.13	%		23.01	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$16,561			$19,361			$82,429			$107,956			$2,007			$990
Ratio to average net assets of:
Expenses, net of waivers/reimbursements‡		.72	%^		.72	%		.72	%		.78	%		.84	%		.91	%
Expenses, before waivers/reimbursements‡		.72	%^		.72	%		.72	%		.78	%		.87	%		.92	%
Net investment income (loss)(b)		.29	%^		.34	%		.07	%		.18	%		.04	%		(.03	)%
Portfolio turnover rate		3	%		25	%		40	%		26	%		23	%		30	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.00	%^		.00	%		.00	%		.00	%		.00	%		.00	%

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

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

(c) Amount is less than $.005.

(d) 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 charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total 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 calculated for a period of less than one year is not annualized.

^ Annualized.

* Reflects a onetime non-recurring accrual adjustment.

See notes to financial statements.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 37

BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

James T. Tierney⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company One Congress Street Suite 1 Boston, MA 02114   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

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 Mr. James Tierney. Mr. Tierney is the investment professional with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

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Operation and Effectiveness of the Fund’s 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 2024, which covered the period January 1, 2023 through December 31, 2023 (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.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 39

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

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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 (the “Advisory Agreement”) in respect of AB Concentrated Growth Fund (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 41

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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

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expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 Adviser’s profitability would be somewhat lower 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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended February 28, 2023 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 advisory fee rate with a peer group median and took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 43

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 Vice President and noted the differences between the Fund’s proposed 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 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.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class expense ratio of the Fund was based on the Fund’s latest fiscal year. The Adviser had agreed to cap the Fund’s expenses, but the directors noted that the Fund’s expense ratio was currently below the level of the Adviser’s cap. 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

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the Adviser is responsible for coordinating services provided to the Fund by others. Based on their review, 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 does not contain breakpoints and that they had discussed their strong preference for breakpoints in advisory contracts with the Adviser. 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 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. The directors informed the Adviser that they would monitor the Fund’s asset level (which was well below the level at which they would anticipate adding an initial breakpoint) and its profitability to the Adviser and anticipated revisiting the question of breakpoints in the future if circumstances warranted doing so.

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 45

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

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NOTES

abfunds.com AB CONCENTRATED GROWTH  FUND ^| 47

NOTES

48 ^| AB CONCENTRATED GROWTH FUND abfunds.com

AB CONCENTRATED GROWTH FUND

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

CG-0152-1223    

DEC^12.31.23

SEMI-ANNUAL REPORT

AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO

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. 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 Concentrated International Growth Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 1

SEMI-ANNUAL REPORT

February 8, 2024

This report provides management’s discussion of fund performance for the AB Concentrated International Growth Portfolio for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is to seek long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO
Class A Shares		-5.38%		4.01%
Class C Shares		-5.68%		3.16%
Advisor Class Shares1		-5.23%		4.26%
MSCI EAFE Index (net)		5.88%		18.24%

1 Please note that this share class is 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.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its benchmark, the Morgan Stanley Capital International Europe, Australasia and the Far East (“MSCI EAFE”) Index (net), for the six- and 12-month periods ended December 31, 2023.

For the six-month period, all share classes underperformed the benchmark, before sales charges. Both security selection and sector selection detracted from performance, relative to the benchmark. Security selection within industrials and financials detracted, while selection within consumer discretionary contributed from performance. An overweight to consumer staples and an underweight to financials detracted, while an overweight to technology and an underweight to utilities contributed. The top detractors were Alstom, Lonza and Worldline, while top contributors included Pan Pacific International Holdings, Novo Nordisk and SAP.

For the 12-month period, all share classes underperformed the benchmark. Both security selection and sector selection detracted from performance. Security selection within industrials and financials detracted, while selection within consumer staples and materials contributed. An overweight to consumer staples and health care detracted from relative performance, while an overweight to technology and an underweight to energy contributed. Top absolute detractors were Teleperformance, Worldline and Alstom, while top contributors included Novo Nordisk, SAP and ASML.

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During both periods, the Fund used derivatives in the form of currency forwards for hedging purposes, which had no material impact on absolute returns.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth- and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team (“The Team”) continues to lean into companies that have defensive qualities and strong pricing power, which can counter the twin threats of an economic slowdown and inflation. The Team does not expect the global economy to enter a sharp downturn, but rather a gradual slowdown of economic growth in real and nominal terms. The Team continues to focus on owning companies internationally that are able to deliver consistent growth through uncertain times.

INVESTMENT POLICIES

The Adviser seeks to achieve the Fund’s investment objective by investing, under normal circumstances, primarily in common stocks of non-US companies, and in companies in at least three countries other than the United States.

The Fund invests in companies that are determined by the Adviser to offer favorable long-term growth potential and that are trading at attractive valuations. The Adviser employs an appraisal method which attempts to measure each prospective company’s quality and growth

(continued on next page)

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 3

rate by numerous factors. Such factors include: a company’s record and projections of profit and earnings growth, accuracy and availability of information with respect to the company, success and experience of management, accessibility of management to the Adviser, product lines and competitive position both in the United States and abroad, lack of cyclicality, large market capitalization and liquidity of the company’s securities. The Adviser compares these results to the characteristics of the general stock markets to determine the relative attractiveness of each company at a given time. The Adviser weighs economic, political and market factors in making investment decisions; this appraisal technique attempts to measure each investment candidate not only against other stocks of the same industry and region, but also against a broad spectrum of investments.

The Fund invests in a relatively small number of individual stocks, generally 25 to 35 companies. The Fund primarily invests in mid- and large-capitalization companies, which are currently defined for the Fund as companies that have market capitalizations of $2.0 billion or more. The Fund’s holdings of non-US companies may include some companies located in emerging markets, and at times emerging-market companies may make up a significant portion of the Fund.

Fluctuations in currency exchange rates can have a dramatic impact on the returns of equity securities. While the Adviser may hedge the foreign currency exposure resulting from the Fund’s security positions through the use of currency-related derivatives, it is not required to do so.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI EAFE Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI EAFE Index (net, free float-adjusted, market capitalization weighted) represents the equity market performance of developed markets, excluding the US and Canada. 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, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Focused Portfolio Risk: Investments in a limited number of companies may have more risk because changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s net asset value (“NAV”).

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

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.

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

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 5

DISCLOSURES AND RISKS (continued)

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

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 for the Fund, 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 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.

Please note: References to specific securities are presented to illustrate the Fund’s investment philosophy and are not to be considered advice or recommendations. This information reflects prevailing market conditions and the Adviser’s judgments as of the date indicated, which are subject to change. In preparing this report, the Adviser has relied upon and assumed without independent verification, the accuracy and completeness of all information available from third-party sources. It should not be assumed that any investments made in the future will be profitable or will equal the performance of the selected investments referenced herein.

6 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

HISTORICAL PERFORMANCE

AVERAGE SEMI-ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		4.01%		-0.38%
5 Years		3.97%		3.06%
Since Inception1		2.20%		1.70%
CLASS C SHARES
1 Year		3.16%		2.16%
5 Years		3.21%		3.21%
Since Inception1,2		1.44%		1.44%
ADVISOR CLASS SHARES3
1 Year		4.26%		4.26%
5 Years		4.23%		4.23%
Since Inception1		2.45%		2.45%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.14%, 1.90% and 0.89% for Class A, Class C and Advisor Class shares, respectively. 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.

1 Inception date: 4/15/2015.

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

3 This share class is offered at NAV to eligible investors and the SEC returns are the same as the NAV returns. Please note that this share class is 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.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		-0.38%
5 Years		3.06%
Since Inception1		1.70%
CLASS C SHARES
1 Year		2.16%
5 Years		3.21%
Since Inception1,2		1.44%
ADVISOR CLASS SHARES3
1 Year		4.26%
5 Years		4.23%
Since Inception1		2.45%

1 Inception date: 4/15/2015.

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

3 Please note that this share class is 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.

8 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

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.

This 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.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 9

EXPENSE EXAMPLE (continued)

	Beginning Account Value July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	946.20	$	5.58		1.14	%	$	5.63		1.15	%
Hypothetical**	$	1,000	$	1,019.41	$	5.79		1.14	%	$	5.84		1.15	%
Class C
Actual	$	1,000	$	943.20	$	9.23		1.89	%	$	9.28		1.90	%
Hypothetical**	$	1,000	$	1,015.63	$	9.58		1.89	%	$	9.63		1.90	%
Advisor Class
Actual	$	1,000	$	947.70	$	4.31		0.88	%	$	4.36		0.89	%
Hypothetical**	$	1,000	$	1,020.71	$	4.47		0.88	%	$	4.52		0.89	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

+ 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 184/366 (to reflect the one-half year period).

10 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $392.8

1 The Fund’s sector and country 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” country weightings represent 2.2% or less in the following: Italy and Luxembourg.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 11

PORTFOLIO SUMMARY (continued)

December 31, 2023 (unaudited)

TEN LARGEST HOLDINGS¹

Company	U.S. $ Value		Percent of Net Assets
Novo Nordisk A/S – Class B	$	22,772,635		5.8	%
ASML Holding NV		18,040,301		4.6
Compass Group PLC		16,873,344		4.3
SAP SE		16,356,164		4.2
Pan Pacific International Holdings Corp.		15,610,959		4.0
Sika AG (REG)		15,585,786		4.0
Cellnex Telecom SA		14,989,499		3.8
Terumo Corp.		13,750,775		3.5
Keyence Corp.		12,829,203		3.3
HDFC Bank Ltd. (ADR)		11,673,382		3.0
	$	158,482,048		40.5	%

1 Long-term investments.

12 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 97.0%
Consumer Discretionary – 18.5%
Broadline Retail – 4.0%
Pan Pacific International Holdings Corp.		655,800	$	15,610,959
Hotels, Restaurants & Leisure – 5.3%
Compass Group PLC		616,641		16,873,344
Yum China Holdings, Inc.		95,870		4,067,764
				20,941,108
Specialty Retail – 2.0%
Fast Retailing Co., Ltd.		31,100		7,690,371
Textiles, Apparel & Luxury Goods – 7.2%
LVMH Moet Hennessy Louis Vuitton SE		12,265		9,965,764
Moncler SpA		141,637		8,720,498
Samsonite International SA(a)(b)		2,943,300		9,710,599
				28,396,861
				72,639,299
Information Technology – 16.5%
Electronic Equipment, Instruments & Components – 3.3%
Keyence Corp.		29,200		12,829,203
IT Services – 4.5%
Capgemini SE		45,381		9,484,245
Obic Co., Ltd.		46,800		8,052,171
				17,536,416
Semiconductors & Semiconductor Equipment – 4.6%
ASML Holding NV		23,898		18,040,301
Software – 4.1%
SAP SE		106,263		16,356,164
				64,762,084
Health Care – 16.3%
Biotechnology – 2.5%
Genmab A/S(b)		30,595		9,755,308
Health Care Equipment & Supplies – 3.5%
Terumo Corp.		420,500		13,750,775
Life Sciences Tools & Services – 4.5%
Eurofins Scientific SE		117,457		7,662,003
Lonza Group AG (REG)		24,118		10,167,816
				17,829,819
Pharmaceuticals – 5.8%
Novo Nordisk A/S – Class B		219,747		22,772,635
				64,108,537

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 13

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Consumer Staples – 15.7%
Beverages – 5.0%
Asahi Group Holdings Ltd.(c)		252,200	$	9,391,013
Pernod Ricard SA		57,709		10,198,438
				19,589,451
Food Products – 7.9%
Kerry Group PLC – Class A		131,946		11,452,819
Kikkoman Corp.		137,300		8,389,964
Nestle SA (REG)		97,178		11,264,860
				31,107,643
Personal Care Products – 2.8%
L’Oreal SA		22,068		11,000,911
				61,698,005
Industrials – 11.2%
Building Products – 2.3%
Daikin Industries Ltd.		55,600		9,019,431
Machinery – 6.1%
FANUC Corp.		279,100		8,191,337
KION Group AG		209,256		8,930,925
Techtronic Industries Co., Ltd.		571,500		6,809,470
				23,931,732
Trading Companies & Distributors – 2.8%
Ashtead Group PLC		159,071		11,056,571
				44,007,734
Financials – 9.6%
Banks – 3.0%
HDFC Bank Ltd. (ADR)		173,944		11,673,382
Capital Markets – 2.6%
London Stock Exchange Group PLC		84,705		10,013,107
Financial Services – 2.6%
Adyen NV(b)(c)		7,893		10,189,398
Insurance – 1.4%
AIA Group Ltd.		653,600		5,688,202
				37,564,089
Communication Services – 5.2%
Diversified Telecommunication Services – 3.8%
Cellnex Telecom SA(b)		380,705		14,989,499
Interactive Media & Services – 1.4%
Tencent Holdings Ltd.		146,550		5,532,973
				20,522,472

14 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Materials – 4.0%
Chemicals – 4.0%
Sika AG (REG)		47,798	$	15,585,786
Total Common Stocks (cost $364,759,346)				380,888,006
SHORT-TERM INVESTMENTS – 1.9%
Investment Companies – 1.9%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(d)(e)(f) (cost $7,407,473)		7,407,473		7,407,473
Total Investments Before Security Lending Collateral for Securities Loaned – 98.9% (cost $372,166,819)				388,295,479
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 1.9%
Investment Companies – 1.9%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(d)(e)(f) (cost $7,577,505)		7,577,505		7,577,505
Total Investments – 100.8% (cost $379,744,324)				395,872,984
Other assets less liabilities – (0.8)%				(3,087,784	)
Net Assets – 100.0%			$	392,785,200

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note D)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
Bank of America, NA	EUR	1,088	USD	1,157		01/10/2024	$	(44,582	)
Bank of America, NA	USD	6,195	EUR	5,700		01/10/2024		99,355
Bank of America, NA	CNH	76,489	USD	10,526		01/11/2024		(214,899	)
Bank of America, NA	USD	2,718	CNH	19,800		01/11/2024		62,005
Bank of America, NA	USD	1,010	CNH	7,179		01/11/2024		(2,219	)
Bank of America, NA	JPY	709,823	USD	4,803		01/12/2024		(236,332	)
Bank of America, NA	USD	14,185	JPY	2,097,798		01/12/2024		709,135
Barclays Bank PLC	EUR	5,449	USD	5,971		01/10/2024		(45,620	)
Barclays Bank PLC	USD	1,161	EUR	1,078		01/10/2024		29,216
Barclays Bank PLC	JPY	2,024,626	USD	13,756		01/12/2024		(619,006	)
Barclays Bank PLC	USD	5,054	JPY	728,575		01/12/2024		118,910
Barclays Bank PLC	GBP	846	USD	1,077		01/25/2024		(1,756	)
Barclays Bank PLC	USD	950	AUD	1,447		01/25/2024		36,505
Barclays Bank PLC	USD	1,193	GBP	956		01/25/2024		25,681

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 15

PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
BNP Paribas SA	EUR	1,990	USD	2,114		01/10/2024	$	(83,536	)
BNP Paribas SA	JPY	222,964	USD	1,560		01/12/2024		(22,900	)
BNP Paribas SA	USD	2,418	JPY	342,453		01/12/2024		13,625
BNP Paribas SA	AUD	1,461	USD	969		01/25/2024		(27,002	)
BNP Paribas SA	USD	2,499	CHF	2,207		02/15/2024		136,366
BNP Paribas SA	HKD	115,563	USD	14,840		03/14/2024		15,942
Citibank, NA	EUR	5,008	USD	5,395		01/10/2024		(134,629	)
Citibank, NA	USD	5,767	EUR	5,259		01/10/2024		40,027
Citibank, NA	JPY	961,614	USD	6,667		01/12/2024		(160,593	)
Citibank, NA	USD	2,221	JPY	332,414		01/12/2024		139,184
Citibank, NA	GBP	820	USD	1,031		01/25/2024		(14,538	)
Citibank, NA	USD	18,200	GBP	14,624		01/25/2024		443,014
Citibank, NA	CHF	868	USD	1,007		02/15/2024		(30,002	)
Citibank, NA	INR	847,405	USD	10,133		03/14/2024		(18,197	)
Citibank, NA	USD	967	HKD	7,542		03/14/2024		867
Goldman Sachs Bank USA	EUR	2,316	USD	2,450		01/10/2024		(107,528	)
Goldman Sachs Bank USA	USD	5,374	EUR	5,081		01/10/2024		237,008
Goldman Sachs Bank USA	JPY	256,571	USD	1,731		01/12/2024		(90,387	)
Goldman Sachs Bank USA	USD	1,051	AUD	1,612		01/25/2024		48,256
HSBC Bank USA	USD	13,945	SEK	145,210		02/16/2024		477,415
HSBC Bank USA	INR	80,949	USD	971		03/14/2024		802
Natwest Markets PLC	EUR	1,062	USD	1,167		01/10/2024		(5,900	)
State Street Bank & Trust Co.	EUR	987	USD	1,092		01/10/2024		2,556
State Street Bank & Trust Co.	EUR	3,064	USD	3,270		01/10/2024		(112,927	)
State Street Bank & Trust Co.	USD	6,730	EUR	6,315		01/10/2024		243,408
State Street Bank & Trust Co.	USD	961	AUD	1,432		01/25/2024		15,879
State Street Bank & Trust Co.	CHF	959	USD	1,148		02/15/2024		2,485
State Street Bank & Trust Co.	USD	1,242	CHF	1,077		02/15/2024		43,723
State Street Bank & Trust Co.	HKD	8,371	USD	1,074		03/14/2024		(40	)
State Street Bank & Trust Co.	USD	1,076	HKD	8,386		03/14/2024		(700	)
UBS AG	EUR	31,639	USD	33,764		01/10/2024		(1,173,126	)
UBS AG	USD	1,057	EUR	964		01/10/2024		7,960
UBS AG	JPY	363,899	USD	2,487		01/12/2024		(96,332	)
UBS AG	USD	2,038	JPY	296,718		01/12/2024		68,733
UBS AG	GBP	991	USD	1,238		01/25/2024		(25,665	)
UBS AG	USD	25,728	AUD	39,473		01/25/2024		1,189,701
							$	939,342

(a) Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. This security is considered restricted, but liquid and may be resold in transactions exempt from registration. At December 31, 2023, the market value of this security amounted to $9,710,599 or 2.5% of net assets.

(b) Non-income producing security.

16 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

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

(d) Affiliated investments.

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

(f) 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.

Currency Abbreviations:

AUD – Australian Dollar

CHF – Swiss Franc

CNH – Chinese Yuan Renminbi (Offshore)

EUR – Euro

GBP – Great British Pound

HKD – Hong Kong Dollar

INR – Indian Rupee

JPY – Japanese Yen

SEK – Swedish Krona

USD – United States Dollar

Glossary:

ADR – American Depositary Receipt

REG – Registered Shares

See notes to financial statements.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 17

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $364,759,346)	$	380,888,006	(a)
Affiliated issuers (cost $14,984,978—including investment of cash collateral for securities loaned of $7,577,505)		14,984,978
Foreign currencies, at value (cost $228,885)		231,810
Receivable for capital stock sold		4,766,291
Unrealized appreciation on forward currency exchange contracts		4,207,758
Unaffiliated dividends receivable		843,293
Affiliated dividends receivable		49,520
Receivable due from Advisor		1,924
Total assets		405,973,580
Liabilities
Payable for collateral received on securities loaned		7,577,505
Unrealized depreciation on forward currency exchange contracts		3,268,416
Payable for capital stock redeemed		1,833,167
Advisory fee payable		243,114
Administrative fee payable		23,172
Transfer Agent fee payable		5,891
Distribution fee payable		1,775
Directors’ fees payable		339
Accrued expenses		235,001
Total liabilities		13,188,380
Net Assets	$	392,785,200
Composition of Net Assets
Capital stock, at par	$	3,733
Additional paid-in capital		472,344,609
Accumulated loss		(79,563,142	)
Net Assets	$	392,785,200

Net Asset Value Per Share—11 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	5,563,416		536,368	$	10.37	*
C	$	707,207		72,236	$	9.79
Advisor	$	386,514,577		36,726,262	$	10.52

(a) Includes securities on loan with a value of $16,534,944 (see Note E).

* The maximum offering price per share for Class A shares was $10.83 which reflects a sales charge of 4.25%.

See notes to financial statements.

18 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $166,634)	$	1,489,379
Affiliated issuers		389,706
Interest		679
Securities lending income		4,545
Other income		5,996		$	1,890,305
Expenses
Advisory fee (see Note B)		1,472,533
Distribution fee—Class A		6,632
Distribution fee—Class C		4,279
Transfer agency—Class A		923
Transfer agency—Class C		189
Transfer agency—Advisor Class		67,231
Custody and accounting		53,077
Administrative		43,169
Audit and tax		29,354
Registration fees		28,162
Legal		19,243
Printing		11,424
Directors’ fees		11,107
Miscellaneous		12,056
Total expenses		1,759,379
Less: expenses waived and reimbursed by the Adviser (see Notes B & E)		(11,363	)
Net expenses					1,748,016
Net investment income					142,289
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized loss on:
Investment transactions					(53,208,652	)
Forward currency exchange contracts					(397,090	)
Foreign currency transactions					(69,521	)
Net change in unrealized appreciation (depreciation) of:
Investments					29,781,057
Forward currency exchange contracts					700,978
Foreign currency denominated assets and liabilities					37,784
Net loss on investment and foreign currency transactions					(23,155,444	)
Net Decrease in Net Assets from Operations				$	(23,013,155	)

See notes to financial statements.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 19

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	142,289		$	1,371,612
Net realized loss on investment transactions and foreign currency		(53,675,263	)		(36,358,911	)
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		30,519,819			81,277,801
Net increase (decrease) in net assets from operations		(23,013,155	)		46,290,502
Capital Stock Transactions
Net increase (decrease)		(8,206,996	)		2,741,116
Total increase (decrease)		(31,220,151	)		49,031,618
Net Assets
Beginning of period		424,005,351			374,973,733
End of period	$	392,785,200		$	424,005,351

See notes to financial statements.

20 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Concentrated International Growth 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 R, Class K, Class I, Class Z, Class T, Class 1 and Class 2 shares have not been issued. 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 automatically convert to Class A shares eight years after the end of the calendar month of purchase. Advisor Class shares are sold without any initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All 11 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Directors (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 21

NOTES TO FINANCIAL STATEMENTS (continued)

of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

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

22 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 23

NOTES TO FINANCIAL STATEMENTS (continued)

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 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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Consumer Discretionary

$

4,067,764

$

68,571,535

$

– 0

–

$

72,639,299

Information Technology

– 0

–

64,762,084

– 0

–

64,762,084

Health Care

– 0

–

64,108,537

– 0

–

64,108,537

Consumer Staples

– 0

–

61,698,005

– 0

–

61,698,005

Industrials

– 0

–

44,007,734

– 0

–

44,007,734

Financials

11,673,382

25,890,707

– 0

–

37,564,089

Communication Services

– 0

–

20,522,472

– 0

–

20,522,472

Materials

– 0

–

15,585,786

– 0

–

15,585,786

Short-Term Investments

7,407,473

– 0

–

– 0

–

7,407,473

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

7,577,505

– 0

–

– 0

–

7,577,505

Total Investments in Securities

30,726,124

365,146,860

(a)

– 0

–

395,872,984

Other Financial Instruments(b):

Assets:

Forward Currency Exchange Contracts

– 0

–

4,207,758

– 0

–

4,207,758

Liabilities:

Forward Currency Exchange Contracts

– 0

–

(3,268,416

)

– 0

–

(3,268,416

)

Total

$

30,726,124

$

366,086,202

$

– 0

–

$

396,812,326

24 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

(a) 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.

(b) 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, written options and written swaptions which are valued 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 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 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.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 25

NOTES TO FINANCIAL STATEMENTS (continued)

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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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 .75% of the Fund’s average daily net assets. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) on an annual basis (the “Expense Caps”) to 1.15%, 1.90% and 0.90% of the daily average net assets for Class A, Class C and Advisor Class shares, respectively. The Expense Caps may not be terminated by the Adviser before October 31, 2024. For the six months ended December 31, 2023, there was no such reimbursement.

26 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 six months ended December 31, 2023, the reimbursement for such services amounted to $43,169.

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 $30,035 for the six months ended December 31, 2023.

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 $12 from the sale of Class A shares and received $11 and $0 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $9,648.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 27

NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	16,457	$	67,846	$	76,896	$	7,407	$	390
Government Money Market Portfolio*		23,276		11,954		27,652		7,578		– 0	–
Total							$	14,985	$	390

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

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% of the Fund’s average daily net assets attributable to Class A shares and 1% of the Fund’s average daily net assets attributable to Class C shares. There are no distribution and servicing fees on the Advisor Class 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 operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amount of $4,555 for Class C shares. 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 year 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.

28 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended December 31, 2023 were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	85,631,999		$	86,719,392
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	47,520,525
Gross unrealized depreciation		(30,452,523	)
Net unrealized appreciation	$	17,068,002

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 type of derivative 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 six months ended December 31, 2023, the Fund held forward currency exchange contracts for non-hedging purposes.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 29

NOTES TO FINANCIAL STATEMENTS (continued)

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 table below for additional details.

During the six months ended December 31, 2023, 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
Foreign currency contracts	Unrealized appreciation on forward currency exchange contracts	$	4,207,758	Unrealized depreciation on forward currency exchange contracts	$	3,268,416
Total		$	4,207,758		$	3,268,416

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)
Foreign currency contracts	Net realized gain (loss) on forward currency exchange contracts; Net change in unrealized appreciation (depreciation) of forward currency exchange contracts	$	(397,090	)	$	700,978
Total		$	(397,090	)	$	700,978

30 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended December 31, 2023:

Forward Currency Exchange Contracts:
Average principal amount of buy contracts	$	106,255,276
Average principal amount of sale contracts	$	102,081,602

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 December 31, 2023. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

Counterparty	Derivative Assets Subject to a MA		Derivatives Available for Offset			Cash Collateral Received*			Security Collateral Received*			Net Amount of Derivative Assets
Bank of America, NA	$	870,495	$	(498,032	)	$	– 0	–	$	– 0	–	$	372,463
Barclays Bank PLC		210,312		(210,312	)		– 0	–		– 0	–		– 0	–
BNP Paribas SA		165,933		(133,438	)		– 0	–		– 0	–		32,495
Citibank, NA		623,092		(357,959	)		– 0	–		– 0	–		265,133
Goldman Sachs Bank USA		285,264		(197,915	)		– 0	–		– 0	–		87,349
HSBC Bank USA		478,217		– 0	–		– 0	–		– 0	–		478,217
State Street Bank & Trust Co.		308,051		(113,667	)		– 0	–		– 0	–		194,384
UBS		1,266,394		(1,266,394	)		– 0	–		– 0	–		– 0	–
Total	$	4,207,758	$	(2,777,717	)	$	– 0	–	$	– 0	–	$	1,430,041	^

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

$

498,032

$

(498,032

)

$

– 0

–

$

– 0

–

$

– 0

–

Barclays Bank PLC

666,382

(210,312

)

– 0

–

– 0

–

456,070

BNP Paribas SA

133,438

(133,438

)

– 0

–

– 0

–

– 0

–

Citibank, NA

357,959

(357,959

)

– 0

–

– 0

–

– 0

–

Goldman Sachs Bank USA

197,915

(197,915

)

– 0

–

– 0

–

– 0

–

Natwest Markets PLC

5,900

– 0

–

– 0

–

– 0

–

5,900

State Street Bank & Trust Co.

113,667

(113,667

)

– 0

–

– 0

–

– 0

–

UBS

1,295,123

(1,266,394

)

– 0

–

– 0

–

28,729

Total

$

3,268,416

$

(2,777,717

)

$

– 0

–

$

– 0

–

$

490,699

^

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

^ 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.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 31

NOTES TO FINANCIAL STATEMENTS (continued)

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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If 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 dividend 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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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.

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	16,534,944	$	7,577,505	$	9,789,438	$	4,545	$	– 0	–	$	1,715

* As of December 31, 2023.

NOTE F

Capital Stock

Each class consists of 1,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		78,221			185,853		$	814,326		$	2,017,799
Shares converted from Class C		2,760			321			30,583			3,378
Shares redeemed		(45,023	)		(380,184	)		(451,990	)		(3,956,447	)
Net increase (decrease)		35,958			(194,010	)	$	392,919		$	(1,935,270	)

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class C
Shares sold		1,107			21,390		$	11,080		$	219,460
Shares converted to Class A		(2,913	)		(338	)		(30,583	)		(3,378	)
Shares redeemed		(29,789	)		(15,257	)		(288,566	)		(137,204	)
Net increase (decrease)		(31,595	)		5,795		$	(308,069	)	$	78,878
Advisor Class
Shares sold		5,916,892			10,687,596		$	59,523,021		$	110,990,546
Shares redeemed		(6,782,382	)		(10,522,540	)		(67,814,867	)		(106,393,038	)
Net increase (decrease)		(865,490	)		165,056		$	(8,291,846	)	$	4,597,508

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Focused Portfolio Risk—Investments in a limited number of companies may have more risk because changes in the value of a single security may have a more significant effect, either negative or positive, on the Fund’s net asset value, or NAV.

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

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 due to adverse market, economic, political, regulatory or other factors.

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NOTES TO FINANCIAL STATEMENTS (continued)

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

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

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

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 for the Fund, 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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions to be paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year.

The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023			2022
Distributions paid from:
Ordinary income	$	– 0	–	$	4,004,452
Net long-term capital gains		– 0	–		5,285,596
Total taxable distributions paid	$	– 0	–	$	9,290,048

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Accumulated capital losses	$	(41,507,179	)(a)
Other losses		(191,851	)(b)
Unrealized appreciation (depreciation)		(14,850,957	)(c)
Total accumulated earnings (deficit)	$	(56,549,987	)

(a) As of June 30, 2023, the Fund had a net capital loss carryforward of $41,507,179.

(b) As of June 30, 2023, the Fund had a qualified late-year ordinary loss deferral of $191,851.

(c) 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 and the tax deferral of losses on wash sales.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 June 30, 2023, the Fund had a net short-term capital loss carryforward of $18,729,334 and a net long-term capital loss carryforward of $22,777,845, which may be carried forward for an indefinite period.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 10.96			$ 9.71			$ 15.33			$ 11.66			$ 11.02			$ 11.54
Income From Investment Operations
Net investment income (loss)(a)(b)		(.01	)		.01			(.01	)		.02			.01			.02
Net realized and unrealized gain (loss) on investment transactions and foreign currency		(.58	)		1.24			(5.34	)		3.86			.74			.15
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		(.59	)		1.25			(5.35	)		3.88			.75			.17
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)
Distributions from net realized gain on investment transactions		– 0	–		– 0	–		(.27	)		(.21	)		(.11	)		(.69	)
Total dividends and distributions		– 0	–		– 0	–		(.27	)		(.21	)		(.11	)		(.69	)
Net asset value, end of period		$ 10.37			$ 10.96			$ 9.71			$ 15.33			$ 11.66			$ 11.02
Total Return
Total investment return based on net asset value(d)(e)		(5.38	)%		12.87	%		(35.49	)%		33.53	%		6.75	%		2.72	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$5,563			$5,484			$6,741			$10,284			$1,729			$498
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)‡		1.14	%^		1.14	%		1.12	%		1.15	%		1.22	%		1.29	%
Expenses, before waivers/reimbursements(f)‡		1.14	%^		1.14	%		1.12	%		1.17	%		1.47	%		1.85	%
Net investment income (loss)(b)		(.17	)%^		.07	%		(.05	)%		.14	%		.12	%		.23	%
Portfolio turnover rate		23	%		33	%		24	%		25	%		30	%		34	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.01	%^		.00	%		.00	%		.00	%		.01	%		.01	%

See footnote summary on page 41.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 10.38			$ 9.27			$ 14.77			$ 11.32			$ 10.78			$ 11.38
Income From Investment Operations
Net investment loss(a)(b)		(.04	)		(.06	)		(.12	)		(.09	)		(.08	)		(.02	)
Net realized and unrealized gain (loss) on investment transactions and foreign currency		(.55	)		1.17			(5.11	)		3.75			.73			.11
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		(.59	)		1.11			(5.23	)		3.66			.65			.09
Less: Distributions
Distributions from net realized gain on investment transactions		– 0	–		– 0	–		(.27	)		(.21	)		(.11	)		(.69	)
Net asset value, end of period		$ 9.79			$ 10.38			$ 9.27			$ 14.77			$ 11.32			$ 10.78
Total Return
Total investment return based on net asset value(d)(e)		(5.68	)%		11.97	%		(36.03	)%		32.59	%		5.97	%		2.00	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$707			$1,078			$909			$1,909			$426			$291
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)‡		1.89	%^		1.90	%		1.87	%		1.90	%		1.99	%		2.04	%
Expenses, before waivers/reimbursements(f)‡		1.90	%^		1.90	%		1.87	%		1.93	%		2.27	%		2.59	%
Net investment loss(b)		(.91	)%^		(.63	)%		(.89	)%		(.66	)%		(.79	)%		(.17	)%
Portfolio turnover rate		23	%		33	%		24	%		25	%		30	%		34	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.01	%^		.00	%		.00	%		.00	%		.01	%		.01	%

See footnote summary on page 41.

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FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 11.10			$ 9.81			$ 15.46			$ 11.73			$ 11.06			$ 11.57
Income From Investment Operations
Net investment income(a)(b)		– 0	–		.04			.03			.05			.04			.06
Net realized and unrealized gain (loss) on investment transactions and foreign currency		(.58	)		1.25			(5.41	)		3.89			.75			.13
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		(.58	)		1.29			(5.38	)		3.94			.79			.19
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		– 0	–		– 0	–		– 0	–		(.01	)		(.01	)
Distributions from net realized gain on investment transactions		– 0	–		– 0	–		(.27	)		(.21	)		(.11	)		(.69	)
Total dividends and distributions		– 0	–		– 0	–		(.27	)		(.21	)		(.12	)		(.70	)
Net asset value, end of period		$ 10.52			$ 11.10			$ 9.81			$ 15.46			$ 11.73			$ 11.06
Total Return
Total investment return based on net asset value(d)(e)		(5.23	)%		13.15	%		(35.38	)%		33.84	%		7.11	%		3.01	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$386,515			$417,443			$367,324			$480,418			$160,265			$67,054
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(f)‡		.88	%^		.89	%		.87	%		.90	%		.98	%		1.04	%
Expenses, before waivers/reimbursements(f)‡		.89	%^		.89	%		.87	%		.93	%		1.23	%		1.59	%
Net investment income(b)		.08	%^		.36	%		.24	%		.32	%		.37	%		.54	%
Portfolio turnover rate		23	%		33	%		24	%		25	%		30	%		34	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.01	%^		.00	%		.00	%		.00	%		.01	%		.01	%

See footnote summary on page 41.

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FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

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

(c) Amount is less than $.005.

(d) 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 charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total 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 calculated for a period of less than one year is not annualized.

(e) Includes the impact of reimbursements from the Adviser which enhanced the Fund’s performance for the year ended June 30, 2020 by 0.02%.

(f) In connection with the Fund’s investments in affiliated 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 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 the six months ended December 31, 2023 and the years ended June 30, 2020 and June 30, 2019, such waiver amounted to 0.01% (annualized), 0.01% and 0.01%, respectively.

^ Annualized.

See notes to financial statements.

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BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

Dev Chakrabarti⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company One Congress Street Suite 1 Boston, MA 02114   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Transfer Agent AllianceBernstein Investor Services Inc. P.O. Box 786003 San Antonio, TX 78278 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

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 Concentrated International Growth Investment Team. Mr. Chakrabarti is the investment professional with the most significant responsibility for day-to-day management of the Fund’s portfolio.

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Operation and Effectiveness of the Fund’s 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 2024, which covered the period January 1, 2023 through December 31, 2023 (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 Fund’s LRMP is adequately designed, has been implemented as intended,

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 43

and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

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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 (the “Advisory Agreement”) in respect of AB Concentrated International Growth Portfolio (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 45

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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

46 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 profitability to the Adviser would be somewhat lower 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 provide (the “15(c) service provider”), showing the performance of the Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended February 28, 2023 and (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review and their discussion with the Adviser of the reasons for the Fund’s underperformance in the periods reviewed, the directors concluded that the Fund’s investment performance was acceptable. The directors determined to continue to monitor the Fund’s performance closely.

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 advisory fee rate with a peer group median and took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 47

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 Vice President and 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 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.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class expense ratio of the Fund was based on the Fund’s latest fiscal year. The Adviser had agreed to cap the Fund’s expenses, but the directors noted that the Fund’s expense ratio was currently below the level of the Adviser’s cap. 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

48 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

by others. Based on their review, 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 does not contain breakpoints and that they had discussed their strong preference for breakpoints in advisory contracts with the Adviser. 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 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. The directors informed the Adviser that they would monitor the Fund’s asset level (which was well below the level at which they would anticipate adding an initial breakpoint) and its profitability to the Adviser and anticipated revisiting the question of breakpoints in the future if circumstances warranted doing so.

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 49

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

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NOTES

abfunds.com AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO ^| 51

NOTES

52 ^| AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO abfunds.com

AB CONCENTRATED INTERNATIONAL GROWTH PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

CIG-0152-1223    

DEC^12.31.23

SEMI-ANNUAL REPORT

AB GLOBAL CORE EQUITY PORTFOLIO

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. 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 Global Core Equity Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 1

SEMI-ANNUAL REPORT

February 7, 2024

This report provides management’s discussion of fund performance for the AB Global Core Equity Portfolio for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is to seek long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB GLOBAL CORE EQUITY PORTFOLIO
Class A Shares		5.81%		19.60%
Class C Shares		5.37%		18.70%
Advisor Class Shares1		5.95%		19.87%
MSCI ACWI (net)		7.26%		22.20%

1 Please note that this share class is 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.

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 with its benchmark, the Morgan Stanley Capital International All Country World Index (“MSCI ACWI”) (net), for the six- and 12-month periods ended December 31, 2023.

All share classes of the Fund underperformed the benchmark for both periods, before sales charges. During the six-month period, both sector and security selection detracted from performance, relative to the benchmark. Overall security selection drove underperformance, particularly selection within consumer discretionary and health care, while selection in communication services and technology contributed. An underweight to technology and an overweight to consumer staples detracted, while an overweight to financials and an underweight to utilities contributed. Country positioning (a result of bottom-up security analysis combined with fundamental research) was negative; losses from an overweight to China were partially offset by contributions from an overweight to the US.

For the 12-month period, overall security selection drove underperformance, particularly selection within consumer discretionary and technology, while selection in consumer staples and energy contributed.

2 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

Sector selection contributed. Underweights to utilities and materials contributed and offset losses from an underweight to technology and an overweight to health care, which detracted. Overall country positioning was positive; an underweight to Canada contributed most, while an overweight to the United Kingdom detracted.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth-and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team continues to invest in firms that it believes are attractively valued in a core portfolio setup, and seeks to minimize unintended factor risks.

INVESTMENT POLICIES

The Fund invests primarily in a portfolio of equity securities of issuers from markets around the world. Under normal circumstances, the Fund invests at least 80% of its net assets in equity securities, at least 40% of its net assets in securities of non-US companies, and invests in companies in at least three countries (including the United States).

The Fund is principally comprised of companies considered by the Adviser to offer good prospects for attractive returns relative to the

(continued on next page)

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 3

general stock market. The Adviser seeks companies that are attractively valued and have the ability to generate high and sustainable returns on invested capital. In addition to returns on invested capital, other criteria that the Adviser considers include strong business fundamentals, capable management, prudent corporate governance, a strong balance sheet, strong earnings power, high earnings quality, low downside risk and substantial upside potential. In managing the Fund, the Adviser does not seek to have a bias towards any investment style, economic sector, country or company size. The Fund’s holdings of non-US companies frequently include companies located in emerging markets, and at times emerging-market companies will make up a significant portion of the Fund.

Fluctuations in currency exchange rates can have a dramatic impact on the returns of equity securities. While the Adviser may hedge the foreign currency exposure resulting from the Fund’s security positions through the use of currency-related derivatives, it is not required to do so.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI ACWI is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI ACWI (net, free float-adjusted, market capitalization weighted) represents the equity market performance of developed and 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

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

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.

Emerging-Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

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 for the Fund, 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.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 5

DISCLOSURES AND RISKS (continued)

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 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. Net asset value (“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.

6 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

HISTORICAL PERFORMANCE

AVERAGE ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns			SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		19.60	%		14.48	%
5 Years		9.49	%		8.55	%
Since Inception1		7.61	%		7.10	%
CLASS C SHARES
1 Year		18.70	%		17.70	%
5 Years		8.69	%		8.69	%
Since Inception1,2		6.80	%		6.80	%
ADVISOR CLASS SHARES3
1 Year		19.87	%		19.87	%
5 Years		9.77	%		9.77	%
Since Inception1		7.87	%		7.87	%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.04%, 1.79% and 0.79% for Class A, Class C and Advisor Class shares, respectively, gross of any fee waivers or expense reimbursements. 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.

1 Inception date: 11/12/2014.

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

3 Please note that this share class is offered at NAV to eligible investors and the SEC returns are the same as the NAV returns. Please note that this share class is 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.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		14.48%
5 Years		8.55%
Since Inception1		7.10%
CLASS C SHARES
1 Year		17.70%
5 Years		8.69%
Since Inception1,2		6.80%
ADVISOR CLASS SHARES3
1 Year		19.87%
5 Years		9.77%
Since Inception1		7.87%

1 Inception date: 11/12/2014.

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

3 Please note that this share class is 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.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 9

EXPENSE EXAMPLE (continued)

	Beginning Account Value July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*
Class A
Actual	$	1,000	$	1,058.10	$	5.38		1.04	%
Hypothetical**	$	1,000	$	1,019.91	$	5.28		1.04	%
Class C
Actual	$	1,000	$	1,053.70	$	9.24		1.79	%
Hypothetical**	$	1,000	$	1,016.14	$	9.07		1.79	%
Advisor Class
Actual	$	1,000	$	1,059.50	$	4.09		0.79	%
Hypothetical**	$	1,000	$	1,021.17	$	4.01		0.79	%

* Expenses are equal to the classes’ annualized expense ratios multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

10 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $2,690.7

1 The Fund’s sector and country breakdowns are expressed as a percentage of total investments (excluding security lending collateral) and may vary over time.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 11

PORTFOLIO SUMMARY (continued)

December 31, 2023 (unaudited)

TEN LARGEST HOLDINGS¹

Company	U.S. $ Value		Percent of Net Assets
Microsoft Corp.	$	179,384,994		6.7	%
Goldman Sachs Group, Inc. (The)		120,070,913		4.5
Coca-Cola Co. (The)		118,962,403		4.4
Elevance Health, Inc.		110,798,681		4.1
Otis Worldwide Corp.		101,590,411		3.8
Alphabet, Inc. – Class C		94,400,410		3.5
Visa, Inc. – Class A		86,232,606		3.2
American Express Co.		76,591,336		2.8
Analog Devices, Inc.		76,254,585		2.8
Asahi Group Holdings Ltd.		75,434,778		2.8
	$	1,039,721,117		38.6	%

1 Long-term investments.

12 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 99.5%
Information Technology – 19.9%
Electronic Equipment, Instruments & Components – 0.5%
Zebra Technologies Corp. – Class A(a)		45,261	$	12,371,189
IT Services – 1.2%
Akamai Technologies, Inc.(a)		266,117		31,494,947
Semiconductors & Semiconductor Equipment – 9.2%
Analog Devices, Inc.		384,038		76,254,585
Infineon Technologies AG		1,344,405		56,145,866
NVIDIA Corp.		109,544		54,248,380
QUALCOMM, Inc.		429,703		62,147,945
				248,796,776
Software – 6.7%
Microsoft Corp.		477,037		179,384,994
Technology Hardware, Storage & Peripherals – 2.3%
Samsung Electronics Co., Ltd.		1,025,917		62,269,921
				534,317,827
Financials – 19.6%
Banks – 3.2%
ABN AMRO Bank NV (GDR)		1,986,629		29,875,899
BNP Paribas SA		506,394		35,166,888
Wells Fargo & Co.		433,111		21,317,723
				86,360,510
Capital Markets – 9.1%
BlackRock, Inc.		25,683		20,849,459
EQT AB(b)		1,067,556		30,226,403
Euronext NV(c)		274,903		23,890,891
Goldman Sachs Group, Inc. (The)		311,250		120,070,913
Julius Baer Group Ltd.		883,765		49,577,513
				244,615,179
Consumer Finance – 2.9%
American Express Co.		408,836		76,591,336
Financial Services – 4.4%
PayPal Holdings, Inc.(a)		533,207		32,744,242
Visa, Inc. – Class A(b)		331,218		86,232,606
				118,976,848
				526,543,873

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 13

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Health Care – 14.4%
Biotechnology – 0.6%
Alnylam Pharmaceuticals, Inc.(a)		83,018	$	15,890,475
Health Care Equipment & Supplies – 2.7%
Medtronic PLC		869,217		71,606,096
Health Care Providers & Services – 4.1%
Elevance Health, Inc.		234,962		110,798,681
Life Sciences Tools & Services – 2.9%
Thermo Fisher Scientific, Inc.		121,057		64,255,845
WuXi AppTec Co., Ltd. – Class A		1,399,700		14,296,718
				78,552,563
Pharmaceuticals – 4.1%
AstraZeneca PLC (Sponsored ADR)		275,932		18,584,020
Roche Holding AG (Genusschein)		175,408		50,989,977
Sanofi		176,089		17,498,450
Takeda Pharmaceutical Co., Ltd.		800,600		22,959,645
				110,032,092
				386,879,907
Consumer Discretionary – 13.7%
Broadline Retail – 2.5%
Alibaba Group Holding Ltd.		1,585,200		15,269,507
Alibaba Group Holding Ltd. (Sponsored ADR)		505,369		39,171,151
Prosus NV(a)		443,431		13,209,850
				67,650,508
Diversified Consumer Services – 1.7%
Service Corp. International/US		653,107		44,705,174
Hotels, Restaurants & Leisure – 6.5%
Compass Group PLC		1,223,252		33,472,251
Galaxy Entertainment Group Ltd.		3,812,000		21,350,506
InterContinental Hotels Group PLC		308,523		27,821,338
Starbucks Corp.		602,519		57,847,849
Yum China Holdings, Inc.		797,055		33,819,044
				174,310,988
Textiles, Apparel & Luxury Goods – 3.0%
Kering SA		47,817		21,178,081

14 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
NIKE, Inc. – Class B		553,993	$	60,147,020
				81,325,101
				367,991,771
Consumer Staples – 8.1%
Beverages – 8.1%
Asahi Group Holdings Ltd.		2,025,835		75,434,778
Carlsberg AS – Class B		196,370		24,641,324
Coca-Cola Co. (The)		2,018,707		118,962,403
				219,038,505
Industrials – 7.9%
Building Products – 3.8%
Otis Worldwide Corp.		1,135,469		101,590,411
Commercial Services & Supplies – 1.2%
Republic Services, Inc.		203,789		33,606,844
Ground Transportation – 1.0%
CSX Corp.		775,172		26,875,213
Machinery – 1.3%
Deere & Co.		44,900		17,954,163
Dover Corp.		109,911		16,905,411
				34,859,574
Professional Services – 0.6%
RELX PLC (London)		411,943		16,343,352
				213,275,394
Communication Services – 5.8%
Entertainment – 2.3%
Electronic Arts, Inc.		318,117		43,521,587
Netflix, Inc.(a)		38,640		18,813,043
				62,334,630
Interactive Media & Services – 3.5%
Alphabet, Inc. – Class C(a)		669,839		94,400,410
				156,735,040
Energy – 4.5%
Energy Equipment & Services – 1.0%
Schlumberger NV		539,281		28,064,183
Oil, Gas & Consumable Fuels – 3.5%
Chevron Corp.		138,033		20,589,003

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 15

PORTFOLIO OF INVESTMENTS (continued)

Company		Shares		U.S. $ Value
Shell PLC			2,213,132	$	72,444,857
					93,033,860
					121,098,043
Materials – 3.1%
Chemicals – 1.9%
Linde PLC			123,422		50,690,649
Metals & Mining – 1.2%
Teck Resources Ltd. – Class B			757,884		32,035,835
					82,726,484
Real Estate – 2.5%
Real Estate Management & Development – 2.5%
CBRE Group, Inc. – Class A(a)			736,087		68,522,339
Total Common Stocks (cost $2,205,193,693)					2,677,129,183
SHORT-TERM INVESTMENTS – 0.3%
Investment Companies – 0.2%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(d)(e)(f) (cost $6,294,488)			6,294,488		6,294,488
		Principal Amount (000)
Time Deposits – 0.1%
BBH, Grand Cayman 0.55%, 01/03/2024	CHF		227		269,542
2.13%, 01/02/2024	DKK		81		12,062
Hong Kong & Shanghai Bank, Hong Kong 4.25%, 01/02/2024	HKD		2,670		341,875
Royal Bank of Canada, London 2.71%, 01/02/2024	EUR		241		266,033
4.16%, 01/02/2024	GBP		209		266,766
Royal Bank of Canada, Toronto 3.79%, 01/02/2024	CAD		418		315,825
SEB, Stockholm (1.49)%, 01/02/2024	SEK		3,320		329,157

16 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company		Principal Amount (000)		U.S. $ Value
Sumitomo, Tokyo (0.34)%, 01/04/2024	JPY		37,681	$	267,241
Total Time Deposits (cost $2,068,501)					2,068,501
Total Short-Term Investments (cost $8,362,989)					8,362,989
Total Investments Before Security Lending Collateral for Securities Loaned – 99.8% (cost $2,213,556,682)					2,685,492,172
		Shares
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 0.4%
Investment Companies – 0.4%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(d)(e)(f) (cost $11,143,622)			11,143,622		11,143,622
Total Investments – 100.2% (cost $2,224,700,304)					2,696,635,794
Other assets less liabilities – (0.2)%					(5,891,834	)
Net Assets – 100.0%				$	2,690,743,960

(a) Non-income producing security.

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

(c) Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. This security is considered restricted, but liquid and may be resold in transactions exempt from registration. At December 31, 2023, the market value of this security amounted to $23,890,891 or 0.9% of net assets.

(d) 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.

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

(f) Affiliated investments.

Currency Abbreviations:

CAD – Canadian Dollar

CHF – Swiss Franc

DKK – Danish Krone

EUR – Euro

GBP – Great British Pound

HKD – Hong Kong Dollar

JPY – Japanese Yen

SEK – Swedish Krona

Glossary:

ADR – American Depositary Receipt

GDR – Global Depositary Receipt

See notes to financial statements.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 17

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $2,207,262,194)	$	2,679,197,684	(a)
Affiliated issuers (cost $17,438,110—including investment of cash collateral for securities loaned of $11,143,622)		17,438,110
Foreign currencies, at value (cost $267,731)		267,803
Unaffiliated dividends receivable		6,377,410
Receivable for capital stock sold		4,507,127
Affiliated dividends receivable		25,344
Receivable from Adviser		1,849
Total assets		2,707,815,327
Liabilities
Due to Custodian		44
Payable for collateral received on securities loaned		11,143,622
Payable for capital stock redeemed		2,177,973
Payable for investment securities purchased and foreign currency transactions		1,745,398
Advisory fee payable		1,654,248
Transfer Agent fee payable		34,224
Administrative fee payable		17,281
Distribution fee payable		3,946
Directors’ fee payable		506
Accrued expenses		294,125
Total liabilities		17,071,367
Net Assets	$	2,690,743,960
Composition of Net Assets
Capital stock, at par	$	17,139
Additional paid-in capital		2,384,881,734
Distributable earnings		305,845,087
	$	2,690,743,960

Net Asset Value Per Share—11 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	17,365,815		1,108,620	$	15.66	*
C	$	377,282		24,657	$	15.30
Advisor	$	2,673,000,863		170,256,002	$	15.70

(a) Includes securities on loan with a value of $23,499,778 (see Note E).

* The maximum offering price per share for Class A shares was $16.36 which reflects a sales charge of 4.25%.

See notes to financial statements.

18 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $437,580)	$	18,790,264
Affiliated issuers		151,398
Interest		26,944
Securities lending income		20,905
Other income		20,768		$	19,010,279
Expenses
Advisory fee (see Note B)		9,560,570
Transfer agency—Class A		1,213
Transfer agency—Class C		38
Transfer agency—Advisor Class		169,354
Distribution fee—Class A		22,799
Distribution fee—Class C		2,034
Custody and accounting		136,849
Administrative		39,372
Registration fees		34,384
Audit and tax		33,934
Legal		30,914
Directors’ fees		24,238
Printing		10,475
Miscellaneous		32,974
Total expenses		10,099,148
Less: expenses waived and reimbursed by the Adviser (see Note B and Note E)		(5,605	)
Net expenses					10,093,543
Net investment income					8,916,736
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions					51,265,275
Foreign currency transactions					(133,526	)
Net change in unrealized appreciation on:
Investments					88,768,662
Foreign currency denominated assets and liabilities					201,366
Net gain on investment and foreign currency transactions					140,101,777
Net Increase in Net Assets from Operations				$	149,018,513

See notes to financial statements.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 19

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	8,916,736		$	24,451,417
Net realized gain (loss) on investment and foreign currency transactions		51,131,749			(192,952,850	)
Net change in unrealized appreciation (depreciation) on investments and foreign currency denominated assets and liabilities		88,970,028			504,826,871
Net increase in net assets from operations		149,018,513			336,325,438
Distributions to Shareholders
Class A		(134,871	)		(753,919	)
Class C		– 0	–		(21,744	)
Advisor Class		(27,651,080	)		(92,076,378	)
Capital Stock Transactions
Net increase (decrease)		7,979,093			(52,165,439	)
Total increase		129,211,655			191,307,958
Net Assets
Beginning of period		2,561,532,305			2,370,224,347
End of period	$	2,690,743,960		$	2,561,532,305

See notes to financial statements.

20 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Global Core Equity 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 R, Class K, Class I, Class Z, 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 automatically convert to Class A shares eight years after the end of the calendar month of purchase. Advisor Class shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All 11 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Directors (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Company’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible,

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 21

NOTES TO FINANCIAL STATEMENTS (continued)

among other things, for making all fair value determinations relating to the Company’s portfolio investments, subject to the Board’s oversight.

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

22 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 23

NOTES TO FINANCIAL STATEMENTS (continued)

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 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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

415,902,040

$

118,415,787

$

– 0

–

$

534,317,827

Financials

357,806,279

168,737,594

– 0

–

526,543,873

Health Care

281,135,117

105,744,790

– 0

–

386,879,907

Consumer Discretionary

248,900,088

119,091,683

– 0

–

367,991,771

Consumer Staples

118,962,403

100,076,102

– 0

–

219,038,505

Industrials

196,932,042

16,343,352

– 0

–

213,275,394

Communication Services

156,735,040

– 0

–

– 0

–

156,735,040

Energy

48,653,186

72,444,857

– 0

–

121,098,043

Materials

82,726,484

– 0

–

– 0

–

82,726,484

Real Estate

68,522,339

– 0

–

– 0

–

68,522,339

Short-Term Investments:

Investment Companies

6,294,488

– 0

–

– 0

–

6,294,488

Time Deposits

– 0

–

2,068,501

– 0

–

2,068,501

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

11,143,622

– 0

–

– 0

–

11,143,622

Total Investments in Securities

1,993,713,128

702,922,666

– 0

–

2,696,635,794

Other Financial Instruments*

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

1,993,713,128

$

702,922,666

$

– 0

–

$

2,696,635,794

24 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

* 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, written options and written swaptions which are valued 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 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.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 25

NOTES TO FINANCIAL STATEMENTS (continued)

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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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 .75% of the first $2.5 billion of the Fund’s average daily net assets, .65% of the excess over $2.5 billion up to $5 billion, and .60% of the excess of $5 billion. 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 (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) on an annual basis (the “Expense Caps”) to 1.15%, 1.90% and .90% of the daily average net assets for Class A, Class C and Advisor Class shares, respectively. For the six months ended December 31, 2023, there was no such reimbursement. The Expense Caps may not be terminated by the Adviser before October 31, 2024.

26 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 six months ended December 31, 2023, the reimbursement for such services amounted to $39,372.

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 $102,699 for the six months ended December 31, 2023.

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 $113 from the sale of Class A shares and received $0 and $0 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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 had 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, 2024. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $3,709.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 27

NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)			Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	6,412		$	133,231	$	133,349	$	6,294	$	151
Government Money Market Portfolio*		– 0	–		74,967		63,823		11,144		12
Total								$	17,438	$	163

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

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% of the Fund’s average daily net assets attributable to Class A shares and 1% of the Fund’s average daily net assets attributable to Class C shares. There are no distribution and servicing fees on the Advisor Class. 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 operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amount of $1,781 for Class C shares. 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 year 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 six months ended December 31, 2023, were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	499,301,075		$	508,468,450
U.S. government securities		– 0	–		– 0	–

28 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	562,260,010
Gross unrealized depreciation		(90,324,520	)
Net unrealized appreciation	$	471,935,490

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 Fund did not engage in derivative transactions for the six months ended December 31, 2023

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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If 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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 dividend 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.

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	23,499,778	$	11,143,622	$	13,020,000	$	9,400	$	11,505	$	1,896

* As of December 31, 2023.

30 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

NOTE F

Capital Stock

Each class consists of 1,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		25,437			57,821		$	379,808		$	819,004
Shares issued in reinvestment of dividends and distributions		8,919			56,195			134,141			751,321
Shares converted from Class C		– 0	–		1,973			– 0	–		28,831
Shares redeemed		(261,935	)		(219,921	)		(3,865,249	)		(3,069,001	)
Net decrease		(227,579	)		(103,932	)	$	(3,351,300	)	$	(1,469,845	)
Class C
Shares sold		70			1,496		$	994		$	21,549
Shares issued in reinvestment of distributions		– 0	–		1,371			– 0	–		17,902
Shares converted to Class A		– 0	–		(2,027	)		– 0	–		(28,831	)
Shares redeemed		(4,288	)		(29,214	)		(62,377	)		(408,325	)
Net decrease		(4,218	)		(28,374	)	$	(61,383	)	$	(397,705	)
Advisor Class
Shares sold		14,314,409			28,131,421		$	214,090,215		$	391,353,093
Shares issued in reinvestment of dividends and distributions		1,553,251			6,700,566			23,407,488			89,786,105
Shares redeemed		(15,248,978	)		(38,320,709	)		(226,105,927	)		(531,437,087	)
Net increase (decrease)		618,682			(3,488,722	)	$	11,391,776		$	(50,297,889	)

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 due to adverse market, economic, political, regulatory or other factors.

Emerging-Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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.

32 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 for the Fund, 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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023		2022
Distributions paid from:
Ordinary income	$	24,971,976	$	83,979,467
Long-term capital gains		67,880,065		43,859,939
Total taxable distributions paid	$	92,852,041	$	127,839,406

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	19,060,037
Accumulated capital and other losses		(185,873,566	)(a)
Unrealized appreciation (depreciation)		351,426,054	(b)
Total accumulated earnings (deficit)	$	184,612,525

(a) As of June 30, 2023, the Fund had a net capital loss carryforward of $185,873,566.

(b) The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales.

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

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NOTES TO FINANCIAL STATEMENTS (continued)

losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of June 30, 2023, the Fund had a net short-term capital loss carryforward of $53,890,149 and a net long-term capital loss carryforward of $131,983,417, which may be carried forward for an indefinite period.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 material events that would require disclosure in the Fund’s financial statements through this date.

34 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS

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

	Class A
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 14.92			$ 13.52			$ 17.63			$ 12.83			$ 13.31			$ 12.42
Income From Investment Operations
Net investment income(a)(b)		.03			.11			.10			.12			.12			.17
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.83			1.83			(3.42	)		4.77			(.16	)		1.02
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.86			1.94			(3.32	)		4.89			(.04	)		1.19
Less: Dividends and Distributions
Dividends from net investment income		(.12	)		(.01	)		(.14	)		(.09	)		(.13	)		(.12	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		(.53	)		(.65	)		– 0	–		(.31	)		(.18	)
Total dividends and distributions		(.12	)		(.54	)		(.79	)		(.09	)		(.44	)		(.30	)
Net asset value, end of period		$ 15.66			$ 14.92			$ 13.52			$ 17.63			$ 12.83			$ 13.31
Total Return
Total investment return based on net asset value(d)		5.81	%		14.79	%		(19.74	)%		38.20	%		(.48	)%		9.95	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$17,366			$19,940			$19,471			$23,362			$17,101			$15,851
Ratio to average net assets of:
Expenses, net of waivers/reimbursements		1.04	%(e)		1.04	%		1.03	%		1.05	%		1.08	%		1.13	%
Expenses, before waivers/reimbursements		1.04	%(e)		1.04	%		1.04	%		1.06	%		1.08	%		1.13	%
Net investment income(b)		.44	%(e)		.77	%		.62	%		.79	%		.89	%		1.33	%
Portfolio turnover rate		20	%		48	%		50	%		46	%		52	%		47	%

See footnote summary on page 38.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 35

FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 14.52			$ 13.26			$ 17.29			$ 12.61			$ 13.10			$ 12.29
Income From Investment Operations
Net investment income (loss)(a)(b)		(.02	)		(.01	)		(.03	)		.00	(c)		.02			.09
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.80			1.80			(3.34	)		4.68			(.15	)		.99
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.78			1.79			(3.37	)		4.68			(.13	)		1.08
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		– 0	–		(.01	)		– 0	–		(.05	)		(.09	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		(.53	)		(.65	)		– 0	–		(.31	)		(.18	)
Total dividends and distributions		– 0	–		(.53	)		(.66	)		– 0	–		(.36	)		(.27	)
Net asset value, end of period		$ 15.30			$ 14.52			$ 13.26			$ 17.29			$ 12.61			$ 13.10
Total Return
Total investment return based on net asset value(d)		5.37	%		13.93	%		(20.29	)%		37.11	%		(1.17	)%		9.12	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$377			$419			$759			$1,040			$905			$553
Ratio to average net assets of:
Expenses, net of waivers/reimbursements		1.79	%(e)		1.79	%		1.79	%		1.81	%		1.84	%		1.90	%
Expenses, before waivers/reimbursements		1.79	%(e)		1.79	%		1.79	%		1.81	%		1.84	%		1.90	%
Net investment income (loss)(b)		(.33	)%(e)		(.04	)%		(.15	)%		.03	%		.15	%		.69	%
Portfolio turnover rate		20	%		48	%		50	%		46	%		52	%		47	%

See footnote summary on page 38.

36 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 14.98			$ 13.57			$ 17.69			$ 12.87			$ 13.35			$ 12.46
Income From Investment Operations
Net investment income(a)(b)		.05			.14			.14			.17			.15			.20
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.83			1.84			(3.43	)		4.77			(.15	)		1.02
Contributions from Affiliates		– 0	–		– 0	–		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.88			1.98			(3.29	)		4.94			.00	(c)		1.22
Less: Dividends and Distributions
Dividends from net investment income		(.16	)		(.04	)		(.18	)		(.12	)		(.17	)		(.15	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		(.53	)		(.65	)		– 0	–		(.31	)		(.18	)
Total dividends and distributions		(.16	)		(.57	)		(.83	)		(.12	)		(.48	)		(.33	)
Net asset value, end of period		$ 15.70			$ 14.98			$ 13.57			$ 17.69			$ 12.87			$ 13.35
Total Return
Total investment return based on net asset value(d)		5.95	%		15.13	%		(19.54	)%		38.54	%		(.25	)%		10.21	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$2,673,001			$2,541,173			$2,349,994			$2,478,209			$1,215,240			$789,168
Ratio to average net assets of:
Expenses, net of waivers/reimbursements		.79	%(e)		.79	%		.79	%		.81	%		.84	%		.90	%
Expenses, before waivers/reimbursements		.79	%(e)		.79	%		.79	%		.81	%		.84	%		.90	%
Net investment income(b)		.70	%(e)		1.04	%		.86	%		1.08	%		1.17	%		1.61	%
Portfolio turnover rate		20	%		48	%		50	%		46	%		52	%		47	%

See footnote summary on page 38.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 37

FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

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

(c) Amount is less than $0.005.

(d) 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.

(e) Annualized.

See notes to financial statements.

38 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

David Dalgas⁽²⁾, Vice President Klaus Ingemann⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent Brown Brothers Harriman & Co. 50 Post Office Square Boston, MA 02110   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Transfer Agent AllianceBernstein Investor Services, Inc.
P.O. Box 786003 San Antonio, TX 78278 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

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 Investment Policy Team. Messrs. Dalgas and Ingemann are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 39

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 2024, which covered the period January 1, 2023 through December 31, 2023 (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, and has operated effectively since its inception. No material exceptions

40 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 41

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 Global Core Equity Portfolio (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 43

concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 Adviser’s profitability would be somewhat lower 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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended February 28, 2023 (in the case of comparisons with the broad-based securities market index) for the period from inception. Based on their review and their discussion with the Adviser of the reasons for the Fund’s underperformance in the periods reviewed, the directors concluded that the Fund’s investment performance was acceptable. The directors determined to continue to monitor the Fund’s performance closely.

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 took into

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account the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

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 in a report from the Fund’s Senior Vice President and 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 the Fund’s, 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 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.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class expense ratio of the Fund was based on the Fund’s latest fiscal year. The Adviser had agreed to cap the Fund’s expenses, but the directors noted that the Fund’s expense ratio was currently below the level of the Adviser’s cap. 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

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 45

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. Based on their review, 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 and that the Fund’s net assets were close to a breakpoint level. Accordingly, the Fund’s current effective advisory fee rate would be reduced to the extent the net assets of the Fund increase. 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 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.

46 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

abfunds.com AB GLOBAL CORE EQUITY PORTFOLIO ^| 47

NOTES

48 ^| AB GLOBAL CORE EQUITY PORTFOLIO abfunds.com

AB GLOBAL CORE EQUITY PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

GCE-0152-1223    

DEC^12.31.23

SEMI-ANNUAL REPORT

AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO

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. 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 International Low Volatility Equity Portfolio (formerly known as AB International Strategic Core Portfolio) (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 1

SEMI-ANNUAL REPORT

February 9, 2024

This report provides management’s discussion of fund performance for the AB International Low Volatility Equity Portfolio for the semi-annual reporting period ended December 31, 2023. Prior to July 5, 2023, the Fund was named AB International Strategic Core Portfolio.

At meetings held on October 31—November 2, 2023, the Board of Directors of the Company (the “Board”) approved the reorganization of the Portfolio into a newly-created exchange-traded fund (“ETF”) (the “Conversion”), which will be managed by AllianceBernstein L.P. (the “Adviser”). Pursuant to an Agreement and Plan of Acquisition and Termination (the “Plan”), the Portfolio will be converted into an ETF (the “Acquiring Portfolio”), a newly created series of AB Active ETFs, Inc., with an identical investment objective, and identical fundamental investment policies and investment strategies as the Portfolio. The closing date of the Conversion is expected to occur on or about July 12, 2024. In connection with the Conversion, the assets and liabilities of the Portfolio will be transferred to the Acquiring Portfolio, and stockholders of the Portfolio will receive shares of the Acquiring Portfolio, equal in aggregate net asset value (“NAV”) to the NAV of their shares of the Portfolio (less cash corresponding to any fractional share amount). After the Conversion, the Portfolio will be liquidated. The Conversion does not require stockholder approval and stockholders are not being asked to vote.

The Fund’s investment objective is to seek long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO
Class A Shares		6.83%		15.29%
Class C Shares		6.57%		14.54%
Advisor Class Shares1		6.96%		15.55%
Class Z Shares1		6.96%		15.55%
MSCI EAFE Index (net)		5.88%		18.24%

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.

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.

2 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its benchmark, the Morgan Stanley Capital International Europe, Australasia and the Far East (“MSCI EAFE”) Index (net), for the six- and 12-month periods ended December 31, 2023.

All share classes of the Fund outperformed the benchmark for the six-month period, before sales charges. Overall security selection drove outperformance, relative to the benchmark. Security selection within health care and industrials contributed the most, while selection in communication services and financials detracted. Sector selection also contributed. Gains from underweights to consumer discretionary and consumer staples offset losses from underweights to materials and real estate. Country allocation (a result of bottom-up security analysis combined with fundamental research) detracted, led by an underweight to Australia; an overweight to Canada contributed.

For the 12-month period, all share classes of the Fund underperformed the benchmark. Overall security selection was negative. Security selection within financials and communication services detracted most, while selection in health care and consumer staples contributed. Sector selection was positive. Gains from an overweight to technology and an underweight to consumer staples helped offset losses from an underweight to consumer discretionary and an overweight to financials. Country selection detracted from performance. An underweight to Japan detracted most, while an underweight to the UK contributed.

The Fund used derivatives in the form of currency forwards for hedging purposes, which detracted from absolute performance for the 12-month period and added for the six-month period, and futures for investment purposes, which added to absolute performance for the 12-month period.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened consid-

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 3

erably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth-and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team (the “Team”) continues to look for companies that offer a combination of quality and stability at attractive prices, the three core elements that underpin the Team’s investment philosophy in good and bad times. For long-term, outcome-oriented investors, the Team believes that companies with these features are best positioned to deliver strong returns through changing environments.

INVESTMENT POLICIES

The Adviser seeks to achieve the Fund’s investment objective by investing, under normal circumstances, primarily in common stocks of non-US companies, and in companies in at least three countries other than the United States.

The Fund invests in companies that are determined by the Adviser to offer favorable long-term sustainable profitability, price stability and attractive valuations. The Adviser employs an integrated approach that combines both fundamental and quantitative research to identify attractive investment opportunities. Factors that the Adviser considers in this regard include: a company’s record and projections of profitability, accuracy and availability of information with respect to the company, success and experience of management, competitive advantage, low stock price volatility, and liquidity of the company’s securities. The Adviser compares these results to the characteristics of the general stock markets to determine the relative attractiveness of each company at a given time. The Adviser weighs economic, political and market factors in making investment decisions. The Adviser seeks to manage the Fund so that it is subject to less share price volatility than many other international mutual funds, although there can be no guarantee that the Adviser will be successful in this regard.

The Fund primarily invests in mid- and large-capitalization companies, which are currently defined for the Fund as companies that have market capitalizations of $1.5 billion or more. The Fund’s holdings of non-US companies will generally include some companies located in emerging markets.

Fluctuations in currency exchange rates can have a dramatic impact on the returns of equity securities. The Adviser may adjust the foreign currency exposure resulting from the Fund’s security positions through the use of currency-related derivatives, primarily in an effort to minimize the currency risk to which the Fund is subject. However, the Adviser is not required to use such derivatives.

4 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

DISCLOSURES AND RISKS

Benchmark Disclosure

The MSCI EAFE Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The MSCI EAFE Index (net, free float-adjusted market capitalization weighted) represents the equity market performance of developed markets, excluding the US and Canada. 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, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

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. These risks may be heightened with respect to investments in emerging-market countries, where there may be an increased amount of economic, political and social instability.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

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

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset,

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 5

DISCLOSURES AND RISKS (continued)

reference rate or index, which could cause the Fund to suffer a (potentially unlimited) loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

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 for the Fund, 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 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. Net asset value (“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.

6 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

HISTORICAL PERFORMANCE

AVERAGE SEMI-ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		15.29%		10.40%
5 Years		5.94%		5.03%
Since Inception1		4.75%		4.22%
CLASS C SHARES
1 Year		14.54%		13.54%
5 Years		5.16%		5.16%
Since Inception1		3.98%		3.98%
ADVISOR CLASS SHARES2
1 Year		15.55%		15.55%
5 Years		6.20%		6.20%
Since Inception1		5.01%		5.01%
CLASS Z SHARES2
1 Year		15.55%		15.55%
Since Inception1		3.92%		3.92%

The Fund’s prospectus fee table shows the Fund’s total annual operating expense ratios as 1.01%, 1.78%, 0.76% and 0.76% for Class A, Class C, Advisor Class and Class Z shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursements reduced the Fund’s total annual operating expense ratios (excluding acquired fund fees and expenses, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) to 1.74% for Class C shares. These waivers/reimbursements may not be terminated before October 31, 2024, and may be extended by the Adviser for one-year terms. 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.

1 Inception dates: 7/29/2015 for all share classes except Class Z; 11/20/2019 for Class Z shares.

2 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.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		10.40%
5 Years		5.03%
Since Inception1		4.22%
CLASS C SHARES
1 Year		13.54%
5 Years		5.16%
Since Inception1		3.98%
ADVISOR CLASS SHARES2
1 Year		15.55%
5 Years		6.20%
Since Inception1		5.01%
CLASS Z SHARES2
1 Year		15.55%
Since Inception1		3.92%

1 Inception dates: 7/29/2015 for all share classes except Class Z; 11/20/2019 for Class Z shares.

2 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.

8 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

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 July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*
Class A
Actual	$	1,000	$	1,068.30	$	5.20		1.00	%
Hypothetical**	$	1,000	$	1,020.11	$	5.08		1.00	%
Class C
Actual	$	1,000	$	1,065.70	$	7.89		1.52	%
Hypothetical**	$	1,000	$	1,017.50	$	7.71		1.52	%
Advisor Class
Actual	$	1,000	$	1,069.60	$	3.90		0.75	%
Hypothetical**	$	1,000	$	1,021.37	$	3.81		0.75	%
Class Z
Actual	$	1,000	$	1,069.60	$	3.90		0.75	%
Hypothetical**	$	1,000	$	1,021.37	$	3.81		0.75	%

* Expenses are equal to the classes’ annualized expense ratios multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

10 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $716.9

1 The Fund’s sector and country breakdowns are expressed as a percentage of total investments 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 2.3% or less in the following: Australia, Austria, Belgium, Israel, Norway, Portugal, Spain and Taiwan

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

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PORTFOLIO SUMMARY (continued)

December 31, 2023 (unaudited)

TEN LARGEST HOLDINGS¹

Company	U.S. $ Value		Percent of Net Assets
Novo Nordisk A/S – Class B	$	25,483,634		3.6	%
Shell PLC		23,237,962		3.2
Constellation Software, Inc./Canada		21,585,269		3.0
Wolters Kluwer NV		19,999,535		2.8
RELX PLC (London)		17,605,297		2.5
Sanofi		16,323,765		2.3
Oversea-Chinese Banking Corp., Ltd.		14,570,004		2.0
Sumitomo Mitsui Financial Group, Inc.		14,417,912		2.0
Schneider Electric SE		13,358,475		1.9
Royal Bank of Canada		12,907,000		1.8
	$	179,488,853		25.1	%

1 Long-term investments.

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PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 98.0%
Financials – 21.8%
Banks – 11.4%
Bank Leumi Le-Israel BM		672,169	$	5,409,500
DBS Group Holdings Ltd.		353,000		8,926,958
KBC Group NV		60,236		3,909,276
Mitsubishi UFJ Financial Group, Inc.		743,200		6,378,244
Nordea Bank Abp		890,613		11,111,389
Oversea-Chinese Banking Corp., Ltd.		1,480,780		14,570,004
Royal Bank of Canada		127,630		12,907,000
Sumitomo Mitsui Financial Group, Inc.		296,300		14,417,912
Toronto-Dominion Bank (The)		56,675		3,662,136
				81,292,419
Capital Markets – 3.4%
Euronext NV(a)		76,395		6,639,231
IG Group Holdings PLC		376,073		3,665,398
London Stock Exchange Group PLC		76,800		9,078,647
Singapore Exchange Ltd.		686,500		5,107,141
				24,490,417
Insurance – 7.0%
AIA Group Ltd.		565,000		4,917,129
AXA SA		325,615		10,633,432
Medibank Pvt Ltd.		2,508,062		6,088,997
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen (REG)		26,528		11,004,180
NN Group NV		172,715		6,825,846
Sampo Oyj		248,788		10,899,978
				50,369,562
				156,152,398
Industrials – 20.1%
Aerospace & Defense – 2.1%
BAE Systems PLC		727,678		10,300,273
Safran SA		29,236		5,154,611
				15,454,884
Commercial Services & Supplies – 0.6%
Secom Co., Ltd.		60,200		4,330,804
Construction & Engineering – 1.9%
INFRONEER Holdings, Inc.		783,500		7,785,720
Stantec, Inc.		77,248		6,201,760
				13,987,480
Electrical Equipment – 3.5%
Prysmian SpA		251,977		11,486,387
Schneider Electric SE		66,359		13,358,475
				24,844,862

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Ground Transportation – 1.1%
Canadian National Railway Co.		64,608	$	8,120,797
Industrial Conglomerates – 0.8%
Siemens AG (REG)		29,332		5,502,956
Machinery – 0.6%
ANDRITZ AG		66,890		4,161,425
Marine Transportation – 1.5%
Kuehne & Nagel International AG (REG)		30,453		10,509,238
Professional Services – 8.0%
Experian PLC		259,914		10,603,279
MEITEC Group Holdings, Inc.		448,400		8,971,737
RELX PLC (London)		443,751		17,605,297
Wolters Kluwer NV		140,575		19,999,535
				57,179,848
				144,092,294
Information Technology – 13.4%
IT Services – 4.4%
Amdocs Ltd.		96,282		8,462,225
BIPROGY, Inc.		235,800		7,371,303
CGI, Inc.(b)		48,199		5,163,464
Nomura Research Institute Ltd.		298,700		8,675,063
Otsuka Corp.		46,900		1,930,168
				31,602,223
Semiconductors & Semiconductor Equipment – 2.3%
ASML Holding NV		11,479		8,665,352
Taiwan Semiconductor Manufacturing Co., Ltd.		400,000		7,668,621
				16,333,973
Software – 5.1%
Constellation Software, Inc./Canada		8,706		21,585,269
Nice Ltd.(b)		25,340		5,039,588
SAP SE		65,171		10,031,225
				36,656,082
Technology Hardware, Storage & Peripherals – 1.6%
Logitech International SA (REG)		124,000		11,790,960
				96,383,238
Health Care – 12.0%
Health Care Providers & Services – 2.1%
Fresenius SE & Co. KGaA		302,658		9,381,050
Galenica AG(a)		66,061		5,714,557
				15,095,607

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Pharmaceuticals – 9.9%
Chugai Pharmaceutical Co., Ltd.		204,300	$	7,718,118
Novartis AG (REG)		96,354		9,732,764
Novo Nordisk A/S – Class B		245,907		25,483,634
Roche Holding AG (Genusschein)		39,487		11,478,617
Sanofi		164,268		16,323,765
				70,736,898
				85,832,505
Consumer Discretionary – 7.6%
Automobiles – 1.7%
Honda Motor Co., Ltd.		1,174,600		12,116,255
Hotels, Restaurants & Leisure – 2.4%
Amadeus IT Group SA		74,785		5,371,175
Booking Holdings, Inc.(b)		1,090		3,866,470
Compass Group PLC		307,849		8,423,774
				17,661,419
Leisure Products – 0.7%
Bandai Namco Holdings, Inc.		242,200		4,843,575
Specialty Retail – 1.6%
Industria de Diseno Textil SA		91,240		3,981,171
ZOZO, Inc.		326,600		7,371,080
				11,352,251
Textiles, Apparel & Luxury Goods – 1.2%
LVMH Moet Hennessy Louis Vuitton SE		10,635		8,641,332
				54,614,832
Consumer Staples – 7.5%
Beverages – 0.6%
Heineken NV		42,548		4,322,854
Consumer Staples Distribution & Retail – 4.8%
Jeronimo Martins SGPS SA		232,150		5,908,340
Koninklijke Ahold Delhaize NV		378,006		10,875,782
Lawson, Inc.		171,700		8,868,731
Loblaw Cos., Ltd.		87,424		8,463,644
				34,116,497
Food Products – 0.8%
Nestle SA (REG)		52,637		6,101,675
Tobacco – 1.3%
Philip Morris International, Inc.		100,070		9,414,585
				53,955,611

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Communication Services – 7.2%
Diversified Telecommunication Services – 3.6%
BCE, Inc.		181,394	$	7,141,863
Deutsche Telekom AG (REG)		257,431		6,189,491
HKT Trust & HKT Ltd. – Class SS		6,669,000		7,962,308
Telstra Group Ltd.		1,758,431		4,751,775
				26,045,437
Entertainment – 1.2%
GungHo Online Entertainment, Inc.		352,000		5,860,054
Ubisoft Entertainment SA(b)		99,779		2,550,624
				8,410,678
Interactive Media & Services – 1.3%
Auto Trader Group PLC		636,404		5,846,420
Kakaku.com, Inc.		268,300		3,314,971
				9,161,391
Media – 1.1%
Informa PLC		838,987		8,344,904
				51,962,410
Energy – 4.8%
Oil, Gas & Consumable Fuels – 4.8%
Equinor ASA		343,310		10,880,170
Shell PLC		709,901		23,237,962
				34,118,132
Utilities – 1.4%
Electric Utilities – 1.4%
EDP – Energias de Portugal SA		589,661		2,967,765
Enel SpA		980,823		7,297,140
				10,264,905
Materials – 1.4%
Metals & Mining – 1.4%
Endeavour Mining PLC		174,530		3,905,319
Rio Tinto Ltd.		62,407		5,778,751
				9,684,070
Real Estate – 0.8%
Retail REITs – 0.8%
Link REIT		1,032,134		5,795,489
Total Common Stocks (cost $581,065,735)				702,855,884
WARRANTS – 0.0%
Information Technology – 0.0%
Software – 0.0%
Constellation Software, Inc., expiring 03/31/2040(b)(c)(d) (cost $0)		9,807		– 0	–

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
SHORT-TERM INVESTMENTS – 1.2%
Investment Companies – 1.2%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(e)(f)(g) (cost $8,229,865)		8,229,865	$	8,229,865
Total Investments – 99.2% (cost $589,295,600)				711,085,749
Other assets less liabilities – 0.8%				5,814,869
Net Assets – 100.0%			$	716,900,618

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note D)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
Australia and New Zealand Banking Group Ltd.	EUR	2,332	USD	2,463		01/10/2024	$	(111,869	)
Bank of America, NA	EUR	952	USD	1,029		01/10/2024		(22,508	)
Bank of America, NA	USD	1,368	EUR	1,287		01/10/2024		52,736
Bank of America, NA	USD	41,446	JPY	6,118,083		01/12/2024		2,007,124
Bank of America, NA	SGD	26,445	USD	19,631		01/18/2024		(421,966	)
Bank of America, NA	NOK	65,903	USD	6,078		02/16/2024		(416,014	)
Barclays Bank PLC	CAD	2,972	USD	2,179		01/10/2024		(64,242	)
Barclays Bank PLC	EUR	2,995	USD	3,244		01/10/2024		(63,207	)
Barclays Bank PLC	JPY	284,366	USD	1,916		01/12/2024		(103,527	)
Barclays Bank PLC	USD	3,023	JPY	451,636		01/12/2024		184,298
Barclays Bank PLC	USD	27,109	AUD	41,620		01/25/2024		1,274,829
Barclays Bank PLC	USD	11,490	SEK	119,678		02/16/2024		397,046
BNP Paribas SA	USD	1,053	CAD	1,404		01/10/2024		6,479
BNP Paribas SA	USD	1,344	EUR	1,233		01/10/2024		17,068
BNP Paribas SA	JPY	378,511	USD	2,667		01/12/2024		(21,627	)
BNP Paribas SA	USD	1,746	AUD	2,603		01/25/2024		29,310
Brown Brothers Harriman & Co.	CAD	7,998	USD	5,870		01/10/2024		(166,994	)
Brown Brothers Harriman & Co.	EUR	913	USD	981		01/10/2024		(27,312	)
Brown Brothers Harriman & Co.	USD	13,336	EUR	12,531		01/10/2024		501,469
Brown Brothers Harriman & Co.	JPY	730,148	USD	4,921		01/12/2024		(264,886	)
Brown Brothers Harriman & Co.	USD	6,754	JPY	987,539		01/12/2024		259,603
Brown Brothers Harriman & Co.	USD	1,034	SGD	1,375		01/18/2024		8,627
Brown Brothers Harriman & Co.	GBP	2,446	USD	3,072		01/25/2024		(46,681	)
Brown Brothers Harriman & Co.	CHF	883	USD	1,005		02/15/2024		(49,721	)
Brown Brothers Harriman & Co.	USD	2,562	CHF	2,221		02/15/2024		91,256
Brown Brothers Harriman & Co.	SEK	14,413	USD	1,379		02/16/2024		(52,109	)
Brown Brothers Harriman & Co.	USD	1,051	NOK	10,785		02/16/2024		11,776
Citibank, NA	EUR	2,505	USD	2,696		01/10/2024		(70,362	)
Citibank, NA	JPY	151,518	USD	1,050		01/12/2024		(26,525	)
Citibank, NA	USD	2,550	JPY	359,494		01/12/2024		3,475
Citibank, NA	CHF	904	USD	1,048		02/15/2024		(31,496	)
Citibank, NA	USD	13,178	CHF	11,613		02/15/2024		693,270
Citibank, NA	TWD	163,548	USD	5,248		02/26/2024		(154,289	)
Deutsche Bank AG	USD	1,792	EUR	1,658		01/10/2024		38,483
Deutsche Bank AG	USD	1,381	AUD	2,093		01/25/2024		46,711
Goldman Sachs Bank USA	EUR	1,345	USD	1,439		01/10/2024		(46,192	)
Goldman Sachs Bank USA	USD	1,509	JPY	223,216		01/12/2024		76,439
Goldman Sachs Bank USA	USD	3,417	AUD	5,304		01/25/2024		200,407

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 17

PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation (Depreciation)
HSBC Bank USA	USD	5,810	JPY	867,641		01/12/2024	$	352,517
HSBC Bank USA	ILS	17,288	USD	4,357		01/17/2024		(418,997	)
JPMorgan Chase Bank, NA	CAD	2,547	USD	1,839		01/10/2024		(83,882	)
JPMorgan Chase Bank, NA	USD	1,560	EUR	1,414		01/10/2024		913
JPMorgan Chase Bank, NA	JPY	738,431	USD	5,033		01/12/2024		(211,794	)
JPMorgan Chase Bank, NA	AUD	1,537	USD	1,005		01/25/2024		(42,893	)
Morgan Stanley Capital Services LLC	EUR	3,500	USD	3,758		01/10/2024		(107,201	)
Morgan Stanley Capital Services LLC	USD	19,450	EUR	18,264		01/10/2024		718,317
Morgan Stanley Capital Services LLC	JPY	898,305	USD	6,066		01/12/2024		(314,180	)
Morgan Stanley Capital Services LLC	USD	1,988	JPY	284,980		01/12/2024		36,171
Morgan Stanley Capital Services LLC	USD	2,348	AUD	3,523		01/25/2024		55,068
Morgan Stanley Capital Services LLC	USD	3,039	GBP	2,446		01/25/2024		79,143
Standard Chartered Bank	AUD	1,572	USD	1,034		01/25/2024		(38,200	)
UBS AG	CAD	81,847	USD	59,468		01/10/2024		(2,308,319	)
UBS AG	USD	2,186	EUR	2,013		01/10/2024		36,712
UBS AG	JPY	151,206	USD	1,037		01/12/2024		(36,679	)
UBS AG	USD	5,200	JPY	768,002		01/12/2024		254,232
							$	1,709,807

(a) Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At December 31, 2023, the aggregate market value of these securities amounted to $12,353,788 or 1.7% of net assets.

(b) Non-income producing security.

(c) Fair valued by the Adviser.

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

(e) 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.

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

(g) Affiliated investments.

Currency Abbreviations:

AUD – Australian Dollar

CAD – Canadian Dollar

CHF – Swiss Franc

EUR – Euro

GBP – Great British Pound

ILS – Israeli Shekel

JPY – Japanese Yen

NOK – Norwegian Krone

SEK – Swedish Krona

SGD – Singapore Dollar

TWD – New Taiwan Dollar

USD – United States Dollar

Glossary:

REG – Registered Shares

REIT – Real Estate Investment Trust

See notes to financial statements.

18 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value Unaffiliated issuers (cost $581,065,735)	$	702,855,884
Affiliated issuers (cost $8,229,865)		8,229,865
Foreign currencies, at value (cost $1,062,395)		1,081,505
Unrealized appreciation on forward currency exchange contracts		7,433,479
Unaffiliated dividends receivable		3,612,160
Receivable for investment securities sold		1,190,266
Receivable for capital stock sold		733,766
Affiliated dividends receivable		34,042
Receivable from Adviser		7,486
Total assets		725,178,453
Liabilities
Unrealized depreciation on forward currency exchange contracts		5,723,672
Payable for capital stock redeemed		1,973,109
Advisory fee payable		386,431
Administrative fee payable		19,350
Transfer Agent fee payable		10,216
Payable for investment securities purchased and foreign currency transactions		2,762
Distribution fee payable		1,382
Directors’ fee payable		92
Accrued expenses		160,821
Total liabilities		8,277,835
Net Assets	$	716,900,618
Composition of Net Assets
Capital stock, at par	$	5,367
Additional paid-in capital		622,561,406
Distributable earnings		94,333,845
	$	716,900,618

Net Asset Value Per Share—11 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	5,935,867		447,801	$	13.26	*
C	$	242,069		18,665	$	12.97
Advisor	$	710,662,949		53,194,795	$	13.36
Z	$	59,733		4,473	$	13.36

* The maximum offering price per share for Class A shares was $13.85, which reflects a sales charge of 4.25%.

See notes to financial statements.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 19

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $667,408)	$	6,643,312
Affiliated issuers		277,223
Securities lending income		59,973
Other income		4,375		$	6,984,883
Expenses
Advisory fee (see Note B)		2,200,843
Transfer agency—Class A		469
Transfer agency—Class C		41
Transfer agency—Advisor Class		55,826
Transfer agency—Class Z		6
Distribution fee—Class A		7,053
Distribution fee—Class C		1,147
Custody and accounting		95,223
Registration fees		50,321
Administrative		46,236
Legal		38,056
Audit and tax		34,657
Printing		13,735
Directors’ fees		12,648
Miscellaneous		15,803
Total expenses		2,572,064
Less: expenses waived and reimbursed by the Adviser (see Note B and Note E)		(31,939	)
Less: expenses waived and reimbursed by the Distributor (see Note C)		(287	)
Net expenses					2,539,838
Net investment income					4,445,045
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions					2,701,526
Forward currency exchange contracts					(3,163,281	)
Foreign currency transactions					102,252
Net change in unrealized appreciation on:
Investments					37,547,199
Forward currency exchange contracts					5,009,922
Foreign currency denominated assets and liabilities					112,643
Net gain on investment and foreign currency transactions					42,310,261
Net Increase in Net Assets from Operations				$	46,755,306

See notes to financial statements.

20 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	4,445,045		$	15,707,147
Net realized loss on investment and foreign currency transactions		(359,503	)		(12,582,047	)
Net change in unrealized appreciation on investments and foreign currency denominated assets and liabilities		42,669,764			68,432,393
Net increase in net assets from operations		46,755,306			71,557,493
Distributions to Shareholders
Class A		(118,125	)		– 0	–
Class C		(3,388	)		– 0	–
Advisor Class		(15,606,346	)		– 0	–
Class Z		(1,296	)		– 0	–
Capital Stock Transactions
Net increase		4,304,613			19,439,174
Total increase		35,330,764			90,996,667
Net Assets
Beginning of period		681,569,854			590,573,187
End of period	$	716,900,618		$	681,569,854

See notes to financial statements.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 21

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 International Low Volatility Equity Portfolio (the “Fund”) (formerly known as AB International Strategic Core Portfolio), 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 R, Class K, Class I, Class T, Class 1, and Class 2 shares are not currently being offered. At a meeting held on October 31—November 2, 2023, the Company’s Board of Directors (the “Board”) approved the reorganization of the Fund into a newly-created exchange-traded fund which will be managed by the Adviser with an identical investment objective, and identical fundamental investment policies and investment strategies as the Fund. The closing date of the conversion is expected to occur on or about July 12, 2024. 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 automatically convert to Class A shares eight years after the end of the calendar month of purchase. Advisor Class shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All 11 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are

22 ^| AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Board. Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Company’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Company’s portfolio investments, subject to the Board’s oversight.

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

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 23

NOTES TO FINANCIAL STATEMENTS (continued)

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 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)

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Financials

$

16,569,136

$

139,583,262

$

– 0

–

$

156,152,398

Industrials

24,622,830

119,469,464

– 0

–

144,092,294

Information Technology

35,210,958

61,172,280

– 0

–

96,383,238

Health Care

– 0

–

85,832,505

– 0

–

85,832,505

Consumer Discretionary

3,866,470

50,748,362

– 0

–

54,614,832

Consumer Staples

26,746,960

27,208,651

– 0

–

53,955,611

Communication Services

7,141,863

44,820,547

– 0

–

51,962,410

Energy

– 0

–

34,118,132

– 0

–

34,118,132

Utilities

– 0

–

10,264,905

– 0

–

10,264,905

Materials

– 0

–

9,684,070

– 0

–

9,684,070

Real Estate

– 0

–

5,795,489

– 0

–

5,795,489

Warrants

– 0

–

– 0

–

0

#

– 0

–

Short-Term Investments:

Short-Term Investments

8,229,865

– 0

–

– 0

–

8,229,865

Total Investments in Securities

122,388,082

588,697,667

†

0

#

711,085,749

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 25

NOTES TO FINANCIAL STATEMENTS (continued)

Investments in Securities	Level 1			Level 2			Level 3			Total
Other Financial Instruments*:
Assets
Forward Currency Exchange Contracts	$	– 0	–	$	7,433,479		$	– 0	–	$	7,433,479
Liabilities
Forward Currency Exchange Contracts		– 0	–		(5,723,672	)		– 0	–		(5,723,672	)
Total	$	122,388,082		$	590,407,474		$	0	#	$	712,795,556

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

† 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.

* 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, written options and written swaptions which are valued 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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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 .65% of the first $2.5 billion,

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 27

NOTES TO FINANCIAL STATEMENTS (continued)

.55% of the excess of $2.5 billion up to $5 billion and .50% of the excess over $5 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 (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) on an annual basis (the “Expense Caps”) to 1.00%, 1.75%, .75% and .75% of the daily average net assets for Class A, Class C, Advisor Class and Class Z shares, respectively. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $24,102. The Expense Caps may not be terminated by the Adviser before October 31, 2024.

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 six months ended December 31, 2023, the reimbursement for such services amounted to $46,236.

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 $35,622 for the six months ended December 31, 2023.

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 $23 from the sale of Class A shares and received $1 and $0 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. In connection with the investment by the Fund in Government Money Market Portfolio, the

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NOTES TO FINANCIAL STATEMENTS (continued)

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 six months ended December 31, 2023, such waiver amounted to $6,792.

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)			Dividend Income (000)
Government Money Market Portfolio	$	16,958	$	73,664	$	82,392	$	8,230		$	277
Government Money Market Portfolio*		8,781		66,861		75,642		– 0	–		15
Total							$	8,230		$	292

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

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% of the Fund’s average daily net assets attributable to Class A shares and 1% of the Fund’s average daily net assets attributable to Class C shares. There are no distribution and servicing fees on the Advisor Class and Class Z shares. As of May 1, 2023, with respect to Class C, payments to the Distributor are voluntarily being limited to .75% of the average net assets attributable to Class C. For the six months ended December 31, 2023, such waiver amounted to $287. 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 operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amount of $999 for Class C shares. 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 year 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended December 31, 2023, were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	134,841,655		$	135,047,716
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	147,082,713
Gross unrealized depreciation		(23,582,757	)
Net unrealized appreciation	$	123,499,956

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 type of derivative 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 six months ended December 31, 2023, the Fund held forward currency exchange contracts for hedging purposes.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 six months ended December 31, 2023, 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
Foreign currency contracts	Unrealized appreciation on forward currency exchange contracts	$	7,433,479	Unrealized depreciation on forward currency exchange contracts	$	5,723,672
Total		$	7,433,479		$	5,723,672

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NOTES TO FINANCIAL STATEMENTS (continued)

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)
Foreign currency contracts	Net realized gain/(loss) on forward currency exchange contracts; Net change in unrealized appreciation (depreciation) on forward currency exchange contracts	$	(3,163,281	)	$	5,009,922
Total		$	(3,163,281	)	$	5,009,922

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended December 31, 2023:

Forward Currency Exchange Contracts:
Average principal amount of buy contracts	$	159,503,552
Average principal amount of sale contracts	$	134,951,844

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 December 31, 2023. 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
Bank of America, NA	$	2,059,860	$	(860,488	)	$	– 0	–	$	– 0	–	$	1,199,372
Barclays Bank PLC		1,856,173		(230,976	)		– 0	–		– 0	–		1,625,197
BNP Paribas SA		52,857		(21,627	)		– 0	–		– 0	–		31,230
Brown Brothers Harriman & Co.		872,731		(607,703	)		– 0	–		– 0	–		265,028
Citibank, NA		696,745		(282,672	)		– 0	–		– 0	–		414,073
Deutsche Bank AG		85,194		– 0	–		– 0	–		– 0	–		85,194
Goldman Sachs Bank USA		276,846		(46,192	)		– 0	–		– 0	–		230,654
HSBC Bank USA		352,517		(352,517	)		– 0	–		– 0	–		– 0	–
JPMorgan Chase Bank, NA		913		(913	)		– 0	–		– 0	–		– 0	–
Morgan Stanley Capital Services LLC		888,699		(421,381	)		– 0	–		– 0	–		467,318
UBS AG		290,944		(290,944	)		– 0	–		– 0	–		– 0	–
Total	$	7,433,479	$	(3,115,413	)	$	– 0	–	$	– 0	–	$	4,318,066	^

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NOTES TO FINANCIAL STATEMENTS (continued)

Counterparty

Derivative Liabilities Subject to a MA

Derivatives Available for Offset

Cash Collateral Pledged*

Security Collateral Pledged*

Net Amount of Derivative Liabilities

Australia and New Zealand Banking Group Ltd.

$

111,869

$

– 0

–

$

– 0

–

$

– 0

–

$

111,869

Bank of America, NA

860,488

(860,488

)

– 0

–

– 0

–

– 0

–

Barclays Bank PLC

230,976

(230,976

)

– 0

–

– 0

–

– 0

–

BNP Paribas SA

21,627

(21,627

)

– 0

–

– 0

–

– 0

–

Brown Brothers Harriman & Co.

607,703

(607,703

)

– 0

–

– 0

–

– 0

–

Citibank, NA

282,672

(282,672

)

– 0

–

– 0

–

– 0

–

Goldman Sachs Bank USA

46,192

(46,192

)

– 0

–

– 0

–

– 0

–

HSBC Bank USA

418,997

(352,517

)

– 0

–

– 0

–

66,480

JPMorgan Chase Bank, NA

338,569

(913

)

– 0

–

– 0

–

337,656

Morgan Stanley Capital Services LLC

421,381

(421,381

)

– 0

–

– 0

–

– 0

–

Standard Chartered Bank

38,200

– 0

–

– 0

–

– 0

–

38,200

UBS AG

2,344,998

(290,944

)

– 0

–

– 0

–

2,054,054

Total

$

5,723,672

$

(3,115,413

)

$

– 0

–

$

– 0

–

$

2,608,259

^

* 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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If the Fund cannot sell or repledge any

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NOTES TO FINANCIAL STATEMENTS (continued)

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 dividend 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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NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	– 0	–	$	– 0	–	$	– 0	–	$	44,730	$	15,243	$	1,045

* As of December 31, 2023.

NOTE F

Capital Stock

Each class consists of 1,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		13,047			160,426		$	161,406		$	1,852,793
Shares issued in reinvestment of dividends		3,302			– 0	–		42,139			– 0	–
Shares converted from Class C		241			436			2,977			5,539
Shares redeemed		(21,984	)		(241,254	)		(275,973	)		(2,683,208	)
Net decrease		(5,394	)		(80,392	)	$	(69,451	)	$	(824,876	)
Class C
Shares sold		– 0	–		4,521		$	– 0	–	$	50,199
Shares issued in reinvestment of dividends		271			– 0	–		3,387			– 0	–
Shares converted to Class A		(248	)		(447	)		(2,977	)		(5,539	)
Shares redeemed		(231	)		(7,239	)		(2,767	)		(84,062	)
Net decrease		(208	)		(3,165	)	$	(2,357	)	$	(39,402	)
Advisor Class
Shares sold		4,217,697			12,082,903		$	53,388,326		$	141,898,529
Shares issued in reinvestment of dividends		953,819			– 0	–		12,266,118			– 0	–
Shares redeemed		(4,834,352	)		(10,326,401	)		(61,281,694	)		(121,633,519	)
Net increase		337,164			1,756,502		$	4,372,750		$	20,265,010

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class Z
Shares sold		312			3,060		$	3,976		$	38,930
Shares issued in reinvestment of dividends		82			– 0	–		1,049			– 0	–
Shares redeemed		(106	)		(40	)		(1,354	)		(488	)
Net increase		288			3,020		$	3,671		$	38,442

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

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 due to adverse market, economic, political, regulatory or other factors. These risks may be heightened with respect to investments in emerging market countries, where there may be an increased amount of economic, political and social instability.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

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

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, reference rate or index, which could cause the Fund to suffer a potentially unlimited loss. Derivatives, especially over-the-counter derivatives, are also

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NOTES TO FINANCIAL STATEMENTS (continued)

subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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 for the Fund, 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023			2022
Distributions paid from:
Ordinary income	$	– 0	–	$	3,484,498
Total taxable distributions paid	$	– 0	–	$	3,484,498

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	11,213,851
Accumulated capital and other losses		(27,544,068	)(a)
Unrealized appreciation (depreciation)		79,637,911	(b)
Total accumulated earnings (deficit)	$	63,307,694

(a) As of June 30, 2023, the Fund had a net capital loss carryforward of $27,544,068.

(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), and the tax deferral of losses on wash sales.

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 June 30, 2023, the Fund had a net short-term capital loss carryforward of $27,544,068, which may be carried forward for an indefinite period.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848)—Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is

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NOTES TO FINANCIAL STATEMENTS (continued)

an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.67			$ 11.36			$ 13.36			$ 11.05			$ 11.70			$ 12.04
Income From Investment Operations
Net investment income(a)(b)		.07			.26			.21			.17			.25			.27
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.79			1.05			(2.18	)		2.33			(.74	)		(.33	)
Net increase (decrease) in net asset value from operations		.86			1.31			(1.97	)		2.50			(.49	)		(.06	)
Less: Dividends and Distributions
Dividends from net investment income		(.27	)		– 0	–		(.03	)		(.19	)		(.16	)		(.16	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.12	)
Total dividends and distributions		(.27	)		– 0	–		(.03	)		(.19	)		(.16	)		(.28	)
Net asset value, end of period		$ 13.26			$ 12.67			$ 11.36			$ 13.36			$ 11.05			$ 11.70
Total Return
Total investment return based on net asset value(c)		6.83	%		11.53	%		(14.79	)%		22.81	%		(4.33	)%		(.28	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$5,936			$5,741			$6,062			$11,136			$9,439			$1,344
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements		1.00	%(d)		1.00	%		.99	%		1.04	%		1.19	%		1.20	%
Expenses, before waivers/ reimbursements		1.01	%(d)		1.01	%		.99	%		1.04	%		1.27	%		1.51	%
Net investment income(b)		1.07	%(d)		2.19	%		1.55	%		1.39	%		2.31	%		2.38	%
Portfolio turnover rate		20	%		42	%		35	%		35	%		39	%		51	%

See footnote summary on page 43.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.35			$ 11.16			$ 13.20			$ 10.91			$ 11.60			$ 11.95
Income From Investment Operations
Net investment income(a)(b)		.03			.16			.14			.09			.06			.18
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.77			1.03			(2.18	)		2.29			(.63	)		(.32	)
Net increase (decrease) in net asset value from operations		.80			1.19			(2.04	)		2.38			(.57	)		(.14	)
Less: Dividends and Distributions
Dividends from net investment income		(.18	)		– 0	–		– 0	–		(.09	)		(.12	)		(.09	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.12	)
Total dividends and distributions		(.18	)		– 0	–		– 0	–		(.09	)		(.12	)		(.21	)
Net asset value, end of period		$ 12.97			$ 12.35			$ 11.16			$ 13.20			$ 10.91			$ 11.60
Total Return
Total investment return based on net asset value(c)		6.57	%		10.66	%		(15.45	)%		21.89	%		(5.01	)%		(1.00	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$242			$233			$246			$292			$190			$218
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements		1.52	%(d)		1.74	%		1.75	%		1.79	%		1.95	%		1.95	%
Expenses, before waivers/ reimbursements		1.78	%(d)		1.78	%		1.76	%		1.81	%		2.00	%		2.28	%
Net investment income(b)		.54	%(d)		1.38	%		1.06	%		.73	%		.55	%		1.56	%
Portfolio turnover rate		20	%		42	%		35	%		35	%		39	%		51	%

See footnote summary on page 43.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 41

FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.78			$ 11.43			$ 13.46			$ 11.10			$ 11.74			$ 12.06
Income From Investment Operations
Net investment income(a)(b)		.08			.30			.26			.21			.20			.32
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.80			1.05			(2.22	)		2.35			(.67	)		(.34	)
Net increase (decrease) in net asset value from operations		.88			1.35			(1.96	)		2.56			(.47	)		(.02	)
Less: Dividends and Distributions
Dividends from net investment income		(.30	)		– 0	–		(.07	)		(.20	)		(.17	)		(.18	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–		(.12	)
Total dividends and distributions		(.30	)		– 0	–		(.07	)		(.20	)		(.17	)		(.30	)
Net asset value, end of period		$ 13.36			$ 12.78			$ 11.43			$ 13.46			$ 11.10			$ 11.74
Total Return
Total investment return based on net asset value(c)		6.96	%		11.81	%		(14.66	)%		23.26	%		(4.14	)%		.06	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$710,663			$675,542			$584,252			$656,592			$436,143			$201,875
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements		.75	%(d)		.75	%		.74	%		.78	%		.95	%		.95	%
Expenses, before waivers/ reimbursements		.76	%(d)		.76	%		.75	%		.79	%		.99	%		1.26	%
Net investment income(b)		1.32	%(d)		2.51	%		1.96	%		1.70	%		1.74	%		2.80	%
Portfolio turnover rate		20	%		42	%		35	%		35	%		39	%		51	%

See footnote summary on page 43.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class Z
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,									November 20, 2019(e) to June 30, 2020
				2023			2022			2021
Net asset value, beginning of period		$ 12.78			$ 11.43			$ 13.45			$ 11.10			$ 12.09
Income From Investment Operations
Net investment income(a)(b)		.08			.40			.26			.16			.12
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.80			.95			(2.21	)		2.39			(.94	)
Net increase (decrease) in net asset value from operations		.88			1.35			(1.95	)		2.55			(.82	)
Less: Dividends
Dividends from net investment income		(.30	)		– 0	–		(.07	)		(.20	)		(.17	)
Net asset value, end of period		$ 13.36			$ 12.78			$ 11.43			$ 13.45			$ 11.10
Total Return
Total investment return based on net asset value(c)		6.96	%		11.81	%		(14.60	)%		23.17	%		(6.91	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$60			$54			$13			$12			$9
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements		.75	%(d)		.75	%		.74	%		.79	%		.93	%(d)
Expenses, before waivers/ reimbursements		.77	%(d)		.76	%		.74	%		.80	%		.97	%(d)
Net investment income(b)		1.31	%(d)		3.27	%		1.93	%		1.35	%		1.76	%(d)
Portfolio turnover rate		20	%		42	%		35	%		35	%		39	%

(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) Annualized.

(e) Commencement of distribution.

See notes to financial statements.

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BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

Kent W. Hargis⁽²⁾, Vice President Brian Holland⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent Brown Brothers Harriman & Co. 50 Post Office Square Boston, MA 02110     Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

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 Strategic Core Investment Team. Messrs. Hargis and Holland are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

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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 2024, which covered the period January 1, 2023 through December 31, 2023 (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,

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 45

and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

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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 International Strategic Core Portfolio (the “Fund”)¹ at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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

¹  Effective July 5, 2023, the Fund changed its name to AB International Low Volatility Equity Portfolio.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 47

as the directors considered relevant in the exercise of their business 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. Reimbursements, to extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

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Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 Adviser’s profitability would be somewhat lower 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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended February 28, 2023 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 took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 49

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 Vice President and 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 also compared the advisory fee rate for the Fund with that for another fund advised by the Adviser utilizing similar investment strategies.

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.

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

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coordinating services provided to the Fund by others. Based on their review, 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 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.

abfunds.com AB INTERNATIONAL LOW VOLATILITY EQUITY PORTFOLIO  ^| 51

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

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AB INTERNATIONAL LOW VOLATILITY EQUITY

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

ILVE-0152-1223    

DEC^12.31.23

SEMI-ANNUAL REPORT

AB SELECT US EQUITY PORTFOLIO

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. 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 Select US Equity Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 1

SEMI-ANNUAL REPORT

February 9, 2024

This report provides management’s discussion of fund performance for the AB Select US Equity Portfolio for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB SELECT US EQUITY PORTFOLIO
Class A Shares		7.06%		18.74%
Class C Shares		6.63%		17.82%
Advisor Class Shares1		7.15%		18.96%
Class R Shares1		6.88%		18.38%
Class K Shares1		6.97%		18.63%
Class I Shares1		7.16%		19.02%
S&P 500 Index		8.04%		26.29%

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.

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 with its benchmark, the Standard & Poor’s (“S&P”) 500 Index, for the six- and 12-month periods ended December 31, 2023.

During both periods, all share classes underperformed the benchmark, before sales charges. For the six-month period, sector selection detracted from performance, relative to the benchmark. From a sector selection perspective, an underweight to technology and an overweight to the Fund’s transactional cash balance and health care detracted, while an overweight to financials and underweights to materials and consumer discretionary contributed. Security selection within health care, energy and technology detracted from returns, while selection within consumer discretionary, financials and communication services contributed.

During the 12-month period, an underweight to technology and overweights to energy and financials detracted from relative performance, while

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underweights to real estate, utilities and materials contributed. Security selection within industrials, health care and energy detracted from returns, while selection within technology, financials and consumer staples contributed.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth- and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractive risk-adjusted returns from a flexible approach unconstrained by investment style, with an intense focus on downside risk. The Team uses bottom-up analysis to find companies with growth potential, adjusting expectations based on the short-term market environment.

INVESTMENT POLICIES

Under normal circumstances, the Fund invests at least 80% of its net assets in equity securities of US companies. For purposes of this policy, equity securities include common stock, preferred stock and derivatives related to common and preferred stocks.

The Adviser selects investments for the Fund through an intensive “bottom-up” approach that places an emphasis on companies that

(continued on next page)

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are engaged in business activities with solid long-term growth potential and operating in industries with high barriers to entry, that have strong cash flows and other financial metrics, and that have transparent financial statements and business models. The Adviser also evaluates the quality of company management based on a series of criteria, including: (1) management’s focus on shareholder returns, such as through a demonstrated commitment to dividends and dividend growth, share buybacks or other shareholder-friendly corporate actions; (2) management’s employment of conservative accounting methodologies; (3) management incentives, such as direct equity ownership; and (4) management accessibility. The Adviser seeks to identify companies where events or catalysts may drive the company’s share price higher, such as earnings and/or revenue growth above consensus forecasts, potential market recognition of undervaluation or overstated market-risk discount, or the institution of shareholder-focused changes discussed in the preceding sentence. In light of this catalyst-focused approach, the Adviser expects to engage in active and frequent trading for the Fund.

The Adviser may reduce or eliminate the Fund’s holdings in a company’s securities for a number of reasons, including if its evaluation of the above factors changes adversely, if the anticipated events or catalysts do not occur or do not affect the price of the securities as expected, or if the anticipated events or catalysts do occur and cause the securities to be, in the Adviser’s view, overvalued or fully valued. At any given time the Fund may emphasize growth stocks over value stocks, or vice versa.

The Fund’s investments will be focused on securities of companies with large- and medium-market capitalizations, but it may also invest in securities of small-capitalization companies. The Fund may invest in non-US companies, but will limit its investments in such companies to no more than 10% of its net assets. The Fund may purchase securities in initial public offerings (“IPOs”) and expects to do so on a regular basis.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The S&P 500^® Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The S&P 500 Index includes 500 US stocks and is a common representation of the performance of the overall US stock market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

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

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.

IPO Risk: Securities purchased in an IPO may be subject to substantial price volatility due to one or more factors such as unseasoned trading in the securities, the lack of investor knowledge of the issuer, the lack of an operating history of the issuer, and the dependence of the issuer on key personnel, suppliers or a limited number of customers.

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 for the Fund,

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DISCLOSURES AND RISKS (continued)

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 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. Net asset value (“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

AVERAGE SEMI-ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		18.74%		13.69%
5 Years		14.58%		13.58%
10 Years		11.07%		10.58%
CLASS C SHARES
1 Year		17.82%		16.82%
5 Years		13.71%		13.71%
10 Years1		10.24%		10.24%
ADVISOR CLASS SHARES2
1 Year		18.96%		18.96%
5 Years		14.85%		14.85%
10 Years		11.35%		11.35%
CLASS R SHARES2
1 Year		18.38%		18.38%
5 Years		14.24%		14.24%
10 Years		10.75%		10.75%
CLASS K SHARES2
1 Year		18.63%		18.63%
5 Years		14.52%		14.52%
10 Years		11.00%		11.00%
CLASS I SHARES2
1 Year		19.02%		19.02%
5 Years		14.86%		14.86%
10 Years		11.36%		11.36%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.52%, 2.27%, 1.26%, 1.94%, 1.69% and 1.26% for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursements reduced the Fund’s total annual operating expense ratios (excluding acquired fund fees and expenses, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) to 1.75% and 1.50% for Class R and Class K shares, respectively. These waivers/reimbursements may not be terminated prior to October 31, 2024, and may be extended by the Adviser for additional one-year terms. 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.

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 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

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		13.69%
5 Years		13.58%
10 Years		10.58%
CLASS C SHARES
1 Year		16.82%
5 Years		13.71%
10 Years1		10.24%
ADVISOR CLASS SHARES2
1 Year		18.96%
5 Years		14.85%
10 Years		11.35%
CLASS R SHARES2
1 Year		18.38%
5 Years		14.24%
10 Years		10.75%
CLASS K SHARES2
1 Year		18.63%
5 Years		14.52%
10 Years		11.00%
CLASS I SHARES2
1 Year		19.02%
5 Years		14.86%
10 Years		11.36%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 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 July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,070.60	$	7.70		1.48	%	$	7.86		1.51	%
Hypothetical**	$	1,000	$	1,017.70	$	7.51		1.48	%	$	7.66		1.51	%
Class C
Actual	$	1,000	$	1,066.30	$	11.58		2.23	%	$	11.74		2.26	%
Hypothetical**	$	1,000	$	1,013.93	$	11.29		2.23	%	$	11.44		2.26	%
Advisor Class
Actual	$	1,000	$	1,071.50	$	6.40		1.23	%	$	6.56		1.26	%
Hypothetical**	$	1,000	$	1,018.95	$	6.24		1.23	%	$	6.39		1.26	%
Class R
Actual	$	1,000	$	1,068.80	$	9.15		1.76	%	$	9.31		1.79	%
Hypothetical**	$	1,000	$	1,016.29	$	8.92		1.76	%	$	9.07		1.79	%
Class K
Actual	$	1,000	$	1,069.70	$	7.86		1.51	%	$	8.01		1.54	%
Hypothetical**	$	1,000	$	1,017.55	$	7.66		1.51	%	$	7.81		1.54	%
Class I
Actual	$	1,000	$	1,071.60	$	6.30		1.21	%	$	6.46		1.24	%
Hypothetical**	$	1,000	$	1,019.05	$	6.14		1.21	%	$	6.29		1.24	%

* Expenses are equal to the classes’ annualized expense ratios multiplied by the average account value over the period, multiplied by 184/366 (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 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

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PORTFOLIO SUMMARY

DECEMBER 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $221.5

TEN LARGEST HOLDINGS²

Company	U.S. $ Value		Percent of Net Assets
Microsoft Corp.	$	14,370,368		6.5	%
Apple, Inc.		12,587,611		5.7
Alphabet, Inc. – Class A		9,078,174		4.1
Berkshire Hathaway, Inc. – Class B		8,914,717		4.0
Meta Platforms, Inc. – Class A		7,403,781		3.3
NVIDIA Corp.		7,136,120		3.2
Amazon.com, Inc.		7,097,421		3.2
Visa, Inc. – Class A		4,360,862		2.0
HCA Healthcare, Inc.		4,196,893		1.9
JPMorgan Chase & Co.		4,132,920		1.9
	$	79,278,867		35.8	%

1 The Fund’s sector breakdown is expressed as a percentage of total investments and may vary over time.

2 Long-term investments.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

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PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 97.7%
Information Technology – 25.1%
Communications Equipment – 1.6%
Motorola Solutions, Inc.		11,029	$	3,453,070
IT Services – 0.9%
International Business Machines Corp.		11,989		1,960,801
Semiconductors & Semiconductor Equipment – 6.9%
Advanced Micro Devices, Inc.(a)		11,228		1,655,119
Broadcom, Inc.		3,626		4,047,523
NVIDIA Corp.		14,410		7,136,120
NXP Semiconductors NV		11,165		2,564,377
				15,403,139
Software – 10.0%
Adobe, Inc.(a)		4,316		2,574,926
Microsoft Corp.		38,215		14,370,368
Oracle Corp.		26,320		2,774,918
Salesforce, Inc.(a)		9,149		2,407,468
				22,127,680
Technology Hardware, Storage & Peripherals – 5.7%
Apple, Inc.		65,380		12,587,611
				55,532,301
Financials – 16.4%
Banks – 5.8%
Bank of America Corp.		99,529		3,351,142
Fifth Third Bancorp		50,816		1,752,644
JPMorgan Chase & Co.		24,297		4,132,920
Wells Fargo & Co.		70,979		3,493,586
				12,730,292
Capital Markets – 3.3%
Charles Schwab Corp. (The)		27,439		1,887,803
Goldman Sachs Group, Inc. (The)		7,371		2,843,511
Jefferies Financial Group, Inc.		65,352		2,640,874
				7,372,188
Consumer Finance – 0.7%
American Express Co.		8,792		1,647,093
Financial Services – 6.0%
Berkshire Hathaway, Inc. – Class B(a)		24,995		8,914,717
Visa, Inc. – Class A		16,750		4,360,862
				13,275,579
Insurance – 0.6%
Progressive Corp. (The)		8,633		1,375,064
				36,400,216
Health Care – 13.6%
Biotechnology – 0.7%
Amgen, Inc.		5,133		1,478,407

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Health Care Equipment & Supplies – 2.4%
Abbott Laboratories		23,987	$	2,640,249
Stryker Corp.		8,974		2,687,354
				5,327,603
Health Care Providers & Services – 5.0%
Cigna Group (The)		7,855		2,352,180
HCA Healthcare, Inc.		15,505		4,196,893
Humana, Inc.		1,166		533,807
UnitedHealth Group, Inc.		7,554		3,976,954
				11,059,834
Life Sciences Tools & Services – 1.1%
Thermo Fisher Scientific, Inc.		4,781		2,537,707
Pharmaceuticals – 4.4%
Eli Lilly & Co.		4,205		2,451,179
Johnson & Johnson		20,480		3,210,035
Merck & Co., Inc.		36,977		4,031,232
				9,692,446
				30,095,997
Communication Services – 11.8%
Diversified Telecommunication Services – 1.0%
Comcast Corp. – Class A		50,443		2,211,926
Entertainment – 2.2%
Electronic Arts, Inc.		11,236		1,537,197
Netflix, Inc.(a)		3,300		1,606,704
Walt Disney Co. (The)		18,163		1,639,937
				4,783,838
Interactive Media & Services – 7.4%
Alphabet, Inc. – Class A(a)		64,988		9,078,174
Meta Platforms, Inc. – Class A(a)		20,917		7,403,781
				16,481,955
Wireless Telecommunication Services – 1.2%
T-Mobile US, Inc.		17,052		2,733,947
				26,211,666
Industrials – 9.1%
Aerospace & Defense – 2.0%
Boeing Co. (The)(a)		7,395		1,927,581
Northrop Grumman Corp.		3,673		1,719,478
RTX Corp.		10,437		878,169
				4,525,228
Commercial Services & Supplies – 0.6%
Republic Services, Inc.		8,760		1,444,612
Ground Transportation – 3.2%
CSX Corp.		69,955		2,425,340
Norfolk Southern Corp.		8,363		1,976,846
Union Pacific Corp.		10,982		2,697,399
				7,099,585

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Industrial Conglomerates – 1.7%
Honeywell International, Inc.		17,759	$	3,724,240
Machinery – 1.6%
Deere & Co.		2,912		1,164,421
Parker-Hannifin Corp.		4,967		2,288,297
				3,452,718
				20,246,383
Consumer Discretionary – 7.3%
Broadline Retail – 3.2%
Amazon.com, Inc.(a)		46,712		7,097,421
Hotels, Restaurants & Leisure – 2.5%
Booking Holdings, Inc.(a)		1,079		3,827,451
McDonald’s Corp.		5,828		1,728,060
				5,555,511
Specialty Retail – 1.6%
Home Depot, Inc. (The)		9,950		3,448,172
				16,101,104
Energy – 6.6%
Energy Equipment & Services – 0.8%
Schlumberger NV		31,518		1,640,197
Oil, Gas & Consumable Fuels – 5.8%
Chevron Corp.		22,329		3,330,594
EOG Resources, Inc.		27,337		3,306,410
Exxon Mobil Corp.		38,374		3,836,632
Occidental Petroleum Corp.		40,603		2,424,405
				12,898,041
				14,538,238
Consumer Staples – 4.7%
Beverages – 1.3%
PepsiCo, Inc.		16,359		2,778,413
Consumer Staples Distribution & Retail – 1.6%
Costco Wholesale Corp.		2,642		1,743,931
Walmart, Inc.		11,743		1,851,284
				3,595,215
Household Products – 1.8%
Procter & Gamble Co. (The)		27,719		4,061,942
				10,435,570
Utilities – 2.2%
Electric Utilities – 2.2%
NextEra Energy, Inc.		22,186		1,347,578
PPL Corp.		131,182		3,555,032
				4,902,610

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PORTFOLIO OF INVESTMENTS (continued)

Company		Shares		U.S. $ Value
Materials – 0.9%
Chemicals – 0.9%
Sherwin-Williams Co. (The)			6,490	$	2,024,231
Total Common Stocks (cost $136,412,888)					216,488,316
SHORT-TERM INVESTMENTS – 2.1%
Investment Companies – 2.0%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(b)(c)(d) (cost $4,504,248)			4,504,248		4,504,248
		Principal Amount (000)
Time Deposits – 0.1%
Hong Kong & Shanghai Bank, Hong Kong 4.25%, 01/02/2024	HKD		156		20,039
Royal Bank of Canada, London 2.71%, 01/02/2024	EUR		39		42,624
4.16%, 01/02/2024	GBP		60		76,542
Royal Bank of Canada, Toronto 3.79%, 01/02/2024	CAD		5		4,108
Sumitomo, Tokyo (0.34)%, 01/04/2024	JPY		1,512		10,724
Total Time Deposits (cost $154,037)					154,037
Total Short-Term Investments (cost $4,658,285)					4,658,285
Total Investments – 99.8% (cost $141,071,173)					221,146,601
Other assets less liabilities – 0.2%					366,706
Net Assets – 100.0%				$	221,513,307

(a) Non-income producing security.

(b) 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.

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

(d) Affiliated investments.

Currency Abbreviations:

CAD – Canadian Dollar

EUR – Euro

GBP – Great British Pound

HKD – Hong Kong Dollar

JPY – Japanese Yen

See notes to financial statements.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 15

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value Unaffiliated issuers (cost $136,566,925)	$	216,642,353
Affiliated issuers (cost $4,504,248)		4,504,248
Foreign currencies, at value (cost $434)		438
Receivable for investment securities sold		1,941,718
Unaffiliated dividends receivable		217,101
Receivable for capital stock sold		85,247
Affiliated dividends receivable		16,321
Receivable from Adviser		10,559
Total assets		223,417,985
Liabilities
Due to Custodian		1,287
Payable for investment securities purchased		1,493,409
Advisory fee payable		185,008
Payable for capital stock redeemed		29,464
Administrative fee payable		17,451
Distribution fee payable		12,148
Transfer Agent fee payable		8,125
Directors’ fee payable		70
Accrued expenses		157,716
Total liabilities		1,904,678
Net Assets	$	221,513,307
Composition of Net Assets
Capital stock, at par	$	1,180
Additional paid-in capital		151,635,724
Distributable earnings		69,876,403
	$	221,513,307

Net Asset Value Per Share—30 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	26,524,509		1,407,959	$	18.84	*
C	$	5,946,175		358,942	$	16.57
Advisor	$	181,487,281		9,622,171	$	18.86
R	$	2,769,117		154,945	$	17.87
K	$	974,235		52,595	$	18.52
I	$	3,811,990		205,305	$	18.57

* The maximum offering price per share for Class A shares was $19.68, which reflects a sales charge of 4.25%.

See notes to financial statements.

16 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $3,509)	$	1,617,071
Affiliated issuers		123,465
Securities lending income		5,776
Interest		3,560
Other income		509		$	1,750,381
Expenses
Advisory fee (see Note B)		1,080,623
Distribution fee—Class A		31,313
Distribution fee—Class C		34,976
Distribution fee—Class R		7,323
Distribution fee—Class K		1,178
Transfer agency—Class A		6,024
Transfer agency—Class C		1,799
Transfer agency—Advisor Class		42,259
Transfer agency—Class R		3,903
Transfer agency—Class K		974
Transfer agency—Class I		480
Custody and accounting		61,070
Registration fees		49,129
Administrative		39,541
Audit and tax		25,194
Legal		20,212
Printing		12,195
Directors’ fees		9,894
Miscellaneous		8,535
Total expenses		1,436,622
Less: expenses waived and reimbursed by the Adviser (see Note B and Note E)		(34,818	)
Less: expenses waived and reimbursed by the Distributor (see Note C)		(261	)
Net expenses					1,401,543
Net investment income					348,838
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain on:
Investment transactions					5,678,204
Foreign currency transactions					864
Net change in unrealized appreciation (depreciation) on:
Investments					8,685,283
Foreign currency denominated assets and liabilities					(2,385	)
Net gain on investment and foreign currency transactions					14,361,966
Net Increase in Net Assets from Operations				$	14,710,804

See notes to financial statements.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 17

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	348,838		$	824,361
Net realized gain on investment and foreign currency transactions		5,679,068			1,567,526
Net change in unrealized appreciation on investments and foreign currency denominated assets and liabilities		8,682,898			27,592,038
Contributions from Affiliates (see Note B)		– 0	–		494
Net increase in net assets from operations		14,710,804			29,984,419
Distributions to Shareholders
Class A		(557,213	)		(1,334,256	)
Class C		(144,095	)		(562,346	)
Advisor Class		(4,153,366	)		(10,451,005	)
Class R		(60,109	)		(166,354	)
Class K		(20,208	)		(62,224	)
Class I		(88,363	)		(239,806	)
Capital Stock Transactions
Net decrease		(8,317,989	)		(5,989,120	)
Total increase		1,369,461			11,179,308
Net Assets
Beginning of period		220,143,846			208,964,538
End of period	$	221,513,307		$	220,143,846

See notes to financial statements.

18 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Select US Equity 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 T, Class 1, and Class 2 shares. Class B, Class T, Class 1, and Class 2 shares are not currently being offered. At a meeting held on October 31-November 2, 2023, the Company’s Board of Directors (the “Board”) approved the discontinuance of the offering of Class K and Class R shares of the Fund to new investors and the liquidation of the assets corresponding to such classes. The Fund expects to make liquidating distributions to shareholders in these classes based on net asset value by July 31, 2024. 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 automatically convert to Class A shares eight 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 10 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 19

NOTES TO FINANCIAL STATEMENTS (continued)

unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Board. Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Company’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Company’s portfolio investments, subject to the Board’s oversight.

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

20 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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 exe-

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 21

NOTES TO FINANCIAL STATEMENTS (continued)

cuted 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 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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks^

$

216,488,316

– 0

–

$

– 0

–

$

216,488,316

Short-Term Investments:

Investment Companies

4,504,248

– 0

–

– 0

–

4,504,248

Time Deposits

– 0

–

154,037

– 0

–

154,037

Total Investments in Securities

220,992,564

154,037

– 0

–

221,146,601

Other Financial Instruments*

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

220,992,564

$

154,037

$

– 0

–

$

221,146,601

^ See Portfolio of Investments for sector classifications.

* 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, written options and written swaptions which are valued 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

22 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 23

NOTES TO FINANCIAL STATEMENTS (continued)

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 1.00% of the Fund’s average daily net assets. The fee is accrued daily and paid monthly. As of October 1, 2023, the Adviser has voluntarily agreed to waive the advisory fee by an amount equal to .05% of the Fund’s daily average net asset. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $26,617. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs), on an annual basis (the “Expense Caps”) to 1.50%, 2.25%, 1.25%, 1.75%, 1.50% and 1.25% of the daily average net assets for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $5,041. The Expense Caps may not be terminated before October 31, 2024. Prior to November 1, 2023, the Adviser had agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs), on an

annual basis (the “Expense Caps”) to 1.55%, 2.30%, 1.30%, 1.80%, 1.55% and 1.30% of the daily average net assets for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively.

24 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 six months ended December 31, 2023, the reimbursement for such services amounted to $39,541.

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 $17,766 for the six months ended December 31, 2023.

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 $718 from the sale of Class A shares and received $56 and $500 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $3,137.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 25

NOTES TO FINANCIAL STATEMENTS (continued)

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)			Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)			Dividend Income (000)
Government Money Market Portfolio	$	5,719		$	29,502	$	30,717	$	4,504		$	123
Government Money Market Portfolio*		– 0	–		2,549		2,549		– 0	–		0	**
Total								$	4,504		$	123

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

** Amount is less than $500.

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% 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. There are no distribution and servicing fees on Advisor Class and Class I shares. From November 1, 2021 to July 31, 2023, with respect to Class R shares, payments to the Distributor were voluntarily limited to .40% of the average daily net assets attributable to Class R shares. For the six months ended December 31, 2023, such waiver amounted to $261. The fees are accrued daily and paid monthly. Payments under the Agreement in respect of Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. 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 $135,128, $6,952 and $3,217 for Class C, Class R and Class K 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 year 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended December 31, 2023, were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	156,595,269		$	169,348,538
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	80,095,263
Gross unrealized depreciation		(19,835	)
Net unrealized appreciation	$	80,075,428

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 Fund did not engage in derivative transactions for the six months ended December 31, 2023.

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).

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NOTES TO FINANCIAL STATEMENTS (continued)

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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If 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 dividend 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

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NOTES TO FINANCIAL STATEMENTS (continued)

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.

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	– 0 –	$	– 0 –	$	– 0 –	$	5,759	$	17	$	23

* As of December 31, 2023.

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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		40,925			385,825		$	741,083		$	6,444,562
Shares issued in reinvestment of dividends and distributions		28,669			76,165			516,033			1,247,584
Shares converted from Class C		95,336			50,404			1,725,570			856,259
Shares redeemed		(122,728	)		(346,321	)		(2,226,287	)		(5,852,877	)
Net increase		42,202			166,073		$	756,399		$	2,695,528
Class C
Shares sold		11,957			164,383		$	187,971		$	2,482,575
Shares issued in reinvestment of distributions		7,659			34,024			121,322			495,053
Shares converted to Class A		(107,999	)		(56,686	)		(1,725,570	)		(856,259	)
Shares redeemed		(74,592	)		(134,392	)		(1,180,332	)		(2,014,514	)
Net increase (decrease)		(162,975	)		7,329		$	(2,596,609	)	$	106,855

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Advisor Class
Shares sold		336,915			1,739,624		$	6,104,364		$	29,824,643
Shares issued in reinvestment of dividends and distributions		216,522			435,669			3,901,723			7,144,971
Shares redeemed		(883,606	)		(2,848,076	)		(15,898,024	)		(47,760,947	)
Net decrease		(330,169	)		(672,783	)	$	(5,891,937	)	$	(10,791,333	)
Class R
Shares sold		4,519			163,421		$	77,112		$	2,533,901
Shares issued in reinvestment of dividends and distributions		3,509			10,640			59,935			165,877
Shares redeemed		(31,355	)		(4,119	)		(529,273	)		(64,452	)
Net increase (decrease)		(23,327	)		169,942		$	(392,226	)	$	2,635,326
Class K
Shares sold		10,763			33,181		$	195,342		$	537,082
Shares issued in reinvestment of dividends and distributions		1,142			3,860			20,208			62,224
Shares redeemed		(18,145	)		(58,821	)		(312,177	)		(967,771	)
Net decrease		(6,240	)		(21,780	)	$	(96,627	)	$	(368,465	)
Class I
Shares sold		55			– 0	–	$	977			– 0	–
Shares issued in reinvestment of dividends and distributions		4,981			14,849			88,363			239,806
Shares redeemed		(10,451	)		(31,412	)		(186,329	)		(506,837	)
Net decrease		(5,415	)		(16,563	)	$	(96,989	)	$	(267,031	)

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

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NOTES TO FINANCIAL STATEMENTS (continued)

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

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

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.

IPO Risk—Securities purchased in an IPO may be subject to substantial price volatility due to one or more factors such as unseasoned trading in the securities, the lack of investor knowledge of the issuer, the lack of an operating history of the issuer, and the dependence of the issuer on key personnel, suppliers or a limited number of customers.

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial

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NOTES TO FINANCIAL STATEMENTS (continued)

instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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 for the Fund, 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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023		2022
Distributions paid from:
Ordinary income	$	866,023	$	21,460,603
Net long-term capital gains		11,949,968		23,442,395
Total taxable distributions paid	$	12,815,991	$	44,902,998

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NOTES TO FINANCIAL STATEMENTS (continued)

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	330,573
Undistributed capital gains		1,541,487
Unrealized appreciation (depreciation)		58,316,893	(a)
Total accumulated earnings (deficit)	$	60,188,953

(a) The differences between book-basis and tax-basis unrealized appreciation (depreciation) are attributable primarily to the tax deferral of losses on wash sales.

For tax purposes, net 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 June 30, 2023, the Fund did not have any capital loss carryforwards.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 17.99			$ 16.56			$ 22.32			$ 16.19			$ 16.81			$ 17.15
Income From Investment Operations
Net investment income (loss)(a)(b)		.01			.03			.02			(.03	)		.05			.05
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.24			2.42			(1.06	)		6.76			.68			1.32
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.25			2.45			(1.04	)		6.73			.73			1.37
Less: Dividends and Distributions
Dividends from net investment income		(.02	)		(.04	)		– 0	–		– 0	–		(.07	)		(.05	)
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Total dividends and distributions		(.40	)		(1.02	)		(4.72	)		(.60	)		(1.35	)		(1.71	)
Net asset value, end of period		$ 18.84			$ 17.99			$ 16.56			$ 22.32			$ 16.19			$ 16.81
Total Return
Total investment return based on net asset value(d)*		7.06	%		15.38	%		(8.03	)%		42.31	%		4.18	%		9.08	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$26,525			$24,574			$19,869			$18,875			$11,699			$10,765
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		1.48	%(e)		1.51	%		1.47	%		1.51	%		1.53	%		1.50	%
Expenses, before waivers/reimbursements†		1.51	%(e)		1.52	%		1.47	%		1.51	%		1.53	%		1.50	%
Net investment income (loss)(b)		.15	%(e)		.20	%		.08	%		(.13	)%		.28	%		.28	%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 15.91			$ 14.83			$ 20.57			$ 15.07			$ 15.78			$ 16.28
Income From Investment Operations
Net investment loss(a)(b)		(.05	)		(.08	)		(.13	)		(.16	)		(.07	)		(.07	)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.09			2.14			(.89	)		6.26			.64			1.23
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.04			2.06			(1.02	)		6.10			.57			1.16
Less: Distributions
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Net asset value, end of period		$ 16.57			$ 15.91			$ 14.83			$ 20.57			$ 15.07			$ 15.78
Total Return
Total investment return based on net asset value(d)*		6.63	%		14.49	%		(8.69	)%		41.25	%		3.36	%		8.27	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$5,946			$8,303			$7,629			$9,319			$8,437			$11,463
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		2.23	%(e)		2.27	%		2.22	%		2.26	%		2.27	%		2.25	%
Expenses, before waivers/reimbursements†		2.26	%(e)		2.27	%		2.22	%		2.27	%		2.28	%		2.25	%
Net investment loss(b)		(.63	)%(e)		(.55	)%		(.68	)%		(.88	)%		(.45	)%		(.47	)%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

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FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 18.03			$ 16.59			$ 22.32			$ 16.17			$ 16.78			$ 17.14
Income From Investment Operations
Net investment income(a)(b)		.04			.08			.07			.03			.09			.09
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.23			2.42			(1.07	)		6.74			.69			1.31
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.27			2.50			(1.00	)		6.77			.78			1.40
Less: Dividends and Distributions
Dividends from net investment income		(.06	)		(.08	)		(.01	)		(.02	)		(.11	)		(.10	)
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Total dividends and distributions		(.44	)		(1.06	)		(4.73	)		(.62	)		(1.39	)		(1.76	)
Net asset value, end of period		$ 18.86			$ 18.03			$ 16.59			$ 22.32			$ 16.17			$ 16.78
Total Return
Total investment return based on net asset value(d)*		7.15	%		15.68	%		(7.82	)%		42.63	%		4.44	%		9.34	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$181,487			$179,438			$176,306			$181,782			$172,643			$196,566
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		1.23	%(e)		1.26	%		1.22	%		1.26	%		1.27	%		1.25	%
Expenses, before waivers/reimbursements†		1.26	%(e)		1.26	%		1.22	%		1.26	%		1.27	%		1.25	%
Net investment income(b)		.39	%(e)		.46	%		.33	%		.13	%		.54	%		.53	%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class R
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 17.09			$ 15.85			$ 21.60			$ 15.73			$ 16.37			$ 16.76
Income From Investment Operations
Net investment income (loss)(a)(b)		(.01	)		(.01	)		(.05	)		(.08	)		.00	(c)		(.00	)(c)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.17			2.29			(.98	)		6.55			.67			1.28
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.16			2.28			(1.03	)		6.47			.67			1.28
Less: Dividends and Distributions
Dividends from net investment income		– 0	–		(.06	)		– 0	–		– 0	–		(.03	)		(.01	)
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Total dividends and distributions		(.38	)		(1.04	)		(4.72	)		(.60	)		(1.31	)		(1.67	)
Net asset value, end of period		$ 17.87			$ 17.09			$ 15.85			$ 21.60			$ 15.73			$ 16.37
Total Return
Total investment return based on net asset value(d)*		6.88	%		15.00	%		(8.32	)%		41.95	%		3.87	%		8.77	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$2,769			$3,047			$132			$54			$23			$19
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		1.76	%(e)		1.80	%		1.80	%		1.80	%		1.80	%		1.78	%
Expenses, before waivers/reimbursements†		1.98	%(e)		1.94	%		1.97	%		1.88	%		1.86	%		1.78	%
Net investment income (loss)(b)		(.15	)%(e)		(.06	)%		(.26	)%		(.43	)%		.01	%		(.02	)%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class K
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 17.70			$ 16.27			$ 22.02			$ 15.99			$ 16.59			$ 16.92
Income From Investment Operations
Net investment income (loss)(a)(b)		.01			.02			(.00	)(c)		(.03	)		.04			.03
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.21			2.39			(1.03	)		6.66			.68			1.30
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.22			2.41			(1.03	)		6.63			.72			1.33
Less: Dividends and Distributions
Dividends from net investment income		(.02	)		– 0	–		– 0	–		– 0	–		(.04	)		– 0	–
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Total dividends and distributions		(.40	)		(.98	)		(4.72	)		(.60	)		(1.32	)		(1.66	)
Net asset value, end of period		$ 18.52			$ 17.70			$ 16.27			$ 22.02			$ 15.99			$ 16.59
Total Return
Total investment return based on net asset value(d)*		6.97	%		15.38	%		(8.15	)%		42.28	%		4.16	%		8.99	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$974			$1,041			$1,312			$1,404			$1,028			$875
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		1.51	%(e)		1.55	%		1.55	%		1.55	%		1.55	%		1.55	%
Expenses, before waivers/reimbursements†		1.66	%(e)		1.69	%		1.65	%		1.69	%		1.70	%		1.66	%
Net investment income (loss)(b)		.10	%(e)		.14	%		(.00	)%(c)		(.17	)%		.26	%		.18	%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class I
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 17.75			$ 16.35			$ 22.06			$ 15.99			$ 16.60			$ 16.97
Income From Investment Operations
Net investment income(a)(b)		.04			.08			.06			.02			.09			.09
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.22			2.38			(1.04	)		6.67			.68			1.30
Contributions from Affiliates		– 0	–		.00	(c)		– 0	–		– 0	–		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		1.26			2.46			(.98	)		6.69			.77			1.39
Less: Dividends and Distributions
Dividends from net investment income		(.06	)		(.08	)		(.01	)		(.02	)		(.10	)		(.10	)
Distributions from net realized gain on investment and foreign currency transactions		(.38	)		(.98	)		(4.72	)		(.60	)		(1.28	)		(1.66	)
Total dividends and distributions		(.44	)		(1.06	)		(4.73	)		(.62	)		(1.38	)		(1.76	)
Net asset value, end of period		$ 18.57			$ 17.75			$ 16.35			$ 22.06			$ 15.99			$ 16.60
Total Return
Total investment return based on net asset value(d)*		7.16	%		15.72	%		(7.82	)%		42.62	%		4.45	%		9.38	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$3,812			$3,741			$3,717			$5,340			$4,244			$5,401
Ratio to average net assets of:
Expenses, net of waivers/reimbursements†		1.21	%(e)		1.26	%		1.21	%		1.26	%		1.26	%		1.23	%
Expenses, before waivers/reimbursements†		1.24	%(e)		1.26	%		1.22	%		1.26	%		1.27	%		1.24	%
Net investment income(b)		.42	%(e)		.45	%		.32	%		.13	%		.56	%		.55	%
Portfolio turnover rate		74	%		205	%		197	%		148	%		183	%		209	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.03	%(e)		.00	%		.00	%		.00	%		.00	%		.02	%

See footnote summary on page 40.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 39

FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

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

(c) Amount is less than $0.005.

(d) 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.

(e) Annualized.

* Includes the impact of proceeds received, and credited to the Fund resulting from class action settlements, which enhanced the performance of each share class, for the years ended June 30, 2022 and June 30, 2020 by 0.02% and 0.03%, respectively.

See notes to financial statements.

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BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

Kurt A. Feuerman⁽²⁾, Vice President Anthony Nappo⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent Brown Brothers Harriman & Co. 50 Post Office Square Boston, MA 02110   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278 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 Select Equity Portfolios Investment Team. Messrs. Feuerman and Nappo are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 41

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 2024, which covered the period January 1, 2023 through December 31, 2023 (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, and has operated effectively since its inception. No material exceptions

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have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 43

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 Select US Equity Portfolio (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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

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as the directors considered relevant in the exercise of their business 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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 45

Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 Adviser’s profitability would be somewhat lower 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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended February 28, 2023 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 advisory fee rate with a peer group median and discussed with the Adviser the reasons it was above the median. The directors also took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

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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 a report from the Fund’s Senior Vice President and 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 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.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class expense ratio of the Fund was based on the Fund’s latest fiscal year. The Adviser had agreed to cap the Fund’s expenses, but the directors noted that the Fund’s expense ratio was currently below the level of the Adviser’s cap. 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

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 47

by others. The directors noted that the Fund’s expense ratio was above the medians. 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 does not contain breakpoints, and that they had discussed their strong preference for breakpoints in advisory contracts with the Adviser. 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 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. The directors informed the Adviser that they would monitor the Fund’s asset level (which was well below the level at which they would anticipate adding an initial breakpoint) and its profitability to the Adviser and anticipated revisiting the question of breakpoints in the future if circumstances warranted doing so.

48 ^| AB SELECT US EQUITY PORTFOLIO abfunds.com

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 49

NOTES

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NOTES

abfunds.com AB SELECT US EQUITY PORTFOLIO ^| 51

NOTES

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AB SELECT US EQUITY PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

SUE-0152-1223    

DEC^12.31.23

SEMI-ANNUAL REPORT

AB SELECT US LONG/SHORT PORTFOLIO

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. 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 Select US Long/Short Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 1

SEMI-ANNUAL REPORT

February 9, 2024

This report provides management’s discussion of fund performance for the AB Select US Long/Short Portfolio for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB SELECT US LONG/SHORT PORTFOLIO
Class A Shares		4.32%		10.73%
Class C Shares		3.81%		9.83%
Advisor Class Shares1		4.41%		10.95%
Class R Shares1		4.10%		10.36%
Class K Shares1		4.30%		10.86%
Class I Shares1		4.46%		11.06%
S&P 500 Index		8.04%		26.29%

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.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its benchmark, the Standard & Poor’s (“S&P”) 500 Index, for the six- and 12-month periods ended December 31, 2023.

During the six-month period, all share classes underperformed the benchmark, before sales charges. The Fund’s net market exposure ranged from 45% to 70%, ending the period at 64%. The Fund’s below-market exposure led to underperformance, relative to the benchmark. Security selection within the Fund’s long holdings detracted from absolute returns, while selection within the Fund’s short holdings contributed. Within the Fund’s long holdings, selection within health care, consumer staples and industrials detracted, while selection within financials, communication services and consumer discretionary contributed. Within the Fund’s short holdings, selection within consumer discretionary, communication services and the Fund’s market hedges contributed, while selection within utilities, financials and real estate detracted.

During the 12-month period, all share classes underperformed the benchmark, before sales charges. The Fund’s net market exposure ranged from

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43% to 70%, ending the period at 64%. The Fund’s below-market exposure led to underperformance. Security selection within the Fund’s long holdings detracted from absolute returns, while selection within the Fund’s short holdings contributed. Within the Fund’s long holdings, selection in health care, energy and industrials detracted, while selection in technology, communication services and consumer discretionary contributed. Within the Fund’s short holdings, the Fund’s market hedges and selection within consumer discretionary and real estate contributed, while selection within financials, utilities and industrials detracted.

The Fund used derivatives in the form of futures and total return swaps for hedging purposes. During the six-month period, futures added, while total return swaps had no material impact on absolute performance. During the 12-month period, futures and total return swaps detracted from performance.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth- and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team (the “Team”) continues to focus on absolute returns, using a flexible approach to participate in market upside while seeking to mitigate the downside. The Team uses bottom-up analysis to find companies with growth potential, adjusting expectations based on the short-term market environment.

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INVESTMENT POLICIES

Under normal circumstances, the Fund invests at least 80% of its net assets in equity securities of US companies, short positions in such securities, and cash and US cash equivalents.

The Adviser selects investments for the Fund’s long positions through an intensive “bottom-up” approach that places an emphasis on companies that are engaged in business activities with solid long-term growth potential and high barriers to entry, that have strong cash flows and other financial metrics, and that have transparent financial statements and business models. The Adviser also evaluates the quality of company management based on a series of criteria, including: (1) management’s focus on shareholder returns, such as through a demonstrated commitment to dividends and dividend growth, share buybacks or other shareholder-friendly corporate actions; (2) management’s employment of conservative accounting methodologies; (3) management incentives, such as direct equity ownership; and (4) management accessibility. The Adviser seeks to identify companies where events or catalysts may drive the company’s share price higher, such as earnings and/or revenue growth above consensus forecasts, potential market recognition of undervaluation or overstated market-risk discount, or the institution of any of the shareholder-friendly practices discussed in the preceding sentence. In light of this catalyst-focused approach, the Adviser expects to engage in active and frequent trading for the Fund.

The Adviser may reduce or eliminate the Fund’s holdings in a company’s securities for a number of reasons, including if its evaluation of the above factors changes adversely, if the anticipated events or catalysts do not occur or do not affect the price of the securities as expected, or if the anticipated events or catalysts do occur and cause the securities to be, in the Adviser’s view, overvalued or fully valued. At any given time the Fund may emphasize growth stocks over value stocks, or vice versa.

In determining securities to be sold short, the Adviser looks for companies facing near-term difficulties such as high valuations, quality of earnings issues, or weakness in demand due to economic factors or long-term issues such as changing technology or competitive concerns in their industries. The Fund may also sell securities of exchange-traded funds (“ETFs”) short, including to hedge its exposure to specific market sectors or if it believes a specific sector or asset will decline in value. When the Fund sells securities short, it sells a stock that it does not own (but has borrowed) at its current market price in anticipation that the price of the stock will decline. To complete, or close out, the short sale transaction, the Fund buys the same stock in the market at a later date and returns it to the lender.

(continued on next page)

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The Adviser derives the ratio between long and short positions for the Fund based on its bottom-up analysis supplemented with macro-economic and market analyses. Under normal market conditions, the net long exposure of the Fund (long exposure minus short exposure) will range between 30% and 70%. The Adviser seeks to minimize the variability of Fund returns through industry diversification as well as by managing long and short exposures and/or by holding a material level of cash and/or cash equivalents. For example, the Fund may hold long positions in equity securities with a value equal to 60% of its net assets and have short sale obligations equal to 15% of its net assets, resulting in 45% net long exposure. Assuming a 60% long exposure, 40% of Fund assets will be held in cash or cash equivalents, including cash and cash equivalents held to cover the Fund’s short sale obligations. During periods of excessive market risk, the Adviser may reduce the net long exposure of the Fund. The Fund may at times hold long and short positions that in the aggregate exceed the value of its net assets (i.e., so that the Fund is effectively leveraged).

The Fund’s investments will be focused on securities of companies with large- and medium-market capitalizations, but it may also take long and short positions in securities of small-capitalization companies. The Fund may invest in non-US companies, but currently intends to limit its investments in such companies to no more than 10% of its net assets. The Fund may purchase securities in initial public offerings (“IPOs”) and expects to do so on a regular basis.

The Fund may enter into derivatives transactions, such as options, futures contracts, forwards and swaps, as part of its investment strategies or for hedging or other risk management purposes. These transactions may be used, for example, as a means to take a short position in a security or sector without actually selling securities short.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The S&P 500^® Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The S&P 500 Index includes 500 US stocks and is a common representation of the performance of the overall US stock market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Short Sale Risk: Short sales involve the risk that the Fund will incur a loss by subsequently buying a security at a higher price than the price at which it sold the security. The amount of such loss is theoretically unlimited, as it will be based on the increase in value of the security sold short. In contrast, the risk of loss from a long position is limited to the Fund’s investment in the security, because the price of the security cannot fall below zero. The Fund may not always be able to close out a short position on favorable terms.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, reference rate or index, which could cause the Fund to suffer a potentially unlimited loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

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

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

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DISCLOSURES AND RISKS (continued)

Active Trading Risk: The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate is expected to 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.

IPO Risk: Securities purchased in an IPO may be subject to substantial price volatility due to one or more factors such as unseasoned trading in the securities, the lack of investor knowledge of the issuer, the lack of an operating history of the issuer, and the dependence of the issuer on key personnel, suppliers or a limited number of customers.

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 for the Fund, 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 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. Net asset value (“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

AVERAGE SEMI-ANNUAL RETURNS AS OF

DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		10.73%		6.00%
5 Years		8.44%		7.49%
10 Years		5.85%		5.39%
CLASS C SHARES
1 Year		9.83%		8.83%
5 Years		7.62%		7.62%
10 Years1		5.05%		5.05%
ADVISOR CLASS SHARES2
1 Year		10.95%		10.95%
5 Years		8.70%		8.70%
10 Years		6.11%		6.11%
CLASS R SHARES2
1 Year		10.36%		10.36%
5 Years		8.15%		8.15%
10 Years		5.57%		5.57%
CLASS K SHARES2
1 Year		10.86%		10.86%
5 Years		8.54%		8.54%
10 Years		5.90%		5.90%
CLASS I SHARES2
1 Year		11.06%		11.06%
5 Years		8.74%		8.74%
10 Years		6.15%		6.15%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 2.00%, 2.74%, 1.75%, 2.41%, 2.08% and 1.70% for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursements reduced the Fund’s total annual operating expense ratios (excluding acquired fund fees and expenses, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) to 2.15% for Class R shares. These waivers/reimbursements may not be terminated before October 31, 2024, and may be extended by the Adviser for additional one-year terms. 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.

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 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 RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		6.00%
5 Years		7.49%
10 Years		5.39%
CLASS C SHARES
1 Year		8.83%
5 Years		7.62%
10 Years1		5.05%
ADVISOR CLASS SHARES2
1 Year		10.95%
5 Years		8.70%
10 Years		6.11%
CLASS R SHARES2
1 Year		10.36%
5 Years		8.15%
10 Years		5.57%
CLASS K SHARES2
1 Year		10.86%
5 Years		8.54%
10 Years		5.90%
CLASS I SHARES2
1 Year		11.06%
5 Years		8.74%
10 Years		6.15%

1 Assumes conversion of Class C shares into Class A shares after eight years.

2 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 July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,043.20	$	10.02		1.95	%	$	10.27		2.00	%
Hypothetical**	$	1,000	$	1,015.33	$	9.88		1.95	%	$	10.13		2.00	%
Class C
Actual	$	1,000	$	1,038.10	$	13.78		2.69	%	$	14.04		2.74	%
Hypothetical**	$	1,000	$	1,011.61	$	13.60		2.69	%	$	13.85		2.74	%
Advisor Class
Actual	$	1,000	$	1,044.10	$	8.68		1.69	%	$	8.94		1.74	%
Hypothetical**	$	1,000	$	1,016.64	$	8.57		1.69	%	$	8.82		1.74	%
Class R
Actual	$	1,000	$	1,041.00	$	11.39		2.22	%	$	11.65		2.27	%
Hypothetical**	$	1,000	$	1,013.98	$	11.24		2.22	%	$	11.49		2.27	%
Class K
Actual	$	1,000	$	1,043.00	$	8.83		1.72	%	$	9.09		1.77	%
Hypothetical**	$	1,000	$	1,016.49	$	8.72		1.72	%	$	8.97		1.77	%
Class I
Actual	$	1,000	$	1,044.60	$	8.43		1.64	%	$	8.69		1.69	%
Hypothetical**	$	1,000	$	1,016.89	$	8.31		1.64	%	$	8.57		1.69	%

* Expenses are equal to the classes’ annualized expense ratios, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

+ 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 184/366 (to reflect the one-half year period).

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PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $1,367.3

SECTOR BREAKDOWN¹

	Long			Short
Communication Services		7.0	%		(0.1	)%
Consumer Discretionary		4.7			(0.2	)
Consumer Staples		3.0			—
Energy		3.9			—
Financials		9.7			(0.3	)
Funds and Investment Trusts		—			(1.0	)
Health Care		8.0			(0.1	)
Industrials		5.6			(0.2	)
Information Technology		15.0			(0.1	)
Materials		0.5			—
Real Estate		—			(0.2	)
Utilities		1.3			—

TEN LARGEST HOLDINGS¹

Long			Short
Company			Company
Microsoft Corp.	3.8	%	iShares 20+ Year Treasury Bond ETF	(0.7	)%
Apple, Inc.	3.4		Invesco CurrencyShares Euro Currency Trust	(0.4	)
Alphabet, Inc. – Class A	2.4		Ares Capital Corp.	(0.1	)
Berkshire Hathaway, Inc. – Class B	2.4		Watsco, Inc.	(0.1	)
Meta Platforms, Inc. – Class A	2.0		Blackstone Mortgage Trust, Inc. – Class A	(0.1	)
NVIDIA Corp.	1.9		Amphenol Corp. – Class A	(0.1	)
Amazon.com, Inc.	1.9		Rivian Automotive, Inc. – Class A	(0.1	)
Visa, Inc. – Class A	1.2		IQVIA Holdings, Inc.	(0.1	)
HCA Healthcare, Inc.	1.1		Digital Realty Trust, Inc.	(0.1	)
JPMorgan Chase & Co.	1.1		Acadia Realty Trust	(0.1	)

1 Holdings are expressed as a percentage of total net assets and may vary over time.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

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PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 58.7%
Information Technology – 15.0%
Communications Equipment – 0.9%
Motorola Solutions, Inc.		40,151	$	12,570,876
IT Services – 0.5%
International Business Machines Corp.		43,647		7,138,467
Semiconductors & Semiconductor Equipment – 4.1%
Advanced Micro Devices, Inc.(a)		40,873		6,025,089
Broadcom, Inc.		13,168		14,698,780
NVIDIA Corp.		52,457		25,977,756
NXP Semiconductors NV		40,637		9,333,506
				56,035,131
Software – 5.9%
Adobe, Inc.(a)		15,714		9,374,972
Microsoft Corp.(b)		139,114		52,312,429
Oracle Corp.(b)		95,815		10,101,775
Salesforce, Inc.(a)		33,306		8,764,141
				80,553,317
Technology Hardware, Storage & Peripherals – 3.6%
Apple, Inc.(b)		237,991		45,820,407
Epic Games, Inc.(a)(c)(d)		5,074		3,079,233
				48,899,640
				205,197,431
Financials – 9.7%
Banks – 3.4%
Bank of America Corp.		362,303		12,198,742
Fifth Third Bancorp		184,985		6,380,132
JPMorgan Chase & Co.		88,082		14,982,748
Wells Fargo & Co.(b)		258,385		12,717,710
				46,279,332
Capital Markets – 2.0%
Charles Schwab Corp. (The)		99,888		6,872,294
Goldman Sachs Group, Inc. (The)		26,836		10,352,524
Jefferies Financial Group, Inc.		241,280		9,750,125
				26,974,943
Consumer Finance – 0.5%
American Express Co.		32,006		5,996,004
Stripe, Inc.(a)(c)(d)		24,598		527,627
				6,523,631
Financial Services – 3.5%
Berkshire Hathaway, Inc. – Class B(a)		90,989		32,452,137
Visa, Inc. – Class A(b)		60,978		15,875,622
				48,327,759

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Insurance – 0.3%
Progressive Corp. (The)		31,428	$	5,005,852
				133,111,517
Health Care – 8.0%
Biotechnology – 0.4%
Amgen, Inc.		18,689		5,382,806
Health Care Equipment & Supplies – 1.4%
Abbott Laboratories		87,323		9,611,643
Stryker Corp.		32,670		9,783,358
				19,395,001
Health Care Providers & Services – 2.9%
Cigna Group (The)		28,595		8,562,773
HCA Healthcare, Inc.		56,443		15,277,991
Humana, Inc.		4,245		1,943,403
UnitedHealth Group, Inc.		27,500		14,477,925
				40,262,092
Life Sciences Tools & Services – 0.7%
Thermo Fisher Scientific, Inc.		17,549		9,314,834
Pharmaceuticals – 2.6%
Eli Lilly & Co.		15,309		8,923,922
Johnson & Johnson(b)		74,555		11,685,751
Merck & Co., Inc.		134,609		14,675,073
				35,284,746
				109,639,479
Communication Services – 7.0%
Diversified Telecommunication Services – 0.6%
Comcast Corp. – Class A		183,617		8,051,605
Entertainment – 1.3%
Electronic Arts, Inc.		40,902		5,595,803
Netflix, Inc.(a)		12,016		5,850,350
Walt Disney Co. (The)(b)		66,120		5,969,975
				17,416,128
Interactive Media & Services – 4.4%
Alphabet, Inc. – Class A(a)		236,576		33,047,302
Meta Platforms, Inc. – Class A(a) (b)		76,144		26,951,930
				59,999,232
Wireless Telecommunication Services – 0.7%
T-Mobile US, Inc.		62,076		9,952,645
				95,419,610

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PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Industrials – 5.6%
Aerospace & Defense – 1.2%
Boeing Co. (The)(a)		26,922	$	7,017,489
Northrop Grumman Corp.		13,375		6,261,372
RTX Corp.		38,301		3,222,646
				16,501,507
Commercial Services & Supplies – 0.4%
Republic Services, Inc.		31,890		5,258,980
Construction & Engineering – 0.2%
WillScot Mobile Mini Holdings Corp.(a)		61,412		2,732,834
Ground Transportation – 1.9%
CSX Corp.		254,659		8,829,028
Norfolk Southern Corp.		30,446		7,196,826
Union Pacific Corp.		39,978		9,819,396
				25,845,250
Industrial Conglomerates – 1.0%
Honeywell International, Inc.		64,647		13,557,122
Machinery – 0.9%
Deere & Co.		10,601		4,239,022
Parker-Hannifin Corp.		18,083		8,330,838
				12,569,860
				76,465,553
Consumer Discretionary – 4.7%
Broadline Retail – 2.2%
Alibaba Group Holding Ltd. (Sponsored ADR)		44,976		3,486,090
Amazon.com, Inc.(a)(b)		170,037		25,835,422
				29,321,512
Hotels, Restaurants & Leisure – 1.6%
Bloomin’ Brands, Inc.		59,259		1,668,141
Booking Holdings, Inc.(a)		3,929		13,937,027
McDonald’s Corp.		21,218		6,291,349
				21,896,517
Specialty Retail – 0.9%
Home Depot, Inc. (The)(b)		36,223		12,553,081
				63,771,110
Energy – 3.9%
Energy Equipment & Services – 0.5%
Schlumberger NV		114,735		5,970,810
Oil, Gas & Consumable Fuels – 3.4%
Chevron Corp.(b)		81,285		12,124,471
EOG Resources, Inc.(b)		99,511		12,035,855
Exxon Mobil Corp.		139,692		13,966,406

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 15

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Occidental Petroleum Corp.		147,810	$	8,825,735
				46,952,467
				52,923,277
Consumer Staples – 3.0%
Beverages – 0.7%
PepsiCo, Inc.		59,804		10,157,111
Consumer Staples Distribution & Retail – 1.0%
Costco Wholesale Corp.		9,619		6,349,310
Walmart, Inc.		42,751		6,739,695
				13,089,005
Household Products – 1.1%
Procter & Gamble Co. (The)		101,052		14,808,160
Personal Care Products – 0.2%
Kenvue, Inc.		154,684		3,330,347
				41,384,623
Utilities – 1.3%
Electric Utilities – 1.3%
NextEra Energy, Inc.		80,765		4,905,666
PPL Corp.		477,543		12,941,415
				17,847,081
Materials – 0.5%
Chemicals – 0.5%
Sherwin-Williams Co. (The)		23,628		7,369,573
Total Common Stocks (cost $667,807,333)				803,129,254
WARRANTS – 0.0%
Financials – 0.0%
Financial Services – 0.0%
Pershing Square Holdings Ltd., – Class A, expiring 07/24/2025(a)(c)(d) (cost $52,400)		9,228		– 0	–
RIGHTS – 0.0%
Financials – 0.0%
Financial Services – 0.0%
Pershing Square Tontine Holdings Ltd.(a)(c)(d) (cost $0)		4,614		– 0	–

16 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares			U.S. $ Value
SHORT-TERM INVESTMENTS – 31.9%
Investment Companies – 31.9%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(e)(f)(g) (cost $436,146,071)		436,146,071		$	436,146,071
Total Investments Before Securities Sold Short – 90.6% (cost $1,104,005,804)					1,239,275,325
SECURITIES SOLD SHORT – (2.2)%
COMMON STOCKS – (1.2)%
Financials – (0.3)%
Capital Markets – (0.1)%
Ares Capital Corp.		(61,126	)		(1,224,354	)
Consumer Finance – (0.1)%
SoFi Technologies, Inc.(a)		(73,709	)		(733,405	)
Financial Services – 0.0%
Western Union Co. (The)		(37,120	)		(442,470	)
Insurance – 0.0%
Lemonade, Inc.(a)		(32,704	)		(527,515	)
Mortgage Real Estate Investment Trusts (REITs) – (0.1)%
Blackstone Mortgage Trust, Inc. – Class A		(52,892	)		(1,125,013	)
					(4,052,757	)
Real Estate – (0.2)%
Hotel & Resort REITs – 0.0%
Chatham Lodging Trust		(72,315	)		(775,217	)
Retail REITs – (0.1)%
Acadia Realty Trust		(54,585	)		(927,399	)
Agree Realty Corp.		(10,890	)		(685,526	)
					(1,612,925	)
Specialized REITs – (0.1)%
Digital Realty Trust, Inc.		(6,906	)		(929,409	)
					(3,317,551	)
Industrials – (0.2)%
Machinery – (0.1)%
Snap-on, Inc.		(3,154	)		(911,002	)
Stanley Black & Decker, Inc.		(6,773	)		(664,431	)
					(1,575,433	)
Trading Companies & Distributors – (0.1)%
Watsco, Inc.		(2,723	)		(1,166,724	)
					(2,742,157	)

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 17

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares			U.S. $ Value
Consumer Discretionary – (0.2)%
Automobiles – (0.1)%
Lucid Group, Inc.(a)		(124,675	)	$	(524,882	)
Rivian Automotive, Inc. – Class A(a)		(40,673	)		(954,188	)
					(1,479,070	)
Specialty Retail – (0.1)%
GameStop Corp. – Class A(a)		(27,259	)		(477,850	)
Stitch Fix, Inc. – Class A(a)		(143,168	)		(511,110	)
					(988,960	)
					(2,468,030	)
Information Technology – (0.1)%
Electronic Equipment, Instruments & Components – (0.1)%
Amphenol Corp. – Class A		(11,123	)		(1,102,623	)
Software – 0.0%
Unity Software, Inc.(a)		(12,716	)		(519,957	)
					(1,622,580	)
Communication Services – (0.1)%
Entertainment – (0.1)%
Warner Bros Discovery, Inc.(a)		(70,024	)		(796,873	)
Media – 0.0%
Paramount Global – Class B		(53,157	)		(786,192	)
					(1,583,065	)
Health Care – (0.1)%
Life Sciences Tools & Services – (0.1)%
IQVIA Holdings, Inc.(a)		(4,117	)		(952,592	)
Total Common Stocks (proceeds $15,868,156)					(16,738,732	)
INVESTMENT COMPANIES – (1.0)%
Funds and Investment Trusts – (1.0)%(g)
Invesco CurrencyShares Euro Currency Trust		(48,011	)		(4,899,043	)
iShares 20+ Year Treasury Bond ETF		(90,114	)		(8,910,472	)
Total Investment Companies (proceeds $14,017,991)					(13,809,515	)
Total Securities Sold Short (proceeds $29,886,147)					(30,548,247	)
Total Investments, Net of Securities Sold Short – 88.4% (cost $1,074,119,657)					1,208,727,078
Other assets less liabilities – 11.6%					158,562,027
Net Assets – 100.0%				$	1,367,289,105

18 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

FUTURES (see Note D)

Description	Number of Contracts		Expiration Month		Current Notional		Value and Unrealized Appreciation (Depreciation)
Sold Contracts
S&P 500 E-Mini Futures		33		March 2024	$	7,953,000	$	(74,627	)

(a) Non-income producing security.

(b) Position, or a portion thereof, has been segregated to collateralize short sales.

(c) Fair valued by the Adviser.

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

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

(f) Affiliated investments.

(g) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov. Additionally, shareholder reports for AB funds can be obtained by calling AB at (800) 227-4618.

Glossary:

ADR – American Depositary Receipt

REIT – Real Estate Investment Trust

ETF – Exchange Traded Fund

See notes to financial statements.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 19

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $667,859,733)	$	803,129,254
Affiliated issuers (cost $436,146,071)		436,146,071
Cash collateral due from broker		1,168,200
Foreign currencies, at value (cost $1,102,984)		1,097,930
Deposit at broker for securities sold short		43,199,231
Receivable for investment securities sold		127,316,891
Affiliated dividends receivable		2,030,630
Unaffiliated dividends receivable		936,767
Receivable for capital stock sold		700,857
Receivable due from Advisor		57,797
Receivable for variation margin on futures		20,250
Total assets		1,415,803,878
Liabilities
Payable for securities sold short, at value (proceeds received $29,886,147)		30,548,247
Payable for investment securities purchased		14,633,083
Advisory fee payable		1,731,257
Payable for capital stock redeemed		877,400
Dividend expense payable		66,701
Distribution fee payable		43,912
Transfer Agent fee payable		28,767
Administrative fee payable		24,675
Directors’ fees payable		746
Accrued expenses		559,985
Total liabilities		48,514,773
Net Assets	$	1,367,289,105
Composition of Net Assets
Capital stock, at par	$	10,218
Additional paid-in capital		1,386,782,612
Accumulated loss		(19,503,725	)
Net Assets	$	1,367,289,105

Net Asset Value Per Share—30 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	113,689,726		8,746,594	$	13.00	*
C	$	23,020,095		1,958,714	$	11.75
Advisor	$	1,200,516,197		89,249,899	$	13.45
R	$	261,969		20,896	$	12.54
K	$	13,063		1,001	$	13.05
I	$	29,788,055		2,205,425	$	13.51

* The maximum offering price per share for Class A shares was $13.58 which reflects a sales charge of 4.25%.

See notes to financial statements.

20 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Affiliated issuers	$	12,382,479
Unaffiliated issuers (net of foreign taxes withheld of $14,679)		6,978,903
Interest		707,876
Securities lending income		7,178
Other income		14,900		$	20,091,336
Expenses
Advisory fee (see Note B)		10,508,778
Distribution fee—Class A		138,999
Distribution fee—Class C		128,804
Distribution fee—Class R		839
Distribution fee—Class K		16
Transfer agency—Class A		41,391
Transfer agency—Class C		9,600
Transfer agency—Advisor Class		458,435
Transfer agency—Class R		272
Transfer agency—Class K		8
Transfer agency—Class I		3,112
Custody and accounting		110,484
Registration fees		59,081
Printing		49,630
Administrative		44,823
Audit and tax		27,610
Legal		24,536
Directors’ fees		17,595
Miscellaneous		56,806
Total operating expenses (see Note B)		11,680,819
Dividend expense on securities sold short and interest expense		762,226
Total expenses		12,443,045
Less: expenses waived and reimbursed by the Adviser (see Notes B & E)		(314,230	)
Less: expenses waived and reimbursed by the Distributor (see Note C)		(16	)
Net expenses					12,128,799
Net investment income					7,962,537

See notes to financial statements.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 21

STATEMENT OF OPERATIONS (continued)

Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions	$	17,195,788
Securities sold short		(448,260	)
Futures		900,873
Swaps		(69,855	)
Foreign currency transactions		(2,301	)
Net change in unrealized appreciation (depreciation) of:
Investments		31,143,483
Securities sold short		825,008
Futures		73,769
Swaps		67,616
Foreign currency denominated assets and liabilities		(760	)
Net gain on investment and foreign currency transactions		49,685,361
Net Increase in Net Assets from Operations	$	57,647,898

See notes to financial statements.

22 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase (Decrease) in Net Assets from Operations
Net investment income	$	7,962,537		$	12,307,701
Net realized gain (loss) on investment and foreign currency transactions		17,576,245			(77,763,758	)
Net change in unrealized appreciation (depreciation) of investments and foreign currency denominated assets and liabilities		32,109,116			157,400,525
Contributions from Affiliates (see Note B)		– 0	–		1,423
Net increase in net assets from operations		57,647,898			91,945,891
Distributions to Shareholders
Class A		(1,315,580	)		(7,181,596	)
Class C		(3,075	)		(2,663,715	)
Advisor Class		(16,225,563	)		(86,213,866	)
Class R		(3,225	)		(21,199	)
Class K		(172	)		(804	)
Class I		(446,677	)		(1,890,529	)
Capital Stock Transactions
Net decrease		(126,181,802	)		(244,508,240	)
Total decrease		(86,528,196	)		(250,534,058	)
Net Assets
Beginning of period		1,453,817,301			1,704,351,359
End of period	$	1,367,289,105		$	1,453,817,301

See notes to financial statements.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 23

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Select US Long/Short 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 T, Class 1 and Class 2 shares. Class B, Class T, Class 1 and Class 2 shares have not been issued. At a meeting held on October 31-November 2, 2023, the Company’s Board of Directors (the “Board”) approved the discontinuance of the offering of Class K and Class R shares of the Fund to new investors and the liquidation of the assets corresponding to such classes. The Fund expects to make liquidating distributions to shareholders in these classes based on net asset value by July 31, 2024. 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 automatically convert to Class A shares eight 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 10 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures

24 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

approved by and under the oversight of the Board. Pursuant to these procedures, AllianceBernstein L.P. (the “Adviser”) serves as the Fund’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Fund’s portfolio investments, subject to the Board’s oversight.

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

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 25

NOTES TO FINANCIAL STATEMENTS (continued)

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 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

26 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks:

Information Technology

$

202,118,198

$

– 0

–

$

3,079,233

$

205,197,431

Financials

132,583,890

– 0

–

527,627

133,111,517

Health Care

109,639,479

– 0

–

– 0

–

109,639,479

Communication Services

95,419,610

– 0

–

– 0

–

95,419,610

Industrials

76,465,553

– 0

–

– 0

–

76,465,553

Consumer Discretionary

63,771,110

– 0

–

– 0

–

63,771,110

Energy

52,923,277

– 0

–

– 0

–

52,923,277

Consumer Staples

41,384,623

– 0

–

– 0

–

41,384,623

Utilities

17,847,081

– 0

–

– 0

–

17,847,081

Materials

7,369,573

– 0

–

– 0

–

7,369,573

Warrants

– 0

–

– 0

–

0

(a)

– 0

–

Rights

– 0

–

– 0

–

0

(a)

– 0

–

Short-Term Investments

436,146,071

– 0

–

– 0

–

436,146,071

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 27

NOTES TO FINANCIAL STATEMENTS (continued)

Investments in Securities:	Level 1			Level 2			Level 3			Total
Liabilities:
Common Stocks:
Financials	$	(4,052,757	)	$	– 0	–	$	– 0	–	$	(4,052,757	)
Real Estate		(3,317,551	)		– 0	–		– 0	–		(3,317,551	)
Industrials		(2,742,157	)		– 0	–		– 0	–		(2,742,157	)
Consumer Discretionary		(2,468,030	)		– 0	–		– 0	–		(2,468,030	)
Information Technology		(1,622,580	)		– 0	–		– 0	–		(1,622,580	)
Communication Services		(1,583,065	)		– 0	–		– 0	–		(1,583,065	)
Health Care		(952,592	)		– 0	–		– 0	–		(952,592	)
Investment Companies		(13,809,515	)		– 0	–		– 0	–		(13,809,515	)
Total Investments in Securities		1,205,120,218			– 0	–		3,606,860	(a)		1,208,727,078
Other Financial Instruments(b):
Assets		– 0	–		– 0	–		– 0	–		– 0	–
Liabilities:
Futures		(74,627	)		– 0	–		– 0	–		(74,627	)(c)
Total	$	1,205,045,591		$	– 0	–	$	3,606,860	(a)	$	1,208,652,451

^(a)  The Fund held securities with zero market value at period end.

^(b)  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, written options and written swaptions which are valued at market value.

^(c)  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 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

28 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 1.50% of the first $2.5 billion and 1.475% thereafter of the Fund’s average daily net assets. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total operating expenses (excluding dividend expense, borrowing costs and brokerage expense on securities sold short) on an annual basis (the “Expense Caps”) to 1.90%, 2.65%, 1.65%, 2.15%, 1.90% and 1.65%, of average daily net assets for Class A, Class C, Advisor Class, Class R, Class K and Class I shares, respectively. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $103. The Expense Caps may not be terminated by the Adviser before October 31, 2024.

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 six months ended December 31, 2023, the reimbursement for such services amounted to $44,823.

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 $94,286 for the six months ended December 31, 2023.

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 $1,143 from the sale of Class A shares and received $0 and $387 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $314,081.

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)			Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)			Dividend Income (000)
Government Money Market Portfolio	$	388,787		$	548,915	$	501,556	$	436,146		$	12,382
Government Money Market Portfolio*		– 0	–		7,466		7,466		– 0	–		0	**
Total								$	436,146		$	12,382

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

** Amount is less than $500.

During the year ended June 30, 2023, the Adviser reimbursed the Fund $1,423 for trading losses incurred due to a trade entry error.

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. 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. There are no distribution and servicing fees on the Advisor Class and Class I shares. The fees are accrued daily and paid monthly. Payments under the Agreement in respect of

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NOTES TO FINANCIAL STATEMENTS (continued)

Class A shares are currently limited to an annual rate of .25% of Class A shares’ average daily net assets. As of September 1, 2021, with respect to Class K shares, payments to the Distributor are voluntarily being limited to 0% of the average daily net assets attributable to Class K shares. For the six months ended December 31, 2023, such waivers amounted to $16. 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 operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $1,694,076, $8,873 and $0 for Class C, Class R and Class K 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 year 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 six months ended December 31, 2023, were as follows:

Purchases	Sales		Securities Sold Short		Covers on Securities Sold Short
$ 968,259,560	$	1,270,319,415	$	117,433,782	$	153,530,395

There were no purchases or sales of U.S. government and government agency obligations for the six months ended December 31, 2023.

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross Unrealized					Net Unrealized Appreciation on Investments		Net Unrealized Depreciation on Securities Sold Short			Net Unrealized Appreciation
Appreciation on Investments		Depreciation on Investments
$	137,581,266	$	(2,386,372	)	$	135,194,894	$	(662,100	)(a)	$	134,532,794

(a) Gross unrealized appreciation was $1,388,179 and gross unrealized depreciation was $(2,050,279), resulting in net unrealized depreciation of $(662,100).

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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:

• 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 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.

During the six months ended December 31, 2023, the Fund held futures for hedging purposes.

• Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk, equity markets or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining

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

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

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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 six months ended December 31, 2023, the Fund held total return swaps for hedging purposes.

During the six months ended December 31, 2023, 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
Equity contracts				Payable for variation margin on futures	$	74,627	*
Total					$	74,627

* 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)
Equity contracts	Net realized gain (loss) on futures; Net change in unrealized appreciation (depreciation) of futures	$	900,873		$	73,769
Equity contracts	Net realized gain (loss) on swaps; Net change in unrealized appreciation (depreciation) of swaps		(69,855	)		67,616
Total		$	831,018		$	141,385

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended December 31, 2023:

Futures:
Average notional amount of sale contracts	$	14,771,547
Total Return Swaps:
Average notional amount	$	1,318,799	(a)

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

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NOTES TO FINANCIAL STATEMENTS (continued)

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).

3. Short Sales

The Fund may sell securities short. A short sale is a transaction in which the Fund sells securities it does not own, but has borrowed, in anticipation of a decline in the market price of the securities. The Fund is obligated to replace the borrowed securities at their market price at the time of settlement. The Fund’s obligation to replace the securities borrowed in connection with a short sale will be fully secured by collateral deposited with the broker. The Fund is liable to the buyer for any dividends/interest payable on securities while those securities are in a short position. These dividends/interest are recorded as an expense of the Fund. Short sales by the Fund involve certain risks and special considerations. Possible losses from short sales differ from losses that could be incurred from a purchase of a security because losses from short sales may be unlimited, whereas losses from purchases cannot exceed the total amount invested.

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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If 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

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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 dividend 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 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.

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	– 0	–	$	– 0	–	$	– 0	–	$	6,876	$	302	$	46

* As of December 31, 2023.

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NOTES TO FINANCIAL STATEMENTS (continued)

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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		642,399			1,242,633		$	8,068,701		$	15,393,074
Shares issued in reinvestment of dividends and distributions		83,194			498,314			1,054,070			5,969,809
Shares converted from Class C		308,556			965,472			3,895,244			12,027,336
Shares redeemed		(1,019,106	)		(3,333,427	)		(12,907,594	)		(41,325,185	)
Net increase (decrease)		15,043			(627,008	)	$	110,421		$	(7,934,966	)
Class C
Shares sold		20,866			316,857		$	237,020		$	3,616,227
Shares issued in reinvestment of dividends and distributions		225			232,910			2,574			2,513,095
Shares converted to Class A		(344,000	)		(1,067,888	)		(3,895,244	)		(12,027,336	)
Shares redeemed		(251,861	)		(827,158	)		(2,864,008	)		(9,103,555	)
Net decrease		(574,770	)		(1,345,279	)	$	(6,519,658	)	$	(15,001,569	)
Advisor Class
Shares sold		7,160,739			29,490,829		$	93,813,124		$	378,722,501
Shares issued in reinvestment of dividends and distributions		849,950			5,058,430			11,134,343			62,673,949
Shares redeemed		(16,985,113	)		(51,659,536	)		(222,117,603	)		(660,132,340	)
Net decrease		(8,974,424	)		(17,110,277	)	$	(117,170,136	)	$	(218,735,890	)
Class R
Shares sold		441			22,781		$	5,263		$	284,776
Shares issued in reinvestment of dividends and distributions		264			1,834			3,225			21,198
Shares redeemed		(8,877	)		(19,628	)		(110,252	)		(240,272	)
Net increase (decrease)		(8,172	)		4,987		$	(101,764	)	$	65,702

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	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class I
Shares sold		111,219			152,512		$	1,485,078		$	1,974,859
Shares issued in reinvestment of dividends and distributions		33,895			151,496			446,055			1,884,613
Shares redeemed		(335,147	)		(515,377	)		(4,431,798	)		(6,760,989	)
Net decrease		(190,033	)		(211,369	)	$	(2,500,665	)	$	(2,901,517	)

There were no transactions in capital shares for Class K for the six months ended December 31, 2023 and the year ended June 30, 2023.

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Short Sale Risk—Short sales involve the risk that the Fund will incur a loss by subsequently buying a security at a higher price than the price at which it sold the security. The amount of such loss is theoretically unlimited, as it will be based on the increase in value of the security sold short. In contrast, the risk of loss from a long position is limited to the Fund’s investment in the security, because the price of the security cannot fall below zero. The Fund may not always be able to close out a short position on favorable terms.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. A short position in a derivative instrument involves the risk of a theoretically unlimited increase in the value of the underlying asset, reference rate or index, which could cause the Fund to suffer a potentially unlimited loss. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

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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 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.

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

Active Trading Risk—The Fund expects to engage in active and frequent trading of its portfolio securities and its portfolio turnover rate is expected to 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.

IPO Risk—Securities purchased in an IPO may be subject to substantial price volatility due to one or more factors such as unseasoned trading in the securities, the lack of investor knowledge of the issuer, the lack of an operating history of the issuer, and the dependence of the issuer on key personnel, suppliers or a limited number of customers.

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the

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composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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 for the Fund, 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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions to be paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended June 30, 2023 and June 30, 2022 were as follows:

	2023		2022
Distributions paid from:
Ordinary income	$	49,429,073	$	124,544,283
Net long-term capital gains		48,542,636		50,030,695
Total taxable distributions paid	$	97,971,709	$	174,574,978

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NOTES TO FINANCIAL STATEMENTS (continued)

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	9,922,039
Accumulated capital and other losses		(42,217,293	)(a)
Unrealized appreciation (depreciation)		(26,862,077	)(b)
Total accumulated earnings (deficit)	$	(59,157,331	)

(a) As of June 30, 2023, the Fund had a net capital loss carryforward of $42,217,293.

(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 swaps, and the tax deferral of losses on wash sales.

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 June 30, 2023, the Fund had a net short-term capital loss carryforward of $6,626,234 and a net long-term capital loss carryforward of $35,591,059, which may be carried forward for an indefinite period.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 material events that would require disclosure in the Fund’s financial statements through this date.

42 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS

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

	Class A
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.62			$ 12.67			$ 14.91			$ 12.48			$ 12.54			$ 12.86
Income From Investment Operations
Net investment income (loss)(a)(b)		.06			.07			(.11	)		(.12	)		(.04	)		(.00	)(c)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.47			.68			(.39	)		3.14			.42			.69
Contributions from Affiliates		– 0	–		.00	(c)		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.53			.75			(.50	)		3.02			.38			.69
Less: Dividends and Distributions
Dividends from net investment income		(.15	)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.15	)		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Net asset value, end of period		$ 13.00			$ 12.62			$ 12.67			$ 14.91			$ 12.48			$ 12.54
Total Return
Total investment return based on net asset value(d)*		4.32	%		6.20	%		(4.49	)%		24.80	%		3.11	%		5.93	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$113,690			$110,152			$118,590			$111,374			$83,866			$89,337
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.95	%^		1.91	%		1.83	%		1.86	%		1.91	%		1.91	%
Expenses, before waivers/reimbursements(e)(f)‡		1.99	%^		1.95	%		1.86	%		1.88	%		1.94	%		1.94	%
Net investment income (loss)(b)		.94	%^		.58	%		(.78	)%		(.90	)%		(.28	)%		(.00	)%(g)
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 43

FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 11.32			$ 11.53			$ 13.82			$ 11.68			$ 11.85			$ 12.30
Income From Investment Operations
Net investment income (loss)(a)(b)		.01			(.02	)		(.20	)		(.21	)		(.12	)		(.09	)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.42			.61			(.35	)		2.94			.39			.65
Contributions from Affiliates		– 0	–		.00	(c)		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.43			.59			(.55	)		2.73			.27			.56
Less: Dividends and Distributions
Dividends from net investment income		(.00	)(c)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.00	)(c)		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Net asset value, end of period		$ 11.75			$ 11.32			$ 11.53			$ 13.82			$ 11.68			$ 11.85
Total Return
Total investment return based on net asset value(d)*		3.81	%		5.49	%		(5.18	)%		23.91	%		2.25	%		5.11	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$23,020			$28,672			$44,732			$59,740			$64,205			$86,097
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		2.69	%^		2.65	%		2.58	%		2.61	%		2.66	%		2.66	%
Expenses, before waivers/reimbursements(e)(f)‡		2.74	%^		2.69	%		2.61	%		2.63	%		2.69	%		2.69	%
Net investment income (loss)(b)		.16	%^		(.21	)%		(1.54	)%		(1.65	)%		(1.01	)%		(.76	)%
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

44 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 13.06			$ 13.06			$ 15.29			$ 12.74			$ 12.78			$ 13.06
Income From Investment Operations
Net investment income (loss)(a)(b)		.08			.11			(.08	)		(.09	)		(.00	)(c)		.03
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.49			.69			(.41	)		3.23			.42			.70
Contributions from Affiliates		– 0	–		.00	(c)		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.57			.80			(.49	)		3.14			.42			.73
Less: Dividends and Distributions
Dividends from net investment income		(.18	)		– 0	–		– 0	–		– 0	–		(.02	)		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.18	)		(.80	)		(1.74	)		(.59	)		(.46	)		(1.01	)
Net asset value, end of period		$ 13.45			$ 13.06			$ 13.06			$ 15.29			$ 12.74			$ 12.78
Total Return
Total investment return based on net asset value(d)*		4.41	%		6.49	%		(4.24	)%		25.17	%		3.27	%		6.24	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,200,516			$1,283,192			$1,506,544			$1,202,820			$876,972			$902,381
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.69	%^		1.65	%		1.58	%		1.61	%		1.66	%		1.66	%
Expenses, before waivers/reimbursements(e)(f)‡		1.74	%^		1.70	%		1.61	%		1.63	%		1.69	%		1.69	%
Net investment income (loss)(b)		1.17	%^		.82	%		(.53	)%		(.65	)%		(.03	)%		.24	%
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 45

FINANCIAL HIGHLIGHTS (continued)

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

	Class R
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.16			$ 12.27			$ 14.53			$ 12.20			$ 12.30			$ 12.67
Income From Investment Operations
Net investment income (loss)(a)(b)		.04			.04			(.15	)		(.16	)		(.06	)		(.03	)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.46			.65			(.37	)		3.08			.40			.67
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.50			.69			(.52	)		2.92			.34			.64
Less: Dividends and Distributions
Dividends from net investment income		(.12	)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.12	)		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Net asset value, end of period		$ 12.54			$ 12.16			$ 12.27			$ 14.53			$ 12.20			$ 12.30
Total Return
Total investment return based on net asset value(d)*		4.10	%		5.99	%		(4.76	)%		24.55	%		2.75	%		5.69	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$262			$353			$295			$293			$213			$283
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		2.22	%^		2.18	%		2.13	%		2.13	%		2.16	%		2.16	%
Expenses, before waivers/reimbursements(e)(f)‡		2.32	%^		2.36	%		2.19	%		2.18	%		2.20	%		2.34	%
Net investment income (loss)(b)		.66	%^		.33	%		(1.08	)%		(1.17	)%		(.51	)%		(.28	)%
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

46 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

	Class K
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 12.68			$ 12.71			$ 14.92			$ 12.48			$ 12.54			$ 12.86
Income From Investment Operations
Net investment income (loss)(a)(b)		.07			.09			(.08	)		(.12	)		(.04	)		(.00	)(c)
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.47			.68			(.39	)		3.15			.42			.69
Contributions from Affiliates		– 0	–		– 0	–		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.54			.77			(.47	)		3.03			.38			.69
Less: Dividends and Distributions
Dividends from net investment income		(.17	)		– 0	–		– 0	–		– 0	–		– 0	–		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.17	)		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Net asset value, end of period		$ 13.05			$ 12.68			$ 12.71			$ 14.92			$ 12.48			$ 12.54
Total Return
Total investment return based on net asset value(d)*		4.30	%		6.43	%		(4.20	)%		24.80	%		3.11	%		5.93	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$13			$13			$13			$15			$12			$13
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.72	%^		1.74	%		1.59	%		1.83	%		1.92	%		1.92	%
Expenses, before waivers/reimbursements(e)(f)‡		2.02	%^		2.03	%		1.83	%		1.85	%		1.96	%		2.05	%
Net investment income (loss)(b)		1.14	%^		.76	%		(.54	)%		(.86	)%		(.31	)%		(.02	)%
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 47

FINANCIAL HIGHLIGHTS (continued)

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

	Class I
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Net asset value, beginning of period		$ 13.12			$ 13.11			$ 15.33			$ 12.78			$ 12.81			$ 13.09
Income From Investment Operations
Net investment income (loss)(a)(b)		.08			.11			(.07	)		(.09	)		.00	(c)		.04
Net realized and unrealized gain (loss) on investment and foreign currency transactions		.50			.70			(.41	)		3.23			.44			.69
Contributions from Affiliates		– 0	–		.00	(c)		.00	(c)		.00	(c)		.00	(c)		– 0	–
Net increase (decrease) in net asset value from operations		.58			.81			(.48	)		3.14			.44			.73
Less: Dividends and Distributions
Dividends from net investment income		(.19	)		– 0	–		– 0	–		– 0	–		(.03	)		– 0	–
Distributions from net realized gain on investment transactions		– 0	–		(.80	)		(1.74	)		(.59	)		(.44	)		(1.01	)
Total dividends and distributions		(.19	)		(.80	)		(1.74	)		(.59	)		(.47	)		(1.01	)
Net asset value, end of period		$ 13.51			$ 13.12			$ 13.11			$ 15.33			$ 12.78			$ 12.81
Total Return
Total investment return based on net asset value(d)*		4.46	%		6.54	%		(4.22	)%		25.17	%		3.37	%		6.22	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$29,788			$31,435			$34,177			$38,385			$16,674			$18,422
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(e)(f)‡		1.64	%^		1.60	%		1.55	%		1.60	%		1.62	%		1.61	%
Expenses, before waivers/reimbursements(e)(f)‡		1.68	%^		1.65	%		1.57	%		1.62	%		1.66	%		1.65	%
Net investment income (loss)(b)		1.24	%^		.89	%		(.50	)%		(.64	)%		.01	%		.31	%
Portfolio turnover rate (excluding securities sold short)		108	%		372	%		242	%		181	%		191	%		253	%
Portfolio turnover rate (including securities sold short)		119	%		382	%		243	%		181	%		207	%		266	%
‡  Expense ratios exclude the estimated acquired fund fees of the affiliated/unaffiliated underlying
portfolios		.05	%^		.05	%		.03	%		.02	%		.04	%		.04	%

See footnote summary on page 49.

48 ^| AB SELECT US LONG/SHORT PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

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

(c) Amount is less than $.005.

(d) 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 charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total 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 calculated for a period of less than one year is not annualized.

(e) The expense ratios presented below exclude non-operating expenses:

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30,
				2023			2022			2021			2020			2019
Class A
Net of waivers/reimbursements		1.84	%^		1.84	%		1.83	%		1.85	%		1.86	%		1.85	%
Before waivers/reimbursements		1.88	%^		1.88	%		1.85	%		1.88	%		1.89	%		1.89	%
Class C
Net of waivers/reimbursements		2.58	%^		2.58	%		2.57	%		2.60	%		2.60	%		2.60	%
Before waivers/reimbursements		2.63	%^		2.63	%		2.60	%		2.63	%		2.64	%		2.64	%
Advisor Class
Net of waivers/reimbursements		1.59	%^		1.59	%		1.58	%		1.60	%		1.61	%		1.61	%
Before waivers/reimbursements		1.63	%^		1.63	%		1.61	%		1.63	%		1.64	%		1.64	%
Class R
Net of waivers/reimbursements		2.11	%^		2.10	%		2.12	%		2.13	%		2.11	%		2.12	%
Before waivers/reimbursements		2.21	%^		2.29	%		2.18	%		2.18	%		2.15	%		2.29	%
Class K
Net of waivers/reimbursements		1.61	%^		1.66	%		1.59	%		1.83	%		1.87	%		1.86	%
Before waivers/reimbursements		1.91	%^		1.96	%		1.82	%		1.85	%		1.91	%		2.00	%
Class I
Net of waivers/reimbursements		1.53	%^		1.53	%		1.54	%		1.60	%		1.57	%		1.55	%
Before waivers/reimbursements		1.57	%^		1.57	%		1.57	%		1.62	%		1.61	%		1.59	%

(f) In connection with the Fund’s investments in affiliated 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 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 the six months ended December 31, 2023 and the years ended June 30, 2023, June 30, 2022, June 30, 2021, June 30, 2020 and June 30, 2019, such waiver amounted to .04% (annualized), .05%, .03%, .03%, .04% and .03%, respectively.

(g) Less than 0.005%.

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the year ended June 30, 2020 by .03%.

^ Annualized.

See notes to financial statements.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 49

BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

Kurt A. Feuerman⁽²⁾, Vice President Anthony Nappo⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent State Street Bank and Trust Company One Congress Street Suite 1 Boston, MA 02114   Principal Underwriter AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203   Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP
One Manhattan West New York, NY 10001   Transfer Agent AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
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 Select Equity Portfolios Investment Team. Messrs. Feuerman and Nappo are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

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Operation and Effectiveness of the Fund’s 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 2024, which covered the period January 1, 2023 through December 31, 2023 (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 Fund’s 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, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

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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 Select US Long/Short Portfolio (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

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expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

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 Adviser’s profitability would be somewhat lower 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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended February 28, 2023 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 discussed with the Adviser the reasons it was above the median. The directors also took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

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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 Vice President and 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 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 also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class 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 a median. Based on their review, the directors concluded that the Fund’s expense ratio was acceptable.

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Economies of Scale

The directors noted that the advisory fee schedule for the Fund contains a breakpoint that reduces the fee rate on assets above a specified level. 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 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 the breakpoint in the future.

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 57

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

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NOTES

abfunds.com AB SELECT US LONG/SHORT PORTFOLIO ^| 59

NOTES

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AB SELECT US LONG/SHORT PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

SULS-0152-1223   

DEC^12.31.23

SEMI-ANNUAL REPORT

AB SUSTAINABLE US THEMATIC PORTFOLIO

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. 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 Sustainable US Thematic Portfolio (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’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

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 1

SEMI-ANNUAL REPORT

February 6, 2024

This report provides management’s discussion of fund performance for the AB Sustainable US Thematic Portfolio for the semi-annual reporting period ended December 31, 2023.

The Fund’s investment objective is long-term growth of capital.

NAV RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	6 Months		12 Months
AB SUSTAINABLE US THEMATIC PORTFOLIO
Class A Shares		5.83%		20.58%
Class C Shares		5.37%		19.62%
Advisor Class Shares1		5.88%		20.83%
Class Z Shares1		5.93%		20.82%
S&P 500 Index		8.04%		26.29%

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.

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 with its benchmark, the Standard and Poor’s (“S&P”) 500 Index, for the six- and 12-month periods ended December 31, 2023.

All share classes of the Fund underperformed the benchmark for both periods, before sales charges. For the six-month period, both security and sector selection detracted from performance, relative to the benchmark. Security selection within industrials and health care detracted the most, while selection within technology and consumer discretionary contributed. Regarding sector selection, contributions from an overweight to technology and an underweight to energy were offset by an underweight to communication services and an overweight to health care, which detracted. From a theme perspective, Health detracted, while Climate and Empowerment contributed.

For the 12-month period, security selection drove underperformance. Security selection within technology detracted the most, while selection within health care contributed. Sector selection was also negative. Losses from an underweight to communication services and an overweight to health care were partially offset by contributions from an overweight to

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technology and an underweight to energy. From a theme perspective, Health detracted, while Climate and Empowerment contributed.

The Climate theme consists of companies that improve overall resource efficiency and provide environmentally positive solutions in fields such as energy production, manufacturing, construction, transportation, agriculture and sanitation. The Health theme consists of companies that develop innovative health treatments and therapies, broaden access to high-quality and affordable care, ensure a steady supply of nutritious food and clean water, and promote overall physical and emotional well-being. The Empowerment theme consists of companies that provide the physical, financial and technological infrastructure and services that allow more people to gain control of their lives by enabling sustainable economic development, employment growth, poverty eradication, knowledge sharing and social inclusion.

The Fund did not use derivatives during either period.

MARKET REVIEW AND INVESTMENT STRATEGY

US, international and emerging-market stocks rose during the six-month period ended December 31, 2023. Global central banks—led by the US Federal Reserve—began to pause rate hikes, but equity markets continued to experience bouts of volatility as hawkish rhetoric indicated that rates would likely stay higher for longer to sustainably rein in inflation. Later in the period, stronger-than-expected third-quarter economic growth triggered a rapid rise in bond yields—especially the 10-year US Treasury note, which briefly crossed the 5% threshold for the first time in 16 years. Headwinds from higher Treasury yields, conflict in the Middle East and mixed third-quarter earnings weighed on investor sentiment globally and briefly sent all major indices into correction territory in October. Equity markets rallied sharply during November and December, as optimism rose that the US Federal Reserve would begin to cut interest rates in 2024—both earlier and more than previously anticipated. Although US mega-cap technology stocks drove returns through much of the year, the rally broadened considerably during the fourth quarter as soft-landing expectations in the US continued to be underpinned by cooling inflation and moderating economic growth. Within large-cap markets, both growth- and value-oriented stocks rose, but growth outperformed value, led by the technology sector and artificial intelligence optimism. Large-cap stocks narrowly outperformed small-cap stocks, although both rose in absolute terms.

The Fund’s Senior Investment Management Team (the “Team”) seeks to capitalize on long-term sustainable investment themes that impact multiple industries. The Team targets US companies with strong environmental, social and governance (“ESG”) practices using a combination of bottom-up and top-down research. The Team’s approach to building a sustainable portfolio with attractive financial return potential is to invest in companies aligned with the United Nations Sustainable Development Goals (“SDGs”),

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 3

which 193 nations have committed to advancing. The estimated cost to achieve these goals between 2016 and 2030 is $90 trillion, creating substantial opportunity for investment in companies aligned with these goals.

INVESTMENT POLICIES

The Fund pursues opportunistic growth by investing primarily in a portfolio of US companies whose business activities the Adviser believes position the issuer to benefit from certain environmentally or socially oriented sustainable investment themes that align with one or more of the SDGs. These themes principally include the advancement of health, climate and empowerment. Under normal conditions, the Fund invests at least 80% of its net assets in equity securities of US companies that satisfy the Fund’s sustainable thematic criteria. A company that derives at least 25% of its total revenues from activities consistent with the achievement of the SDGs meets such criteria, although many of the companies in which the Fund invests will derive a much greater portion of their revenues from such activities.

The Adviser employs a combination of “top-down” and “bottom-up” investment processes with the goal of identifying, based on its internal research and analysis, the most attractive securities of US companies that fit into sustainable investment themes. First, the Adviser identifies through its “top-down” process the sustainable investment themes. In addition to this “top-down” thematic approach, the Adviser then uses a “bottom-up” analysis of individual companies that focuses on prospective earnings growth, valuation and quality of company management and on evaluating a company’s risks, including those related to ESG factors. ESG factors, which can vary across companies and industries, may include environmental impact, corporate governance, ethical business practices, diversity and employee practices, product safety, supply chain management and community impact. Eligible investments include securities of issuers that the Adviser believes will maximize total return while also contributing to positive societal impact aligned with one or more SDGs. While the Adviser emphasizes focusing on individual companies with favorable ESG attributes over the use of broad-based negative screens (e.g., disqualifying business activities) in assessing a company’s exposure to ESG factors, the Fund will not invest in companies that derive revenue from direct involvement in adult entertainment, alcohol, coal, controversial weapons, firearms, gambling, genetically modified organisms, military contracting, prisons or tobacco.

The Adviser normally considers a universe of primarily US mid- to large-capitalization companies for investment. The Adviser expects that normally the Fund’s portfolio will emphasize investments in securities issued by US companies, although it may invest in foreign securities.

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DISCLOSURES AND RISKS

Benchmark Disclosure

The S&P 500^® Index is unmanaged and does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The S&P 500 Index includes 500 US stocks and is a common representation of the performance of the overall US stock market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

ESG Risk: Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities of companies with ESG practices may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, ESG and sustainability criteria are not uniformly defined, and the Fund’s ESG and sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the Adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

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.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 5

DISCLOSURES AND RISKS (continued)

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

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 for the Fund, 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 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. Prior to January 1, 2022, the Fund was subject to a performance-based, or fulcrum, advisory fee. Accordingly, performance information shown reflects performance fee adjustments and would have been different if the Fund had been managed under the current advisory fee arrangement.

All fees and expenses related to the operation of the Fund have been deducted. Net asset value (“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.

6 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

HISTORICAL PERFORMANCE

AVERAGE SEMI-ANNUAL RETURNS AS OF DECEMBER 31, 2023 (unaudited)

	NAV Returns		SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		20.58%		15.42%
Since Inception1		1.94%		-0.34%
CLASS C SHARES
1 Year		19.62%		18.62%
Since Inception1		8.28%		8.28%
ADVISOR CLASS SHARES2
1 Year		20.83%		20.83%
5 Years		16.37%		16.37%
Since Inception1		13.48%		13.48%
CLASS Z SHARES2
1 Year		20.82%		20.82%
Since Inception1		2.14%		2.14%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 1.19%, 2.11%, 1.00% and 0.76% for Class A, Class C, Advisor Class and Class Z shares, respectively, gross of any fee waivers or expense reimbursements. Contractual fee waivers and/or expense reimbursements reduced the Fund’s total annual operating expense ratios (excluding acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) to 0.90%, 1.65%, 0.65% and 0.65% for Class A, Class C, Advisor Class and Class Z shares, respectively. These waivers/reimbursements may not be terminated before October 31, 2024, and may be extended by the Adviser for one-year terms. 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.

1 Inception dates: 6/28/2017 for Advisor Class shares; 1/31/2022 for Class A and Class Z shares; 4/29/2022 for Class C shares.

2 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.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 7

HISTORICAL PERFORMANCE (continued)

SEC AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

DECEMBER 31, 2023 (unaudited)

	SEC Returns (reflects applicable sales charges)
CLASS A SHARES
1 Year		15.42%
Since Inception1		-0.34%
CLASS C SHARES
1 Year		18.62%
Since Inception1		8.28%
ADVISOR CLASS SHARES2
1 Year		20.83%
5 Years		16.37%
Since Inception1		13.48%
CLASS Z SHARES2
1 Year		20.82%
Since Inception1		2.14%

1 Inception dates: 6/28/2017 for Advisor Class shares; 1/31/2022 for Class A and Class Z shares; 4/29/2022 for Class C shares.

2 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.

8 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

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 advisory 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.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 9

EXPENSE EXAMPLE (continued)

	Beginning Account Value July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period*		Annualized Expense Ratio*			Total Expenses Paid During Period+		Total Annualized Expense Ratio+
Class A
Actual	$	1,000	$	1,058.30	$	4.60		0.89	%	$	4.66		0.90	%
Hypothetical**	$	1,000	$	1,020.66	$	4.52		0.89	%	$	4.57		0.90	%
Class C
Actual	$	1,000	$	1,053.70	$	8.52		1.65	%	$	8.52		1.65	%
Hypothetical**	$	1,000	$	1,016.84	$	8.36		1.65	%	$	8.36		1.65	%
Advisor Class
Actual	$	1,000	$	1,058.80	$	3.31		0.64	%	$	3.36		0.65	%
Hypothetical**	$	1,000	$	1,021.92	$	3.25		0.64	%	$	3.30		0.65	%
Class Z
Actual	$	1,000	$	1,059.30	$	3.31		0.64	%	$	3.36		0.65	%
Hypothetical**	$	1,000	$	1,021.92	$	3.25		0.64	%	$	3.30		0.65	%

* Expenses are equal to the classes’ annualized expense ratios multiplied by the average account value over the period, multiplied by 184/366 (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 184/366 (to reflect the one-half year period).

** Assumes 5% annual return before expenses.

10 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

PORTFOLIO SUMMARY

December 31, 2023 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $143.9

TEN LARGEST HOLDINGS²

Company	U.S. $ Value		Percent of Net Assets
Microsoft Corp.	$	5,520,643		3.8	%
Visa, Inc. – Class A		5,244,751		3.6
Veralto Corp.		4,446,893		3.1
NVIDIA Corp.		4,348,031		3.0
Aflac, Inc.		4,195,290		2.9
Intuit, Inc.		4,082,071		2.8
Keysight Technologies, Inc.		4,006,363		2.8
Waste Management, Inc.		3,818,412		2.7
Flex Ltd.		3,716,364		2.6
UnitedHealth Group, Inc.		3,713,719		2.6
	$	43,092,537		29.9	%

1 The Fund’s sector breakdown is expressed as a percentage of total investments (excluding security lending collateral) and may vary over time.

2 Long-term investments.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 11

PORTFOLIO OF INVESTMENTS

December 31, 2023 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS – 97.8%
Information Technology – 33.6%
Electronic Equipment, Instruments & Components – 7.6%
Flex Ltd.(a)		122,008	$	3,716,364
Keysight Technologies, Inc.(a)		25,183		4,006,363
TE Connectivity Ltd.		23,090		3,244,145
				10,966,872
IT Services – 2.6%
Accenture PLC – Class A		10,534		3,696,486
Semiconductors & Semiconductor Equipment – 9.1%
Advanced Micro Devices, Inc.(a)		12,291		1,811,816
Monolithic Power Systems, Inc.		3,833		2,417,780
NVIDIA Corp.		8,780		4,348,031
NXP Semiconductors NV		9,662		2,219,168
ON Semiconductor Corp.(a)		28,071		2,344,771
				13,141,566
Software – 14.3%
Adobe, Inc.(a)		5,356		3,195,390
Bentley Systems, Inc. – Class B		34,100		1,779,338
Fair Isaac Corp.(a)		2,659		3,095,103
Intuit, Inc.		6,531		4,082,071
Microsoft Corp.		14,681		5,520,643
Palo Alto Networks, Inc.(a)		9,581		2,825,245
				20,497,790
				48,302,714
Health Care – 21.0%
Health Care Equipment & Supplies – 6.0%
Alcon, Inc.		41,150		3,214,638
Becton Dickinson & Co.		11,566		2,820,137
STERIS PLC		11,854		2,606,102
				8,640,877
Health Care Providers & Services – 4.5%
Laboratory Corp. of America Holdings		11,712		2,662,021
UnitedHealth Group, Inc.		7,054		3,713,719
				6,375,740
Life Sciences Tools & Services – 8.6%
Bio-Rad Laboratories, Inc. – Class A(a)		4,788		1,545,998
Bruker Corp.		26,638		1,957,360
Danaher Corp.		13,535		3,131,187
ICON PLC(a)		12,417		3,514,880
West Pharmaceutical Services, Inc.		6,367		2,241,948
				12,391,373

12 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Pharmaceuticals – 1.9%
Johnson & Johnson		17,616	$	2,761,132
				30,169,122
Industrials – 14.3%
Aerospace & Defense – 1.7%
Hexcel Corp.		33,462		2,467,822
Commercial Services & Supplies – 7.6%
Tetra Tech, Inc.		16,479		2,750,840
Veralto Corp.		54,059		4,446,893
Waste Management, Inc.		21,320		3,818,412
				11,016,145
Electrical Equipment – 1.5%
Rockwell Automation, Inc.		6,885		2,137,655
Machinery – 2.1%
Deere & Co.		7,467		2,985,829
Professional Services – 1.4%
Maximus, Inc.		23,932		2,006,938
				20,614,389
Financials – 11.3%
Capital Markets – 4.8%
Intercontinental Exchange, Inc.		24,805		3,185,706
MSCI, Inc.		6,517		3,686,341
				6,872,047
Financial Services – 3.6%
Visa, Inc. – Class A		20,145		5,244,751
Insurance – 2.9%
Aflac, Inc.		50,852		4,195,290
				16,312,088
Consumer Discretionary – 6.7%
Automobile Components – 2.4%
Aptiv PLC(a)		39,375		3,532,725
Household Durables – 2.5%
TopBuild Corp.(a)		9,605		3,594,767
Specialty Retail – 1.8%
Home Depot, Inc. (The)		7,363		2,551,648
				9,679,140
Consumer Staples – 5.8%
Household Products – 2.3%
Procter & Gamble Co. (The)		22,190		3,251,723

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 13

PORTFOLIO OF INVESTMENTS (continued)

Company	Shares		U.S. $ Value
Personal Care Products – 3.5%
Haleon PLC (ADR)(b)		228,005	$	1,876,481
Unilever PLC (Sponsored ADR)		65,960		3,197,741
				5,074,222
				8,325,945
Utilities – 3.8%
Electric Utilities – 2.5%
NextEra Energy, Inc.		59,151		3,592,832
Water Utilities – 1.3%
American Water Works Co., Inc.		14,671		1,936,425
				5,529,257
Real Estate – 1.3%
Specialized REITs – 1.3%
SBA Communications Corp.		7,277		1,846,102
Total Common Stocks (cost $98,025,864)				140,778,757
SHORT-TERM INVESTMENTS – 2.2%
Investment Companies – 2.2%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(c)(d)(e) (cost $3,158,321)		3,158,321		3,158,321
Total Investments Before Security Lending Collateral for Securities Loaned – 100.0% (cost $101,184,185)				143,937,078
INVESTMENTS OF CASH COLLATERAL FOR SECURITIES LOANED – 0.2%
Investment Companies – 0.2%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 5.27%(c)(d)(e) (cost $258,570)		258,570		258,570
Total Investments – 100.2% (cost $101,442,755)				144,195,648
Other assets less liabilities – (0.2)%				(293,272	)
Net Assets – 100.0%			$	143,902,376

14 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

(a) Non-income producing security.

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

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

(d) Affiliated investments.

(e) 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.

Glossary:

ADR – American Depositary Receipt

REIT – Real Estate Investment Trust

See notes to financial statements.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 15

STATEMENT OF ASSETS & LIABILITIES

December 31, 2023 (unaudited)

Assets
Investments in securities, at value
Unaffiliated issuers (cost $98,025,864)	$	140,778,757	(a)
Affiliated issuers (cost $3,416,891—including investment of cash collateral for securities loaned of $258,570)		3,416,891
Receivable for capital stock sold		170,963
Unaffiliated dividends receivable		40,077
Receivable from Adviser		30,390
Affiliated dividends receivable		17,337
Total assets		144,454,415
Liabilities
Due to Custodian		6
Payable for collateral received on securities loaned		258,570
Advisory fee payable		65,233
Payable for capital stock redeemed		61,277
Custody and accounting fees payable		57,525
Administrative fee payable		17,350
Transfer Agent fee payable		4,105
Dividends payable		710
Distribution fee payable		168
Directors’ fee payable		20
Accrued expenses		87,075
Total liabilities		552,039
Net Assets	$	143,902,376
Composition of Net Assets
Capital stock, at par	$	812
Additional paid-in capital		100,107,458
Distributable earnings		43,794,106
	$	143,902,376

Net Asset Value Per Share—11 billion shares of capital stock authorized, $.0001 par value

Class	Net Assets		Shares Outstanding		Net Asset Value
A	$	704,899		39,823	$	17.70	*
C	$	28,019		1,596	$	17.56
Advisor	$	127,152,746		7,178,792	$	17.71
Z	$	16,016,712		903,916	$	17.72

(a) Includes securities on loan with a value of $251,838 (see Note E).

* The maximum offering price per share for Class A shares was $18.49, which reflects a sales charge of 4.25%.

See notes to financial statements.

16 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

STATEMENT OF OPERATIONS

Six Months Ended December 31, 2023 (unaudited)

Investment Income
Dividends
Unaffiliated issuers (net of foreign taxes withheld of $3,326)	$	700,642
Affiliated issuers		148,498
Securities lending income		12,486
Other income		2,148		$	863,774
Expenses
Advisory fee (see Note B)		382,580
Transfer agency—Class A		247
Transfer agency—Class C		47
Transfer agency—Advisor Class		51,991
Transfer agency—Class Z		1,604
Distribution fee—Class A		717
Distribution fee—Class C		132
Registration fees		40,359
Administrative		39,484
Custody and accounting		35,492
Audit and tax		24,539
Legal		23,639
Printing		17,674
Directors’ fees		9,381
Miscellaneous		7,730
Total expenses		635,616
Less: expenses waived and reimbursed by the Adviser (see Note B and Note E)		(186,736	)
Net expenses					448,880
Net investment income					414,894
Realized and Unrealized Gain on Investment
Net realized gain on investment transactions					3,050,652
Net change in unrealized appreciation on investments					4,568,163
Net gain on investment					7,618,815
Net Increase in Net Assets from Operations				$	8,033,709

See notes to financial statements.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 17

STATEMENT OF CHANGES IN NET ASSETS

	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Increase in Net Assets from Operations
Net investment income	$	414,894		$	646,248
Net realized gain on investment		3,050,652			5,357,763
Net change in unrealized appreciation on investments		4,568,163			15,740,336
Net increase in net assets from operations		8,033,709			21,744,347
Distributions to Shareholders
Class A		(23,184	)		(9,222	)
Class C		(846	)		(2,869	)
Advisor Class		(4,429,639	)		(9,519,635	)
Class Z		(571,275	)		(783	)
Capital Stock Transactions
Net increase (decrease)		(1,040,582	)		20,431,177
Total increase		1,968,183			32,643,015
Net Assets
Beginning of period		141,934,193			109,291,178
End of period	$	143,902,376		$	141,934,193

See notes to financial statements.

18 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS

December 31, 2023 (unaudited)

NOTE A

Significant Accounting Policies

AB Cap Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Company, which is a Maryland corporation, operates as a series company comprised of 11 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 Sustainable US Thematic 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. Effective February 1, 2022, the Fund commenced offering of Class A and Class Z shares. Effective May 2, 2022, the Fund commenced offering of Class C shares. Class B, Class R, Class K, Class I, Class T, Class 1, and Class 2 shares have not been issued. 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 automatically convert to Class A shares eight years after the end of the calendar month of purchase. Advisor Class and Class Z shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All 11 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 market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by and under the oversight of the Company’s Board of Directors (the “Board”). Pursuant to these procedures, AllianceBernstein L.P. (the

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 19

NOTES TO FINANCIAL STATEMENTS (continued)

“Adviser”) serves as the Company’s valuation designee pursuant to Rule 2a-5 of the 1940 Act. In this capacity, the Adviser is responsible, among other things, for making all fair value determinations relating to the Company’s portfolio investments, subject to the Board’s oversight.

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

20 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

NOTES TO FINANCIAL STATEMENTS (continued)

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 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)

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

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NOTES TO FINANCIAL STATEMENTS (continued)

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.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of December 31, 2023:

Investments in Securities

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks^

$

140,778,757

$

– 0

–

$

– 0

–

$

140,778,757

Short-Term Investments:

Investment Companies

3,158,321

– 0

–

– 0

–

3,158,321

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

258,570

– 0

–

– 0

–

258,570

Total Investments in Securities

144,195,648

– 0

–

– 0

–

144,195,648

Other Financial Instruments*

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

144,195,648

$

– 0

–

$

– 0

–

$

144,195,648

^ See Portfolio of Investments for sector classifications.

* 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, written options and written swaptions which are valued 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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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. Non-cash dividends, if any, are recorded on the ex-dividend date at the fair value of the securities received. 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.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 current investment advisory agreement, the Fund pays the Adviser an advisory fee at an annual rate of .55% of the first $2.5 billion, .50% of the next $2.5 billion and .45% in excess of $5 billion of the Fund’s average daily net assets. The Adviser has agreed to waive its fees and bear certain expenses to the extent necessary to limit total expenses (other than acquired fund fees and expenses other than the advisory fees of any AB mutual funds in which the Fund may invest, interest expense, taxes, extraordinary expenses, and brokerage commissions and other transaction costs) on an annual basis (the “Expense Cap”) to .90%, 1.65%, .65% and .65% of daily average net assets for Class A, Class C, Advisor Class and Class Z shares, respectively. For the six months ended December 31, 2023, such reimbursements/waivers amounted to $182,609. The Expense Cap will remain in effect until October 31, 2024 and then may be continued thereafter from year to year by the Adviser.

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 six months ended December 31, 2023, the reimbursement for such services amounted to $39,484.

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 $13,938 for the six months ended December 31, 2023.

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 $164 from the sale of Class A shares and received $0 and $0 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A and Class C shares, respectively, for the six months ended December 31, 2023.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 had 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, 2023. Effective September 1, 2023, the Adviser has contractually agreed to waive .05% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .15%) until August 31, 2024. 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 six months ended December 31, 2023, such waiver amounted to $3,605.

A summary of the Fund’s transactions in AB mutual funds for the six months ended December 31, 2023 is as follows:

Fund	Market Value 6/30/23 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value 12/31/23 (000)		Dividend Income (000)
Government Money Market Portfolio	$	8,047	$	21,119	$	26,008	$	3,158	$	148
Government Money Market Portfolio*		1,996		21,943		23,680		259		11
Total							$	3,417	$	159

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

NOTE C

Distribution Services Agreement

The Fund has adopted a Distribution Services Agreement (the “Agreement”) pursuant to Rule 12b-1 under the 1940 Act. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .25% of the Fund’s average daily net assets attributable to Class A shares and 1% of the Fund’s average daily net assets attributable to Class C shares. There are no distribution and servicing fees on the Advisor Class and Class Z 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 operations, the Distributor has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amount of $796 for Class C shares. While such costs may be recovered from the Fund in future periods so long as

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NOTES TO FINANCIAL STATEMENTS (continued)

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 year 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 six months ended December 31, 2023, were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	24,105,549		$	24,971,679
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

Gross unrealized appreciation	$	43,428,040
Gross unrealized depreciation		(675,147	)
Net unrealized appreciation	$	42,752,893

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 Fund did not engage in derivative transactions for the six months ended December 31, 2023.

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

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NOTES TO FINANCIAL STATEMENTS (continued)

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 will include only securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. If 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 dividend 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,

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NOTES TO FINANCIAL STATEMENTS (continued)

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.

A summary of the Fund’s transactions surrounding securities lending for the six months ended December 31, 2023 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
$	251,838	$	258,570	$	– 0 –	$	1,627	$	10,859	$	522

* As of December 31, 2023.

NOTE F

Capital Stock

Each class consists of 1,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Class A
Shares sold		20,655			19,977		$	357,557		$	337,166
Shares issued in reinvestment of dividends and distributions		1,030			549			17,214			8,452
Shares converted from Class C		0	(a)		0	(a)		0	(b)		1
Shares redeemed		(1,028	)		(2,944	)		(17,323	)		(47,148	)
Net increase		20,657			17,582		$	357,448		$	298,471
Class C
Shares sold		37			6,594		$	610		$	118,178
Shares issued in reinvestment of distributions		32			132			534			2,029
Shares converted to Class A		(0	)(a)		(0	)(a)		(0	)(b)		(1	)
Shares redeemed		– 0	–		(8,589	)		– 0	–		(142,511	)
Net increase (decrease)		69			(1,863	)	$	1,144		$	(22,305	)

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NOTES TO FINANCIAL STATEMENTS (continued)

	Shares						Amount
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023
Advisor Class
Shares sold		875,873			2,871,572		$	14,865,329		$	46,835,782
Shares issued in reinvestment of dividends and distributions		181,161			356,437			3,029,019			5,496,264
Shares redeemed		(1,126,219	)		(2,827,125	)		(19,293,523	)		(46,279,257	)
Net increase (decrease)		(69,185	)		400,884		$	(1,399,175	)	$	6,052,789
Class Z
Shares sold		– 0	–		903,399		$	– 0	–	$	14,102,220
Shares issued in reinvestment of dividends and distributions		0	(a)		0	(a)		1			2
Net increase		0	(a)		903,399		$	1		$	14,102,222

(a) Amount is less than one share.

(b) Amount is less than $.50.

At December 31, 2023, one shareholder owned 11% in aggregate of the Fund’s outstanding shares. Significant transactions by such shareholder, if any, may impact the Fund’s performance.

NOTE G

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the market or markets in which the Fund invests 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) and regional and global conflicts, that affect large portions of the market. It includes the risk that a particular style of investing may be underperforming the market generally.

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors, such as the information technology sector. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

ESG Risk—Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers for noninvestment reasons and, therefore, the Fund may forgo some market opportunities available to funds

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NOTES TO FINANCIAL STATEMENTS (continued)

that do not use ESG or sustainability criteria. Securities of companies with ESG practices may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, ESG and sustainability criteria are not uniformly defined, and the Fund’s ESG and sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the Adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

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 due to adverse market, economic, political, regulatory or other factors.

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

LIBOR Replacement Risk—The Fund may be exposed to debt securities, derivatives or other financial instruments that recently transitioned from the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. LIBOR’s administrator, ICE Benchmark Administration, ceased publishing most LIBOR settings (including some U.S. LIBOR settings) by the end of 2021 and the remaining (and most widely used) U.S. Dollar LIBOR settings after June 30, 2023. The United Kingdom Financial Conduct Authority, which regulates LIBOR, will permit the use of synthetic U.S. Dollar LIBOR rates for non-U.S. contracts through September 30, 2024, but any such rates would be considered non-representative of the underlying market. Since 2018 the Federal Reserve Bank of New York has published the Secured Overnight Financing Rate (referred to as SOFR), which is intended to replace U.S. Dollar LIBOR. SOFR is a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities in the repurchase agreement (repo) market. There is no assurance that the composition or characteristics of SOFR or any such alternative reference rate will be similar to or produce the same value or economic equivalence as LIBOR or that the market for SOFR-linked financial instruments will have the same volume or liquidity as did the market for LIBOR-linked financial instruments prior to LIBOR’s discontinuance or unavailability. Neither the long-term effects of the LIBOR transition process nor its ultimate success can yet be known.

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NOTES TO FINANCIAL STATEMENTS (continued)

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 for the Fund, 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 related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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 six months ended December 31, 2023.

NOTE I

Distributions to Shareholders

The tax character of distributions paid for the year ending June 30, 2024 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal year ended June 30, 2023, period ended June 30, 2022 and year ended December 31, 2021 were as follows:

	June 30, 2023		June 30, 2022			December 31, 2021
Distributions paid from:
Ordinary income	$	309,706	$	– 0	–	$	8,862,176
Net long-term capital gains		9,222,803		– 0	–		8,145,863
Total taxable distributions paid	$	9,532,509	$	– 0	–	$	17,008,039

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NOTES TO FINANCIAL STATEMENTS (continued)

As of June 30, 2023, the components of accumulated earnings (deficit) on a tax basis were as follows:

Undistributed ordinary income	$	383,469
Undistributed capital gains		3,204,700
Unrealized appreciation (depreciation)		37,197,172	(a)
Total accumulated earnings (deficit)	$	40,785,341

(a) The difference between book-basis and tax-basis unrealized appreciation (depreciation) is attributable primarily to the tax deferral of losses on wash sales.

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 June 30, 2023, the Fund did not have any capital loss carryforwards.

NOTE J

Recent Accounting Pronouncements

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, “Reference Rate Reform (Topic 848)—Deferral of the Sunset Date of Topic 848”. ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

NOTE K

Subsequent Events

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 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
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			February 1, 2022(a) to June 30, 2022(b)
Net asset value, beginning of period		$ 17.33			$ 15.93			$ 19.39
Income From Investment Operations
Net investment income(c)(d)		.03			.07			.01
Net realized and unrealized gain (loss) on investments		.94			2.82			(3.47	)
Net increase (decrease) in net asset value from operations		.97			2.89			(3.46	)
Less: Dividends and Distributions
Dividends from net investment income		(.06	)		(.03	)		– 0	–
Distributions from net realized gain on investments		(.54	)		(1.46	)		– 0	–
Total dividends and distributions		(.60	)		(1.49	)		– 0	–
Net asset value, end of period		$ 17.70			$ 17.33			$ 15.93
Total Return
Total investment return based on net asset value(e)		5.83	%		19.32	%		(17.84	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$705			$332			$25
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(g)†		.89	%(f)		.89	%		.90	%(f)
Expenses, before waivers/reimbursements(g)†		1.17	%(f)		1.18	%		1.42	%(f)
Net investment income(d)		.33	%(f)		.44	%		.13	%(f)
Portfolio turnover rate		18	%		45	%		17	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%(f)		.01	%		.01	%(f)

See footnote summary on page 37.

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FINANCIAL HIGHLIGHTS (continued)

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

	Class C
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			May 2, 2022(a) to June 30, 2022(b)
Net asset value, beginning of period		$ 17.21			$ 15.92			$ 17.38
Income From Investment Operations
Net investment loss(c)(d)		(.03	)		(.06	)		(.01	)
Net realized and unrealized gain (loss) on investments		.92			2.81			(1.45	)
Net increase (decrease) in net asset value from operations		.89			2.75			(1.46	)
Less: Distributions
Distributions from net realized gain on investments		(.54	)		(1.46	)		– 0	–
Net asset value, end of period		$ 17.56			$ 17.21			$ 15.92
Total Return
Total investment return based on net asset value(e)		5.37	%		18.36	%		(8.40	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$28			$26			$54
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(g)†		1.65	%(f)		1.64	%		1.64	%(f)
Expenses, before waivers/reimbursements(g)†		2.20	%(f)		2.10	%		3.44	%(f)
Net investment loss(d)		(.40	)%(f)		(.38	)%		(.43	)%(f)
Portfolio turnover rate		18	%		45	%		17	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.00	%(f)		.01	%		.01	%(f)

See footnote summary on page 37.

34 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

	Advisor Class
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			January 1, 2022 to June 30, 2022(b)			Year Ended December 31,
										2021			2020			2019
Net asset value, beginning of period		$ 17.37			$ 15.95			$ 21.71			$ 18.83			$ 13.94			$ 10.59
Income From Investment Operations
Net investment income (loss)(c)(d)		.05			.09			.01			.11			(.06	)		.09
Net realized and unrealized gain (loss) on investments		.93			2.84			(5.77	)		4.83			5.26			3.34
Net increase (decrease) in net asset value from operations		.98			2.93			(5.76	)		4.94			5.20			3.43
Less: Dividends and Distributions
Dividends from net investment income		(.10	)		(.05	)		– 0	–		(.13	)		(.00	)(h)		(.08	)
Distributions from net realized gain on investments		(.54	)		(1.46	)		– 0	–		(1.93	)		(.31	)		– 0	–
Total dividends and distributions		(.64	)		(1.51	)		– 0	–		(2.06	)		(.31	)		(.08	)
Net asset value, end of period		$ 17.71			$ 17.37			$ 15.95			$ 21.71			$ 18.83			$ 13.94
Total Return
Total investment return based on net asset value(e)		5.88	%		19.55	%		(26.56	)%		26.26	%		37.34	%		32.41	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$127,153			$125,881			$109,204			$191,746			$181,969			$100,714
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(g)†		.64	%(f)		.64	%		.65	%(f)		.12	%		1.09	%		.43	%
Expenses, before waivers/reimbursements(g)†		.92	%(f)		.99	%		1.00	%(f)		.36	%		1.32	%		.84	%
Net investment income (loss)(d)		.60	%(f)		.55	%		.14	%(f)		.54	%		(.38	)%		.69	%
Portfolio turnover rate		18	%		45	%		17	%		37	%		51	%		41	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%(f)		.01	%		.01	%(f)		.00	%		.01	%		.01	%

See footnote summary on page 37.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 35

FINANCIAL HIGHLIGHTS (continued)

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

	Class Z
	Six Months Ended December 31, 2023 (unaudited)			Year Ended June 30, 2023			February 1, 2022(a) to June 30, 2022(b)
Net asset value, beginning of period		$ 17.36			$ 15.95			$ 19.39
Income From Investment Operations
Net investment income(c)(d)		.05			.10			.03
Net realized and unrealized gain (loss) on investments		.94			2.82			(3.47	)
Net increase (decrease) in net asset value from operations		.99			2.92			(3.44	)
Less: Dividends and Distributions
Dividends from net investment income		(.09	)		(.05	)		– 0	–
Distributions from net realized gain on investments		(.54	)		(1.46	)		– 0	–
Total dividends and distributions		(.63	)		(1.51	)		– 0	–
Net asset value, end of period		$ 17.72			$ 17.36			$ 15.95
Total Return
Total investment return based on net asset value(e)		5.93	%		19.52	%		(17.74	)%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$16,016			$15,695			$8
Ratio to average net assets of:
Expenses, net of waivers/reimbursements(g)†		.64	%(f)		.64	%		.65	%(f)
Expenses, before waivers/reimbursements(g)†		.86	%(f)		.75	%		1.02	%(f)
Net investment income(d)		.60	%(f)		.64	%		.36	%(f)
Portfolio turnover rate		18	%		45	%		17	%
†  Expense ratios exclude the estimated acquired fund fees of affiliated/unaffiliated underlying
portfolios		.01	%(f)		.01	%		.00	%(f)

See footnote summary on page 37.

36 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

FINANCIAL HIGHLIGHTS (continued)

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

(a) Commencement of distribution.

(b) The Fund changed its fiscal year end from December 31 to June 30.

(c) Based on average shares outstanding.

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

(e) 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. 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.

(f) Annualized.

(g) 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, for the period ended December 2023, the year ended June 30, 2023, the period ended June 30, 2022, the years ended December 31, 2020, December 31, 2019, such waiver amounted to 0.01% (annualized), 0.01%, 0.01% (annualized), 0.01% and 0.01%, respectively.

(h) Amount is less than $0.005.

See notes to financial statements.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO | 37

BOARD OF DIRECTORS

Garry L. Moody⁽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⁾ Marshall C. Turner, Jr.⁽¹⁾ Emilie D. Wrapp, Advisory Board Member

OFFICERS

Daniel C. Roarty⁽²⁾, Vice President Benjamin Ruegsegger⁽²⁾, Vice President Nancy E. Hay, Secretary Michael B. Reyes, Senior Vice President Stephen M. Woetzel, Treasurer and Chief Financial Officer Phyllis J. Clarke, Controller Jennifer Friedland, Chief Compliance Officer

Custodian and Accounting Agent Brown Brothers Harriman & Co. 50 Post Office Square Boston, MA 02110   Principal Underwriter AllianceBernstein Investments, Inc. 501 Commerce Street Nashville, TN 37203 Independent Registered Public Accounting Firm Ernst & Young LLP One Manhattan West New York, NY 10001   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

Transfer Agent

AllianceBernstein Investor Services, Inc.

P.O. Box 786003

San Antonio, TX 78278

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 Sustainable Thematic Equities Investment Team. Messrs. Roarty and Ruegsegger are the investment professional with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

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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 2024, which covered the period January 1, 2023 through December 31, 2023 (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.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 39

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was challenged due to rising rates and economic uncertainty. However, markets also remained orderly during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

40 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

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 Sustainable US Thematic Portfolio (formerly AB FlexFee^TM US Thematic Portfolio) (the “Fund”) at a meeting held in-person on May 2-4, 2023 (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 Vice President of 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 a portion of its assets.

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

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 41

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. Reimbursements, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rate stated in the Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant at the request of the directors. 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 2021 and 2022 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 fund 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

42 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

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.

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 Advisor Class 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 Advisor Class shares against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended February 28, 2023. 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 took into account the impact on the advisory fee rate of the administrative expense reimbursement paid to the Adviser in the latest fiscal year.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 43

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 Vice President and 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 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 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.

In connection with their review of the Fund’s advisory fee, the directors also considered the total expense ratio of the Advisor Class shares of the Fund in comparison to the medians for a peer group and a peer universe selected by the 15(c) service provider. The Advisor Class 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. Based on their review, the directors concluded that the Fund’s expense ratio was acceptable.

44 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

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 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.

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO^| 45

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

AB FAMILY OF FUNDS

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

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 Low Volatility Equity Portfolio¹

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

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

Income Fund

Intermediate Duration Portfolio

Short Duration High Yield Portfolio¹

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 Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

EXCHANGE-TRADED FUNDS

Conservative Buffer ETF

Core Plus Bond ETF

Corporate Bond ETF

Disruptors ETF

High Yield ETF

Tax-Aware Intermediate Municipal ETF

Tax-Aware Long Municipal ETF

Tax-Aware Short Duration Municipal ETF

Ultra Short Income ETF

US High Dividend ETF

US Large Cap Strategic Equities ETF

US Low Volatility Equity ETF

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 July 5, 2023, International Low Volatility Equity Portfolio was named International Strategic Core Portfolio and Short Duration High Yield Portfolio was named Limited Duration High Income Portfolio.

46 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

NOTES

abfunds.com AB SUSTAINABLE US THEMATIC PORTFOLIO ^| 47

NOTES

48 ^| AB SUSTAINABLE US THEMATIC PORTFOLIO abfunds.com

AB SUSTAINABLE US THEMATIC PORTFOLIO

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

SUT-0152-1223    

ITEM 2. CODE OF ETHICS.

Not applicable when filing a semi-annual report to shareholders.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable when filing a semi-annual report to shareholders.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable when filing a semi-annual report to shareholders.

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-3(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 period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. 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
13(b)(1)	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
13(b)(2)	Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
13(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: February 26, 2024

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: February 26, 2024

By:	/s/ Stephen M. Woetzel
	Stephen M. Woetzel
	Treasurer and Chief Financial Officer

Date: February 26, 2024