SEMIANNUAL REPORT August 31, 2015 PREFX T. Rowe Price Tax-Efficient Equity Fund A fund designed for tax-conscious investors seeking long-term capital appreciation. T. R owe P rice T ax- E fficient E quity F und HIGHLIGHTS • U.S. stocks declined in the six months ended August 31, 2015, against a backdrop of heightened market volatility. • The Tax-Efficient Equity Fund outperformed for the six-month period versus the Russell 3000 Growth Index and the Lipper Multi-Cap Growth Funds Index. • Your fund continues to be highly tax-efficient. Its 99.89% tax-efficiency ratio shows that it has made minimal capital gain distributions since its inception on December 29, 2000. • The fund’s consumer discretionary and health care holdings recorded modest gains, while energy, materials, and industrials and business services stocks lost ground. • We expect modest stock returns going forward that should provide better long-term returns than fixed income investments. The views and opinions in this report were current as of August 31, 2015. They are not guarantees of performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and the managers reserve the right to change their views about individual stocks, sectors, and the markets at any time. As a result, the views expressed should not be relied upon as a forecast of the fund’s future investment intent. The report is certified under the Sarbanes-Oxley Act, which requires mutual funds and other public companies to affirm that, to the best of their knowledge, the information in their financial reports is fairly and accurately stated in all material respects. REPORTS ON THE WEB Sign up for our E-mail Program, and you can begin to receive updated fund reports and prospectuses online rather than through the mail. Log in to your account at troweprice.com for more information. T. Rowe Price Tax-Efficient Equity Fund Manager’s Letter Fellow Shareholders U.S. stocks recorded moderate losses over the six months ended August 31, 2015, in a period marked by heightened market volatility. Investor sentiment seesawed between optimism about modest U.S. economic growth and accommodative monetary policies overseas and concerns about the timing and pace of Federal Reserve interest rate hikes expected later in 2015 and a sharper-than-expected economic slowdown in China. As shown in the Performance Comparison table, the Tax-Efficient Equity Fund returned -2.38% for the six months ended August 31, 2015, outpacing the Russell 3000 Growth Index and the Lipper Multi-Cap Growth Funds Index over the period. Seven out of the fund’s 10 sector allocations Six-Month Period Ended 8/31/15 Total Return generated absolute gains for the six-month period. Tax-Efficient Equity Fund* -2.38% A small position in utilities Russell 3000 Growth Index -3.87 rose by double digits and Lipper Multi-Cap Growth was followed by more Funds Index -3.53 modest gains in our *The performance information shown does not reflect consumer discretionary the deduction of a 1% redemption fee on shares and health care shares. held for less than 365 days; if it did, the performance Information technology would be lower. and financials performed roughly in line with our benchmark, while telecommunication services and consumer staples posted steeper losses. Energy, materials, and industrials and business services fell the most during the period. Very strong stock selection helped performance versus the Russell benchmark, while sector weightings had little net impact on relative results. This is consistent with the fund’s management style, featuring sector weights that are similar to those of its Russell benchmark and a focus on the careful selection of companies that we expect to succeed over the long term. P erformance C omparison 1 T he A dvantages of T ax- E fficient I nvesting Studies show that taxes can reduce a taxable portfolio’s return by as much as 2% annually. That may not sound like much, but it adds up over time. While it’s impossible to eliminate taxes altogether, a tax-efficient investment strategy can help reduce the drag that taxes typically have on your portfolio. Here’s how: • Asset Location: After an investor has determined an asset allocation strategy appropriate for his or her individual circumstances, tax efficiency starts with holding investments in the appropriate account. A taxable account is best for individual securities held for a longer time period; tax-advantaged securities, such as municipal bond funds; or mutual funds with a low-turnover, growth-oriented investment approach—such as the Tax-Efficient Equity Fund. Investments with high interest income, high dividends, or high turnover typically are more appropriate for a taxdeferred investment account since these could all trigger tax implications. These strategies are also managed to maximize pretax returns, and tax implications are not considered. • L ong-Term Perspective: In order to minimize taxable capital gain distributions and maximize after-tax returns, a tax-efficient investment approach invests for the long term, focusing on companies with strong, sustainable market positions and high returns on capital. Investing systematically and avoiding attempts to time the market—a daunting challenge even for the most experienced investors—will also help to limit short-term distributions and missing major market moves. • C areful Stock Selection: In a “buy and hold” investment approach, the ability to select investments that have long-term performance potential is critical. We focus on a company’s fundamentals, homing in on those with solid pricing power, sustainable competitive advantages, and good earnings growth. A growth tilt is a key point of emphasis in our approach: Companies that are relatively early in their life cycle tend to plow profits into additional growth rather than cause taxable dividend payments. • H arvest Losses: Stocks that have lost value provide an opportunity to offset the tax liabilities produced by the gains realized on other stocks in our portfolio. This advantage holds even in a down market where a portfolio may not have any gains to offset since the Internal Revenue Service currently allows investors to carry losses forward indefinitely to future years until they are used up. While taxes should never be the primary focus of your investment decisions or strategy, they should be considered as a means of maximizing your after-tax returns. By making the right decisions early on, you can have more capital available for your investment objectives and enjoy the benefits of a tax-efficient portfolio for years to come. MARKET ENVIRONMENT The U.S. economy improved from sluggish first-quarter growth, expanding at an annualized pace of 3.7% in the second quarter of 2015. The labor market continued to strengthen, with solid job gains driving the national unemployment rate down to 5.1% in August, its 2 lowest level since 2008. Inflation is likely to remain very low in the near term due to recent declines in oil and other commodity prices, although evidence suggests that wages are beginning to rise from trough levels as the labor market has improved. Despite the recent global financial market volatility, the Federal Reserve is on track to begin raising short-term U.S. interest rates in the months ahead. Once they have begun, rate hikes are expected to be gradual. Apart from energy-related sectors, healthy corporate balance sheets and cash flows provide flexibility in the use of capital to increase capital spending, return capital to shareholders, and engage in mergers and acquisitions (M&A). Supported by low financing costs and improved corporate confidence, M&A activity neared peak levels and had a positive effect on your fund’s returns. U.S. profit growth expanded by low single digits in the second quarter and outperformed expectations, while revenue growth remained negative for a second quarter in a row, due in part to the drag from the energy sector. P erformance of G rowth S tocks vs. V alue S tocks Periods Ended 8/31/15 Large-Cap Russell 1000 Growth Index 6 Months 12 Months 5 Years* -3.88% 4.26% 17.40% Russell 1000 Value Index -6.73 -3.48 14.68 Russell 1000 Index -5.29 0.40 16.07 Mid-Cap Russell Midcap Growth Index -5.12 2.46 17.13 Russell Midcap Value Index -6.90 -2.54 15.96 Russell Midcap Index -5.98 0.02 16.56 Small-Cap Russell 2000 Growth Index -3.67 5.11 17.83 Russell 2000 Value Index -7.10 -4.95 13.23 Russell 2000 Index -5.36 0.03 15.55 *5-year returns are annualized. Past performance cannot guarantee future results. Market volatility was high during the period as optimism about the U.S. economy and stimulus measures in Europe and Japan alternated with concerns about the impact of pending Federal Reserve interest rate hikes and uncertainty in China’s economy and markets. As measured by various Russell indexes, stocks fell over the past six months across 3 all market capitalization ranges. Large-caps declined less than smalland mid-caps, though the differences were slight. Growth stocks outperformed value stocks in all market caps. Consumer discretionary shares posted a slim gain, but all other sectors in the benchmark Russell 3000 Growth Index finished in negative territory for the reporting period. Health care and consumer staples outpaced the index with modest losses, followed by moderately larger declines in information technology, financials, and telecommunication services. Utilities and industrials and business services stocks fell more steeply, while materials and energy shares continued to struggle with an unfavorable global supply/demand dynamic and posted the largest losses. PORTFOLIO CHARACTERISTICS The Tax-Efficient Equity Fund seeks to buy and hold attractively valued, high-quality growth companies with good business models, strong management, and favorable long-term prospects. Our goal is to build a portfolio that provides strong after-tax returns. T ax- E fficient A ttributes As of 8/31/15 Tax-Efficient Equity Fund (Inception date: 12/29/00) Tax-Efficiency Ratio Since Inception* (After-Tax Return Divided by Pretax Return) 99.89% 12-Month Portfolio Turnover Rate 11.70% *The ratio assumes that you did not sell your shares at the end of our reporting period. • Tax-Efficiency Ratio: Our 99.89% tax-efficiency ratio reflects that the fund has made only minimal capital gain distributions since its inception on December 29, 2000. (The fund’s tax-efficiency ratio is calculated by dividing the fund’s after-tax return by its pretax return.) Although we expect to make a small distribution later in 2015, it is likely to be very modest in comparison with distributions from mutual funds managed with a focus on pretax returns. According to data provided by the Investment Company Institute, approximately 41% of all mutual fund assets are held in taxable accounts, and capital gain distributions have jumped dramatically over the two years ended 2014. 4 P ortfolio C haracteristics As of 8/31/15 Tax-Efficient Equity Fund Russell 3000 Growth Index Earnings Growth Rate Historical Growth 5 Years (least squares) 16.1% 13.4% Projected Long-Term Earnings Growth Rate* 15.0 13.5 Profitability – Return on Equity Latest 12 Months Excluding Charges 19.0 24.2 P/E Ratio 12 Months Forward Estimated Earnings* 21.2X 18.7X Investment-Weighted Median Market Capitalization (bil) • Earnings Growth: The earnings of the companies in our portfolio are expected to grow faster than companies in the Russell 3000 Growth Index. The fund’s projected long-term earnings growth rate of 15.0% exceeds the 13.5% index rate, while our historical earnings growth rate over the last five years was 16.1% versus 13.4% for the index. • Return on Equity: The fund’s 12-month return *Source for data: IBES. These statistics are based on on equity (ROE) at the the companies in the fund’s portfolio and are not a end of our reporting projection of future fund performance. period was 19.0%. A high, sustainable ROE indicates that a company is using its investment dollars to generate earnings growth. It is one of the most important characteristics we consider when researching potential investments and reviewing current holdings. $22.1 $53.2 • Market Capitalization: The fund’s investment-weighted median market capitalization was $22.1 billion versus $53.2 billion for the index, reflecting the fund’s broad diversification and greater exposure to mid-cap companies. Although diversification cannot assure a profit or protect against loss in a declining market, it may help to lower a portfolio’s volatility versus a more concentrated strategy. PORTFOLIO AND PERFORMANCE REVIEW At the end of our reporting period, the fund’s largest sector allocations were information technology, consumer discretionary, health care, and industrials and business services. We had relatively small allocations 5 S ector D iversification Percent of Net Assets as of 8/31/15 Tax- Efficient Equity Fund Russell 3000 Growth Index Information Technology 23.5% 27.0% Consumer Discretionary 21.4 20.9 Health Care 20.4 18.5 Industrials and Business Services 13.1 11.2 Financials 7.3 5.5 Consumer Staples 6.1 10.3 Materials 3.6 3.7 Energy 2.2 0.8 Telecommunication Services 1.8 2.0 Utilities 0.2 0.1 Other and Reserves 0.4 0.0 Total to materials, energy, telecommunication services, and utilities— sectors that traditionally do not have many of the growth-oriented companies that are the focus of our investment approach. Health care, industrials and business services, and financials were our largest overweight allocations relative to the benchmark Russell 3000 Growth Index. Consumer staples and information technology were our largest underweights. The fund’s consumer discretionary stocks produced moderate absolute gains for the six-month period and comfortably outpaced the broader market. Many companies in the sector feature good business models, excellent cash flow, and other favorable attributes. Consumer discretionary is our second-largest allocation, with a focus on leading companies within their respective niches. Internet catalog and retail names were our strongest contributors, led by Netflix and Amazon.com. Investors were pleased to see continued strong growth in Netflix subscribership in the U.S. and abroad, and they were cheered by the company’s moves into new markets. Amazon’s decision earlier this year to reveal details about its Amazon Web Services division demonstrated the strength and opportunities available in that segment. The company revealed that its hosting business was on track to pull in roughly $6 billion in revenue for the year while generating roughly $1 billion in earnings for the company. Specialty retailer O’Reilly Automotive and Signet Jewelers, the leading mid-market jewelry retailer in the U.S. and UK, also generated good gains. Gaming company Wynn Resorts weighed on returns due to weakness in its Macau operations, where revenues 100.0% 6 100.0% have tumbled in the wake of a slowing economy and reduced leisure spending in China. (Please refer to the fund’s portfolio of investments for a complete list of holdings and the amount each represents in the portfolio.) Our health care stocks posted modest gains and outperformed the benchmark. For several years, we have focused on the promising growth potential of biotechnology companies addressing unmet medical needs rather than large-cap pharmaceutical firms. Biotechs have been lifted by strong sales of various new drugs and promising FDA trial data or approvals for prospective medicines. M&A activity has also been a big positive and benefited several of our names, including Pharmacyclics (acquired by AbbVie), Synageva BioPharma (acquired by Alexion Pharmaceuticals), and Receptos (acquired by Celgene). Heath insurer Humana and pharmacy benefits manager Catamaran were also good contributors on news that the companies would be acquired by Aetna and UnitedHealth Group, respectively. Shares of Biogen fell sharply amid disappointing revenues from one of its multiple sclerosis drugs. We are holding the stock due to the promising long-term potential for several drugs currently in the company’s pipeline. Our energy and materials stocks weighed on results for the period in a difficult operating environment marked by ample supplies and soft global demand. Low oil prices punished a number of our oil producers, including Pioneer Natural Resources. Precious metals companies Silver Wheaton and Stillwater Mining also detracted from results. Vulcan Materials was a bright Our exposure to spot in the sector, buoyed by growth in U.S. residential and commercial construction. As our longer-term the energy and investors know, we do not invest in energy or materials materials sectors companies based on commodity price forecasts, nor do we try to predict such movements. Our exposure to remains small… the energy and materials sectors remains small, with a focus on differentiated service companies and low-cost producers with strong balance sheets. We believe that our holdings are reasonably well positioned to endure the current price downturn and emerge in a stronger competitive position once commodity prices normalize. The fund’s industrials and business services stocks struggled with soft capital spending in the energy sector and sluggish global economic growth. We look for attractively valued companies that are world-class 7 in their respective niches, favoring high-quality industrials that can generate steady earnings throughout varying economic conditions. A number of our airline holdings, including American Airlines and Spirit Airlines, weighed on performance amid investor concerns about companies adding seat capacity and the resulting price pressure. Rail companies Union Pacific and Kansas City Southern declined amid concerns that soft economic growth overseas and tepid global demand would weigh on transport volumes. Filtration-systems maker Pall was a good contributor. The company has been a strong longterm holding for the fund and was recently acquired by Danaher. OUTLOOK Our expectations for equity returns are relatively modest: We are not particularly bearish, but neither are we especially enthusiastic about the near-term prospects. Share prices have appreciated significantly over the last six years—rewarding investors who have stayed the course—but valuations are now around Investment gains long-term averages. In addition, corporate earnings growth has moderated. Investment gains in the years in the years ahead ahead are likely to be less robust than those we are likely to have experienced. be less robust Nevertheless, we believe stocks are the best assets for investors seeking long-term capital appreciation, than those we particularly when compared with the low nominal and have experienced. negative real (inflation-adjusted) returns available for many fixed income investments. After six years with the federal funds rate near 0%, the Fed is preparing to raise interest rates. While the precise timing and pace of Fed rate hikes remains unknown, it’s clear that rates will move higher, signaling potential trouble ahead for some sectors of the bond market. Higher interest rates could undercut bond returns as there is little yield in most core bond strategies to offset expected price declines. Even as the Fed is preparing to raise rates, global monetary policy remains broadly accommodative and continues to provide support for equities. Central banks in Europe and Japan, most notably, are enacting aggressive stimulus measures. Underlying corporate fundamentals for corporations look solid, and the current environment—though unexciting—should enable us to distinguish ourselves through our dedication to rigorous, fundamental research and disciplined portfolio management. 8 Whether the market rises, falls, or stays flat in the coming months, we expect to find good investment candidates. We believe that active management of our portfolio—built one stock at a time, based on our proprietary research, and focused on finding companies with sustainable growth and other favorable characteristics that can be held over long periods—will produce attractive long-term returns for our investors. As always, thank you for your confidence in T. Rowe Price. Respectfully submitted, Donald J. Peters Portfolio manager and chairman of the fund’s Investment Advisory Committee September 16, 2015 The committee chairman has day-to-day responsibility for managing the portfolio and works with committee members in developing and executing the fund’s investment program. 9 T. Rowe Price Tax-Efficient Equity Fund R isks of S tock I nvesting The stock market as a whole can decline for many reasons, including adverse political or economic developments here or abroad, changes in investor psychology, or heavy institutional selling. The prospects for an industry or company may deteriorate because of a variety of factors, including disappointing earnings or changes in the competitive environment. In addition, our assessment of companies held in the funds may prove incorrect, resulting in losses or poor performance even in a rising market. Growth stocks can be volatile for several reasons. Since growth companies usually reinvest a high proportion of their earnings in their own businesses, they may lack the dividends often associated with value stocks that could cushion their decline in a falling market. Also, since investors buy growth stocks because of their expected superior earnings growth, earnings disappointments often result in sharp price declines. The stocks of mid-cap companies entail greater risk and are usually more volatile than the shares of large companies. Investing in small companies also involves greater risk than is customarily associated with larger companies. Stocks of small companies are subject to more abrupt or erratic price movements than larger company stocks. Small companies often have limited product lines, markets, or financial resources, and their managements may lack depth and experience. Such companies seldom pay significant dividends that could cushion returns in a falling market. Technology stocks are particularly volatile and subject to greater price swings than the broad market. It is possible that companies whose products and services first appear promising may not succeed over the long term; they may succumb to intense competition or could quickly become obsolete in a rapidly developing marketplace. Earnings projections for developing companies that are not met can result in sharp price declines. This is true even in a generally rising stock market environment. Glossary Earnings growth rate: Measures the annualized percent change in earnings per share for a given time period. Historical growth five years (least squares): Least squares growth calculation attempts to find the “normal” growth rate given a stream of historical growth rates. It searches for the growth rate that best fits the line produced by a stream of growth numbers. Investment-weighted median market capitalization: The investment weighted midpoint market capitalization (shares outstanding multiplied by current price) representing a typical security in a portfolio. An investment-weighted median represents the breakpoint where 50% of the values are above and 50% of the values are below based on portfolio weight. 10 T. Rowe Price Tax-Efficient Equity Fund G lossary ( continued ) Lipper indexes: Fund benchmarks that consist of a small number (10 to 30) of the largest mutual funds in a particular category as tracked by Lipper Inc. Market capitalization: The total value of a company’s publicly traded shares. Price-to-book ratio: A valuation measure that compares a stock’s market price with its book value (i.e., the company’s net worth divided by the number of outstanding shares). Price-to-earnings (P/E) ratio – 12 months forward: A valuation measure calculated by dividing the price of a stock by the analysts’ forecast of the next 12 months’ expected earnings. The ratio is a measure of how much investors are willing to pay for the company’s future earnings. The higher the P/E, the more investors are paying for a company’s earnings growth in the next 12 months. Projected earnings growth rate (IBES): A company’s expected earnings per share growth rate for a given time period based on the forecast from the Institutional Brokers’ Estimate System, which is commonly referred to as IBES. Return on equity (ROE) – current fiscal year: A valuation measure calculated by dividing the company’s current fiscal year net income by shareholders’ equity (i.e., the company’s book value). ROE measures how much a company earns on each dollar that common stock investors have put into the company. It indicates how effectively and efficiently a company and its management are using stockholder investments. Russell 1000 Index: An index that tracks the performance of the 1,000 largest companies in the Russell 3000 Index. Russell 1000 Growth Index: An index that tracks the performance of large-cap stocks with higher price-to-book ratios and higher forecast growth values. Russell 1000 Value Index: An index that tracks the performance of large-cap stocks with lower price-to-book ratios and lower forecast growth values. Russell 2000 Index: An unmanaged index that tracks the stocks of 2,000 small U.S. companies. Russell 2000 Growth Index: An index that tracks the performance of small-cap stocks with higher price-to-book ratios and higher forecast growth values. Russell 2000 Value Index: An index that tracks the performance of small-cap stocks with lower price-to-book ratios and lower forecast growth values. Russell 3000 Index: An index that tracks the performance of the 3,000 largest U.S. companies, representing approximately 98% of the investable U.S. equity market. 11 T. Rowe Price Tax-Efficient Equity Fund G lossary ( continued ) Russell 3000 Growth Index: An index that measures the performance of those Russell 3000 companies with higher price-to-book ratios and higher forecast growth values. Russell Midcap Index: An unmanaged index that tracks the performance of the 800 smallest companies in the Russell 1000 Index. Russell Midcap Growth Index: An index that tracks the performance of mid-cap stocks with higher price-to-book ratios and higher forecast growth values. Russell Midcap Value Index: An index that tracks the performance of mid-cap stocks with lower price-to-book ratios and lower forecast growth values. Note: Russell Investment Group is the source and owner of the trademarks, service marks, and copyrights related to the Russell indexes. Russell® is a trademark of Russell Investment Group. 12 T. Rowe Price Tax-Efficient Equity Fund P ortfolio H ighlights TWENTY-FIVE LARGEST HOLDINGS Percent of Net Assets 8/31/15 Visa Google Facebook MasterCard Netflix 2.4% 2.3 2.1 2.1 2.1 Amazon.com SBA Communications Regeneron Pharmaceuticals Crown Castle International Priceline 1.9 1.7 1.6 1.5 1.4 Boeing UnitedHealth Group Incyte McKesson Biogen 1.3 1.3 1.2 1.1 1.0 Philip Morris International BlackRock Union Pacific Home Depot CarMax 1.0 1.0 1.0 1.0 0.9 Alexion Pharmaceuticals Starbucks Allergan BioMarin Pharmaceutical Fidelity National Information 0.9 0.8 0.7 0.7 0.7 Total 33.7% Note: The information shown does not reflect any exchange-traded funds (ETFs), cash reserves, or collateral for securities lending that may be held in the portfolio. 13 T. Rowe Price Tax-Efficient Equity Fund P ortfolio H ighlights CONTRIBUTIONS TO THE CHANGE IN NET ASSET VALUE Six Months Ended 8/31/15. Best Contributors Netflix Amazon.com Regeneron Pharmaceuticals Incyte Google Facebook Pharmacyclics* Airbnb Altera* Visa Total Worst Contributors 20¢ 11 7 7 6 5 4 4 3 3 70¢ Biogen Union Pacific LinkedIn Twitter BlackRock Boeing McKesson Vipshop Holdings Qualcomm Wynn Resorts Total -9¢ -9 -5 -5 -4 -4 -4 -4 -4 -3 -51¢ 12 Months Ended 8/31/15. Best Contributors Netflix 22¢ Amazon.com 15 Incyte 15 Visa 15 Regeneron Pharmaceuticals 12 Pharmacyclics* 11 UnitedHealth Group 8 MasterCard 8 Facebook 8 Valeant Pharmaceuticals International 7 Total 121¢ *Position eliminated. 14 Worst Contributors Range Resources Wynn Resorts Pioneer Natural Resources Continental Resources Union Pacific Qualcomm Twitter SanDisk Biogen Baidu Total -7¢ -7 -6 -6 -5 -4 -4 -4 -4 -4 -51¢ T. Rowe Price Tax-Efficient Equity Fund Performance and Expenses G rowth of $10,000 This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which may include a broad-based market index and a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes. TA X- E F F I C I E N T E Q U I TY F U N D As of 8/31/15 $35,000 Tax-Efficient Equity Fund $21,932 30,000 Russell 3000 Growth Index $22,425 Lipper Multi-Cap Growth Funds Index $21,457 25,000 20,000 15,000 10,000 8/05 8/06 8/07 8/08 8/09 8/10 8/11 8/12 8/13 8/14 8/15 A verage A nnual C ompound T otal R eturn Periods Ended 8/31/15 Tax-Efficient Equity Fund 1 Year 5 Years 10 Years 8.10% 17.31% 8.17% This table shows how the fund would have performed each year if its actual (or cumulative) returns for the periods shown had been earned at a constant rate. Returns do not reflect taxes that the shareholder may pay on fund distributions or the redemption of fund shares. Past performance cannot guarantee future results. When assessing performance, investors should consider both short- and long-term returns. 15 T. Rowe Price Tax-Efficient Equity Fund F und E xpense E xample As a mutual fund shareholder, you may incur two types of costs: (1) transaction costs, such as redemption fees or sales loads, and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, and other fund expenses. The following 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 most recent six-month period and held for the entire period. Actual Expenses The first line of the following table (Actual) provides information about actual account values and expenses based on the fund’s actual returns. You may use the information on this line, together with your account balance, 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 on the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The information on the second line of the table (Hypothetical) is based on hypothetical account values and expenses derived from the fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the fund’s actual return). You may compare the ongoing costs of investing in the fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. Note: T. Rowe Price charges an annual account service fee of $20, generally for accounts with less than $10,000. The fee is waived for any investor whose T. Rowe Price mutual fund accounts total $50,000 or more; accounts electing to receive electronic delivery of account statements, transaction confirmations, prospectuses, and shareholder reports; or accounts of an investor who is a T. Rowe Price Preferred Services, Personal Services, or Enhanced Personal Services client (enrollment in these programs generally requires T. Rowe Price assets of at least $100,000). This fee is not included in the accompanying table. If you are subject to the fee, keep it in mind when you are estimating the ongoing expenses of investing in the fund and when comparing the expenses of this fund with other funds. You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs, such as redemption fees or sales loads. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. To the extent a fund charges transaction costs, however, the total cost of owning that fund is higher. 16 T. Rowe Price Tax-Efficient Equity Fund F und E xpense E xample ( continued ) T ax- E fficient E quity F und Actual Hypothetical (assumes 5% return before expenses) Beginning Account Value 3/1/15 Ending Account Value 8/31/15 Expenses Paid During Period* 3/1/15 to 8/31/15 $1,000.00 $976.20 $4.22 1,000.00 1,020.86 4.32 *Expenses are equal to the fund’s annualized expense ratio for the 6-month period (0.85%), multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (184), and divided by the days in the year (366) to reflect the half-year period. 17 T. Rowe Price Tax-Efficient Equity Fund Q uarter- E nd R eturns Periods Ended 6/30/15 Tax-Efficient Equity Fund 1 Year 5 Years 10 Years 13.86% 18.55% 8.79% After Taxes on Distributions 12.74 18.16 8.61 After Taxes on Distributions and Sale of Fund Shares 8.65 15.08 7.19 Current performance may be higher or lower than the quoted past performance, which cannot guarantee future results. Share price, principal value, and return will vary, and you may have a gain or loss when you sell your shares. For the most recent month-end performance, please visit our website (troweprice.com) or contact a T. Rowe Price representative at 1-800-225-5132. The performance information shown does not reflect the deduction of the fund’s 1% redemption fee on shares held for less than 365 days; if it did, the performance would be lower. This table provides returns through the most recent calendar quarter-end rather than through the end of the fund’s fiscal periods. Average annual total returns include changes in principal value, reinvested dividends, and capital gain distributions. The returns presented in this table reflect the return before taxes; the return after taxes on dividends and capital gain distributions; and the return after taxes on dividends, capital gain distributions, and gains (or losses) from the redemption of shares held for 1-, 5-, and 10-year or since-inception periods, as applicable. After-tax returns reflect the highest federal income tax rates but exclude state and local taxes. The after-tax returns reflect the rates applicable to ordinary and qualified dividends and capital gain effective in 2003. During periods when the fund incurs a loss, the post-liquidation after-tax return may exceed the fund’s other returns because the loss generates a tax benefit that is factored into the result. An investor’s actual after-tax return will likely differ from those shown and depend on his or her tax situation. The fund’s past returns (before and after taxes) do not necessarily indicate future performance. When assessing performance, investors should consider both short- and long-term returns. E xpense R atio Tax-Efficient Equity Fund 0.87% The expense ratio shown is as of the fund’s fiscal year ended 2/28/15. This number may vary from the expense ratios shown elsewhere in this report because it is based on a different time period and, if applicable, includes acquired fund fees and expenses but does not include fee or expense waivers. 18 T. Rowe Price Tax-Efficient Equity Fund Unaudited F inancial H ighlights For a share outstanding throughout each period 6 Months Ended 8/31/15 Year Ended 2/28/15 2/28/14 2/28/13 2/29/12 2/28/11 NET ASSET VALUE Beginning of period $ 22.67 $ 21.00 $ 16.24 $ 14.98 $ 14.23 $ 11.07 0.02 0.02 0.05 0.02 0.01 (0.54) 2.56 5.20 1.26 0.76 3.17 (0.54) 2.58 5.22 1.31 0.78 3.18 (0.01) (0.90) (0.91) (0.06) (0.40) (0.46) (0.05) – (0.05) (0.03) – (0.03) (0.02) – (0.02) Investment activities Net investment income (1) – Net realized and unrealized gain / loss Total from investment activities Distributions Net investment income Net realized gain Total distributions (2) – – – NET ASSET VALUE End of period $ 22.13 $ 22.67 $ 21.00 $ 16.24 $ 14.98 $ 14.23 12.63% 32.37% 8.77% 5.47% 28.75% 0.87% 0.89% 0.98% 1.03% 1.22% Ratios/Supplemental Data (3) Total return Ratio of total expenses to average net assets (2.38)% 0.85% (4) Ratio of net investment income to average net assets 0.04% (4) Portfolio turnover rate 5.1% Net assets, end of period (in thousands) 0.07% 16.8% 0.11% 18.0% 0.33% 28.9% 0.16% 25.1% 0.10% 38.7% $ 184,055 $ 173,444 $ 149,821 $ 107,129 $ 93,756 $ 89,862 (1) Per share amounts calculated using average shares outstanding method. (2) Amounts round to less than $0.01 per share. (3) Total return reflects the rate that an investor would have earned on an investment in the fund during each period, assuming reinvestment of all distributions and payment of no redemption or account fees. Total return is not annualized for periods less than one year. Annualized. (4) The accompanying notes are an integral part of these financial statements. 19 T. Rowe Price Tax-Efficient Equity Fund Unaudited August 31, 2015 P ortfolio of I nvestments ‡ Shares $ Value Borg-Warner 7,600 331 Delphi Automotive 6,100 461 Gentex 9,400 146 (Cost and value in $000s) COMMON STOCKS 98.7% CONSUMER DISCRETIONARY 20.9% Auto Components 0.5% 938 Automobiles 0.2% Harley-Davidson 2,200 123 Tesla Motors (1)(2) 1,050 262 385 Diversified Consumer Services 0.2% Service Corporation International 6,900 Sotheby's (1) 3,900 205 137 342 Hotels, Restaurants & Leisure 3.7% Bloomin Brands 6,600 Brinker 3,100 165 Chipotle Mexican Grill (2) 1,600 1,136 Choice Hotels International 3,700 189 Extended Stay America, Equity Units 136 4,600 86 Hilton Worldwide Holdings 13,200 328 Marriott, Class A 10,907 771 MGM Resorts International (2) 8,500 174 Norwegian Cruise Line Holdings (2) 2,000 115 Panera Bread, Class A (2) 900 160 Papa John's International 3,000 202 Royal Caribbean Cruises 3,300 291 Starbucks 26,000 1,422 Starwood Hotels & Resorts Worldwide 8,800 629 Wynn Resorts 4,000 300 20 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 8,800 702 (Cost and value in $000s) Yum! Brands 6,806 Household Durables 0.3% Newell Rubbermaid 8,000 Toll Brothers (2) 4,600 337 170 507 Internet & Catalog Retail 6.5% Amazon.com (2) 6,700 3,436 Ctrip.com International, ADR (2) 2,700 179 JD.com, ADR (2) 12,000 311 Liberty Interactive, The QVC Group (2) 16,300 441 Liberty Ventures, Series A (2) 2,317 92 32,900 3,784 Priceline (2) 2,100 2,622 TripAdvisor (2) 3,000 210 43,400 781 2,510 94 Netflix (2) Vipshop Holdings, ADR (2) Wayfair, Class A (1)(2) 11,950 Leisure Products 0.3% Mattel (1) 4,900 115 Polaris Industries (1) 4,000 519 634 Media 0.5% Charter Communications, Class A (2) 1,100 200 Discovery Communications, Class C (2) 4,500 114 Interpublic Group 7,200 136 Omnicom 1,500 100 Walt Disney 4,000 408 958 21 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value Burlington Stores (2) 5,200 276 Dollar General 7,500 559 Dollar Tree (2) 7,900 (Cost and value in $000s) Multiline Retail 0.8% 602 1,437 Specialty Retail 6.1% AutoZone (2) 1,000 716 27,000 1,647 Dick's Sporting Goods 2,600 130 Five Below (1)(2) 3,000 116 Home Depot 15,100 1,759 L Brands 10,600 889 CarMax (2) Michaels (2) 7,400 194 O'Reilly Automotive (2) 5,400 1,296 Restoration Hardware Holdings (1)(2) Ross Stores Signet Jewelers Tiffany 2,500 231 11,800 574 5,900 814 8,600 707 TJX 14,300 1,006 TSC 9,300 794 Ulta Salon Cosmetics & Fragrance (2) 1,100 174 Williams-Sonoma 3,300 251 11,298 Textiles, Apparel & Luxury Goods 1.8% Coach 1,000 30 Hanesbrands 42,600 1,283 Kate Spade (2) 8,800 167 lululemon athletica (2) 2,000 128 11,600 1,296 2,700 321 Nike, Class B PVH 22 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 4,000 108 (Cost and value in $000s) Wolverine World Wide 3,333 38,588 Total Consumer Discretionary CONSUMER STAPLES 6.1% Beverages 2.1% Brown-Forman, Class B 2,925 287 Coca-Cola 8,000 315 Constellation Brands, Class A 7,000 896 10,000 1,064 Dr Pepper Snapple 2,600 199 Monster Beverage (2) 5,100 706 PepsiCo 3,300 Diageo, ADR 307 3,774 Food & Staples Retailing 1.0% CVS Health PriceSmart (1) Rite Aid (2) Whole Foods Market 11,800 1,208 1,600 136 43,700 361 4,400 144 1,849 Food Products 1.6% Blue Buffalo Pet Products (2) Flowers Foods 1,500 38 10,550 245 Hain Celestial Group (2) 2,300 140 Hershey Foods 8,700 779 J.M. Smucker 1,000 118 McCormick Mead Johnson Nutrition, Class A 8,000 634 13,200 1,034 2,988 Household Products 0.4% Church & Dwight 3,500 23 302 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value Clorox 1,200 133 Colgate-Palmolive 3,800 239 (Cost and value in $000s) 674 Tobacco 1.0% Philip Morris International 23,700 1,891 1,891 11,176 Total Consumer Staples ENERGY 2.2% Energy Equipment & Services 0.4% Cameron International (2) 2,100 140 Core Laboratories (1) 2,600 301 Oceaneering International 2,600 114 Schlumberger 2,900 224 779 Oil, Gas & Consumable Fuels 1.8% Cabot Oil & Gas 4,000 95 Cimarex Energy 4,100 453 Columbia Pipeline 4,500 114 Concho Resources (2) 4,900 530 Continental Resources (2) 8,800 282 Diamondback Energy (2) 3,100 212 EQT 2,100 163 Pioneer Natural Resources 3,300 406 Range Resources 3,900 151 Tesoro Petroleum 10,400 957 3,363 4,142 Total Energy 24 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value BankUnited 6,000 214 SVB Financial Group (2) 1,700 212 (Cost and value in $000s) FINANCIALS 7.1% Banks 0.2% 426 Capital Markets 2.4% Artisan Partners Asset Management 2,800 114 BlackRock 6,100 1,845 Charles Schwab 12,500 380 E*TRADE Financial (2) 12,500 329 Financial Engines (1) 2,300 75 Invesco 3,200 109 Lazard, Class A, Partnership 12,900 642 LPL Financial Holdings (1) 3,000 121 Northern Trust 5,100 356 TD Ameritrade Holding 7,600 254 Virtu Financial, Class A (1) WisdomTree Investments (1) 700 16 8,000 150 4,391 Diversified Financial Services 2.0% CBOE Holdings 5,600 354 CME Group 7,810 738 Intercontinental Exchange 3,300 754 McGraw Hill Financial 7,800 756 Moody's 7,800 798 MSCI, Class A 3,200 194 3,594 Insurance 0.2% FNF 8,400 25 306 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 4,800 144 (Cost and value in $000s) Progressive 450 Real Estate Investment Trusts 2.0% American Campus Communities, REIT Crown Castle International, REIT 3,500 120 33,700 2,810 Equinix, REIT 1,022 276 Federal Realty Investment Trust, REIT 1,500 193 Iron Mountain, REIT 5,500 156 WeWork, Class A, Acquisition Date: 12/9/14 - 6/23/15 Cost $55 (2)(3)(4) 2,636 87 3,642 Real Estate Management & Development 0.3% Jones Lang LaSalle 3,500 521 521 13,024 Total Financials HEALTH CARE 20.4% Biotechnology 8.3% ACADIA Pharmaceuticals (2) 6,900 Agios Pharmaceuticals (1)(2) 800 69 Alexion Pharmaceuticals (2) 9,155 1,576 13,600 810 Alnylam Pharmaceuticals (2) 6,000 618 Baxalta (2) 6,500 229 Biogen (2) 6,500 1,932 10,500 1,357 800 106 Celgene (2) 5,000 590 Clovis Oncology (2) 1,000 78 Dyax (2) 4,700 108 Gilead Sciences 4,000 420 18,700 2,173 Alkermes (2) BioMarin Pharmaceutical (2) Bluebird Bio (2) Incyte (2) 26 253 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value Intercept Pharmaceuticals (1)(2) 600 114 Ironwood Pharmaceuticals (1)(2) 4,400 48 Neurocrine Biosciences (2) 1,600 74 Regeneron Pharmaceuticals (2) 5,700 2,927 10,200 411 900 101 (Cost and value in $000s) Seattle Genetics (2) Ultragenyx Pharmaceutical (2) United Therapeutics (2) 1,100 166 Vertex Pharmaceuticals (2) 7,900 1,007 15,167 Health Care Equipment & Supplies 1.7% Align Technology (2) 2,500 142 Becton, Dickinson & Company 4,500 635 DENTSPLY International 4,000 210 IDEXX Laboratories (2) 9,600 686 Intuitive Surgical (2) 1,500 766 Sirona Dental Systems (2) 2,300 219 Teleflex (1) 1,800 236 Thoratec (2) 2,600 163 West Pharmaceutical Services (1) 2,100 117 3,174 Health Care Providers & Services 5.4% AmerisourceBergen 11,400 1,140 Anthem 5,700 804 Cigna 1,300 183 DaVita HealthCare Partners (2) 3,400 257 Envision Healthcare Holdings (2) 4,600 189 Express Scripts Holding (2) 10,500 878 Henry Schein (2) 1,700 233 Humana 5,200 951 10,400 2,055 MEDNAX (2) 3,800 306 Team Health Holdings (2) 2,200 129 McKesson 27 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 20,200 2,337 Universal Health Services 2,100 288 WellCare Health Plans (2) 2,100 190 (Cost and value in $000s) UnitedHealth Group 9,940 Health Care Technology 0.6% athenahealth (1)(2) 1,000 133 10,900 673 Medidata Solutions (2) 2,700 130 Veeva Systems, Class A (1)(2) 8,200 212 Cerner (2) 1,148 Life Sciences Tools & Services 0.6% Agilent Technologies 5,200 Bruker (2) 4,600 84 Mettler-Toledo International (2) 2,400 712 Quintiles Transnational Holdings (2) 2,300 171 189 1,156 Pharmaceuticals 3.8% AbbVie 9,317 Akorn (2) Allergan (2) Bristol-Myers Squibb 581 13,100 521 4,500 1,367 6,000 357 13,700 436 Endo International (2) 4,400 339 Horizon Pharma (1)(2) 4,500 131 Jazz Pharmaceuticals (2) 1,800 304 Pacira Pharmaceuticals (1)(2) 2,200 127 Shire, ADR 4,700 1,090 Valeant Pharmaceuticals International (2) 4,500 1,038 Catalent (2) 28 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 13,700 615 (Cost and value in $000s) Zoetis 6,906 37,491 Total Health Care INDUSTRIALS & BUSINESS SERVICES 13.1% Aerospace & Defense 2.4% Boeing 18,500 2,417 DigitalGlobe (2) 4,500 104 Precision Castparts 2,900 668 Textron 7,700 299 Transdigm Group (2) 4,100 942 4,430 Air Freight & Logistics 0.7% C.H. Robinson Worldwide 2,000 135 Expeditors International of Washington 3,700 181 UPS, Class B 10,400 1,015 1,331 Airlines 1.6% Alaska Air Group 6,000 449 American Airlines 27,300 1,064 Copa Holdings (1) 1,100 56 Southwest Airlines 15,300 562 Spirit Airlines (2) 7,900 405 United Continental (2) 8,000 456 2,992 Building Products 0.5% Allegion 5,800 346 Armstrong Worldwide Industries (2) 2,000 111 10,800 517 Fortune Brands Home & Security 974 29 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value (Cost and value in $000s) Commercial Services & Supplies 0.9% Copart (2) 2,300 80 IHS (2) 5,550 644 KAR Auction Services 4,800 178 Ritchie Bros. Auctioneers 7,400 204 Rollins 9,300 260 600 85 2,650 126 Stericycle (2) Waste Connections 1,577 Electrical Equipment 0.6% AMETEK 3,487 Generac Holdings (1)(2) 2,300 71 Hubbell, Class B 2,100 207 600 67 Rockwell Automation Sensata Technologies Holding (2) 10,200 188 483 1,016 Industrial Conglomerates 0.2% Roper Technologies 2,300 373 373 Machinery 2.0% Clarcor 2,300 Colfax (1)(2) 2,500 97 Cummins 3,000 365 Deere 3,300 270 Donaldson 12,600 394 Flowserve 8,000 361 Graco 5,000 345 IDEX 1,925 138 Middleby (2) 1,800 195 Nordson 1,500 100 PACCAR 2,500 147 30 130 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value Rexnord (2) 5,900 118 Snap-On 1,800 288 Valmont Industries (1) 1,200 128 WABCO Holdings (2) 1,600 185 Wabtec 3,400 326 Xylem 4,100 133 (Cost and value in $000s) 3,720 Marine 0.1% Kirby (2) 1,800 127 127 Professional Services 1.6% CEB 1,500 108 Equifax 3,800 372 ManpowerGroup 2,800 243 Nielsen Holdings 4,000 181 Robert Half International 9,200 470 Towers Watson 5,200 617 TransUnion (2) 3,800 98 Verisk Analytics, Class A (2) 12,700 928 3,017 Road & Rail 2.0% Avis Budget Group (2) 3,400 150 Genesee & Wyoming, Class A (2) 6,000 410 Hertz Global Holdings (2) 5,000 92 J.B. Hunt Transport Services 3,100 226 Kansas City Southern 9,300 862 Landstar System 1,900 126 21,400 1,835 Union Pacific 3,701 Trading Companies & Distributors 0.5% Fastenal (1) 7,700 31 297 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 2,400 536 (Cost and value in $000s) W. W. Grainger 833 24,091 Total Industrials & Business Services INFORMATION TECHNOLOGY 23.3% Communications Equipment 1.1% F5 Networks (2) 1,600 194 Motorola Solutions 2,500 162 Palo Alto Networks (2) QUALCOMM 4,400 723 18,400 1,041 2,120 Electronic Equipment, Instruments & Components 0.9% Amphenol, Class A 16,900 885 Cognex 3,300 117 FEI 1,800 136 IPG Photonics (1)(2) 1,600 135 Keysight Technologies (2) 2,600 83 12,800 242 Trimble Navigation (2) 1,598 Internet Software & Services 7.2% Akamai Technologies (2) 5,000 357 Alibaba Group Holding, ADR (2) 7,757 513 Atlassian, Class A1, GDR, Acquisition Date: 4/9/14 Cost $25 (2)(3)(4) 1,539 29 Atlassian, Class A2, GDR, Acquisition Date: 4/9/14 Cost $5 (2)(3)(4) 295 6 Atlassian, Class A3, GDR, Acquisition Date: 4/9/14 Cost $7 (2)(3)(4) 428 8 Atlassian, Series 1, GDR, Acquisition Date: 4/9/14 Cost $12 (2)(3)(4) 751 14 Atlassian, Series 2, GDR, Acquisition Date: 4/9/14 Cost $32 (2)(3)(4) 2,010 38 32 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value (Cost and value in $000s) Atlassian, Series A, GDR, Acquisition Date: 4/9/14 Cost $24 (2)(3)(4) 1,487 28 Baidu, ADR (2) 3,700 545 CoStar Group (2) 3,400 602 Dealertrack Technologies (2) 2,500 157 Dropbox, Class A, Acquisition Date: 11/7/14, Cost $156 (2)(3)(4) 8,192 156 700 13 Dropbox, Class B, Acquisition Date: 5/1/12, Cost $6 (2)(3)(4) eBay (2) Facebook (2) GoDaddy, Class A (2) 6,500 176 42,466 3,798 300 8 Google, Class A (2) 2,000 1,296 Google, Class C 4,813 2,976 LinkedIn (2) 5,400 975 MercadoLibre (1) 4,800 528 Rackspace Hosting (2) 3,000 91 Twitter (2) 14,700 409 VeriSign (1)(2) 5,500 379 Zillow (1)(2) 2,500 63 Zillow, Class C (1)(2) 3,000 74 13,239 IT Services 8.0% Accenture, Class A 4,400 415 Alliance Data Systems (2) 2,700 694 Black Knight Financial Services, Class A (2) 5,300 172 Cognizant Technology Solutions (2) 6,400 403 CoreLogic (2) 6,300 239 EPAM Systems (2) 2,200 155 18,800 1,298 Fiserv (2) 9,500 810 Gartner (2) 4,900 419 Genpact (2) 4,000 92 Global Payments 2,500 279 41,000 3,787 Fidelity National Information MasterCard, Class A 33 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 3,000 134 (Cost and value in $000s) Paychex PayPal Holdings (2) Sabre Vantiv, Class A (2) Visa, Class A WEX (2) 6,500 228 23,300 634 8,900 392 62,000 4,421 2,200 208 14,780 Semiconductor & Semiconductor Equipment 1.4% ARM Holdings, ADR 15,700 662 Linear Technology 6,700 270 Microchip Technology (1) 4,900 208 Skyworks Solutions 10,000 874 Xilinx 11,900 498 2,512 Software 4.3% Ansys (2) 1,800 159 Autodesk (2) 2,300 108 Check Point Software Technologies (2) 1,600 125 500 79 FactSet Research Systems FireEye (1)(2) 1,400 53 Fortinet (2) 4,000 169 Guidewire Software (2) 4,000 224 Intuit 7,900 677 Markit (2) 6,200 177 Mobileye (1)(2) 4,400 249 NetSuite (1)(2) 7,400 657 Qlik Technologies (2) 4,000 151 Red Hat (2) 14,300 1,033 salesforce.com (2) 17,200 1,193 ServiceNow (2) 16,900 1,199 Solera Holdings 2,200 106 Splunk (2) 8,300 514 34 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value SS&C Technologies Holdings 3,100 210 Tableau Software (2) 1,900 179 Workday (2) 9,629 677 (Cost and value in $000s) 7,939 Technology Hardware, Storage & Peripherals 0.4% SanDisk 8,500 464 Western Digital 3,000 246 710 42,898 Total Information Technology MATERIALS 3.6% Chemicals 2.7% Airgas 2,500 241 Ashland 2,200 231 Celanese, Series A 4,900 297 CF Industries 4,500 258 Cytec Industries 1,200 89 10,400 1,016 200 77 PolyOne 3,500 114 PPG Industries 3,800 362 Praxair 2,600 275 RPM 7,100 311 Sherwin-Williams 4,900 1,253 Valspar 4,400 323 Monsanto NewMarket 4,847 Construction Materials 0.6% Eagle Materials 1,200 98 Vulcan Materials 11,100 1,039 1,137 35 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 6,200 409 (Cost and value in $000s) Containers & Packaging 0.2% Ball 409 Metals & Mining 0.1% Carpenter Technology 1,700 66 Compass Minerals 1,500 122 Stillwater Mining (1)(2) 1,500 14 202 6,595 Total Materials TELECOMMUNICATION SERVICES 1.8% Wireless Telecommunication Services 1.8% SBA Communications (2) T-Mobile US (2) 26,700 3,156 5,000 198 3,354 Total Telecommunication Services UTILITIES 0.2% Gas Utilities 0.1% Atmos Energy 3,600 197 197 Multi-Utilities 0.1% NiSource 8,500 143 143 340 Total Utilities Total Common Stocks (Cost $110,379) 36 181,699 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value 1,656 236 (Cost and value in $000s) PREFERRED STOCKS 0.1% CONSUMER DISCRETIONARY 0.1% Internet & Catalog Retail 0.1% Flipkart, Series G, Acquisition Date: 12/17/14 Cost $198 (2)(3)(4) 236 Total Preferred Stocks (Cost $198) CONVERTIBLE PREFERRED STOCKS 0.8% CONSUMER DISCRETIONARY 0.4% Internet & Catalog Retail 0.4% Airbnb, Series D, Acquisition Date: 4/16/14, Cost $225 (2)(3)(4) 5,529 515 Airbnb, Series E, Acquisition Date: 7/14/15, Cost $112 (2)(3)(4) 1,207 112 627 Total Consumer Discretionary FINANCIALS 0.2% Real Estate Investment Trusts 0.2% Wework, Series D-1, Acquisition Date: 12/9/14 Cost $51 (2)(3)(4) 3,081 101 Wework, Series D-2, Acquisition Date: 12/9/14 Cost $40 (2)(3)(4) 2,420 80 Wework, Series E, Acquisition Date: 6/23/15, Cost $261 (2)(3)(4) 7,935 261 442 Total Financials INFORMATION TECHNOLOGY 0.2% Internet Software & Services 0.1% Dropbox, Series A, Acquisition Date: 5/1/12, Cost $8 (2)(3)(4) 869 17 Dropbox, Series A-1, Acquisition Date: 5/1/12, Cost $39 (2)(3)(4) 4,268 82 Dropbox, Series C, Acquisition Date: 1/30/14 Cost $137 (2)(3)(4) 7,195 137 236 37 T. Rowe Price Tax-Efficient Equity Fund Shares $ Value Tanium, Series G, Acquisition Date: 8/26/15, Cost $141 (2)(3)(4) 9,477 141 (Cost and value in $000s) Software 0.1% 141 377 Total Information Technology 1,446 Total Convertible Preferred Stocks (Cost $1,014) SHORT-TERM INVESTMENTS 0.5% Money Market Funds 0.5% T Rowe Price Reserve Investment Fund, 0.10% (5)(6) 836,471 836 836 Total Short-Term Investments (Cost $836) SECURITIES LENDING COLLATERAL 2.8% Investments in a Pooled Account through Securities Lending Program with State Street Bank and Trust Company 2.8% Short-Term Funds 2.8% T. Rowe Price Short-Term Reserve Fund, 0.06% (5)(6) 518,817 5,188 Total Investments through Securities Lending Program with State Street Bank and Trust Company 5,188 Total Securities Lending Collateral (Cost $5,188) 5,188 38 T. Rowe Price Tax-Efficient Equity Fund $ Value (Cost and value in $000s) Total Investments in Securities 102.9% of Net Assets (Cost $117,615) ‡ (1) (2) (3) (4) (5) (6) ADR GDR REIT $ 189,405 Shares are denominated in U.S. dollars unless otherwise noted. All or a portion of this security is on loan at August 31, 2015 -- total value of such securities at period-end amounts to $5,009. See Note 3. Non-income producing Security cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules ("restricted security"). Acquisition date represents the day on which an enforceable right to acquire such security is obtained and is presented along with related cost in the security description. The fund has registration rights for certain restricted securities. Any costs related to such registration are borne by the issuer. The aggregate value of restricted securities (excluding 144A holdings) at period-end amounts to $2,061 and represents 1.1% of net assets. Level 3 in fair value hierarchy. See Note 2. Seven-day yield Affiliated Companies American Depository Receipts Global Depository Receipts A domestic Real Estate Investment Trust whose distributions pass-through with original tax character to the shareholder 39 T. Rowe Price Tax-Efficient Equity Fund Affiliated Companies ($000s) The fund may invest in certain securities that are considered affiliated companies. As defined by the 1940 Act, an affiliated company is one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control. Based on the fund’s relative ownership, the following securities were considered affiliated companies for all or some portion of the six months ended August 31, 2015. Purchase and sales cost and investment income reflect all activity for the period then ended. Purchase Cost Affiliate T. Rowe Price Reserve Investment Fund, 0.10% T. Rowe Price Short-Term Reserve Fund, 0.06% Sales Cost Investment Income Value 8/31/15 Value 2/28/15 ¤ ¤$ — $ ¤ ¤ —^ 5,188 7,448 — $ 6,024 $ 7,906 Totals $ 836 $ 458 ¤ Purchase and sale information not shown for cash management funds. ^ Excludes earnings on securities lending collateral, which are subject to rebates and fees as described in Note 3. Amounts reflected on the accompanying financial statements include the following amounts related to affiliated companies: Investment in securities, at cost $ Dividend income Interest income 6,024 — — Investment income $ — Realized gain (loss) on securities $ — Capital gain distributions from mutual funds $ — The accompanying notes are an integral part of these financial statements. 40 T. Rowe Price Tax-Efficient Equity Fund Unaudited August 31, 2015 S tatement of A ssets and L iabilities ($000s, except shares and per share amounts) Assets Investments in securities, at value (cost $117,615) $ 189,405 Receivable for shares sold 268 Dividends receivable 177 Receivable for investment securities sold 175 Other assets 29 Total assets 190,054 Liabilities Obligation to return securities lending collateral 5,188 Payable for investment securities purchased 677 Investment management fees payable 102 Due to affiliates 9 Other liabilities 23 Total liabilities 5,999 NET ASSETS $ 184,055 Net Assets Consist of: Undistributed net investment income $ Accumulated undistributed net realized gain 33 1,632 Net unrealized gain 71,790 Paid-in capital applicable to 8,315,702 shares of $0.0001 par value capital stock outstanding; 1,000,000,000 shares of the Corporation authorized 110,600 NET ASSETS $ 184,055 NET ASSET VALUE PER SHARE $ 22.13 The accompanying notes are an integral part of these financial statements. 41 T. Rowe Price Tax-Efficient Equity Fund Unaudited S tatement of O perations ($000s) 6 Months Ended 8/31/15 Investment Income (Loss) Income Dividend Securities lending $ Total income 794 10 804 Expenses Investment management Shareholder servicing Prospectus and shareholder reports Custody and accounting Registration Legal and audit Directors Miscellaneous 580 59 14 70 24 15 1 7 Total expenses 770 Net investment income 34 Realized and Unrealized Gain / Loss Net realized gain on securities Change in net unrealized gain / loss on securities 668 (5,381) Net realized and unrealized gain / loss (4,713) DECREASE IN NET ASSETS FROM OPERATIONS The accompanying notes are an integral part of these financial statements. 42 $ (4,679) T. Rowe Price Tax-Efficient Equity Fund Unaudited S tatement of C hanges in N et A ssets ($000s) 6 Months Ended 8/31/15 Year Ended 2/28/15 Increase (Decrease) in Net Assets Operations Net investment income Net realized gain Change in net unrealized gain / loss Increase (decrease) in net assets from operations $ 34 668 (5,381) $ (4,679) Distributions to shareholders Net investment income Net realized gain Decrease in net assets from distributions Capital share transactions* Shares sold Distributions reinvested Shares redeemed Redemption fees received Increase in net assets from capital share transactions 113 5,941 13,322 19,376 – – – (73) (6,534) (6,607) 18,599 – (3,317) 8 12,855 6,074 (8,097) 22 15,290 10,854 10,611 173,444 23,623 149,821 Net Assets Increase during period Beginning of period End of period $ Undistributed (overdistributed) net investment income *Share information Shares sold Distributions reinvested Shares redeemed Increase in shares outstanding The accompanying notes are an integral part of these financial statements. 43 184,055 33 809 – (145) 664 $ 173,444 (1) 617 290 (389) 518 T. Rowe Price Tax-Efficient Equity Fund Unaudited August 31, 2015 N otes to F inancial S tatements T. Rowe Price Tax-Efficient Funds, Inc. (the corporation), is registered under the Investment Company Act of 1940 (the 1940 Act). The Tax-Efficient Equity Fund (the fund) is a diversified, open-end management investment company established by the corporation. The fund commenced operations on December 29, 2000. The fund seeks to maximize after-tax growth of capital through investments primarily in common stocks. Note 1 - Significant Accounting Policies Basis of Preparation The fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 (ASC 946). The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), including but not limited to ASC 946. GAAP requires the use of estimates made by management. Management believes that estimates and valuations are appropriate; however, actual results may differ from those estimates, and the valuations reflected in the accompanying financial statements may differ from the value ultimately realized upon sale or maturity. Investment Transactions, Investment Income, and Distributions Income and expenses are recorded on the accrual basis. Dividends received from mutual fund investments are reflected as dividend income; capital gain distributions are reflected as realized gain/loss. Earnings on investments recognized as partnerships for federal income tax purposes reflect the tax character of such earnings. Dividend income and capital gain distributions are recorded on the ex-dividend date. Income tax-related interest and penalties, if incurred, would be recorded as income tax expense. Investment transactions are accounted for on the trade date. Realized gains and losses are reported on the identified cost basis. Distributions to shareholders are recorded on the ex-dividend date. Distributions from REITs are initially recorded as dividend income and, to the extent such represent a return of capital or capital gain for tax purposes, are reclassified when such information becomes available. Income distributions are declared and paid annually. Capital gain distributions, if any, are generally declared and paid by the fund annually. Redemption Fees A 1% fee is assessed on redemptions of fund shares held for less than 365 days to deter short-term trading and to protect the interests of long-term shareholders. Redemption fees are withheld from proceeds that 44 T. Rowe Price Tax-Efficient Equity Fund shareholders receive from the sale or exchange of fund shares. The fees are paid to the fund and are recorded as an increase to paid-in capital. The fees may cause the redemption price per share to differ from the net asset value per share. New Accounting Guidance In May 2015, FASB issued ASU No. 2015-07, Fair Value Measurement (Topic 820), Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). The ASU removes the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient and amends certain disclosure requirements for such investments. The ASU is effective for interim and annual reporting periods beginning after December 15, 2015. Adoption will have no effect on the fund’s net assets or results of operations. Note 2 - VALUATION The fund’s financial instruments are valued and its net asset value (NAV) per share is computed at the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET, each day the NYSE is open for business. Fair Value The fund’s financial instruments are reported at fair value, which GAAP defines as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The T. Rowe Price Valuation Committee (the Valuation Committee) has been established by the fund’s Board of Directors (the Board) to ensure that financial instruments are appropriately priced at fair value in accordance with GAAP and the 1940 Act. Subject to oversight by the Board, the Valuation Committee develops and oversees pricing-related policies and procedures and approves all fair value determinations. Specifically, the Valuation Committee establishes procedures to value securities; determines pricing techniques, sources, and persons eligible to effect fair value pricing actions; oversees the selection, services, and performance of pricing vendors; oversees valuation-related business continuity practices; and provides guidance on internal controls and valuation-related matters. The Valuation Committee reports to the Board and has representation from legal, portfolio management and trading, operations, risk management, and the fund’s treasurer. 45 T. Rowe Price Tax-Efficient Equity Fund Various valuation techniques and inputs are used to determine the fair value of financial instruments. GAAP establishes the following fair value hierarchy that categorizes the inputs used to measure fair value: Level 1 – quoted prices (unadjusted) in active markets for identical financial instruments that the fund can access at the reporting date Level 2 – inputs other than Level 1 quoted prices that are observable, either directly or indirectly (including, but not limited to, quoted prices for similar financial instruments in active markets, quoted prices for identical or similar financial instruments in inactive markets, interest rates and yield curves, implied volatilities, and credit spreads) Level 3 – unobservable inputs Observable inputs are developed using market data, such as publicly available information about actual events or transactions, and reflect the assumptions that market participants would use to price the financial instrument. Unobservable inputs are those for which market data are not available and are developed using the best information available about the assumptions that market participants would use to price the financial instrument. GAAP requires valuation techniques to maximize the use of relevant observable inputs and minimize the use of unobservable inputs. When multiple inputs are used to derive fair value, the financial instrument is assigned to the level within the fair value hierarchy based on the lowest-level input that is significant to the fair value of the financial instrument. Input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level but rather the degree of judgment used in determining those values. Valuation Techniques Equity securities listed or regularly traded on a securities exchange or in the over-the-counter (OTC) market are valued at the last quoted sale price or, for certain markets, the official closing price at the time the valuations are made. OTC Bulletin Board securities are valued at the mean of the closing bid and asked prices. A security that is listed or traded on more than one exchange is valued at the quotation on the exchange determined to be the primary market for such security. Listed securities not traded on a particular day are valued at the mean of the closing bid and asked prices. Actively traded domestic equity securities generally are categorized in Level 1 of the fair value hierarchy. OTC Bulletin Board securities, certain preferred securities, and equity securities traded in inactive markets generally are categorized in Level 2 of the fair value hierarchy. 46 T. Rowe Price Tax-Efficient Equity Fund Investments in mutual funds are valued at the mutual fund’s closing NAV per share on the day of valuation and are categorized in Level 1 of the fair value hierarchy. Assets and liabilities other than financial instruments, including short-term receivables and payables, are carried at cost, or estimated realizable value, if less, which approximates fair value. Thinly traded financial instruments and those for which the above valuation procedures are inappropriate or are deemed not to reflect fair value are stated at fair value as determined in good faith by the Valuation Committee. The objective of any fair value pricing determination is to arrive at a price that could reasonably be expected from a current sale. Financial instruments fair valued by the Valuation Committee are primarily private placements, restricted securities, warrants, rights, and other securities that are not publicly traded. Subject to oversight by the Board, the Valuation Committee regularly makes good faith judgments to establish and adjust the fair valuations of certain securities as events occur and circumstances warrant. For instance, in determining the fair value of an equity investment with limited market activity, such as a private placement or a thinly traded public company stock, the Valuation Committee considers a variety of factors, which may include, but are not limited to, the issuer’s business prospects, its financial standing and performance, recent investment transactions in the issuer, new rounds of financing, negotiated transactions of significant size between other investors in the company, relevant market valuations of peer companies, strategic events affecting the company, market liquidity for the issuer, and general economic conditions and events. In consultation with the investment and pricing teams, the Valuation Committee will determine an appropriate valuation technique based on available information, which may include both observable and unobservable inputs. The Valuation Committee typically will afford greatest weight to actual prices in arm’s length transactions, to the extent they represent orderly transactions between market participants; transaction information can be reliably obtained; and prices are deemed representative of fair value. However, the Valuation Committee may also consider other valuation methods such as market-based valuation multiples; a discount or premium from market value of a similar, freely traded security of the same issuer; or some combination. Fair value determinations are reviewed on a regular basis and updated as information becomes available, including actual purchase and sale transactions of the issue. Because any fair value determination involves a significant amount of judgment, there is a degree of subjectivity inherent in such pricing decisions, and fair value prices determined by the Valuation 47 T. Rowe Price Tax-Efficient Equity Fund Committee could differ from those of other market participants. Depending on the relative significance of unobservable inputs, including the valuation technique(s) used, fair valued securities may be categorized in Level 2 or 3 of the fair value hierarchy. Valuation Inputs The following table summarizes the fund’s financial instruments, based on the inputs used to determine their fair values on August 31, 2015: Level 1 ($000s) Level 2 $ Total Value Significant Significant Observable Unobservable Inputs Inputs Quoted Prices Investments in Securities, except: Level 3 6,024 $ — $ — $ 6,024 Common Stocks 181,320 — 379 181,699 Preferred Stocks — — 236 236 Convertible Preferred Stocks — — 1,446 1,446 — $ 2,061 $ Total $ 187,344 $ 189,405 There were no material transfers between Levels 1 and 2 during the six months ended August 31, 2015. Following is a reconciliation of the fund’s Level 3 holdings for the six months ended August 31, 2015. Gain (loss) reflects both realized and change in unrealized gain/loss on Level 3 holdings during the period, if any, and is included on the accompanying Statement of Operations. The change in unrealized gain/loss on Level 3 instruments held at August 31, 2015, totaled $448,000 for the six months ended August 31, 2015. Beginning Balance 3/1/15 ($000s) Gain (Loss) During Period Ending Balance 8/31/15 Total Purchases Investments in Securities Common Stocks $ 302 $ 31 $ 46 $ 379 Preferred Stocks 198 38 — 236 Convertible Preferred Stocks 551 379 516 1,446 Total Level 3 48 $ 1,051 $ 448 $ 562 $ 2,061 T. Rowe Price Tax-Efficient Equity Fund Note 3 - OTHER Investment Transactions Consistent with its investment objective, the fund engages in the following practices to manage exposure to certain risks and/or to enhance performance. The investment objective, policies, program, and risk factors of the fund are described more fully in the fund’s prospectus and Statement of Additional Information. Restricted Securities The fund may invest in securities that are subject to legal or contractual restrictions on resale. Prompt sale of such securities at an acceptable price may be difficult and may involve substantial delays and additional costs. Securities Lending The fund may lend its securities to approved brokers to earn additional income. Its securities lending activities are administered by a lending agent in accordance with a securities lending agreement. Security loans generally do not have stated maturity dates and the fund may recall a security at any time. The fund receives collateral in the form of cash or U.S. government securities, valued at 102% to 105% of the value of the securities on loan. Collateral is maintained over the life of the loan in an amount not less than the value of loaned securities; any additional collateral required due to changes in security values is delivered to the fund the next business day. Cash collateral is invested by the lending agent(s) in accordance with investment guidelines approved by fund management. Additionally, the lending agent indemnifies the fund against losses resulting from borrower default. Although risk is mitigated by the collateral and indemnification, the fund could experience a delay in recovering its securities and a possible loss of income or value if the borrower fails to return the securities, collateral investments decline in value and the lending agent fails to perform. Securities lending revenue consists of earnings on invested collateral and borrowing fees, net of any rebates to the borrower, compensation to the lending agent, and other administrative costs. In accordance with GAAP, investments made with cash collateral are reflected in the accompanying financial statements, but collateral received in the form of securities is not. At August 31, 2015, the value of loaned securities was $5,009,000; the value of cash collateral and related investments was $5,188,000. Other Purchases and sales of portfolio securities other than short-term securities aggregated $24,739,000 and $9,144,000, respectively, for the six months ended August 31, 2015. 49 T. Rowe Price Tax-Efficient Equity Fund Note 4 - Federal Income Taxes No provision for federal income taxes is required since the fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute to shareholders all of its taxable income and gains. Distributions determined in accordance with federal income tax regulations may differ in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences. The amount and character of tax-basis distributions and composition of net assets are finalized at fiscal year-end; accordingly, tax-basis balances have not been determined as of the date of this report. At August 31, 2015, the cost of investments for federal income tax purposes was $117,648,000. Net unrealized gain aggregated $71,757,000 at period-end, of which $73,462,000 related to appreciated investments and $1,705,000 related to depreciated investments. Note 5 - related Party Transactions The fund is managed by T. Rowe Price Associates, Inc. (Price Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. (Price Group). The investment management agreement between the fund and Price Associates provides for an annual investment management fee, which is computed daily and paid monthly. The fee consists of an individual fund fee, equal to 0.35% of the fund’s average daily net assets, and a group fee. The group fee rate is calculated based on the combined net assets of certain mutual funds sponsored by Price Associates (the group) applied to a graduated fee schedule, with rates ranging from 0.48% for the first $1 billion of assets to 0.275% for assets in excess of $400 billion. The fund’s group fee is determined by applying the group fee rate to the fund’s average daily net assets. At August 31, 2015, the effective annual group fee rate was 0.29%. In addition, the fund has entered into service agreements with Price Associates and two wholly owned subsidiaries of Price Associates (collectively, Price). Price Associates provides certain accounting and administrative services to the fund. T. Rowe Price Services, Inc., provides shareholder and administrative services in its capacity as the fund’s transfer and dividend-disbursing agent. T. Rowe Price Retirement Plan Services, Inc., provides subaccounting and recordkeeping 50 T. Rowe Price Tax-Efficient Equity Fund services for certain retirement accounts invested in the fund. For the six months ended August 31, 2015, expenses incurred pursuant to these service agreements were $43,000 for Price Associates; $40,000 for T. Rowe Price Services, Inc.; and less than $1,000 for T. Rowe Price Retirement Plan Services, Inc. The total amount payable at period-end pursuant to these service agreements is reflected as Due to Affiliates in the accompanying financial statements. The fund may invest in the T. Rowe Price Reserve Investment Fund, the T. Rowe Price Government Reserve Investment Fund, or the T. Rowe Price Short-Term Reserve Fund (collectively, the Price Reserve Investment Funds), open-end management investment companies managed by Price Associates and considered affiliates of the fund. The Price Reserve Investment Funds are offered as short-term investment options to mutual funds, trusts, and other accounts managed by Price Associates or its affiliates and are not available for direct purchase by members of the public. The Price Reserve Investment Funds pay no investment management fees. 51 T. Rowe Price Tax-Efficient Equity Fund I nformation on P roxy V oting P olicies, P rocedures, and R ecords A description of the policies and procedures used by T. Rowe Price funds and portfolios to determine how to vote proxies relating to portfolio securities is available in each fund’s Statement of Additional Information. You may request this document by calling 1-800-225-5132 or by accessing the SEC’s website, sec.gov. The description of our proxy voting policies and procedures is also available on our website, troweprice.com. To access it, click on the words “Social Responsibility” at the top of our corporate homepage. Next, click on the words “Conducting Business Responsibly” on the left side of the page that appears. Finally, click on the words “Proxy Voting Policies” on the left side of the page that appears. Each fund’s most recent annual proxy voting record is available on our website and through the SEC’s website. To access it through our website, follow the above directions to reach the “Conducting Business Responsibly” page. Click on the words “Proxy Voting Records” on the left side of that page, and then click on the “View Proxy Voting Records” link at the bottom of the page that appears. H ow to O btain Q uarterly P ortfolio H oldings The fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The fund’s Form N-Q is available electronically on the SEC’s website (sec.gov); hard copies may be reviewed and copied at the SEC’s Public Reference Room, 100 F St. N.E., Washington, DC 20549. For more information on the Public Reference Room, call 1-800-SEC-0330. 52 T. Rowe Price Tax-Efficient Equity Fund A pproval of I nvestment M anagement A greement On March 13, 2015, the fund’s Board of Directors (Board), including a majority of the fund’s independent directors, approved the continuation of the investment management agreement (Advisory Contract) between the fund and its investment advisor, T. Rowe Price Associates, Inc. (Advisor). In connection with its deliberations, the Board requested, and the Advisor provided, such information as the Board (with advice from independent legal counsel) deemed reasonably necessary. The Board considered a variety of factors in connection with its review of the Advisory Contract, also taking into account information provided by the Advisor during the course of the year, as discussed below: Services Provided by the Advisor The Board considered the nature, quality, and extent of the services provided to the fund by the Advisor. These services included, but were not limited to, directing the fund’s investments in accordance with its investment program and the overall management of the fund’s portfolio, as well as a variety of related activities such as financial, investment operations, and administrative services; compliance; maintaining the fund’s records and registrations; and shareholder communications. The Board also reviewed the background and experience of the Advisor’s senior management team and investment personnel involved in the management of the fund, as well as the Advisor’s compliance record. The Board concluded that it was satisfied with the nature, quality, and extent of the services provided by the Advisor. Investment Performance of the Fund The Board reviewed the fund’s three-month, one-year, and year-by-year returns, as well as the fund’s average annualized total returns over the 3-, 5-, and 10-year periods, and compared these returns with a wide variety of previously agreed-upon comparable performance measures and market data, including those supplied by Lipper and Morningstar, which are independent providers of mutual fund data. On the basis of this evaluation and the Board’s ongoing review of investment results, and factoring in the relative market conditions during certain of the performance periods, the Board concluded that the fund’s performance was satisfactory. Costs, Benefits, Profits, and Economies of Scale The Board reviewed detailed information regarding the revenues received by the Advisor under the Advisory Contract and other benefits that the Advisor (and its affiliates) may have realized from its relationship with the fund, including any research received under “soft dollar” agreements and commission-sharing arrangements with broker-dealers. The Board considered that the Advisor may receive some benefit from soft-dollar arrangements pursuant to which research is received from broker-dealers that execute the applicable fund’s portfolio transactions. The Board received information on the estimated costs incurred and profits realized by the Advisor from managing T. Rowe Price mutual funds. The Board also reviewed estimates of the profits realized from managing the fund in particular, and the Board concluded that the Advisor’s profits were reasonable in light of the services provided to the fund. 53 T. Rowe Price Tax-Efficient Equity Fund A pproval of I nvestment M anagement A greement ( continued ) The Board also considered whether the fund benefits under the fee levels set forth in the Advisory Contract from any economies of scale realized by the Advisor. Under the Advisory Contract, the fund pays a fee to the Advisor for investment management services composed of two components—a group fee rate based on the combined average net assets of most of the T. Rowe Price mutual funds (including the fund) that declines at certain asset levels and an individual fund fee rate based on the fund’s average daily net assets—and the fund pays its own expenses of operations. At the March 13, 2015, meeting, the Board approved an additional 0.005% breakpoint to the group fee schedule, effective May 1, 2015. With the new breakpoint, the group fee rate will decline to 0.270% when the combined average net assets of the applicable T. Rowe Price funds exceed $500 billion. The Board concluded that the advisory fee structure for the fund continued to provide for a reasonable sharing of benefits from any economies of scale with the fund’s investors. Fees The Board was provided with information regarding industry trends in management fees and expenses, and the Board reviewed the fund’s management fee rate, operating expenses, and total expense ratio in comparison with fees and expenses of other comparable funds based on information and data supplied by Lipper. The information provided to the Board indicated that the fund’s management fee rate and total expense ratio were above the median for certain groups of comparable funds and at or below the median for comparable funds. The Board also reviewed the fee schedules for institutional accounts and private accounts with similar mandates that are advised or subadvised by the Advisor and its affiliates. Management provided the Board with information about the Advisor’s responsibilities and services provided to institutional account clients, including information about how the requirements and economics of the institutional business are fundamentally different from those of the mutual fund business. The Board considered information showing that the mutual fund business is generally more complex from a business and compliance perspective than the institutional business and that the Advisor generally performs significant additional services and assumes greater risk in managing the fund and other T. Rowe Price mutual funds than it does for institutional account clients. On the basis of the information provided and the factors considered, the Board concluded that the fees paid by the fund under the Advisory Contract are reasonable. Approval of the Advisory Contract As noted, the Board approved the continuation of the Advisory Contract. No single factor was considered in isolation or to be determinative to the decision. Rather, the Board concluded, in light of a weighting and balancing of all factors considered, that it was in the best interests of the fund and its shareholders for the Board to approve the continuation of the Advisory Contract (including the fees to be charged for services thereunder). The independent directors were advised throughout the process by independent legal counsel. 54 T. Rowe Price Investment Services and Information This page contains supplementary information that is not part of the shareholder report. Investment Services and Information KNOWLEDGEABLE CUSTOMER SERVICE On the Web at troweprice.com. By Phone at 1-800-225-5132. Available Monday through Friday from 8 a.m. until 10 p.m. ET and Saturday from 8:30 a.m. until 5 p.m. ET. In Person at a T. Rowe Price Investor Center. Please visit the website at troweprice.com/investorcenter or call 1-800-225-5132 to locate a center near you. ACCOUNT SERVICES Account Access. Through the T. Rowe Price website at troweprice.com and via phone through Tele*Access®. Automatic Investing. From your bank account or paycheck. Automatic Withdrawal. Scheduled, periodic redemptions. IRA Rebalancing. Automatically rebalance to ensure that your accounts reflect your desired asset allocations. BROKERAGE SERVICES ‡ Trade stocks, mutual funds, ETFs, bonds, options, CDs, precious metals, and more at competitive commissions. INVESTMENT INFORMATION Consolidated Statement. Overview of all of your T. Rowe Price mutual fund and Brokerage accounts. Shareholder Reports. Manager reviews of their strategies and results. T. Rowe Price Report. Quarterly investment newsletter. T. Rowe Price Investor. Quarterly publication of insightful financial articles. Investment Guides. International Investing Guide and Guide to Bond Funds. FINANCIAL INTERMEDIARIES AND ADVISORS By Phone at 1-877-804-2315. Contact us Monday through Friday from 8:30 a.m. until 6 p.m. ET. By Mail: T. Rowe Price, Financial Institution Services, P.O. Box 89000, Baltimore, MD 21289-4232. CUSTOMERS WHO TRADE THROUGH A FINANCIAL INTERMEDIARY Please contact your intermediary or financial professional for assistance. ‡ Options trading involves additional risk and is not suitable for all investors. Brokerage services offered by T. Rowe Price Investment Services, Inc., member FINRA/SIPC. 55 T. Rowe Price Web Services This page contains supplementary information that is not part of the shareholder report. troweprice.com LOG IN AND MANAGE YOUR INVESTMENTS ONLINE troweprice.com/access Manage your account by checking balances with up-to-date statements, tracking and analyzing your portfolio, and/or granting View Access to others as you see fit. Perform transactions at your convenience. Buy, sell, or exchange shares quickly and securely. You can also set up automatic investing and add a bank account to move money easily. Update your preferences by confirming your contact information and verifying your beneficiaries so that your assets can be distributed as you wish. ONLINE SERVICING troweprice.com/paperless Enroll to receive your transaction confirmations, investor statements, prospectuses, and shareholder reports online instead of by U.S. mail.1­ You will receive an e-mail with a link to our website informing you that your document is available to view online, print, or download. Join our E-mail Program to receive market and fund information by e-mail. Receive timely market reports, performance of T. Rowe Price mutual funds, investment and market insights from T. Rowe Price managers, and more. INVESTMENT GUIDANCE AND TOOLS troweprice.com/planningtools FuturePath® helps you define your path to retirement, connecting where you are today to where you want to be tomorrow. Personal Rate of Return aids in tracking the historical performance of your mutual funds over time. Portfolio Growth Tracker allows you to track the historical growth of your mutual fund investments over time. The analysis consists of three components: Activity Summary, Asset Allocation, and Net Investment versus Market Value. Retirement Income Calculator can help you see if your retirement goals are on track. Social Security Benefits Evaluator can help you decide how and when to claim Social Security benefits. FINANCIAL INTERMEDIARIES AND ADVISORS troweprice.com/financialintermediaries This secure site is designed for professional financial intermediaries and advisors. Financial professionals may access daily prices and historical performance of mutual funds; view market research, manager commentary, and sales ideas; and access literature and forms. For U.S. technical assistance, call 1-888-358-8490 or e-mail us at onlinehelp@troweprice.com. For non-U.S. technical assistance, call +1 (410) 345 4400 or contact us via e-mail. By signing up for paperless services, you may qualify for the account service fee waiver. Visit us at troweprice.com/feesandminimums to find out more. 1 56 T. Rowe Price Planning Tools and Services This page contains supplementary information that is not part of the shareholder report. T. Rowe Price Retirement Services T. Rowe Price offers unique retirement services that can help you meet a broad variety of planning challenges. Our retirement tools are suitable for individuals, the self-employed, small businesses, cor­porations, and nonprofit organizations. For more information, call 1-800-IRA-5000 or visit our website at troweprice.com/retirement. INVESTMENT ACCOUNTS Rollover IRAs. If you’ve changed jobs, experienced a job loss, or retired and are considering moving your assets into an IRA, call toll-free 1-800-IRA-5000. Our rollover ­specialists can explain your options, answer your questions, and help determine which option is right for you. Roth IRAs. A Roth IRA offers tax-free withdrawals and a flexible distribution schedule. Open your account at troweprice.com/ira or call 1-800-IRA-5000. Traditional IRAs. Traditional IRA contributions may be tax-deductible, with no taxes due until withdrawal. Open your account at troweprice.com/ira or call 1-800-IRA-5000. Small Business Retirement Plans. If you’re self-employed or run a small business or professional practice, T. Rowe Price can help you establish a cost-effective retirement plan that’s easy to set up and maintain. Call 1-800-638-3804, and our small business specialists can answer your questions, set up a plan, or open an account. INVESTMENT ADVICE T. Rowe Price Advisory Planning Services offers a wide range of services that ­provide expert advice based on your individual needs and financial goals, including consultations with an advisory counselor. Please contact one of our specialists at 1-888-744-0270 to determine the most appropriate service to fit your needs.* *Services offered by T. Rowe Price Advisory Services, Inc., a federally registered investment adviser. There may be costs associated with these services. 57 T. Rowe Price College Planning This page contains supplementary information that is not part of the shareholder report. College Planning One of the most important things to do when it comes to saving for college is to just get started. Every dollar saved today is one less dollar you may have to borrow later. Our college planning information and college savings products can help you meet your educational investment goals. For more information, visit our website at troweprice.com/college, where you will find the College Savings Planner, an interactive tool that can help you determine how much you should save, estimate future tuition costs, and review college savings options. In a few easy steps, the calculator provides you with information and a plan of action. To speak with a college planning specialist, please call 1-800-638-5660. College Savings Plans (529 Plans). To help families prepare for college education costs, T. Rowe Price manages three 529 plans that are open to all U.S. residents. Any earnings on contributions are tax-deferred, and distributions are exempt from federal income taxes when used for qualified educational expenses. Also, these plans offer high contribution limits and affordable systematic investing. T. Rowe Price manages the T. Rowe Price College Savings Plan, a national 529 plan offered by the Education Trust of Alaska; the Maryland College Investment Plan; and the University of Alaska College Savings Plan. The Maryland College Investment Plan offers certain potential benefits for Maryland residents, and the University of Alaska College Savings Plan offers potential benefits for Alaska residents. Earnings on a distribution not used for qualified expenses may be subject to income taxes and a 10% federal penalty. Please note that the availability of tax or other benefits may be conditioned on meeting certain requirements, such as residency, purpose for or ­timing of distributions, or other factors, as applicable. Please visit our website or call 1-800-638-5660 to obtain the applicable plan disclosure document, which includes investment objectives, risks, fees, expenses, and other information that you should read and consider carefully before investing. Please consider, before investing, whether your or your beneficiary’s home state offers any state tax or other benefits that are only available for investments in that state’s plan. T. Rowe Price Investment Services, Inc., Distributor/Underwriter. 58 T. Rowe Price Advisory Planning Services This page contains supplementary information that is not part of the shareholder report. Advisory Planning Services If you are looking for professional investment advisory services with a p ­ ersonal touch, T. Rowe Price can help you make informed investing d ­ ecisions and take control of your financial future. You will work one-on-one with an experienced advisory counselor who, after discussing your situation with you and analyzing the financial infor­mation you provide, will recommend a strategy that meets your i­ndividual goals and preferences.* *Services offered by T. Rowe Price Advisory Services, Inc., a federally registered investment adviser. There may be costs associated with these services. 59 T. Rowe Price Brokerage Services This page contains supplementary information that is not part of the shareholder report. Brokerage Services T. Rowe Price Brokerage is a division of T. Rowe Price Investment Services, Inc., member FINRA/SIPC. A convenient place to trade stocks, mutual funds, ETFs, bonds, options, CDs, precious metals, and more.1 T. Rowe Price Brokerage makes it easy to increase your investment choices beyond T. Rowe Price funds. Whether you are an active or casual trader, you can rely on our Brokerage services to provide the flexibility to enable you to trade the way you prefer: go online, use our automated Tele-Trader phone system, or speak with our registered phone representatives. Low, competitive commissions. Our commitment to providing value at low cost extends to both commissions and account fees. We offer commissions as low as $9.95 for online stock and ETF trades.2 Enjoy the high standard of service we’re known for. Since 1937, T. Rowe Price has built a reputation for putting clients first. Our commitment to our clients continues to be our priority, and you will see that principle reflected in T. Rowe Price’s approach to serving its clients. Services you expect from T. Rowe Price Brokerage: • Independent research and news available 24 hours a day3 • Consolidated online account access that includes your T. Rowe Price mutual fund and Brokerage holdings and lets you place trades, create personal watch lists, and get real-time quotes over the Internet • Secure line of credit 4 • Free dividend reinvestment • Free cost basis for Brokerage nonretirement and retirement accounts Options trading involves additional risk and is not suitable for all investors. $9.95 flat rate for online stock and ETF trades for customers who make more than 30 trades in the previous 12-month period or who qualify for Preferred, Personal, or Enhanced Personal Services. If you don’t qualify for the $9.95 rate, you can still save with our ­com­petitive commission of $19.95 for online stock trades. 3 The information provided through this service is prepared by independent investment research companies that are not affiliated with T. Rowe Price. While the information provided is deemed reliable, neither T. Rowe Price Brokerage nor the information providers guarantee the accuracy or completeness of the information or make any warranties with regard to the results obtained from its use. 4 Applies to customers who have been approved for a margin account. Margin trading involves greater risks and is not suitable for all investors. 1 2 60 This page intentionally left blank. T. Rowe Price Mutual Funds This page contains supplementary information that is not part of the shareholder report. STOCK FUNDS BOND FUNDS Money MArket FUNDS (cont.) Domestic Blue Chip Growth Capital Appreciation‡ Capital Opportunity Diversified Mid-Cap Growth Diversified Small-Cap Growth Dividend Growth Equity Income Equity Index 500 Extended Equity Market Index Financial Services Growth & Income Growth Stock Health Sciences‡ Media & Telecommunications Mid-Cap Growth‡ Mid-Cap Value‡ New America Growth New Era New Horizons‡ Real Estate Science & Technology Small-Cap Stock‡ Small-Cap Value Tax-Efficient Equity Total Equity Market Index U.S. Large-Cap Core Value Domestic Taxable Corporate Income Credit Opportunities Floating Rate GNMA High Yield‡ Inflation Protected Bond Limited Duration Inflation Focused Bond New Income Short-Term Bond Ultra Short-Term Bond U.S. Bond Enhanced Index U.S. Treasury Intermediate U.S. Treasury Long-Term Domestic Tax-Free California Tax-Free Bond Georgia Tax-Free Bond Intermediate Tax-Free High Yield Maryland Short-Term Tax-Free Bond Maryland Tax-Free Bond New Jersey Tax-Free Bond New York Tax-Free Bond Summit Municipal Income Summit Municipal Intermediate Tax-Free High Yield Tax-Free Income Tax-Free Short-Intermediate Virginia Tax-Free Bond Tax-Free California Tax-Free Money Maryland Tax-Free Money New York Tax-Free Money Summit Municipal Money Market Tax-Exempt Money ASSET ALLOCATION FUNDS Balanced Global Allocation Personal Strategy Balanced Personal Strategy Growth Personal Strategy Income Real Assets Spectrum Growth Spectrum Income Spectrum International Target Date Fundsˆ MONEY MARKET FUNDS Taxable Prime Reserve Summit Cash Reserves U.S. Treasury Money INTERNATIONAL/GLOBAL FUNDS Stock Africa & Middle East Asia Opportunities Emerging Europe Emerging Markets Stock Emerging Markets Value Stock European Stock Global Growth Stock Global Industrials Global Real Estate Global Stock Global Technology International Concentrated Equity International Discovery International Equity Index International Growth & Income International Stock Japan Latin America New Asia Overseas Stock Bond Emerging Markets Bond Emerging Markets Corporate Bond Emerging Markets Local Currency Bond Global High Income Bond Global Multi-Sector Bond Global Unconstrained Bond International Bond Call 1-800-225-5132 to request a prospectus or summary prospectus; each includes investment objectives, risks, fees, expenses, and other information that you should read and consider carefully before investing. Investments in the money market funds are not insured or guaranteed by the FDIC or any other government agency. Although the funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the funds. Closed to new investors except for a direct rollover from a retirement plan into a T. Rowe Price IRA invested in this fund. ˆThe Target Date Funds are inclusive of the Retirement Funds, the Target Retirement Funds, and the Retirement Balanced Fund. ‡ 2015-US-14054 T. Rowe Price Investment Services, Inc. 100 East Pratt Street Baltimore, MD 21202 F136-051 10/15