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T. Rowe Price Balanced Fund, Inc. 033-38791/811-6275
T.
Rowe Price Blue Chip Growth Fund, Inc. 033-49581/811-7059
T. Rowe Price Capital Opportunity Fund, Inc.
033-56015/811-07225
T. Rowe Price Corporate Income Fund, Inc. 033-62275/811-07353
T. Rowe Price Diversified Mid-Cap
Growth Fund, Inc. 333-109958/811-21454
T. Rowe Price Diversified Small-Cap Growth Fund, Inc. 333-26323/811-08203
T.
Rowe Price Dividend Growth Fund, Inc. 033-49187/811-7055
T. Rowe Price Equity Series, Inc. 033-52161/811-07143
T.
Rowe Price Financial Services Fund, Inc. 333-09551/811-07749
T. Rowe Price Fixed Income Series, Inc. 033-52749/811-07153
T.
Rowe Price Floating Rate Fund, Inc. 333-174605/811-22557
T. Rowe Price Global Allocation Fund, Inc. 333-187446/811-22810
T.
Rowe Price Global Real Estate Fund, Inc. 333-153130/811-22218
T. Rowe Price Global Technology Fund, Inc. 333-40086/811-09995
T.
Rowe Price Growth & Income Fund, Inc. 002-79190/811-3566
T. Rowe Price Growth Stock Fund, Inc. 002-10780/811-579
T.
Rowe Price Health Sciences Fund, Inc. 033-63759/811-07381
T. Rowe Price High Yield Fund, Inc. 002-93707/811-4119
T.
Rowe Price Index Trust, Inc. 033-32859/811-5986
T. Rowe Price Inflation Focused Bond Fund, Inc. 333-136805/811-21919
T.
Rowe Price Inflation Protected Bond Fund, Inc. 333-99241/811-21185
T. Rowe Price Institutional Equity Funds, Inc.
333-04753/811-07639
T. Rowe Price Institutional Income Funds, Inc. 333-84634/811-21055
T. Rowe Price Institutional
International Funds, Inc. 033-29697/811-5833
T. Rowe Price International Funds, Inc. 002-65539/811-2958
T.
Rowe Price International Index Fund, Inc. 333-44964/811-10063
T. Rowe Price International Series, Inc. 033-52171/811-07145
T.
Rowe Price Media & Telecommunications Fund, Inc. 333-27963/811-07075
T. Rowe Price Mid-Cap Growth
Fund, Inc. 033-47806/811-6665
T. Rowe Price Mid-Cap Value Fund, Inc. 333-02993/811-07605
T. Rowe Price Multi-Sector
Account Portfolios, Inc. 333-178660/811-22620
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Rowe Price New Era Fund, Inc. 002-29866/811-1710
T. Rowe Price New Horizons Fund, Inc. 002-18099/811-958
T. Rowe Price New Income Fund,
Inc. 002-48848/811-2396
T. Rowe Price Personal Strategy Funds, Inc. 033-53675/811-07173
T. Rowe Price Prime Reserve
Fund, Inc. 002-54926/811-2603
T. Rowe Price Real Assets Fund, Inc. 333-166395/811-22410
T. Rowe Price Real Estate Fund,
Inc. 333-36137/811-08371
T. Rowe Price Reserve Investment Funds, Inc. 811-08279
T. Rowe Price Retirement Funds,
Inc. 333-92380/811-21149
T. Rowe Price Science & Technology Fund, Inc. 033-16567/811-5299
T. Rowe Price Short-Term Bond
Fund, Inc. 002-87568/811-3894
T. Rowe Price Small-Cap Stock Fund, Inc. 002-12171/811-696
T. Rowe Price Small-Cap Value
Fund, Inc. 002-43237/811-2215
T. Rowe Price Spectrum Fund, Inc. 033-10992/811-4998
T. Rowe Price Strategic Income
Fund, Inc. 333-154155/811-22243
T. Rowe Price Summit Funds, Inc. 033-50319/811-7093
T. Rowe Price Summit Municipal
Funds, Inc. 033-50321/811-7095
T. Rowe Price Tax-Efficient Funds, Inc. 333-26441-811-08207
T. Rowe Price Tax-Exempt Money
Fund, Inc. 002-67029/811-3055
T. Rowe Price Tax-Free High Yield Fund, Inc. 002-94641/811-4163
T. Rowe Price Tax-Free Income
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T. Rowe Price Tax-Free Short-Intermediate Fund, Inc. 002-87059/811-3872
T. Rowe Price U.S. Bond Enhanced
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T. Rowe Price U.S. Large-Cap Core Fund, Inc. 333-158764/811-22293
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T. Rowe Price Value Fund, Inc. 033-54963/811-07209
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2013 T. Rowe Price Mutual Fund Shareholder Meeting
6
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The T. Rowe Price funds will
conduct a shareholder meeting in New York City on October 22, 2013. Shareholders have the opportunity
to elect directors/trustees to the Boards of Directors/Trustees of all T. Rowe Price funds and vote on
changes to the investment objectives or policies of several mutual funds.
For more information on the shareholder meeting
and voting procedures, please view the
Proxy Statement for T. Rowe Price Mutual Funds Organized in Maryland
[Link
to:
PDF
s
]
When youre
ready to cast your vote by phone or online, please have your proxy card available. You will need your
control number located on the proxy card in order to vote. If voting by phone, please call 1-
86
6
-977-
7
699 and follow the instructions
provided. To vote online, please visit the electronic voting site
w
w
w.eproxyvo
t
e.com/trp
[make this a live link] and follow the online instructions.
You also may return your voting
card by U.S. mail. All mailed voting cards must be received no later than October 21, 2013, and all online
and phone votes will be accepted until 7:59 a.m. ET on October 22, 2013.
Expand
all / Collapse all
1. When and where is the T. Rowe Price funds shareholder meeting being held?
The T. Rowe
Price funds shareholder meeting will take place at 8:00 a.m. ET on October 22, 2013. The meeting will
be held at the New York Palace Hotel, 455 Madison Avenue, New York City, New York.
^ Back
to Top / Collapse
2. Who is eligible to vote?
Shareholders who hold shares
in a particular T. Rowe Price mutual fund as of the close of business on the record date are eligible
to vote on approval matters pertaining to that fund. The proposal to elect directors/trustees is common
to all T. Rowe Price funds, but the other approval matters apply only to specific funds. Each share of
each class of a fund is entitled to one vote, so
Investor Class, Advisor Class, R Class, and F Class shares
of a fund all have
equal voting rights and will vote on the same proposals. A fractional share is counted as a fractional
vote. (Shareholders of each class of a fund have exclusive voting rights on matters affecting only that
class. However, there are no proposals in the proxy statement that affect only a particular class of
a fund.)
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3.
How
do I vote?
Shareholders
may vote online, by touch-tone telephone, by signing and returning a proxy card in the prepaid envelope
included with the proxy materials, or by voting in person at the shareholder meeting.
To vote
online or over the phone, follow the instructions outlined on page 2 of the Proxy Information or the
proxy card. In order to vote online or by phone, you must enter your control number located on the proxy
card. After
entering the control number, you will be prompted to provide your vote and submit. Some
shareholders will receive only the Notice regarding the availability of proxy materials for the meeting.
Those shareholders may access the proxy materials at
www.eproxyvote.com/trp
and vote their shares online by entering the control
number found on the Notice, but they also may request paper or e-mail copies of the full proxy materials.
To
vote by mail, fill out and return your proxy voting card in the accompanying prepaid envelope.
To
vote in person, attend the shareholder meeting in New York City.
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4. Who do I contact if
I lost my proxy statement and card?
If you lost
your proxy statement, please view:
>> Proxy Statement for T. Rowe Price Mutual Funds Organized
in Maryland
If you lost your proxy voting card, please call 1-855-800-9420.
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5. Who are the directors/trustees proposed to be elected to the boards of T. Rowe
Price mutual funds?
If the proposed
directors/trustees are elected, there will be ten independent directors/trustees and two interested directors/trustees
on each fund board. If approved by shareholders, the same ten independent directors/trustees would serve
on the boards of all of the T. Rowe Price funds. Also, if approved, Edward C. Bernard would continue
to serve as an interested director/trustee of all T. Rowe Price funds, and Brian C. Rogers and Michael
C. Gitlin would serve as interested directors/trustees on certain funds, as indicated below.
The following
slate of directors/trustees is proposed for the T. Rowe Price asset allocation funds, equity funds, and
international funds:
|
|
Director
|
Directorship
|
Edward C. Bernard
|
Interested
|
William R. Brody
|
Independent
|
Anthony W. Deering
|
Independent
|
Donald W. Dick, Jr.
|
Independent
|
Bruce W. Duncan
|
Independent
|
Robert J. Gerrard, Jr.
|
Independent
|
Karen N. Horn
|
Independent
|
Paul F. McBride
|
Independent
|
Brian C. Rogers
|
Interested
|
Cecilia E. Rouse
|
Independent
|
John G. Schreiber
|
Independent
|
Mark R. Tercek
|
Independent
|
The
following slate of directors/trustees is proposed for the T. Rowe Price domestic fixed income funds:
|
|
Director
|
Directorship
|
Edward
C. Bernard
|
Interested
|
William R. Brody
|
Independent
|
Anthony W. Deering
|
Independent
|
Donald W. Dick, Jr.
|
Independent
|
Bruce W. Duncan
|
Independent
|
Robert J. Gerrard, Jr.
|
Independent
|
Michael C. Gitlin
|
Interested
|
|
|
Karen N.
Horn
|
Independent
|
Paul
F. McBride
|
Independent
|
Cecilia E. Rouse
|
Independent
|
John G. Schreiber
|
Independent
|
Mark R. Tercek
|
Independent
|
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6. Who are the new directors/trustees
to be elected?
The nominees
who do not currently serve on the boards of any T. Rowe Price funds are Bruce W. Duncan and Paul F. McBride.
Also, the following directors replaced directors who have retired since 2006, when the last shareholder
meeting was held: William R. Brody, Robert J. Gerrard, Jr., Michael C. Gitlin, Cecilia E. Rouse, and
Mark R. Tercek.
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7. Why are the directors/trustees being elected?
The proposal to elect directors/trustees
is applicable to all of the T. Rowe Price funds. If approved for all funds at the October 22
nd
shareholder meeting, the
new boards would become effective at the conclusion of the meeting. Mutual fund laws require that a certain
percentage of each board of directors be elected by shareholders. Several directors have retired over
the past few years and these vacancies have been filled by action of the boards. As we have added new
directors, it is now necessary to hold a shareholder meeting. Independent directors comprise at least
75% of the current boards and that will continue to be the case if the proposed nominees are elected.
^
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8. Which T. Rowe Price mutual funds are included in this meeting?
Every T. Rowe Price fund currently
in operation is included in this meeting and eligible to have their shareholders vote on matters presented
for approval. However, please note that proxy materials are being mailed separately for certain T. Rowe
Price funds. The proxy statement below covers only those T. Rowe Price funds that are organized as Maryland
corporations. There will be a second proxy statement mailed beginning on or about September 4, 2013,
which covers all of the T. Rowe Price funds that are organized as Massachusetts business trusts. Due
to different requirements, the T. Rowe Price funds organized in Maryland are permitted to send their
materials earlier than the T. Rowe Price funds organized in Massachusetts. Please call 1-800-541-5910
if you have questions concerning why a fund you own is not included in the proxy statement below.
>>
Proxy Statement for T. Rowe Price Mutual Funds Organized in Maryland
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9. Why is T. Rowe Price
amending the investment objectives for several funds?
We are amending the investment
objectives to remove terms that we believe are unnecessarily specific, but we are not proposing any material
changes to the funds investment programs or overall risk profiles. We believe that fund shareholders
will benefit from the more general investment objectives by allowing the funds greater flexibility to
execute their investment strategies now and in the future. If approved for all relevant funds at the
October 22
nd
shareholder meeting, the new investment objectives would become effective on or about November 1, 2013.
^
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10.
On the proxy statement for the funds
organized as Maryland corporations, the proxy lists the Equity Income Portfolio in Proposal 2, but the
Equity Income Fund is not included. Is the investment objective also changing for the Equity Income Fund?
Yes. We
also are proposing to amend the investment objective of the Equity Income Fund. The Equity Income Fund
is organized as a Massachusetts business trust, and the proxy that will include the proposal to change
the investment objective for the Equity Income Fund will be mailed on or about September 4, 2013.
^
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11.
Why are you proposing
to eliminate the fundamental investment restriction that prohibits the purchase of equity securities
and securities convertible into equity securities for the Summit Municipal Income Fund and the Summit
Municipal Intermediate Fund?
Under the
current policy, purchases of shares of a closed-end municipal fund or other investment company are prohibited.
In addition, preferred stocks and other income-producing instruments that are technically classified
as an equity security or convertible into an equity security could be suitable for the funds but would
not be permitted under this fundamental policy.
As a result, we believe that the funds
shareholders will benefit by approving the removal of this restriction, which will allow the flexibility
to pursue opportunities to achieve exposure to certain sectors of the municipal bond market through investments
in these instruments that are currently permitted for the other T. Rowe Price tax-free funds. While
the board recommends that this policy be eliminated, it also recommends that the funds prospectuses
be revised to clarify that investments in income-producing preferred stocks and investment companies
would be permitted while more traditional equity investments like common stock would remain prohibited.
The
current fundamental policy applies to all of the Summit Municipal Funds. However, we are not recommending
that the policy be removed for the Summit Municipal Money Market Fund, since money market fund rules
prohibit that fund from purchasing equity securities.
If approved for both funds
at the October 22
nd
shareholder meeting, the policy would be eliminated, effective on or about November 1, 2013.
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12.
Why are you proposing
to revise the fundamental policy regarding commodities for all funds (other than the Global Allocation
Fund, Institutional Long Duration Credit Fund, Short-Term Reserve Fund, and the T. Rowe Price money market
funds)?
The Investment
Company Act of 1940 (1940 Act) requires all mutual funds to state a fundamental policy relating
to the purchase and sale of commodities. For most T. Rowe Price funds, the fundamental policy provides
that the funds may not purchase or sell physical commodities except that they may enter into futures
contracts and options thereon. We believe that changing the term physical commodities to
commodities in the policy better conforms with the 1940 Act requirements, and the increased
flexibility from broadening the policy from investments only in commodity-related futures and options
to any commodity-related investments permitted by law will benefit fund shareholders.
Since
the initial adoption of this policy for the T. Rowe Price funds, the financial markets and regulatory
guidance have evolved and new types of financial instruments have become available as potential investment
opportunities, including investments in commodity-linked instruments. As a result, we consider this new
policy to be well-suited to todays regulatory and investment environments. The policy would still
provide that direct investments in commodities are prohibited, but would clarify the funds authority
to enter into a variety of derivative transactions relating to commodities.
If approved
for all relevant funds at the October 22
nd
shareholder meeting, the new fundamental policy would become
effective on or about November 1, 2013.
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13. Will the new commodities proposal increase the funds investments
in derivatives and risk profiles?
The proposed change is
intended to preserve the funds flexibility to invest in a variety of modern financial instruments
that could technically be considered commodities and will allow the funds to buy and sell various financial
instruments representing interests in commodities and enter into swaps and other commodity-related derivatives
transactions involving commodities. The policy reflects the notion that increasing numbers of mutual
funds are using investments in commodity-related derivatives transactions to help meet their investment
objectives and should provide the funds with greater flexibility in the future to pursue new opportunities
as they become available. Although the policy will be broadened, T. Rowe Price does not anticipate any
immediate changes to the manner in which any of the Price Funds are managed as a result of this change.
Further, all derivatives used by the funds will continue to be subject to strict limits and the oversight
of various internal committees.
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14.
Why is the fundamental policy regarding commodities for the Global Allocation Fund, Institutional Long
Duration Credit Fund, Short-Term Reserve Fund, and the T. Rowe Price money market funds not changing?
The proposed
fundamental investment policy has already been adopted by the newest Price Funds, the Global Allocation
Fund, and Institutional Long Duration Credit Fund, prior to their inception. This change will not apply
to the Short-Term Reserve Fund, since its investment program prohibits the use of derivatives. This change
also will not apply to any of the T. Rowe Price money market funds (Government Reserve Investment Fund,
Prime Reserve Fund, Prime Reserve Portfolio, Reserve Investment Fund, Summit Cash Reserves Fund, Summit
Municipal Money Market Fund, Tax-Exempt Money Fund, and U.S. Treasury Money Fund), since such funds are
prohibited by money market fund rules from entering into derivatives transactions.
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Download a Prospectus
[Link to:
http://individual.troweprice.com/public/Retail/Mutual-Funds/hProspectuses&Reports/Prospectuses-&-Reports
]
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