N-CSRS 1 index_final.htm index_final.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number:  811-02652

 

Name of Registrant:

Vanguard Index Funds

 

Address of Registrant:

P.O. Box 2600
  Valley Forge, PA 19482

 

Name and address of agent for service:

Anne E. Robinson, Esquire
  P.O. Box 876
  Valley Forge, PA 19482

 

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

 

Date of fiscal year end: December 31

 

Date of reporting period: January 1, 2017 – June 30, 2017

 

Item 1: Reports to Shareholders

 



Semiannual Report | June 30, 2017

Vanguard 500 Index Fund


 

A new format, unwavering commitment

As you begin reading this report, you’ll notice that we’ve made some improvements to the opening sections—based on feedback from you, our clients.

Page 1 starts with a new ”Your Fund’s Performance at a Glance,” a concise, handy summary of how your fund performed during the period.

In the renamed ”Chairman’s Perspective,” Bill McNabb will focus on enduring principles and investment insights.

We’ve modified some tables, and eliminated some redundancy, but we haven’t removed any information.

At Vanguard, we’re always looking for better ways to communicate and to help you make sound investment decisions. Thank you for entrusting your assets to us.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Fund Profile. 7
Performance Summary. 9
Financial Statements. 10
About Your Fund’s Expenses. 29
Trustees Approve Advisory Arrangement. 31
Glossary. 33

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

See the Glossary for definitions of investment terms used in this report.

About the cover: No matter what language you speak, Vanguard has one consistent message and set of principles. Our primary focus is on you, our clients. We conduct our business with integrity as a faithful steward of your assets. This message is shown translated into seven languages, reflecting our expanding global presence.


 

Your Fund’s Performance at a Glance

• Vanguard 500 Index Fund returned about 9% for the six months ended June 30, 2017. The fund closely tracked its target index, the Standard & Poor’s 500 Index, and exceeded the average return of its large-capitalization core fund peers.

• The fund offers investors exposure to roughly 500 of the largest U.S. companies, which span many different industries and account for about three-fourths of the U.S. stock market’s value.

• The fund recorded positive returns in nine of the 11 market sectors, with three posting double-digit gains.

• Information technology, the fund’s largest sector, was the top contributor; health care, consumer discretionary, industrials, and financials also added significantly to returns. Only telecommunication services and energy stocks declined.

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard 500 Index Fund  
Investor Shares 9.26%
ETF Shares  
Market Price 9.23
Net Asset Value 9.31
Admiral™ Shares 9.31
Institutional Select Shares 9.34
S&P 500 Index 9.34
Large-Cap Core Funds Average 8.64
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Select
Shares are available to certain institutional investors who meet specific administrative, service, and account-size criteria. The Vanguard
ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based
on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573;
8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the
Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market
price was above or below the NAV.

1


 

Expense Ratios          
Your Fund Compared With Its Peer Group        
 
  Investor ETF Admiral Institutional Peer Group
  Shares Shares Shares Select Shares Average
500 Index Fund 0.14% 0.04% 0.04% 0.01% 1.07%

 

The fund expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the fund’s annualized expense ratios were 0.14% for Investor Shares, 0.04% for ETF Shares, 0.04%
for Admiral Shares, and 0.01% for Institutional Select Shares. The peer-group expense ratio is derived from data provided by Lipper, a
Thomson Reuters Company, and captures information through year-end 2016.

Peer group: Large-Cap Core Funds.

2


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

More than a decade ago, the eminent investor and commentator Howard Marks published a memo to his clients titled simply “Risk.” In it, Howard distilled the relationship between investors and risk. “When you boil it all down, it’s the investor’s job to intelligently bear risk for profit,” he wrote.

It’s not surprising, then, that everyone from portfolio managers to behavioral economists avidly studies how investors’ reactions to risk influence not only individual investment decisions but also the broader financial markets. I’m a big fan of some of the behavioral finance work being done, which includes studies by our own investment strategists and analysts.

A lens on investor behavior

For example, Vanguard’s Investment Strategy Group introduced a “risk speedometers” report in January to look at how investors are reacting to market developments. This lens on real-world behavior measures the risk investors are taking in a given period by calculating the difference between net cash flows into higher-risk assets, such as stocks, and net cash flows into lower-risk assets, such as Treasuries. The measures are then compared with long-term averages.

In the spring, the risk speedometer spiked. The spike was fueled by investors’ decisions to direct more of their equity

3


 

dollars to international investments in developed and emerging markets, and their bond dollars to riskier credit categories.

A spiking speedometer seems a fitting analogy for what can happen. I consider myself a responsible driver. Still, when the highway is clear and the weather is nice, I might glance down at the speedometer and find that my right foot has gotten a little heavy.

The same phenomenon is possible with our investment portfolios. Just as our attention can drift from our speed—and the risk level on the road—we can neglect the risk level of our portfolio’s asset allocation. Experience teaches that investors are especially prone to lose sight of risk when markets have been buoyant.

How I manage risk in my own portfolio

Rebalancing—periodically adjusting your asset allocation so it stays in line with your goals and risk tolerance—is one of the best ways I know of to help manage risk. Without rebalancing, your portfolio may end up potentially riskier than you intended and no longer aligned with your goals.

I have a ritual I perform every June and again each December, between Christmas and New Year’s, as I prepare for a series of annual meetings with the Vanguard crew. I’ll set aside some time, review my

Market Barometer      
      Total Returns
    Periods Ended June 30, 2017
      Five Years
  Six Months One Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 9.27% 18.03% 14.67%
Russell 2000 Index (Small-caps) 4.99 24.60 13.70
Russell 3000 Index (Broad U.S. market) 8.93 18.51 14.58
FTSE All-World ex US Index (International) 13.95 20.53 7.68
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 2.27% -0.31% 2.21%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 3.57 -0.49 3.26
Citigroup Three-Month U.S. Treasury Bill Index 0.30 0.46 0.13
 
CPI      
Consumer Price Index 1.46% 1.63% 1.31%

 

4


 

investment portfolio, and, if necessary, rebalance back to my target asset allocation.

My own portfolio is a mix of equity and fixed income funds, and I invest in both actively managed funds and index funds. Most years, I’ll make a minor adjustment to get back to the appropriate asset allocation for my own longer-term goals and risk tolerance. It’s not all that complicated, although my portfolio is a little more complex than some because I own more funds than we’d typically suggest. As chairman of Vanguard’s funds, I feel I should own a significant number of them.

Consider your options

You should consider rebalancing if your target allocation is off by 5 percentage points or more. Admittedly, this is often easier said than done. When an investment has performed exceptionally well, people have a hard time trimming it. They can be led astray by that old (and none-too-helpful) investing saw: Let your winners run.

Fortunately, in recent years we’ve seen all sorts of investors take steps to rebalance. Many of the endowments, foundations, and traditional pension plans that Vanguard serves have good processes built into their investment guidelines to make sure rebalancing takes place on a regular basis. And among investors in defined contribution retirement plans, more and more are using target-date funds, where rebalancing happens automatically.

If you choose to rebalance on your own, use your target asset allocation as your guidepost. Don’t be afraid to buy into bad news. In a sense, don’t worry about the noise of the marketplace. If you work with an advisor, make sure he or she understands the importance you place on your rebalancing ritual.

And remember, the goal of rebalancing is to manage risk, not to avoid it altogether. Risk is inherent in investing—we just want to bear that risk intelligently.

In that insightful memo on risk, Howard Marks included a saying often attributed to Will Rogers: “You’ve got to go out on a limb sometimes because that’s where the fruit is.”

Tim Buckley chosen as Vanguard’s next CEO

In closing, I’ll note senior leadership changes that we announced in July. Our board of directors has elected Vanguard Chief Investment Officer Tim Buckley as president and director of Vanguard. Under the planned transition, Tim will succeed me as Vanguard’s chief executive officer on January 1, 2018.

I’m delighted with our board’s selection of Tim. We first met in 1991 when Tim was interviewing for a job at Vanguard. In the decades since, we’ve worked closely together, and he’s always impressed me as a man of tremendous character and an outstanding leader with a passion for serving our clients. During the transition

5


 

period, I will work closely with Tim in managing the firm and overseeing its operations.

Replacing Tim as chief investment officer is Greg Davis, who had been global head of Vanguard Fixed Income Group. And succeeding Greg as our fixed income leader is John Hollyer, who most recently served as our global head of investment risk management. I know Greg and John will both do a superb job in their new roles.

As with past successions, I will remain as chairman for a period of time determined by the board. On a personal note, it has been an honor and a privilege to lead Vanguard. Having spent more than half my life at Vanguard, I have come to know many fabulous crew members who are incredibly dedicated to Vanguard’s mission. Please be assured that Tim and the rest of the team will serve you and our other clients extremely well as Vanguard prepares for its next chapter.

As always, thank you for investing with Vanguard.

Sincerely,

 

 

 

F. William McNabb III
Chairman and Chief Executive Officer
July 14, 2017

 

Vanguard fund shareholders encouraged to vote in proxy campaign
 
This summer you will be asked to vote on the election of trustees for all U.S.-domiciled
Vanguard funds. Shareholders will also be asked to vote on several fund policy proposals
that we believe are in the best interests of all shareholders.
 
Vanguard filed a preliminary proxy statement on July 13, 2017, with the U.S. Securities and
Exchange Commission (SEC). Following the SEC’s review, we expect to provide the proxy
materials to Vanguard fund shareholders beginning in late August 2017. That’s when you
can begin to vote online, by phone, or by mail.
 
A shareholder meeting is scheduled to be held in Scottsdale, Arizona, on November 15,
2017, when voting will conclude. We encourage you to vote promptly. Please visit
vanguard.com for updates.

 

6


 

500 Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Select Shares
Ticker Symbol VFINX VOO VFIAX VFFSX
Expense Ratio1 0.14% 0.04% 0.04% 0.01%
30-Day SEC Yield 1.87% 1.97% 1.97% 2.00%

 

Portfolio Characteristics    
      DJ
      U.S. Total
    S&P 500 Market
  Fund Index FA Index
Number of Stocks 506 505 3,800
Median Market Cap $87.8B $87.8B $59.8B
Price/Earnings Ratio 21.5x 21.5x 21.2x
Price/Book Ratio 3.0x 3.0x 2.9x
Return on Equity 24.1% 24.1% 16.3%
Earnings Growth Rate 8.1% 8.1% 10.0%
Dividend Yield 1.9% 1.9% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 3%
Short-Term Reserves 0.1%

 

Sector Diversification (% of equity exposure)
      DJ
      U.S. Total
    S&P 500 Market
  Fund Index FA Index 
Consumer Discretionary  12.3% 12.3% 12.7%
Consumer Staples 9.0 9.0 8.0
Energy 6.1 6.0 5.6
Financials 14.5 14.5 15.0
Health Care 14.5 14.5 14.0
Industrials 10.3 10.3 10.8
Information Technology 22.3 22.3 21.4
Materials 2.8 2.9 3.3
Real Estate 2.9 2.9 4.1
Telecommunication      
Services 2.1 2.1 1.9
Utilities 3.2 3.2 3.2

 

Volatility Measures    
    DJ
    U.S. Total
  S&P 500 Market
  Index FA Index
R-Squared 1.00 0.99
Beta 1.00 0.97

 

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

Ten Largest Holdings (% of total net assets)
Apple Inc. Technology  
  Hardware, Storage &  
  Peripherals 3.6%
Alphabet Inc. Internet Software &  
  Services 2.6
Microsoft Corp. Systems Software 2.6
Amazon.com Inc. Internet & Direct  
  Marketing Retail 1.8
Facebook Inc. Internet Software &  
  Services 1.7
Johnson & Johnson Pharmaceuticals 1.7
Exxon Mobil Corp. Integrated Oil & Gas 1.6
JPMorgan Chase & Co. Diversified Banks 1.6
Berkshire Hathaway Inc. Multi-Sector  
  Holdings 1.5
Wells Fargo & Co. Diversified Banks 1.2
Top Ten   19.9%

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

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the fund’s annualized expense ratios were 0.14% for Investor Shares, 0.04% for ETF Shares, 0.04%
for Admiral Shares, and 0.01% for Institutional Select Shares.

7


 

500 Index Fund

Investment Focus


8


 

500 Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 8/31/1976 17.74% 14.46% 7.06%
ETF Shares 9/7/2010      
Market Price   17.86 14.59 14.791
Net Asset Value   17.86 14.59 14.791
Admiral Shares 11/13/2000 17.85 14.59 7.18
Institutional Select Shares 6/24/2016 17.90 21.151
1 Return since inception.

 

9


 

500 Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.7%)1    
Consumer Discretionary (12.2%)  
* Amazon.com Inc. 6,268,600 6,068,005
  Comcast Corp. Class A 74,806,986 2,911,488
  Home Depot Inc. 18,898,755 2,899,069
  Walt Disney Co. 22,987,012 2,442,370
  McDonald’s Corp. 12,880,312 1,972,749
* Priceline Group Inc. 777,725 1,454,750
  Starbucks Corp. 22,910,141 1,335,890
  NIKE Inc. Class B 20,910,627 1,233,727
  Time Warner Inc. 12,237,366 1,228,754
* Charter    
  Communications Inc.    
  Class A 3,412,815 1,149,607
  Lowe’s Cos. Inc. 13,596,814 1,054,161
* Netflix Inc. 6,821,834 1,019,250
  General Motors Co. 21,671,529 756,986
  TJX Cos. Inc. 10,232,111 738,451
  Ford Motor Co. 62,219,607 696,237
  Marriott International    
  Inc. Class A 4,901,831 491,703
  Twenty-First Century    
  Fox Inc. Class A 16,593,544 470,261
  Target Corp. 8,701,495 455,001
  Carnival Corp. 6,604,640 433,066
  Newell Brands Inc. 7,623,290 408,761
  Yum! Brands Inc. 5,217,691 384,857
  CBS Corp. Class B 5,812,337 370,711
  Delphi Automotive plc 4,225,420 370,358
  Ross Stores Inc. 6,182,081 356,892
* O’Reilly Automotive Inc. 1,435,510 314,003
  Omnicom Group Inc. 3,671,944 304,404
^ VF Corp. 5,056,155 291,235
  Royal Caribbean Cruises    
  Ltd. 2,646,803 289,110
  Dollar General Corp. 3,981,766 287,046
  Expedia Inc. 1,918,218 285,719
* Ulta Beauty Inc. 920,162 264,399
* Dollar Tree Inc. 3,735,116 261,159
* AutoZone Inc. 444,381 253,502
* Mohawk Industries Inc. 1,004,822 242,855
  Best Buy Co. Inc. 4,183,816 239,858
* DISH Network Corp.    
  Class A 3,586,847 225,111
  Whirlpool Corp. 1,167,646 223,744
  Shares Market  
  Genuine Parts Co. 2,324,465 215,617
  Twenty-First Century    
  Fox Inc. 7,692,102 214,379
  Coach Inc. 4,433,050 209,861
  L Brands Inc. 3,799,582 204,759
  Hilton Worldwide    
  Holdings Inc. 3,234,065 200,027
  Hasbro Inc. 1,774,074 197,827
* Chipotle Mexican Grill    
  Inc. Class A 451,996 188,076
  Viacom Inc. Class B 5,555,635 186,503
  DR Horton Inc. 5,390,095 186,336
*,^ CarMax Inc. 2,921,123 184,206
  Darden Restaurants Inc. 1,963,126 177,545
  Lennar Corp. Class A 3,204,819 170,881
  Wynn Resorts Ltd. 1,259,340 168,903
  Wyndham Worldwide    
  Corp. 1,646,204 165,295
* LKQ Corp. 4,863,223 160,243
  Tiffany & Co. 1,691,189 158,752
  Interpublic Group of    
  Cos. Inc. 6,233,416 153,342
^ Harley-Davidson Inc. 2,761,549 149,179
  PVH Corp. 1,230,992 140,949
  Goodyear Tire & Rubber    
  Co. 3,973,264 138,905
  Advance Auto Parts Inc. 1,165,069 135,835
  BorgWarner Inc. 3,147,834 133,342
^ Hanesbrands Inc. 5,747,086 133,103
  Mattel Inc. 5,407,070 116,414
  Macy’s Inc. 4,807,769 111,733

 

10


 

500 Index Fund

      Market
      Value
    Shares ($000)
  Tractor Supply Co. 2,029,661 110,028
  PulteGroup Inc. 4,483,745 109,986
  Leggett & Platt Inc. 2,088,778 109,723
  News Corp. Class A 7,990,604 109,471
^ Kohl’s Corp. 2,692,662 104,125
  Staples Inc. 10,319,457 103,917
  Scripps Networks    
  Interactive Inc. Class A 1,514,668 103,467
  Foot Locker Inc. 2,072,212 102,119
  H&R Block Inc. 3,267,765 101,007
  Garmin Ltd. 1,807,728 92,248
* Michael Kors Holdings    
  Ltd. 2,459,195 89,146
* Discovery    
  Communications Inc. 3,375,207 85,089
  Nordstrom Inc. 1,753,252 83,858
  Gap Inc. 3,472,979 76,371
  Bed Bath & Beyond Inc. 2,285,689 69,485
^ Signet Jewelers Ltd. 1,076,982 68,108
* TripAdvisor Inc. 1,738,805 66,422
  Ralph Lauren Corp.    
  Class A 867,809 64,044
*,^ Under Armour Inc.    
  Class A 2,914,593 63,422
*,^ Discovery    
  Communications Inc.    
  Class A 2,378,790 61,444
*,^ Under Armour Inc. 2,910,419 58,674
*,^ AutoNation Inc. 1,041,053 43,891
      40,263,306
Consumer Staples (9.0%)    
  Procter & Gamble Co. 40,387,811 3,519,798
  Philip Morris    
  International Inc. 24,531,669 2,881,245
  Coca-Cola Co. 60,738,022 2,724,100
  PepsiCo Inc. 22,566,398 2,606,193
  Altria Group Inc. 30,517,925 2,272,670
  Wal-Mart Stores Inc. 23,350,446 1,767,162
  CVS Health Corp. 16,076,585 1,293,522
  Costco Wholesale Corp. 6,943,582 1,110,487
  Walgreens Boots    
  Alliance Inc. 13,517,195 1,058,532
  Mondelez International    
  Inc. Class A 24,012,891 1,037,117
  Colgate-Palmolive Co. 13,979,794 1,036,322
  Reynolds American Inc.  13,054,877 849,089
  Kraft Heinz Co. 9,450,561 809,346
  Kimberly-Clark Corp. 5,624,145 726,133
  Constellation Brands    
  Inc. Class A 2,704,960 524,032
  General Mills Inc. 9,091,216 503,653
  Sysco Corp. 7,769,758 391,052
  Archer-Daniels-Midland    
  Co. 9,002,156 372,509
  Estee Lauder Cos. Inc.    
  Class A 3,530,897 338,896
  Kroger Co. 14,398,117 335,764
* Monster Beverage Corp.  6,359,357 315,933
  Tyson Foods Inc.    
  Class A 4,547,379 284,802
  Kellogg Co. 3,978,833 276,370
  Clorox Co. 2,032,312 270,785
  Dr Pepper Snapple    
  Group Inc. 2,900,561 264,270
  Molson Coors Brewing    
  Co. Class B 2,914,415 251,631
  Hershey Co. 2,209,551 237,240
  Conagra Brands Inc. 6,380,272 228,159
  JM Smucker Co. 1,835,816 217,232
  Whole Foods Market    
  Inc. 5,040,742 212,266
  Church & Dwight Co.    
  Inc. 3,930,481 203,913
  McCormick & Co. Inc. 1,785,595 174,113
  Campbell Soup Co. 3,024,583 157,732
  Hormel Foods Corp. 4,251,786 145,028
  Coty Inc. Class A 7,436,965 139,517
  Brown-Forman Corp.    
  Class B 2,791,198 135,652
      29,672,265
Energy (6.0%)    
  Exxon Mobil Corp. 66,945,490 5,404,509
  Chevron Corp. 29,940,137 3,123,655
  Schlumberger Ltd. 21,982,912 1,447,355
  ConocoPhillips 19,611,459 862,120
  EOG Resources Inc. 9,159,551 829,123
  Occidental Petroleum    
  Corp. 12,126,743 726,028
  Halliburton Co. 13,695,258 584,924
  Kinder Morgan Inc. 30,291,234 580,380
  Phillips 66 6,921,588 572,346
  Valero Energy Corp. 7,056,862 476,056
  Marathon Petroleum    
  Corp. 8,185,546 428,350
  Pioneer Natural    
  Resources Co. 2,683,476 428,229
  Anadarko Petroleum    
  Corp. 8,841,784 400,886
  Williams Cos. Inc. 13,036,166 394,735
  Baker Hughes Inc. 6,712,922 365,921
^ ONEOK Inc. 5,989,871 312,432
  Apache Corp. 6,001,274 287,641
* Concho Resources Inc. 2,337,926 284,128
  Devon Energy Corp. 8,295,746 265,215
  Tesoro Corp. 2,383,077 223,056
  Noble Energy Inc. 7,177,951 203,136
* TechnipFMC plc 7,363,252 200,280

 

11


 

500 Index Fund

      Market
      Value
    Shares ($000)
  National Oilwell Varco    
  Inc. 5,993,734 197,434
  Hess Corp. 4,261,537 186,954
  Cabot Oil & Gas Corp. 7,342,573 184,152
  EQT Corp. 2,734,685 160,225
  Marathon Oil Corp. 13,407,353 158,877
  Cimarex Energy Co. 1,500,576 141,069
^ Helmerich & Payne    
  Inc. 1,711,480 93,002
* Newfield Exploration    
  Co. 3,146,406 89,547
  Range Resources    
  Corp. 2,968,428 68,778
^ Murphy Oil Corp. 2,554,841 65,481
*,^ Chesapeake Energy    
  Corp. 12,023,805 59,758
*,^ Transocean Ltd. 6,157,440 50,676
      19,856,458
Financials (14.5%)    
  JPMorgan Chase & Co. 56,119,843 5,129,354
* Berkshire Hathaway    
  Inc. Class B 28,451,496 4,818,830
  Wells Fargo & Co. 71,073,951 3,938,208
  Bank of America Corp.  157,308,184 3,816,297
  Citigroup Inc. 43,518,425 2,910,512
  US Bancorp 25,061,408 1,301,188
  Goldman Sachs Group    
  Inc. 5,791,553 1,285,146
  Chubb Ltd. 7,389,134 1,074,232
  Morgan Stanley 22,569,866 1,005,713
  American Express Co. 11,910,558 1,003,345
  PNC Financial Services    
  Group Inc. 7,678,438 958,807
  MetLife Inc. 17,110,261 940,038
  American International    
  Group Inc. 13,928,488 870,809
  Bank of New York    
  Mellon Corp. 16,474,639 840,536
  Charles Schwab Corp. 19,198,860 824,783
  BlackRock Inc. 1,920,910 811,412
  Prudential Financial Inc. 6,798,907 735,234
  CME Group Inc. 5,360,286 671,322
  Marsh & McLennan    
  Cos. Inc. 8,129,758 633,796
  Capital One Financial    
  Corp. 7,621,082 629,654
  Intercontinental    
  Exchange Inc. 9,340,433 615,721
  S&P Global Inc. 4,067,100 593,756
  BB&T Corp. 12,803,039 581,386
  Travelers Cos. Inc. 4,408,434 557,799
  Aon plc 4,134,624 549,698
  Allstate Corp. 5,751,384 508,652
  State Street Corp. 5,580,033 500,696
  Aflac Inc. 6,261,725 486,411
  SunTrust Banks Inc. 7,629,778 432,761
  Progressive Corp. 9,163,762 404,030
  M&T Bank Corp. 2,428,298 393,263
  Discover Financial    
  Services 5,998,768 373,063
  Synchrony Financial 12,148,329 362,263
  Northern Trust Corp. 3,404,529 330,954
  KeyCorp 17,292,636 324,064
  Moody’s Corp. 2,625,668 319,491
  Fifth Third Bancorp 11,837,487 307,301
  Ameriprise Financial Inc. 2,405,127 306,149
  Hartford Financial    
  Services Group Inc. 5,795,730 304,682
  Willis Towers Watson    
  plc 2,004,880 291,630
  Citizens Financial    
  Group Inc. 7,992,485 285,172
  T. Rowe Price Group    
  Inc. 3,807,012 282,518
  Regions Financial    
  Corp. 18,960,814 277,586
  Principal Financial    
  Group Inc. 4,229,735 270,999
* Berkshire Hathaway    
  Inc. Class A 1,022 260,303
  Franklin Resources Inc. 5,402,282 241,968
  Lincoln National Corp. 3,540,166 239,244
  Huntington Bancshares    
  Inc. 17,142,732 231,770
  Invesco Ltd. 6,418,097 225,853
  Comerica Inc. 2,790,062 204,344
  Loews Corp. 4,356,924 203,948
  XL Group Ltd. 4,123,494 180,609
  Cincinnati Financial    
  Corp. 2,363,897 171,264
  Unum Group 3,599,825 167,860
  Everest Re Group Ltd. 648,206 165,027
* E*TRADE Financial    
  Corp. 4,333,992 164,822
  Raymond James    
  Financial Inc. 2,021,960 162,202
  Arthur J Gallagher & Co. 2,831,121 162,082
  Affiliated Managers    
  Group Inc. 892,207 147,982
  Zions Bancorporation 3,193,703 140,236
  Leucadia National Corp. 5,110,358 133,687
  CBOE Holdings Inc. 1,449,994 132,529
  Torchmark Corp. 1,716,991 131,350
  Nasdaq Inc. 1,798,697 128,589
  People’s United    
  Financial Inc. 5,422,707 95,765

 

12


 

500 Index Fund

      Market
      Value
    Shares ($000)
  Assurant Inc. 865,610 89,755
  Navient Corp. 4,486,678 74,703
      47,715,153
Health Care (14.5%)    
  Johnson & Johnson 42,553,380 5,629,387
  Pfizer Inc. 94,300,517 3,167,554
  UnitedHealth Group Inc.  15,234,836 2,824,843
  Merck & Co. Inc. 43,227,047 2,770,421
  Amgen Inc. 11,636,998 2,004,240
  Medtronic plc 21,641,780 1,920,708
  AbbVie Inc. 25,159,195 1,824,293
* Celgene Corp. 12,354,454 1,604,473
  Gilead Sciences Inc. 20,618,698 1,459,391
  Bristol-Myers Squibb    
  Co. 26,063,339 1,452,249
  Abbott Laboratories 27,457,560 1,334,712
  Allergan plc 5,312,701 1,291,465
  Eli Lilly & Co. 15,359,536 1,264,090
  Thermo Fisher    
  Scientific Inc. 6,190,850 1,080,118
* Biogen Inc. 3,370,216 914,542
  Danaher Corp. 9,675,911 816,550
  Aetna Inc. 5,261,170 798,803
  Anthem Inc. 4,181,469 786,660
  Becton Dickinson and    
  Co. 3,587,081 699,875
  Stryker Corp. 4,894,819 679,303
  Cigna Corp. 4,038,593 676,020
* Boston Scientific Corp. 21,760,842 603,211
* Express Scripts    
  Holding Co. 9,363,852 597,788
* Regeneron    
  Pharmaceuticals Inc. 1,202,019 590,360
  Humana Inc. 2,276,892 547,866
  McKesson Corp. 3,327,423 547,494
* Intuitive Surgical Inc. 581,218 543,654
* Vertex    
  Pharmaceuticals Inc. 3,929,767 506,429
  Zoetis Inc. 7,743,880 483,063
  Baxter International Inc. 7,695,630 465,893
* Alexion    
  Pharmaceuticals Inc. 3,543,448 431,131
  Zimmer Biomet    
  Holdings Inc. 3,175,593 407,746
* Illumina Inc. 2,303,806 399,756
* HCA Healthcare Inc. 4,516,405 393,831
* Edwards Lifesciences    
  Corp. 3,308,649 391,215
  Cardinal Health Inc. 4,983,904 388,346
  CR Bard Inc. 1,142,192 361,058
* Incyte Corp. 2,681,103 337,578
* Cerner Corp. 4,638,160 308,299
  Agilent Technologies    
  Inc. 5,084,513 301,563

 

* Mylan NV 7,273,631 282,362
* Laboratory Corp. of    
  America Holdings 1,614,805 248,906
  AmerisourceBergen    
  Corp. Class A 2,619,312 247,604
  Quest Diagnostics Inc. 2,159,629 240,064
* Mettler-Toledo    
  International Inc. 407,260 239,689
  Dentsply Sirona Inc. 3,616,458 234,491
* Waters Corp. 1,262,135 232,031
* Henry Schein Inc. 1,251,486 229,047
* IDEXX Laboratories Inc. 1,389,599 224,309
* Centene Corp. 2,716,380 216,984
* Hologic Inc. 4,415,648 200,382
  Cooper Cos. Inc. 770,290 184,423
* Align Technology Inc. 1,190,750 178,755
  Universal Health    
  Services Inc. Class B 1,410,411 172,183
  Perrigo Co. plc 2,261,560 170,793
* DaVita Inc. 2,456,685 159,095
* Varian Medical    
  Systems Inc. 1,450,278 149,654
  PerkinElmer Inc. 1,737,143 118,369
* Envision Healthcare    
  Corp. 1,853,640 116,168
* Mallinckrodt plc 1,570,105 70,356
^ Patterson Cos. Inc. 1,284,760 60,320
      47,581,963
Industrials (10.3%)    
  General Electric Co.  137,632,967 3,717,466
  3M Co. 9,444,656 1,966,283
  Boeing Co. 8,875,794 1,755,188
  Honeywell    
  International Inc. 12,052,676 1,606,501
  United Technologies    
  Corp. 11,783,941 1,438,937
  Union Pacific Corp. 12,770,321 1,390,816
  United Parcel Service    
  Inc. Class B 10,897,055 1,205,105
  Lockheed Martin Corp. 3,939,095 1,093,532
  Caterpillar Inc. 9,338,698 1,003,537
  General Dynamics Corp. 4,474,388 886,376
  FedEx Corp. 3,900,385 847,671
  CSX Corp. 14,554,191 794,077
  Raytheon Co. 4,592,707 741,630
  Northrop Grumman    
  Corp. 2,753,991 706,977
  Illinois Tool Works Inc. 4,905,480 702,710
  Johnson Controls    
  International plc 14,885,151 645,420
  Delta Air Lines Inc. 11,616,065 624,247
  Emerson Electric Co. 10,234,792 610,198
  Southwest Airlines Co. 9,540,588 592,852
  Deere & Co. 4,669,343 577,084

 

13


 

500 Index Fund

      Market
      Value
    Shares ($000)
  Norfolk Southern Corp. 4,571,623 556,367
  Eaton Corp. plc 7,057,021 549,248
  Waste Management Inc. 6,412,911 470,387
  Cummins Inc. 2,438,500 395,574
  American Airlines Group    
  Inc. 7,771,721 391,073
  Roper Technologies Inc. 1,609,872 372,734
  Ingersoll-Rand plc 4,040,666 369,277
  PACCAR Inc. 5,542,664 366,038
  Stanley Black & Decker    
  Inc. 2,413,045 339,588
  Parker-Hannifin Corp. 2,101,585 335,875
* United Continental    
  Holdings Inc. 4,444,579 334,455
  Rockwell Automation    
  Inc. 2,032,201 329,135
  Fortive Corp. 4,757,039 301,358
  Rockwell Collins Inc. 2,562,350 269,252
  Equifax Inc. 1,897,186 260,711
  Republic Services Inc.    
  Class A 3,624,803 231,009
* IHS Markit Ltd. 5,006,839 220,501
  AMETEK Inc. 3,628,040 219,750
^ TransDigm Group Inc. 771,085 207,322
  L3 Technologies Inc. 1,227,974 205,170
  Nielsen Holdings plc 5,296,246 204,753
* Verisk Analytics Inc.    
  Class A 2,424,865 204,586
  Textron Inc. 4,221,317 198,824
  Fastenal Co. 4,563,822 198,663
  Dover Corp. 2,454,645 196,912
  Masco Corp. 5,045,415 192,785
  Pentair plc 2,644,467 175,963
  Kansas City Southern 1,673,149 175,095
  Alaska Air Group Inc. 1,949,603 174,996
  Cintas Corp. 1,362,173 171,688
  Expeditors International    
  of Washington Inc. 2,842,937 160,569
  Fortune Brands Home    
  & Security Inc. 2,426,634 158,314
  Arconic Inc. 6,951,285 157,447
  Xylem Inc. 2,835,186 157,154
  WW Grainger Inc. 847,654 153,027
  CH Robinson Worldwide    
  Inc. 2,222,522 152,643
* United Rentals Inc. 1,333,624 150,313
  Snap-on Inc. 914,255 144,452
  Acuity Brands Inc. 696,138 141,511
  JB Hunt Transport    
  Services Inc. 1,353,999 123,728
  Allegion plc 1,503,597 121,972
  Jacobs Engineering    
  Group Inc. 1,901,946 103,447
* Stericycle Inc. 1,346,402 102,757
  Fluor Corp. 2,205,709 100,977
  Robert Half International    
  Inc. 2,007,812 96,234
  Flowserve Corp. 2,062,928 95,782
* Quanta Services Inc. 2,332,527 76,787
      33,722,810
Information Technology (22.2%)  
  Apple Inc. 82,373,427 11,863,421
  Microsoft Corp. 121,969,818 8,407,380
* Facebook Inc. Class A 37,345,375 5,638,405
* Alphabet Inc. Class A 4,707,787 4,376,735
* Alphabet Inc. Class C 4,707,690 4,278,019
  Visa Inc. Class A 29,164,844 2,735,079
  Intel Corp. 74,397,657 2,510,177
  Cisco Systems Inc. 79,040,446 2,473,966
  Oracle Corp. 47,477,276 2,380,511
  International Business    
  Machines Corp. 13,510,067 2,078,254
  Mastercard Inc.    
  Class A 14,824,872 1,800,481
  Broadcom Ltd. 6,347,571 1,479,301
  NVIDIA Corp. 9,409,837 1,360,286
  QUALCOMM Inc. 23,370,950 1,290,544
  Accenture plc Class A 9,810,693 1,213,386
  Texas Instruments Inc. 15,771,741 1,213,320
* Adobe Systems Inc. 7,839,386 1,108,803
* PayPal Holdings Inc. 17,684,272 949,115
* salesforce.com Inc. 10,588,505 916,965
  Automatic Data    
  Processing Inc. 7,091,655 726,611
  Applied Materials Inc. 16,956,533 700,474
  Activision Blizzard Inc. 10,937,969 629,699
  Cognizant Technology    
  Solutions Corp.    
  Class A 9,291,787 616,975
* eBay Inc. 15,880,125 554,534
* Electronic Arts Inc. 4,891,097 517,087
  Intuit Inc. 3,840,038 509,995
* Micron Technology Inc. 16,407,198 489,919
  HP Inc. 26,559,615 464,262
  Analog Devices Inc. 5,790,695 450,516
  Fidelity National    
  Information    
  Services Inc. 5,216,105 445,455
  TE Connectivity Ltd. 5,601,750 440,746
  Corning Inc. 14,520,383 436,337
  Hewlett Packard    
  Enterprise Co. 26,269,249 435,807
* Fiserv Inc. 3,349,248 409,747
  Western Digital Corp. 4,596,005 407,206
  Lam Research Corp. 2,544,769 359,907
  Amphenol Corp.    
  Class A 4,822,438 355,992
  DXC Technology Co. 4,467,666 342,759

 

14


 

500 Index Fund

      Market
      Value
    Shares ($000)
* Autodesk Inc. 3,059,281 308,437
  Paychex Inc. 5,044,327 287,224
  Skyworks Solutions Inc. 2,912,444 279,449
^ Microchip    
  Technology Inc. 3,619,575 279,359
  Symantec Corp. 9,597,797 271,138
* Red Hat Inc. 2,804,523 268,533
  Xilinx Inc. 3,913,299 251,703
  KLA-Tencor Corp. 2,471,681 226,183
  Alliance Data    
  Systems Corp. 877,880 225,343
  Motorola Solutions Inc. 2,579,020 223,704
  Global Payments Inc. 2,404,252 217,152
  Harris Corp. 1,924,056 209,876
* Citrix Systems Inc. 2,383,679 189,693
  Seagate Technology plc 4,683,614 181,490
* Gartner Inc. 1,426,350 176,168
* Synopsys Inc. 2,370,854 172,906
  NetApp Inc. 4,272,030 171,095
  CA Inc. 4,943,537 170,404
  Juniper Networks Inc. 6,026,392 168,016
* ANSYS Inc. 1,348,449 164,079
*,^ Advanced Micro    
  Devices Inc. 12,227,274 152,596
  Total System    
  Services Inc. 2,613,045 152,210
  Western Union Co. 7,436,116 141,658
* Akamai    
  Technologies Inc. 2,728,001 135,882
* F5 Networks Inc. 1,020,307 129,640
*,^ VeriSign Inc. 1,393,476 129,538
* Qorvo Inc. 2,005,401 126,982
  Xerox Corp. 3,367,525 96,749
  FLIR Systems Inc. 2,153,079 74,626
  CSRA Inc. 2,294,571 72,853
* Conduent Inc. 4
      73,022,862
Materials (2.8%)    
  Dow Chemical Co. 17,794,478 1,122,298
  EI du Pont de Nemours    
  & Co. 13,723,502 1,107,624
  Monsanto Co. 6,950,803 822,697
  Praxair Inc. 4,534,225 601,012
  Ecolab Inc. 4,118,118 546,680
  Air Products &    
  Chemicals Inc. 3,435,017 491,414
  Sherwin-Williams Co. 1,278,323 448,640
  PPG Industries Inc. 4,042,256 444,486
  LyondellBasell    
  Industries NV Class A 5,211,868 439,830
  International Paper Co. 6,511,904 368,639
  Nucor Corp. 5,034,159 291,327
  Newmont Mining Corp. 8,413,814 272,523
  Vulcan Materials Co. 2,084,581 264,075
* Freeport-McMoRan    
  Inc. 20,991,443 252,107
  Ball Corp. 5,523,648 233,153
  WestRock Co. 3,963,079 224,548
  Martin Marietta    
  Materials Inc. 988,379 219,993
  Eastman Chemical Co. 2,299,731 193,154
  Albemarle Corp. 1,746,599 184,336
  International Flavors    
  & Fragrances Inc. 1,245,820 168,186
  FMC Corp. 2,113,900 154,420
  Sealed Air Corp. 3,089,772 138,298
  Mosaic Co. 5,540,286 126,485
  Avery Dennison Corp. 1,397,858 123,529
  CF Industries Holdings    
  Inc. 3,672,938 102,695
      9,342,149
Real Estate (2.9%)    
  American Tower    
  Corporation 6,728,762 890,350
  Simon Property    
  Group Inc. 4,954,391 801,422
  Crown Castle    
  International Corp. 5,776,448 578,685
  Equinix Inc. 1,229,235 527,538
  Public Storage 2,359,012 491,925
  Prologis Inc. 8,368,539 490,731
  Welltower Inc. 5,776,056 432,338
  AvalonBay    
  Communities Inc. 2,172,978 417,581
  Weyerhaeuser Co. 11,853,391 397,089
  Ventas Inc. 5,596,818 388,867
  Equity Residential 5,790,718 381,203
  Boston Properties Inc. 2,427,857 298,675
  Digital Realty Trust Inc. 2,520,899 284,736
  Essex Property Trust Inc.  1,035,075 266,294
  Vornado Realty Trust 2,719,061 255,320
  Realty Income Corp. 4,378,322 241,596
  HCP Inc. 7,387,894 236,117
  GGP Inc. 9,186,009 216,422
  Host Hotels & Resorts    
  Inc. 11,665,247 213,124
  Mid-America Apartment    
  Communities Inc. 1,790,994 188,735
  Alexandria Real Estate    
  Equities Inc. 1,436,407 173,044
* CBRE Group Inc.    
  Class A 4,743,405 172,660
  SL Green Realty Corp. 1,606,175 169,933
  UDR Inc. 4,217,585 164,359
  Extra Space Storage Inc. 1,986,504 154,947
  Regency Centers Corp. 2,307,700 144,554
  Federal Realty    
  Investment Trust 1,139,674 144,043

 

15


 

500 Index Fund

      Market
      Value
    Shares ($000)
  Iron Mountain Inc. 3,876,155 133,185
  Kimco Realty Corp. 6,718,728 123,289
  Macerich Co. 1,881,140 109,219
  Apartment Investment    
  & Management Co. 2,480,390 106,582
      9,594,563
Telecommunication Services (2.1%)  
  AT&T Inc. 97,137,557 3,665,000
  Verizon Communications    
  Inc. 64,470,190 2,879,239
* Level 3 Communications    
  Inc. 4,618,522 273,878
^ CenturyLink Inc. 8,659,549 206,790
      7,024,907
Utilities (3.2%)    
  NextEra Energy Inc. 7,409,093 1,038,236
  Duke Energy Corp. 11,080,703 926,236
  Dominion Energy Inc. 9,966,417 763,727
  Southern Co. 15,760,435 754,610
  American Electric Power    
  Co. Inc. 7,756,813 538,866
  PG&E Corp. 8,104,487 537,895
  Exelon Corp. 14,610,686 527,008
  Sempra Energy 3,957,394 446,196
  PPL Corp. 10,779,807 416,747
  Edison International 5,141,049 401,979
  Consolidated Edison Inc. 4,819,113 389,481
  Xcel Energy Inc. 8,010,973 367,543
  Public Service    
  Enterprise Group Inc. 7,983,943 343,389
  WEC Energy Group Inc. 4,979,348 305,632
  Eversource Energy 4,999,130 303,497
  DTE Energy Co. 2,830,433 299,432
  American Water Works    
  Co. Inc. 2,810,691 219,093
  Entergy Corp. 2,833,069 217,495
  Ameren Corp. 3,828,523 209,305
  CMS Energy Corp. 4,422,127 204,523
  FirstEnergy Corp. 6,996,765 204,026
  CenterPoint Energy Inc. 6,796,271 186,082
  SCANA Corp. 2,253,985 151,040
  Pinnacle West Capital    
  Corp. 1,759,947 149,877
  Alliant Energy Corp. 3,594,415 144,388
  NiSource Inc. 5,104,426 129,448
  AES Corp. 10,420,919 115,776
  NRG Energy Inc. 4,990,488 85,936
      10,377,463
Total Common Stocks    
(Cost $208,413,428) 328,173,899

 

Temporary Cash Investments (0.5%)1  
Money Market Fund (0.5%)  
2,3 Vanguard Market    
  Liquidity Fund,    
  1.181% 16,534,578 1,653,789
 
    Face  
    Amount  
    ($000)
U. S. Government and Agency Obligations (0.0%)
4 United States Treasury    
  Bill, 0.592%, 7/13/17 34,000 33,993
4 United States Treasury    
  Bill, 0.918%, 9/14/17 10,000 9,981
4 United States Treasury    
  Bill, 0.980%, 10/5/17 9,000 8,976
4 United States Treasury    
  Bill, 1.056%, 11/24/17 2,000 1,991
      54,941
Total Temporary Cash Investments  
(Cost $1,708,551)   1,708,730
Total Investments (100.2%)  
(Cost $210,121,979)   329,882,629
 
      Amount
      ($000)
Other Assets and Liabilities (-0.2%)  
Other Assets    
Investment in Vanguard   21,361
Receivables for Accrued Income 327,343
Receivables for Capital Shares Issued 322,649
Other Assets   5,224
Total Other Assets   676,577
Liabilities    
Payables for Investment    
Securities Purchased   (610,790)
Collateral for Securities on Loan (278,767)
Payables for Capital Shares Redeemed (237,349)
Payables to Vanguard   (143,289)
Other Liabilities   (7)
Total Liabilities   (1,270,202)
Net Assets (100%) 329,289,004

 

16


 

500 Index Fund

At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 210,507,850
Overdistributed Net Investment Income (25,687)
Accumulated Net Realized Losses (948,541)
Unrealized Appreciation (Depreciation)  
Investment Securities 119,760,650
Futures Contracts (5,268)
Net Assets 329,289,004
 
 
Investor Shares—Net Assets  
Applicable to 125,885,207 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 28,166,376
Net Asset Value Per Share—  
Investor Shares $223.75
 
 
ETF Shares—Net Assets  
Applicable to 315,547,095 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 70,065,971
Net Asset Value Per Share—  
ETF Shares $222.05
 
 
Admiral Shares—Net Assets  
Applicable to 917,705,073 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 205,334,976
Net Asset Value Per Share—  
Admiral Shares $223.75
 
 
Institutional Select Shares—Net Assets
Applicable to 216,949,561 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 25,721,681
Net Asset Value Per Share—  
Institutional Select Shares $118.56

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $268,591,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.2%, respectively, of
net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
3 Includes $278,767,000 of collateral received for securities on loan.
4 Securities with a value of $40,545,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

17


 

500 Index Fund

Statement of Operations

  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 3,030,718
Interest1 6,202
Securities Lending—Net 1,561
Total Income 3,038,481
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 5,827
Management and Administrative—Investor Shares 16,042
Management and Administrative—ETF Shares 9,593
Management and Administrative—Admiral Shares 30,781
Management and Administrative—Institutional Select Shares 578
Marketing and Distribution—Investor Shares 2,169
Marketing and Distribution—ETF Shares 2,007
Marketing and Distribution—Admiral Shares 6,625
Marketing and Distribution—Institutional Select Shares 1
Custodian Fees 1,177
Shareholders’ Reports—Investor Shares 817
Shareholders’ Reports—ETF Shares 1,200
Shareholders’ Reports—Admiral Shares 1,691
Shareholders’ Reports—Institutional Select Shares 3
Trustees’ Fees and Expenses 102
Total Expenses 78,613
Net Investment Income 2,959,868
Realized Net Gain (Loss)  
Investment Securities Sold1 2,599,995
Futures Contracts 110,367
Realized Net Gain (Loss) 2,710,362
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 21,302,918
Futures Contracts 3,465
Change in Unrealized Appreciation (Depreciation) 21,306,383
Net Increase (Decrease) in Net Assets Resulting from Operations 26,976,613
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $6,016,000 and $34,000, respectively.

 

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

18


 

500 Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 2,959,868 5,265,549
Realized Net Gain (Loss) 2,710,362 6,689,644
Change in Unrealized Appreciation (Depreciation) 21,306,383 16,565,774
Net Increase (Decrease) in Net Assets Resulting from Operations 26,976,613 28,520,967
Distributions    
Net Investment Income    
Investor Shares (242,544) (530,428)
ETF Shares (613,484) (1,047,723)
Admiral Shares (1,828,106) (3,539,036)
Institutional Select Shares (214,453) (141,449)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Select Shares
Total Distributions (2,898,587) (5,258,636)
Capital Share Transactions    
Investor Shares (679,825) (1,863,704)
ETF Shares 8,476,654 11,566,096
Admiral Shares 8,502,710 13,258,093
Institutional Select Shares 6,345,434 17,071,485
Net Increase (Decrease) from Capital Share Transactions 22,644,973 40,031,970
Total Increase (Decrease) 46,722,999 63,294,301
Net Assets    
Beginning of Period 282,566,005 219,271,704
End of Period1 329,289,004 282,566,005
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($25,687,000) and ($86,968,000).

 

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

19


 

500 Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $206.57 $188.48 $189.89 $170.36 $131.37 $115.80
Investment Operations            
Net Investment Income 1.961 3.997 3.775 3.326 2.956 2.709
Net Realized and Unrealized Gain (Loss)            
on Investments 17.140 18.069 (1.438) 19.507 38.982 15.560
Total from Investment Operations 19.101 22.066 2.337 22.833 41.938 18.269
Distributions            
Dividends from Net Investment Income (1.921) (3.976) (3.747) (3.303) (2.948) (2.699)
Distributions from Realized Capital Gains
Total Distributions (1.921) (3.976) (3.747) (3.303) (2.948) (2.699)
Net Asset Value, End of Period $223.75 $206.57 $188.48 $189.89 $170.36 $131.37
 
Total Return1 9.26% 11.82% 1.25% 13.51% 32.18% 15.82%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $28,166 $26,652 $26,092 $28,040 $27,758 $24,821
Ratio of Total Expenses to            
Average Net Assets 0.14% 0.14% 0.16% 0.17% 0.17% 0.17%
Ratio of Net Investment Income to            
Average Net Assets 1.86% 2.05% 2.00% 1.88% 1.95% 2.13%
Portfolio Turnover Rate2 3% 4% 3% 3% 3% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

20


 

500 Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 20131 20121
Net Asset Value, Beginning of Period $205.00 $187.05 $188.45 $169.07 $130.38 $114.92
Investment Operations            
Net Investment Income 2.054 4.155 3.958 3.518 3.117 2.846
Net Realized and Unrealized Gain (Loss)            
on Investments 17.004 17.933 (1.427) 19.352 38.681 15.450
Total from Investment Operations 19.058 22.088 2.531 22.870 41.798 18.296
Distributions            
Dividends from Net Investment Income (2.008) (4.138) (3.931) (3.490) (3.108) (2.836)
Distributions from Realized Capital Gains
Total Distributions (2.008) (4.138) (3.931) (3.490) (3.108) (2.836)
Net Asset Value, End of Period $222.05 $205.00 $187.05 $188.45 $169.07 $130.38
 
Total Return 9.31% 11.93% 1.35% 13.63% 32.33% 15.98%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $70,066 $56,648 $40,440 $27,630 $15,037 $6,628
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.05% 0.05% 0.05%
Ratio of Net Investment Income to            
Average Net Assets 1.96% 2.15% 2.11% 2.00% 2.07% 2.25%
Portfolio Turnover Rate2 3% 4% 3% 3% 3% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Adjusted to reflect a 1-for-2 reverse share split as of the close of business on October 24, 2013.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

21


 

500 Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $206.57 $188.48 $189.89 $170.36 $131.37 $115.80
Investment Operations            
Net Investment Income 2.069 4.185 3.990 3.544 3.142 2.866
Net Realized and Unrealized Gain (Loss)            
on Investments 17.133 18.074 (1.439) 19.503 38.980 15.560
Total from Investment Operations 19.202 22.259 2.551 23.047 42.122 18.426
Distributions            
Dividends from Net Investment Income (2.022) (4.169) (3.961) (3.517) (3.132) (2.856)
Distributions from Realized Capital Gains
Total Distributions (2.022) (4.169) (3.961) (3.517) (3.132) (2.856)
Net Asset Value, End of Period $223.75 $206.57 $188.48 $189.89 $170.36 $131.37
 
Total Return1 9.31% 11.93% 1.36% 13.64% 32.33% 15.96%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $205,335 $181,513 $152,740 $143,043 $82,357 $59,749
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.05% 0.05% 0.05%
Ratio of Net Investment Income to            
Average Net Assets 1.96% 2.15% 2.11% 2.00% 2.07% 2.25%
Portfolio Turnover Rate2 3% 4% 3% 3% 3% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

22


 

500 Index Fund

Financial Highlights

Institutional Select Shares    
  Six Months June 24,
  Ended 20161 to
  June 30, Dec. 31,
For a Share Outstanding Throughout Each Period 2017 2016
Net Asset Value, Beginning of Period $109.45 $99.57
Investment Operations    
Net Investment Income 1.115 1.200
Net Realized and Unrealized Gain (Loss) on Investments 9.085 9.859
Total from Investment Operations 10.200 11.059
Distributions    
Dividends from Net Investment Income (1.090) (1.179)
Distributions from Realized Capital Gains
Total Distributions (1.090) (1.179)
Net Asset Value, End of Period $118.56 $109.45
 
Total Return 9.34% 11.12%
 
Ratios/Supplemental Data    
Net Assets, End of Period (Millions) $25,722 $17,753
Ratio of Total Expenses to Average Net Assets 0.01% 0.01%2
Ratio of Net Investment Income to Average Net Assets 1.99% 2.26%2
Portfolio Turnover Rate3 3% 4%4

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Inception.
2 Annualized.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.
4 Reflects the fund’s portfolio turnover for the fiscal year ended December 31, 2016.

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

23


 

500 Index Fund

Notes to Financial Statements

Vanguard 500 Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Select Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Select Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

24


 

500 Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

25


 

500 Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $21,361,000, representing 0.01% of the fund’s net assets and 8.54% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 328,173,899
Temporary Cash Investments 1,653,789 54,941
Futures Contracts—Assets1 409
Total 329,828,097 54,941
1 Represents variation margin on the last day of the reporting period.

 

26


 

500 Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 9,083 1,099,452 (5,268)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $2,823,550,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $840,474,000 that may be carried forward indefinitely to offset future net capital gains. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $210,121,979,000. Net unrealized appreciation of investment securities for tax purposes was $119,760,650,000, consisting of unrealized gains of $123,433,262,000 on securities that had risen in value since their purchase and $3,672,612,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $31,799,423,000 of investment securities and sold $9,045,520,000 of investment securities, other than temporary cash investments. Purchases and sales include $17,172,867,000 and $4,255,232,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

27


 

500 Index Fund

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 2,252,238 10,351 3,996,733 20,796
Issued in Lieu of Cash Distributions 228,837 1,038 502,725 2,544
Redeemed (3,160,900) (14,523) (6,363,162) (32,754)
Net Increase (Decrease)—Investor Shares (679,825) (3,134) (1,863,704) (9,414)
ETF Shares        
Issued 12,107,100 56,009 20,791,085 108,961
Issued in Lieu of Cash Distributions
Redeemed (3,630,446) (16,800) (9,224,989) (48,825)
Net Increase (Decrease)—ETF Shares 8,476,654 39,209 11,566,096 60,136
Admiral Shares        
Issued 19,586,120 89,911 30,149,922 155,773
Issued in Lieu of Cash Distributions 1,619,728 7,347 3,138,593 15,855
Redeemed (12,703,138) (58,256) (20,030,422) (103,296)
Net Increase (Decrease) —Admiral Shares 8,502,710 39,002 13,258,093 68,332
Institutional Select Shares1        
Issued 6,636,626 57,299 17,224,925 163,684
Issued in Lieu of Cash Distributions 214,452 1,833 141,449 1,293
Redeemed (505,644) (4,385) (294,889) (2,774)
Net Increase (Decrease) —Institutional        
Select Shares 6,345,434 54,747 17,071,485 162,203
1 Inception was June 24, 2016, for Institutional Select Shares.

 

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

28


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

29


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
500 Index Fund 12/31/2016 6/30/2017 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,092.63 $0.73
ETF Shares 1,000.00 1,093.12 0.21
Admiral Shares 1,000.00 1,093.13 0.21
Institutional Select Shares 1,000.00 1,093.37 0.05
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.10 $0.70
ETF Shares 1,000.00 1,024.60 0.20
Admiral Shares 1,000.00 1,024.60 0.20
Institutional Select Shares 1,000.00 1,024.74 0.05

 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for
that period are 0.14% for Investor Shares, 0.04% for ETF Shares, 0.04% for Admiral Shares, and 0.01% for Institutional Select Shares. The
dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the
period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent
12-month period (181/365).

30


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard 500 Index Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Equity Index Group. The board determined that continuing the fund’s internalized management structure was in the best interests of the fund and its shareholders.

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

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

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

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

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

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

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance compared with its target index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

Cost

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

31


 

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the fund’s at-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as fund assets increase.

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

32


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

33


 

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

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

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

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

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

34


 

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

35


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 197 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1

F. William McNabb III

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

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services); Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

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

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

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

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina


 

Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

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

Scott C. Malpass

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

André F. Perold

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

Peter F. Volanakis

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

Executive Officers

Glenn Booraem

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

Thomas J. Higgins

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

Peter Mahoney

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

Anne E. Robinson

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

Michael Rollings

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

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

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447 The index is a product of S&P Dow Jones Indices LLC
Direct Investor Account Services > 800-662-2739 (“SPDJI”), and has been licensed for use by
  Vanguard.  Standard & Poor’s® and S&P® are
Institutional Investor Services > 800-523-1036 registered trademarks of Standard & Poor’s Financial
Text Telephone for People Services LLC (“S&P”); Dow Jones® is a registered
Who Are Deaf or Hard of Hearing> 800-749-7273 trademark of Dow Jones Trademark Holdings LLC
  (“Dow Jones”); S&P® and S&P 500® are trademarks
This material may be used in conjunction of S&P; and these trademarks have been licensed for
with the offering of shares of any Vanguard use by SPDJI and sublicensed for certain purposes by
fund only if preceded or accompanied by Vanguard.  Vanguard product(s) are not sponsored,
  endorsed, sold or promoted by SPDJI, Dow Jones,
the fund’s current prospectus. S&P, or their respective affiliates and none of such
All comparative mutual fund data are from Lipper, a parties make any representation regarding the
Thomson Reuters Company, or Morningstar, Inc., unless advisability of investing in such product(s) nor do they
otherwise noted. have any liability for any errors, omissions, or
  interruptions of the index.
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q402 082017

 



Semiannual Report | June 30, 2017

Vanguard U.S. Stock Index Funds
Small-Capitalization Portfolios

Vanguard Small-Cap Index Fund

Vanguard Small-Cap Growth Index Fund

Vanguard Small-Cap Value Index Fund


 

A new format, unwavering commitment

As you begin reading this report, you’ll notice that we’ve made some improvements to the opening sections—based on feedback from you, our clients.

Page 1 starts with a new ”Your Fund’s Performance at a Glance,” a concise, handy summary of how your fund performed during the period.

In the renamed ”Chairman’s Perspective,” Bill McNabb will focus on enduring principles and investment insights.

We’ve modified some tables, and eliminated some redundancy, but we haven’t removed any information.

At Vanguard, we’re always looking for better ways to communicate and to help you make sound investment decisions. Thank you for entrusting your assets to us.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 4
Small-Cap Index Fund. 8
Small-Cap Growth Index Fund. 28
Small-Cap Value Index Fund. 46
About Your Fund’s Expenses. 65
Trustees Approve Advisory Arrangements. 68
Glossary. 70

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises
or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this
report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: No matter what language you speak, Vanguard has one consistent message and set of
principles. Our primary focus is on you, our clients. We conduct our business with integrity as a faithful steward
of your assets. This message is shown translated into seven languages, reflecting our expanding global
presence.


 

Your Fund’s Performance at a Glance

• For the six months ended June 30, 2017, returns for Vanguard’s three small-capitalization U.S. index funds ranged from more than 2% for Vanguard Small-Cap Value Index Fund to about 10% for Vanguard Small-Cap Growth Index Fund. Vanguard Small-Cap Index Fund, which contains both growth and value stocks, returned almost 6%.

• All three funds closely tracked their target indexes. The Small-Cap Index Fund and Small-Cap Value Index Fund exceeded the average return of their peers, while the Small-Cap Growth Index Fund trailed the average return of its peers.

• Small-cap stocks trailed their large- and mid-cap counterparts, while growth stocks outperformed value stocks.

• Health care was the top-performing sector for all three funds; technology and industrial stocks also made strong contributions. However, all three funds suffered double-digit declines in the oil and gas and telecommunications sectors.

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Small-Cap Index Fund  
Investor Shares 5.70%
ETF Shares  
Market Price 5.70
Net Asset Value 5.75
Admiral™ Shares 5.76
Institutional Shares 5.75
Institutional Plus Shares 5.77
CRSP US Small Cap Index 5.75
Small-Cap Core Funds Average 3.44
Small-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Small-Cap Growth Index Fund  
Investor Shares 9.98%
ETF Shares  
Market Price 9.99
Net Asset Value 10.03
Admiral Shares 10.04
Institutional Shares 10.04
CRSP US Small Cap Growth Index 10.02
Small-Cap Growth Funds Average 10.49
Small-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Small-Cap Value Index Fund  
Investor Shares 2.35%
ETF Shares  
Market Price 2.37
Net Asset Value 2.41
Admiral Shares 2.43
Institutional Shares 2.42
CRSP US Small Cap Value Index 2.43
Small-Cap Value Funds Average 0.29
Small-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Shares
and Institutional Plus Shares are available to certain institutional investors who meet specific administrative, service, and account-size
criteria. The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table
provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138;
7,720,749; 7,925,573; 8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the
Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market
price was above or below the NAV.

2


 

Expense Ratios            
Your Fund Compared With Its Peer Group          
  Investor ETF Admiral Institutional Institutional Peer Group
  Shares Shares Shares Shares  Plus Shares Average
Small-Cap Index Fund 0.18% 0.06% 0.06% 0.05% 0.04% 1.24%
Small-Cap Growth Index Fund 0.19 0.07 0.07 0.06 1.34
Small-Cap Value Index Fund 0.19 0.07 0.07 0.06 1.32

 

The fund expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the funds’ annualized expense ratios were: for the Small-Cap Index Fund, 0.18% for Investor
Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, 0.05% for Institutional Shares, and 0.04% for Institutional Plus Shares; for the
Small-Cap Growth Index Fund, 0.19% for Investor Shares, 0.07% for ETF Shares, 0.07% for Admiral Shares, and 0.06% for Institutional
Shares; and for the Small-Cap Value Index Fund, 0.19% for Investor Shares, 0.07% for ETF Shares, 0.07% for Admiral Shares, and 0.06%
for Institutional Shares. The peer-group expense ratios are derived from data provided by Lipper, a Thomson Reuters Company, and
capture information through year-end 2016.

Peer groups: For the Small-Cap Index Fund, Small-Cap Core Funds; for the Small-Cap Growth Index Fund, Small-Cap Growth Funds; and for
the Small-Cap Value Index Fund, Small-Cap Value Funds.

3


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

More than a decade ago, the eminent investor and commentator Howard Marks published a memo to his clients titled simply “Risk.” In it, Howard distilled the relationship between investors and risk. “When you boil it all down, it’s the investor’s job to intelligently bear risk for profit,” he wrote.

It’s not surprising, then, that everyone from portfolio managers to behavioral economists avidly studies how investors’ reactions to risk influence not only individual investment decisions but also the broader financial markets. I’m a big fan of some of the behavioral finance work being done, which includes studies by our own investment strategists and analysts.

A lens on investor behavior

For example, Vanguard’s Investment Strategy Group introduced a “risk speedometers” report in January to look at how investors are reacting to market developments. This lens on real-world behavior measures the risk investors are taking in a given period by calculating the difference between net cash flows into higher-risk assets, such as stocks, and net cash flows into lower-risk assets, such as Treasuries. The measures are then compared with long-term averages.

In the spring, the risk speedometer spiked. The spike was fueled by investors’ decisions to direct more of their equity

4


 

dollars to international investments in developed and emerging markets, and their bond dollars to riskier credit categories.

A spiking speedometer seems a fitting analogy for what can happen. I consider myself a responsible driver. Still, when the highway is clear and the weather is nice, I might glance down at the speedometer and find that my right foot has gotten a little heavy.

The same phenomenon is possible with our investment portfolios. Just as our attention can drift from our speed—and the risk level on the road—we can neglect the risk level of our portfolio’s asset allocation. Experience teaches that investors are especially prone to lose sight of risk when markets have been buoyant.

How I manage risk in my own portfolio

Rebalancing—periodically adjusting your asset allocation so it stays in line with your goals and risk tolerance—is one of the best ways I know of to help manage risk. Without rebalancing, your portfolio may end up potentially riskier than you intended and no longer aligned with your goals.

I have a ritual I perform every June and again each December, between Christmas and New Year’s, as I prepare for a series of annual meetings with the Vanguard crew. I’ll set aside some time, review my

Market Barometer      
      Total Returns
    Periods Ended June 30, 2017
      Five Years
  Six Months One Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 9.27% 18.03% 14.67%
Russell 2000 Index (Small-caps) 4.99 24.60 13.70
Russell 3000 Index (Broad U.S. market) 8.93 18.51 14.58
FTSE All-World ex US Index (International) 13.95 20.53 7.68
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 2.27% -0.31% 2.21%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 3.57 -0.49 3.26
Citigroup Three-Month U.S. Treasury Bill Index 0.30 0.46 0.13
 
CPI      
Consumer Price Index 1.46% 1.63% 1.31%

 

5


 

investment portfolio, and, if necessary, rebalance back to my target asset allocation.

My own portfolio is a mix of equity and fixed income funds, and I invest in both actively managed funds and index funds. Most years, I’ll make a minor adjustment to get back to the appropriate asset allocation for my own longer-term goals and risk tolerance. It’s not all that complicated, although my portfolio is a little more complex than some because I own more funds than we’d typically suggest. As chairman of Vanguard’s funds, I feel I should own a significant number of them.

Consider your options

You should consider rebalancing if your target allocation is off by 5 percentage points or more. Admittedly, this is often easier said than done. When an investment has performed exceptionally well, people have a hard time trimming it. They can be led astray by that old (and none-too-helpful) investing saw: Let your winners run.

Fortunately, in recent years we’ve seen all sorts of investors take steps to rebalance. Many of the endowments, foundations, and traditional pension plans that Vanguard serves have good processes built into their investment guidelines to make sure rebalancing takes place on a regular basis. And among investors in defined contribution retirement plans, more and more are using target-date funds, where rebalancing happens automatically.

If you choose to rebalance on your own, use your target asset allocation as your guidepost. Don’t be afraid to buy into bad news. In a sense, don’t worry about the noise of the marketplace. If you work with an advisor, make sure he or she understands the importance you place on your rebalancing ritual.

And remember, the goal of rebalancing is to manage risk, not to avoid it altogether. Risk is inherent in investing—we just want to bear that risk intelligently.

In that insightful memo on risk, Howard Marks included a saying often attributed to Will Rogers: “You’ve got to go out on a limb sometimes because that’s where the fruit is.”

Tim Buckley chosen as Vanguard’s next CEO

In closing, I’ll note senior leadership changes that we announced in July. Our board of directors has elected Vanguard Chief Investment Officer Tim Buckley as president and director of Vanguard. Under the planned transition, Tim will succeed me as Vanguard’s chief executive officer on January 1, 2018.

I’m delighted with our board’s selection of Tim. We first met in 1991 when Tim was interviewing for a job at Vanguard. In the decades since, we’ve worked closely together, and he’s always impressed me as a man of tremendous character and an outstanding leader with a passion for serving our clients. During the transition

6


 

period, I will work closely with Tim in managing the firm and overseeing its operations.

Replacing Tim as chief investment officer is Greg Davis, who had been global head of Vanguard Fixed Income Group. And succeeding Greg as our fixed income leader is John Hollyer, who most recently served as our global head of investment risk management. I know Greg and John will both do a superb job in their new roles.

As with past successions, I will remain as chairman for a period of time determined by the board. On a personal note, it has been an honor and a privilege to lead Vanguard. Having spent more than half

my life at Vanguard, I have come to know many fabulous crew members who are incredibly dedicated to Vanguard’s mission. Please be assured that Tim and the rest of the team will serve you and our other clients extremely well as Vanguard prepares for its next chapter.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
July 14, 2017

Vanguard fund shareholders encouraged to vote in proxy campaign
 
This summer you will be asked to vote on the election of trustees for all U.S.-domiciled
Vanguard funds. Shareholders will also be asked to vote on several fund policy proposals
that we believe are in the best interests of all shareholders.
 
Vanguard filed a preliminary proxy statement on July 13, 2017, with the U.S. Securities and
Exchange Commission (SEC). Following the SEC’s review, we expect to provide the proxy
materials to Vanguard fund shareholders beginning in late August 2017. That’s when you
can begin to vote online, by phone, or by mail.
 
A shareholder meeting is scheduled to be held in Scottsdale, Arizona, on November 15,
2017, when voting will conclude. We encourage you to vote promptly. Please visit
vanguard.com for updates.

 


 

Small-Cap Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics          
  Investor   Admiral Institutional Institutional
  Shares ETF Shares Shares Shares Plus Shares
Ticker Symbol NAESX VB VSMAX VSCIX VSCPX
Expense Ratio1 0.18% 0.06% 0.06% 0.05% 0.04%
30-Day SEC Yield 1.32% 1.44% 1.44% 1.45% 1.46%

 

Portfolio Characteristics    
      DJ
    CRSP US U.S. Total
    Small Cap Market
  Fund Index FA Index
Number of Stocks 1,436 1,418 3,800
Median Market Cap $3.8B $3.8B $59.8B
Price/Earnings Ratio 19.7x 19.7x 21.2x
Price/Book Ratio 2.3x 2.3x 2.9x
Return on Equity 9.3% 9.3% 16.3%
Earnings Growth Rate 11.0% 11.0% 10.0%
Dividend Yield 1.5% 1.5% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 15%
Short-Term Reserves 0.1%

 

Sector Diversification (% of equity exposure)
      DJ
    CRSP US U.S. Total 
    Small Cap Market
  Fund Index FA Index 
Basic Materials 4.3% 4.3% 2.6%
Consumer Goods 7.3 7.3 9.7
Consumer Services 11.9 11.9 13.1
Financials 26.3 26.3 20.4
Health Care 10.4 10.4 13.1
Industrials 19.9 19.9 12.9
Oil & Gas 4.2 4.2 5.5
Technology 11.5 11.5 17.5
Telecommunications 0.4 0.4 2.0
Utilities 3.8 3.8 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Small Cap Market
  Index FA Index
R-Squared 1.00 0.83
Beta 1.00 1.14
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Packaging Corp. of Containers &  
America Packaging 0.3%
CBOE Holdings Inc. Investment Services 0.3
CDW Corp. Computer Services 0.3
Cadence Design    
Systems Inc. Software 0.3
Teleflex Inc. Medical Supplies 0.3
Broadridge Financial Financial  
Solutions Inc. Administration 0.3
Atmos Energy Corp. Gas Distribution 0.3
Diamondback Energy Exploration &  
Inc. Production 0.3
IDEX Corp. Industrial Machinery 0.3
CoStar Group Inc. Business Support  
  Services 0.3
Top Ten   3.0%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for
Admiral Shares, 0.05% for Institutional Shares, and 0.04% for Institutional Plus Shares.

8


 

Small-Cap Index Fund

Investment Focus


9


 

Small-Cap Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 10/3/1960 19.00% 13.98% 7.69%
ETF Shares 1/26/2004      
Market Price   19.08 14.13 7.83
Net Asset Value   19.13 14.13 7.83
Admiral Shares 11/13/2000 19.14 14.13 7.83
Institutional Shares 7/7/1997 19.13 14.14 7.86
Institutional Plus Shares 12/17/2010 19.15 14.16 11.831
1 Return since inception.

 

See Financial Highlights for dividend and capital gains information.

10


 

Small-Cap Index Fund

Financial Statements (unaudited)

Statement of Net Assets—Investments Summary
As of June 30, 2017

This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the complete listing of the fund’s holdings is available electronically on vanguard.com and on the Securities and Exchange Commission’s website (sec.gov), or you can have it mailed to you without charge by calling 800-662-7447. For the first and third fiscal quarters, the fund files the lists with the SEC on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market Percentage
    Value of Net
  Shares ($000) Assets
Common Stocks      
Basic Materials      
Steel Dynamics Inc. 5,340,036 191,227 0.3%
RPM International Inc. 3,106,298 169,449 0.2%
Chemours Co. 4,291,579 162,737 0.2%
Basic Materials—Other †   2,767,411 3.6%
    3,290,824 4.3%
Consumer Goods      
* Take-Two Interactive Software Inc. 2,417,491 177,395 0.3%
Pinnacle Foods Inc. 2,769,206 164,491 0.2%
* Middleby Corp. 1,337,155 162,478 0.2%
Leggett & Platt Inc. 3,079,323 161,757 0.2%
Consumer Goods—Other †   4,920,613 6.4%
    5,586,734 7.3%
Consumer Services      
Vail Resorts Inc. 932,114 189,061 0.3%
* JetBlue Airways Corp. 7,790,654 177,861 0.2%
* VCA Inc. 1,803,862 166,514 0.2%
* Panera Bread Co. Class A 499,052 157,022 0.2%
Consumer Services—Other †   8,347,173 10.9%
    9,037,631 11.8%
Financials      
CBOE Holdings Inc. 2,632,931 240,650 0.3%
East West Bancorp Inc. 3,381,674 198,098 0.3%
* Signature Bank 1,210,659 173,766 0.3%
Kilroy Realty Corp. 2,289,487 172,055 0.2%
Colony NorthStar Inc. Class A 12,173,585 171,526 0.2%
MarketAxess Holdings Inc. 830,390 166,991 0.2%
Equity LifeStyle Properties Inc. 1,929,872 166,625 0.2%
American Financial Group Inc. 1,650,006 163,961 0.2%
WP Carey Inc. 2,480,634 163,747 0.2%

 

11


 

Small-Cap Index Fund      
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
  Apartment Investment & Management Co. 3,670,592 157,725 0.2%
  Financials—Other †   18,276,813 23.8%
      20,051,957 26.1%
Health Care      
  Teleflex Inc. 1,044,181 216,939 0.3%
* WellCare Health Plans Inc. 1,033,932 185,653 0.2%
* Exelixis Inc. 6,792,626 167,302 0.2%
  West Pharmaceutical Services Inc. 1,705,739 161,226 0.2%
  STERIS plc 1,967,068 160,316 0.2%
  Health Care—Other †   7,033,502 9.2%
      7,924,938 10.3%
Industrials      
  Packaging Corp. of America 2,193,244 244,305 0.3%
  Broadridge Financial Solutions Inc. 2,742,677 207,237 0.3%
  IDEX Corp. 1,778,275 200,963 0.3%
* CoStar Group Inc. 760,146 200,375 0.3%
  AO Smith Corp. 3,419,876 192,642 0.3%
  Jack Henry & Associates Inc. 1,828,140 189,889 0.2%
  Allegion plc 2,219,869 180,076 0.2%
  PerkinElmer Inc. 2,562,857 174,633 0.2%
  Lennox International Inc. 941,696 172,933 0.2%
* Berry Global Group Inc. 3,018,918 172,109 0.2%
* XPO Logistics Inc. 2,597,698 167,889 0.2%
* Keysight Technologies Inc. 4,298,100 167,325 0.2%
  Toro Co. 2,390,459 165,635 0.2%
  Cognex Corp. 1,919,173 162,938 0.2%
  Spirit AeroSystems Holdings Inc. Class A 2,803,762 162,450 0.2%
  Industrials—Other †   12,426,090 16.2%
      15,187,489 19.7%
Oil & Gas      
* Diamondback Energy Inc. 2,279,123 202,409 0.3%
  Oil & Gas—Other †   3,003,019 3.9%
      3,205,428 4.2%
 
1Other †   8,068 0.0%
 
Technology      
  CDW Corp. 3,659,975 228,858 0.3%
* Cadence Design Systems Inc. 6,519,802 218,348 0.3%
  Leidos Holdings Inc. 3,513,946 181,636 0.2%
* IAC/InterActiveCorp 1,694,965 174,988 0.2%
* CommScope Holding Co. Inc. 4,484,023 170,527 0.2%
  Technology—Other †   7,801,248 10.2%
      8,775,605 11.4%
 
Telecommunications †   291,005 0.4%

 

12


 

Small-Cap Index Fund        
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
Utilities        
Atmos Energy Corp.   2,466,633 204,607 0.3%
UGI Corp.   4,032,068 195,192 0.2%
Westar Energy Inc. Class A   3,316,447 175,838 0.2%
Utilities—Other †     2,310,809 3.0%
      2,886,446 3.7%
Total Common Stocks (Cost $58,284,968)     76,246,125 99.2%2
 
  Coupon      
Temporary Cash Investments        
Money Market Fund        
3,4 Vanguard Market Liquidity Fund 0.181% 18,376,784 1,838,046 2.4%
 
5U. S. Government and Agency Obligations †     28,320 0.0%
Total Temporary Cash Investments (Cost $1,866,150)     1,866,366 2.4%2
6Total Investments (Cost $60,151,118)     78,112,491 101.6%
 
      Amount  
      ($000)  
Other Assets and Liabilities        
Other Assets        
Investment in Vanguard     4,946  
Receivables for Investment Securities Sold     13,918  
Receivables for Accrued Income     112,487  
Receivables for Capital Shares Issued     100,422  
Other Assets     6,899  
Total Other Assets     238,672 0.3%
Liabilities        
Payables for Investment Securities Purchased     (68,911)  
Collateral for Securities on Loan     (1,245,658)  
Payables for Capital Shares Redeemed     (103,232)  
Payables to Vanguard     (32,742)  
Other Liabilities     (13,442)  
Total Liabilities     (1,463,985) (1.9%)
Net Assets     76,887,178 100.0%
 
 
At June 30, 2017, net assets consisted of:        
        Amount
        ($000)
Paid-in Capital       61,121,655
Undistributed Net Investment Income       46,840
Accumulated Net Realized Losses       (2,243,195)
Unrealized Appreciation (Depreciation)        
Investment Securities       17,961,373
Futures Contracts       (2,995)
Swap Contracts       3,500
Net Assets       76,887,178

 

13


 

Small-Cap Index Fund  
 
 
 
  Amount
  ($000)
Investor Shares—Net Assets  
Applicable to 68,907,529 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 4,476,586
Net Asset Value Per Share—Investor Shares $64.97
 
ETF Shares—Net Assets  
Applicable to 137,608,505 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 18,661,727
Net Asset Value Per Share—ETF Shares $135.61
 
Admiral Shares—Net Assets  
Applicable to 471,243,221 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 30,623,943
Net Asset Value Per Share—Admiral Shares $64.99
 
Institutional Shares—Net Assets  
Applicable to 220,240,304 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 14,311,873
Net Asset Value Per Share—Institutional Shares $64.98
 
Institutional Plus Shares—Net Assets  
Applicable to 46,985,902 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 8,813,049
Net Asset Value Per Share—Institutional Plus Shares $187.57

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
† Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer,
represent 1% or less of net assets.
1 “Other” represents securities that are not classified by the fund’s benchmark index.
2 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After
giving effect to futures and swap investments, the fund’s effective common stock and temporary cash investment positions represent
100.0% and 1.6%, respectively, of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $1,245,658,000 of collateral received for securities on loan.
5 Securities with a value of $25,624,000 have been segregated as initial margin for open futures contracts.
6 The total value of securities on loan is $1,179,748,000.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Small-Cap Index Fund  
 
 
Statement of Operations  
 
 
  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 460,045
Interest1 2,338
Securities Lending—Net 20,914
Total Income 483,297
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 2,209
Management and Administrative—Investor Shares 3,375
Management and Administrative—ETF Shares 2,423
Management and Administrative—Admiral Shares 5,631
Management and Administrative—Institutional Shares 2,478
Management and Administrative—Institutional Plus Shares 1,150
Marketing and Distribution—Investor Shares 373
Marketing and Distribution—ETF Shares 498
Marketing and Distribution—Admiral Shares 1,288
Marketing and Distribution—Institutional Shares 166
Marketing and Distribution—Institutional Plus Shares 44
Custodian Fees 957
Shareholders’ Reports—Investor Shares 136
Shareholders’ Reports—ETF Shares 1,456
Shareholders’ Reports—Admiral Shares 375
Shareholders’ Reports—Institutional Shares 78
Shareholders’ Reports—Institutional Plus Shares 66
Trustees’ Fees and Expenses 25
Total Expenses 22,728
Net Investment Income 460,569
Realized Net Gain (Loss)  
Investment Securities Sold1 1,472,015
Futures Contracts 15,199
Swap Contracts (5,857)
Realized Net Gain (Loss) 1,481,357
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 2,159,982
Futures Contracts 2,186
Swap Contracts 4,021
Change in Unrealized Appreciation (Depreciation) 2,166,189
Net Increase (Decrease) in Net Assets Resulting from Operations 4,108,115

 

1 Interest income and realized net gain (loss) from affiliated companies of the fund were $2,207,000 and $23,000, respectively.

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

15


 

Small-Cap Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 460,569 980,349
Realized Net Gain (Loss) 1,481,357 1,377,249
Change in Unrealized Appreciation (Depreciation) 2,166,189 7,968,527
Net Increase (Decrease) in Net Assets Resulting from Operations 4,108,115 10,326,125
Distributions    
Net Investment Income    
Investor Shares (20,257) (62,250)
ETF Shares (93,383) (227,380)
Admiral Shares (153,777) (399,294)
Institutional Shares (72,214) (189,498)
Institutional Plus Shares (44,993) (120,494)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Institutional Plus Shares
Total Distributions (384,624) (998,916)
Capital Share Transactions    
Investor Shares (151,065) (288,011)
ETF Shares 1,618,359 2,612,289
Admiral Shares 1,364,381 2,568,322
Institutional Shares 589,788 1,232,054
Institutional Plus Shares 300,595 52,625
Net Increase (Decrease) from Capital Share Transactions 3,722,058 6,177,279
Total Increase (Decrease) 7,445,549 15,504,488
Net Assets    
Beginning of Period 69,441,629 53,937,141
End of Period1 76,887,178 69,441,629

 

1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $46,840,000 and ($23,248,000).

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

16


 

Small-Cap Index Fund            
 
 
Financial Highlights            
 
 
Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $61.75 $53.03 $55.86 $52.69 $38.74 $33.38
Investment Operations            
Net Investment Income .354 .843 .727 .730 .609 .659
Net Realized and Unrealized Gain (Loss)            
on Investments 3.155 8.734 (2.840) 3.148 13.958 5.363
Total from Investment Operations 3.509 9.577 (2.113) 3.878 14.567 6.022
Distributions            
Dividends from Net Investment Income (.289) (.857) (.717) (.708) (.617) (.662)
Distributions from Realized Capital Gains
Total Distributions (.289) (.857) (.717) (.708) (.617) (.662)
Net Asset Value, End of Period $64.97 $61.75 $53.03 $55.86 $52.69 $38.74
 
Total Return1 5.70% 18.17% -3.78% 7.37% 37.62% 18.04%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,477 $4,401 $4,058 $4,606 $5,041 $3,813
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.18% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.26% 1.55% 1.33% 1.40% 1.39% 1.82%
Portfolio Turnover Rate2 15% 14% 11% 10% 29% 14%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

17


 

Small-Cap Index Fund            
 
 
Financial Highlights            
 
 
ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $128.90 $110.71 $116.61 $110.02 $80.89 $69.70
Investment Operations            
Net Investment Income .824 1.899 1.668 1.707 1.424 1.500
Net Realized and Unrealized Gain (Loss)            
on Investments 6.573 18.221 (5.931) 6.556 29.145 11.194
Total from Investment Operations 7.397 20.120 (4.263) 8.263 30.569 12.694
Distributions            
Dividends from Net Investment Income (.687) (1.930) (1.637) (1.673) (1.439) (1.504)
Distributions from Realized Capital Gains
Total Distributions (.687) (1.930) (1.637) (1.673) (1.439) (1.504)
Net Asset Value, End of Period $135.61 $128.90 $110.71 $116.61 $110.02 $80.89
 
Total Return 5.75% 18.31% -3.65% 7.51% 37.80% 18.22%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $18,662 $16,153 $11,478 $9,833 $8,217 $4,691
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.38% 1.67% 1.45% 1.54% 1.54% 1.96%
Portfolio Turnover Rate1 15% 14% 11% 10% 29% 14%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

18


 

Small-Cap Index Fund            
 
 
Financial Highlights            
 
 
Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $61.77 $53.05 $55.87 $52.72 $38.76 $33.39
Investment Operations            
Net Investment Income .394 .910 .797 .817 .681 .717
Net Realized and Unrealized Gain (Loss)            
on Investments 3.155 8.733 (2.833) 3.133 13.968 5.372
Total from Investment Operations 3.549 9.643 (2.036) 3.950 14.649 6.089
Distributions            
Dividends from Net Investment Income (.329) (.923) (.784) (.800) (.689) (.719)
Distributions from Realized Capital Gains
Total Distributions (.329) (.923) (.784) (.800) (.689) (.719)
Net Asset Value, End of Period $64.99 $61.77 $53.05 $55.87 $52.72 $38.76
 
Total Return1 5.76% 18.30% -3.64% 7.50% 37.81% 18.24%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $30,624 $27,778 $21,441 $20,034 $10,126 $6,541
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.38% 1.67% 1.45% 1.54% 1.54% 1.96%
Portfolio Turnover Rate2 15% 14% 11% 10% 29% 14%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

19


 

Small-Cap Index Fund            
 
 
Financial Highlights            
 
 
Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $61.77 $53.05 $55.87 $52.71 $38.76 $33.39
Investment Operations            
Net Investment Income .397 .915 .803 .821 .686 .724
Net Realized and Unrealized Gain (Loss)            
on Investments 3.145 8.734 (2.834) 3.144 13.957 5.372
Total from Investment Operations 3.542 9.649 (2.031) 3.965 14.643 6.096
Distributions            
Dividends from Net Investment Income (.332) (.929) (.789) (.805) (.693) (.726)
Distributions from Realized Capital Gains
Total Distributions (.332) (.929) (.789) (.805) (.693) (.726)
Net Asset Value, End of Period $64.98 $61.77 $53.05 $55.87 $52.71 $38.76
 
Total Return 5.75% 18.32% -3.63% 7.53% 37.80% 18.26%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $14,312 $13,030 $10,036 $9,975 $9,185 $5,955
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.39% 1.68% 1.46% 1.55% 1.55% 1.98%
Portfolio Turnover Rate1 15% 14% 11% 10% 29% 14%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

20


 

Small-Cap Index Fund            
 
 
Financial Highlights            
 
 
Institutional Plus Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $178.28 $153.11 $161.27 $152.16 $111.87 $96.37
Investment Operations            
Net Investment Income 1.156 2.660 2.353 2.405 2.007 2.114
Net Realized and Unrealized Gain (Loss)            
on Investments 9.099 25.213 (8.203) 9.062 40.311 15.506
Total from Investment Operations 10.255 27.873 (5.850) 11.467 42.318 17.620
Distributions            
Dividends from Net Investment Income (.965) (2.703) (2.310) (2.357) (2.028) (2.120)
Distributions from Realized Capital Gains
Total Distributions (.965) (2.703) (2.310) (2.357) (2.028) (2.120)
Net Asset Value, End of Period $187.57 $178.28 $153.11 $161.27 $152.16 $111.87
 
Total Return 5.77% 18.33% -3.62% 7.55% 37.85% 18.29%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $8,813 $8,080 $6,925 $6,024 $4,323 $2,435
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.06% 0.06% 0.06%
Ratio of Net Investment Income to            
Average Net Assets 1.40% 1.69% 1.48% 1.57% 1.57% 2.00%
Portfolio Turnover Rate1 15% 14% 11% 10% 29% 14%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

21


 

Small-Cap Index Fund

Notes to Financial Statements

Vanguard Small-Cap Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers five classes of shares: Investor Shares, ETF Shares, Admiral Shares, Institutional Shares, and Institutional Plus Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares, Institutional Shares, and Institutional Plus Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

22


 

Small-Cap Index Fund

3. Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded. A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

During the six months ended June 30, 2017, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more

23


 

Small-Cap Index Fund

or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period

24


 

Small-Cap Index Fund

for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets.

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $4,946,000, representing 0.01% of the fund’s net assets and 1.98% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 76,239,508 6,617
Temporary Cash Investments 1,838,046 28,320
Futures Contracts—Assets1 209
Futures Contracts—Liabilities1 (866)
Swap Contracts—Assets 3,810
Swap Contracts—Liabilities (310)
Total 78,076,897 31,820 6,617
1 Represents variation margin on the last day of the reporting period.

 

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P Mid-Cap 400 Index September 2017 1,675 292,472 (1,712)
E-mini Russell 2000 Index September 2017 3,845 271,899 (1,283)
        (2,995)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized
gain (loss) for tax purposes.

25


 

Small-Cap Index Fund

At June 30, 2017, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
  Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty ($000) (Paid) ($000)
Ambac Financial Group Inc. 7/6/17 GSCM 9,159 (1.612%) 639
Gaming and Leisure          
Properties Inc. 9/21/17 GSI 11,610 (1.776%) (310)
Gaming and Leisure          
Properties Inc. 9/21/17 GSI 6,580 (0.550%) 12
SLM Corp. 8/22/17 GSI 37,418 (1.612%) 3,159
          3,500
GSCM—Goldman Sachs Capital Management.        
GSI—Goldman Sachs International.          

 

At June 30, 2017, a counterparty had deposited in a segregated account cash of $3,150,000 in connection with open swap contracts.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $1,281,025,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $2,454,536,000 to offset future net capital gains. Of this amount, $946,157,000 is subject to expiration dates; $342,008,000 may be used to offset future net capital gains through December 31, 2017, and $604,149,000 through December 31, 2018. Capital losses of $1,508,379,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $60,158,598,000. Net unrealized appreciation of investment securities for tax purposes was $17,953,893,000, consisting of unrealized gains of $21,922,697,000 on securities that had risen in value since their purchase and $3,968,804,000 in unrealized losses on securities that had fallen in value since their purchase.

26


 

Small-Cap Index Fund

F. During the six months ended June 30, 2017, the fund purchased $11,223,275,000 of investment securities and sold $7,627,645,000 of investment securities, other than temporary cash investments. Purchases and sales include $3,724,570,000 and $2,214,607,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

G. Capital share transactions for each class of shares were:

    June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 411,101 6,456 654,942 11,797
Issued in Lieu of Cash Distributions 19,284 305 59,371 1,025
Redeemed (581,450) (9,123) (1,002,324) (18,063)
Net Increase (Decrease)—Investor Shares (151,065) (2,362) (288,011) (5,241)
ETF Shares        
Issued 3,866,817 29,070 5,724,040 48,032
Issued in Lieu of Cash Distributions
Redeemed (2,248,458) (16,775) (3,111,751) (26,400)
Net Increase (Decrease)—ETF Shares 1,618,359 12,295 2,612,289 21,632
Admiral Shares        
Issued 3,694,397 58,031 5,993,757 107,648
Issued in Lieu of Cash Distributions 138,831 2,191 360,518 6,212
Redeemed (2,468,847) (38,700) (3,785,953) (68,327)
Net Increase (Decrease)—Admiral Shares 1,364,381 21,522 2,568,322 45,533
Institutional Shares        
Issued 1,818,427 28,571 2,898,327 51,533
Issued in Lieu of Cash Distributions 69,029 1,089 180,076 3,099
Redeemed (1,297,668) (20,378) (1,846,349) (32,869)
Net Increase (Decrease)—Institutional Shares 589,788 9,282 1,232,054 21,763
Institutional Plus Shares        
Issued 726,680 3,969 720,960 4,425
Issued in Lieu of Cash Distributions 43,822 240 117,213 701
Redeemed (469,907) (2,545) (785,548) (5,029)
Net Increase (Decrease)—Institutional Plus Shares 300,595 1,664 52,625 97

 

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

27


 

Small-Cap Growth Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VISGX VBK VSGAX VSGIX
Expense Ratio1 0.19% 0.07% 0.07% 0.06%
30-Day SEC Yield 0.79% 0.91% 0.91% 0.92%

 

Portfolio Characteristics    
    CRSP US DJ
    Small Cap U.S. Total
    Growth Market
  Fund Index FA Index
Number of Stocks 683 654 3,800
Median Market Cap $4.1B $4.1B $59.8B
Price/Earnings Ratio 27.9x 27.9x 21.2x
Price/Book Ratio 3.3x 3.3x 2.9x
Return on Equity 6.4% 6.4% 16.3%
Earnings Growth Rate 16.3% 16.2% 10.0%
Dividend Yield 0.9% 0.9% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 20%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Small Cap U.S. Total 
    Growth Market 
  Fund Index FA Index 
Basic Materials 2.2% 2.2% 2.6%
Consumer Goods 7.5 7.5 9.7
Consumer Services 13.3 13.3 13.1
Financials 20.6 20.7 20.4
Health Care 15.4 15.3 13.1
Industrials 19.7 19.7 12.9
Oil & Gas 4.3 4.3 5.5
Technology 16.4 16.4 17.5
Telecommunications 0.3 0.3 2.0
Utilities 0.3 0.3 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Small Cap Market
  Growth Index FA Index
R-Squared 1.00 0.82
Beta 1.00 1.14
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
CBOE Holdings Inc. Investment Services 0.7%
Cadence Design    
Systems Inc. Software 0.6
Diamondback Energy Exploration &  
Inc. Production 0.6
CoStar Group Inc. Business Support  
  Services 0.6
AO Smith Corp. Building Materials &  
  Fixtures 0.6
Vail Resorts Inc. Hotels 0.5
Jack Henry & Associates Financial  
Inc. Administration 0.5
Zillow Group Inc. Real Estate Services 0.5
Take-Two Interactive    
Software Inc. Toys 0.5
IAC/InterActiveCorp Internet 0.5
Top Ten   5.6%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.19% for Investor Shares, 0.07% for ETF Shares, 0.07% for
Admiral Shares, and 0.06% for Institutional Shares.

28


 

Small-Cap Growth Index Fund

Investment Focus


29


 

Small-Cap Growth Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/21/1998 18.91% 12.76% 7.76%
ETF Shares 1/26/2004      
Market Price   18.99 12.91 7.89
Net Asset Value   19.04 12.91 7.90
Admiral Shares 9/27/2011 19.03 12.91 14.401
Institutional Shares 5/24/2000 19.04 12.92 7.92
1 Return since inception.        

 

See Financial Highlights for dividend and capital gains information.

30


 

Small-Cap Growth Index Fund

Financial Statements (unaudited)

Statement of Net Assets—Investments Summary
As of June 30, 2017

This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the complete listing of the fund’s holdings is available electronically on vanguard.com and on the Securities and Exchange Commission’s website (sec.gov), or you can have it mailed to you without charge by calling 800-662-7447. For the first and third fiscal quarters, the fund files the lists with the SEC on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market Percentage
    Value of Net
  Shares ($000) Assets
Common Stocks      
Basic Materials †   411,785 2.2%
 
Consumer Goods      
* Take-Two Interactive Software Inc. 1,321,513 96,973 0.5%
* Middleby Corp. 732,201 88,970 0.5%
Toll Brothers Inc. 1,965,994 77,676 0.4%
Consumer Goods—Other †   1,175,239 6.1%
    1,438,858 7.5%
Consumer Services      
Vail Resorts Inc. 508,850 103,210 0.5%
* VCA Inc. 982,607 90,704 0.5%
* Panera Bread Co. Class A 271,577 85,449 0.5%
* Burlington Stores Inc. 894,214 82,259 0.4%
* Copart Inc. 2,484,857 78,994 0.4%
Consumer Services—Other †   2,086,746 10.9%
    2,527,362 13.2%
Financials      
CBOE Holdings Inc. 1,425,929 130,330 0.7%
* Signature Bank 660,281 94,770 0.5%
Kilroy Realty Corp. 1,250,831 94,000 0.5%
Colony NorthStar Inc. Class A 6,657,309 93,801 0.5%
Gaming and Leisure Properties Inc. 2,435,915 91,761 0.5%
MarketAxess Holdings Inc. 453,749 91,249 0.5%
Equity LifeStyle Properties Inc. 1,049,965 90,654 0.5%
American Campus Communities Inc. 1,706,371 80,711 0.4%
Sun Communities Inc. 897,049 78,662 0.4%
Lamar Advertising Co. Class A 1,062,646 78,179 0.4%

 

31


 

Small-Cap Growth Index Fund      
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
  Healthcare Trust of America Inc. Class A 2,435,192 75,759 0.4%
  Bank of the Ozarks 1,549,994 72,648 0.4%
  Financials—Other †   2,859,998 14.9%
      3,932,522 20.6%
Health Care      
* Exelixis Inc. 3,715,992 91,525 0.5%
  West Pharmaceutical Services Inc. 936,138 88,484 0.5%
* Alnylam Pharmaceuticals Inc. 1,044,520 83,311 0.4%
* Bioverativ Inc. 1,376,548 82,827 0.4%
* DexCom Inc. 1,098,898 80,384 0.4%
*,^ Ionis Pharmaceuticals Inc. 1,576,747 80,209 0.4%
* ABIOMED Inc. 526,460 75,442 0.4%
* MEDNAX Inc. 1,183,869 71,470 0.4%
  Health Care—Other †   2,273,314 11.9%
      2,926,966 15.3%
Industrials      
* CoStar Group Inc. 416,775 109,862 0.6%
  AO Smith Corp. 1,869,409 105,304 0.6%
  Jack Henry & Associates Inc. 988,236 102,648 0.5%
  Lennox International Inc. 515,966 94,752 0.5%
* Berry Global Group Inc. 1,648,099 93,958 0.5%
* XPO Logistics Inc. 1,421,671 91,883 0.5%
  Toro Co. 1,300,721 90,127 0.5%
  Cognex Corp. 1,047,608 88,942 0.5%
  Old Dominion Freight Line Inc. 839,394 79,944 0.4%
* HD Supply Holdings Inc. 2,567,421 78,640 0.4%
  Graco Inc. 707,035 77,265 0.4%
  Nordson Corp. 622,515 75,523 0.4%
  Industrials—Other †   2,661,644 13.8%
      3,750,492 19.6%
Oil & Gas      
* Diamondback Energy Inc. 1,248,890 110,914 0.6%
* Parsley Energy Inc. Class A 2,980,237 82,702 0.4%
* Newfield Exploration Co. 2,535,249 72,153 0.4%
  Oil & Gas—Other †   561,603 2.9%
      827,372 4.3%
 
1Other †   4,002 0.0%
 
Technology      
* Cadence Design Systems Inc. 3,558,277 119,167 0.6%
* IAC/InterActiveCorp 927,763 95,782 0.5%
  SS&C Technologies Holdings Inc. 2,206,890 84,767 0.5%
* PTC Inc. 1,470,270 81,041 0.4%
* Tyler Technologies Inc. 448,418 78,774 0.4%
* Ultimate Software Group Inc. 359,281 75,471 0.4%
* Veeva Systems Inc. Class A 1,230,407 75,436 0.4%
  Technology—Other †   2,517,588 13.2%
      3,128,026 16.4%
 
Telecommunications †   57,790 0.3%

 

32


 

Small-Cap Growth Index Fund        
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
Utilities †     50,904 0.3%
Total Common Stocks (Cost $14,458,677)     19,056,079 99.7%2
 
  Coupon      
Temporary Cash Investments        
Money Market Fund        
3,4 Vanguard Market Liquidity Fund 1.181% 4,052,800 405,361 2.1%
 
5U. S. Government and Agency Obligations †     6,386 0.1%
Total Temporary Cash Investments (Cost $411,690)     411,747 2.2%2
Total Investments (Cost $14,870,367)     19,467,826 101.9%
 
      Amount  
      ($000)  
Other Assets and Liabilities        
Other Assets        
Investment in Vanguard     1,231  
Receivables for Accrued Income     21,996  
Receivables for Capital Shares Issued     10,519  
Total Other Assets     33,746 0.2%
Liabilities        
Payables for Investment Securities Purchased     (12,617)  
Collateral for Securities on Loan     (355,741)  
Payables for Capital Shares Redeemed     (12,853)  
Payables to Vanguard     (9,860)  
Other Liabilities     (4,251)  
Total Liabilities     (395,322) (2.1%)
Net Assets     19,106,250 100.0%
 
 
At June 30, 2017, net assets consisted of:        
        Amount
        ($000)
Paid-in Capital       16,096,425
Overdistributed Net Investment Income       (11,482)
Accumulated Net Realized Losses       (1,575,848)
Unrealized Appreciation (Depreciation)        
Investment Securities       4,597,459
Futures Contracts       (304)
Net Assets       19,106,250
 
Investor Shares—Net Assets        
Applicable to 45,309,891 outstanding $.001 par value shares of      
beneficial interest (unlimited authorization)       1,858,965
Net Asset Value Per Share—Investor Shares       $41.03

 

33


 

Small-Cap Growth Index Fund  
 
 
 
  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 42,298,157 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 6,169,194
Net Asset Value Per Share—ETF Shares $145.85
 
Admiral Shares—Net Assets  
Applicable to 149,776,767 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 7,681,606
Net Asset Value Per Share—Admiral Shares $51.29
 
Institutional Shares—Net Assets  
Applicable to 82,693,195 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 3,396,485
Net Asset Value Per Share—Institutional Shares $41.07

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $338,555,000.
† Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer,
represent 1% or less of net assets.
1 “Other” represents securities that are not classified by the fund’s benchmark index.
2 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 1.9%, respectively, of
net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $355,741,000 of collateral received for securities on loan.
5 Securities with a value of $2,594,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

34


 

Small-Cap Growth Index Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 66,493
Interest1 250
Securities Lending—Net 7,450
Total Income 74,193
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,342
Management and Administrative—Investor Shares 1,329
Management and Administrative—ETF Shares 1,065
Management and Administrative—Admiral Shares 1,482
Management and Administrative—Institutional Shares 618
Marketing and Distribution—Investor Shares 157
Marketing and Distribution—ETF Shares 162
Marketing and Distribution—Admiral Shares 296
Marketing and Distribution—Institutional Shares 38
Custodian Fees 206
Shareholders’ Reports—Investor Shares 104
Shareholders’ Reports—ETF Shares 323
Shareholders’ Reports—Admiral Shares 124
Shareholders’ Reports—Institutional Shares 28
Trustees’ Fees and Expenses 6
Total Expenses 7,280
Net Investment Income 66,913
Realized Net Gain (Loss)  
Investment Securities Sold1 361,049
Futures Contracts 898
Realized Net Gain (Loss) 361,947
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 1,291,738
Futures Contracts (90)
Change in Unrealized Appreciation (Depreciation) 1,291,648
Net Increase (Decrease) in Net Assets Resulting from Operations 1,720,508

 

1 Interest income and realized net gain (loss) from an affiliated company of the fund were $205,000 and $5,000, respectively.

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

35


 

Small-Cap Growth Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 66,913 174,178
Realized Net Gain (Loss) 361,947 233,693
Change in Unrealized Appreciation (Depreciation) 1,291,648 1,141,822
Net Increase (Decrease) in Net Assets Resulting from Operations 1,720,508 1,549,693
Distributions    
Net Investment Income    
Investor Shares (6,095) (18,600)
ETF Shares (23,501) (54,924)
Admiral Shares (28,303) (70,685)
Institutional Shares (12,710) (33,048)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (70,609) (177,257)
Capital Share Transactions    
Investor Shares (160,525) (296,130)
ETF Shares 307,230 515,234
Admiral Shares 378,705 153,535
Institutional Shares 136,837 (85,285)
Net Increase (Decrease) from Capital Share Transactions 662,247 287,354
Total Increase (Decrease) 2,312,146 1,659,790
Net Assets    
Beginning of Period 16,794,104 15,134,314
End of Period1 19,106,250 16,794,104

 

1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($11,482,000) and ($7,786,000).

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

36


 

Small-Cap Growth Index Fund            
 
 
Financial Highlights            
 
 
Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $37.43 $34.18 $35.40 $34.37 $25.03 $21.49
Investment Operations            
Net Investment Income .122 .355 .292 .303 .168 .223
Net Realized and Unrealized Gain (Loss)            
on Investments 3.609 3.257 (1.225) 1.029 9.336 3.541
Total from Investment Operations 3.731 3.612 (.933) 1.332 9.504 3.764
Distributions            
Dividends from Net Investment Income (.131) (.362) (.287) (.302) (.164) (.224)
Distributions from Realized Capital Gains
Total Distributions (.131) (.362) (.287) (.302) (.164) (.224)
Net Asset Value, End of Period $41.03 $37.43 $34.18 $35.40 $34.37 $25.03
 
Total Return1 9.98% 10.61% -2.64% 3.88% 37.98% 17.52%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $1,859 $1,850 $1,986 $2,326 $2,859 $2,649
Ratio of Total Expenses to            
Average Net Assets 0.19% 0.19% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 0.78% 1.03% 0.82% 0.87% 0.63% 0.97%
Portfolio Turnover Rate2 20% 27% 23% 26% 50% 37%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

37


 

Small-Cap Growth Index Fund            
 
 
Financial Highlights            
 
 
ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $133.07 $121.53 $125.88 $122.23 $89.03 $76.45
Investment Operations            
Net Investment Income .522 1.416 1.202 1.277 .802 .925
Net Realized and Unrealized Gain (Loss)            
on Investments 12.807 11.563 (4.362) 3.643 33.188 12.578
Total from Investment Operations 13.329 12.979 (3.160) 4.920 33.990 13.503
Distributions            
Dividends from Net Investment Income (.549) (1.439) (1.190) (1.270) (.790) (.923)
Distributions from Realized Capital Gains
Total Distributions (.549) (1.439) (1.190) (1.270) (.790) (.923)
Net Asset Value, End of Period $145.85 $133.07 $121.53 $125.88 $122.23 $89.03
 
Total Return 10.03% 10.74% -2.51% 4.02% 38.18% 17.67%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $6,169 $5,328 $4,422 $3,900 $3,637 $2,209
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 0.90% 1.15% 0.94% 1.01% 0.78% 1.11%
Portfolio Turnover Rate1 20% 27% 23% 26% 50% 37%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

38


 

Small-Cap Growth Index Fund            
 
 
Financial Highlights            
 
 
Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $46.79 $42.73 $44.26 $42.98 $31.30 $26.88
Investment Operations            
Net Investment Income .184 .496 .421 .449 .284 .326
Net Realized and Unrealized Gain (Loss)            
on Investments 4.508 4.069 (1.534) 1.277 11.676 4.420
Total from Investment Operations 4.692 4.565 (1.113) 1.726 11.960 4.746
Distributions            
Dividends from Net Investment Income (.192) (.505) (.417) (.446) (.280) (.326)
Distributions from Realized Capital Gains
Total Distributions (.192) (.505) (.417) (.446) (.280) (.326)
Net Asset Value, End of Period $51.29 $46.79 $42.73 $44.26 $42.98 $31.30
 
Total Return1 10.04% 10.73% -2.52% 4.02% 38.22% 17.66%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $7,682 $6,648 $5,933 $5,434 $4,881 $2,539
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 0.90% 1.15% 0.94% 1.01% 0.78% 1.11%
Portfolio Turnover Rate2 20% 27% 23% 26% 50% 37%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

39


 

Small-Cap Growth Index Fund            
 
 
Financial Highlights            
 
 
Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $37.47 $34.22 $35.45 $34.42 $25.07 $21.53
Investment Operations            
Net Investment Income .149 .401 .341 .362 .229 .265
Net Realized and Unrealized Gain (Loss)            
on Investments 3.607 3.257 (1.234) 1.028 9.346 3.540
Total from Investment Operations 3.756 3.658 (.893) 1.390 9.575 3.805
Distributions            
Dividends from Net Investment Income (.156) (.408) (.337) (.360) (.225) (.265)
Distributions from Realized Capital Gains
Total Distributions (.156) (.408) (.337) (.360) (.225) (.265)
Net Asset Value, End of Period $41.07 $37.47 $34.22 $35.45 $34.42 $25.07
 
Total Return 10.04% 10.74% -2.52% 4.04% 38.20% 17.68%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,396 $2,969 $2,793 $3,685 $3,823 $2,302
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 0.91% 1.16% 0.95% 1.02% 0.79% 1.13%
Portfolio Turnover Rate1 20% 27% 23% 26% 50% 37%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

40


 

Small-Cap Growth Index Fund

Notes to Financial Statements

Vanguard Small-Cap Growth Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

41


 

Small-Cap Growth Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

42


 

Small-Cap Growth Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $1,231,000, representing 0.01% of the fund’s net assets and 0.49% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 19,052,077 4,002
Temporary Cash Investments 405,361 6,386
Futures Contracts—Liabilities1 (130)
Total 19,457,308 6,386 4,002
1 Represents variation margin on the last day of the reporting period.      

 

43


 

Small-Cap Growth Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini Russell 2000 Index September 2017 700 49,501 (304)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $475,607,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $1,462,399,000 to offset future net capital gains. Of this amount, $504,200,000 is subject to expiration dates; $243,082,000 may be used to offset future net capital gains through December 31, 2017, and $261,118,000 through December 31, 2018. Capital losses of $958,199,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $14,870,367,000. Net unrealized appreciation of investment securities for tax purposes was $4,597,459,000, consisting of unrealized gains of $5,517,357,000 on securities that had risen in value since their purchase and $919,898,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $3,404,438,000 of investment securities and sold $2,725,284,000 of investment securities, other than temporary cash investments. Purchases and sales include $1,055,273,000 and $924,808,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six

44


 

Small-Cap Growth Index Fund

months ended June 30, 2017, such purchases and sales were $232,111,000 and $615,996,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:    
  Six Months Ended   Year Ended
    June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 181,268 4,599 292,382 8,461
Issued in Lieu of Cash Distributions 5,732 145 17,459 484
Redeemed (347,525) (8,851) (605,971) (17,626)
Net Increase (Decrease)—Investor Shares (160,525) (4,107) (296,130) (8,681)
ETF Shares        
Issued 1,236,547 8,862 1,959,994 15,347
Issued in Lieu of Cash Distributions
Redeemed (929,317) (6,600) (1,444,760) (11,700)
Net Increase (Decrease)—ETF Shares 307,230 2,262 515,234 3,647
Admiral Shares        
Issued 918,876 18,620 1,300,181 30,042
Issued in Lieu of Cash Distributions 26,166 529 65,555 1,452
Redeemed (566,337) (11,452) (1,212,201) (28,261)
Net Increase (Decrease)—Admiral Shares 378,705 7,697 153,535 3,233
Institutional Shares        
Issued 372,744 9,434 679,966 19,542
Issued in Lieu of Cash Distributions 12,109 306 31,452 871
Redeemed (248,016) (6,271) (796,703) (22,798)
Net Increase (Decrease)—Institutional Shares 136,837 3,469 (85,285) (2,385)

 

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

45


 

Small-Cap Value Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VISVX VBR VSIAX VSIIX
Expense Ratio1 0.19% 0.07% 0.07% 0.06%
30-Day SEC Yield 1.74% 1.86% 1.86% 1.87%

 

Portfolio Characteristics    
    CRSP US DJ
    Small Cap U.S. Total
    Value Market
  Fund Index FA Index
Number of Stocks 846 840 3,800
Median Market Cap $3.6B $3.6B $59.8B
Price/Earnings Ratio 16.3x 16.3x 21.2x
Price/Book Ratio 1.8x 1.8x 2.9x
Return on Equity 11.9% 11.9% 16.3%
Earnings Growth Rate 7.7% 7.7% 10.0%
Dividend Yield 2.0% 2.0% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 20%
Short-Term Reserves 0.5%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Small Cap U.S. Total
    Value Market
  Fund Index FA Index
Basic Materials 6.1% 6.1% 2.6%
Consumer Goods 7.2 7.2 9.7
Consumer Services 10.7 10.7 13.1
Financials 31.0 31.1 20.4
Health Care 6.2 6.2 13.1
Industrials 20.1 20.1 12.9
Oil & Gas 4.1 4.1 5.5
Technology 7.4 7.4 17.5
Telecommunications 0.5 0.4 2.0
Utilities 6.7 6.7 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Small Cap Market
  Value Index FA Index
R-Squared 1.00 0.79
Beta 1.00 1.14
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
CDW Corp. Computer Services 0.5%
Teleflex Inc. Medical Supplies 0.5
Atmos Energy Corp. Gas Distribution 0.5
IDEX Corp. Industrial Machinery 0.5
East West Bancorp Inc. Banks 0.5
UGI Corp. Gas Distribution 0.5
Steel Dynamics Inc. Iron & Steel 0.5
WellCare Health Plans Health Care  
Inc. Providers 0.4
Leidos Holdings Inc. Computer Services 0.4
Allegion plc Electrical  
  Components &  
  Equipment 0.4
Top Ten   4.7%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.19% for Investor Shares, 0.07% for ETF Shares, 0.07% for
Admiral Shares, and 0.06% for Institutional Shares.

46


 

Small-Cap Value Index Fund

Investment Focus


47


 

Small-Cap Value Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

 

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/21/1998 19.00% 14.85% 7.35%
ETF Shares 1/26/2004      
Market Price   19.10 15.00 7.48
Net Asset Value   19.13 15.00 7.50
Admiral Shares 9/27/2011 19.15 15.01 16.471
Institutional Shares 12/7/1999 19.12 15.01 7.53
1 Return since inception.

 

See Financial Highlights for dividend and capital gains information.

48


 

Small-Cap Value Index Fund

Financial Statements (unaudited)

Statement of Net Assets—Investments Summary
As of June 30, 2017

This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the complete listing of the fund’s holdings is available electronically on vanguard.com and on the Securities and Exchange Commission’s website (sec.gov), or you can have it mailed to you without charge by calling 800-662-7447. For the first and third fiscal quarters, the fund files the lists with the SEC on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market Percentage
    Value of Net
  Shares ($000) Assets
Common Stocks      
Basic Materials      
Steel Dynamics Inc. 3,449,324 123,520 0.5%
RPM International Inc. 2,008,288 109,552 0.4%
Chemours Co. 2,770,155 105,044 0.4%
Huntsman Corp. 3,063,988 79,174 0.3%
Basic Materials—Other †   1,224,507 4.5%
    1,641,797 6.1%
Consumer Goods      
Pinnacle Foods Inc. 1,784,292 105,987 0.4%
Leggett & Platt Inc. 1,989,283 104,497 0.4%
Thor Industries Inc. 751,465 78,543 0.3%
Consumer Goods—Other †   1,626,230 6.0%
    1,915,257 7.1%
Consumer Services      
* JetBlue Airways Corp. 5,016,322 114,523 0.4%
Service Corp. International 2,686,028 89,848 0.3%
KAR Auction Services Inc. 2,062,704 86,572 0.3%
Consumer Services—Other †   2,563,269 9.6%
    2,854,212 10.6%
Financials      
East West Bancorp Inc. 2,171,895 127,230 0.5%
American Financial Group Inc. 1,054,180 104,754 0.4%
Apartment Investment & Management Co. 2,361,090 101,456 0.4%
Liberty Property Trust 2,213,877 90,127 0.3%
National Retail Properties Inc. 2,243,077 87,704 0.3%
Starwood Property Trust Inc. 3,914,363 87,643 0.3%
RenaissanceRe Holdings Ltd. 611,000 84,960 0.3%
* Janus Henderson Group plc 2,520,851 83,465 0.3%
Cullen/Frost Bankers Inc. 864,435 81,179 0.3%
EPR Properties 1,107,652 79,607 0.3%

 

49


 

Small-Cap Value Index Fund      
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
  Commerce Bancshares Inc. 1,373,606 78,062 0.3%
  Highwoods Properties Inc. 1,534,673 77,823 0.3%
  Eaton Vance Corp. 1,640,190 77,614 0.3%
  Financials—Other †   7,134,233 26.6%
      8,295,857 30.9%
Health Care      
  Teleflex Inc. 676,077 140,462 0.5%
* WellCare Health Plans Inc. 668,918 120,111 0.5%
* United Therapeutics Corp. 677,765 87,926 0.3%
  Hill-Rom Holdings Inc. 989,314 78,759 0.3%
  Health Care—Other †   1,240,094 4.6%
      1,667,352 6.2%
Industrials      
  IDEX Corp. 1,147,141 129,638 0.5%
  Allegion plc 1,432,540 116,208 0.4%
  PerkinElmer Inc. 1,654,377 112,729 0.4%
  Spirit AeroSystems Holdings Inc. Class A 1,813,702 105,086 0.4%
  Carlisle Cos. Inc. 971,580 92,689 0.4%
  Donaldson Co. Inc. 1,986,754 90,477 0.3%
  Orbital ATK Inc. 868,243 85,400 0.3%
  Lincoln Electric Holdings Inc. 889,426 81,907 0.3%
  AptarGroup Inc. 937,639 81,443 0.3%
  Packaging Corp. of America 707,431 78,801 0.3%
  Industrials—Other †   4,417,607 16.5%
      5,391,985 20.1%
 
Oil & Gas †   1,095,956 4.1%
 
1Other †   3,281 0.0%
 
Technology      
  CDW Corp. 2,361,052 147,637 0.6%
  Leidos Holdings Inc. 2,270,442 117,359 0.4%
* CommScope Holding Co. Inc. 2,899,981 110,286 0.4%
  Teradyne Inc. 2,991,854 89,845 0.3%
* ON Semiconductor Corp. 6,327,191 88,834 0.3%
* Microsemi Corp. 1,736,998 81,292 0.3%
  CSRA Inc. 2,449,710 77,778 0.3%
  Technology—Other †   1,269,006 4.8%
      1,982,037 7.4%
 
Telecommunications †   118,800 0.4%
 
Utilities      
  Atmos Energy Corp. 1,582,553 131,273 0.5%
  UGI Corp. 2,602,326 125,979 0.5%
  Westar Energy Inc. Class A 2,136,222 113,262 0.4%
  Great Plains Energy Inc. 3,242,210 94,932 0.3%
  Aqua America Inc. 2,671,036 88,945 0.3%
  NRG Energy Inc. 4,517,025 77,783 0.3%
  Utilities—Other †   1,172,696 4.4%
      1,804,870 6.7%
Total Common Stocks (Cost $22,097,799)   26,771,404 99.6%2

 

50


 

Small-Cap Value Index Fund        
 
 
 
      Market Percentage
      Value of Net
  Coupon Shares ($000) Assets
Temporary Cash Investments        
Money Market Fund        
3,4 Vanguard Market Liquidity Fund 1.181% 3,729,707 373,046 1.4%
 
5U. S. Government and Agency Obligations †     6,284 0.0%
Total Temporary Cash Investments (Cost $379,287)   379,330 1.4%2
6Total Investments (Cost $22,477,086)     27,150,734 101.0%
 
      Amount  
      ($000)  
Other Assets and Liabilities        
Other Assets        
Investment in Vanguard     1,725  
Receivables for Investment Securities Sold     5,226  
Receivables for Accrued Income     46,450  
Receivables for Capital Shares Issued     19,896  
Other Assets     8,227  
Total Other Assets     81,524 0.3%
Liabilities        
Payables for Investment Securities Purchased     (58,922)  
Collateral for Securities on Loan     (236,562)  
Payables for Capital Shares Redeemed     (12,497)  
Payables for Distributions     (38,475)  
Payables to Vanguard     (11,898)  
Other Liabilities     (213)  
Total Liabilities     (358,567) (1.3%)
Net Assets     26,873,691 100.0%
 
 
At June 30, 2017, net assets consisted of:        
        Amount
        ($000)
Paid-in Capital       23,434,866
Undistributed Net Investment Income       12,969
Accumulated Net Realized Losses       (1,249,663)
Unrealized Appreciation (Depreciation)        
Investment Securities       4,673,648
Futures Contracts       (368)
Swap Contracts       2,239
Net Assets       26,873,691
 
 
Investor Shares—Net Assets        
Applicable to 72,438,392 outstanding $.001 par value shares of      
beneficial interest (unlimited authorization)       2,135,672
Net Asset Value Per Share—Investor Shares       $29.48

 

51


 

Small-Cap Value Index Fund  
 
 
 
  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 91,707,236 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 11,276,657
Net Asset Value Per Share—ETF Shares $122.96
 
Admiral Shares—Net Assets  
Applicable to 193,443,212 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 10,220,680
Net Asset Value Per Share—Admiral Shares $52.84
 
Institutional Shares—Net Assets  
Applicable to 109,731,056 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 3,240,682
Net Asset Value Per Share—Institutional Shares $29.53

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
† Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer,
represent 1% or less of net assets.
1 “Other” represents securities that are not classified by the fund’s benchmark index.
2 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After
giving effect to futures and swap investments, the fund’s effective common stock and temporary cash investment positions represent
99.9% and 1.1%, respectively, of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $236,562,000 of collateral received for securities on loan.
5 Securities with a value of $3,889,000 have been segregated as initial margin for open futures contracts.
6 The total value of securities on loan is $220,730,000.
See accompanying Notes, which are an integral part of the Financial Statements.

52


 

Small-Cap Value Index Fund  
 
 
Statement of Operations  
 
  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 223,583
Interest1 416
Securities Lending—Net 4,415
Total Income 228,414
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,473
Management and Administrative—Investor Shares 1,666
Management and Administrative—ETF Shares 2,197
Management and Administrative—Admiral Shares 2,258
Management and Administrative—Institutional Shares 632
Marketing and Distribution—Investor Shares 213
Marketing and Distribution—ETF Shares 344
Marketing and Distribution—Admiral Shares 452
Marketing and Distribution—Institutional Shares 41
Custodian Fees 420
Shareholders’ Reports—Investor Shares 91
Shareholders’ Reports—ETF Shares 546
Shareholders’ Reports—Admiral Shares 127
Shareholders’ Reports—Institutional Shares 32
Trustees’ Fees and Expenses 9
Total Expenses 10,501
Net Investment Income 217,913
Realized Net Gain (Loss)  
Investment Securities Sold1 698,670
Futures Contracts 1,508
Swap Contracts (3,558)
Realized Net Gain (Loss) 696,620
Change in Unrealized Appreciation (Depreciation)  
Investment Securities (300,116)
Futures Contracts 602
Swap Contracts 2,470
Change in Unrealized Appreciation (Depreciation) (297,044)
Net Increase (Decrease) in Net Assets Resulting from Operations 617,489

 

1 Interest income and realized net gain (loss) from an affiliated company of the fund were $403,000 and $21,000, respectively.

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

53


 

Small-Cap Value Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 217,913 399,440
Realized Net Gain (Loss) 696,620 705,795
Change in Unrealized Appreciation (Depreciation) (297,044) 3,421,300
Net Increase (Decrease) in Net Assets Resulting from Operations 617,489 4,526,535
Distributions    
Net Investment Income    
Investor Shares (14,589) (38,162)
ETF Shares (81,473) (160,038)
Admiral Shares (74,192) (156,336)
Institutional Shares (23,364) (51,718)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (193,618) (406,254)
Capital Share Transactions    
Investor Shares (258,057) (26,492)
ETF Shares 1,057,979 2,792,764
Admiral Shares 592,299 1,391,975
Institutional Shares 307,283 19,318
Net Increase (Decrease) from Capital Share Transactions 1,699,504 4,177,565
Total Increase (Decrease) 2,123,375 8,297,846
Net Assets    
Beginning of Period 24,750,316 16,452,470
End of Period1 26,873,691 24,750,316

 

1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $12,969,000 and ($7,768,000).

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

54


 

Small-Cap Value Index Fund            
 
 
Financial Highlights            
 
 
Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $29.00 $23.69 $25.34 $23.33 $17.40 $15.04
Investment Operations            
Net Investment Income .224 .477 .431 .425 .394 .428
Net Realized and Unrealized Gain (Loss)            
on Investments .453 5.315 (1.643) 1.995 5.936 2.364
Total from Investment Operations .677 5.792 (1.212) 2.420 6.330 2.792
Distributions            
Dividends from Net Investment Income (.197) (.482) (.438) (.410) (.400) (.432)
Distributions from Realized Capital Gains
Total Distributions (.197) (.482) (.438) (.410) (.400) (.432)
Net Asset Value, End of Period $29.48 $29.00 $23.69 $25.34 $23.33 $17.40
 
Total Return1 2.35% 24.65% -4.78% 10.39% 36.41% 18.56%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $2,136 $2,357 $1,972 $2,293 $2,375 $2,001
Ratio of Total Expenses to            
Average Net Assets 0.19% 0.19% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.66% 1.96% 1.78% 1.84% 2.03% 2.66%
Portfolio Turnover Rate2 20% 18% 16% 12% 47% 25%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

55


 

Small-Cap Value Index Fund            
 
 
Financial Highlights            
 
 
ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $120.95 $98.81 $105.71 $97.32 $72.60 $62.73
Investment Operations            
Net Investment Income 1.011 2.119 1.933 1.933 1.796 1.896
Net Realized and Unrealized Gain (Loss)            
on Investments 1.896 22.159 (6.870) 8.326 24.742 9.877
Total from Investment Operations 2.907 24.278 (4.937) 10.259 26.538 11.773
Distributions            
Dividends from Net Investment Income (.897) (2.138) (1.963) (1.869) (1.818) (1.903)
Distributions from Realized Capital Gains
Total Distributions (.897) (2.138) (1.963) (1.869) (1.818) (1.903)
Net Asset Value, End of Period $122.96 $120.95 $98.81 $105.71 $97.32 $72.60
 
Total Return 2.41% 24.80% -4.67% 10.55% 36.57% 18.78%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $11,277 $10,042 $5,679 $4,874 $3,908 $2,281
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.78% 2.08% 1.90% 1.98% 2.18% 2.80%
Portfolio Turnover Rate1 20% 18% 16% 12% 47% 25%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

56


 

Small-Cap Value Index Fund            
 
 
Financial Highlights            
 
 
Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $51.97 $42.46 $45.42 $41.82 $31.20 $26.96
Investment Operations            
Net Investment Income .435 .911 .830 .831 .773 .814
Net Realized and Unrealized Gain (Loss)            
on Investments .821 9.518 (2.947) 3.573 10.629 4.245
Total from Investment Operations 1.256 10.429 (2.117) 4.404 11.402 5.059
Distributions            
Dividends from Net Investment Income (.386) (.919) (.843) (.804) (.782) (.819)
Distributions from Realized Capital Gains
Total Distributions (.386) (.919) (.843) (.804) (.782) (.819)
Net Asset Value, End of Period $52.84 $51.97 $42.46 $45.42 $41.82 $31.20
 
Total Return1 2.43% 24.78% -4.65% 10.55% 36.58% 18.77%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $10,221 $9,469 $6,467 $5,775 $4,371 $2,563
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.78% 2.08% 1.90% 1.98% 2.18% 2.80%
Portfolio Turnover Rate2 20% 18% 16% 12% 47% 25%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

57


 

Small-Cap Value Index Fund            
 
 
Financial Highlights            
 
 
Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $29.05 $23.73 $25.39 $23.37 $17.44 $15.07
Investment Operations            
Net Investment Income .245 .510 .465 .467 .434 .459
Net Realized and Unrealized Gain (Loss)            
on Investments .453 5.324 (1.652) 2.004 5.935 2.371
Total from Investment Operations .698 5.834 (1.187) 2.471 6.369 2.830
Distributions            
Dividends from Net Investment Income (.218) (.514) (.473) (.451) (.439) (.460)
Distributions from Realized Capital Gains
Total Distributions (.218) (.514) (.473) (.451) (.439) (.460)
Net Asset Value, End of Period $29.53 $29.05 $23.73 $25.39 $23.37 $17.44
 
Total Return 2.42% 24.80% -4.67% 10.59% 36.55% 18.78%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,241 $2,882 $2,334 $1,927 $1,699 $979
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.79% 2.09% 1.91% 1.99% 2.19% 2.82%
Portfolio Turnover Rate1 20% 18% 16% 12% 47% 25%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

58


 

Small-Cap Value Index Fund

Notes to Financial Statements

Vanguard Small-Cap Value Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

59


 

Small-Cap Value Index Fund

3. Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded. A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

During the six months ended June 30, 2017, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more

60


 

Small-Cap Value Index Fund

or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period

61


 

Small-Cap Value Index Fund

for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets.

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $1,725,000, representing 0.01% of the fund’s net assets and 0.69% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 26,771,404
Temporary Cash Investments 373,046 6,284
Futures Contracts—Liabilities1 (212)
Swap Contracts—Assets 2,239
Total 27,144,238 8,523
1 Represents variation margin on the last day of the reporting period.

 

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini Russell 2000 Index September 2017 920 65,058 (368)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized
gain (loss) for tax purposes.

62


 

Small-Cap Value Index Fund

At June 30, 2017, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
  Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty ($000) (Paid) ($000)
Ambac Financial Group Inc. 7/6/17 GSCM 5,949 (1.612%) 415
SLM Corp. 8/22/17 GSCM 21,603 (1.612%) 1,824
          2,239
GSCM—Goldman Sachs Capital Management.

 

At June 30, 2017, a counterparty had deposited in a segregated account cash of $1,440,000 in connection with open swap contracts.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $621,189,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $1,328,580,000 to offset future net capital gains. Of this amount, $876,582,000 is subject to expiration dates; $487,808,000 may be used to offset future net capital gains through December 31, 2017, and $388,774,000 through December 31, 2018. Capital losses of $451,998,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $22,481,565,000. Net unrealized appreciation of investment securities for tax purposes was $4,669,169,000, consisting of unrealized gains of $5,936,969,000 on securities that had risen in value since their purchase and $1,267,800,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $5,640,403,000 of investment securities and sold $3,906,184,000 of investment securities, other than temporary cash investments. Purchases and sales include $2,331,541,000 and $1,349,574,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

63


 

Small-Cap Value Index Fund

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $1,074,451,000 and $426,029,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 273,347 9,303 532,293 20,585
Issued in Lieu of Cash Distributions 13,756 474 35,750 1,344
Redeemed (545,160) (18,623) (594,535) (23,881)
Net Increase (Decrease)—Investor Shares (258,057) (8,846) (26,492) (1,952)
ETF Shares        
Issued 2,434,537 19,875 4,897,606 44,777
Issued in Lieu of Cash Distributions
Redeemed (1,376,558) (11,200) (2,104,842) (19,225)
Net Increase (Decrease)—ETF Shares 1,057,979 8,675 2,792,764 25,552
Admiral Shares        
Issued 1,680,545 31,902 2,512,864 54,695
Issued in Lieu of Cash Distributions 66,510 1,278 140,487 2,939
Redeemed (1,154,756) (21,942) (1,261,376) (27,751)
Net Increase (Decrease)—Admiral Shares 592,299 11,238 1,391,975 29,883
Institutional Shares        
Issued 624,190 21,272 800,851 31,696
Issued in Lieu of Cash Distributions 21,549 741 47,233 1,780
Redeemed (338,456) (11,482) (828,766) (32,642)
Net Increase (Decrease)—Institutional Shares 307,283 10,531 19,318 834

 

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

64


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

65


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Actual Fund Return      
Small-Cap Index Fund      
Investor Shares $1,000.00 $1,056.95 $0.92
ETF Shares 1,000.00 1,057.54 0.31
Admiral Shares 1,000.00 1,057.60 0.31
Institutional Shares 1,000.00 1,057.49 0.26
Institutional Plus Shares 1,000.00 1,057.67 0.20
Small-Cap Growth Index Fund      
Investor Shares $1,000.00 $1,099.82 $0.99
ETF Shares 1,000.00 1,100.31 0.36
Admiral Shares 1,000.00 1,100.43 0.36
Institutional Shares 1,000.00 1,100.40 0.31
Small-Cap Value Index Fund      
Investor Shares $1,000.00 $1,023.46 $0.95
ETF Shares 1,000.00 1,024.12 0.35
Admiral Shares 1,000.00 1,024.29 0.35
Institutional Shares 1,000.00 1,024.15 0.30

 

66


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Hypothetical 5% Yearly Return      
Small-Cap Index Fund      
Investor Shares $1,000.00 $1,023.90 $0.90
ETF Shares 1,000.00 1,024.50 0.30
Admiral Shares 1,000.00 1,024.50 0.30
Institutional Shares 1,000.00 1,024.55 0.25
Institutional Plus Shares 1,000.00 1,024.60 0.20
Small-Cap Growth Index Fund      
Investor Shares $1,000.00 $1,023.85 $0.95
ETF Shares 1,000.00 1,024.45 0.35
Admiral Shares 1,000.00 1,024.45 0.35
Institutional Shares 1,000.00 1,024.50 0.30
Small-Cap Value Index Fund      
Investor Shares $1,000.00 $1,023.85 $0.95
ETF Shares 1,000.00 1,024.45 0.35
Admiral Shares 1,000.00 1,024.45 0.35
Institutional Shares 1,000.00 1,024.50 0.30

 

The calculations are based on expenses incurred in the most recent six-month period. The funds’ annualized six-month expense ratios for
that period are: for the Small-Cap Index Fund, 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, 0.05% for
Institutional Shares, and 0.04% for Institutional Plus Shares; for the Small-Cap Growth Index Fund, 0.19% for Investor Shares, 0.07% for
ETF Shares, 0.07% for Admiral Shares, and 0.06% for Institutional Shares; and for the Small-Cap Value Index Fund, 0.19% for Investor
Shares, 0.07% for ETF Shares, 0.07% for Admiral Shares, and 0.06% for Institutional Shares. The dollar amounts shown as “Expenses
Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days
in the most recent six-month period, then divided by the number of days in the most recent 12-month period (181/365).

67


 

Trustees Approve Advisory Arrangements

The board of trustees of Vanguard Small-Cap Index Fund, Vanguard Small-Cap Growth Index Fund, and Vanguard Small-Cap Value Index Fund has renewed each fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Equity Index Group. The board determined that continuing each fund’s internalized management structure was in the best interests of each fund and its shareholders.

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

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

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

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

Nature, extent, and quality of services

The board reviewed the quality of each fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

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

Investment performance

The board considered the short- and long-term performance of each fund, including any periods of outperformance or underperformance compared with its target index and peer group. The board concluded that the performance was such that each advisory arrangement should continue. Information about each fund’s most recent performance can be found on the Performance Summary pages of this report.

Cost

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

68


 

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the funds’ at-cost arrangements with Vanguard ensure that the funds will realize economies of scale as they grow, with the cost to shareholders declining as fund assets increase.

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

69


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

70


 

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

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

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

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

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

Benchmark Information

Spliced Small-Cap Growth Index: S&P SmallCap 600 Growth Index (formerly known as the S&P SmallCap 600/Barra Growth Index) through May 16, 2003; MSCI US Small Cap Growth Index through April 16, 2013; CRSP US Small Cap Growth Index thereafter.

Spliced Small-Cap Index: Russell 2000 Index through May 16, 2003; MSCI US Small Cap 1750 Index through January 30, 2013; CRSP US Small Cap Index thereafter.

Spliced Small-Cap Value Index: S&P SmallCap 600 Value Index (formerly known as the S&P SmallCap 600/Barra Value Index) through May 16, 2003; MSCI US Small Cap Value Index through April 16, 2013; CRSP US Small Cap Value Index thereafter.

71


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 197 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

InterestedTrustee1

F. William McNabb III

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

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services); Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

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

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

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

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina


 

Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

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

Scott C. Malpass

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

André F. Perold

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

Peter F. Volanakis

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

Executive Officers

Glenn Booraem

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

Thomas J. Higgins

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

Peter Mahoney

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

Anne E. Robinson

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

Michael Rollings

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

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

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

   
   P.O. Box 2600
 Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447
Direct Investor Account Services > 800-662-2739
Institutional Investor Services > 800-523-1036
Text Telephone for People
Who Are Deaf or Hard of Hearing> 800-749-7273
 
This material may be used in conjunction
with the offering of shares of any Vanguard
fund only if preceded or accompanied by
the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper, a
Thomson Reuters Company, or Morningstar, Inc., unless
otherwise noted.
 
You can obtain a free copy of Vanguard’s proxy voting
guidelines by visiting vanguard.com/proxyreporting or by
calling Vanguard at 800-662-2739. The guidelines are
also available from the SEC’s website, sec.gov. In
addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12
months ended June 30. To get the report, visit either
vanguard.com/proxyreporting or sec.gov.
 
You can review and copy information about your fund at
the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at
202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive
copies of this information, for a fee, by sending a
request in either of two ways: via email addressed to
publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange
Commission, Washington, DC 20549-1520.
 © 2017 The Vanguard Group, Inc.
 All rights reserved.
 Vanguard Marketing Corporation, Distributor.
 
 Q482 082017

 



Semiannual Report | June 30, 2017

Vanguard U.S. Stock Index Funds

Mid-Capitalization Portfolios

Vanguard Extended Market Index Fund

Vanguard Mid-Cap Index Fund

Vanguard Mid-Cap Growth Index Fund

Vanguard Mid-Cap Value Index Fund


 

A new format, unwavering commitment

As you begin reading this report, you’ll notice that we’ve made some improvements to the opening sections—based on feedback from you, our clients.

Page 1 starts with a new ”Your Fund’s Performance at a Glance,” a concise, handy summary of how your fund performed during the period.

In the renamed ”Chairman’s Perspective,” Bill McNabb will focus on enduring principles and investment insights.

We’ve modified some tables, and eliminated some redundancy, but we haven’t removed any information.

At Vanguard, we’re always looking for better ways to communicate and to help you make sound investment decisions. Thank you for entrusting your assets to us.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 4
Extended Market Index Fund. 8
Mid-Cap Index Fund. 30
Mid-Cap Growth Index Fund. 51
Mid-Cap Value Index Fund. 67
About Your Fund’s Expenses. 83
Trustees Approve Advisory Arrangements. 86
Glossary. 88

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises
or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this
report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: No matter what language you speak, Vanguard has one consistent message and set of
principles. Our primary focus is on you, our clients. We conduct our business with integrity as a faithful steward
of your assets. This message is shown translated into seven languages, reflecting our expanding global
presence.


 

Your Fund’s Performance at a Glance

• Returns for the six months ranged from more than 11% for Vanguard Mid-Cap Growth Index Fund to close to 7% for Vanguard Mid-Cap Value Index Fund. Vanguard Mid-Cap Index Fund, which contains both growth and value stocks, returned about 9%. Vanguard Extended Market Index Fund, which includes both small- and mid-capitalization holdings, finished with a return exceeding 7%.

• Each fund closely tracked its target index. The Mid-Cap Growth Index Fund was the only one that trailed the average return of its peers.

• Large-cap stocks outperformed mid- and small-caps, while growth stocks outpaced value.

• Health care and technology were the top performers for all four funds. Energy detracted from each fund’s returns as oil and gas prices fell during the period.

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Extended Market Index Fund  
Investor Shares 7.27%
ETF Shares  
Market Price 7.28
Net Asset Value 7.35
Admiral™ Shares 7.35
Institutional Shares 7.36
Institutional Plus Shares 7.36
Institutional Select Shares 7.39
S&P Completion Index 7.33
Mid-Cap Core Funds Average 5.99
Mid-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Mid-Cap Index Fund  
Investor Shares 9.06%
ETF Shares  
Market Price 9.07
Net Asset Value 9.13
Admiral Shares 9.13
Institutional Shares 9.14
Institutional Plus Shares 9.15
CRSP US Mid Cap Index 9.17
Mid-Cap Core Funds Average 5.99
Mid-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  
 
Vanguard Mid-Cap Growth Index Fund  
Investor Shares 11.75%
ETF Shares  
Market Price 11.77
Net Asset Value 11.79
Admiral Shares 11.79
CRSP US Mid Cap Growth Index 11.84
Mid-Cap Growth Funds Average 12.54

Mid-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.

 

 
Vanguard Mid-Cap Value Index Fund  
Investor Shares 6.86%
ETF Shares  
Market Price 6.90
Net Asset Value 6.92
Admiral Shares 6.92
CRSP US Mid Cap Value Index 6.95
Mid-Cap Value Funds Average 4.12
Mid-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Shares,
Institutional Plus Shares, and Institutional Select Shares are available to certain institutional investors who meet specific administrative,
service, and account-size criteria. The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only
through brokers. The table provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat.
Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the
Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market
price was above or below the NAV.

2


 

Expense Ratios              
Your Fund Compared With Its Peer Group          
            Institutional  
  Investor ETF Admiral Institutional Institutional Select Peer Group 
  Shares Shares Shares Shares Plus Shares Shares Average
Extended Market Index              
Fund 0.21% 0.08% 0.08% 0.06% 0.05% 0.02% 1.13%
Mid-Cap Index Fund 0.18 0.06 0.06 0.05 0.04 1.13
Mid-Cap Growth Index              
Fund 0.19 0.07 0.07 1.28
Mid-Cap Value Index Fund 0.19 0.07 0.07 1.20

 

The fund expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the funds’ annualized expense ratios were: for the Extended Market Index Fund, 0.21% for Investor
Shares, 0.08% for ETF Shares, 0.08% for Admiral Shares, 0.06% for Institutional Shares, 0.05% for Institutional Plus Shares, and 0.02%
for Institutional Select Shares; for the Mid-Cap Index Fund, 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares,
0.05% for Institutional Shares, and 0.04% for Institutional Plus Shares; for the Mid-Cap Growth Index Fund, 0.19% for Investor Shares,
0.07% for ETF Shares, and 0.07% for Admiral Shares; and for the Mid-Cap Value Index Fund, 0.19% for Investor Shares, 0.07% for ETF
Shares, and 0.07% for Admiral Shares. The peer-group expense ratios are derived from data provided by Lipper, a Thomson Reuters
Company, and capture information through year-end 2016.

Peer groups: For the Extended Market and Mid-Cap Index Funds, Mid-Cap Core Funds; for the Mid-Cap Growth Index Fund, Mid-Cap
Growth Funds; for the Mid-Cap Value Index Fund, Mid-Cap Value Funds.

3


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

More than a decade ago, the eminent investor and commentator Howard Marks published a memo to his clients titled simply “Risk.” In it, Howard distilled the relationship between investors and risk. “When you boil it all down, it’s the investor’s job to intelligently bear risk for profit,” he wrote.

It’s not surprising, then, that everyone from portfolio managers to behavioral economists avidly studies how investors’ reactions to risk influence not only individual investment decisions but also the broader financial markets. I’m a big fan of some of the behavioral finance work being done, which includes studies by our own investment strategists and analysts.

A lens on investor behavior

For example, Vanguard’s Investment Strategy Group introduced a “risk speedometers” report in January to look at how investors are reacting to market developments. This lens on real-world behavior measures the risk investors are taking in a given period by calculating the difference between net cash flows into higher-risk assets, such as stocks, and net cash flows into lower-risk assets, such as Treasuries. The measures are then compared with long-term averages.

In the spring, the risk speedometer spiked. The spike was fueled by investors’ decisions to direct more of their equity

4


 

dollars to international investments in developed and emerging markets, and their bond dollars to riskier credit categories.

A spiking speedometer seems a fitting analogy for what can happen. I consider myself a responsible driver. Still, when the highway is clear and the weather is nice, I might glance down at the speedometer and find that my right foot has gotten a little heavy.

The same phenomenon is possible with our investment portfolios. Just as our attention can drift from our speed—and the risk level on the road—we can neglect the risk level of our portfolio’s asset allocation. Experience teaches that investors are especially prone to lose sight of risk when markets have been buoyant.

How I manage risk in my own portfolio

Rebalancing—periodically adjusting your asset allocation so it stays in line with your goals and risk tolerance—is one of the best ways I know of to help manage risk. Without rebalancing, your portfolio may end up potentially riskier than you intended and no longer aligned with your goals.

I have a ritual I perform every June and again each December, between Christmas and New Year’s, as I prepare for a series of annual meetings with the Vanguard crew. I’ll set aside some time, review my

Market Barometer      
      Total Returns
    Periods Ended June 30, 2017
      Five Years
  Six Months One Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 9.27% 18.03% 14.67%
Russell 2000 Index (Small-caps) 4.99 24.60 13.70
Russell 3000 Index (Broad U.S. market) 8.93 18.51 14.58
FTSE All-World ex US Index (International) 13.95 20.53 7.68
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 2.27% -0.31% 2.21%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 3.57 -0.49 3.26
Citigroup Three-Month U.S. Treasury Bill Index 0.30 0.46 0.13
 
CPI      
Consumer Price Index 1.46% 1.63% 1.31%

 

5


 

investment portfolio, and, if necessary, rebalance back to my target asset allocation.

My own portfolio is a mix of equity and fixed income funds, and I invest in both actively managed funds and index funds. Most years, I’ll make a minor adjustment to get back to the appropriate asset allocation for my own longer-term goals and risk tolerance. It’s not all that complicated, although my portfolio is a little more complex than some because I own more funds than we’d typically suggest. As chairman of Vanguard’s funds, I feel I should own a significant number of them.

Consider your options

You should consider rebalancing if your target allocation is off by 5 percentage points or more. Admittedly, this is often easier said than done. When an investment has performed exceptionally well, people have a hard time trimming it. They can be led astray by that old (and none-too-helpful) investing saw: Let your winners run.

Fortunately, in recent years we’ve seen all sorts of investors take steps to rebalance. Many of the endowments, foundations, and traditional pension plans that Vanguard serves have good processes built into their investment guidelines to make sure rebalancing takes place on a regular basis. And among investors in defined contribution retirement plans, more and more are using target-date funds, where rebalancing happens automatically.

If you choose to rebalance on your own, use your target asset allocation as your guidepost. Don’t be afraid to buy into bad news. In a sense, don’t worry about the noise of the marketplace. If you work with an advisor, make sure he or she understands the importance you place on your rebalancing ritual.

And remember, the goal of rebalancing is to manage risk, not to avoid it altogether. Risk is inherent in investing—we just want to bear that risk intelligently.

In that insightful memo on risk, Howard Marks included a saying often attributed to Will Rogers: “You’ve got to go out on a limb sometimes because that’s where the fruit is.”

Tim Buckley chosen as Vanguard’s next CEO

In closing, I’ll note senior leadership changes that we announced in July. Our board of directors has elected Vanguard Chief Investment Officer Tim Buckley as president and director of Vanguard. Under the planned transition, Tim will succeed me as Vanguard’s chief executive officer on January 1, 2018.

I’m delighted with our board’s selection of Tim. We first met in 1991 when Tim was interviewing for a job at Vanguard. In the decades since, we’ve worked closely together, and he’s always impressed me as a man of tremendous character and an outstanding leader with a passion for serving our clients. During the transition

6


 

period, I will work closely with Tim in managing the firm and overseeing its operations.

Replacing Tim as chief investment officer is Greg Davis, who had been global head of Vanguard Fixed Income Group. And succeeding Greg as our fixed income leader is John Hollyer, who most recently served as our global head of investment risk management. I know Greg and John will both do a superb job in their new roles.

As with past successions, I will remain as chairman for a period of time determined by the board. On a personal note, it has been an honor and a privilege to lead Vanguard. Having spent more than half

my life at Vanguard, I have come to know many fabulous crew members who are incredibly dedicated to Vanguard’s mission. Please be assured that Tim and the rest of the team will serve you and our other clients extremely well as Vanguard prepares for its next chapter.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
July 14, 2017

Vanguard fund shareholders encouraged to vote in proxy campaign
 
This summer you will be asked to vote on the election of trustees for all U.S.-domiciled
Vanguard funds. Shareholders will also be asked to vote on several fund policy proposals
that we believe are in the best interests of all shareholders.
 
Vanguard filed a preliminary proxy statement on July 13, 2017, with the U.S. Securities and
Exchange Commission (SEC). Following the SEC’s review, we expect to provide the proxy
materials to Vanguard fund shareholders beginning in late August 2017. That’s when you
can begin to vote online, by phone, or by mail.
 
A shareholder meeting is scheduled to be held in Scottsdale, Arizona, on November 15,
2017, when voting will conclude. We encourage you to vote promptly. Please visit
vanguard.com for updates.

 

7


 

Extended Market Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics            
            Institutional
  Investor   Admiral  Institutional  Institutional  Select
  Shares ETF Shares  Shares Shares Plus Shares  Shares
Ticker Symbol VEXMX VXF VEXAX VIEIX VEMPX VSEMX
Expense Ratio1 0.21% 0.08% 0.08% 0.06% 0.05% 0.02%
30-Day SEC Yield 1.20% 1.33% 1.33% 1.35% 1.36% 1.39%

 

Portfolio Characteristics    
      DJ
    S&P U.S. Total
    Completion Market
  Fund Index FA Index
Number of Stocks 3,230 3,287 3,800
Median Market Cap $4.1B $4.1B $59.8B
Price/Earnings Ratio 19.7x 19.6x 21.2x
Price/Book Ratio 2.3x 2.3x 2.9x
Return on Equity 9.0% 9.0% 16.3%
Earnings Growth Rate 10.8% 10.8% 10.0%
Dividend Yield 1.4% 1.4% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 11%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
      DJ
    S&P U.S. Total 
    Completion Market 
  Fund Index FA Index 
Consumer Discretionary  14.7% 14.6% 12.7%
Consumer Staples 3.2 3.2 8.0
Energy 3.7 3.8 5.6
Financials 16.9 17.0 15.0
Health Care 11.7 11.6 14.0
Industrials 13.4 13.4 10.8
Information Technology 17.2 17.1 21.4
Materials 5.5 5.5 3.3
Real Estate 9.5 9.6 4.1
Telecommunication      
Services 1.0 1.0 1.9
Utilities 3.2 3.2 3.2

 

Volatility Measures    
    DJ
  S&P U.S. Total
  Completion Market
  Index FA Index
R-Squared 1.00 0.85
Beta 1.00 1.15
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Tesla Inc. Automobile  
  Manufacturers 1.0%
Liberty Global plc Cable & Satellite 0.6
Las Vegas Sands Corp. Casinos & Gaming 0.5
ServiceNow Inc. Systems Software 0.4
T-Mobile US Inc. Wireless  
  Telecommunication  
  Services 0.4
SBA Communications    
Corp. Specialized REITs 0.4
BioMarin Pharmaceutical    
Inc. Biotechnology 0.4
First Republic Bank Regional Banks 0.3
MGM Resorts    
International Casinos & Gaming 0.3
Markel Corp. Property & Casualty  
  Insurance 0.3
Top Ten   4.6%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.21% for Investor Shares, 0.08% for ETF Shares, 0.08% for
Admiral Shares, 0.06% for Institutional Shares, 0.05% for Institutional Plus Shares, and 0.02% for Institutional Select Shares.

8


 

Extended Market Index Fund

Investment Focus


9


 

Extended Market Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 12/21/1987 21.45% 14.19% 7.57%
ETF Shares 12/27/2001      
Market Price   21.55 14.36 7.73
Net Asset Value   21.64 14.35 7.73
Admiral Shares 11/13/2000 21.61 14.34 7.72
Institutional Shares 7/7/1997 21.63 14.37 7.75
Institutional Plus Shares 1/14/2011 21.64 14.39 11.261
Institutional Select Shares 6/27/2016 21.69 28.441
1 Return since inception.        

 

See Financial Highlights for dividend and capital gains information.

10


 

Extended Market Index Fund

Financial Statements (unaudited)

Statement of Net Assets—Investments Summary
As of June 30, 2017

This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the complete listing of the fund’s holdings is available electronically on vanguard.com and on the Securities and Exchange Commission’s website (sec.gov), or you can have it mailed to you without charge by calling 800-662-7447. For the first and third fiscal quarters, the fund files the lists with the SEC on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

        Market Percentage
        Value of Net
      Shares ($000) Assets
Common Stocks        
Consumer Discretionary        
*,^ Tesla Inc.   1,597,358 577,621 1.0%
  Las Vegas Sands Corp.   4,596,465 293,668 0.5%
* Liberty Global plc   9,272,217 289,108 0.5%
  MGM Resorts International   6,088,436 190,507 0.4%
  Domino’s Pizza Inc.   606,307 128,252 0.2%
  Aramark   3,064,897 125,599 0.2%
* Liberty Interactive Corp. QVC Group Class A   5,058,016 124,124 0.2%
  Lear Corp.   864,057 122,765 0.2%
^ Autoliv Inc.   1,116,559 122,598 0.2%
^ Sirius XM Holdings Inc.   21,082,501 115,321 0.2%
* Norwegian Cruise Line Holdings Ltd.   2,071,824 112,479 0.2%
  Consumer Discretionary—Other †     6,083,053 10.7%
        8,285,095 14.5%
Consumer Staples        
  Bunge Ltd.   1,771,149 132,128 0.3%
  Consumer Staples—Other †     1,667,548 2.9%
        1,799,676 3.2%
Energy        
* Cheniere Energy Inc.   3,005,458 146,396 0.3%
  Targa Resources Corp.   2,723,226 123,090 0.2%
* Diamondback Energy Inc.   1,237,561 109,908 0.2%
  Energy—Other †     1,730,856 3.0%
        2,110,250 3.7%
Financials        
  First Republic Bank   1,946,381 194,833 0.3%
* Markel Corp.   176,409 172,151 0.3%
  FNF Group   3,434,669 153,976 0.3%
  Annaly Capital Management Inc.   12,760,621 153,765 0.3%
* Arch Capital Group Ltd.   1,625,770 151,668 0.3%
 
11

 


 

Extended Market Index Fund      
 
 
 
    Market Percentage
    Value of Net
  Shares ($000) Assets
TD Ameritrade Holding Corp. 3,070,968 132,021 0.2%
Ally Financial Inc. 5,817,142 121,578 0.2%
MSCI Inc. Class A 1,145,908 118,017 0.2%
* SVB Financial Group 662,744 116,504 0.2%
* Alleghany Corp. 195,354 116,197 0.2%
Financials—Other †   8,125,489 14.2%
    9,556,199 16.7%
Health Care      
* BioMarin Pharmaceutical Inc. 2,204,316 200,196 0.3%
* Quintiles IMS Holdings Inc. 1,721,356 154,061 0.3%
ResMed Inc. 1,791,448 139,500 0.2%
* Jazz Pharmaceuticals plc 760,132 118,201 0.2%
Teleflex Inc. 566,050 117,603 0.2%
* Alkermes plc 1,936,798 112,276 0.2%
Health Care—Other †   5,758,090 10.1%
    6,599,927 11.5%
 
Industrials †   7,563,957 13.2%
 
Information Technology      
* ServiceNow Inc. 2,135,617 226,375 0.4%
* FleetCor Technologies Inc. 1,164,151 167,882 0.3%
* Workday Inc. Class A 1,653,824 160,421 0.3%
Maxim Integrated Products Inc. 3,568,905 160,244 0.3%
* Palo Alto Networks Inc. 1,161,714 155,449 0.3%
* Twitter Inc. 7,767,020 138,797 0.2%
* Vantiv Inc. Class A 2,044,243 129,482 0.2%
CDW Corp. 1,976,214 123,573 0.2%
* Cadence Design Systems Inc. 3,526,886 118,115 0.2%
* Trimble Inc. 3,200,707 114,169 0.2%
CDK Global Inc. 1,825,648 113,300 0.2%
Broadridge Financial Solutions Inc. 1,475,199 111,466 0.2%
* CoStar Group Inc. 414,261 109,199 0.2%
Information Technology—Other †   7,857,227 13.7%
    9,685,699 16.9%
Materials      
Celanese Corp. Class A 1,755,085 166,628 0.3%
Packaging Corp. of America 1,184,515 131,943 0.2%
Materials—Other †   2,832,462 5.0%
    3,131,033 5.5%
 
1Other †   5,481 0.0%
 
Real Estate      
* SBA Communications Corp. Class A 1,529,333 206,307 0.4%
Duke Realty Corp. 4,481,117 125,247 0.2%
Real Estate—Other †   5,070,085 8.9%
    5,401,639 9.5%
Telecommunication Services      
* T-Mobile US Inc. 3,656,945 221,684 0.4%
Telecommunication Services—Other †   357,307 0.6%
    578,991 1.0%

 

12


 

Extended Market Index Fund        
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
Utilities        
Atmos Energy Corp.   1,330,430 110,359 0.2%
Utilities—Other †     1,714,994 3.0%
      1,825,353 3.2%
Total Common Stocks (Cost $44,456,697)     56,543,300 98.9%2
 
  Coupon      
Temporary Cash Investments        
Money Market Fund        
3,4 Vanguard Market Liquidity Fund 1.181% 17,883,910 1,788,749 3.1%
 
5U.S. Government and Agency Obligations †     27,131 0.1%
Total Temporary Cash Investments (Cost $1,815,673)     1,815,880 3.2%2
Total Investments (Cost $46,272,370)     58,359,180 102.1%
 
      Amount  
      ($000)  
Other Assets and Liabilities        
Other Assets        
Investment in Vanguard     3,692  
Receivables for Investment Securities Sold     74,362  
Receivables for Accrued Income     72,568  
Receivables for Capital Shares Issued     51,618  
Other Assets     942  
Total Other Assets     203,182 0.4%
Liabilities        
Payables for Investment Securities Purchased     (50,298)  
Collateral for Securities on Loan     (1,277,583)  
Payables for Capital Shares Redeemed     (43,194)  
Payables to Vanguard     (26,824)  
Other Liabilities     (9,171)  
Total Liabilities     (1,407,070) (2.5%)
Net Assets     57,155,292 100.0%
 
 
At June 30, 2017, net assets consisted of:        
        Amount
        ($000)
Paid-in Capital       45,256,258
Overdistributed Net Investment Income       (13,741)
Accumulated Net Realized Losses       (171,503)
Unrealized Appreciation (Depreciation)        
Investment Securities       12,086,810
Futures Contracts       (2,869)
Swap Contracts       337
Net Assets       57,155,292

 

13


 

Extended Market Index Fund  
 
 
 
  Amount
  ($000)
Investor Shares—Net Assets  
Applicable to 21,534,042 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 1,672,457
Net Asset Value Per Share—Investor Shares $77.67
 
ETF Shares—Net Assets  
Applicable to 48,244,970 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 4,936,317
Net Asset Value Per Share—ETF Shares $102.32
 
Admiral Shares—Net Assets  
Applicable to 230,699,113 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 17,907,931
Net Asset Value Per Share—Admiral Shares $77.62
 
Institutional Shares—Net Assets  
Applicable to 149,394,269 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 11,596,174
Net Asset Value Per Share—Institutional Shares $77.62
 
Institutional Plus Shares—Net Assets  
Applicable to 76,097,209 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 14,576,766
Net Asset Value Per Share—Institutional Plus Shares $191.55
 
Institutional Select Shares—Net Assets  
Applicable to 51,836,335 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 6,465,647
Net Asset Value Per Share—Institutional Select Shares $124.73

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $1,191,288,000.
† Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer,
represent 1% or less of net assets.
1 “Other” represents securities that are not classified by the fund’s benchmark index.
2 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After
giving effect to futures and swap investments, the fund’s effective common stock and temporary cash investment positions represent
99.9% and 2.2%, respectively, of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $1,277,583,000 of collateral received for securities on loan.
5 Securities with a value of $24,135,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

14


 

Extended Market Index Fund  
 
 
 
Statement of Operations  
 
 
  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 318,062
Interest1 1,774
Securities Lending—Net 26,308
Total Income 346,144
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,910
Management and Administrative—Investor Shares 1,711
Management and Administrative—ETF Shares 1,376
Management and Administrative—Admiral Shares 5,112
Management and Administrative—Institutional Shares 2,641
Management and Administrative—Institutional Plus Shares 2,684
Management and Administrative—Institutional Select Shares 304
Marketing and Distribution—Investor Shares 154
Marketing and Distribution—ETF Shares 155
Marketing and Distribution—Admiral Shares 613
Marketing and Distribution—Institutional Shares 144
Marketing and Distribution—Institutional Plus Shares 81
Marketing and Distribution—Institutional Select Shares
Custodian Fees 681
Shareholders’ Reports—Investor Shares 58
Shareholders’ Reports—ETF Shares 145
Shareholders’ Reports—Admiral Shares 207
Shareholders’ Reports—Institutional Shares 66
Shareholders’ Reports—Institutional Plus Shares 53
Shareholders’ Reports—Institutional Select Shares
Trustees’ Fees and Expenses 18
Total Expenses 18,113
Net Investment Income 328,031
Realized Net Gain (Loss)  
Investment Securities Sold1 1,773,621
Futures Contracts 13,738
Swap Contracts (2,599)
Realized Net Gain (Loss) 1,784,760
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 1,738,862
Futures Contracts 35
Swap Contracts 999
Change in Unrealized Appreciation (Depreciation) 1,739,896
Net Increase (Decrease) in Net Assets Resulting from Operations 3,852,687

 

1 Interest income and realized net gain (loss) from an affiliated company of the fund were $1,678,000 and ($1,000), respectively.
See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Extended Market Index Fund    
 
 
Statement of Changes in Net Assets    
 
  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 328,031 694,971
Realized Net Gain (Loss) 1,784,760 2,939,639
Change in Unrealized Appreciation (Depreciation) 1,739,896 3,428,240
Net Increase (Decrease) in Net Assets Resulting from Operations 3,852,687 7,062,850
Distributions    
Net Investment Income    
Investor Shares (9,411) (27,910)
ETF Shares (27,182) (61,739)
Admiral Shares (98,023) (221,549)
Institutional Shares (67,377) (148,548)
Institutional Plus Shares (81,850) (222,007)
Institutional Select Shares (36,456) (37,670)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Institutional Plus Shares
Institutional Select Shares
Total Distributions (320,299) (719,423)
Capital Share Transactions    
Investor Shares (481,027) (280,966)
ETF Shares 241,228 (446,181)
Admiral Shares 990,727 730,849
Institutional Shares 316,179 629,816
Institutional Plus Shares 140,336 (2,875,724)
Institutional Select Shares 865,990 4,844,930
Net Increase (Decrease) from Capital Share Transactions 2,073,433 2,602,724
Total Increase (Decrease) 5,605,821 8,946,151
Net Assets    
Beginning of Period 51,549,471 42,603,320
End of Period1 57,155,292 51,549,471

 

1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($13,741,000) and ($18,874,000).

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

16


 

Extended Market Index Fund            
 
 
Financial Highlights            
 
 
Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $72.76 $63.61 $66.63 $62.76 $45.86 $39.34
Investment Operations            
Net Investment Income . 391 . 919 .795 .795 . 602 . 688
Net Realized and Unrealized Gain (Loss)            
on Investments 4.901 9.182 (3.050) 3.857 16.903 6.515
Total from Investment Operations 5.292 10.101 (2.255) 4.652 17.505 7.203
Distributions            
Dividends from Net Investment Income (. 382) (. 951) (.765) (.782) (. 605) (. 683)
Distributions from Realized Capital Gains
Total Distributions (. 382) (. 951) (.765) (.782) (. 605) (. 683)
Net Asset Value, End of Period $77.67 $72.76 $63.61 $66.63 $62.76 $45.86
 
Total Return1 7.27% 15.99% -3.39% 7.42% 38.19% 18.31%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $1,672 $2,021 $2,040 $2,341 $2,749 $2,857
Ratio of Total Expenses to            
Average Net Assets 0.21% 0.21% 0.22% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.18% 1.48% 1.20% 1.27% 1.19% 1.62%
Portfolio Turnover Rate2 11% 12% 6% 9% 11% 12%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

17


 

Extended Market Index Fund            
 
 
Financial Highlights            
 
 
ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $95.86 $83.80 $87.79 $82.71 $60.46 $51.87
Investment Operations            
Net Investment Income .587 1.324 1.171 1.178 .934 1.000
Net Realized and Unrealized Gain (Loss)            
on Investments 6.445 12.107 (4.033) 5.061 22.256 8.582
Total from Investment Operations 7.032 13.431 (2.862) 6.239 23.190 9.582
Distributions            
Dividends from Net Investment Income (.572) (1.371) (1.128) (1.159) (.940) (.992)
Distributions from Realized Capital Gains
Total Distributions (.572) (1.371) (1.128) (1.159) (.940) (.992)
Net Asset Value, End of Period $102.32 $95.86 $83.80 $87.79 $82.71 $60.46
 
Total Return 7.35% 16.16% -3.26% 7.55% 38.37% 18.48%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,936 $4,387 $4,272 $3,659 $3,105 $1,477
Ratio of Total Expenses to            
Average Net Assets 0.08% 0.08% 0.09% 0.10% 0.10% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.31% 1.61% 1.33% 1.40% 1.33% 1.76%
Portfolio Turnover Rate1 11% 12% 6% 9% 11% 12%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

18


 

Extended Market Index Fund            
 
 
Financial Highlights            
 
 
Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $72.72 $63.58 $66.61 $62.75 $45.87 $39.35
Investment Operations            
Net Investment Income .446 1.005 .887 .895 .706 .758
Net Realized and Unrealized Gain (Loss)            
on Investments 4.888 9.175 (3.061) 3.845 16.884 6.513
Total from Investment Operations 5.334 10.180 (2.174) 4.740 17.590 7.271
Distributions            
Dividends from Net Investment Income (. 434) (1.040) (. 856) (. 880) (.710) (.751)
Distributions from Realized Capital Gains
Total Distributions (. 434) (1.040) (. 856) (. 880) (.710) (.751)
Net Asset Value, End of Period $77.62 $72.72 $63.58 $66.61 $62.75 $45.87
 
Total Return1 7.35% 16.13% -3.27% 7.56% 38.37% 18.48%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $17,908 $15,830 $13,143 $12,852 $8,864 $5,970
Ratio of Total Expenses to            
Average Net Assets 0.08% 0.08% 0.09% 0.10% 0.10% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.31% 1.61% 1.33% 1.40% 1.33% 1.76%
Portfolio Turnover Rate2 11% 12% 6% 9% 11% 12%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

19


 

Extended Market Index Fund            
 
 
Financial Highlights            
 
 
Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $72.72 $63.58 $66.60 $62.75 $45.86 $39.34
Investment Operations            
Net Investment Income .454 1.018 .899 .908 .715 .764
Net Realized and Unrealized Gain (Loss)            
on Investments 4.888 9.175 (3.050) 3.833 16.895 6.514
Total from Investment Operations 5.342 10.193 (2.151) 4.741 17.610 7.278
Distributions            
Dividends from Net Investment Income (. 442) (1.053) (. 869) (. 891) (.720) (.758)
Distributions from Realized Capital Gains
Total Distributions (. 442) (1.053) (. 869) (. 891) (.720) (.758)
Net Asset Value, End of Period $77.62 $72.72 $63.58 $66.60 $62.75 $45.86
 
Total Return 7.36% 16.15% -3.24% 7.56% 38.42% 18.50%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $11,596 $10,554 $8,621 $8,567 $7,812 $5,496
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.33% 1.63% 1.35% 1.42% 1.35% 1.78%
Portfolio Turnover Rate1 11% 12% 6% 9% 11% 12%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

20


 

Extended Market Index Fund            
 
 
Financial Highlights            
 
 
Institutional Plus Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $179.47 $156.89 $164.36 $154.84 $113.18 $97.10
Investment Operations            
Net Investment Income 1.125 2.525 2.254 2.273 1.797 1.917
Net Realized and Unrealized Gain (Loss)            
on Investments 12.052 22.668 (7.549) 9.481 41.671 16.064
Total from Investment Operations 13.177 25.193 (5.295) 11.754 43.468 17.981
Distributions            
Dividends from Net Investment Income (1.097) (2.613) (2.175) (2.234) (1.808) (1.901)
Distributions from Realized Capital Gains
Total Distributions (1.097) (2.613) (2.175) (2.234) (1.808) (1.901)
Net Asset Value, End of Period $191.55 $179.47 $156.89 $164.36 $154.84 $113.18
 
Total Return 7.36% 16.18% -3.23% 7.60% 38.43% 18.52%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $14,577 $13,530 $14,526 $13,634 $11,347 $5,477
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.05% 0.06% 0.06% 0.06%
Ratio of Net Investment Income to            
Average Net Assets 1.34% 1.64% 1.37% 1.44% 1.37% 1.80%
Portfolio Turnover Rate1 11% 12% 6% 9% 11% 12%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

21


 

Extended Market Index Fund    
 
 
Financial Highlights    
 
 
Institutional Select Shares    
  Six Months June 27,
  Ended 20161 to
  June 30, Dec. 31,
For a Share Outstanding Throughout Each Period 2017 2016
Net Asset Value, Beginning of Period $116.85 $98.43
Investment Operations    
Net Investment Income .751 1.050
Net Realized and Unrealized Gain (Loss) on Investments 7.861 18.428
Total from Investment Operations 8.612 19.478
Distributions    
Dividends from Net Investment Income (.732) (1.058)
Distributions from Realized Capital Gains
Total Distributions (.732) (1.058)
Net Asset Value, End of Period $124.73 $116.85
 
Total Return 7.39% 19.81%
 
Ratios/Supplemental Data    
Net Assets, End of Period (Millions) $6,466 $5,227
Ratio of Total Expenses to Average Net Assets 0.02% 0.02%2
Ratio of Net Investment Income to Average Net Assets 1.37% 1.88%2
Portfolio Turnover Rate 3 11% 12%4

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Inception.
2 Annualized.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.
4 Reflects the fund’s portfolio turnover for the fiscal year ended December 31, 2016.

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

22


 

Extended Market Index Fund

Notes to Financial Statements

Vanguard Extended Market Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers six classes of shares: Investor Shares, ETF Shares, Admiral Shares, Institutional Shares, Institutional Plus Shares, and Institutional Select Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares, Institutional Shares, Institutional Plus Shares, and Institutional Select Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

23


 

Extended Market Index Fund

3. Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded. A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

During the six months ended June 30, 2017, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more

24


 

Extended Market Index Fund

or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

B. In accordance with the terms of a Funds’ Service Agreement (the “FSA”) between Vanguard and the fund, Vanguard furnishes to the fund investment advisory, corporate management, administrative, marketing, and distribution services at Vanguard’s cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees. Vanguard does not require reimbursement in the current period

25


 

Extended Market Index Fund

for certain costs of operations (such as deferred compensation/benefits and risk/insurance costs); the fund’s liability for these costs of operations is included in Payables to Vanguard on the Statement of Net Assets.

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $3,692,000, representing 0.01% of the fund’s net assets and 1.48% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 56,537,819 376 5,105
Temporary Cash Investments 1,788,749 27,131
Futures Contracts—Assets1 122
Futures Contracts—Liabilities1 (899)
Swap Contracts—Assets 337
Total 58,325,791 27,844 5,105
1 Represents variation margin on the last day of the reporting period.      

 

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini Russell 2000 Index September 2017 4,860 343,675 (1,602)
E-mini S&P Mid-Cap 400 Index September 2017 824 143,879 (913)
E-mini S&P 500 Index September 2017 505 61,128 (354)
        (2,869)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

26


 

Extended Market Index Fund

At June 30, 2017, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
  Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty ($000) (Paid) ($000)
Ambac Financial Group Inc. 7/6/17 GSCM 4,831 (1.612%) 337
GSCM—Goldman Sachs Capital Management.        

 

At June 30, 2017, the counterparty had deposited in segregated accounts cash with a value of $470,000 in connection with amounts due to the fund for open swap contracts.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $1,373,951,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $588,093,000 to offset future net capital gains. Of this amount, $74,162,000 is subject to expiration dates; $49,578,000 may be used to offset future net capital gains through December 31, 2017, and $24,584,000 through December 31, 2018. Capital losses of $513,931,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $46,276,907,000. Net unrealized appreciation of investment securities for tax purposes was $12,082,273,000, consisting of unrealized gains of $16,037,447,000 on securities that had risen in value since their purchase and $3,955,174,000 in unrealized losses on securities that had fallen in value since their purchase.

27


 

Extended Market Index Fund

F. During the six months ended June 30, 2017, the fund purchased $7,477,507,000 of investment securities and sold $5,767,032,000 of investment securities, other than temporary cash investments. Purchases and sales include $2,766,763,000 and $2,697,678,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $350,909,000 and $725,543,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:    
  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 145,943 1,975 240,445 3,671
Issued in Lieu of Cash Distributions 9,146 121 27,214 400
Redeemed (636,116) (8,344) (548,625) (8,365)
Net Increase (Decrease)—Investor Shares (481,027) (6,248) (280,966) (4,294)
ETF Shares        
Issued 3,122,274 31,080 5,678,987 66,185
Issued in Lieu of Cash Distributions
Redeemed (2,881,046) (28,600) (6,125,168) (71,400)
Net Increase (Decrease)—ETF Shares 241,228 2,480 (446,181) (5,215)
Admiral Shares        
Issued 2,084,337 27,457 2,497,284 38,224
Issued in Lieu of Cash Distributions 85,447 1,129 193,387 2,835
Redeemed (1,179,057) (15,559) (1,959,822) (30,117)
Net Increase (Decrease)—Admiral Shares 990,727 13,027 730,849 10,942
Institutional Shares        
Issued 1,809,759 23,929 2,411,527 36,450
Issued in Lieu of Cash Distributions 63,559 840 140,018 2,051
Redeemed (1,557,139) (20,501) (1,921,729) (28,981)
Net Increase (Decrease)—Institutional Shares 316,179 4,268 629,816 9,520

 

28


 

Extended Market Index Fund        
 
 
 
 
  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Institutional Plus Shares        
Issued 2,476,479 13,223 3,179,636 19,828
Issued in Lieu of Cash Distributions 80,118 429 218,549 1,310
Redeemed (2,416,261) (12,945) (6,273,909) (38,337)
Net Increase (Decrease)—        
Institutional Plus Shares 140,336 707 (2,875,724) (17,199)
Institutional Select Shares1        
Issued 1,078,742 8,853 4,912,755 45,367
Issued in Lieu of Cash Distributions 36,455 300 37,670 325
Redeemed (249,207) (2,049) (105,495) (959)
Net Increase (Decrease)—        
Institutional Select Shares 865,990 7,104 4,844,930 44,733
1 Inception was June 27, 2016, for Institutional Select Shares.

 

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

29


 

Mid-Cap Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics          
  Investor   Admiral Institutional Institutional
  Shares ETF Shares Shares Shares Plus Shares
Ticker Symbol VIMSX VO VIMAX VMCIX VMCPX
Expense Ratio1 0.18% 0.06% 0.06% 0.05% 0.04%
30-Day SEC Yield 1.39% 1.51% 1.51% 1.52% 1.53%

 

Portfolio Characteristics    
      DJ
    CRSP US U.S. Total
    Mid Cap Market
  Fund Index FA Index
Number of Stocks 348 339 3,800
Median Market Cap $13.2B $13.2B $59.8B
Price/Earnings Ratio 22.6x 22.6x 21.2x
Price/Book Ratio 2.7x 2.7x 2.9x
Return on Equity 13.1% 13.1% 16.3%
Earnings Growth Rate 9.9% 9.9% 10.0%
Dividend Yield 1.5% 1.5% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 12%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
      DJ
    CRSP US U.S. Total 
    Mid Cap Market
  Fund Index FA Index 
Basic Materials 4.1% 4.1% 2.6%
Consumer Goods 12.3 12.3 9.7
Consumer Services 11.3 11.3 13.1
Financials 22.8 22.8 20.4
Health Care 8.9 8.9 13.1
Industrials 16.7 16.7 12.9
Oil & Gas 4.3 4.3 5.5
Technology 13.3 13.3 17.5
Telecommunications 1.0 1.0 2.0
Utilities 5.3 5.3 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Mid Cap Market
  Index FA Index
R-Squared 1.00 0.94
Beta 1.00 1.03
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Fiserv Inc. Financial  
  Administration 0.7%
Newell Brands Inc. Durable Household  
  Products 0.7
Western Digital Corp. Computer Hardware 0.7
Edwards Lifesciences    
Corp. Medical Supplies 0.7
Roper Technologies Inc. Electronic Equipment 0.7
CR Bard Inc. Medical Supplies 0.7
Lam Research Corp. Semiconductors 0.7
Amphenol Corp. Electrical  
  Components &  
  Equipment 0.6
M&T Bank Corp. Banks 0.6
Incyte Corp. Biotechnology 0.6
Top Ten   6.7%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for
Admiral Shares, 0.05% for Institutional Shares, and 0.04% for Institutional Plus Shares.

30


 

Mid-Cap Index Fund

Investment Focus


31


 

Mid-Cap Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 5/21/1998 17.11% 14.63% 7.34%
ETF Shares 1/26/2004      
Market Price   17.20 14.76 7.49
Net Asset Value   17.25 14.78 7.48
Admiral Shares 11/12/2001 17.25 14.78 7.48
Institutional Shares 5/21/1998 17.25 14.79 7.51
Institutional Plus Shares 12/15/2010 17.27 14.81 12.371
1 Return since inception.        

 

See Financial Highlights for dividend and capital gains information.

32


 

Mid-Cap Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.7%)1    
Basic Materials (4.1%)    
  Newmont Mining Corp. 13,176,298 426,780
* Freeport-McMoRan Inc. 32,191,256  386,617
  Celanese Corp. Class A 3,447,759 327,330
  Albemarle Corp. 2,738,241 288,994
  Eastman Chemical Co. 3,244,926 272,542
  International Flavors &    
  Fragrances Inc. 1,951,733 263,484
  Arconic Inc. 10,899,574 246,876
  FMC Corp. 3,313,277 242,035
  Mosaic Co. 8,669,692 197,929
  Avery Dennison Corp. 2,187,261 193,288
* Axalta Coating    
  Systems Ltd. 5,388,238 172,639
  CF Industries Holdings    
  Inc. 5,759,343 161,031
  Reliance Steel &    
  Aluminum Co. 1,712,141 124,661
  WR Grace & Co. 1,688,366 121,579
* Alcoa Corp. 2,275,200 74,285
  Westlake Chemical    
  Corp. 956,172 63,308
  Ashland Global    
  Holdings Inc. 1,240 82
      3,563,460
Consumer Goods (12.3%)    
  Newell Brands Inc. 11,942,057 640,333
  Clorox Co. 3,182,651 424,056
  Dr Pepper Snapple    
  Group Inc. 4,542,087 413,830
* Electronic Arts Inc. 3,623,053 383,029
* Mohawk Industries Inc. 1,561,741 377,457
  Conagra Brands Inc. 10,519,169 376,166
  Molson Coors Brewing    
  Co. Class B 4,331,366 373,970
  Whirlpool Corp. 1,828,020 350,285
  Coach Inc. 6,950,324 329,028
  JM Smucker Co. 2,733,773 323,487
  Genuine Parts Co. 3,461,843 321,121
  Church & Dwight Co.    
  Inc. 6,162,321 319,701
  Hasbro Inc. 2,781,426 310,157
  DR Horton Inc. 8,821,340 304,954
  Delphi Automotive plc 3,311,684 290,269
  Lennar Corp. Class A 5,172,565 275,801
  McCormick & Co. Inc. 2,799,481 272,977
  Bunge Ltd. 3,469,316 258,811
  Lear Corp. 1,703,329 242,009
* LKQ Corp. 7,241,355 238,603
  Harley-Davidson Inc. 4,327,918 233,794
  Snap-on Inc. 1,432,929 226,403
  Tyson Foods Inc.    
  Class A 3,562,935 223,147
  Hormel Foods Corp. 6,538,930 223,043
  BorgWarner Inc. 5,247,460 222,282
  PVH Corp. 1,926,677 220,605
* NVR Inc. 87,930 211,965
  Leucadia National Corp. 7,998,373 209,237
  Hanesbrands Inc. 8,994,728 208,318
  Coty Inc. Class A 11,079,515 207,852
  Mattel Inc. 8,460,747 182,160
  PulteGroup Inc. 7,013,403 172,039
* WABCO Holdings Inc. 1,269,492 161,873
  Lamb Weston Holdings    
  Inc. 3,607,735 158,885
* Lululemon Athletica Inc. 2,356,683 140,623
* Michael Kors Holdings    
  Ltd. 3,811,542 138,168
^ Polaris Industries Inc. 1,478,036 136,319
  Goodyear Tire &    
  Rubber Co. 3,109,519 108,709
  Ingredion Inc. 884,717 105,467
  Ralph Lauren Corp.    
  Class A 1,361,290 100,463
*,^ Under Armour Inc.    
  Class A 4,563,313 99,298
*,^ Under Armour Inc. 4,647,560 93,695
*,^ Pilgrim’s Pride Corp. 1,229,934 26,960

 

33


 

Mid-Cap Index Fund

      Market
      Value
    Shares ($000)
  Lennar Corp. Class B 82,620 3,715
  Valvoline Inc. 4,124 98
* Edgewell Personal Care    
  Co. 1,160 88
      10,641,250
Consumer Services (11.2%)  
  Royal Caribbean    
  Cruises Ltd. 4,251,508 464,392
  Expedia Inc. 3,072,266 457,614
* Ulta Beauty Inc. 1,458,692 419,141
  MGM Resorts    
  International 12,781,923 399,946
* Dollar Tree Inc. 5,561,123 388,834
  Best Buy Co. Inc. 6,459,964 370,350
  Nielsen Holdings plc 8,833,452 341,501
  Whole Foods Market    
  Inc. 7,900,487 332,690
* Chipotle Mexican Grill    
  Inc. Class A 708,659 294,873
*,^ CarMax Inc. 4,579,069 288,756
  Ross Stores Inc. 4,845,993 279,759
  Darden Restaurants Inc. 3,074,142 278,025
  Tiffany & Co. 2,927,829 274,835
  Alaska Air Group Inc. 3,056,037 274,310
  Wynn Resorts Ltd. 2,023,355 271,372
  Wyndham Worldwide    
  Corp. 2,580,139 259,072
* United Continental    
  Holdings Inc. 3,304,987 248,700
  Aramark 6,035,732 247,344
* Liberty Interactive Corp.    
  QVC Group Class A 9,900,680 242,963
  Interpublic Group of    
  Cos. Inc. 9,768,815 240,313
* Norwegian Cruise Line    
  Holdings Ltd. 3,940,355 213,922
  Advance Auto Parts Inc. 1,732,077 201,943
  AmerisourceBergen    
  Corp. Class A 2,022,438 191,181
  Macy’s Inc. 7,537,769 175,178
* Liberty Media Corp-    
  Liberty SiriusXM    
  Class C 4,136,838 172,506
  Tractor Supply Co. 3,175,497 172,144
  News Corp. Class A 12,188,770 166,986
  Kohl’s Corp. 4,257,120 164,623
  Staples Inc. 16,132,338 162,453
  FactSet Research    
  Systems Inc. 974,491 161,941
  Foot Locker Inc. 3,241,302 159,731
  Viacom Inc. Class B 4,354,301 146,174
  Scripps Networks    
  Interactive Inc.    
  Class A 2,131,705 145,617
  Nordstrom Inc. 2,884,846 137,982
* Discovery    
  Communications Inc. 5,263,106 132,683
  Gap Inc. 5,930,906 130,421
  Domino’s Pizza Inc. 594,456 125,745
  Bed Bath & Beyond Inc. 3,406,065 103,544
* TripAdvisor Inc. 2,696,333 103,000
*,^ Discovery    
  Communications Inc.    
  Class A 3,802,291 98,213
* Liberty Media Corp-    
  Liberty SiriusXM    
  Class A 2,025,608 85,035
  H&R Block Inc. 2,558,321 79,078
^ Signet Jewelers Ltd. 846,508 53,533
* Hyatt Hotels Corp.    
  Class A 823,972 46,315
*,^ AutoNation Inc. 876,742 36,963
^ Viacom Inc. Class A 121,953 4,640
  News Corp. Class B 209,094 2,959
  Williams-Sonoma Inc. 1,600 78
* Rite Aid Corp. 21,315 63
      9,749,441
Financials (22.7%)    
  M&T Bank Corp. 3,423,183 554,384
  KeyCorp 27,083,732 507,549
  Moody’s Corp. 4,017,849 488,892
  Hartford Financial    
  Services Group Inc. 9,077,712 477,215
  Willis Towers Watson    
  plc 3,173,554 461,625
  Principal Financial    
  Group Inc. 7,121,747 456,290
  Citizens Financial    
  Group Inc. 12,516,923 446,604
  Digital Realty Trust Inc. 3,948,011 445,928
  Regions Financial Corp. 29,716,668 435,052
  Essex Property Trust    
  Inc. 1,620,946 417,021
  Equinix Inc. 963,700 413,582
  Equifax Inc. 2,970,522 408,209
* SBA Communications    
  Corp. Class A 2,997,584 404,374
  First Republic Bank 3,882,534 388,642
* IHS Markit Ltd. 8,546,264 376,377
  Lincoln National Corp. 5,542,437 374,558
  Realty Income Corp. 6,747,765 372,342
  Huntington    
  Bancshares Inc. 26,876,216 363,366
  Invesco Ltd. 10,053,798 353,793
  Host Hotels & Resorts    
  Inc. 18,288,385 334,129
  AvalonBay    
  Communities Inc. 1,703,247 327,313
  Comerica Inc. 4,374,429 320,383
* Markel Corp. 327,382 319,479

 

34


 

Mid-Cap Index Fund

      Market
      Value
    Shares ($000)
  Annaly Capital    
  Management Inc. 25,192,487 303,569
  Mid-America    
  Apartment    
  Communities Inc. 2,808,005 295,908
  FNF Group 6,395,569 286,713
* Arch Capital Group Ltd. 3,040,515 283,650
  XL Group Ltd. 6,463,847 283,117
  Cincinnati Financial    
  Corp. 3,868,199 280,251
  Alexandria Real Estate    
  Equities Inc. 2,251,688 271,261
  SL Green Realty Corp. 2,516,307 266,225
  Unum Group 5,642,511 263,110
* E*TRADE Financial    
  Corp. 6,799,576 258,588
* CBRE Group Inc.    
  Class A 7,100,716 258,466
  UDR Inc. 6,611,222 257,639
  Raymond James    
  Financial Inc. 3,204,846 257,093
  Arthur J Gallagher &    
  Co. 4,438,488 254,103
  Duke Realty Corp. 8,792,082 245,739
  Ally Financial Inc. 11,353,696 237,292
  Affiliated Managers    
  Group Inc. 1,399,591 232,136
  Extra Space Storage    
  Inc. 2,958,885 230,793
  MSCI Inc. Class A 2,236,615 230,349
* Liberty Broadband Corp. 2,647,929  229,708
  Federal Realty    
  Investment Trust 1,786,194 225,757
  Regency Centers Corp. 3,574,557 223,910
  Western Union Co. 11,639,867 221,739
  Zions Bancorporation 5,004,730 219,758
* Alleghany Corp. 361,789 215,192
  Iron Mountain Inc. 6,197,181 212,935
  Torchmark Corp. 2,744,886 209,984
  Reinsurance Group of    
  America Inc. Class A 1,592,217 204,425
  Nasdaq Inc. 2,855,794 204,161
  Macerich Co. 3,501,871 203,319
  VEREIT Inc. 24,064,457 195,885
  Everest Re Group Ltd. 760,777 193,686
  SEI Investments Co. 3,527,958 189,734
  AGNC Investment    
  Corp. 8,781,546 186,959
  Camden Property    
  Trust 2,164,638 185,098
  Kimco Realty Corp. 9,987,502 183,271
^ CIT Group Inc. 3,592,269 174,944
  Voya Financial Inc. 4,592,630 169,422
  WR Berkley Corp. 2,245,565 155,326
  New York Community    
  Bancorp Inc. 11,475,024 150,667
  People’s United    
  Financial Inc. 8,504,943 150,197
  Lazard Ltd. Class A 3,205,057 148,490
  Jones Lang LaSalle Inc. 1,118,477 139,810
  Axis Capital Holdings    
  Ltd. 2,089,036 135,077
  Brixmor Property    
  Group Inc. 7,530,424 134,644
* Athene Holding Ltd.    
  Class A 2,563,168 127,159
* SVB Financial Group 648,314 113,967
  Assurant Inc. 676,516 70,148
* Liberty Broadband    
  Corp. Class A 616,612 52,899
  Invitation Homes Inc. 1,917,120 41,467
  Navient Corp. 6,120 102
* Santander Consumer    
  USA Holdings Inc. 2,160 28
      19,712,977
Health Care (8.8%)    
* Edwards Lifesciences    
  Corp. 5,186,362 613,235
  CR Bard Inc. 1,790,152 565,885
* Incyte Corp. 4,302,798 541,765
* BioMarin    
  Pharmaceutical Inc. 4,311,898 391,607
* Laboratory Corp. of    
  America Holdings 2,528,095 389,681
  Quest Diagnostics Inc. 3,382,702 376,021
  Dentsply Sirona Inc. 5,667,046 367,451
* Henry Schein Inc. 1,960,406 358,794
* IDEXX Laboratories Inc. 2,177,789 351,539
* Waters Corp. 1,879,832 345,588
* Centene Corp. 4,046,279 323,217
* Quintiles IMS Holdings    
  Inc. 3,536,116 316,482
* Hologic Inc. 6,922,812 314,157
  Cooper Cos. Inc. 1,209,874 289,668
  ResMed Inc. 3,506,361 273,040
  Universal Health    
  Services Inc. Class B 2,210,615 269,872
  Perrigo Co. plc 3,368,204 254,367
* DaVita Inc. 3,849,165 249,272
* Varian Medical    
  Systems Inc. 2,272,850 234,535
* Alkermes plc 3,787,913 219,585
* Jazz Pharmaceuticals    
  plc 1,410,133 219,276
* Align Technology Inc. 893,690 134,161
* Envision Healthcare    
  Corp. 1,451,388 90,958
* TESARO Inc. 465,686 65,131

 

35


 

Mid-Cap Index Fund

      Market
      Value
    Shares ($000)
* Seattle Genetics Inc. 1,149,412 59,471
* Mallinckrodt plc 1,229,045 55,074
      7,669,832
Industrials (16.7%)    
* Fiserv Inc. 5,249,991 642,284
  Roper Technologies Inc. 2,522,225 583,971
  Amphenol Corp.    
  Class A 7,554,918 557,704
  Rockwell Collins Inc. 4,012,606 421,645
  Waste Connections Inc. 6,514,452 419,661
  Vulcan Materials Co. 3,265,683 413,697
* Mettler-Toledo    
  International Inc. 638,118 375,558
  Ball Corp. 8,677,910 366,295
  WestRock Co. 6,207,817 351,735
  Martin Marietta    
  Materials Inc. 1,552,124 345,472
  AMETEK Inc. 5,688,888 344,576
  Global Payments Inc. 3,768,411 340,363
  Alliance Data Systems    
  Corp. 1,307,622 335,653
* FleetCor Technologies    
  Inc. 2,280,044 328,805
* Verisk Analytics Inc.    
  Class A 3,881,684 327,498
  L3 Technologies Inc. 1,924,485 321,543
  Fastenal Co. 7,151,631 311,310
  TransDigm Group Inc. 1,157,563 311,234
  Dover Corp. 3,848,741 308,746
  Masco Corp. 7,895,744 301,696
  Textron Inc. 5,956,540 280,553
  Kansas City Southern 2,622,921 274,489
  Pentair plc 4,055,365 269,844
  Cintas Corp. 2,083,242 262,572
* Vantiv Inc. Class A 4,006,259 253,756
  Expeditors International    
  of Washington Inc. 4,454,583 251,595
  Fortune Brands Home    
  & Security Inc. 3,803,833 248,162
  Xylem Inc. 4,443,514 246,304
  CH Robinson    
  Worldwide Inc. 3,484,574 239,321
  Total System Services    
  Inc. 4,095,179 238,544
* United Rentals Inc. 2,089,734 235,534
* Trimble Inc. 6,253,138 223,049
  WW Grainger Inc. 1,227,595 221,618
  Acuity Brands Inc. 1,089,031 221,378
  Sealed Air Corp. 4,841,737 216,716
* Crown Holdings Inc. 3,361,309 200,536
  JB Hunt Transport    
  Services Inc. 2,173,161 198,583
  Wabtec Corp. 2,133,084 195,177
  ManpowerGroup Inc. 1,656,737 184,975
  Owens Corning 2,763,835 184,956
* Sensata Technologies    
  Holding NV 4,226,399 180,552
* Arrow Electronics Inc. 2,194,332 172,079
* First Data Corp. Class A 9,257,562 168,488
  Jacobs Engineering    
  Group Inc. 2,974,382 161,777
* Stericycle Inc. 2,105,937 160,725
  Fluor Corp. 3,452,464 158,054
  Hubbell Inc. Class B 1,359,435 153,847
  Xerox Corp. 5,342,126 153,479
  Macquarie    
  Infrastructure Corp. 1,933,839 151,613
  Flowserve Corp. 3,226,058 149,786
  Robert Half    
  International Inc. 2,984,098 143,028
  Allison Transmission    
  Holdings Inc. 3,379,930 126,781
  Huntington Ingalls    
  Industries Inc. 568,252 105,786
  Avnet Inc. 1,546,231 60,117
  FLIR Systems Inc. 1,691,412 58,624
      14,461,844
Oil & Gas (4.3%)    
* Concho Resources Inc. 3,667,560 445,719
  Tesoro Corp. 3,760,724 352,004
  National Oilwell Varco    
  Inc. 9,396,030 309,505
  Cabot Oil & Gas Corp. 11,509,583 288,660
  EQT Corp. 4,285,239 251,072
  Marathon Oil Corp. 21,016,236 249,042
* Cheniere Energy Inc. 4,999,435 243,522
  Cimarex Energy Co. 2,351,733 221,086
  Devon Energy Corp. 6,167,443 197,173
  OGE Energy Corp. 4,932,497 171,602
  Noble Energy Inc. 5,410,681 153,122
  Range Resources Corp. 6,115,213 141,690
  Helmerich & Payne Inc. 2,413,295 131,138
  Targa Resources Corp. 2,656,408 120,070
* Antero Resources Corp. 5,456,261 117,910
* Continental Resources    
  Inc. 2,314,820 74,838
  HollyFrontier Corp. 2,193,731 60,262
* Energen Corp. 1,204,351 59,459
  Core Laboratories NV 546,526 55,347
*,^ Weatherford    
  International plc 12,204,926 47,233
  Murphy Oil Corp. 3,320 85
      3,690,539
Technology (13.3%)    
  Western Digital Corp. 7,199,364 637,864
  Lam Research Corp. 3,987,692 563,979
* Autodesk Inc. 5,174,505 521,694
* Cerner Corp. 7,348,190 488,434
* ServiceNow Inc. 4,197,816 444,969
  Skyworks Solutions Inc. 4,559,516 437,486

 

36


 

Mid-Cap Index Fund

      Market
      Value
    Shares ($000)
  Symantec Corp. 15,030,387 424,608
* Red Hat Inc. 4,393,196 420,649
  Microchip Technology    
  Inc. 5,348,081 412,765
  Xilinx Inc. 6,129,685 394,261
  KLA-Tencor Corp. 3,873,949 354,505
  Motorola Solutions Inc. 4,041,404 350,551
  Harris Corp. 3,014,051 328,773
* Workday Inc. Class A 3,240,038 314,284
* Dell Technologies Inc.    
  Class V 5,135,429 313,826
  Maxim Integrated    
  Products Inc. 6,985,466 313,647
* Palo Alto Networks Inc. 2,161,695 289,256
  Seagate Technology plc 7,333,746 284,183
* Citrix Systems Inc. 3,550,114 282,518
* Synopsys Inc. 3,716,371 271,035
  NetApp Inc. 6,699,136 268,300
  CA Inc. 7,744,320 266,947
  Juniper Networks Inc. 9,447,089 263,385
*,^ Advanced Micro    
  Devices Inc. 21,027,970 262,429
* Gartner Inc. 2,124,185 262,358
* Twitter Inc. 14,455,592 258,321
* ANSYS Inc. 2,113,964 257,227
  CDK Global Inc. 3,590,119 222,803
* F5 Networks Inc. 1,598,075 203,051
* Akamai Technologies    
  Inc. 4,056,362 202,047
* Qorvo Inc. 3,139,145 198,771
*,^ VeriSign Inc. 2,130,332 198,036
* Splunk Inc. 3,416,778 194,381
  Marvell Technology    
  Group Ltd. 9,293,276 153,525
  LogMeIn Inc. 1,299,715 135,820
  Garmin Ltd. 2,323,540 118,570
*,^ Arista Networks Inc. 578,777 86,695
* Nuance    
  Communications Inc. 3,552,435 61,848
* Premier Inc. Class A 1,278,290 46,018
* Micron Technology Inc. 21,200 633
      11,510,452
Telecommunications (1.0%)  
* Level 3    
  Communications Inc. 7,144,029 423,641
  CenturyLink Inc. 13,561,848 323,857
* Zayo Group Holdings    
  Inc. 3,949,109 122,027
      869,525
Utilities (5.3%)    
  WEC Energy Group Inc. 7,797,661 478,621
  Eversource Energy 7,830,047 475,362
  DTE Energy Co. 4,432,548 468,919
      Market
      Value
    Shares ($000)
  American Water Works    
  Co. Inc. 4,403,545 343,256
  Entergy Corp. 4,435,143 340,486
  Ameren Corp. 5,998,658 327,947
  CMS Energy Corp. 6,933,600 320,679
  CenterPoint Energy Inc. 10,122,364 277,150
  ONEOK Inc. 5,216,360 272,085
  Pinnacle West Capital    
  Corp. 2,758,393 234,905
  Alliant Energy Corp. 5,633,035 226,279
  SCANA Corp. 3,180,467 213,123
  NiSource Inc. 8,018,865 203,358
  AES Corp. 16,304,838 181,147
  FirstEnergy Corp. 5,484,205 159,920
  Avangrid Inc. 1,526,751 67,406
      4,590,643
Total Common Stocks    
(Cost $64,952,723)   86,459,963
Temporary Cash Investments (0.6%)1  
Money Market Fund (0.6%)  
2,3 Vanguard Market    
  Liquidity Fund,    
  1.181% 5,165,749 516,678
 
    Face  
    Amount  
    ($000)
U. S. Government and Agency Obligations (0.0%)
  United States Treasury Bill,  
  0.593%, 7/13/17 200 200
  United States Treasury Bill,  
  0.602%, 7/20/17 300 300
  United States Treasury Bill,  
  0.647%, 8/10/17 200 200
  United States Treasury Bill,  
  0.983%, 9/14/17 1,000 998
4 United States Treasury Bill,  
  0.990%–0.994%, 9/21/17  8,000 7,983
4 United States Treasury Bill,  
  0.980%, 10/5/17 3,000 2,992
4 United States Treasury Bill,  
  1.052%, 11/24/17 2,500 2,489
      15,162
Total Temporary Cash Investments  
(Cost $531,788)   531,840
Total Investments (100.3%)  
(Cost $65,484,511)   86,991,803

 

37


 

Mid-Cap Index Fund

    Amount
    ($000)
Other Assets and Liabilities (-0.3%)    
Other Assets    
Investment in Vanguard   5,668
Receivables for Investment Securities Sold 57
Receivables for Accrued Income   96,974
Receivables for Capital Shares Issued   64,673
Other Assets   2,781
Total Other Assets   170,153
Liabilities    
Payables for Investment Securities    
Purchased   (43,821)
Collateral for Securities on Loan   (276,864)
Payables for Capital Shares Redeemed   (66,163)
Payables to Vanguard   (35,504)
Total Liabilities   (422,352)
Net Assets (100%) 86,739,604
At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 68,446,180
Overdistributed Net Investment Income (23,915)
Accumulated Net Realized Losses (3,188,275)
Unrealized Appreciation (Depreciation)  
Investment Securities 21,507,292
Futures Contracts (1,678)
Net Assets 86,739,604
 
 
Investor Shares—Net Assets  
Applicable to 109,002,545 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 4,244,809
Net Asset Value Per Share—  
Investor Shares $38.94
  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 137,187,026 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 19,565,703
Net Asset Value Per Share—  
ETF Shares $142.62
 
 
Admiral Shares—Net Assets  
Applicable to 192,631,190 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 34,028,857
Net Asset Value Per Share—  
Admiral Shares $176.65
 
 
Institutional Shares—Net Assets  
Applicable to 423,440,176 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 16,524,018
Net Asset Value Per Share—  
Institutional Shares $39.02
 
 
Institutional Plus Shares—Net Assets  
Applicable to 64,306,393 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 12,376,217
Net Asset Value Per Share—  
Institutional Plus Shares $192.46

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $269,261,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.3%, respectively, of
net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
3 Includes $276,864,000 of collateral received for securities on loan.
4 Securities with a value of $10,571,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

38


 

Mid-Cap Index Fund

Statement of Operations

  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 584,778
Interest1 1,086
Securities Lending—Net 2,027
Total Income 587,891
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 2,343
Management and Administrative—Investor Shares 3,167
Management and Administrative—ETF Shares 3,778
Management and Administrative—Admiral Shares 6,585
Management and Administrative—Institutional Shares 2,993
Management and Administrative—Institutional Plus Shares 1,837
Marketing and Distribution—Investor Shares 351
Marketing and Distribution—ETF Shares 505
Marketing and Distribution—Admiral Shares 1,374
Marketing and Distribution—Institutional Shares 187
Marketing and Distribution—Institutional Plus Shares 54
Custodian Fees 335
Shareholders’ Reports—Investor Shares 160
Shareholders’ Reports—ETF Shares 478
Shareholders’ Reports—Admiral Shares 390
Shareholders’ Reports—Institutional Shares 74
Shareholders’ Reports—Institutional Plus Shares 37
Trustees’ Fees and Expenses 27
Total Expenses 24,675
Net Investment Income 563,216
Realized Net Gain (Loss)  
Investment Securities Sold1 1,235,243
Futures Contracts 12,202
Realized Net Gain (Loss) 1,247,445
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 5,311,284
Futures Contracts 169
Change in Unrealized Appreciation (Depreciation) 5,311,453
Net Increase (Decrease) in Net Assets Resulting from Operations 7,122,114
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $1,050,000 and $4,000, respectively.
See accompanying Notes, which are an integral part of the Financial Statements.  

 

39


 

Mid-Cap Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 563,216 1,066,013
Realized Net Gain (Loss) 1,247,445 1,581,507
Change in Unrealized Appreciation (Depreciation) 5,311,453 4,855,058
Net Increase (Decrease) in Net Assets Resulting from Operations 7,122,114 7,502,578
Distributions    
Net Investment Income    
Investor Shares (25,534) (56,675)
ETF Shares (126,907) (229,269)
Admiral Shares (219,700) (419,571)
Institutional Shares (107,064) (205,760)
Institutional Plus Shares (82,483) (172,852)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Institutional Plus Shares
Total Distributions (561,688) (1,084,127)
Capital Share Transactions    
Investor Shares (233,854) (369,214)
ETF Shares 1,575,707 2,278,982
Admiral Shares 1,612,644 2,264,130
Institutional Shares 745,071 1,034,231
Institutional Plus Shares (10,169) (860,619)
Net Increase (Decrease) from Capital Share Transactions 3,689,399 4,347,510
Total Increase (Decrease) 10,249,825 10,765,961
Net Assets    
Beginning of Period 76,489,779 65,723,818
End of Period1 86,739,604 76,489,779
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($23,915,000) and ($25,443,000).

 

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

40


 

Mid-Cap Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $35.92 $32.79 $33.72 $30.02 $22.47 $19.65
Investment Operations            
Net Investment Income .232 .472 .444 .387 .299 .286
Net Realized and Unrealized Gain (Loss)            
on Investments 3.020 3.138 (.939) 3.697 7.560 2.818
Total from Investment Operations 3.252 3.610 (.495) 4.084 7.859 3.104
Distributions            
Dividends from Net Investment Income (. 232) (. 480) (. 435) (. 384) (. 309) (. 284)
Distributions from Realized Capital Gains
Total Distributions (. 232) (. 480) (. 435) (. 384) (. 309) (. 284)
Net Asset Value, End of Period $38.94 $35.92 $32.79 $33.72 $30.02 $22.47
 
Total Return1 9.06% 11.07% -1.46% 13.60% 35.00% 15.80%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,245 $4,138 $4,140 $4,607 $4,797 $3,887
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.18% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.32% 1.42% 1.35% 1.30% 1.16% 1.36%
Portfolio Turnover Rate2 12% 15% 15% 11% 32% 17%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

41


 

Mid-Cap Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $131.55 $120.07 $123.50 $109.96 $82.33 $71.99
Investment Operations            
Net Investment Income .937 1.877 1.793 1.609 1.255 1.173
Net Realized and Unrealized Gain (Loss)            
on Investments 11.065 11.510 (3.457) 13.524 27.668 10.329
Total from Investment Operations 12.002 13.387 (1.664) 15.133 28.923 11.502
Distributions            
Dividends from Net Investment Income (.932) (1.907) (1.766) (1.593) (1.293) (1.162)
Distributions from Realized Capital Gains
Total Distributions (.932) (1.907) (1.766) (1.593) (1.293) (1.162)
Net Asset Value, End of Period $142.62 $131.55 $120.07 $123.50 $109.96 $82.33
 
Total Return 9.13% 11.23% -1.34% 13.76% 35.15% 15.98%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $19,566 $16,544 $12,984 $9,879 $6,728 $3,926
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.44% 1.54% 1.47% 1.44% 1.31% 1.50%
Portfolio Turnover Rate1 12% 15% 15% 11% 32% 17%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

42


 

Mid-Cap Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $162.94 $148.72 $152.97 $136.19 $101.97 $89.15
Investment Operations            
Net Investment Income 1.159 2.325 2.214 1.987 1.550 1.450
Net Realized and Unrealized Gain (Loss)            
on Investments 13.705 14.257 (4.284) 16.759 34.269 12.808
Total from Investment Operations 14.864 16.582 (2.070) 18.746 35.819 14.258
Distributions            
Dividends from Net Investment Income (1.154) (2.362) (2.180) (1.966) (1.599) (1.438)
Distributions from Realized Capital Gains
Total Distributions (1.154) (2.362) (2.180) (1.966) (1.599) (1.438)
Net Asset Value, End of Period $176.65 $162.94 $148.72 $152.97 $136.19 $101.97
 
Total Return1 9.13% 11.22% -1.34% 13.76% 35.15% 15.99%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $34,029 $29,854 $25,061 $22,125 $10,251 $6,895
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.44% 1.54% 1.47% 1.44% 1.31% 1.50%
Portfolio Turnover Rate2 12% 15% 15% 11% 32% 17%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

43


 

Mid-Cap Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $35.99 $32.85 $33.79 $30.08 $22.52 $19.69
Investment Operations            
Net Investment Income .258 .516 .492 .442 .344 .325
Net Realized and Unrealized Gain (Loss)            
on Investments 3.029 3.148 (.947) 3.704 7.571 2.827
Total from Investment Operations 3.287 3.664 (.455) 4.146 7.915 3.152
Distributions            
Dividends from Net Investment Income (. 257) (. 524) (. 485) (. 436) (. 355) (. 322)
Distributions from Realized Capital Gains
Total Distributions (. 257) (. 524) (. 485) (. 436) (. 355) (. 322)
Net Asset Value, End of Period $39.02 $35.99 $32.85 $33.79 $30.08 $22.52
 
Total Return 9.14% 11.23% -1.33% 13.78% 35.17% 16.01%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $16,524 $14,540 $12,278 $11,172 $9,368 $7,057
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.45% 1.55% 1.48% 1.45% 1.32% 1.52%
Portfolio Turnover Rate1 12% 15% 15% 11% 32% 17%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

44


 

Mid-Cap Index Fund

Financial Highlights

Institutional Plus Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $177.51 $162.03 $166.65 $148.37 $111.08 $97.12
Investment Operations            
Net Investment Income 1.282 2.564 2.461 2.210 1.726 1.624
Net Realized and Unrealized Gain (Loss)            
on Investments 14.942 15.524 (4.657) 18.256 37.343 13.945
Total from Investment Operations 16.224 18.088 (2.196) 20.466 39.069 15.569
Distributions            
Dividends from Net Investment Income (1.274) (2.608) (2.424) (2.186) (1.779) (1.609)
Distributions from Realized Capital Gains
Total Distributions (1.274) (2.608) (2.424) (2.186) (1.779) (1.609)
Net Asset Value, End of Period $192.46 $177.51 $162.03 $166.65 $148.37 $111.08
 
Total Return 9.15% 11.24% -1.30% 13.79% 35.20% 16.03%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $12,376 $11,415 $11,260 $11,144 $8,468 $5,428
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.06% 0.06% 0.06%
Ratio of Net Investment Income to            
Average Net Assets 1.46% 1.56% 1.50% 1.47% 1.34% 1.54%
Portfolio Turnover Rate1 12% 15% 15% 11% 32% 17%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

45


 

Mid-Cap Index Fund

Notes to Financial Statements

Vanguard Mid-Cap Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers five classes of shares: Investor Shares, ETF Shares, Admiral Shares, Institutional Shares, and Institutional Plus Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares, Institutional Shares, and Institutional Plus Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

46


 

Mid-Cap Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

47


 

Mid-Cap Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $5,668,000, representing 0.01% of the fund’s net assets and 2.27% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 86,459,963
Temporary Cash Investments 516,678 15,162
Futures Contracts—Assets1 155
Total 86,976,796 15,162
1 Represents variation margin on the last day of the reporting period.      

 

48


 

Mid-Cap Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P Mid-Cap 400 Index September 2017 945 165,006 (1,110)
E-mini S&P 500 Index September 2017 922 111,603 (568)
        (1,678)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $1,396,218,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $3,040,152,000 to offset future net capital gains. Of this amount, $294,968,000 is subject to expiration on December 31, 2018. Capital losses of $2,745,184,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $65,484,511,000. Net unrealized appreciation of investment securities for tax purposes was $21,507,292,000, consisting of unrealized gains of $23,626,639,000 on securities that had risen in value since their purchase and $2,119,347,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $11,100,700,000 of investment securities and sold $7,494,946,000 of investment securities, other than temporary cash investments. Purchases and sales include $3,867,290,000 and $2,358,316,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

49


 

Mid-Cap Index Fund

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $232,955,000 and $1,351,367,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 341,936 9,026 616,167 18,330
Issued in Lieu of Cash Distributions 24,334 634 54,065 1,566
Redeemed (600,124) (15,850) (1,039,446) (30,976)
Net Increase (Decrease)—Investor Shares (233,854) (6,190) (369,214) (11,080)
ETF Shares        
Issued 3,960,146 28,126 7,988,239 63,350
Issued in Lieu of Cash Distributions
Redeemed (2,384,439) (16,700) (5,709,257) (45,725)
Net Increase (Decrease)—ETF Shares 1,575,707 11,426 2,278,982 17,625
Admiral Shares        
Issued 3,950,783 22,987 6,296,858 41,232
Issued in Lieu of Cash Distributions 196,128 1,126 374,691 2,389
Redeemed (2,534,267) (14,705) (4,407,419) (28,904)
Net Increase (Decrease)—Admiral Shares 1,612,644 9,408 2,264,130 14,717
Institutional Shares        
Issued 2,055,498 54,097 3,101,714 91,389
Issued in Lieu of Cash Distributions 99,789 2,594 191,284 5,520
Redeemed (1,410,216) (37,208) (2,258,767) (66,693)
Net Increase (Decrease)—Institutional Shares 745,071 19,483 1,034,231 30,216
Institutional Plus Shares        
Issued 660,702 3,571 804,938 4,863
Issued in Lieu of Cash Distributions 79,542 419 164,477 965
Redeemed (750,413) (3,987) (1,830,034) (11,020)
Net Increase (Decrease)—        
Institutional Plus Shares (10,169) 3 (860,619) (5,192)

 

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

50


 

Mid-Cap Growth Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics    
 
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VMGIX VOT VMGMX
Expense Ratio1 0.19% 0.07% 0.07%
30-Day SEC Yield 0.70% 0.82% 0.82%

 

Portfolio Characteristics    
    CRSP US DJ
    Mid Cap U.S. Total
    Growth Market
  Fund Index FA Index
Number of Stocks 155 153 3,800
Median Market Cap $13.9B $13.9B $59.8B
Price/Earnings Ratio 29.8x 29.8x 21.2x
Price/Book Ratio 4.0x 4.0x 2.9x
Return on Equity 14.7% 14.7% 16.3%
Earnings Growth Rate 13.1% 13.1% 10.0%
Dividend Yield 0.9% 0.9% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 18%
Short-Term Reserves 0.1%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Mid Cap U.S. Total 
    Growth Market 
  Fund Index FA Index 
Basic Materials 0.8% 0.7% 2.6%
Consumer Goods 7.7 7.7 9.7
Consumer Services 11.0 11.0 13.1
Financials 19.0 19.0 20.4
Health Care 14.1 14.1 13.1
Industrials 23.7 23.8 12.9
Oil & Gas 4.8 4.8 5.5
Technology 17.5 17.5 17.5
Telecommunications 1.4 1.4 2.0
Utilities 0.0 0.0 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Mid Cap Market
  Growth Index FA Index
R-Squared 1.00 0.90
Beta 1.00 1.05
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Fiserv Inc. Financial  
  Administration 1.6%
Edwards Lifesciences    
Corp. Medical Supplies 1.5
Roper Technologies Inc. Electrical Equipment 1.5
CR Bard Inc. Medical Supplies 1.4
Lam Research Corp. Semiconductors 1.4
Amphenol Corp. Electrical  
  Components &  
  Equipment 1.4
Incyte Corp. Biotechnology 1.4
Autodesk Inc. Software 1.3
Moody's Corp. Specialty Finance 1.2
Cerner Corp. Software 1.2
Top Ten   13.9%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

Investment Focus


1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.19% for Investor Shares, 0.07% for ETF Shares, and 0.07% for
Admiral Shares.

51


 

Mid-Cap Growth Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 8/24/2006 16.29% 13.58% 6.98%
ETF Shares 8/17/2006      
Market Price   16.45 13.73 7.12
Net Asset Value   16.43 13.73 7.12
Admiral Shares 9/27/2011 16.44 13.72 13.931
1 Return since inception.        

 

See Financial Highlights for dividend and capital gains information.

52


 

Mid-Cap Growth Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.7%)1    
Basic Materials (0.7%)    
* Axalta Coating Systems    
  Ltd. 1,327,531 42,534
  Arconic Inc. 1,341,557 30,386
      72,920
Consumer Goods (7.7%)    
* Electronic Arts Inc. 891,682 94,269
* Mohawk Industries Inc. 384,702 92,979
  Church & Dwight Co.    
  Inc. 1,518,053 78,756
  McCormick & Co. Inc. 689,669 67,250
* LKQ Corp. 1,783,886 58,779
  Snap-on Inc. 352,990 55,772
  Hormel Foods Corp. 1,610,875 54,947
* NVR Inc. 21,675 52,250
  Hanesbrands Inc. 2,218,142 51,372
* WABCO Holdings Inc. 313,170 39,932
* Lululemon Athletica Inc. 580,742 34,653
^ Polaris Industries Inc. 364,259 33,596
*,^ Under Armour Inc.    
  Class A 1,128,056 24,546
*,^ Under Armour Inc. 1,141,847 23,020
* Michael Kors Holdings    
  Ltd. 828 30
      762,151
Consumer Services (11.0%)    
  Expedia Inc. 757,134 112,775
* Ulta Beauty Inc. 359,519 103,304
  MGM Resorts    
  International 3,150,114 98,567
* Dollar Tree Inc. 1,368,445 95,682
* Chipotle Mexican Grill    
  Inc. Class A 174,578 72,642
*,^ CarMax Inc. 1,127,906 71,126
  Ross Stores Inc. 1,193,724 68,914
  Alaska Air Group Inc. 752,822 67,573
  Wyndham Worldwide    
  Corp. 635,532 63,814
* Norwegian Cruise Line    
  Holdings Ltd. 971,740 52,756
  Advance Auto Parts Inc. 427,198 49,807
  Tractor Supply Co. 783,221 42,458
  FactSet Research    
  Systems Inc. 240,226 39,921
  Scripps Networks    
  Interactive Inc. Class A 525,374 35,888
  Tiffany & Co. 360,388 33,830
  Domino’s Pizza Inc. 146,393 30,966
* TripAdvisor Inc. 665,252 25,413
* Hyatt Hotels Corp.    
  Class A 202,625 11,389
  Signet Jewelers Ltd. 104,205 6,590
      1,083,415
Financials (18.9%)    
  Moody’s Corp. 990,158 120,482
  Digital Realty Trust Inc. 972,997 109,900
  Essex Property Trust Inc. 399,468 102,771
  Equinix Inc. 237,265 101,825
  Equifax Inc. 732,059 100,599
* SBA Communications    
  Corp. Class A 738,742 99,656
  First Republic Bank 956,704 95,766
* IHS Markit Ltd. 2,106,139 92,754
  Realty Income Corp. 1,662,882 91,758
  AvalonBay    
  Communities Inc. 419,517 80,619
  Mid-America Apartment    
  Communities Inc. 691,713 72,893
  Alexandria Real Estate    
  Equities Inc. 554,674 66,822
  SL Green Realty Corp. 619,859 65,581
* E*TRADE Financial    
  Corp. 1,674,964 63,699
* CBRE Group Inc.    
  Class A 1,749,205 63,671
  Arthur J Gallagher & Co. 1,093,399 62,597
  Extra Space Storage Inc. 728,928 56,856
  MSCI Inc. Class A 550,982 56,746

 

53


 

Mid-Cap Growth Index Fund

      Market
      Value
    Shares ($000)
  Federal Realty    
  Investment Trust 439,980 55,609
  Regency Centers Corp. 880,552 55,158
  VEREIT Inc. 5,935,464 48,315
  SEI Investments Co. 870,172 46,798
  Brixmor Property Group    
  Inc. 1,855,819 33,182
  Affiliated Managers    
  Group Inc. 172,360 28,588
* Liberty Broadband Corp. 325,968 28,278
* SVB Financial Group 159,908 28,110
  Iron Mountain Inc. 763,621 26,238
  Invitation Homes Inc. 472,601 10,222
* Liberty Broadband Corp.    
  Class A 76,586 6,570
      1,872,063
Health Care (14.1%)    
* Edwards Lifesciences    
  Corp. 1,277,657 151,070
  CR Bard Inc. 441,003 139,405
* Incyte Corp. 1,059,966 133,460
* BioMarin    
  Pharmaceutical Inc. 1,062,575 96,503
  Dentsply Sirona Inc. 1,395,970 90,515
* IDEXX Laboratories Inc. 536,669 86,629
* Waters Corp. 462,997 85,117
* Centene Corp. 996,690 79,616
* Quintiles IMS Holdings    
  Inc. 870,993 77,954
  Cooper Cos. Inc. 298,036 71,356
  ResMed Inc. 863,689 67,255
* DaVita Inc. 948,158 61,403
* Varian Medical Systems    
  Inc. 559,878 57,774
* Alkermes plc 933,068 54,090
* Jazz Pharmaceuticals plc 347,410 54,022
* Align Technology Inc. 220,061 33,036
* Envision Healthcare Corp.  357,652 22,414
* TESARO Inc. 114,825 16,059
* Seattle Genetics Inc. 282,641 14,624
      1,392,302
Industrials (23.7%)    
* Fiserv Inc. 1,293,260 158,217
  Roper Technologies Inc. 621,335 143,858
  Amphenol Corp. Class A 1,860,826 137,366
  Waste Connections Inc. 1,605,441 103,423
  Vulcan Materials Co. 804,850 101,958
* Mettler-Toledo    
  International Inc. 157,298 92,576
  Martin Marietta    
  Materials Inc. 382,329 85,099
  AMETEK Inc. 1,401,385 84,882
  Global Payments Inc. 928,550 83,867
  Alliance Data Systems    
  Corp. 322,098 82,679
* FleetCor Technologies    
  Inc. 561,854 81,025
* Verisk Analytics Inc.    
  Class A 956,655 80,713
  Fastenal Co. 1,761,667 76,685
  TransDigm Group Inc. 285,184 76,677
  Masco Corp. 1,944,857 74,313
  Kansas City Southern 646,115 67,616
  Cintas Corp. 513,160 64,679
* Vantiv Inc. Class A 986,810 62,505
  Expeditors International    
  of Washington Inc. 1,097,340 61,978
  Fortune Brands Home &    
  Security Inc. 937,016 61,131
  CH Robinson Worldwide    
  Inc. 858,460 58,959
  Total System Services    
  Inc. 1,008,899 58,768
* Trimble Inc. 1,540,340 54,944
  Acuity Brands Inc. 268,605 54,602
  JB Hunt Transport    
  Services Inc. 536,091 48,988
^ Wabtec Corp. 526,168 48,144
* Sensata Technologies    
  Holding NV 1,041,579 44,496
* Stericycle Inc. 519,485 39,647
  Macquarie Infrastructure    
  Corp. 476,598 37,365
  Robert Half International    
  Inc. 735,361 35,246
* United Rentals Inc. 257,152 28,984
  WW Grainger Inc. 151,075 27,274
* First Data Corp. Class A 1,140,802 20,763
      2,339,427
Oil & Gas (4.8%)    
* Concho Resources Inc. 904,035 109,867
  Cabot Oil & Gas Corp. 2,835,270 71,109
  EQT Corp. 1,055,593 61,847
* Cheniere Energy Inc. 1,231,625 59,992
  Cimarex Energy Co. 579,298 54,460
  Range Resources Corp. 1,507,015 34,918
  Targa Resources Corp. 654,688 29,592
* Antero Resources Corp. 1,344,045 29,045
  Core Laboratories NV 134,482 13,619
* Energen Corp. 147,867 7,300
      471,749
Technology (17.4%)    
  Lam Research Corp. 982,213 138,914
* Autodesk Inc. 1,274,798 128,525
* Cerner Corp. 1,811,056 120,381
* ServiceNow Inc. 1,034,579 109,665
  Skyworks Solutions Inc. 1,123,589 107,808
* Red Hat Inc. 1,082,617 103,661
  Microchip Technology    
  Inc. 1,317,733 101,703

 

54


 

Mid-Cap Growth Index Fund

      Market
      Value
    Shares ($000)
* Workday Inc. Class A 798,419 77,447
* Palo Alto Networks Inc. 532,516 71,256
* Citrix Systems Inc. 874,452 69,589
* Gartner Inc. 523,259 64,628
* Twitter Inc. 3,560,909 63,633
* ANSYS Inc. 520,727 63,362
  CDK Global Inc. 884,365 54,884
* F5 Networks Inc. 394,102 50,075
* Akamai Technologies    
  Inc. 1,000,444 49,832
* Qorvo Inc. 774,125 49,018
*,^ VeriSign Inc. 525,448 48,846
  Xilinx Inc. 755,403 48,587
* Splunk Inc. 842,707 47,942
  KLA-Tencor Corp. 477,392 43,686
  Harris Corp. 371,019 40,471
  LogMeIn Inc. 320,350 33,476
* Arista Networks Inc. 142,459 21,339
* Premier Inc. Class A 315,292 11,350
* Micron Technology Inc. 2,820 84
      1,720,162
Telecommunications (1.4%)    
* Level 3 Communications    
  Inc. 1,760,765 104,413
* Zayo Group Holdings Inc. 972,288 30,044
      134,457
Total Common Stocks    
(Cost $8,171,985)   9,848,646
Temporary Cash Investments (0.8%)1  
Money Market Fund (0.8%)    
2,3 Vanguard Market    
  Liquidity Fund,    
  1.181% 768,231 76,838
    Face Market
    Amount Value
    ($000) ($000)
U. S. Government and Agency Obligations (0.0%)
4 United States Treasury Bill,    
  0.990%–0.994%, 9/21/17 1,600 1,597
4 United States Treasury Bill,    
  0.909%, 10/5/17 700 698
      2,295
Total Temporary Cash Investments  
(Cost $79,127)   79,133
Total Investments (100.5%)    
(Cost $8,251,112)   9,927,779
 
      Amount
      ($000)
Other Assets and Liabilities (-0.5%)  
Other Assets    
Investment in Vanguard   636
Receivables for Accrued Income 4,830
Receivables for Capital Shares Issued 11,345
Other Assets   10
Total Other Assets   16,821
Liabilities    
Payables for Investment Securities  
  Purchased   (15,949)
Collateral for Securities on Loan   (41,051)
Payables for Capital Shares Redeemed (3,112)
Payables to Vanguard   (3,217)
Other Liabilities   (2)
Total Liabilities   (63,331)
Net Assets (100%)   9,881,269

 

55


 

Mid-Cap Growth Index Fund

At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 8,703,687
Overdistributed Net Investment Income (1,536)
Accumulated Net Realized Losses (497,383)
Unrealized Appreciation (Depreciation)  
Investment Securities 1,676,667
Futures Contracts (166)
Net Assets 9,881,269
 
 
Investor Shares—Net Assets  
Applicable to 11,032,797 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 510,435
Net Asset Value Per Share—  
Investor Shares $46.27

 

  Amount
  ($000)
ETF Shares—Net Assets  
Applicable to 37,802,146 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 4,447,646
Net Asset Value Per Share—  
ETF Shares $117.66
 
 
Admiral Shares—Net Assets  
Applicable to 97,205,239 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 4,923,188
Net Asset Value Per Share—  
Admiral Shares $50.65

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $40,270,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 99.7% and 0.8%, respectively, of
net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
3 Includes $41,051,000 of collateral received for securities on loan.
4 Securities with a value of $1,197,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

56


 

Mid-Cap Growth Index Fund

Statement of Operations

  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 34,671
Interest1 188
Securities Lending—Net 348
Total Income 35,207
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,106
Management and Administrative—Investor Shares 321
Management and Administrative—ETF Shares 638
Management and Administrative—Admiral Shares 700
Marketing and Distribution—Investor Shares 49
Marketing and Distribution—ETF Shares 94
Marketing and Distribution—Admiral Shares 204
Custodian Fees 24
Shareholders’ Reports—Investor Shares 34
Shareholders’ Reports—ETF Shares 175
Shareholders’ Reports—Admiral Shares 89
Trustees’ Fees and Expenses 3
Total Expenses 3,437
Net Investment Income 31,770
Realized Net Gain (Loss)  
Investment Securities Sold1 137,315
Futures Contracts 1,340
Realized Net Gain (Loss) 138,655
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 802,807
Futures Contracts 87
Change in Unrealized Appreciation (Depreciation) 802,894
Net Increase (Decrease) in Net Assets Resulting from Operations 973,319
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $183,000 and $4,000, respectively.

 

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

57


 

Mid-Cap Growth Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 31,770 62,533
Realized Net Gain (Loss) 138,655 162,893
Change in Unrealized Appreciation (Depreciation) 802,894 259,154
Net Increase (Decrease) in Net Assets Resulting from Operations 973,319 484,580
Distributions    
Net Investment Income    
Investor Shares (1,391) (3,384)
ETF Shares (14,122) (28,444)
Admiral Shares (15,587) (30,635)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (31,100) (62,463)
Capital Share Transactions    
Investor Shares (2,065) (107,077)
ETF Shares 448,252 91,799
Admiral Shares 533,441 389,750
Net Increase (Decrease) from Capital Share Transactions 979,628 374,472
Total Increase (Decrease) 1,921,847 796,589
Net Assets    
Beginning of Period 7,959,422 7,162,833
End of Period1 9,881,269 7,959,422
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($1,536,000) and ($2,206,000).

 

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

58


 

Mid-Cap Growth Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $41.52 $39.22 $39.94 $35.46 $26.99 $23.43
Investment Operations            
Net Investment Income .130 .290 .268 .258 .169 .146
Net Realized and Unrealized Gain (Loss)            
on Investments 4.746 2.299 (.719) 4.476 8.470 3.559
Total from Investment Operations 4.876 2.589 (.451) 4.734 8.639 3.705
Distributions            
Dividends from Net Investment Income (.126) (.289) (.269) (.254) (.169) (.145)
Distributions from Realized Capital Gains
Total Distributions (.126) (.289) (.269) (.254) (.169) (.145)
Net Asset Value, End of Period $46.27 $41.52 $39.22 $39.94 $35.46 $26.99
 
Total Return1 11.75% 6.62% -1.13% 13.35% 32.02% 15.81%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $510 $460 $542 $562 $595 $483
Ratio of Total Expenses to            
Average Net Assets 0.19% 0.19% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 0.66% 0.74% 0.70% 0.79% 0.57% 0.58%
Portfolio Turnover Rate2 18% 21% 23% 17% 64% 38%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

59


 

Mid-Cap Growth Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $105.60 $99.75 $101.57 $90.20 $68.64 $59.61
Investment Operations            
Net Investment Income .397 .863 .805 .816 .556 .474
Net Realized and Unrealized Gain (Loss)            
on Investments 12.048 5.848 (1.815) 11.359 21.558 9.029
Total from Investment Operations 12.445 6.711 (1.010) 12.175 22.114 9.503
Distributions            
Dividends from Net Investment Income (.385) (.861) (.810) (.805) (.554) (.473)
Distributions from Realized Capital Gains
Total Distributions (.385) (.861) (.810) (.805) (.554) (.473)
Net Asset Value, End of Period $117.66 $105.60 $99.75 $101.57 $90.20 $68.64
 
Total Return 11.79% 6.75% -1.00% 13.49% 32.23% 15.94%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,448 $3,576 $3,302 $2,716 $1,896 $1,200
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 0.78% 0.86% 0.82% 0.93% 0.72% 0.72%
Portfolio Turnover Rate1 18% 21% 23% 17% 64% 38%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

60


 

Mid-Cap Growth Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $45.46 $42.94 $43.72 $38.83 $29.55 $25.66
Investment Operations            
Net Investment Income .171 .370 .349 .350 .239 .205
Net Realized and Unrealized Gain (Loss)            
on Investments 5.185 2.519 (.777) 4.886 9.279 3.889
Total from Investment Operations 5.356 2.889 (.428) 5.236 9.518 4.094
Distributions            
Dividends from Net Investment Income (.166) (.369) (.352) (.346) (.238) (.204)
Distributions from Realized Capital Gains
Total Distributions (.166) (.369) (.352) (.346) (.238) (.204)
Net Asset Value, End of Period $50.65 $45.46 $42.94 $43.72 $38.83 $29.55
 
Total Return1 11.79% 6.75% -0.98% 13.48% 32.22% 15.96%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,923 $3,923 $3,319 $2,264 $1,566 $913
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 0.78% 0.86% 0.82% 0.93% 0.72% 0.72%
Portfolio Turnover Rate2 18% 21% 23% 17% 64% 38%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

61


 

Mid-Cap Growth Index Fund

Notes to Financial Statements

Vanguard Mid-Cap Growth Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers three classes of shares: Investor Shares, ETF Shares, and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

62


 

Mid-Cap Growth Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

63


 

Mid-Cap Growth Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $636,000, representing 0.01% of the fund’s net assets and 0.25% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 9,848,646
Temporary Cash Investments 76,838 2,295
Futures Contracts—Assets1 10
Total 9,925,494 2,295
1 Represents variation margin on the last day of the reporting period.      

 

64


 

Mid-Cap Growth Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 133 16,099 (94)
E-mini S&P Mid-Cap 400 Index September 2017 57 9,953 (72)
        (166)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $152,397,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $483,894,000 to offset future net capital gains. Of this amount, $73,214,000 is subject to expiration on December 31, 2018. Capital losses of $410,680,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $8,251,112,000. Net unrealized appreciation of investment securities for tax purposes was $1,676,667,000, consisting of unrealized gains of $1,988,739,000 on securities that had risen in value since their purchase and $312,072,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $2,034,842,000 of investment securities and sold $1,062,086,000 of investment securities, other than temporary cash investments. Purchases and sales include $711,326,000 and $265,269,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

65


 

Mid-Cap Growth Index Fund

The fund purchased securities from the sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $177,993,000 and $278,630,000, respectively: these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 92,475 2,077 113,566 2,863
Issued in Lieu of Cash Distributions 1,342 30 3,280 81
Redeemed (95,882) (2,159) (223,923) (5,676)
Net Increase (Decrease)—Investor Shares (2,065) (52) (107,077) (2,732)
ETF Shares        
Issued 720,021 6,239 861,826 8,286
Issued in Lieu of Cash Distributions
Redeemed (271,769) (2,300) (770,027) (7,525)
Net Increase (Decrease)—ETF Shares 448,252 3,939 91,799 761
Admiral Shares        
Issued 919,862 18,830 1,261,332 29,101
Issued in Lieu of Cash Distributions 14,303 289 28,189 633
Redeemed (400,724) (8,224) (899,771) (20,724)
Net Increase (Decrease)—Admiral Shares 533,441 10,895 389,750 9,010

 

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

66


 

Mid-Cap Value Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics    
 
  Investor ETF Admiral
  Shares Shares Shares
Ticker Symbol VMVIX VOE VMVAX
Expense Ratio1 0.19% 0.07% 0.07%
30-Day SEC Yield 1.95% 2.07% 2.07%

 

Portfolio Characteristics    
    CRSP US DJ
    Mid Cap U.S. Total
    Value Market
  Fund Index FA Index
Number of Stocks 202 200 3,800
Median Market Cap $13.0B $13.0B $59.8B
Price/Earnings Ratio 18.8x 18.8x 21.2x
Price/Book Ratio 2.1x 2.1x 2.9x
Return on Equity 20.6% 20.6% 16.3%
Earnings Growth Rate 7.4% 7.4% 10.0%
Dividend Yield 2.1% 2.1% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 15%
Short-Term Reserves 0.1%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Mid Cap U.S. Total 
    Value Market
  Fund Index FA Index 
Basic Materials 7.0% 7.0% 2.6%
Consumer Goods 16.2 16.2 9.7
Consumer Services 11.5 11.5 13.1
Financials 26.1 26.1 20.4
Health Care 4.3 4.3 13.1
Industrials 10.7 10.7 12.9
Oil & Gas 3.8 3.8 5.5
Technology 9.8 9.8 17.5
Telecommunications 0.7 0.7 2.0
Utilities 9.9 9.9 3.2

 

Volatility Measures    
  CRSP US DJ
  Mid Cap U.S. Total
  Value Market
  Index FA Index
R-Squared 1.00 0.94
Beta 1.00 1.00
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Newell Brands Inc. Durable Household  
  Products 1.4%
Western Digital Corp. Computer Hardware 1.4
M&T Bank Corp. Banks 1.2
KeyCorp Banks 1.1
WEC Energy Group Inc. Multiutilities 1.0
Hartford Financial    
Services Group Inc. Full Line Insurance 1.0
Eversource Energy Conventional  
  Electricity 1.0
DTE Energy Co. Conventional  
  Electricity 1.0
Royal Caribbean Cruises    
Ltd. Recreational Services 1.0
Willis Towers Watson    
plc Insurance Brokers 1.0
Top Ten   11.1%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

Investment Focus

 

 

 

 

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For the six months ended June 30, 2017, the annualized expense ratios were 0.19% for Investor Shares, 0.07% for ETF Shares, and 0.07% for Admiral Shares.

67


 

Mid-Cap Value Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 8/24/2006 17.83% 15.52% 7.44%
ETF Shares 8/17/2006      
Market Price   17.98 15.68 7.58
Net Asset Value   17.97 15.67 7.59
Admiral Shares 9/27/2011 17.96 15.67 16.491
1 Return since inception.        

 

See Financial Highlights for dividend and capital gains information.

68


 

Mid-Cap Value Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.8%)1    
Basic Materials (7.0%)    
  Newmont Mining Corp. 4,265,876 138,172
* Freeport-McMoRan Inc. 10,417,107  125,109
  Celanese Corp. Class A 1,115,683 105,923
  Albemarle Corp. 886,058 93,515
  Eastman Chemical Co. 1,050,065 88,195
  International Flavors &    
  Fragrances Inc. 631,807 85,294
  FMC Corp. 1,072,062 78,314
  Mosaic Co. 2,807,627 64,098
  Avery Dennison Corp. 708,524 62,612
  CF Industries Holdings    
  Inc. 1,864,396 52,128
  Reliance Steel &    
  Aluminum Co. 553,846 40,326
  Arconic Inc. 1,761,467 39,897
  WR Grace & Co. 546,279 39,338
* Alcoa Corp. 737,826 24,090
  Westlake Chemical Corp. 309,461 20,489
      1,057,500
Consumer Goods (16.2%)    
  Newell Brands Inc. 3,864,856 207,234
  Clorox Co. 1,030,400 137,290
  Dr Pepper Snapple    
  Group Inc. 1,470,536 133,981
  Conagra Brands Inc. 3,403,960 121,726
  Molson Coors Brewing    
  Co. Class B 1,402,199 121,066
  Whirlpool Corp. 591,782 113,397
  Coach Inc. 2,249,457 106,489
  JM Smucker Co. 884,932 104,714
  Genuine Parts Co. 1,120,661 103,953
  Hasbro Inc. 900,107 100,371
  DR Horton Inc. 2,854,553 98,682
  Delphi Automotive plc 1,071,498 93,917
  Lennar Corp. Class A 1,624,773 86,633
  Bunge Ltd. 1,123,168 83,788
  Lear Corp. 551,050 78,293
  Harley-Davidson Inc. 1,400,320 75,645
  Tyson Foods Inc.    
  Class A 1,152,749 72,197
  BorgWarner Inc. 1,697,641 71,912
  PVH Corp. 624,168 71,467
  Leucadia National Corp. 2,591,294 67,788
  Coty Inc. Class A 3,588,859 67,327
  Mattel Inc. 2,739,416 58,980
  PulteGroup Inc. 2,270,551 55,697
  Lamb Weston Holdings    
  Inc. 1,167,961 51,437
* Michael Kors Holdings    
  Ltd. 1,233,720 44,722
  Goodyear Tire &    
  Rubber Co. 1,008,593 35,260
  Ingredion Inc. 286,963 34,209
  Ralph Lauren Corp.    
  Class A 441,533 32,585
*,^ Pilgrim’s Pride Corp. 397,430 8,712
  Lennar Corp. Class B 75,793 3,408
      2,442,880
Consumer Services (11.5%)    
  Royal Caribbean    
  Cruises Ltd. 1,376,509 150,356
  Best Buy Co. Inc. 2,090,782 119,865
  Nielsen Holdings plc 2,858,597 110,513
  Whole Foods Market    
  Inc. 2,556,842 107,669
  Darden Restaurants Inc. 994,789 89,969
  Wynn Resorts Ltd. 655,141 87,868
* United Continental    
  Holdings Inc. 1,069,311 80,466
  Aramark 1,953,084 80,037
* Liberty Interactive Corp.    
  QVC Group Class A 3,203,465 78,613
  Interpublic Group of    
  Cos. Inc. 3,161,220 77,766

 

69


 

Mid-Cap Value Index Fund

      Market
      Value
    Shares ($000)
  AmerisourceBergen    
  Corp. Class A 654,949 61,912
  Macy’s Inc. 2,440,564 56,719
* Liberty Media Corp-    
  Liberty SiriusXM 1,338,158 55,801
  Kohl’s Corp. 1,378,123 53,292
  Staples Inc. 5,222,549 52,591
  Foot Locker Inc. 1,049,293 51,709
  News Corp. Class A 3,737,902 51,209
  Viacom Inc. Class B 1,408,486 47,283
  Nordstrom Inc. 933,535 44,651
  Tiffany & Co. 473,252 44,424
* Discovery    
  Communications Inc. 1,702,695 42,925
  Gap Inc. 1,919,309 42,206
  Bed Bath & Beyond Inc. 1,104,629 33,581
* Discovery    
  Communications Inc.    
  Class A 1,232,241 31,829
* Liberty Media Corp-    
  Liberty SiriusXM 657,810 27,615
  H&R Block Inc. 829,794 25,649
* AutoNation Inc. 283,847 11,967
  Signet Jewelers Ltd. 137,132 8,672
  News Corp. Class B 268,790 3,803
^ Viacom Inc. Class A 39,880 1,517
      1,732,477
Financials (26.0%)    
  M&T Bank Corp. 1,107,933 179,430
  KeyCorp 8,769,440 164,339
  Hartford Financial    
  Services Group Inc. 2,939,070 154,507
  Willis Towers Watson    
  plc 1,027,481 149,457
  Principal Financial    
  Group Inc. 2,305,858 147,736
  Citizens Financial    
  Group Inc. 4,052,640 144,598
  Regions Financial Corp. 9,617,340 140,798
  Lincoln National Corp. 1,794,299 121,259
  Huntington Bancshares    
  Inc. 8,698,042 117,598
  Invesco Ltd. 3,255,191 114,550
  Host Hotels & Resorts    
  Inc. 5,918,186 108,125
  Comerica Inc. 1,415,662 103,683
* Markel Corp. 105,976 103,418
  Annaly Capital    
  Management Inc. 8,152,869 98,242
  FNF Group 2,069,555 92,778
* Arch Capital Group Ltd. 983,867 91,785
  XL Group Ltd. 2,091,712 91,617
  Cincinnati Financial Corp. 1,251,978  90,706
  Unum Group 1,825,891 85,141
  UDR Inc. 2,139,136 83,362
  Raymond James    
  Financial Inc. 1,037,032 83,191
  Duke Realty Corp. 2,844,801 79,512
  Ally Financial Inc. 3,674,250 76,792
  Western Union Co. 3,770,183 71,822
  Zions Bancorporation 1,621,397 71,196
* Alleghany Corp. 117,206 69,714
  Torchmark Corp. 889,288 68,031
  Reinsurance Group of    
  America Inc. Class A 515,247 66,153
  Nasdaq Inc. 924,937 66,124
  Macerich Co. 1,134,385 65,862
  Everest Re Group Ltd. 246,442 62,742
  AGNC Investment Corp. 2,844,920 60,568
  Camden Property Trust 700,923 59,936
  Kimco Realty Corp. 3,234,139 59,347
^ CIT Group Inc. 1,163,106 56,643
  Voya Financial Inc. 1,486,930 54,853
  WR Berkley Corp. 726,954 50,283
  New York Community    
  Bancorp Inc. 3,714,150 48,767
  People’s United    
  Financial Inc. 2,753,839 48,633
  Lazard Ltd. Class A 1,037,497 48,067
  Jones Lang LaSalle Inc. 361,985 45,248
  Axis Capital Holdings Ltd. 675,983 43,709
* Athene Holding Ltd.    
  Class A 829,370 41,145
  Affiliated Managers    
  Group Inc. 226,192 37,516
* Liberty Broadband Corp. 428,258 37,151
  Iron Mountain Inc. 1,004,665 34,520
  Assurant Inc. 219,485 22,758
* Liberty Broadband Corp.    
  Class A 100,273 8,603
      3,922,015
Health Care (4.3%)    
* Laboratory Corp. of    
  America Holdings 818,423 126,152
  Quest Diagnostics Inc. 1,094,635 121,679
* Henry Schein Inc. 634,656 116,155
* Hologic Inc. 2,240,068 101,654
  Universal Health    
  Services Inc. Class B 715,311 87,325
  Perrigo Co. plc 1,089,856 82,306
* Mallinckrodt plc 397,784 17,825
      653,096
Industrials (10.7%)    
  Rockwell Collins Inc. 1,299,208 136,521
  Ball Corp. 2,809,311 118,581
  WestRock Co. 2,008,869 113,823
  L3 Technologies Inc. 623,131 104,113
  Dover Corp. 1,245,491 99,913

 

70


 

Mid-Cap Value Index Fund

      Market
      Value
    Shares ($000)
  Textron Inc. 1,927,655 90,793
  Pentair plc 1,312,329 87,322
  Xylem Inc. 1,437,892 79,702
  Sealed Air Corp. 1,566,605 70,121
* Crown Holdings Inc. 1,088,538 64,942
  ManpowerGroup Inc. 536,456 59,895
  Owens Corning 894,978 59,892
* Arrow Electronics Inc. 710,497 55,717
  Jacobs Engineering    
  Group Inc. 962,824 52,368
  Fluor Corp. 1,117,567 51,162
  Hubbell Inc. Class B 440,068 49,803
  Xerox Corp. 1,727,845 49,641
  Flowserve Corp. 1,044,162 48,480
  Allison Transmission    
  Holdings Inc. 1,095,975 41,110
* United Rentals Inc. 338,514 38,154
  WW Grainger Inc. 198,902 35,908
  Huntington Ingalls    
  Industries Inc. 183,832 34,222
* First Data Corp. Class A 1,502,170 27,340
  Avnet Inc. 500,485 19,459
  FLIR Systems Inc. 546,592 18,945
      1,607,927
Oil & Gas (3.8%)    
  Tesoro Corp. 1,216,925 113,904
  National Oilwell Varco    
  Inc. 3,040,466 100,153
  Marathon Oil Corp. 6,800,012 80,580
  Devon Energy Corp. 1,997,217 63,851
  OGE Energy Corp. 1,597,030 55,561
  Noble Energy Inc. 1,750,551 49,541
  Helmerich & Payne Inc. 780,828 42,430
* Continental Resources    
  Inc. 751,583 24,299
  HollyFrontier Corp. 710,175 19,508
*,^ Weatherford    
  International plc 3,950,200 15,287
* Energen Corp. 194,594 9,607
      574,721
Other (0.0%)2    
* Safeway Inc CVR    
  (Casa Ley)    
  Exp. 01/30/2018 1,233
* Safeway Inc CVR (PDC)    
  Exp. 01/30/2019 1,233
     
Technology (9.7%)    
  Western Digital Corp. 2,329,949 206,434
  Symantec Corp. 4,865,724 137,457
  Motorola Solutions Inc. 1,307,777 113,437
* Dell Technologies Inc.    
  Class V 1,661,552 101,537
  Maxim Integrated    
  Products Inc. 2,260,453 101,494
  Seagate Technology plc 2,373,067 91,956
* Synopsys Inc. 1,202,282 87,682
  NetApp Inc. 2,167,606 86,813
  CA Inc. 2,506,814 86,410
  Juniper Networks Inc. 3,056,839 85,225
*,^ Advanced Micro    
  Devices Inc. 6,804,191 84,916
  Xilinx Inc. 992,211 63,819
  KLA-Tencor Corp. 626,887 57,366
  Harris Corp. 487,647 53,193
  Marvell Technology    
  Group Ltd. 3,008,407 49,699
  Garmin Ltd. 753,598 38,456
* Nuance    
  Communications Inc. 1,152,237 20,060
      1,465,954
Telecommunications (0.7%)    
  CenturyLink Inc. 4,390,774 104,852
 
Utilities (9.9%)    
  WEC Energy Group Inc. 2,524,478 154,952
  Eversource Energy 2,534,935 153,896
  DTE Energy Co. 1,434,937 151,802
  American Water Works    
  Co. Inc. 1,425,681 111,132
  Entergy Corp. 1,435,840 110,229
  Ameren Corp. 1,941,092 106,120
  CMS Energy Corp. 2,243,378 103,756
  CenterPoint Energy Inc. 3,275,325 89,678
  ONEOK Inc. 1,687,780 88,035
  Pinnacle West Capital    
  Corp. 892,532 76,008
  Alliant Energy Corp. 1,822,709 73,218
  SCANA Corp. 1,029,107 68,961
  NiSource Inc. 2,597,567 65,874
  AES Corp. 5,279,646 58,657
  FirstEnergy Corp. 1,774,644 51,749
  Avangrid Inc. 495,176 21,862
      1,485,929
Total Common Stocks    
(Cost $12,690,046)   15,047,351
Temporary Cash Investments (0.3%)1  
Money Market Fund (0.3%)    
3,4 Vanguard Market    
  Liquidity Fund,    
  1.181% 374,371 37,445

 

71


 

Mid-Cap Value Index Fund

  Face Market
  Amount Value
  ($000) ($000)
U. S. Government and Agency Obligations (0.0%)
United States Treasury Bill,    
0.982%, 9/7/17 1,000 998
United States Treasury Bill,    
0.982%, 9/14/17 500 499
5 United States Treasury Bill,    
0.990%–0.994%, 9/21/17 1,300 1,297
    2,794
Total Temporary Cash Investments  
(Cost $40,236)   40,239
Total Investments (100.1%)    
(Cost $12,730,282)   15,087,590
 
    Amount
    ($000)
Other Assets and Liabilities (-0.1%)  
Other Assets    
Investment in Vanguard   992
Receivables for Investment Securities Sold 34,777
Receivables for Accrued Income 25,389
Receivables for Capital Shares Issued 9,738
Other Assets   19
Total Other Assets   70,915
Liabilities    
Payables for Investment Securities  
Purchased   (14,883)
Collateral for Securities on Loan   (37,422)
Payables for Capital Shares Redeemed (9,884)
Payables to Vanguard   (3,765)
Other Liabilities   (18,857)
Total Liabilities   (84,811)
Net Assets (100%)   15,073,694
At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 13,281,053
Undistributed Net Investment Income 3,902
Accumulated Net Realized Losses (568,409)
Unrealized Appreciation (Depreciation)  
Investment Securities 2,357,308
Futures Contracts (160)
Net Assets 15,073,694
 
 
Investor Shares—Net Assets  
Applicable to 17,280,191 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 700,115
Net Asset Value Per Share—  
Investor Shares $40.52
 
 
ETF Shares—Net Assets  
Applicable to 71,269,144 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 7,334,281
Net Asset Value Per Share—  
ETF Shares $102.91
 
 
Admiral Shares—Net Assets  
Applicable to 132,050,962 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 7,039,298
Net Asset Value Per Share—  
Admiral Shares $53.31

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $36,062,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.1%, respectively, of
net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $37,422,000 of collateral received for securities on loan.
5 Securities with a value of $1,297,000 have been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.
See accompanying Notes, which are an integral part of the Financial Statements.

72


 

Mid-Cap Value Index Fund

Statement of Operations

  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 143,886
Interest1 156
Securities Lending—Net 68
Total Income 144,110
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,291
Management and Administrative—Investor Shares 498
Management and Administrative—ETF Shares 1,359
Management and Administrative—Admiral Shares 1,397
Marketing and Distribution—Investor Shares 77
Marketing and Distribution—ETF Shares 213
Marketing and Distribution—Admiral Shares 303
Custodian Fees 59
Shareholders’ Reports—Investor Shares 33
Shareholders’ Reports—ETF Shares 353
Shareholders’ Reports—Admiral Shares 98
Trustees’ Fees and Expenses 5
Total Expenses 5,686
Net Investment Income 138,424
Realized Net Gain (Loss)  
Investment Securities Sold 143,395
Futures Contracts 1,745
Realized Net Gain (Loss) 145,140
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 654,235
Futures Contracts 89
Change in Unrealized Appreciation (Depreciation) 654,324
Net Increase (Decrease) in Net Assets Resulting from Operations 937,888
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $145,000 and $6,000, respectively.

 

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

73


 

Mid-Cap Value Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Operations    
Net Investment Income 138,424 223,403
Realized Net Gain (Loss) 145,140 347,074
Change in Unrealized Appreciation (Depreciation) 654,324 992,104
Net Increase (Decrease) in Net Assets Resulting from Operations 937,888 1,562,581
Distributions    
Net Investment Income    
Investor Shares (5,894) (11,952)
ETF Shares (65,796) (112,242)
Admiral Shares (61,350) (103,729)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Total Distributions (133,040) (227,923)
Capital Share Transactions    
Investor Shares (5,619) 3,843
ETF Shares 554,917 1,395,028
Admiral Shares 721,702 1,441,539
Net Increase (Decrease) from Capital Share Transactions 1,271,000 2,840,410
Total Increase (Decrease) 2,075,848 4,175,068
Net Assets    
Beginning of Period 12,997,846 8,822,778
End of Period1 15,073,694 12,997,846
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $3,902,000 and ($1,482,000).

 

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

74


 

Mid-Cap Value Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $38.24 $33.86 $35.19 $31.38 $23.16 $20.34
Investment Operations            
Net Investment Income . 352 . 675 . 658 . 539 . 441 . 423
Net Realized and Unrealized Gain (Loss)            
on Investments 2.265 4.396 (1.341) 3.804 8.218 2.813
Total from Investment Operations 2.617 5.071 (.683) 4.343 8.659 3.236
Distributions            
Dividends from Net Investment Income (. 337) (. 691) (. 647) (. 533) (. 439) (. 416)
Distributions from Realized Capital Gains
Total Distributions (. 337) (. 691) (. 647) (. 533) (. 439) (. 416)
Net Asset Value, End of Period $40.52 $38.24 $33.86 $35.19 $31.38 $23.16
 
Total Return1 6.86% 15.11% -1.91% 13.84% 37.42% 15.91%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $700 $666 $588 $628 $640 $487
Ratio of Total Expenses to            
Average Net Assets 0.19% 0.19% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.90% 2.02% 2.01% 1.86% 1.80% 2.21%
Portfolio Turnover Rate2 15% 20% 20% 14% 46% 33%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

75


 

Mid-Cap Value Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $97.12 $85.99 $89.39 $79.73 $58.82 $51.67
Investment Operations            
Net Investment Income .953 1.822 1.785 1.504 1.232 1.156
Net Realized and Unrealized Gain (Loss)            
on Investments 5.752 11.170 (3.427) 9.647 20.901 7.130
Total from Investment Operations 6.705 12.992 (1.642) 11.151 22.133 8.286
Distributions            
Dividends from Net Investment Income (.915) (1.862) (1.758) (1.491) (1.223) (1.136)
Distributions from Realized Capital Gains
Total Distributions (.915) (1.862) (1.758) (1.491) (1.223) (1.136)
Net Asset Value, End of Period $102.91 $97.12 $85.99 $89.39 $79.73 $58.82
 
Total Return 6.92% 15.26% -1.80% 13.98% 37.65% 16.04%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $7,334 $6,383 $4,351 $3,407 $2,256 $1,147
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.02% 2.14% 2.13% 2.00% 1.95% 2.35%
Portfolio Turnover Rate1 15% 20% 20% 14% 46% 33%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

76


 

Mid-Cap Value Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $50.31 $44.54 $46.30 $41.30 $30.47 $26.77
Investment Operations            
Net Investment Income . 494 . 942 . 924 .780 . 638 . 598
Net Realized and Unrealized Gain (Loss)            
on Investments 2.980 5.791 (1.775) 4.994 10.826 3.692
Total from Investment Operations 3.474 6.733 (.851) 5.774 11.464 4.290
Distributions            
Dividends from Net Investment Income (. 474) (. 963) (. 909) (.774) (. 634) (. 590)
Distributions from Realized Capital Gains
Total Distributions (. 474) (. 963) (. 909) (.774) (. 634) (. 590)
Net Asset Value, End of Period $53.31 $50.31 $44.54 $46.30 $41.30 $30.47
 
Total Return1 6.92% 15.26% -1.80% 13.98% 37.66% 16.02%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $7,039 $5,949 $3,884 $2,896 $1,753 $724
Ratio of Total Expenses to            
Average Net Assets 0.07% 0.07% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.02% 2.14% 2.13% 2.00% 1.95% 2.35%
Portfolio Turnover Rate2 15% 20% 20% 14% 46% 33%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

77


 

Mid-Cap Value Index Fund

Notes to Financial Statements

Vanguard Mid-Cap Value Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers three classes of shares: Investor Shares, ETF Shares, and Admiral Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

78


 

Mid-Cap Value Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

79


 

Mid-Cap Value Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $992,000, representing 0.01% of the fund’s net assets and 0.40% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 15,047,351
Temporary Cash Investments 37,445 2,794
Futures Contracts—Assets1 16
Total 15,084,812 2,794
1 Represents variation margin on the last day of the reporting period.      

 

80


 

Mid-Cap Value Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related
unrealized appreciation (depreciation) were:

        ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 17 2,058 (15)
E-mini S&P Mid-Cap 400 Index September 2017 123 21,477 (145)
        (160)

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $216,368,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $497,430,000 to offset future net capital gains. Of this amount, $4,037,000 is subject to expiration on December 31, 2018. Capital losses of $493,393,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $12,730,282,000. Net unrealized appreciation of investment securities for tax purposes was $2,357,308,000, consisting of unrealized gains of $2,755,233,000 on securities that had risen in value since their purchase and $397,925,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $2,952,320,000 of investment securities and sold $1,667,603,000 of investment securities, other than temporary cash investments. Purchases and sales include $1,108,245,000 and $574,208,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

81


 

Mid-Cap Value Index Fund

The fund purchased securities from the sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $244,558,000 and $467,684,000, respectively: these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 152,221 3,826 264,163 7,498
Issued in Lieu of Cash Distributions 5,651 141 11,559 319
Redeemed (163,491) (4,098) (271,879) (7,784)
Net Increase (Decrease)—Investor Shares (5,619) (131) 3,843 33
ETF Shares        
Issued 1,134,342 11,172 2,771,953 30,304
Issued in Lieu of Cash Distributions
Redeemed (579,425) (5,625) (1,376,925) (15,175)
Net Increase (Decrease)—ETF Shares 554,917 5,547 1,395,028 15,129
Admiral Shares        
Issued 1,483,754 28,284 2,478,125 53,386
Issued in Lieu of Cash Distributions 55,046 1,044 92,986 1,947
Redeemed (817,098) (15,537) (1,129,572) (24,259)
Net Increase (Decrease)—Admiral Shares 721,702 13,791 1,441,539 31,074

 

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

82


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

83


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Actual Fund Return      
Extended Market Index Fund      
Investor Shares $1,000.00 $1,072.74 $1.08
ETF Shares 1,000.00 1,073.53 0.41
Admiral Shares 1,000.00 1,073.51 0.41
Institutional Shares 1,000.00 1,073.63 0.31
Institutional Plus Shares 1,000.00 1,073.59 0.26
Institutional Select Shares 1,000.00 1,073.87 0.10
Mid-Cap Index Fund      
Investor Shares $1,000.00 $1,090.64 $0.93
ETF Shares 1,000.00 1,091.32 0.31
Admiral Shares 1,000.00 1,091.34 0.31
Institutional Shares 1,000.00 1,091.45 0.26
Institutional Plus Shares 1,000.00 1,091.52 0.21
Mid-Cap Growth Index Fund      
Investor Shares $1,000.00 $1,117.50 $1.00
ETF Shares 1,000.00 1,117.90 0.37
Admiral Shares 1,000.00 1,117.90 0.37
Mid-Cap Value Index Fund      
Investor Shares $1,000.00 $1,068.60 $0.97
ETF Shares 1,000.00 1,069.20 0.36
Admiral Shares 1,000.00 1,069.20 0.36

 

84


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Hypothetical 5% Yearly Return      
Extended Market Index Fund      
Investor Shares $1,000.00 $1,023.75 $1.05
ETF Shares 1,000.00 1,024.40 0.40
Admiral Shares 1,000.00 1,024.40 0.40
Institutional Shares 1,000.00 1,024.50 0.30
Institutional Plus Shares 1,000.00 1,024.55 0.25
Institutional Select Shares 1,000.00 1,024.70 0.10
Mid-Cap Index Fund      
Investor Shares $1,000.00 $1,023.90 $0.90
ETF Shares 1,000.00 1,024.50 0.30
Admiral Shares 1,000.00 1,024.50 0.30
Institutional Shares 1,000.00 1,024.55 0.25
Institutional Plus Shares 1,000.00 1,024.60 0.20
Mid-Cap Growth Index Fund      
Investor Shares $1,000.00 $1,023.85 $0.95
ETF Shares 1,000.00 1,024.45 0.35
Admiral Shares 1,000.00 1,024.45 0.35
Mid-Cap Value Index Fund      
Investor Shares $1,000.00 $1,023.85 $0.95
ETF Shares 1,000.00 1,024.45 0.35
Admiral Shares 1,000.00 1,024.45 0.35

 

The calculations are based on expenses incurred in the most recent six-month period. The funds’ annualized six-month expense ratios for
that period are: for the Extended Market Index Fund, 0.21% for Investor Shares, 0.08% for ETF Shares, 0.08% for Admiral Shares, 0.06%
for Institutional Shares, 0.05% for Institutional Plus Shares, and 0.02% for Institutional Select Shares; for the Mid-Cap Index Fund, 0.18%
for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, 0.05% for Institutional Shares, and 0.04% for Institutional Plus
Shares; for the Mid-Cap Growth Index Fund, 0.19% for Investor Shares, 0.07% for ETF Shares, and 0.07% for Admiral Shares; and for the
Mid-Cap Value Index Fund, 0.19% for Investor Shares, 0.07% for ETF Shares, and 0.07% for Admiral Shares. The dollar amounts shown as
“Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the
number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (181/365).

85


 

Trustees Approve Advisory Arrangements

The board of trustees of Vanguard Extended Market Index Fund, Vanguard Mid-Cap Index Fund, Vanguard Mid-Cap Growth Index Fund, and Vanguard Mid-Cap Value Index Fund has renewed each fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Equity Index Group. The board determined that continuing each fund’s internalized management structure was in the best interests of each fund and its shareholders.

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

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

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

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

Nature, extent, and quality of services

The board reviewed the quality of each fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

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

Investment performance

The board considered the short- and long-term performance of each fund, including any periods of outperformance or underperformance compared with its target index and peer group. The board concluded that the performance was such that each advisory arrangement should continue. Information about each fund’s most recent performance can be found on the Performance Summary pages of this report.

86


 

Cost

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

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the funds’ at-cost arrangements with Vanguard ensure that the funds will realize economies of scale as they grow, with the cost to shareholders declining as fund assets increase.

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

87


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

88


 

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

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

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

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

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

Benchmark Information

Spliced Mid-Cap Growth Index: MSCI US Mid Cap Growth Index through April 16, 2013; CRSP
US Mid Cap Growth Index thereafter.

Spliced Mid-Cap Index: S&P MidCap 400 Index through May 16, 2003; MSCI US Mid Cap 450
Index through January 30, 2013; CRSP US Mid Cap Index thereafter.

Spliced Mid-Cap Value Index: MSCI US Mid Cap Value Index through April 16, 2013; CRSP US
Mid Cap Value Index thereafter.

89


 

This page intentionally left blank.


 

This page intentionally left blank.


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 197 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1

F. William McNabb III

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

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services); Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

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

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

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

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina


 

Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

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

Scott C. Malpass

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

André F. Perold

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

Peter F. Volanakis

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

Executive Officers

Glenn Booraem

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

Thomas J. Higgins

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

Peter Mahoney

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

Anne E. Robinson

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

Michael Rollings

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

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

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

  P.O. Box 2600
  Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447 The index is a product of S&P Dow Jones Indices LLC
Direct Investor Account Services > 800-662-2739 (“SPDJI”), and has been licensed for use by
  Vanguard.  Standard & Poor’s® and S&P® are
Institutional Investor Services > 800-523-1036 registered trademarks of Standard & Poor’s Financial
Text Telephone for People Services LLC (“S&P”); Dow Jones® is a registered
Who Are Deaf or Hard of Hearing> 800-749-7273 trademark of Dow Jones Trademark Holdings LLC
  (“Dow Jones”); S&P® and S&P 500® are trademarks
This material may be used in conjunction of S&P; and these trademarks have been licensed for
with the offering of shares of any Vanguard use by SPDJI and sublicensed for certain purposes by
fund only if preceded or accompanied by Vanguard.  Vanguard product(s) are not sponsored,
  endorsed, sold or promoted by SPDJI, Dow Jones,
the fund’s current prospectus. S&P, or their respective affiliates and none of such
All comparative mutual fund data are from Lipper, a parties make any representation regarding the
Thomson Reuters Company, or Morningstar, Inc., unless advisability of investing in such product(s) nor do they
otherwise noted. have any liability for any errors, omissions, or
  interruptions of the index.
You can obtain a free copy of Vanguard’s proxy voting  
guidelines by visiting vanguard.com/proxyreporting or by  
calling Vanguard at 800-662-2739. The guidelines are  
also available from the SEC’s website, sec.gov. In  
addition, you may obtain a free report on how your fund  
voted the proxies for securities it owned during the 12  
months ended June 30. To get the report, visit either  
vanguard.com/proxyreporting or sec.gov.  
 
You can review and copy information about your fund at  
the SEC’s Public Reference Room in Washington, D.C. To  
find out more about this public service, call the SEC at  
202-551-8090. Information about your fund is also  
available on the SEC’s website, and you can receive  
copies of this information, for a fee, by sending a  
request in either of two ways: via email addressed to  
publicinfo@sec.gov or via regular mail addressed to the  
Public Reference Section, Securities and Exchange  
Commission, Washington, DC 20549-1520.  
  © 2017 The Vanguard Group, Inc.
  All rights reserved.
  Vanguard Marketing Corporation, Distributor.
 
  Q982 082017

 



Semiannual Report | June 30, 2017

Vanguard U.S. Stock Index Funds
Large-Capitalization Portfolios

Vanguard Growth Index Fund

Vanguard Value Index Fund

Vanguard Large-Cap Index Fund


 

A new format, unwavering commitment

As you begin reading this report, you’ll notice that we’ve made some improvements to the opening sections—based on feedback from you, our clients.

Page 1 starts with a new ”Your Fund’s Performance at a Glance,” a concise, handy summary of how your fund performed during the period.

In the renamed ”Chairman’s Perspective,” Bill McNabb will focus on enduring principles and investment insights.

We’ve modified some tables, and eliminated some redundancy, but we haven’t removed any information.

At Vanguard, we’re always looking for better ways to communicate and to help you make sound investment decisions. Thank you for entrusting your assets to us.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Growth Index Fund. 7
Value Index Fund. 27
Large-Cap Index Fund. 47
About Your Fund’s Expenses. 70
Trustees Approve Advisory Arrangements. 73
Glossary. 75

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises
or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this
report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: No matter what language you speak, Vanguard has one consistent message and set of
principles. Our primary focus is on you, our clients. We conduct our business with integrity as a faithful steward
of your assets. This message is shown translated into seven languages, reflecting our expanding global
presence.


 

Your Fund’s Performance at a Glance

• Returns for the six months ended June 30, 2017, ranged from about 5% for Vanguard Value Index Fund to nearly 15% for Vanguard Growth Index Fund. Vanguard Large-Cap Index Fund, which contains both growth and value stocks, returned more than 9%.

• All three funds closely tracked their target indexes. The Large-Cap Index Fund surpassed the average return of its peers, while the Growth Index and Value Index Funds trailed their peer-group averages.

• Large-capitalization stocks outperformed their mid- and small-cap counterparts, and growth stocks outpaced value.

• Technology stocks were the top contributors for the Large-Cap Index and Growth Index Funds. Health care stocks added the most to the Value Index Fund. Oil & gas and telecommunications were the worst-performing sectors for all three funds.

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Growth Index Fund  
Investor Shares 14.67%
ETF Shares  
Market Price 14.71
Net Asset Value 14.76
Admiral™ Shares 14.75
Institutional Shares 14.75
CRSP US Large Cap Growth Index 14.79
Large-Cap Growth Funds Average 15.22
Large-Cap Growth Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Vanguard Value Index Fund  
Investor Shares 5.07%
ETF Shares  
Market Price 5.13
Net Asset Value 5.15
Admiral Shares 5.14
Institutional Shares 5.14
CRSP US Large Cap Value Index 5.17
Large-Cap Value Funds Average 5.62
Large-Cap Value Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

1


 

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Large-Cap Index Fund  
Investor Shares 9.49%
ETF Shares  
Market Price 9.49
Net Asset Value 9.55
Admiral Shares 9.56
Institutional Shares 9.56
CRSP US Large Cap Index 9.58
Large-Cap Core Funds Average 8.64
Large-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.  

 

Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Shares
are available to certain institutional investors who meet specific administrative, service, and account-size criteria. The Vanguard ETF®
Shares shown are traded on the NYSE Arca exchange and are available only through brokers. The table provides ETF returns based on
both the NYSE Arca market price and the net asset value for a share. U.S. Pat. Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573;
8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the
Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market
price was above or below the NAV.

 

Expense Ratios          
Your Fund Compared With Its Peer Group        
  Investor ETF Admiral Institutional Peer Group
  Shares Shares Shares Shares Average
Growth Index Fund 0.18% 0.06% 0.06% 0.05% 1.14%
Value Index Fund 0.18 0.06 0.06 0.05 1.09
Large-Cap Index Fund 0.18 0.06 0.06 0.05 1.07

 

The fund expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the funds’ annualized expense ratios were: for the Growth Index Fund, 0.18% for Investor Shares,
0.06% for ETF Shares, 0.06% for Admiral Shares, and 0.05% for Institutional Shares; for the Value Index Fund, 0.18% for Investor Shares,
0.06% for ETF Shares, 0.06% for Admiral Shares, and 0.05% for Institutional Shares; and for the Large-Cap Index Fund, 0.18% for Investor
Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, and 0.05% for Institutional Shares. The peer-group expense ratios are derived
from data provided by Lipper, a Thomson Reuters Company, and capture information through year-end 2016.

Peer groups: For the Growth Index Fund, Large-Cap Growth Funds; for the Value Index Fund, Large-Cap Value Funds; and for the Large-Cap
Index Fund, Large-Cap Core Funds.

2


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

More than a decade ago, the eminent investor and commentator Howard Marks published a memo to his clients titled simply “Risk.” In it, Howard distilled the relationship between investors and risk. “When you boil it all down, it’s the investor’s job to intelligently bear risk for profit,” he wrote.

It’s not surprising, then, that everyone from portfolio managers to behavioral economists avidly studies how investors’ reactions to risk influence not only individual investment decisions but also the broader financial markets. I’m a big fan of some of the behavioral finance work being done, which includes studies by our own investment strategists and analysts.

A lens on investor behavior

For example, Vanguard’s Investment Strategy Group introduced a “risk speedometers” report in January to look at how investors are reacting to market developments. This lens on real-world behavior measures the risk investors are taking in a given period by calculating the difference between net cash flows into higher-risk assets, such as stocks, and net cash flows into lower-risk assets, such as Treasuries. The measures are then compared with long-term averages.

In the spring, the risk speedometer spiked. The spike was fueled by investors’ decisions to direct more of their equity

3


 

dollars to international investments in developed and emerging markets, and their bond dollars to riskier credit categories.

A spiking speedometer seems a fitting analogy for what can happen. I consider myself a responsible driver. Still, when the highway is clear and the weather is nice, I might glance down at the speedometer and find that my right foot has gotten a little heavy.

The same phenomenon is possible with our investment portfolios. Just as our attention can drift from our speed—and the risk level on the road—we can neglect the risk level of our portfolio’s asset allocation. Experience teaches that investors are especially prone to lose sight of risk when markets have been buoyant.

How I manage risk in my own portfolio

Rebalancing—periodically adjusting your asset allocation so it stays in line with your goals and risk tolerance—is one of the best ways I know of to help manage risk. Without rebalancing, your portfolio may end up potentially riskier than you intended and no longer aligned with your goals.

I have a ritual I perform every June and again each December, between Christmas and New Year’s, as I prepare for a series of annual meetings with the Vanguard crew. I’ll set aside some time, review my

Market Barometer      
      Total Returns
    Periods Ended June 30, 2017
      Five Years
  Six Months One Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 9.27% 18.03% 14.67%
Russell 2000 Index (Small-caps) 4.99 24.60 13.70
Russell 3000 Index (Broad U.S. market) 8.93 18.51 14.58
FTSE All-World ex US Index (International) 13.95 20.53 7.68
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 2.27% -0.31% 2.21%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 3.57 -0.49 3.26
Citigroup Three-Month U.S. Treasury Bill Index 0.30 0.46 0.13
 
CPI      
Consumer Price Index 1.46% 1.63% 1.31%

 

4


 

investment portfolio, and, if necessary, rebalance back to my target asset allocation.

My own portfolio is a mix of equity and fixed income funds, and I invest in both actively managed funds and index funds. Most years, I’ll make a minor adjustment to get back to the appropriate asset allocation for my own longer-term goals and risk tolerance. It’s not all that complicated, although my portfolio is a little more complex than some because I own more funds than we’d typically suggest. As chairman of Vanguard’s funds, I feel I should own a significant number of them.

Consider your options

You should consider rebalancing if your target allocation is off by 5 percentage points or more. Admittedly, this is often easier said than done. When an investment has performed exceptionally well, people have a hard time trimming it. They can be led astray by that old (and none-too-helpful) investing saw: Let your winners run.

Fortunately, in recent years we’ve seen all sorts of investors take steps to rebalance. Many of the endowments, foundations, and traditional pension plans that Vanguard serves have good processes built into their investment guidelines to make sure rebalancing takes place on a regular basis. And among investors in defined contribution retirement plans, more and more are using target-date funds, where rebalancing happens automatically.

If you choose to rebalance on your own, use your target asset allocation as your guidepost. Don’t be afraid to buy into bad news. In a sense, don’t worry about the noise of the marketplace. If you work with an advisor, make sure he or she understands the importance you place on your rebalancing ritual.

And remember, the goal of rebalancing is to manage risk, not to avoid it altogether. Risk is inherent in investing—we just want to bear that risk intelligently.

In that insightful memo on risk, Howard Marks included a saying often attributed to Will Rogers: “You’ve got to go out on a limb sometimes because that’s where the fruit is.”

Tim Buckley chosen as Vanguard’s next CEO

In closing, I’ll note senior leadership changes that we announced in July. Our board of directors has elected Vanguard Chief Investment Officer Tim Buckley as president and director of Vanguard. Under the planned transition, Tim will succeed me as Vanguard’s chief executive officer on January 1, 2018.

I’m delighted with our board’s selection of Tim. We first met in 1991 when Tim was interviewing for a job at Vanguard. In the decades since, we’ve worked closely together, and he’s always impressed me as a man of tremendous character and an outstanding leader with a passion for serving our clients. During the transition

5


 

period, I will work closely with Tim in managing the firm and overseeing its operations.

Replacing Tim as chief investment officer is Greg Davis, who had been global head of Vanguard Fixed Income Group. And succeeding Greg as our fixed income leader is John Hollyer, who most recently served as our global head of investment risk management. I know Greg and John will both do a superb job in their new roles.

As with past successions, I will remain as chairman for a period of time determined by the board. On a personal note, it has been an honor and a privilege to lead Vanguard. Having spent more than half my life at Vanguard, I have come to know many fabulous crew members who are incredibly dedicated to Vanguard’s mission. Please be assured that Tim and the rest of the team will serve you and our other clients extremely well as Vanguard prepares for its next chapter.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
July 14, 2017

Vanguard fund shareholders encouraged to vote in proxy campaign
 
This summer you will be asked to vote on the election of trustees for all U.S.-domiciled
Vanguard funds. Shareholders will also be asked to vote on several fund policy proposals
that we believe are in the best interests of all shareholders.
 
Vanguard filed a preliminary proxy statement on July 13, 2017, with the U.S. Securities and
Exchange Commission (SEC). Following the SEC’s review, we expect to provide the proxy
materials to Vanguard fund shareholders beginning in late August 2017. That’s when you
can begin to vote online, by phone, or by mail.
 
A shareholder meeting is scheduled to be held in Scottsdale, Arizona, on November 15,
2017, when voting will conclude. We encourage you to vote promptly. Please visit
vanguard.com for updates.

 

6


 

Growth Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VIGRX VUG VIGAX VIGIX
Expense Ratio1 0.18% 0.06% 0.06% 0.05%
30-Day SEC Yield 1.20% 1.32% 1.32% 1.33%

 

Portfolio Characteristics    
    CRSP US DJ
    Large Cap U.S. Total
    Growth Market
  Fund Index FA Index
Number of Stocks 321 312 3,800
Median Market Cap $84.4B $84.4B $59.8B
Price/Earnings Ratio 26.0x 26.0x 21.2x
Price/Book Ratio 4.9x 4.9x 2.9x
Return on Equity 25.9% 25.9% 16.3%
Earnings Growth Rate 12.3% 12.3% 10.0%
Dividend Yield 1.3% 1.3% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 8%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Large Cap U.S. Total 
    Growth Market
  Fund Index FA Index 
Basic Materials 1.0% 1.0% 2.6%
Consumer Goods 11.1 11.1 9.7
Consumer Services 20.9 20.9 13.1
Financials 12.7 12.7 20.4
Health Care 14.0 13.9 13.1
Industrials 11.5 11.5 12.9
Oil & Gas 3.2 3.2 5.5
Technology 25.2 25.3 17.5
Telecommunications 0.4 0.4 2.0
Utilities 0.0 0.0 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Large Cap Market
  Growth Index FA Index
R-Squared 1.00 0.91
Beta 1.00 1.03
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Apple Inc. Computer Hardware 6.7%
Alphabet Inc. Internet 5.4
Amazon.com Inc. Broadline Retailers 3.9
Facebook Inc. Internet 3.5
Comcast Corp. Broadcasting &  
  Entertainment 1.8
Home Depot Inc. Home Improvement  
  Retailers 1.8
Philip Morris    
International Inc. Tobacco 1.8
Visa Inc. Consumer Finance 1.7
Coca-Cola Co. Soft Drinks 1.7
Walt Disney Co. Broadcasting &  
  Entertainment 1.6
Top Ten   29.9%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for
Admiral Shares, and 0.05% for Institutional Shares.

7


 

Growth Index Fund

Investment Focus


8


 

Growth Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 11/2/1992 20.00% 14.70% 8.65%
ETF Shares 1/26/2004      
Market Price   20.19 14.87 8.81
Net Asset Value   20.15 14.86 8.80
Admiral Shares 11/13/2000 20.14 14.86 8.80
Institutional Shares 5/14/1998 20.14 14.87 8.82

 

See Financial Highlights for dividend and capital gains information.

9


 

Growth Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.8%)1    
Basic Materials (1.0%)    
  Praxair Inc. 1,816,571 240,787
  Ecolab Inc. 1,662,059 220,638
  International Flavors &    
  Fragrances Inc. 503,207 67,933
* Axalta Coating    
  Systems Ltd. 1,385,233 44,383
  Arconic Inc. 1,401,296 31,739
  WR Grace & Co. 434,561 31,293
      636,773
Consumer Goods (11.1%)    
  Philip Morris    
  International Inc. 9,885,173 1,161,013
  Coca-Cola Co. 24,473,792 1,097,650
  NIKE Inc. Class B 8,410,959 496,247
  Altria Group Inc. 6,147,054 457,771
  Colgate-Palmolive Co. 5,621,811 416,745
  Reynolds American Inc. 5,449,061 354,407
  Kraft Heinz Co. 3,875,669 331,912
  Monsanto Co. 2,792,362 330,504
*,^ Tesla Inc. 783,978 283,494
  Activision Blizzard Inc. 4,556,668 262,327
* Electronic Arts Inc. 1,863,300 196,988
  Constellation Brands    
  Inc. Class A 981,876 190,219
  Newell Brands Inc. 3,074,193 164,838
  Estee Lauder Cos. Inc.    
  Class A 1,424,803 136,753
* Monster Beverage Corp.  2,710,358 134,651
* Mohawk Industries Inc. 402,202 97,208
  Hershey Co. 872,123 93,640
  Church & Dwight Co.    
  Inc. 1,587,594 82,364
  McCormick & Co. Inc. 721,418 70,345
  Stanley Black &    
  Decker Inc. 486,549 68,472
* LKQ Corp. 1,861,964 61,352
  Snap-on Inc. 368,483 58,220
  Hormel Foods Corp.   1,681,350 57,351
  Brown-Forman Corp.      
  Class B   1,160,938 56,422
* NVR Inc.   22,646 54,591
  Clorox Co.   409,509 54,563
^ Hanesbrands Inc.   2,315,116 53,618
  Coty Inc. Class A   2,851,813 53,500
* WABCO Holdings Inc.   327,672 41,781
  DR Horton Inc.   1,134,269 39,212
* Lululemon Athletica Inc.   606,694 36,201
  Lennar Corp. Class A   676,655 36,079
^ Polaris Industries Inc.   380,629 35,105
*,^ Under Armour Inc.      
  Class A   1,178,624 25,647
*,^ Under Armour Inc.   1,197,945 24,151
  VF Corp.   758 44
  BorgWarner Inc.   594 25
* Michael Kors Holdings Ltd. 432 16
        7,115,426
Consumer Services (20.9%)    
* Amazon.com Inc. 2,585,809 2,503,063
  Comcast Corp. Class A 30,126,893 1,172,539
  Home Depot Inc.   7,609,301 1,167,267
  Walt Disney Co.   9,461,810 1,005,317
  McDonald’s Corp.   5,187,758 794,557
* Priceline Group Inc.   312,722 584,953
  Starbucks Corp.   8,755,765 510,549
  Walgreens Boots      
  Alliance Inc.   5,847,061 457,883
  Costco Wholesale Corp.   2,793,828 446,817
* Charter Communications      
  Inc. Class A   1,277,121 430,198
  Lowe’s Cos. Inc. 5,456,929 423,076
* Netflix Inc.   2,606,163 389,387
  TJX Cos. Inc.   3,897,319 281,269
  Time Warner Inc.   2,345,179 235,479
  Southwest Airlines Co. 3,462,350 215,150
  Marriott International      
  Inc. Class A   1,808,110 181,371
  Yum! Brands Inc.   2,215,906 163,445

 

10


 

Growth Index Fund

      Market
      Value
    Shares ($000)
  CBS Corp. Class B 2,272,203 144,921
  Ross Stores Inc. 2,494,815 144,026
* O’Reilly Automotive Inc. 579,223 126,699
  Dollar General Corp. 1,749,795 126,143
  Royal Caribbean    
  Cruises Ltd. 1,095,309 119,641
  Expedia Inc. 791,490 117,892
* Ulta Beauty Inc. 375,772 107,974
* AutoZone Inc. 180,862 103,175
  MGM Resorts    
  International 3,292,886 103,034
* Dollar Tree Inc. 1,430,899 100,048
  Twenty-First Century    
  Fox Inc. Class A 3,347,669 94,873
* DISH Network Corp.    
  Class A 1,376,320 86,378
  Las Vegas Sands Corp. 1,261,695 80,610
  Carnival Corp. 1,196,525 78,456
* Chipotle Mexican Grill    
  Inc. Class A 182,603 75,981
* CarMax Inc. 1,179,990 74,410
  Alaska Air Group Inc. 785,881 70,541
  Wynn Resorts Ltd. 521,786 69,982
  Wyndham Worldwide    
  Corp. 663,420 66,614
* Norwegian Cruise Line    
  Holdings Ltd. 1,014,273 55,065
  Advance Auto Parts Inc. 445,901 51,988
^ Sirius XM Holdings Inc. 8,920,398 48,795
  Tractor Supply Co. 817,365 44,309
  FactSet Research    
  Systems Inc. 251,045 41,719
  Hilton Worldwide    
  Holdings Inc. 672,697 41,606
  L Brands Inc. 770,175 41,505
  Foot Locker Inc. 836,340 41,215
  Scripps Networks    
  Interactive Inc. Class A 548,784 37,487
  Twenty-First Century    
  Fox Inc. 1,270,367 35,405
  Tiffany & Co. 376,677 35,359
  Domino’s Pizza Inc. 152,766 32,315
* TripAdvisor Inc. 694,990 26,549
* Hyatt Hotels Corp.    
  Class A 211,289 11,877
  Signet Jewelers Ltd. 108,616 6,869
  CBS Corp. Class A 2,760 179
  Nielsen Holdings plc 990 38
* Discovery    
  Communications Inc. 612 15
* Discovery Communications  
  Inc. Class A 432 11
      13,406,024
Financials (12.6%)    
  Visa Inc. Class A 11,750,582 1,101,970
  Mastercard Inc. Class A 6,037,558 733,261
  American Tower    
  Corporation 2,705,584 358,003
  Charles Schwab Corp. 7,657,782 328,978
  BlackRock Inc. 771,536 325,904
  Simon Property    
  Group Inc. 1,986,731 321,374
  Marsh & McLennan    
  Cos. Inc. 3,272,677 255,138
  Intercontinental    
  Exchange Inc. 3,768,666 248,430
  S&P Global Inc. 1,641,257 239,607
  Crown Castle    
  International Corp. 2,330,419 233,461
  Aon plc 1,668,430 221,818
  Equinix Inc. 495,971 212,851
  Prologis Inc. 3,369,372 197,580
  Public Storage 940,099 196,039
  Welltower Inc. 2,329,798 174,385
  AvalonBay    
  Communities Inc. 876,807 168,496
  Weyerhaeuser Co. 4,784,875 160,293
  Ventas Inc. 2,258,330 156,909
  Moody’s Corp. 1,035,086 125,949
  Boston Properties Inc. 979,366 120,482
  Digital Realty Trust Inc. 1,017,146 114,887
  T. Rowe Price Group Inc. 1,459,342 108,298
  Essex Property Trust Inc. 417,569 107,428
  Equifax Inc. 765,331 105,172
* SBA Communications    
  Corp. Class A 772,410 104,198
  Vornado Realty Trust 1,084,938 101,876
  First Republic Bank 1,000,428 100,143
* IHS Markit Ltd. 2,202,043 96,978
  Realty Income Corp. 1,738,730 95,943
* Markel Corp. 84,389 82,352
  Mid-America Apartment    
  Communities Inc. 723,421 76,234
  TD Ameritrade Holding    
  Corp. 1,682,240 72,319
  Alexandria Real Estate    
  Equities Inc. 580,236 69,901
  SL Green Realty Corp. 647,104 68,464
* E*TRADE Financial    
  Corp. 1,748,350 66,490
* CBRE Group Inc.    
  Class A 1,825,817 66,460
  UDR Inc. 1,700,020 66,250
  Arthur J Gallagher & Co. 1,141,242 65,336
  Extra Space Storage Inc. 760,803 59,343
  MSCI Inc. Class A 575,323 59,252

 

11


 

Growth Index Fund

      Market
      Value
    Shares ($000)
  Federal Realty    
  Investment Trust 459,287 58,049
  Regency Centers Corp. 919,030 57,568
  Iron Mountain Inc. 1,595,193 54,811
  VEREIT Inc. 6,194,099 50,420
  SEI Investments Co. 908,609 48,865
  Comerica Inc. 562,408 41,191
  Jones Lang LaSalle Inc. 288,035 36,004
  Brixmor Property    
  Group Inc. 1,940,864 34,703
  Raymond James    
  Financial Inc. 413,149 33,143
  Affiliated Managers    
  Group Inc. 180,297 29,904
* Liberty Broadband Corp. 340,931 29,576
* SVB Financial Group 167,208 29,393
  Camden Property Trust 278,214 23,790
  Invitation Homes Inc. 491,369 10,628
* Liberty Broadband Corp.    
  Class A 78,875 6,767
  HCP Inc. 1,296 41
  GGP Inc. 1,728 41
  Kimco Realty Corp. 1,116 20
      8,113,166
Health Care (13.9%)    
  Medtronic plc 8,712,703 773,252
  AbbVie Inc. 10,130,157 734,538
* Celgene Corp. 4,969,687 645,413
  Gilead Sciences Inc. 8,316,793 588,663
  Bristol-Myers    
  Squibb Co. 10,484,188 584,179
  Allergan plc 2,137,703 519,654
  Thermo Fisher    
  Scientific Inc. 2,490,241 434,472
  Amgen Inc. 2,340,361 403,080
* Biogen Inc. 1,350,221 366,396
  Becton Dickinson    
  and Co. 1,438,916 280,747
  Stryker Corp. 1,903,222 264,129
* Regeneron    
  Pharmaceuticals Inc. 498,260 244,716
* Boston Scientific Corp. 8,716,533 241,622
* Intuitive Surgical Inc. 234,518 219,361
* Vertex    
  Pharmaceuticals Inc. 1,585,768 204,358
  Zoetis Inc. 3,122,622 194,789
* Alexion    
  Pharmaceuticals Inc. 1,357,613 165,181
* Illumina Inc. 929,160 161,228
* Edwards    
  Lifesciences Corp. 1,335,138 157,867
  CR Bard Inc. 460,839 145,676
* Incyte Corp. 1,107,793 139,482
* Mylan NV 3,240,790 125,808
* BioMarin    
  Pharmaceutical Inc. 1,111,068 100,907
* Laboratory Corp.    
  of America Holdings 650,702 100,299
  Dentsply Sirona Inc. 1,457,918 94,531
  Baxter International Inc. 1,556,800 94,249
* Henry Schein Inc. 505,313 92,482
* IDEXX Laboratories Inc. 561,264 90,599
* Waters Corp. 484,036 88,985
* Centene Corp. 1,042,359 83,264
* Quintiles IMS    
  Holdings Inc. 911,046 81,539
  Cooper Cos. Inc. 311,765 74,643
  ResMed Inc. 901,596 70,207
* DaVita Inc. 989,796 64,099
* Varian Medical    
  Systems Inc. 584,400 60,304
* Alkermes plc 974,004 56,463
* Jazz Pharmaceuticals plc 362,601 56,385
  Universal Health    
  Services Inc. Class B 284,775 34,765
* Align Technology Inc. 229,775 34,494
* Envision Healthcare Corp. 374,424 23,465
* TESARO Inc. 119,525 16,717
* Seattle Genetics Inc. 295,510 15,290
* Mallinckrodt plc 314,700 14,102
      8,942,400
Industrials (11.5%)    
  3M Co. 3,801,321 791,397
  Union Pacific Corp. 5,139,051 559,694
  Accenture plc Class A 3,947,135 488,182
  United Parcel Service    
  Inc. Class B 4,384,397 484,870
* PayPal Holdings Inc. 7,263,604 389,838
  Boeing Co. 1,824,412 360,777
  Automatic Data    
  Processing Inc. 2,705,173 277,172
  Sherwin-Williams Co. 533,309 187,170
  Fidelity National    
  Information    
  Services Inc. 2,103,510 179,640
  Danaher Corp. 1,987,242 167,703
  FedEx Corp. 765,620 166,392
* Fiserv Inc. 1,351,507 165,343
  Roper Technologies Inc. 649,313 150,335
  Amphenol Corp.    
  Class A 1,945,016 143,581
  Rockwell    
  Automation Inc. 820,016 132,810
  Illinois Tool Works Inc. 879,597 126,002
  Fortive Corp. 1,985,690 125,793
  Agilent    
  Technologies Inc. 2,051,636 121,683
  Paychex Inc. 2,058,121 117,189
  Waste Connections Inc. 1,678,476 108,127

 

12


 

Growth Index Fund

      Market
      Value
    Shares ($000)
  Vulcan Materials Co. 841,400 106,589
* Mettler-Toledo    
  International Inc. 164,436 96,777
  Martin Marietta    
  Materials Inc. 399,769 88,981
  AMETEK Inc. 1,465,396 88,759
  Global Payments Inc. 971,165 87,716
  Alliance Data    
  Systems Corp. 336,810 86,456
* FleetCor Technologies Inc.  587,680 84,749
* Verisk Analytics    
  Inc. Class A 1,000,436 84,407
  Fastenal Co. 1,842,658 80,211
  TransDigm Group Inc. 298,215 80,181
  Masco Corp. 2,034,326 77,732
  Textron Inc. 1,532,768 72,193
  Kansas City Southern 674,552 70,592
  Cintas Corp. 535,645 67,513
* Vantiv Inc. Class A 1,030,185 65,252
  Expeditors International    
  of Washington Inc. 1,145,390 64,692
  Fortune Brands Home    
  & Security Inc. 978,058 63,809
  CH Robinson    
  Worldwide Inc. 896,085 61,543
  Total System    
  Services Inc. 1,053,020 61,338
* Trimble Inc. 1,607,740 57,348
  Acuity Brands Inc. 280,386 56,997
  JB Hunt Transport    
  Services Inc. 559,354 51,114
^ Wabtec Corp. 549,148 50,247
* Sensata Technologies    
  Holding NV 1,087,908 46,475
* First Data Corp. Class A 2,383,133 43,373
* Stericycle Inc. 542,154 41,377
  Hubbell Inc. Class B 350,392 39,654
  Macquarie    
  Infrastructure Corp. 497,839 39,031
  Robert Half    
  International Inc. 768,203 36,820
* United Rentals Inc. 268,692 30,284
  WW Grainger Inc. 158,159 28,552
  Sealed Air Corp. 623,740 27,919
  Huntington Ingalls    
  Industries Inc. 146,394 27,253
  Owens Corning 356,787 23,876
  FLIR Systems Inc. 434,504 15,060
      7,348,568
Oil & Gas (3.2%)    
  Schlumberger Ltd. 8,843,462 582,254
  EOG Resources Inc. 3,673,587 332,533
  Pioneer Natural    
  Resources Co. 1,082,337 172,719
  Anadarko Petroleum    
  Corp. 3,565,558 161,662
* Concho Resources Inc. 944,886 114,832
  Halliburton Co. 2,624,428 112,089
  Williams Cos. Inc. 2,628,627 79,595
  Noble Energy Inc. 2,788,549 78,916
  Cabot Oil & Gas Corp. 2,965,715 74,380
  EQT Corp. 1,101,827 64,556
* Cheniere Energy Inc. 1,285,462 62,615
  Cimarex Energy Co. 604,712 56,849
  Range Resources Corp. 1,574,572 36,483
  Targa Resources Corp. 683,829 30,909
* Antero Resources Corp. 1,405,007 30,362
* Continental    
  Resources Inc. 598,762 19,358
^ Core Laboratories NV 141,442 14,324
* Energen Corp. 153,649 7,586
      2,032,022
Technology (25.2%)    
  Apple Inc. 29,865,475 4,301,226
* Facebook Inc. Class A 15,050,914 2,272,387
* Alphabet Inc. Class A 1,894,278 1,761,072
* Alphabet Inc. Class C 1,877,057 1,705,738
  Broadcom Ltd. 2,554,174 595,250
  NVIDIA Corp. 3,597,619 520,072
  Oracle Corp. 9,820,601 492,405
  Texas Instruments Inc. 6,341,752 487,871
* Adobe Systems Inc. 3,148,572 445,334
* salesforce.com Inc. 4,306,556 372,948
  Applied Materials Inc. 6,871,879 283,877
  Cognizant Technology    
  Solutions Corp.    
  Class A 3,749,205 248,947
  Intuit Inc. 1,549,700 205,816
* Micron Technology Inc. 6,691,191 199,799
  Analog Devices Inc. 2,322,928 180,724
  Lam Research Corp. 1,026,505 145,179
* Autodesk Inc. 1,332,142 134,307
* Cerner Corp. 1,892,816 125,815
* ServiceNow Inc. 1,081,368 114,625
  Skyworks Solutions Inc. 1,174,704 112,713
* Red Hat Inc. 1,131,850 108,375
  Microchip    
  Technology Inc. 1,377,885 106,345
  Xilinx Inc. 1,579,331 101,583
  KLA-Tencor Corp. 998,253 91,350
  Harris Corp. 776,202 84,668
* Workday Inc. Class A 835,044 80,999
  Maxim Integrated    
  Products Inc. 1,799,548 80,800
* Palo Alto Networks Inc. 557,002 74,532
* Citrix Systems Inc. 912,983 72,655
* Gartner Inc. 546,283 67,471
* Twitter Inc. 3,716,999 66,423

 

13


 

Growth Index Fund

      Market
      Value
    Shares ($000)
* ANSYS Inc. 543,615 66,147
  CDK Global Inc. 923,063 57,285
* F5 Networks Inc. 411,420 52,275
* Akamai    
  Technologies Inc. 1,044,068 52,005
* Qorvo Inc. 808,088 51,168
*,^ VeriSign Inc. 549,598 51,091
* Splunk Inc. 879,488 50,034
  LogMeIn Inc. 334,425 34,947
  Juniper Networks Inc. 1,214,677 33,865
*,^ VMware Inc. Class A 344,935 30,158
*,^ Snap Inc. 1,519,743 27,006
* Arista Networks Inc. 149,072 22,329
* Premier Inc. Class A 327,886 11,804
  QUALCOMM Inc. 4,104 227
      16,181,647
Telecommunications (0.4%)    
* T-Mobile US Inc. 1,851,121 112,215
* Level 3    
  Communications Inc. 1,840,530 109,144
* Zayo Group Holdings Inc.  1,016,388 31,406
      252,765
Total Common Stocks    
(Cost $40,208,576)   64,028,791
Temporary Cash Investments (0.6%)1  
Money Market Fund (0.6%)    
2,3 Vanguard Market    
  Liquidity Fund,    
  1.181% 3,585,757 358,647
    Face  
    Amount  
    ($000)  
U.S. Government and Agency Obligations (0.0%)
4 United States    
  Treasury Bill,    
  0.982%, 9/7/17 1,900 1,897
4 United States    
  Treasury Bill, 0.980%,    
  10/5/17 3,000 2,992
4 United States    
  Treasury Bill,    
  1.056%, 11/24/17 1,000 996
      5,885
Total Temporary Cash Investments  
(Cost $364,495)   364,532
Total Investments (100.4%)    
(Cost $40,573,071)   64,393,323
  Amount
  ($000)
Other Assets and Liabilities (-0.4%)  
Other Assets  
Investment in Vanguard 4,244
Receivables for Investment Securities Sold 3,141
Receivables for Accrued Income 50,451
Receivables for Capital Shares Issued 34,530
Other Assets 49
Total Other Assets 92,415
Liabilities  
Payables for Investment  
Securities Purchased (15,653)
Collateral for Securities on Loan (228,699)
Payables for Capital Shares Redeemed (47,819)
Payables to Vanguard (30,451)
Other Liabilities (626)
Total Liabilities (323,248)
Net Assets (100%) 64,162,490
At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 41,709,330
Overdistributed Net Investment Income (10,091)
Accumulated Net Realized Losses (1,356,432)
Unrealized Appreciation (Depreciation)  
Investment Securities 23,820,252
Futures Contracts (569)
Net Assets 64,162,490
 
 
Investor Shares—Net Assets  
Applicable to 50,474,186 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 3,300,596
Net Asset Value Per Share—  
Investor Shares $65.39
 
 
ETF Shares—Net Assets  
Applicable to 212,883,739 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 27,039,484
Net Asset Value Per Share—  
ETF Shares $127.02

 

14


 

Growth Index Fund

  Amount
  ($000)
Admiral Shares—Net Assets  
Applicable to 341,754,955 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 22,344,180
Net Asset Value Per Share—  
Admiral Shares $65.38
 
 
Institutional Shares—Net Assets  
Applicable to 175,550,427 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 11,478,230
Net Asset Value Per Share—  
Institutional Shares $65.38

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $220,134,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.4%, respectively,
of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
is the 7-day yield.
3 Includes $228,699,000 of collateral received for securities on loan.
4 Securities with a value of $4,937,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

15


 

Growth Index Fund

Statement of Operations

  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 388,600
Interest1 615
Securities Lending—Net 1,901
Total Income 391,116
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,984
Management and Administrative—Investor Shares 2,323
Management and Administrative—ETF Shares 5,330
Management and Administrative—Admiral Shares 4,160
Management and Administrative—Institutional Shares 2,026
Marketing and Distribution—Investor Shares 251
Marketing and Distribution—ETF Shares 578
Marketing and Distribution—Admiral Shares 838
Marketing and Distribution—Institutional Shares 116
Custodian Fees 226
Shareholders’ Reports—Investor Shares 144
Shareholders’ Reports—ETF Shares 713
Shareholders’ Reports—Admiral Shares 267
Shareholders’ Reports—Institutional Shares 35
Trustees’ Fees and Expenses 19
Total Expenses 19,010
Net Investment Income 372,106
Realized Net Gain (Loss)  
Investment Securities Sold1 1,730,820
Futures Contracts 6,463
Realized Net Gain (Loss) 1,737,283
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 5,945,566
Futures Contracts 691
Change in Unrealized Appreciation (Depreciation) 5,946,257
Net Increase (Decrease) in Net Assets Resulting from Operations 8,055,646
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $593,000 and $7,000, respectively.

 

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

16


 

Growth Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 372,106 723,999
Realized Net Gain (Loss) 1,737,283 1,085,171
Change in Unrealized Appreciation (Depreciation) 5,946,257 1,226,950
Net Increase (Decrease) in Net Assets Resulting from Operations 8,055,646 3,036,120
Distributions    
Net Investment Income    
Investor Shares (16,839) (38,216)
ETF Shares (152,944) (308,113)
Admiral Shares (125,227) (251,588)
Institutional Shares (64,985) (135,867)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (359,995) (733,784)
Capital Share Transactions    
Investor Shares (47,913) (232,244)
ETF Shares 757,885 1,406,111
Admiral Shares 1,056,826 1,031,953
Institutional Shares 371,606 (80,462)
Net Increase (Decrease) from Capital Share Transactions 2,138,404 2,125,358
Total Increase (Decrease) 9,834,055 4,427,694
Net Assets    
Beginning of Period 54,328,435 49,900,741
End of Period1 64,162,490 54,328,435
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($10,091,000) and ($22,202,000).

 

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

17


 

Growth Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $57.32 $54.78 $53.71 $47.87 $36.65 $31.79
Investment Operations            
Net Investment Income .346 .720 .652 .579 .508 .509
Net Realized and Unrealized Gain (Loss)            
on Investments 8.057 2.548 1.054 5.837 11.219 4.853
Total from Investment Operations 8.403 3.268 1.706 6.416 11.727 5.362
Distributions            
Dividends from Net Investment Income (.333) (.728) (.636) (.576) (.507) (.502)
Distributions from Realized Capital Gains
Total Distributions (.333) (.728) (.636) (.576) (.507) (.502)
Net Asset Value, End of Period $65.39 $57.32 $54.78 $53.71 $47.87 $36.65
 
Total Return1 14.67% 5.99% 3.17% 13.47% 32.16% 16.89%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $3,301 $2,938 $3,038 $3,270 $3,630 $3,105
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.18% 0.22% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.17% 1.31% 1.20% 1.17% 1.22% 1.45%
Portfolio Turnover Rate2 8% 11% 9% 9% 32% 21%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

18


 

Growth Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $111.33 $106.40 $104.33 $92.99 $71.19 $61.76
Investment Operations            
Net Investment Income .747 1.528 1.420 1.268 1.112 1.087
Net Realized and Unrealized Gain (Loss)            
on Investments 15.663 4.949 2.038 11.332 21.798 9.416
Total from Investment Operations 16.410 6.477 3.458 12.600 22.910 10.503
Distributions            
Dividends from Net Investment Income (.720) (1.547) (1.388) (1.260) (1.110) (1.073)
Distributions from Realized Capital Gains
Total Distributions (.720) (1.547) (1.388) (1.260) (1.110) (1.073)
Net Asset Value, End of Period $127.02 $111.33 $106.40 $104.33 $92.99 $71.19
 
Total Return 14.76% 6.13% 3.32% 13.62% 32.38% 17.03%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $27,039 $23,040 $20,706 $17,340 $13,265 $8,467
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.29% 1.43% 1.34% 1.31% 1.37% 1.59%
Portfolio Turnover Rate1 8% 11% 9% 9% 32% 21%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

19


 

Growth Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $57.31 $54.77 $53.71 $47.87 $36.64 $31.79
Investment Operations            
Net Investment Income .385 .786 .731 .653 .572 .560
Net Realized and Unrealized Gain (Loss)            
on Investments 8.057 2.550 1.044 5.836 11.229 4.842
Total from Investment Operations 8.442 3.336 1.775 6.489 11.801 5.402
Distributions            
Dividends from Net Investment Income (.372) (.796) (.715) (.649) (.571) (.552)
Distributions from Realized Capital Gains
Total Distributions (.372) (.796) (.715) (.649) (.571) (.552)
Net Asset Value, End of Period $65.38 $57.31 $54.77 $53.71 $47.87 $36.64
 
Total Return1 14.75% 6.12% 3.30% 13.63% 32.40% 17.01%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $22,344 $18,617 $16,777 $14,907 $7,903 $5,774
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.29% 1.43% 1.34% 1.31% 1.37% 1.59%
Portfolio Turnover Rate2 8% 11% 9% 9% 32% 21%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

20


 

Growth Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $57.31 $54.77 $53.70 $47.87 $36.64 $31.79
Investment Operations            
Net Investment Income . 386 .792 .737 . 657 . 576 . 567
Net Realized and Unrealized Gain (Loss)            
on Investments 8.058 2.549 1.053 5.826 11.229 4.842
Total from Investment Operations 8.444 3.341 1.790 6.483 11.805 5.409
Distributions            
Dividends from Net Investment Income (.374) (.801) (.720) (.653) (.575) (.559)
Distributions from Realized Capital Gains
Total Distributions (.374) (.801) (.720) (.653) (.575) (.559)
Net Asset Value, End of Period $65.38 $57.31 $54.77 $53.70 $47.87 $36.64
 
Total Return 14.75% 6.13% 3.33% 13.62% 32.41% 17.04%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $11,478 $9,733 $9,380 $9,545 $8,015 $6,189
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.30% 1.44% 1.35% 1.32% 1.38% 1.61%
Portfolio Turnover Rate1 8% 11% 9% 9% 32% 21%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

21


 

Growth Index Fund

Notes to Financial Statements

Vanguard Growth Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearing-house imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

22


 

Growth Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

23


 

Growth Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $4,244,000, representing 0.01% of the fund’s net assets and 1.70% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 64,028,791
Temporary Cash Investments 358,647 5,885
Futures Contracts—Assets1 49
Total 64,387,487 5,885
1 Represents variation margin on the last day of the reporting period.      

 

24


 

Growth Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 1,089 131,818 (569)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $1,778,263,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $1,314,208,000 to offset future net capital gains. Of this amount, $300,177,000 is subject to expiration on December 31, 2017. Capital losses of $1,014,031,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $40,573,071,000. Net unrealized appreciation of investment securities for tax purposes was $23,820,252,000, consisting of unrealized gains of $24,582,098,000 on securities that had risen in value since their purchase and $761,846,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $7,648,546,000 of investment securities and sold $5,467,704,000 of investment securities, other than temporary cash investments. Purchases and sales include $3,423,058,000 and $3,023,068,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

25


 

Growth Index Fund

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended June 30, 2017, such purchases and sales were $531,646,000 and $1,159,039,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 304,118 4,862 382,462 6,951
Issued in Lieu of Cash Distributions 15,734 246 35,730 634
Redeemed (367,765) (5,896) (650,436) (11,787)
Net Increase (Decrease)—Investor Shares (47,913) (788) (232,244) (4,202)
ETF Shares        
Issued 3,663,177 29,602 4,308,390 39,724
Issued in Lieu of Cash Distributions
Redeemed (2,905,292) (23,675) (2,902,279) (27,375)
Net Increase (Decrease)—ETF Shares 757,885 5,927 1,406,111 12,349
Admiral Shares        
Issued 2,656,731 42,399 3,639,459 65,786
Issued in Lieu of Cash Distributions 111,360 1,743 223,747 3,972
Redeemed (1,711,265) (27,250) (2,831,253) (51,214)
Net Increase (Decrease)—Admiral Shares 1,056,826 16,892 1,031,953 18,544
Institutional Shares        
Issued 1,449,227 22,943 1,562,692 28,374
Issued in Lieu of Cash Distributions 60,888 953 126,330 2,244
Redeemed (1,138,509) (18,175) (1,769,484) (32,055)
Net Increase (Decrease)—Institutional Shares 371,606 5,721 (80,462) (1,437)

 

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

26


 

Value Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VIVAX VTV VVIAX VIVIX
Expense Ratio1 0.18% 0.06% 0.06% 0.05%
30-Day SEC Yield 2.39% 2.50% 2.50% 2.51%

 

Portfolio Characteristics    
    CRSP US DJ
    Large Cap U.S. Total
    Value Market
  Fund Index FA Index
Number of Stocks 339 328 3,800
Median Market Cap $84.4B $84.4B $59.8B
Price/Earnings Ratio 18.7x 18.7x 21.2x
Price/Book Ratio 2.3x 2.3x 2.9x
Return on Equity 19.8% 19.8% 16.3%
Earnings Growth Rate 4.7% 4.7% 10.0%
Dividend Yield 2.5% 2.5% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 9%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
    CRSP US DJ
    Large Cap U.S. Total 
    Value Market
  Fund Index FA Index 
Basic Materials 3.5% 3.5% 2.6%
Consumer Goods 9.1 9.1 9.7
Consumer Services 6.6 6.6 13.1
Financials 25.4 25.4 20.4
Health Care 12.9 12.9 13.1
Industrials 12.4 12.3 12.9
Oil & Gas 8.2 8.2 5.5
Technology 12.3 12.3 17.5
Telecommunications 3.8 3.8 2.0
Utilities 5.8 5.9 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Large Cap Market
  Value Index FA Index
R-Squared 1.00 0.93
Beta 1.00 0.92
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Microsoft Corp. Software 4.7%
Johnson & Johnson Pharmaceuticals 3.1
Exxon Mobil Corp. Integrated Oil & Gas 3.0
Berkshire Hathaway Inc. Reinsurance 2.9
JPMorgan Chase & Co. Banks 2.9
Wells Fargo & Co. Banks 2.2
Bank of America Corp. Banks 2.1
General Electric Co. Diversified Industrials 2.1
AT&T Inc. Fixed Line  
  Telecommunications 2.0
Procter & Gamble Co. Nondurable  
  Household Products 2.0
Top Ten   27.0%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for
Admiral Shares, and 0.05% for Institutional Shares.

27


 

Value Index Fund

Investment Focus


28


 

Value Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 11/2/1992 16.36% 14.22% 5.69%
ETF Shares 1/26/2004      
Market Price   16.54 14.39 5.84
Net Asset Value   16.50 14.38 5.83
Admiral Shares 11/13/2000 16.46 14.38 5.83
Institutional Shares 7/2/1998 16.51 14.40 5.85

 

See Financial Highlights for dividend and capital gains information.

29


 

Value Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.9%)1    
Basic Materials (3.5%)    
  Dow Chemical Co. 6,133,578 386,845
  EI du Pont de Nemours    
  & Co. 4,353,543 351,374
  Air Products &    
  Chemicals Inc. 1,092,839 156,342
  PPG Industries Inc. 1,288,133 141,643
  LyondellBasell    
  Industries NV Class A 1,617,246 136,479
  International Paper Co. 2,072,350 117,316
  Nucor Corp. 1,601,293 92,667
  Newmont Mining Corp. 2,676,219 86,683
* Freeport-McMoRan Inc. 6,535,572 78,492
  Celanese Corp. Class A 699,861 66,445
  Albemarle Corp. 555,708 58,649
  Eastman Chemical Co. 658,755 55,329
  FMC Corp. 672,468 49,124
  Mosaic Co. 1,761,669 40,219
  Avery Dennison Corp. 444,477 39,278
  CF Industries    
  Holdings Inc. 1,170,287 32,721
  Reliance Steel &    
  Aluminum Co. 347,486 25,301
  Arconic Inc. 1,106,534 25,063
* Alcoa Corp. 466,154 15,220
  Westlake Chemical Corp. 194,355  12,868
  Ashland Global    
  Holdings Inc. 521 34
      1,968,092
Consumer Goods (9.1%)    
  Procter & Gamble Co. 12,841,918 1,119,173
  PepsiCo Inc. 7,173,035 828,414
  Altria Group Inc. 4,849,627 361,152
  Mondelez International    
  Inc. Class A 7,238,560 312,633
  Kimberly-Clark Corp. 1,782,515 230,141
  General Motors Co. 6,442,608 225,040
  Ford Motor Co. 19,643,960 219,816
  General Mills Inc. 2,894,404 160,350
  Archer-Daniels-    
  Midland Co. 2,852,756 118,047
  Delphi Automotive plc 1,344,587 117,853
  Tyson Foods Inc.    
  Class A 1,446,424 90,590
  Kellogg Co. 1,230,682 85,483
  Dr Pepper Snapple    
  Group Inc. 922,540 84,053
  Conagra Brands Inc. 2,135,661 76,371
  Molson Coors Brewing    
  Co. Class B 879,782 75,960
  VF Corp. 1,307,307 75,301
  Whirlpool Corp. 371,190 71,128
  Coach Inc. 1,410,944 66,794
  JM Smucker Co. 555,121 65,688
  Genuine Parts Co. 702,814 65,193
  Hasbro Inc. 564,590 62,958
  Stanley Black &    
  Decker Inc. 384,097 54,054
  Bunge Ltd. 704,580 52,562
  Campbell Soup Co. 993,031 51,787
  Lear Corp. 345,610 49,104
  Harley-Davidson Inc. 878,588 47,461
  BorgWarner Inc. 1,067,279 45,210
  PVH Corp. 391,371 44,812
  Clorox Co. 323,116 43,052
  Leucadia National Corp. 1,625,319 42,518
  Mattel Inc. 1,719,248 37,015
  PulteGroup Inc. 1,425,328 34,963
  Lamb Weston    
  Holdings Inc. 733,116 32,287
  DR Horton Inc. 895,644 30,963
  Lennar Corp. Class A 531,814 28,356
* Michael Kors    
  Holdings Ltd. 773,441 28,037
  Goodyear Tire &    
  Rubber Co. 631,981 22,094

 

30


 

Value Index Fund

      Market
      Value
    Shares ($000)
  Ingredion Inc. 179,718 21,424
  Ralph Lauren Corp.    
  Class A 276,529 20,408
* Pilgrim’s Pride Corp. 251,473 5,512
  Lennar Corp. Class B 1,431 64
  Valvoline Inc. 1,614 38
* Edgewell Personal    
  Care Co. 438 33
      5,203,892
Consumer Services (6.6%)    
  Wal-Mart Stores Inc. 7,611,931 576,071
  CVS Health Corp. 5,114,815 411,538
  Time Warner Inc. 1,849,082 185,666
* eBay Inc. 5,160,896 180,219
  Delta Air Lines Inc. 3,327,577 178,824
  McKesson Corp. 1,059,550 174,338
  Target Corp. 2,769,370 144,810
  Cardinal Health Inc. 1,585,490 123,541
  Sysco Corp. 2,417,512 121,673
  American Airlines    
  Group Inc. 2,225,347 111,979
  Kroger Co. 4,648,461 108,402
* United Continental    
  Holdings Inc. 1,341,642 100,959
  Omnicom Group Inc. 1,168,107 96,836
  AmerisourceBergen    
  Corp. Class A 821,888 77,693
  Best Buy Co. Inc. 1,311,451 75,185
  Twenty-First Century    
  Fox Inc. Class A 2,644,141 74,935
  Nielsen Holdings plc 1,794,569 69,378
  Whole Foods Market Inc. 1,603,908  67,541
  Las Vegas Sands Corp. 994,139 63,516
  Carnival Corp. 942,623 61,808
  Viacom Inc. Class B 1,820,766 61,123
  Darden Restaurants Inc. 624,115 56,445
  Aramark 1,225,210 50,209
* Liberty Interactive    
  Corp. QVC Group    
  Class A 2,010,094 49,328
  Interpublic Group of    
  Cos. Inc. 1,983,638 48,798
  Macy’s Inc. 1,531,717 35,597
* Liberty Media    
  Corp-Liberty SiriusXM    
  Class C 840,640 35,055
  News Corp. Class A 2,506,703 34,342
  Kohl’s Corp. 865,034 33,451
  Staples Inc. 3,279,161 33,021
  Hilton Worldwide    
  Holdings Inc. 530,377 32,804
  L Brands Inc. 608,385 32,786
  Nordstrom Inc. 586,165 28,036
  Twenty-First Century    
  Fox Inc. 1,004,318 27,990
  Tiffany & Co. 297,149 27,893
* Discovery    
  Communications Inc. 1,067,966 26,923
  Gap Inc. 1,205,554 26,510
  Bed Bath & Beyond Inc. 692,267 21,045
* Discovery    
  Communications Inc.    
  Class A 770,605 19,905
* Liberty Media    
  Corp-Liberty SiriusXM    
  Class A 411,725 17,284
  H&R Block Inc. 520,054 16,075
* Altice USA Inc. Class A 311,486 10,061
* AutoNation Inc. 178,328 7,518
  Signet Jewelers Ltd. 85,544 5,410
  News Corp. Class B 12,704 180
  Williams-Sonoma Inc. 657 32
* Rite Aid Corp. 8,322 25
      3,742,758
Financials (25.3%)    
* Berkshire Hathaway    
  Inc. Class B 9,716,477 1,645,680
  JPMorgan Chase & Co. 17,838,832 1,630,469
  Wells Fargo & Co. 22,582,579 1,251,301
  Bank of America Corp. 49,968,864 1,212,245
  Citigroup Inc. 13,824,713 924,597
  US Bancorp 8,037,853 417,325
  Goldman Sachs    
  Group Inc. 1,778,934 394,745
  Chubb Ltd. 2,227,510 323,835
  American Express Co. 3,815,486 321,417
  Morgan Stanley 6,967,115 310,455
  PNC Financial Services    
  Group Inc. 2,430,199 303,459
  American International    
  Group Inc. 4,629,314 289,425
  Bank of New York    
  Mellon Corp. 4,961,670 253,144
  MetLife Inc. 4,323,286 237,521
  Prudential Financial Inc. 2,154,705 233,010
  CME Group Inc. 1,621,270 203,048
  Capital One Financial    
  Corp. 2,425,868 200,425
  BB&T Corp. 4,075,485 185,068
  Travelers Cos. Inc. 1,402,588 177,469
  Allstate Corp. 1,831,302 161,960
  State Street Corp. 1,794,177 160,992
  Aflac Inc. 1,992,032 154,741
  SunTrust Banks Inc. 2,426,741 137,645
  Progressive Corp. 2,915,548 128,547
  Synchrony Financial 4,070,461 121,381

 

31


 

Value Index Fund

      Market
      Value
    Shares ($000)
  Equity Residential 1,842,781 121,310
  Discover Financial    
  Services 1,908,232 118,673
  M&T Bank Corp. 695,085 112,569
  Northern Trust Corp. 1,094,756 106,421
  KeyCorp 5,505,982 103,182
  Fifth Third Bancorp 3,765,806 97,760
  Ameriprise Financial Inc. 765,259 97,410
  Hartford Financial    
  Services Group Inc. 1,844,027 96,941
  Willis Towers    
  Watson plc 644,696 93,777
  Principal Financial    
  Group Inc. 1,446,608 92,684
  Citizens Financial    
  Group Inc. 2,542,488 90,716
  Regions Financial Corp. 6,033,784 88,335
  Lincoln National Corp. 1,125,594 76,068
  Franklin Resources Inc. 1,690,351 75,711
  HCP Inc. 2,352,847 75,197
  Huntington    
  Bancshares Inc. 5,456,511 73,772
  GGP Inc. 3,102,347 73,091
  Invesco Ltd. 2,042,503 71,876
  Host Hotels &    
  Resorts Inc. 3,712,934 67,835
  Loews Corp. 1,436,438 67,240
  Annaly Capital    
  Management Inc. 5,114,417 61,629
  FNF Group 1,298,274 58,202
* Arch Capital Group Ltd. 617,245 57,583
  XL Group Ltd. 1,312,148 57,472
  Cincinnati Financial Corp. 785,236 56,890
  Unum Group 1,145,394 53,410
  Duke Realty Corp. 1,784,676 49,882
  Ally Financial Inc. 2,304,833 48,171
  Western Union Co. 2,365,533 45,063
  Zions Bancorporation 1,016,991 44,656
* Alleghany Corp. 73,523 43,731
  Torchmark Corp. 557,655 42,661
  Reinsurance Group    
  of America Inc. Class A 323,074 41,479
  Nasdaq Inc. 580,171 41,476
  Macerich Co. 711,568 41,314
  Everest Re Group Ltd. 154,537 39,344
  AGNC Investment Corp. 1,784,457 37,991
  Kimco Realty Corp. 2,034,622 37,335
  CIT Group Inc. 729,926 35,547
  Voya Financial Inc. 933,185 34,425
  Comerica Inc. 444,033 32,521
  WR Berkley Corp. 456,418 31,570
  New York Community    
  Bancorp Inc. 2,332,506 30,626
  People’s United    
  Financial Inc. 1,728,842 30,531
  Lazard Ltd. Class A 651,180 30,169
  Axis Capital    
  Holdings Ltd. 424,525 27,450
  Raymond James    
  Financial Inc. 325,290 26,095
* Athene Holding Ltd.    
  Class A 521,014 25,848
  Affiliated Managers    
  Group Inc. 142,605 23,652
* Liberty Broadband Corp. 269,289 23,361
  Camden Property Trust 219,983 18,811
  Assurant Inc. 137,400 14,247
* Liberty Broadband    
  Corp. Class A 63,820 5,475
* Berkshire Hathaway    
  Inc. Class A 14 3,566
  Navient Corp. 2,409 40
* Santander Consumer    
  USA Holdings Inc. 876 11
      14,432,706
Health Care (12.9%)    
  Johnson & Johnson 13,525,893 1,789,340
  Pfizer Inc. 29,965,283 1,006,534
  UnitedHealth Group Inc. 4,838,870 897,223
  Merck & Co. Inc. 13,734,072 880,217
  Abbott Laboratories 8,712,055 423,493
  Eli Lilly & Co. 4,985,530 410,309
  Amgen Inc. 1,846,122 317,958
  Aetna Inc. 1,665,064 252,807
  Anthem Inc. 1,331,035 250,408
  Cigna Corp. 1,285,760 215,223
* Express Scripts    
  Holding Co. 2,979,187 190,191
  Humana Inc. 724,975 174,443
  Zimmer Biomet    
  Holdings Inc. 1,013,126 130,085
* HCA Healthcare Inc. 1,473,379 128,479
  Quest Diagnostics Inc. 686,712 76,335
  Baxter International Inc. 1,228,216 74,356
* Hologic Inc. 1,405,278 63,772
  Perrigo Co. plc 683,634 51,628
  Universal Health    
  Services Inc. Class B 224,290 27,381
      7,360,182
Industrials (12.3%)    
  General Electric Co. 43,602,438 1,177,702
  Honeywell    
  International Inc. 3,827,407 510,155
  United Technologies    
  Corp. 3,620,183 442,060
  Lockheed Martin Corp. 1,235,485 342,983

 

32


 

Value Index Fund

      Market
      Value
    Shares ($000)
  Caterpillar Inc. 2,958,828 317,956
  Boeing Co. 1,439,239 284,609
  General Dynamics Corp. 1,287,872 255,127
  CSX Corp. 4,399,896 240,058
  Raytheon Co. 1,461,867 236,062
  Northrop Grumman    
  Corp. 876,829 225,091
  Johnson Controls    
  International plc 4,712,029 204,314
  Deere & Co. 1,598,580 197,568
  Emerson Electric Co. 3,237,391 193,013
  Norfolk Southern Corp. 1,455,646 177,152
  Eaton Corp. plc 2,245,084 174,735
  Waste Management Inc.  2,220,203 162,852
  TE Connectivity Ltd. 1,781,858 140,197
  Cummins Inc. 843,995 136,913
  Danaher Corp. 1,568,349 132,353
  FedEx Corp. 604,523 131,381
  Ingersoll-Rand plc 1,284,974 117,434
  PACCAR Inc. 1,762,990 116,428
  Parker-Hannifin Corp. 668,536 106,845
  Illinois Tool Works Inc. 693,614 99,360
  Rockwell Collins Inc. 814,863 85,626
  Republic Services Inc.    
  Class A 1,187,840 75,701
  Ball Corp. 1,762,386 74,390
  WestRock Co. 1,260,339 71,411
  L3 Technologies Inc. 390,691 65,277
  Dover Corp. 781,372 62,682
  Pentair plc 823,141 54,772
  Xylem Inc. 901,994 49,997
* Crown Holdings Inc. 682,996 40,747
  ManpowerGroup Inc. 336,727 37,596
* Arrow Electronics Inc. 445,878 34,966
  Jacobs Engineering    
  Group Inc. 604,321 32,869
  Fluor Corp. 701,695 32,124
  Xerox Corp. 1,084,225 31,150
  Flowserve Corp. 655,535 30,436
  Allison Transmission    
  Holdings Inc. 686,983 25,769
* United Rentals Inc. 212,109 23,907
  WW Grainger Inc. 125,145 22,592
  Sealed Air Corp. 493,230 22,077
  Owens Corning 280,720 18,786
  Avnet Inc. 314,728 12,237
      7,027,460
Oil & Gas (8.2%)    
  Exxon Mobil Corp. 21,275,439 1,717,566
  Chevron Corp. 9,513,041 992,495
  ConocoPhillips 6,213,126 273,129
  Occidental Petroleum    
  Corp. 3,840,111 229,907
  Kinder Morgan Inc. 9,532,201 182,637
  Phillips 66 2,190,407 181,125
  Valero Energy Corp. 2,244,793 151,434
  Marathon Petroleum    
  Corp. 2,603,859 136,260
  Baker Hughes Inc. 2,135,384 116,400
  Apache Corp. 1,909,348 91,515
  Halliburton Co. 2,068,975 88,366
  Devon Energy Corp. 2,506,653 80,138
  Tesoro Corp. 763,572 71,470
  Hess Corp. 1,515,836 66,500
  National Oilwell    
  Varco Inc. 1,907,368 62,829
  Williams Cos. Inc. 2,072,362 62,751
  Marathon Oil Corp. 4,266,162 50,554
  OGE Energy Corp. 1,002,157 34,865
^ Helmerich & Payne Inc. 490,348 26,645
  HollyFrontier Corp. 446,377 12,262
* Weatherford    
  International plc 2,499,166 9,672
* Energen Corp. 122,306 6,038
  Schlumberger Ltd. 11,023 726
  Murphy Oil Corp. 1,314 34
      4,645,318
Other (0.0%)2    
* Safeway Inc CVR    
  (Casa Ley) Expire    
  1/30/2018 376
* Safeway Inc CVR    
  (PDC) Expire 1/30/2019 376
     
Technology (12.3%)    
  Microsoft Corp. 38,764,932 2,672,067
  Intel Corp. 23,645,647 797,804
  Cisco Systems Inc. 25,107,391 785,861
  International Business    
  Machines Corp. 4,481,905 689,451
  QUALCOMM Inc. 7,417,327 409,585
  Oracle Corp. 7,748,054 388,487
  HP Inc. 8,486,269 148,340
  Corning Inc. 4,618,859 138,797
  Hewlett Packard    
  Enterprise Co. 8,320,262 138,033
  Western Digital Corp. 1,462,112 129,543
  DXC Technology Co. 1,421,776 109,079
  Symantec Corp. 3,053,063 86,249
  Motorola Solutions Inc. 820,484 71,169
* Dell Technologies Inc.    
  Class V 1,042,792 63,725
  Seagate Technology plc 1,488,777 57,690
* Synopsys Inc. 754,417 55,020
  NetApp Inc. 1,359,984 54,467
  CA Inc. 1,572,683 54,210
*,^ Advanced Micro    
  Devices Inc. 4,268,168 53,267

 

33


 

Value Index Fund

      Market
      Value
    Shares ($000)
  Marvell Technology    
  Group Ltd. 1,888,534 31,199
  Juniper Networks Inc. 958,671 26,728
  Garmin Ltd. 472,293 24,101
* Nuance Communications  
  Inc. 722,011 12,570
  Harris Corp. 978 107
      6,997,549
Telecommunications (3.8%)  
  AT&T Inc. 30,869,324 1,164,700
  Verizon    
  Communications Inc. 20,483,488 914,792
  CenturyLink Inc. 2,754,453 65,776
*,^ Sprint Corp. 3,002,635 24,652
      2,169,920
Utilities (5.9%)    
  NextEra Energy Inc. 2,351,278 329,485
  Duke Energy Corp. 3,514,760 293,799
  Dominion Energy Inc. 3,159,012 242,075
  Southern Co. 4,998,330 239,320
  American Electric    
  Power Co. Inc. 2,470,086 171,597
  PG&E Corp. 2,566,844 170,361
  Exelon Corp. 4,650,640 167,749
  Sempra Energy 1,257,909 141,829
  PPL Corp. 3,416,979 132,100
  Edison International 1,635,367 127,869
  Consolidated Edison Inc.  1,532,704 123,873
  Xcel Energy Inc. 2,548,505 116,925
  Public Service    
  Enterprise Group Inc. 2,538,946 109,200
  WEC Energy Group Inc. 1,583,956 97,223
  Eversource Energy 1,590,593 96,565
  DTE Energy Co. 900,381 95,251
  American Water    
  Works Co. Inc. 894,307 69,711
  Entergy Corp. 900,751 69,151
  Ameren Corp. 1,217,751 66,575
  CMS Energy Corp. 1,407,508 65,097
  FirstEnergy Corp. 2,227,229 64,946
  CenterPoint Energy Inc. 2,054,961 56,265
  ONEOK Inc. 1,058,896 55,232
  Pinnacle West    
  Capital Corp. 559,815 47,674
  Alliant Energy Corp. 1,143,355 45,929
  SCANA Corp. 645,629 43,264
  NiSource Inc. 1,629,569 41,326
  AES Corp. 3,313,247 36,810
  Avangrid Inc. 310,298 13,700
      3,330,901
    Market
    Value
  Shares ($000)
Total Common Stocks    
(Cost $45,513,789)   56,878,778
Temporary Cash Investments (0.1%)1  
Money Market Fund (0.1%)  
3,4 Vanguard Market    
Liquidity Fund,    
1.181% 547,845 54,795
 
  Face  
  Amount  
  ($000)
U.S. Government and Agency Obligations (0.0%)
5 United States Treasury  
Bill, 0.923%–0.990%,  
9/21/17 6,000 5,987
Total Temporary Cash Investments  
(Cost $60,779)   60,782
Total Investments (100.0%)  
(Cost $45,574,568)   56,939,560
 
    Amount
    ($000)
Other Assets and Liabilities (0.0%)  
Other Assets    
Investment in Vanguard   3,698
Receivables for Accrued Income 68,585
Receivables for Capital Shares Issued 19,467
Other Assets   1,725
Total Other Assets   93,475
Liabilities    
Payables for Investment Securities  
Purchased   (25,956)
Collateral for Securities on Loan (13,543)
Payables for Capital Shares Redeemed (22,721)
Payables to Vanguard   (21,932)
Total Liabilities   (84,152)
Net Assets (100%)   56,948,883

 

34


 

Value Index Fund

At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 46,381,449
Undistributed Net Investment Income 2,221
Accumulated Net Realized Losses (799,343)
Unrealized Appreciation (Depreciation)  
Investment Securities 11,364,992
Futures Contracts (436)
Net Assets 56,948,883
 
 
Investor Shares—Net Assets  
Applicable to 42,650,227 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 1,606,210
Net Asset Value Per Share—  
Investor Shares $37.66
 
 
ETF Shares—Net Assets  
Applicable to 324,495,545 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 31,320,241
Net Asset Value Per Share—  
ETF Shares $96.52

 

  Amount
  ($000)
Admiral Shares—Net Assets  
Applicable to 388,702,356 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization 14,635,388
Net Asset Value Per Share—  
Admiral Shares $37.65
 
 
Institutional Shares—Net Assets  
Applicable to 249,318,610 outstanding
$.001 par value shares of beneficial  
interest (unlimited authorization) 9,387,044
Net Asset Value Per Share—  
Institutional Shares $37.65

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $13,000,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.0%, respectively, of
net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the
7-day yield.
4 Includes $13,543,000 of collateral received for securities on loan.
5 Securities with a value of $3,093,000 have been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.
See accompanying Notes, which are an integral part of the Financial Statements.

35


 

Value Index Fund

Statement of Operations

  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 681,019
Interest1 244
Securities Lending—Net 118
Total Income 681,381
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,916
Management and Administrative—Investor Shares 1,178
Management and Administrative—ETF Shares 6,346
Management and Administrative—Admiral Shares 2,763
Management and Administrative—Institutional Shares 1,677
Marketing and Distribution—Investor Shares 134
Marketing and Distribution—ETF Shares 828
Marketing and Distribution—Admiral Shares 611
Marketing and Distribution—Institutional Shares 103
Custodian Fees 290
Shareholders’ Reports—Investor Shares 64
Shareholders’ Reports—ETF Shares 684
Shareholders’ Reports—Admiral Shares 166
Shareholders’ Reports—Institutional Shares 41
Trustees’ Fees and Expenses 17
Total Expenses 16,818
Net Investment Income 664,563
Realized Net Gain (Loss)  
Investment Securities Sold1 799,991
Futures Contracts 4,895
Realized Net Gain (Loss) 804,886
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 1,227,869
Futures Contracts 751
Change in Unrealized Appreciation (Depreciation) 1,228,620
Net Increase (Decrease) in Net Assets Resulting from Operations 2,698,069
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $222,000 and $36,000, respectively.

 

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

36


 

Value Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 664,563 1,162,619
Realized Net Gain (Loss) 804,886 1,023,424
Change in Unrealized Appreciation (Depreciation) 1,228,620 4,805,371
Net Increase (Decrease) in Net Assets Resulting from Operations 2,698,069 6,991,414
Distributions    
Net Investment Income    
Investor Shares (17,585) (36,182)
ETF Shares (360,325) (607,079)
Admiral Shares (167,452) (309,973)
Institutional Shares (107,657) (206,990)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (653,019) (1,160,224)
Capital Share Transactions    
Investor Shares (42,488) (872)
ETF Shares 3,096,000 5,425,058
Admiral Shares 671,365 1,461,682
Institutional Shares 357,582 475,356
Net Increase (Decrease) from Capital Share Transactions 4,082,459 7,361,224
Total Increase (Decrease) 6,127,509 13,192,414
Net Assets    
Beginning of Period 50,821,374 37,628,960
End of Period1 56,948,883 50,821,374
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $2,221,000 and ($9,323,000).

 

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

37


 

Value Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $36.24 $31.82 $32.95 $29.78 $22.93 $20.47
Investment Operations            
Net Investment Income .420 .850 .782 .691 .621 .595
Net Realized and Unrealized Gain (Loss)            
on Investments 1.412 4.415 (1.130) 3.164 6.847 2.458
Total from Investment Operations 1.832 5.265 (.348) 3.855 7.468 3.053
Distributions            
Dividends from Net Investment Income (.412) (.845) (.782) (.685) (.618) (.593)
Distributions from Realized Capital Gains
Total Distributions (.412) (.845) (.782) (.685) (.618) (.593)
Net Asset Value, End of Period $37.66 $36.24 $31.82 $32.95 $29.78 $22.93
 
Total Return1 5.07% 16.75% -1.03% 13.05% 32.85% 15.00%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $1,606 $1,587 $1,397 $1,593 $1,731 $1,482
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.18% 0.22% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 2.34% 2.64% 2.44% 2.25% 2.35% 2.71%
Portfolio Turnover Rate2 9% 7% 8% 6% 25% 22%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

38


 

Value Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $92.87 $81.56 $84.45 $76.34 $58.79 $52.48
Investment Operations            
Net Investment Income 1.135 2.282 2.123 1.888 1.700 1.613
Net Realized and Unrealized Gain (Loss)            
on Investments 3.630 11.301 (2.890) 8.095 17.538 6.305
Total from Investment Operations 4.765 13.583 (.767) 9.983 19.238 7.918
Distributions            
Dividends from Net Investment Income (1.115) (2.273) (2.123) (1.873) (1.688) (1.608)
Distributions from Realized Capital Gains
Total Distributions (1.115) (2.273) (2.123) (1.873) (1.688) (1.608)
Net Asset Value, End of Period $96.52 $92.87 $81.56 $84.45 $76.34 $58.79
 
Total Return 5.15% 16.88% -0.89% 13.19% 33.03% 15.19%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $31,320 $27,126 $18,648 $17,277 $12,461 $7,027
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.46% 2.76% 2.58% 2.39% 2.50% 2.85%
Portfolio Turnover Rate1 9% 7% 8% 6% 25% 22%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

39


 

Value Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $36.23 $31.82 $32.94 $29.78 $22.93 $20.47
Investment Operations            
Net Investment Income .443 .890 .829 .737 .663 .629
Net Realized and Unrealized Gain (Loss)            
on Investments 1.412 4.407 (1.121) 3.154 6.845 2.458
Total from Investment Operations 1.855 5.297 (.292) 3.891 7.508 3.087
Distributions            
Dividends from Net Investment Income (.435) (.887) (.828) (.731) (.658) (.627)
Distributions from Realized Capital Gains
Total Distributions (.435) (.887) (.828) (.731) (.658) (.627)
Net Asset Value, End of Period $37.65 $36.23 $31.82 $32.94 $29.78 $22.93
 
Total Return1 5.14% 16.86% -0.86% 13.18% 33.05% 15.18%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $14,635 $13,424 $10,408 $9,701 $5,054 $3,539
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 2.46% 2.76% 2.58% 2.39% 2.50% 2.85%
Portfolio Turnover Rate2 9% 7% 8% 6% 25% 22%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

40


 

Value Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $36.23 $31.82 $32.94 $29.78 $22.93 $20.47
Investment Operations            
Net Investment Income .446 .893 .831 .739 .666 .633
Net Realized and Unrealized Gain (Loss)            
on Investments 1.411 4.407 (1.120) 3.154 6.846 2.458
Total from Investment Operations 1.857 5.300 (.289) 3.893 7.512 3.091
Distributions            
Dividends from Net Investment Income (.437) (.890) (.831) (.733) (.662) (.631)
Distributions from Realized Capital Gains
Total Distributions (.437) (.890) (.831) (.733) (.662) (.631)
Net Asset Value, End of Period $37.65 $36.23 $31.82 $32.94 $29.78 $22.93
 
Total Return 5.14% 16.87% -0.85% 13.19% 33.07% 15.20%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $9,387 $8,684 $7,176 $7,860 $6,431 $4,369
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 2.47% 2.77% 2.59% 2.40% 2.51% 2.87%
Portfolio Turnover Rate1 9% 7% 8% 6% 25% 22%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

41


 

Value Index Fund

Notes to Financial Statements

Vanguard Value Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

42


 

Value Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the absence of a default the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

43


 

Value Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $3,698,000, representing 0.01% of the fund’s net assets and 1.48% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 56,878,778
Temporary Cash Investments 54,795 5,987
Futures Contracts—Assets1 28
Total 56,933,601 5,987
1 Represents variation margin on the last day of the reporting period.      

 

44


 

Value Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 620 75,048 (436)

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $877,982,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling $727,435,000 to offset future net capital gains. Of this amount, $333,377,000 is subject to expiration on December 31, 2017. Capital losses of $394,058,000 realized beginning in fiscal 2011 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $45,574,568,000. Net unrealized appreciation of investment securities for tax purposes was $11,364,992,000, consisting of unrealized gains of $12,527,663,000 on securities that had risen in value since their purchase and $1,162,671,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $8,633,705,000 of investment securities and sold $4,487,141,000 of investment securities, other than temporary cash investments. Purchases and sales include $4,912,646,000 and $2,120,140,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

The fund purchased securities from and sold securities to other Vanguard funds or accounts managed by Vanguard or its affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six

45


 

Value Index Fund

months ended June 30, 2017, such purchases and sales were $1,124,693,000 and $829,019,000, respectively; these amounts are included in the purchases and sales of investment securities noted above.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 159,297 4,288 330,274 9,960
Issued in Lieu of Cash Distributions 16,045 430 32,849 966
Redeemed (217,830) (5,869) (363,995) (11,030)
Net Increase (Decrease)—Investor Shares (42,488) (1,151) (872) (104)
ETF Shares        
Issued 5,227,143 54,733 8,556,798 100,574
Issued in Lieu of Cash Distributions
Redeemed (2,131,143) (22,325) (3,131,740) (37,125)
Net Increase (Decrease) —ETF Shares 3,096,000 32,408 5,425,058 63,449
Admiral Shares        
Issued 1,849,987 49,805 3,065,991 92,197
Issued in Lieu of Cash Distributions 144,821 3,884 267,386 7,859
Redeemed (1,323,443) (35,524) (1,871,695) (56,627)
Net Increase (Decrease)—Admiral Shares 671,365 18,165 1,461,682 43,429
Institutional Shares        
Issued 995,952 26,724 1,607,419 48,764
Issued in Lieu of Cash Distributions 101,842 2,731 195,936 5,764
Redeemed (740,212) (19,847) (1,327,999) (40,362)
Net Increase (Decrease)—Institutional Shares 357,582 9,608 475,356 14,166

 

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

46


 

Large-Cap Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics        
  Investor   Admiral Institutional
  Shares ETF Shares Shares Shares
Ticker Symbol VLACX VV VLCAX VLISX
Expense Ratio1 0.18% 0.06% 0.06% 0.05%
30-Day SEC Yield 1.81% 1.93% 1.93% 1.95%

 

Portfolio Characteristics    
      DJ
    CRSP US U.S. Total
    Large Cap Market
  Fund Index FA Index
Number of Stocks 610 602 3,800
Median Market Cap $84.4B $84.4B $59.8B
Price/Earnings Ratio 21.5x 21.5x 21.2x
Price/Book Ratio 3.0x 3.0x 2.9x
Return on Equity 23.1% 23.1% 16.3%
Earnings Growth Rate 8.1% 8.1% 10.0%
Dividend Yield 1.9% 1.9% 1.8%
Foreign Holdings 0.0% 0.0% 0.0%
Turnover Rate      
(Annualized) 4%
Short-Term Reserves 0.0%

 

Sector Diversification (% of equity exposure)
      DJ
    CRSP US U.S. Total 
    Large Cap Market
  Fund Index FA Index 
Basic Materials 2.3% 2.3% 2.6%
Consumer Goods 10.1 10.1 9.7
Consumer Services 13.3 13.3 13.1
Financials 19.4 19.4 20.4
Health Care 13.4 13.4 13.1
Industrials 12.0 12.0 12.9
Oil & Gas 5.8 5.8 5.5
Technology 18.4 18.4 17.5
Telecommunications 2.2 2.2 2.0
Utilities 3.1 3.1 3.2

 

Volatility Measures    
    DJ
  CRSP US U.S. Total
  Large Cap Market
  Index FA Index
R-Squared 1.00 0.99
Beta 1.00 0.97
These measures show the degree and timing of the fund’s
fluctuations compared with the indexes over 36 months.

 

Ten Largest Holdings (% of total net assets)
Apple Inc. Computer Hardware 3.2%
Alphabet Inc. Internet 2.5
Microsoft Corp. Software 2.5
Amazon.com Inc. Broadline Retailers 1.8
Facebook Inc. Internet 1.7
Johnson & Johnson Pharmaceuticals 1.7
Exxon Mobil Corp. Integrated Oil & Gas 1.6
Berkshire Hathaway Inc. Reinsurance 1.5
JPMorgan Chase & Co. Banks 1.5
Wells Fargo & Co. Banks 1.2
Top Ten   19.2%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for
Admiral Shares, and 0.05% for Institutional Shares.

47


 

Large-Cap Index Fund

Investment Focus


48


 

Large-Cap Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 1/30/2004 18.08% 14.42% 7.17%
ETF Shares 1/27/2004      
Market Price   18.24 14.58 7.33
Net Asset Value   18.20 14.57 7.32
Admiral Shares 2/2/2004 18.22 14.57 7.32
Institutional Shares 6/30/2005 18.22 14.58 7.34

 

See Financial Highlights for dividend and capital gains information.

49


 

Large-Cap Index Fund

Financial Statements (unaudited)

Statement of Net Assets
As of June 30, 2017

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the lists appear in the fund’s semiannual and annual reports to shareholders. For the first and third fiscal quarters, the fund files the lists with the Securities and Exchange Commission on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website at sec.gov. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

      Market
      Value
    Shares ($000)
Common Stocks (99.8%)1    
Basic Materials (2.3%)    
  Dow Chemical Co. 900,888 56,819
  EI du Pont de Nemours    
  & Co. 639,355 51,602
  Praxair Inc. 210,513 27,903
  Ecolab Inc. 192,153 25,508
  Air Products &    
  Chemicals Inc. 160,637 22,981
  PPG Industries Inc. 189,275 20,813
  LyondellBasell Industries    
  NV Class A 237,701 20,060
  International Paper Co. 304,516 17,239
  Nucor Corp. 235,319 13,618
  Newmont Mining Corp. 393,309 12,739
* Freeport-McMoRan Inc. 960,308 11,533
  Celanese Corp. Class A 103,361 9,813
  Albemarle Corp. 82,400 8,696
  Eastman Chemical Co. 96,595 8,113
  International Flavors    
  & Fragrances Inc. 58,206 7,858
  Arconic Inc. 325,169 7,365
  FMC Corp. 98,858 7,222
  Mosaic Co. 259,063 5,914
  Avery Dennison Corp. 65,337 5,774
* Axalta Coating    
  Systems Ltd. 160,793 5,152
  CF Industries    
  Holdings Inc. 171,203 4,787
  Reliance Steel &    
  Aluminum Co. 50,254 3,659
  WR Grace & Co. 50,756 3,655
* Alcoa Corp. 67,035 2,189
  Westlake Chemical Corp. 28,274 1,872
  Ashland Global    
  Holdings Inc. 12 1
      362,885
Consumer Goods (10.0%)    
  Procter & Gamble Co. 1,885,945 164,360
  Philip Morris    
  International Inc. 1,145,319 134,518
  Coca-Cola Co. 2,835,433 127,169
  PepsiCo Inc. 1,053,340 121,650
  Altria Group Inc. 1,424,405 106,075
  NIKE Inc. Class B 974,543 57,498
  Colgate-Palmolive Co. 651,415 48,289
  Mondelez International    
  Inc. Class A 1,062,886 45,906
  Reynolds American Inc. 631,271 41,058
  Kraft Heinz Co. 448,957 38,449
  Monsanto Co. 323,618 38,303
  Kimberly-Clark Corp. 261,726 33,792
  General Motors Co. 946,117 33,048
*,^ Tesla Inc. 90,870 32,860
  Ford Motor Co. 2,884,117 32,273
  Activision Blizzard Inc. 527,031 30,341
  General Mills Inc. 425,110 23,551
* Electronic Arts Inc. 215,516 22,784
  Constellation Brands    
  Inc. Class A 113,812 22,049
  Newell Brands Inc. 356,318 19,106
  Archer-Daniels-    
  Midland Co. 418,650 17,324
  Delphi Automotive plc 197,458 17,307
  Stanley Black &    
  Decker Inc. 112,918 15,891
  Estee Lauder Cos.    
  Inc. Class A 165,136 15,850
* Monster Beverage Corp. 313,800 15,590
  Tyson Foods Inc. Class A 212,138 13,286
  Clorox Co. 95,055 12,665
  Kellogg Co. 180,219 12,518
  Dr Pepper Snapple    
  Group Inc. 135,603 12,355
  Conagra Brands Inc. 318,216 11,379
* Mohawk Industries Inc. 46,587 11,260

 

50


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
  Molson Coors    
  Brewing Co. Class B 129,305 11,164
  VF Corp. 191,533 11,032
  Hershey Co. 101,013 10,846
  Whirlpool Corp. 54,646 10,471
  Coach Inc. 207,360 9,816
  JM Smucker Co. 81,656 9,662
  Genuine Parts Co. 103,534 9,604
  Church & Dwight Co. Inc. 183,456 9,518
  Hasbro Inc. 83,000 9,255
  DR Horton Inc. 263,127 9,096
  Lennar Corp. Class A 154,936 8,261
  McCormick & Co. Inc. 83,522 8,144
  Bunge Ltd. 103,556 7,725
  Campbell Soup Co. 146,268 7,628
  Lear Corp. 51,103 7,261
* LKQ Corp. 216,091 7,120
  Harley-Davidson Inc. 129,262 6,983
  Snap-on Inc. 42,572 6,726
  PVH Corp. 57,990 6,640
  BorgWarner Inc. 155,889 6,604
  Hormel Foods Corp. 193,575 6,603
  Brown-Forman Corp.    
  Class B 134,521 6,538
  Hanesbrands Inc. 276,530 6,404
* NVR Inc. 2,615 6,304
  Coty Inc. Class A 330,916 6,208
  Leucadia National Corp. 237,082 6,202
  Mattel Inc. 251,185 5,408
  PulteGroup Inc. 209,377 5,136
* WABCO Holdings Inc. 38,197 4,871
  Lamb Weston    
  Holdings Inc. 107,019 4,713
* Lululemon Athletica Inc. 70,403 4,201
* Michael Kors    
  Holdings Ltd. 114,830 4,163
^ Polaris Industries Inc. 44,170 4,074
  Goodyear Tire &    
  Rubber Co. 93,862 3,281
  Ingredion Inc. 26,468 3,155
  Ralph Lauren Corp.    
  Class A 41,249 3,044
*,^ Under Armour Inc.    
  Class A 134,762 2,932
* Under Armour Inc. 138,223 2,787
* Pilgrim’s Pride Corp. 35,895 787
  Lennar Corp. Class B 1,161 52
  Valvoline Inc. 39 1
* Edgewell Personal Care Co. 12 1
      1,588,925
Consumer Services (13.3%)    
* Amazon.com Inc. 299,588 290,001
  Comcast Corp. Class A 3,490,382  135,846
  Home Depot Inc. 881,622 135,241
  Walt Disney Co. 1,096,298 116,482
  McDonald’s Corp. 601,088 92,063
  Wal-Mart Stores Inc. 1,117,775 84,593
* Priceline Group Inc. 36,228 67,765
  CVS Health Corp. 751,473 60,464
  Starbucks Corp. 1,014,293 59,143
  Time Warner Inc. 543,336 54,556
  Walgreens Boots    
  Alliance Inc. 677,600 53,063
  Costco Wholesale Corp. 323,679 51,766
* Charter Communications    
  Inc. Class A 147,991 49,851
  Lowe’s Cos. Inc. 632,249 49,018
* Netflix Inc. 301,999 45,122
  TJX Cos. Inc. 453,449 32,725
* eBay Inc. 756,606 26,421
  Delta Air Lines Inc. 487,651 26,206
  McKesson Corp. 155,342 25,560
  Southwest Airlines Co. 400,580 24,892
  Twenty-First Century    
  Fox Inc. Class A 776,078 21,994
  Target Corp. 406,085 21,234
  Marriott International    
  Inc. Class A 210,586 21,124
  Yum! Brands Inc. 256,389 18,911
  Las Vegas Sands Corp. 292,122 18,664
  Carnival Corp. 277,094 18,169
  Cardinal Health Inc. 232,945 18,151
  Sysco Corp. 356,354 17,935
  CBS Corp. Class B 261,408 16,673
  Ross Stores Inc. 288,707 16,667
  American Airlines    
  Group Inc. 326,280 16,418
  Kroger Co. 686,756 16,015
* O’Reilly Automotive Inc. 67,977 14,869
* United Continental    
  Holdings Inc. 196,868 14,814
  Dollar General Corp. 202,449 14,595
  Omnicom Group Inc. 171,544 14,221
  Royal Caribbean    
  Cruises Ltd. 126,953 13,867
  Expedia Inc. 91,774 13,670
* Ulta Beauty Inc. 43,372 12,462
* AutoZone Inc. 20,998 11,979
  MGM Resorts    
  International 381,502 11,937
* Dollar Tree Inc. 165,728 11,588
  AmerisourceBergen    
  Corp. Class A 120,775 11,417
  Best Buy Co. Inc. 195,470 11,206
  Nielsen Holdings plc 261,938 10,127
* DISH Network Corp.    
  Class A 159,366 10,002
  Whole Foods Market Inc. 235,714 9,926

 

51


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
  Hilton Worldwide    
  Holdings Inc. 156,024 9,650
  L Brands Inc. 178,422 9,615
  Viacom Inc. Class B 266,139 8,934
* Chipotle Mexican    
  Grill Inc. Class A 21,136 8,795
* CarMax Inc. 137,286 8,657
  Darden Restaurants Inc. 91,769 8,300
  Twenty-First Century    
  Fox Inc. 294,465 8,207
  Alaska Air Group Inc. 91,213 8,187
  Tiffany & Co. 86,671 8,136
  Wynn Resorts Ltd. 60,472 8,110
  Wyndham Worldwide    
  Corp. 77,156 7,747
* Liberty Interactive Corp.    
  QVC Group Class A 304,940 7,483
  Aramark 180,183 7,384
  Interpublic Group of    
  Cos. Inc. 291,488 7,171
* Norwegian Cruise    
  Line Holdings Ltd. 117,791 6,395
  Advance Auto Parts Inc. 51,439 5,997
^ Sirius XM Holdings Inc. 1,038,804  5,682
  Tractor Supply Co. 96,501 5,231
  Macy’s Inc. 224,015 5,206
* Liberty Media Corp-    
  Liberty SiriusXM Class C 123,250 5,140
  Kohl’s Corp. 130,689 5,054
  News Corp. Class A 354,304 4,854
  FactSet Research    
  Systems Inc. 29,115 4,838
  Staples Inc. 479,290 4,826
  Foot Locker Inc. 96,764 4,769
  Scripps Networks    
  Interactive Inc. Class A 63,561 4,342
  Nordstrom Inc. 88,482 4,232
* Discovery    
  Communications Inc. 163,110 4,112
  Gap Inc. 175,246 3,854
  Domino’s Pizza Inc. 17,686 3,741
  Bed Bath & Beyond Inc. 104,458 3,176
* TripAdvisor Inc. 81,317 3,106
* Discovery    
  Communications Inc.    
  Class A 111,815 2,888
* Liberty Media Corp-    
  Liberty SiriusXM Class A 64,104 2,691
  H&R Block Inc. 75,639 2,338
  Signet Jewelers Ltd. 25,178 1,592
* Altice USA Inc. Class A 45,515 1,470
* Hyatt Hotels Corp. Class A 24,240 1,363
* AutoNation Inc. 26,090 1,100
  News Corp. Class B 14,516 205
  CBS Corp. Class A 2,867 186
  Viacom Inc. Class A 985 37
  Williams-Sonoma Inc. 15 1
* Rite Aid Corp. 204 1
      2,104,216
Financials (19.4%)    
* Berkshire Hathaway Inc.    
  Class B 1,421,017 240,678
  JPMorgan Chase & Co. 2,619,804 239,450
  Wells Fargo & Co. 3,316,474 183,766
  Bank of America Corp. 7,338,291 178,027
  Citigroup Inc. 2,030,211 135,780
  Visa Inc. Class A 1,361,682 127,699
  Mastercard Inc. Class A 699,457 84,949
  US Bancorp 1,180,655 61,300
  Goldman Sachs Group    
  Inc. 261,236 57,968
  Chubb Ltd. 327,167 47,564
  American Express Co. 560,820 47,243
  Morgan Stanley 1,023,045 45,587
  PNC Financial Services    
  Group Inc. 356,906 44,567
  American International    
  Group Inc. 679,975 42,512
  American Tower    
  Corporation 313,468 41,478
  Charles Schwab Corp. 887,643 38,133
  BlackRock Inc. 89,435 37,778
  Simon Property    
  Group Inc. 230,072 37,216
  Bank of New York    
  Mellon Corp. 728,703 37,178
  MetLife Inc. 634,922 34,883
  Prudential Financial Inc. 316,398 34,215
  CME Group Inc. 238,095 29,819
  Marsh & McLennan    
  Cos. Inc. 379,238 29,565
  Capital One Financial    
  Corp. 355,594 29,379
  Intercontinental    
  Exchange Inc. 436,263 28,758
  S&P Global Inc. 190,183 27,765
  BB&T Corp. 598,303 27,169
  Crown Castle    
  International Corp. 269,529 27,001
  Travelers Cos. Inc. 206,061 26,073
  Aon plc 193,280 25,697
  Equinix Inc. 57,353 24,614
  State Street Corp. 265,671 23,839
  Allstate Corp. 268,859 23,778
  Prologis Inc. 390,594 22,904
  Public Storage 108,968 22,723
  Aflac Inc. 292,127 22,692
  SunTrust Banks Inc. 359,216 20,375
  Welltower Inc. 269,631 20,182

 

52


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
  AvalonBay    
  Communities Inc. 101,639 19,532
  Progressive Corp. 428,413 18,889
  Weyerhaeuser Co. 554,568 18,578
  Ventas Inc. 261,745 18,186
  Synchrony Financial 598,076 17,835
  Equity Residential 270,791 17,826
  Discover Financial    
  Services 282,310 17,557
  M&T Bank Corp. 102,204 16,552
  Northern Trust Corp. 160,575 15,609
  KeyCorp 806,888 15,121
  Moody’s Corp. 119,949 14,595
  Fifth Third Bancorp 554,159 14,386
  Ameriprise Financial Inc. 112,890 14,370
  Hartford Financial    
  Services Group Inc. 270,418 14,216
  Boston Properties Inc. 113,537 13,967
  Willis Towers Watson plc 95,212 13,850
  Principal Financial    
  Group Inc. 212,542 13,618
  Citizens Financial    
  Group Inc. 374,992 13,380
  Digital Realty Trust Inc. 117,876 13,314
  Regions Financial Corp. 902,219 13,208
  T. Rowe Price Group Inc. 169,296 12,563
  Essex Property Trust Inc. 48,400 12,452
  Equifax Inc. 88,729 12,193
* SBA Communications    
  Corp. Class A 89,714 12,102
  Vornado Realty Trust 125,701 11,803
  First Republic Bank 115,698 11,581
* IHS Markit Ltd. 255,134 11,236
  Lincoln National Corp. 164,707 11,131
  Realty Income Corp. 201,419 11,114
  Franklin Resources Inc. 248,072 11,111
  HCP Inc. 345,614 11,046
  Huntington    
  Bancshares Inc. 801,899 10,842
  GGP Inc. 454,449 10,707
  Invesco Ltd. 300,088 10,560
  Host Hotels &    
  Resorts Inc. 545,637 9,969
  Loews Corp. 209,985 9,829
  Comerica Inc. 130,524 9,560
* Markel Corp. 9,759 9,523
  Annaly Capital    
  Management Inc. 746,822 8,999
  Mid-America Apartment    
  Communities Inc. 83,232 8,771
  XL Group Ltd. 194,293 8,510
  FNF Group 189,662 8,503
* Arch Capital Group Ltd. 90,061 8,402
  TD Ameritrade Holding    
  Corp. 193,767 8,330
  Cincinnati Financial Corp. 114,605 8,303
  Alexandria Real Estate    
  Equities Inc. 67,243 8,101
  SL Green Realty Corp. 75,104 7,946
  Unum Group 168,639 7,864
* E*TRADE Financial Corp. 202,874 7,715
* CBRE Group Inc. Class A 211,896 7,713
  Raymond James    
  Financial Inc. 95,621 7,671
  UDR Inc. 196,019 7,639
  Arthur J Gallagher & Co. 132,453 7,583
  Duke Realty Corp. 260,358 7,277
  Ally Financial Inc. 346,516 7,242
  Affiliated Managers    
  Group Inc. 41,829 6,938
  MSCI Inc. Class A 66,723 6,872
* Liberty Broadband Corp. 78,796 6,836
  Extra Space Storage Inc. 87,514 6,826
  Federal Realty    
  Investment Trust 53,326 6,740
  Western Union Co. 351,370 6,694
  Regency Centers Corp. 106,027 6,642
  Zions Bancorporation 149,099 6,547
* Alleghany Corp. 10,757 6,398
  Iron Mountain Inc. 185,126 6,361
  Torchmark Corp. 82,864 6,339
  Reinsurance Group    
  of America Inc. Class A 47,552 6,105
  Macerich Co. 105,005 6,097
  Nasdaq Inc. 84,891 6,069
  VEREIT Inc. 715,180 5,822
  Everest Re Group Ltd. 22,725 5,786
  SEI Investments Co. 105,362 5,666
  AGNC Investment Corp. 260,919 5,555
  Camden Property Trust 64,660 5,529
  Kimco Realty Corp. 295,629 5,425
  CIT Group Inc. 106,479 5,186
  Voya Financial Inc. 138,618 5,114
  WR Berkley Corp. 67,052 4,638
  People’s United    
  Financial Inc. 251,973 4,450
  New York Community    
  Bancorp Inc. 338,574 4,445
  Lazard Ltd. Class A 94,669 4,386
  Jones Lang LaSalle Inc. 33,033 4,129
  Axis Capital Holdings Ltd. 63,424 4,101
  Brixmor Property    
  Group Inc. 223,619 3,998
* Athene Holding Ltd.    
  Class A 76,020 3,771
* SVB Financial Group 19,394 3,409
  Assurant Inc. 21,231 2,201
* Liberty Broadband    
  Corp. Class A 18,261 1,567

 

53


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
* Berkshire Hathaway    
  Inc. Class A 6 1,528
  Invitation Homes Inc. 57,089 1,235
  Navient Corp. 60 1
* Santander Consumer    
  USA Holdings Inc. 21
      3,060,190
Health Care (13.4%)    
  Johnson & Johnson 1,986,417 262,783
  Pfizer Inc. 4,400,559 147,815
  UnitedHealth Group Inc. 710,619 131,763
  Merck & Co. Inc. 2,016,844 129,260
  Amgen Inc. 542,253 93,392
  Medtronic plc 1,009,417 89,586
  AbbVie Inc. 1,173,594 85,097
* Celgene Corp. 575,757 74,774
  Gilead Sciences Inc. 963,573 68,202
  Bristol-Myers Squibb Co. 1,214,829  67,690
  Abbott Laboratories 1,279,632 62,203
  Eli Lilly & Co. 732,278 60,267
  Allergan plc 247,675 60,207
  Thermo Fisher    
  Scientific Inc. 289,238 50,463
* Biogen Inc. 156,429 42,449
  Aetna Inc. 244,609 37,139
  Anthem Inc. 195,457 36,771
  Becton Dickinson and Co. 166,773 32,539
  Cigna Corp. 188,849 31,611
  Stryker Corp. 220,524 30,604
* Regeneron    
  Pharmaceuticals Inc. 57,722 28,350
* Boston Scientific Corp. 1,008,038 27,943
* Express Scripts    
  Holding Co. 436,822 27,887
  Humana Inc. 106,234 25,562
* Intuitive Surgical Inc. 27,125 25,372
* Vertex    
  Pharmaceuticals Inc. 183,693 23,673
  Zoetis Inc. 361,969 22,580
  Baxter International Inc. 360,838 21,845
* Alexion Pharmaceuticals    
  Inc. 157,351 19,145
  Zimmer Biomet    
  Holdings Inc. 148,738 19,098
* HCA Healthcare Inc. 216,763 18,902
* Illumina Inc. 107,742 18,695
* Edwards Lifesciences    
  Corp. 155,796 18,421
  CR Bard Inc. 53,398 16,880
* Incyte Corp. 128,140 16,134
* Mylan NV 374,766 14,548
* BioMarin    
  Pharmaceutical Inc. 128,721 11,690
* Laboratory Corp.      
  of America Holdings 75,334 11,612
  Quest Diagnostics Inc. 100,852 11,211
  Dentsply Sirona Inc.   169,593 10,996
* Henry Schein Inc.   58,499 10,707
* IDEXX Laboratories Inc. 65,001 10,492
* Waters Corp.   56,050 10,304
* Centene Corp.   120,800 9,650
* Quintiles IMS Holdings Inc.  105,524 9,444
* Hologic Inc.   206,498 9,371
  Cooper Cos. Inc.   35,899 8,595
  ResMed Inc.   104,641 8,148
  Universal Health      
  Services Inc. Class B 65,620 8,011
  Perrigo Co. plc   99,807 7,537
* DaVita Inc.   115,381 7,472
* Varian Medical      
  Systems Inc.   68,367 7,055
* Alkermes plc   113,026 6,552
* Jazz Pharmaceuticals plc 41,674 6,480
* Align Technology Inc. 26,605 3,994
* Envision Healthcare Corp. 42,786 2,681
* TESARO Inc.   13,801 1,930
* Seattle Genetics Inc. 33,894 1,754
* Mallinckrodt plc   36,479 1,635
        2,116,971
Industrials (11.9%)      
  General Electric Co. 6,403,274 172,952
  3M Co.   440,410 91,689
  Boeing Co.   422,806 83,610
  Honeywell      
  International Inc.   562,179 74,933
  United Technologies Corp. 531,940 64,955
  Union Pacific Corp.   596,218 64,934
  Accenture plc Class A 457,304 56,559
  United Parcel Service    
  Inc. Class B   507,910 56,170
  Lockheed Martin Corp. 181,424 50,365
  Caterpillar Inc.   434,463 46,687
* PayPal Holdings Inc.   840,733 45,122
  Danaher Corp.   460,815 38,888
  FedEx Corp.   177,476 38,571
  General Dynamics Corp. 189,084 37,458
  CSX Corp.   646,486 35,272
  Raytheon Co.   214,472 34,633
  Northrop Grumman Corp. 128,749 33,051
  Automatic Data      
  Processing Inc.   313,469 32,118
  Johnson Controls      
  International plc   691,789 29,996
  Illinois Tool Works Inc. 203,853 29,202
  Deere & Co.   234,788 29,017
  Emerson Electric Co. 475,324 28,339

 

54


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
  Norfolk Southern Corp. 213,726 26,010
  Eaton Corp. plc 329,574 25,651
  Waste Management Inc. 325,896 23,905
  Sherwin-Williams Co. 61,698 21,654
  Fidelity National    
  Information Services Inc. 243,869 20,826
  TE Connectivity Ltd. 261,811 20,599
  Cummins Inc. 123,899 20,099
* Fiserv Inc. 157,149 19,226
  Roper Technologies Inc. 75,243 17,421
  Ingersoll-Rand plc 190,141 17,377
  PACCAR Inc. 259,079 17,110
  Amphenol Corp. Class A 225,395 16,639
  Parker-Hannifin Corp. 98,289 15,709
  Rockwell Automation Inc. 95,026 15,390
  Fortive Corp. 230,075 14,575
  Agilent Technologies Inc. 237,780 14,103
  Paychex Inc. 238,455 13,578
  Rockwell Collins Inc. 119,829 12,592
  Waste Connections Inc. 194,458 12,527
  Vulcan Materials Co. 97,064 12,296
* Mettler-Toledo    
  International Inc. 18,985 11,173
  Republic Services Inc.    
  Class A 173,945 11,086
  Ball Corp. 259,068 10,935
  WestRock Co. 185,289 10,499
  Martin Marietta    
  Materials Inc. 46,420 10,332
  AMETEK Inc. 169,705 10,279
  Global Payments Inc. 112,559 10,166
  Alliance Data Systems    
  Corp. 38,930 9,993
* FleetCor Technologies Inc. 67,957 9,800
* Verisk Analytics Inc.    
  Class A 115,641 9,757
  L3 Technologies Inc. 57,369 9,585
  TransDigm Group Inc. 34,850 9,370
  Fastenal Co. 213,439 9,291
  Dover Corp. 114,208 9,162
  Masco Corp. 236,562 9,039
  Textron Inc. 178,498 8,407
  Kansas City Southern 78,375 8,202
  Pentair plc 121,041 8,054
  Cintas Corp. 62,181 7,837
* Vantiv Inc. Class A 119,561 7,573
  Expeditors International    
  of Washington Inc. 132,956 7,509
  Fortune Brands Home    
  & Security Inc. 113,145 7,382
  Xylem Inc. 131,547 7,292
  CH Robinson    
  Worldwide Inc. 103,784 7,128
  Total System Services Inc. 121,394 7,071
* United Rentals Inc. 62,413 7,035
  WW Grainger Inc. 36,977 6,675
* Trimble Inc. 186,533 6,654
  Acuity Brands Inc. 32,395 6,585
  Sealed Air Corp. 144,490 6,467
* Crown Holdings Inc. 102,710 6,128
  JB Hunt Transport    
  Services Inc. 65,527 5,988
  Wabtec Corp. 63,218 5,784
  ManpowerGroup Inc. 49,699 5,549
  Owens Corning 82,384 5,513
* Sensata Technologies    
  Holding NV 125,350 5,355
* Arrow Electronics Inc. 65,366 5,126
* First Data Corp. Class A 275,992 5,023
  Jacobs Engineering    
  Group Inc. 89,181 4,851
* Stericycle Inc. 62,525 4,772
  Fluor Corp. 102,212 4,679
  Hubbell Inc. Class B 40,595 4,594
  Xerox Corp. 157,227 4,517
  Macquarie Infrastructure    
  Corp. 57,112 4,478
  Flowserve Corp. 95,298 4,425
  Robert Half International    
  Inc. 89,327 4,281
  Allison Transmission    
  Holdings Inc. 100,679 3,777
  Huntington Ingalls    
  Industries Inc. 16,788 3,125
  Avnet Inc. 45,998 1,788
  FLIR Systems Inc. 49,660 1,721
      1,883,620
Oil & Gas (5.8%)    
  Exxon Mobil Corp. 3,124,456 252,237
  Chevron Corp. 1,397,012 145,750
  Schlumberger Ltd. 1,024,592 67,459
  ConocoPhillips 912,239 40,102
  EOG Resources Inc. 425,708 38,535
  Occidental Petroleum    
  Corp. 563,840 33,757
  Kinder Morgan Inc. 1,399,346 26,812
  Phillips 66 322,616 26,677
  Halliburton Co. 608,038 25,969
  Valero Energy Corp. 330,110 22,269
  Marathon Petroleum    
  Corp. 386,172 20,208
  Pioneer Natural    
  Resources Co. 125,523 20,031
  Anadarko Petroleum    
  Corp. 413,276 18,738
  Williams Cos. Inc. 609,329 18,451
  Baker Hughes Inc. 313,742 17,102

 

55


 

Large-Cap Index Fund

        Market
        Value
      Shares ($000)
  Apache Corp.   280,572 13,448
* Concho Resources Inc.   109,501 13,308
  Devon Energy Corp.   368,305 11,775
  Tesoro Corp.   112,213 10,503
  Hess Corp.   222,798 9,774
  National Oilwell Varco Inc. 280,324 9,234
  Noble Energy Inc.   322,929 9,139
  Cabot Oil & Gas Corp.   343,333 8,611
  EQT Corp.   127,877 7,492
  Marathon Oil Corp.   626,920 7,429
* Cheniere Energy Inc.   149,130 7,264
  Cimarex Energy Co.   69,539 6,537
  OGE Energy Corp.   146,060 5,081
  Range Resources Corp.   182,047 4,218
  Helmerich & Payne Inc.   71,664 3,894
  Targa Resources Corp.   78,807 3,562
* Antero Resources Corp.   162,022 3,501
* Continental Resources Inc. 68,686 2,221
  HollyFrontier Corp.   65,256 1,793
* Energen Corp.   35,852 1,770
  Core Laboratories NV   16,181 1,639
* Weatherford      
  International plc   361,626 1,400
  Murphy Oil Corp.   33 1
        917,691
Technology (18.4%)      
  Apple Inc. 3,460,821 498,427
  Microsoft Corp. 5,694,079 392,493
* Facebook Inc. Class A 1,743,726 263,268
* Alphabet Inc. Class A   219,474 204,041
* Alphabet Inc. Class C   217,461 197,613
  Intel Corp. 3,472,274 117,154
  Cisco Systems Inc. 3,686,916 115,400
  Oracle Corp. 2,275,544 114,096
  International Business      
  Machines Corp.   658,195 101,250
  Broadcom Ltd.   295,952 68,972
  NVIDIA Corp.   416,882 60,264
  QUALCOMM Inc. 1,089,522 60,163
  Texas Instruments Inc.   734,689 56,520
* Adobe Systems Inc.   364,860 51,606
* salesforce.com Inc.   499,099 43,222
  Applied Materials Inc.   796,310 32,896
  Cognizant Technology      
  Solutions Corp. Class A   433,473 28,783
  Intuit Inc.   179,591 23,851
* Micron Technology Inc.   775,039 23,143
  HP Inc. 1,246,870 21,795
  Analog Devices Inc.   269,229 20,946
  Corning Inc.   679,796 20,428
  Hewlett Packard      
  Enterprise Co. 1,222,506 20,281
  Western Digital Corp.   214,454 19,001
  Lam Research Corp.   119,289 16,871
  DXC Technology Co.   208,954 16,031
* Autodesk Inc. 154,867 15,614
* Cerner Corp. 219,387 14,583
* ServiceNow Inc. 125,067 13,257
  Skyworks Solutions Inc. 136,146 13,063
  Symantec Corp. 454,010 12,826
* Red Hat Inc. 130,602 12,505
  Microchip Technology Inc. 159,641 12,321
  Xilinx Inc. 182,018 11,707
  KLA-Tencor Corp. 115,613 10,580
  Motorola Solutions Inc. 120,432 10,446
  Harris Corp. 91,364 9,966
* Workday Inc. Class A 96,523 9,363
  Maxim Integrated    
  Products Inc. 208,453 9,359
* Dell Technologies Inc.    
  Class V 152,892 9,343
* Palo Alto Networks Inc. 64,554 8,638
  Seagate Technology plc 218,853 8,481
* Citrix Systems Inc. 105,632 8,406
  NetApp Inc. 201,566 8,073
* Synopsys Inc. 110,189 8,036
  CA Inc. 231,194 7,969
  Juniper Networks Inc. 281,274 7,842
*,^ Advanced Micro    
  Devices Inc. 626,109 7,814
* Gartner Inc. 63,088 7,792
* Twitter Inc. 431,277 7,707
* ANSYS Inc. 62,946 7,659
  CDK Global Inc. 107,128 6,648
* Akamai Technologies Inc. 120,819 6,018
* F5 Networks Inc. 47,329 6,014
*,^ VeriSign Inc. 64,357 5,983
* Qorvo Inc. 92,894 5,882
* Splunk Inc. 102,039 5,805
  Marvell Technology    
  Group Ltd. 279,076 4,610
  LogMeIn Inc. 38,966 4,072
  Garmin Ltd. 69,186 3,531
* VMware Inc. Class A 39,805 3,480
*,^ Snap Inc. 175,756 3,123
* Arista Networks Inc. 17,217 2,579
* Nuance Communications    
  Inc. 106,763 1,859
* Premier Inc. Class A 37,515 1,350
      2,902,819

 

56


 

Large-Cap Index Fund

      Market
      Value
    Shares ($000)
Telecommunications (2.2%)  
  AT&T Inc. 4,533,358 171,044
  Verizon Communications    
  Inc. 3,008,003 134,338
* T-Mobile US Inc. 214,538 13,005
* Level 3 Communications    
  Inc. 213,284 12,648
  CenturyLink Inc. 404,787 9,666
* Zayo Group Holdings Inc. 116,604 3,603
* Sprint Corp. 438,292 3,598
      347,902
Utilities (3.1%)    
  NextEra Energy Inc. 345,315 48,389
  Duke Energy Corp. 516,123 43,143
  Dominion Energy Inc. 464,010 35,557
  Southern Co. 734,027 35,145
  American Electric    
  Power Co. Inc. 362,598 25,190
  PG&E Corp. 376,151 24,965
  Exelon Corp. 682,704 24,625
  Sempra Energy 184,849 20,842
  PPL Corp. 502,113 19,412
  Edison International 240,261 18,786
  Consolidated Edison Inc. 225,221 18,202
  Xcel Energy Inc. 374,481 17,181
  Public Service Enterprise    
  Group Inc. 373,160 16,050
  WEC Energy Group Inc. 232,790 14,289
  Eversource Energy 233,733 14,190
  DTE Energy Co. 132,326 13,999
  American Water    
  Works Co. Inc. 131,498 10,250
  Entergy Corp. 132,390 10,163
  Ameren Corp. 179,004 9,786
  CMS Energy Corp. 206,870 9,568
  FirstEnergy Corp. 327,295 9,544
  CenterPoint Energy Inc. 301,971 8,268
  ONEOK Inc. 155,617 8,117
  Pinnacle West Capital    
  Corp. 82,349 7,013
  Alliant Energy Corp. 168,085 6,752
  SCANA Corp. 94,153 6,309
  NiSource Inc. 237,255 6,017
  AES Corp. 482,576 5,361
  Avangrid Inc. 45,211 1,996
      489,109
Total Common Stocks    
(Cost $10,506,615)   15,774,328
      Market
      Value
    Shares ($000)
Temporary Cash Investments (0.3%)1  
Money Market Fund (0.3%)    
2,3 Vanguard Market    
  Liquidity Fund,    
  1.181% 399,248 39,933
 
    Face  
    Amount  
    ($000)  
U.S. Government and Agency Obligations (0.0%)
  United States    
  Treasury Bill,    
  0.927%, 8/24/17 200 200
4 United States    
  Treasury Bill, 0.923%,    
  9/21/17 2,100 2,095
4 United States    
  Treasury Bill,    
  0.980%, 10/5/17 500 499
      2,794
Total Temporary Cash Investments  
(Cost $42,724)   42,727
Total Investments (100.1%)    
(Cost $10,549,339)   15,817,055
 
      Amount
      ($000)
Other Assets and Liabilities (-0.1%)  
Other Assets    
Investment in Vanguard   1,025
Receivables for Accrued Income 15,725
Receivables for Capital Shares Issued 6,718
Other Assets   11
Total Other Assets   23,479
Liabilities    
Payables for Investment    
Securities Purchased   (917)
Collateral for Securities on Loan (21,877)
Payables for Capital Shares Redeemed (2,231)
Payables to Vanguard   (5,793)
Other Liabilities   (953)
Total Liabilities   (31,771)
Net Assets (100%)   15,808,763

 

57


 

Large-Cap Index Fund

At June 30, 2017, net assets consisted of:
  Amount
  ($000)
Paid-in Capital 10,656,479
Undistributed Net Investment Income 1,017
Accumulated Net Realized Losses (116,266)
Unrealized Appreciation (Depreciation)  
Investment Securities 5,267,716
Futures Contracts (183)
Net Assets 15,808,763
 
 
Investor Shares—Net Assets  
Applicable to 9,936,644 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 445,743
Net Asset Value Per Share—  
Investor Shares $44.86
 
 
ETF Shares—Net Assets  
Applicable to 87,134,159 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 9,676,444
Net Asset Value Per Share—  
ETF Shares $111.05
 
 
Admiral Shares—Net Assets  
Applicable to 84,029,203 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 4,712,808
Net Asset Value Per Share—  
Admiral Shares $56.09
 
 
Institutional Shares—Net Assets  
Applicable to 4,218,387 outstanding  
$.001 par value shares of beneficial  
interest (unlimited authorization) 973,768
Net Asset Value Per Share—  
Institutional Shares $230.84

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $20,999,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund’s effective common stock and temporary cash investment positions represent 100.0% and 0.1%, respectively,
of net assets.
2 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown
is the 7-day yield.
3 Includes $21,877,000 of collateral received for securities on loan.
4 Securities with a value of $1,097,000 have been segregated as initial margin for open futures contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

58


 

Large-Cap Index Fund

Statement of Operations

  Six Months Ended
  June 30, 2017
  ($000)
Investment Income  
Income  
Dividends 143,590
Interest1 242
Securities Lending—Net 200
Total Income 144,032
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 1,292
Management and Administrative—Investor Shares 290
Management and Administrative—ETF Shares 1,347
Management and Administrative—Admiral Shares 639
Management and Administrative—Institutional Shares 119
Marketing and Distribution—Investor Shares 40
Marketing and Distribution—ETF Shares 212
Marketing and Distribution—Admiral Shares 179
Marketing and Distribution—Institutional Shares 10
Custodian Fees 122
Shareholders’ Reports—Investor Shares 19
Shareholders’ Reports—ETF Shares 214
Shareholders’ Reports—Admiral Shares 51
Shareholders’ Reports—Institutional Shares
Trustees’ Fees and Expenses 5
Total Expenses 4,539
Net Investment Income 139,493
Realized Net Gain (Loss)  
Investment Securities Sold1 172,275
Futures Contracts 4,442
Realized Net Gain (Loss) 176,717
Change in Unrealized Appreciation (Depreciation) of Investment Securities  
Investment Securities 1,027,188
Futures Contracts
Change in Unrealized Appreciation (Depreciation) 1,027,188
Net Increase (Decrease) in Net Assets Resulting from Operations 1,343,398
1 Interest income and realized net gain (loss) from an affiliated company of the fund were $231,000 and $2,000, respectively.
.  

 

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

59


 

Large-Cap Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 139,493 261,672
Realized Net Gain (Loss) 176,717 134,455
Change in Unrealized Appreciation (Depreciation) 1,027,188 1,016,841
Net Increase (Decrease) in Net Assets Resulting from Operations 1,343,398 1,412,968
Distributions    
Net Investment Income    
Investor Shares (3,588) (7,448)
ETF Shares (82,956) (158,127)
Admiral Shares (40,392) (79,259)
Institutional Shares (8,407) (17,725)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Total Distributions (135,343) (262,559)
Capital Share Transactions    
Investor Shares 10,601 (7,876)
ETF Shares 474,409 1,302,695
Admiral Shares 221,946 257,948
Institutional Shares (36,934) 63,094
Net Increase (Decrease) from Capital Share Transactions 670,022 1,615,861
Total Increase (Decrease) 1,878,077 2,766,270
Net Assets    
Beginning of Period 13,930,686 11,164,416
End of Period1 15,808,763 13,930,686
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of $1,017,000 and ($3,133,000).

 

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

60


 

Large-Cap Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $41.31 $37.78 $38.12 $34.24 $26.32 $23.16
Investment Operations            
Net Investment Income .378 .768 .702 .624 .556 .521
Net Realized and Unrealized Gain (Loss)            
on Investments 3.537 3.533 (.348) 3.879 7.921 3.159
Total from Investment Operations 3.915 4.301 .354 4.503 8.477 3.680
Distributions            
Dividends from Net Investment Income (.365) (.771) (.694) (.623) (.557) (.520)
Distributions from Realized Capital Gains
Total Distributions (.365) (.771) (.694) (.623) (.557) (.520)
Net Asset Value, End of Period $44.86 $41.31 $37.78 $38.12 $34.24 $26.32
 
Total Return1 9.49% 11.50% 0.93% 13.24% 32.45% 15.94%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $446 $400 $375 $399 $391 $290
Ratio of Total Expenses to            
Average Net Assets 0.18% 0.18% 0.20% 0.23% 0.24% 0.24%
Ratio of Net Investment Income to            
Average Net Assets 1.79% 2.02% 1.86% 1.76% 1.82% 2.08%
Portfolio Turnover Rate2 4% 5% 4% 3% 9% 8%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

61


 

Large-Cap Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $102.27 $93.52 $94.36 $84.76 $65.15 $57.34
Investment Operations            
Net Investment Income 1.001 2.018 1.850 1.672 1.488 1.383
Net Realized and Unrealized Gain (Loss)            
on Investments 8.750 8.754 (.859) 9.599 19.610 7.807
Total from Investment Operations 9.751 10.772 .991 11.271 21.098 9.190
Distributions            
Dividends from Net Investment Income (.971) (2.022) (1.831) (1.671) (1.488) (1.380)
Distributions from Realized Capital Gains
Total Distributions (.971) (2.022) (1.831) (1.671) (1.488) (1.380)
Net Asset Value, End of Period $111.05 $102.27 $93.52 $94.36 $84.76 $65.15
 
Total Return 9.55% 11.65% 1.07% 13.39% 32.65% 16.09%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $9,676 $8,468 $6,469 $5,619 $4,707 $3,577
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.91% 2.14% 1.98% 1.90% 1.97% 2.22%
Portfolio Turnover Rate1 4% 5% 4% 3% 9% 8%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

62


 

Large-Cap Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $51.65 $47.23 $47.65 $42.81 $32.90 $28.96
Investment Operations            
Net Investment Income .504 1.019 .936 .846 .752 .698
Net Realized and Unrealized Gain (Loss)            
on Investments 4.425 4.422 (.430) 4.839 9.909 3.939
Total from Investment Operations 4.929 5.441 .506 5.685 10.661 4.637
Distributions            
Dividends from Net Investment Income (.489) (1.021) (.926) (.845) (.751) (.697)
Distributions from Realized Capital Gains
Total Distributions (.489) (1.021) (.926) (.845) (.751) (.697)
Net Asset Value, End of Period $56.09 $51.65 $47.23 $47.65 $42.81 $32.90
 
Total Return1 9.56% 11.65% 1.07% 13.38% 32.66% 16.06%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $4,713 $4,130 $3,527 $3,085 $1,438 $981
Ratio of Total Expenses to            
Average Net Assets 0.06% 0.06% 0.08% 0.09% 0.09% 0.10%
Ratio of Net Investment Income to            
Average Net Assets 1.91% 2.14% 1.98% 1.90% 1.97% 2.22%
Portfolio Turnover Rate2 4% 5% 4% 3% 9% 8%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

63


 

Large-Cap Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $212.59 $194.40 $196.14 $176.18 $135.42 $119.18
Investment Operations            
Net Investment Income 2.093 4.215 3.865 3.492 3.105 2.903
Net Realized and Unrealized Gain (Loss)            
on Investments 18.186 18.199 (1.781) 19.957 40.761 16.234
Total from Investment Operations 20.279 22.414 2.084 23.449 43.866 19.137
Distributions            
Dividends from Net Investment Income (2.029) (4.224) (3.824) (3.489) (3.106) (2.897)
Distributions from Realized Capital Gains
Total Distributions (2.029) (4.224) (3.824) (3.489) (3.106) (2.897)
Net Asset Value, End of Period $230.84 $212.59 $194.40 $196.14 $176.18 $135.42
 
Total Return 9.56% 11.66% 1.07% 13.41% 32.65% 16.11%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $974 $932 $794 $857 $750 $752
Ratio of Total Expenses to            
Average Net Assets 0.05% 0.05% 0.07% 0.08% 0.08% 0.08%
Ratio of Net Investment Income to            
Average Net Assets 1.92% 2.15% 1.99% 1.91% 1.98% 2.24%
Portfolio Turnover Rate1 4% 5% 4% 3% 9% 8%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

64


 

Large-Cap Index Fund

Notes to Financial Statements

Vanguard Large-Cap Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers four classes of shares: Investor Shares, ETF Shares, Admiral Shares, and Institutional Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares and Institutional Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearing-house is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

65


 

Large-Cap Index Fund

3. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

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

5. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

7. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

66


 

Large-Cap Index Fund

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $1,025,000, representing 0.01% of the fund’s net assets and 0.41% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest
rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine
the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 15,774,328
Temporary Cash Investments 39,933 2,794
Futures Contracts—Assets1 10
Total 15,814,271 2,794
1 Represents variation margin on the last day of the reporting period.      

 

67


 

Large-Cap Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 220 26,630 (183)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

During the six months ended June 30, 2017, the fund realized $149,411,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. For tax purposes, at December 31, 2016, the fund had available capital losses totaling totaling $143,755,000 to offset future net capital gains. Of this amount, $24,177,000 is subject to expiration on December 31, 2018. Capital losses of $119,578,000 realized beginning in fiscal 2012 may be carried forward indefinitely under the Regulated Investment Company Modernization Act of 2010, but must be used before any expiring loss carryforwards. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017; should the fund realize net capital losses for the year, the losses will be added to the loss carryforward balance above.

At June 30, 2017, the cost of investment securities for tax purposes was $10,549,339,000. Net unrealized appreciation of investment securities for tax purposes was $5,267,716,000, consisting of unrealized gains of $5,463,969,000 on securities that had risen in value since their purchase and $196,253,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $1,182,862,000 of investment securities and sold $499,802,000 of investment securities, other than temporary cash investments. Purchases and sales include $619,130,000 and $237,794,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

68


 

Large-Cap Index Fund

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 64,446 1,478 101,335 2,631
Issued in Lieu of Cash Distributions 3,469 79 7,219 184
Redeemed (57,314) (1,313) (116,430) (3,038)
Net Increase (Decrease)—Investor Shares 10,601 244 (7,876) (223)
ETF Shares        
Issued 634,938 5,809 1,676,305 17,626
Issued in Lieu of Cash Distributions
Redeemed (160,529) (1,475) (373,610) (4,000)
Net Increase (Decrease)—ETF Shares 474,409 4,334 1,302,695 13,626
Admiral Shares        
Issued 541,746 9,937 926,021 19,289
Issued in Lieu of Cash Distributions 33,268 602 65,902 1,340
Redeemed (353,068) (6,477) (733,975) (15,332)
Net Increase (Decrease)—Admiral Shares 221,946 4,062 257,948 5,297
Institutional Shares        
Issued 100,155 447 182,420 894
Issued in Lieu of Cash Distributions 6,566 29 13,214 65
Redeemed (143,655) (639) (132,540) (660)
Net Increase (Decrease)—Institutional Shares (36,934) (163) 63,094 299

 

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

69


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

70


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Actual Fund Return      
Growth Index Fund      
Investor Shares $1,000.00 $1,146.74 $0.96
ETF Shares 1,000.00 1,147.55 0.32
Admiral Shares 1,000.00 1,147.47 0.32
Institutional Shares 1,000.00 1,147.50 0.27
Value Index Fund      
Investor Shares $1,000.00 $1,050.69 $0.92
ETF Shares 1,000.00 1,051.47 0.31
Admiral Shares 1,000.00 1,051.35 0.31
Institutional Shares 1,000.00 1,051.41 0.25
Large-Cap Index Fund      
Investor Shares $1,000.00 $1,094.93 $0.93
ETF Shares 1,000.00 1,095.52 0.31
Admiral Shares 1,000.00 1,095.60 0.31
Institutional Shares 1,000.00 1,095.56 0.26

 

71


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
  12/31/2016 6/30/2017 Period
Based on Hypothetical 5% Yearly Return      
Growth Index Fund      
Investor Shares $1,000.00 $1,023.90 $0.90
ETF Shares 1,000.00 1,024.50 0.30
Admiral Shares 1,000.00 1,024.50 0.30
Institutional Shares 1,000.00 1,024.55 0.25
Value Index Fund      
Investor Shares $1,000.00 $1,023.90 $0.90
ETF Shares 1,000.00 1,024.50 0.30
Admiral Shares 1,000.00 1,024.50 0.30
Institutional Shares 1,000.00 1,024.55 0.25
Large-Cap Index Fund      
Investor Shares $1,000.00 $1,023.90 $0.90
ETF Shares 1,000.00 1,024.50 0.30
Admiral Shares 1,000.00 1,024.50 0.30
Institutional Shares 1,000.00 1,024.55 0.25

 

The calculations are based on expenses incurred in the most recent six-month period. The funds’ annualized six-month expense ratios for
that period are: for the Growth Index Fund, 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, and 0.05% for
Institutional Shares; for the Value Index Fund, 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, and 0.05% for
Institutional Shares; and for the Large-Cap Index Fund, 0.18% for Investor Shares, 0.06% for ETF Shares, 0.06% for Admiral Shares, and
0.05% for Institutional Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the
average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number
of days in the most recent 12-month period (181/365).

72


 

Trustees Approve Advisory Arrangements

The board of trustees of Vanguard Growth Index Fund, Vanguard Value Index Fund, and Vanguard Large-Cap Index Fund has renewed each fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Equity Index Group. The board determined that continuing each fund’s internalized management structure was in the best interests of each fund and its shareholders.

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

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

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

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

Nature, extent, and quality of services

The board reviewed the quality of each fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

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

Investment performance

The board considered the short- and long-term performance of each fund, including any periods of outperformance or underperformance compared with its target index and peer group. The board concluded that the performance was such that each advisory arrangement should continue. Information about each fund’s most recent performance can be found on the Performance Summary pages of this report.

73


 

Cost

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

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the funds’ at-cost arrangements with Vanguard ensure that the funds will realize economies of scale as they grow, with the cost to shareholders declining as fund assets increase.

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

74


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

75


 

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

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

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

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

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

Benchmark Information

Spliced Growth Index: S&P 500 Growth Index (formerly known as the S&P 500/Barra Growth Index) through May 16, 2003; MSCI US Prime Market Growth Index through April 16, 2013; CRSP US Large Cap Growth Index thereafter.

Spliced Large Cap Index: MSCI US Prime Market 750 Index through January 30, 2013; CRSP US Large Cap Index thereafter.

Spliced Value Index: S&P 500 Value Index (formerly known as the S&P 500/Barra Value Index) through May 16, 2003; MSCI US Prime Market Value Index through April 16, 2013; CRSP US Large Cap Value Index thereafter.

76


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

This page intentionally left blank.


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 197 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1

F. William McNabb III

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

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services); Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

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

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

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

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina


 

Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

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

Scott C. Malpass

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

André F. Perold

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

Peter F. Volanakis

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

Executive Officers

Glenn Booraem

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

Thomas J. Higgins

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

Peter Mahoney

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

Anne E. Robinson

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

Michael Rollings

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

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

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

   
   P.O. Box 2600
   Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447
Direct Investor Account Services > 800-662-2739
Institutional Investor Services > 800-523-1036
Text Telephone for People
Who Are Deaf or Hard of Hearing> 800-749-7273
 
This material may be used in conjunction
with the offering of shares of any Vanguard
fund only if preceded or accompanied by
the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper, a
Thomson Reuters Company, or Morningstar, Inc., unless
otherwise noted.
 
You can obtain a free copy of Vanguard’s proxy voting
guidelines by visiting vanguard.com/proxyreporting or by
calling Vanguard at 800-662-2739. The guidelines are
also available from the SEC’s website, sec.gov. In
addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12
months ended June 30. To get the report, visit either
vanguard.com/proxyreporting or sec.gov.
 
You can review and copy information about your fund at
the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at
202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive
copies of this information, for a fee, by sending a
request in either of two ways: via email addressed to
publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange
Commission, Washington, DC 20549-1520.
 © 2017 The Vanguard Group, Inc.
 All rights reserved.
 Vanguard Marketing Corporation, Distributor.
 
 Q03072 082017

 



Semiannual Report | June 30, 2017

Vanguard Total Stock Market Index Fund


 

A new format, unwavering commitment

As you begin reading this report, you’ll notice that we’ve made some improvements to the opening sections—based on feedback from you, our clients.

Page 1 starts with a new ”Your Fund’s Performance at a Glance,” a concise, handy summary of how your fund performed during the period.

In the renamed ”Chairman’s Perspective,” Bill McNabb will focus on enduring principles and investment insights.

We’ve modified some tables, and eliminated some redundancy, but we haven’t removed any information.

At Vanguard, we’re always looking for better ways to communicate and to help you make sound investment decisions. Thank you for entrusting your assets to us.

Contents  
Your Fund’s Performance at a Glance. 1
Chairman’s Perspective. 3
Fund Profile. 7
Performance Summary. 8
Financial Statements. 9
About Your Fund’s Expenses. 28
Trustees Approve Advisory Arrangement. 30
Glossary. 32

 

Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises
or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this
report. Of course, the risks of investing in your fund are spelled out in the prospectus.
See the Glossary for definitions of investment terms used in this report.
About the cover: No matter what language you speak, Vanguard has one consistent message and set of
principles. Our primary focus is on you, our clients. We conduct our business with integrity as a faithful steward
of your assets. This message is shown translated into seven languages, reflecting our expanding global
presence.


 

Your Fund’s Performance at a Glance

• Vanguard Total Stock Market Index Fund returned almost 9% for the six months ended June 30, 2017. The fund closely tracked its target index, the CRSP US Total Market Index, and exceeded the average return of its multicapitalization core fund peers.

• The fund offers investors exposure to every segment, size, and style of the U.S. equity market.

• Large-cap stocks outperformed their small- and mid-cap counterparts. Growth stocks outpaced value, reversing a trend from 2016.

• Eight of the fund’s ten market sectors recorded positive returns, with technology, health care, and financials contributing most to the overall return.

• The two sectors posting negative returns were oil and gas and telecommunications.

Total Returns: Six Months Ended June 30, 2017  
  Total
  Returns
Vanguard Total Stock Market Index Fund  
Investor Shares 8.94%
ETF Shares  
Market Price 8.96
Net Asset Value 8.99
Admiral™ Shares 8.99
Institutional Shares 9.00
Institutional Plus Shares 9.01
Institutional Select Shares 9.01
CRSP US Total Market Index 9.00
Multi-Cap Core Funds Average 8.35

 

Multi-Cap Core Funds Average: Derived from data provided by Lipper, a Thomson Reuters Company.
Admiral Shares carry lower expenses and are available to investors who meet certain account-balance requirements. Institutional Shares,
Institutional Plus Shares, and Institutional Select Shares are available to certain institutional investors who meet specific administrative,
service, and account-size criteria. The Vanguard ETF® Shares shown are traded on the NYSE Arca exchange and are available only
through brokers. The table provides ETF returns based on both the NYSE Arca market price and the net asset value for a share. U.S. Pat.
Nos. 6,879,964; 7,337,138; 7,720,749; 7,925,573; 8,090,646; and 8,417,623.
For the ETF Shares, the market price is determined by the midpoint of the bid-offer spread as of the closing time of the New York Stock
Exchange (generally 4 p.m., Eastern time). The net asset value is also determined as of the NYSE closing time. For more information about
how the ETF Shares' market prices have compared with their net asset value, visit vanguard.com, select your ETF, and then select the
Price and Performance tab. The ETF premium/discount analysis there shows the percentages of days on which the ETF Shares' market
price was above or below the NAV.

1


 

Expense Ratios              
Your Fund Compared With Its Peer Group          
  Investor ETF Admiral  Institutional  Institutional  Institutional Peer Group 
  Shares Shares Shares Shares Plus Shares  Select Shares Average
Total Stock Market Index              
Fund 0.15% 0.04% 0.04% 0.035% 0.02% 0.01% 1.12%

 

The fund expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year.
For the six months ended June 30, 2017, the fund’s annualized expense ratios were 0.14% for Investor Shares, 0.04% for ETF Shares,
0.04% for Admiral Shares, 0.035% for Institutional Shares, 0.02% for Institutional Plus Shares, and 0.01% for Institutional Select Shares.
The peer-group expense ratio is derived from data provided by Lipper, a Thomson Reuters Company, and captures information through
year-end 2016.

Peer group: Multi-Cap Core Funds.

2


 

Chairman’s Perspective


Bill McNabb
Chairman and Chief Executive Officer

Dear Shareholder,

More than a decade ago, the eminent investor and commentator Howard Marks published a memo to his clients titled simply “Risk.” In it, Howard distilled the relationship between investors and risk. “When you boil it all down, it’s the investor’s job to intelligently bear risk for profit,” he wrote.

It’s not surprising, then, that everyone from portfolio managers to behavioral economists avidly studies how investors’ reactions to risk influence not only individual investment decisions but also the broader financial markets. I’m a big fan of some of the behavioral finance work being done, which includes studies by our own investment strategists and analysts.

A lens on investor behavior

For example, Vanguard’s Investment Strategy Group introduced a “risk speedometers” report in January to look at how investors are reacting to market developments. This lens on real-world behavior measures the risk investors are taking in a given period by calculating the difference between net cash flows into higher-risk assets, such as stocks, and net cash flows into lower-risk assets, such as Treasuries. The measures are then compared with long-term averages.

In the spring, the risk speedometer spiked. The spike was fueled by investors’ decisions to direct more of their equity

3


 

dollars to international investments in developed and emerging markets, and their bond dollars to riskier credit categories.

A spiking speedometer seems a fitting analogy for what can happen. I consider myself a responsible driver. Still, when the highway is clear and the weather is nice, I might glance down at the speedometer and find that my right foot has gotten a little heavy.

The same phenomenon is possible with our investment portfolios. Just as our attention can drift from our speed—and the risk level on the road—we can neglect the risk level of our portfolio’s asset allocation. Experience teaches that investors are especially prone to lose sight of risk when markets have been buoyant.

How I manage risk in my own portfolio

Rebalancing—periodically adjusting your asset allocation so it stays in line with your goals and risk tolerance—is one of the best ways I know of to help manage risk. Without rebalancing, your portfolio may end up potentially riskier than you intended and no longer aligned with your goals.

I have a ritual I perform every June and again each December, between Christmas and New Year’s, as I prepare for a series of annual meetings with the Vanguard crew. I’ll set aside some time, review my

Market Barometer      
    Total Returns
    Periods Ended June 30, 2017
      Five Years
  Six Months One Year (Annualized)
Stocks      
Russell 1000 Index (Large-caps) 9.27% 18.03% 14.67%
Russell 2000 Index (Small-caps) 4.99 24.60 13.70
Russell 3000 Index (Broad U.S. market) 8.93 18.51 14.58
FTSE All-World ex US Index (International) 13.95 20.53 7.68
 
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index      
(Broad taxable market) 2.27% -0.31% 2.21%
Bloomberg Barclays Municipal Bond Index      
(Broad tax-exempt market) 3.57 -0.49 3.26
Citigroup Three-Month U.S. Treasury Bill Index 0.30 0.46 0.13
 
CPI      
Consumer Price Index 1.46% 1.63% 1.31%

 

4


 

investment portfolio, and, if necessary, rebalance back to my target asset allocation.

My own portfolio is a mix of equity and fixed income funds, and I invest in both actively managed funds and index funds. Most years, I’ll make a minor adjustment to get back to the appropriate asset allocation for my own longer-term goals and risk tolerance. It’s not all that complicated, although my portfolio is a little more complex than some because I own more funds than we’d typically suggest. As chairman of Vanguard’s funds, I feel I should own a significant number of them.

Consider your options

You should consider rebalancing if your target allocation is off by 5 percentage points or more. Admittedly, this is often easier said than done. When an investment has performed exceptionally well, people have a hard time trimming it. They can be led astray by that old (and none-too-helpful) investing saw: Let your winners run.

Fortunately, in recent years we’ve seen all sorts of investors take steps to rebalance. Many of the endowments, foundations, and traditional pension plans that Vanguard serves have good processes built into their investment guidelines to make sure rebalancing takes place on a regular basis. And among investors in defined contribution retirement plans, more and more are using target-date funds, where rebalancing happens automatically.

If you choose to rebalance on your own, use your target asset allocation as your guidepost. Don’t be afraid to buy into bad news. In a sense, don’t worry about the noise of the marketplace. If you work with an advisor, make sure he or she understands the importance you place on your rebalancing ritual.

And remember, the goal of rebalancing is to manage risk, not to avoid it altogether. Risk is inherent in investing—we just want to bear that risk intelligently.

In that insightful memo on risk, Howard Marks included a saying often attributed to Will Rogers: “You’ve got to go out on a limb sometimes because that’s where the fruit is.”

Tim Buckley chosen as Vanguard’s next CEO

In closing, I’ll note senior leadership changes that we announced in July. Our board of directors has elected Vanguard Chief Investment Officer Tim Buckley as president and director of Vanguard. Under the planned transition, Tim will succeed me as Vanguard’s chief executive officer on January 1, 2018.

I’m delighted with our board’s selection of Tim. We first met in 1991 when Tim was interviewing for a job at Vanguard. In the decades since, we’ve worked closely together, and he’s always impressed me as a man of tremendous character and an outstanding leader with a passion for serving our clients. During the transition

5


 

period, I will work closely with Tim in managing the firm and overseeing its operations.

Replacing Tim as chief investment officer is Greg Davis, who had been global head of Vanguard Fixed Income Group. And succeeding Greg as our fixed income leader is John Hollyer, who most recently served as our global head of investment risk management. I know Greg and John will both do a superb job in their new roles.

As with past successions, I will remain as chairman for a period of time determined by the board. On a personal note, it has been an honor and a privilege to lead Vanguard. Having spent more than half my life at Vanguard, I have come to know many fabulous crew members who are incredibly dedicated to Vanguard’s mission. Please be assured that Tim and the rest of the team will serve you and our other clients extremely well as Vanguard prepares for its next chapter.

As always, thank you for investing with Vanguard.

Sincerely,


F. William McNabb III
Chairman and Chief Executive Officer
July 14, 2017

Vanguard fund shareholders encouraged to vote in proxy campaign
 
This summer you will be asked to vote on the election of trustees for all U.S.-domiciled
Vanguard funds. Shareholders will also be asked to vote on several fund policy proposals
that we believe are in the best interests of all shareholders.
 
Vanguard filed a preliminary proxy statement on July 13, 2017, with the U.S. Securities and
Exchange Commission (SEC). Following the SEC’s review, we expect to provide the proxy
materials to Vanguard fund shareholders beginning in late August 2017. That’s when you
can begin to vote online, by phone, or by mail.
 
A shareholder meeting is scheduled to be held in Scottsdale, Arizona, on November 15,
2017, when voting will conclude. We encourage you to vote promptly. Please visit
vanguard.com for updates.

 

6


 

Total Stock Market Index Fund

Fund Profile
As of June 30, 2017

Share-Class Characteristics            
            Institutional
  Investor   Admiral  Institutional  Institutional  Select
  Shares ETF Shares  Shares Shares Plus Shares  Shares
Ticker Symbol VTSMX VTI VTSAX VITSX VSMPX VSTSX
Expense Ratio1 0.15% 0.04% 0.04% 0.035% 0.02% 0.01%
30-Day SEC Yield 1.78% 1.86% 1.86% 1.88% 1.88% 1.89%

 

Portfolio Characteristics    
    CRSP US
    Total Market
  Fund Index
Number of Stocks 3,606 3,598
Median Market Cap $59.8B $59.8B
Price/Earnings Ratio 21.2x 21.2x
Price/Book Ratio 2.9x 2.9x
Return on Equity 16.1% 16.0%
Earnings Growth Rate 10.0% 10.0%
Dividend Yield 1.9% 1.9%
Foreign Holdings 0.0% 0.0%
Turnover Rate (Annualized) 4%
Short-Term Reserves 0.1%

 

Sector Diversification (% of equity exposure)
    CRSP US
    Total Market
  Fund Index
Basic Materials 2.5% 2.6%
Consumer Goods 9.7 9.7
Consumer Services 13.0 13.0
Financials 20.5 20.5
Health Care 13.1 13.1
Industrials 13.0 13.0
Oil & Gas 5.6 5.6
Technology 17.4 17.4
Telecommunications 2.0 1.9
Utilities 3.2 3.2

 

Volatility Measures  
  CRSP
  US Total
  Market
  Index
R-Squared 1.00
Beta 1.00
These measures show the degree and timing of the fund’s
fluctuations compared with the index over 36 months.  

 

Ten Largest Holdings (% of total net assets)
Apple Inc. Computer Hardware 2.7%
Alphabet Inc. Internet 2.2
Microsoft Corp. Software 2.1
Amazon.com Inc. Broadline Retailers 1.6
Facebook Inc. Internet 1.4
Johnson & Johnson Pharmaceuticals 1.4
Exxon Mobil Corp. Integrated Oil & Gas 1.4
Berkshire Hathaway Inc. Reinsurance 1.3
JPMorgan Chase & Co. Banks 1.3
Wells Fargo & Co. Banks 1.0
Top Ten   16.4%
The holdings listed exclude any temporary cash investments and
equity index products.    

 

Investment Focus


1 The expense ratios shown are from the prospectus dated April 27, 2017, and represent estimated costs for the current fiscal year. For
the six months ended June 30, 2017, the annualized expense ratios were 0.14% for Investor Shares, 0.04% for ETF Shares, 0.04% for
Admiral Shares, 0.035% for Institutional Shares, 0.02% for Institutional Plus Shares, and 0.01% for Institutional Select Shares.

7


 

Total Stock Market Index Fund

Performance Summary

All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.

Fiscal-Year Total Returns (%): December 31, 2006, Through June 30, 2017


For a benchmark description, see the Glossary.
Note: For 2017, performance data reflect the six months ended June 30, 2017.

Average Annual Total Returns: Periods Ended June 30, 2017      
  Inception One Five Ten
  Date Year Years Years
Investor Shares 4/27/1992 18.35% 14.42% 7.26%
ETF Shares 5/24/2001      
Market Price   18.49 14.55 7.39
Net Asset Value   18.49 14.55 7.38
Admiral Shares 11/13/2000 18.47 14.54 7.37
Institutional Shares 7/7/1997 18.50 14.55 7.38
Institutional Plus Shares 4/28/2015 18.51 8.261
Institutional Select Shares 6/27/2016 18.51 24.361
1 Return since inception.

 

8


 

Total Stock Market Index Fund

Financial Statements (unaudited)

Statement of Net Assets—Investments Summary
As of June 30, 2017

This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.

The fund reports a complete list of its holdings in regulatory filings four times in each fiscal year, at the quarter-ends. For the second and fourth fiscal quarters, the complete listing of the fund’s holdings is available electronically on vanguard.com and on the Securities and Exchange Commission’s website (sec.gov), or you can have it mailed to you without charge by calling 800-662-7447. For the first and third fiscal quarters, the fund files the lists with the SEC on Form N-Q. Shareholders can look up the fund’s Forms N-Q on the SEC’s website. Forms N-Q may also be reviewed and copied at the SEC’s Public Reference Room (see the back cover of this report for further information).

    Market Percentage
    Value of Net
  Shares ($000) Assets
Common Stocks      
Basic Materials †   14,799,532 2.5%
 
Consumer Goods      
Procter & Gamble Co. 58,939,340 5,136,563 0.9%
Philip Morris International Inc. 35,780,975 4,202,475 0.7%
Coca-Cola Co. 88,612,244 3,974,259 0.7%
PepsiCo Inc. 32,956,942 3,806,197 0.6%
Altria Group Inc. 44,516,118 3,315,115 0.6%
Consumer Goods—Other †   35,398,244 6.1%
    55,832,853 9.6%
Consumer Services      
* Amazon.com Inc. 9,355,374 9,056,002 1.6%
Comcast Corp. Class A 108,903,675 4,238,531 0.7%
Home Depot Inc. 27,528,391 4,222,855 0.7%
Walt Disney Co. 34,173,760 3,630,962 0.6%
McDonald’s Corp. 18,761,824 2,873,561 0.5%
Wal-Mart Stores Inc. 34,917,465 2,642,554 0.5%
* Priceline Group Inc. 1,129,489 2,112,732 0.4%
Consumer Services—Other †   46,557,697 8.0%
    75,334,894 13.0%
Financials      
JPMorgan Chase & Co. 81,849,498 7,481,044 1.3%
* Berkshire Hathaway Inc. Class B 43,189,943 7,315,081 1.3%
Wells Fargo & Co. 103,615,142 5,741,315 1.0%
Bank of America Corp. 229,168,479 5,559,627 1.0%
Citigroup Inc. 63,394,487 4,239,823 0.7%

 

9


 

Total Stock Market Index Fund      
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
  Visa Inc. Class A 42,493,554 3,985,045 0.7%
  Mastercard Inc. Class A 21,900,088 2,659,766 0.5%
* Berkshire Hathaway Inc. Class A 981 249,861 0.0%
  Financials—Other †   81,061,399 13.9%
      118,292,961 20.4%
Health Care      
  Johnson & Johnson 62,059,387 8,209,836 1.4%
  Pfizer Inc. 137,428,989 4,616,240 0.8%
  UnitedHealth Group Inc. 22,193,256 4,115,074 0.7%
  Merck & Co. Inc. 62,996,595 4,037,452 0.7%
  Amgen Inc. 16,927,358 2,915,399 0.5%
  Medtronic plc 31,568,346 2,801,691 0.5%
  AbbVie Inc. 36,634,667 2,656,380 0.4%
* Celgene Corp. 17,968,099 2,333,517 0.4%
  Gilead Sciences Inc. 30,072,798 2,128,553 0.4%
  Bristol-Myers Squibb Co. 37,936,672 2,113,831 0.4%
  Health Care—Other †   40,074,832 6.9%
      76,002,805 13.1%
Industrials      
  General Electric Co. 200,001,087 5,402,029 0.9%
  3M Co. 13,773,479 2,867,501 0.5%
  Boeing Co. 13,214,972 2,613,261 0.5%
  Honeywell International Inc. 17,574,727 2,342,535 0.4%
  United Technologies Corp. 16,623,150 2,029,853 0.4%
  Union Pacific Corp. 18,602,489 2,025,997 0.3%
  Industrials—Other †   58,027,686 10.0%
      75,308,862 13.0%
Oil & Gas      
  Exxon Mobil Corp. 97,608,070 7,879,900 1.3%
  Chevron Corp. 43,636,886 4,552,636 0.8%
  Schlumberger Ltd. 32,006,897 2,107,334 0.4%
  Oil & Gas—Other †   17,680,978 3.0%
      32,220,848 5.5%
 
1Other †   14,855 0.0%
 
Technology      
  Apple Inc. 108,093,912 15,567,685 2.7%
  Microsoft Corp. 177,774,267 12,253,980 2.1%
* Facebook Inc. Class A 54,439,512 8,219,278 1.4%
* Alphabet Inc. Class A 6,900,772 6,415,510 1.1%
* Alphabet Inc. Class C 6,740,405 6,125,208 1.1%
  Intel Corp. 108,442,405 3,658,847 0.6%
  Cisco Systems Inc. 115,073,238 3,601,792 0.6%
  Oracle Corp. 70,998,449 3,559,862 0.6%
  International Business Machines Corp. 20,536,688 3,159,159 0.6%
  Broadcom Ltd. 9,246,345 2,154,861 0.4%
  Technology—Other †   35,658,805 6.1%
      100,374,987 17.3%

 

10


 

Total Stock Market Index Fund        
 
 
 
      Market Percentage
      Value of Net
    Shares ($000) Assets
Telecommunications        
AT&T Inc.   141,546,385 5,340,545 0.9%
Verizon Communications Inc.   93,920,728 4,194,500 0.8%
Telecommunications—Other †     1,789,383 0.3%
      11,324,428 2.0%
 
Utilities †     18,285,866 3.1%
Total Common Stocks (Cost $383,575,329)     577,792,891 99.5%2
 
  Coupon      
Temporary Cash Investments        
Money Market Fund        
3,4 Vanguard Market Liquidity Fund 1.181% 63,822,793 6,383,556 1.1%
 
5U.S. Government and Agency Obligations †     165,198 0.0%
Total Temporary Cash Investments (Cost $6,548,067)   6,548,754 1.1%2
6Total Investments (Cost $390,123,396)     584,341,645 100.6%
 
      Amount  
      ($000)  
Other Assets and Liabilities        
Other Assets        
Investment in Vanguard     37,853  
Receivables for Investment Securities Sold     11,393  
Receivables for Accrued Income     612,538  
Receivables for Capital Shares Issued     334,618  
Other Assets 4,7     19,588  
Total Other Assets     1,015,990 0.2%
Liabilities        
Payables for Investment Securities Purchased     (1,059,171)  
Collateral for Securities on Loan     (2,869,824)  
Payables for Capital Shares Redeemed     (192,293)  
Payables to Vanguard     (207,863)  
Other Liabilities     (354)  
Total Liabilities     (4,329,505) (0.8%)
Net Assets     581,028,130 100.0%
 
 
At June 30, 2017, net assets consisted of:        
        Amount
        ($000)
Paid-in Capital       388,361,506
Overdistributed Net Investment Income       (278,292)
Accumulated Net Realized Losses       (1,264,998)
Unrealized Appreciation (Depreciation)        
Investment Securities       194,218,249
Futures Contracts       (11,537)
Swap Contracts       3,202
Net Assets       581,028,130

 

11


 

Total Stock Market Index Fund  
 
 
 
  Amount
  ($000)
Investor Shares—Net Assets  
Applicable to 1,917,637,051 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 116,116,153
Net Asset Value Per Share—Investor Shares $60.55
 
ETF Shares—Net Assets  
Applicable to 641,883,319 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 79,868,757
Net Asset Value Per Share—ETF Shares $124.43
 
Admiral Shares—Net Assets  
Applicable to 2,807,842,015 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 170,071,182
Net Asset Value Per Share—Admiral Shares $60.57
 
Institutional Shares—Net Assets  
Applicable to 1,575,739,893 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 95,459,460
Net Asset Value Per Share—Institutional Shares $60.58
 
Institutional Plus Shares—Net Assets  
Applicable to 950,011,818 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 107,928,320
Net Asset Value Per Share—Institutional Plus Shares $113.61
 
Institutional Select Shares—Net Assets  
Applicable to 97,178,300 outstanding $.001 par value shares of  
beneficial interest (unlimited authorization) 11,584,258
Net Asset Value Per Share—Institutional Select Shares $119.21

 

• See Note A in Notes to Financial Statements.
* Non-income-producing security.
† Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer,
represent 1% or less of net assets.
1 “Other” represents securities that are not classified by the fund’s benchmark index.
2 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After
giving effect to futures and swap investments, the fund’s effective common stock and temporary cash investment positions represent
100.0% and 0.6%, respectively, of net assets.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is
the 7-day yield.
4 Includes $2,869,824,000 of collateral received for securities on loan, of which $4,245,000 is held in cash.
5 Securities with a value of $115,846,000 have been segregated as initial margin for open futures contracts.
6 The total value of securities on loan is $2,692,354,000.
7 Cash with a value of $520,000 has been segregated as collateral for open over-the-counter swap contracts.
See accompanying Notes, which are an integral part of the Financial Statements.

12


 

Total Stock Market Index Fund

Statement of Operations

  Six Months Ended
  June30,2017
  ($000)
Investment Income  
Income  
Dividends 4,966,938
Interest1 14,430
Securities Lending—Net 43,639
Total Income 5,025,007
Expenses  
The Vanguard Group—Note B  
Investment Advisory Services 9,531
Management and Administrative—Investor Shares 65,930
Management and Administrative—ETF Shares 12,341
Management and Administrative—Admiral Shares 26,433
Management and Administrative—Institutional Shares 11,581
Management and Administrative—Institutional Plus Shares 6,919
Management and Administrative—Institutional Select Shares 256
Marketing and Distribution—Investor Shares 7,988
Marketing and Distribution—ETF Shares 1,735
Marketing and Distribution—Admiral Shares 4,965
Marketing and Distribution—Institutional Shares 1,229
Marketing and Distribution—Institutional Plus Shares 671
Marketing and Distribution—Institutional Select Shares 1
Custodian Fees 2,476
Shareholders’ Reports—Investor Shares 1,671
Shareholders’ Reports—ETF Shares 1,157
Shareholders’ Reports—Admiral Shares 1,229
Shareholders’ Reports—Institutional Shares 542
Shareholders’ Reports—Institutional Plus Shares 6
Shareholders’ Reports—Institutional Select Shares
Trustees’ Fees and Expenses 170
Total Expenses 156,831
Net Investment Income 4,868,176
Realized Net Gain (Loss)  
Investment Securities Sold1 1,810,294
Futures Contracts 206,831
Swap Contracts (5,636)
Realized Net Gain (Loss) 2,011,489
Change in Unrealized Appreciation (Depreciation)  
Investment Securities 39,398,734
Futures Contracts 8,621
Swap Contracts 3,701
Change in Unrealized Appreciation (Depreciation) 39,411,056
Net Increase (Decrease) in Net Assets Resulting from Operations 46,290,721

 

1 Interest income and realized net gain (loss) from an affiliated company of the fund were $13,831,000 and $166,000, respectively.
See accompanying Notes, which are an integral part of the Financial Statements.

13


 

Total Stock Market Index Fund

Statement of Changes in Net Assets

  Six Months Ended Year Ended
  June 30, December 31,
  2017 2016
  ($000) ($000)
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 4,868,176 9,073,422
Realized Net Gain (Loss) 2,011,489 4,014,156
Change in Unrealized Appreciation (Depreciation) 39,411,056 42,114,142
Net Increase (Decrease) in Net Assets Resulting from Operations 46,290,721 55,201,720
Distributions    
Net Investment Income    
Investor Shares (970,338) (1,930,782)
ETF Shares (708,189) (1,282,510)
Admiral Shares (1,506,839) (2,820,690)
Institutional Shares (837,294) (1,428,815)
Institutional Plus Shares (937,389) (1,567,690)
Institutional Select Shares (94,894) (66,263)
Realized Capital Gain    
Investor Shares
ETF Shares
Admiral Shares
Institutional Shares
Institutional Plus Shares
Institutional Select Shares
Total Distributions (5,054,943) (9,096,750)
Capital Share Transactions    
Investor Shares 3,697,436 (2,633,123)
ETF Shares 4,255,317 6,156,065
Admiral Shares 6,156,713 11,172,716
Institutional Shares 9,334,807 14,683,001
Institutional Plus Shares 15,567,800 13,965,811
Institutional Select Shares 2,328,347 8,351,435
Net Increase (Decrease) from Capital Share Transactions 41,340,420 51,695,905
Total Increase (Decrease) 82,576,198 97,800,875
Net Assets    
Beginning of Period 498,451,932 400,651,057
End of Period1 581,028,130 498,451,932
1 Net Assets—End of Period includes undistributed (overdistributed) net investment income of ($278,292,000) and ($85,889,000).

 

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

14


 

Total Stock Market Index Fund

Financial Highlights

Investor Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $56.06 $50.78 $51.58 $46.67 $35.64 $31.29
Investment Operations            
Net Investment Income .497 1.022 .954 .854 .757 .720
Net Realized and Unrealized Gain (Loss)            
on Investments 4.506 5.282 (.807) 4.907 11.038 4.350
Total from Investment Operations 5.003 6.304 .147 5.761 11.795 5.070
Distributions            
Dividends from Net Investment Income (. 513) (1.024) (. 947) (. 851) (.765) (.720)
Distributions from Realized Capital Gains
Total Distributions (. 513) (1.024) (. 947) (. 851) (.765) (.720)
Net Asset Value, End of Period $60.55 $56.06 $50.78 $51.58 $46.67 $35.64
 
Total Return1 8.94% 12.53% 0.29% 12.43% 33.35% 16.25%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $116,116 $103,932 $96,323 $117,966 $105,008 $78,936
Ratio of Total Expenses to            
Average Net Assets 0.14% 0.15% 0.16% 0.17% 0.17% 0.17%
Ratio of Net Investment Income to            
Average Net Assets 1.75% 1.98% 1.85% 1.77% 1.84% 2.11%
Portfolio Turnover Rate2 4% 4% 3% 3% 4% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

15


 

Total Stock Market Index Fund

Financial Highlights

ETF Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $115.21 $104.34 $106.00 $95.91 $73.24 $64.29
Investment Operations            
Net Investment Income 1.077 2.214 2.082 1.874 1.657 1.564
Net Realized and Unrealized Gain (Loss)            
on Investments 9.260 10.871 (1.675) 10.085 22.686 8.949
Total from Investment Operations 10.337 13.085 .407 11.959 24.343 10.513
Distributions            
Dividends from Net Investment Income (1.117) (2.215) (2.067) (1.869) (1.673) (1.563)
Distributions from Realized Capital Gains
Total Distributions (1.117) (2.215) (2.067) (1.869) (1.673) (1.563)
Net Asset Value, End of Period $124.43 $115.21 $104.34 $106.00 $95.91 $73.24
 
Total Return 8.99% 12.68% 0.40% 12.56% 33.51% 16.41%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $79,869 $69,889 $57,434 $50,886 $39,165 $24,270
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.05% 0.05% 0.05%
Ratio of Net Investment Income to            
Average Net Assets 1.85% 2.09% 1.96% 1.89% 1.96% 2.23%
Portfolio Turnover Rate1 4% 4% 3% 3% 4% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

16


 

Total Stock Market Index Fund

Financial Highlights

Admiral Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $56.08 $50.79 $51.60 $46.69 $35.65 $31.30
Investment Operations            
Net Investment Income .524 1.077 1.013 .912 .807 .761
Net Realized and Unrealized Gain (Loss)            
on Investments 4.510 5.291 (.818) 4.908 11.047 4.350
Total from Investment Operations 5.034 6.368 .195 5.820 11.854 5.111
Distributions            
Dividends from Net Investment Income (.544) (1.078) (1.005) (.910) (.814) (.761)
Distributions from Realized Capital Gains
Total Distributions (.544) (1.078) (1.005) (.910) (.814) (.761)
Net Asset Value, End of Period $60.57 $56.08 $50.79 $51.60 $46.69 $35.65
 
Total Return1 8.99% 12.66% 0.39% 12.56% 33.52% 16.38%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $170,071 $151,612 $126,363  $117,476 $86,541 $59,771
Ratio of Total Expenses to            
Average Net Assets 0.04% 0.04% 0.05% 0.05% 0.05% 0.05%
Ratio of Net Investment Income to            
Average Net Assets 1.85% 2.09% 1.96% 1.89% 1.96% 2.23%
Portfolio Turnover Rate2 4% 4% 3% 3% 4% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information
about any applicable account service fees.
2 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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

17


 

Total Stock Market Index Fund

Financial Highlights

Institutional Shares            
Six Months          
  Ended          
For a Share Outstanding June 30, Year Ended December 31,
Throughout Each Period 2017 2016 2015 2014 2013 2012
Net Asset Value, Beginning of Period $56.09 $50.80 $51.60 $46.69 $35.66 $31.30
Investment Operations            
Net Investment Income .527 1.082 1.017 .915 .808 .763
Net Realized and Unrealized Gain (Loss)            
on Investments 4.509 5.291 (.808) 4.908 11.038 4.359
Total from Investment Operations 5.036 6.373 .209 5.823 11.846 5.122
Distributions            
Dividends from Net Investment Income (.546) (1.083) (1.009) (.913) (.816) (.762)
Distributions from Realized Capital Gains
Total Distributions (.546) (1.083) (1.009) (.913) (.816) (.762)
Net Asset Value, End of Period $60.58 $56.09 $50.80 $51.60 $46.69 $35.66
 
Total Return 9.00% 12.67% 0.42% 12.56% 33.49% 16.42%
 
Ratios/Supplemental Data            
Net Assets, End of Period (Millions) $95,459 $79,443 $57,438 $96,674 $65,738 $39,367
Ratio of Total Expenses to            
Average Net Assets 0.035% 0.03% 0.04% 0.04% 0.04% 0.04%
Ratio of Net Investment Income to            
Average Net Assets 1.86% 2.10% 1.97% 1.90% 1.97% 2.24%
Portfolio Turnover Rate1 4% 4% 3% 3% 4% 3%

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.

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


 

Total Stock Market Index Fund

Financial Highlights

Institutional Plus Shares      
  Six Months Year April 28,
  Ended Ended 20151 to
  June 30, Dec. 31, Dec. 31,
For a Share Outstanding Throughout Each Period 2017 2016 2015
Net Asset Value, Beginning of Period $105.18 $95.26 $100.00
Investment Operations      
Net Investment Income .996 2.042 1.335
Net Realized and Unrealized Gain (Loss) on Investments 8.466 9.924 (4.631)
Total from Investment Operations 9.462 11.966 (3.296)
Distributions      
Dividends from Net Investment Income (1.032) (2.046) (1.444)
Distributions from Realized Capital Gains
Total Distributions (1.032) (2.046) (1.444)
Net Asset Value, End of Period $113.61 $105.18 $95.26
 
Total Return 9.01% 12.69% -3.28%
 
Ratios/Supplemental Data      
Net Assets, End of Period (Millions) $107,928 $85,031 $63,093
Ratio of Total Expenses to Average Net Assets 0.02% 0.02% 0.02%2
Ratio of Net Investment Income to Average Net Assets 1.87% 2.11% 1.99%2
Portfolio Turnover Rate 3 4% 4% 3%4

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Inception.
2 Annualized.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.
4 Reflects the fund’s portfolio turnover for the fiscal year ended December 31, 2015.

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

19


 

Total Stock Market Index Fund

Financial Highlights

Institutional Select Shares    
  Six Months June 27,
  Ended 20161 to
  June 30, Dec. 31,
For a Share Outstanding Throughout Each Period 2017 2016
Net Asset Value, Beginning of Period $110.37 $97.70
Investment Operations    
Net Investment Income 1.052 1.181
Net Realized and Unrealized Gain (Loss) on Investments 8.877 12.718
Total from Investment Operations 9.929 13.899
Distributions    
Dividends from Net Investment Income (1.089) (1.229)
Distributions from Realized Capital Gains
Total Distributions (1.089) (1.229)
Net Asset Value, End of Period $119.21 $110.37
 
Total Return 9.01% 14.24%
 
Ratios/Supplemental Data    
Net Assets, End of Period (Millions) $11,584 $8,545
Ratio of Total Expenses to Average Net Assets 0.01% 0.01%2
Ratio of Net Investment Income to Average Net Assets 1.88% 2.15%2
Portfolio Turnover Rate 3 4% 4%4

 

The expense ratio, net investment income ratio, and turnover rate for the current period have been annualized.
1 Inception.
2 Annualized.
3 Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund’s capital
shares, including ETF Creation Units.
4 Reflects the fund’s portfolio turnover for the fiscal year ended December 31, 2016.

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

20


 

Total Stock Market Index Fund

Notes to Financial Statements

Vanguard Total Stock Market Index Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers six classes of shares: Investor Shares, ETF Shares, Admiral Shares, Institutional Shares, Institutional Plus Shares, and Institutional Select Shares. Investor Shares are available to any investor who meets the fund’s minimum purchase requirements. ETF Shares are listed for trading on NYSE Arca; they can be purchased and sold through a broker. Admiral Shares, Institutional Shares, Institutional Plus Shares, and Institutional Select Shares are designed for investors who meet certain administrative, service, and account-size criteria.

A. The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements.

1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been materially affected by events occurring before the fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed by the board of trustees to represent fair value. Investments in Vanguard Market Liquidity Fund are valued at that fund’s net asset value. Temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.

2. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objectives of maintaining full exposure to the stock market, enhancing returns, maintaining liquidity, and minimizing transaction costs. The fund may purchase futures contracts to immediately invest incoming cash in the market, or sell futures in response to cash outflows, thereby simulating a fully invested position in the underlying index while maintaining a cash balance for liquidity. The fund may seek to enhance returns by using futures contracts instead of the underlying securities when futures are believed to be priced more attractively than the underlying securities. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund’s performance and requires daily settlement of variation margin representing changes in the market value of each contract.

Futures contracts are valued at their quoted daily settlement prices. The aggregate settlement values of the contracts are not recorded in the Statement of Net Assets. Fluctuations in the value of the contracts are recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized futures gains (losses).

21


 

Total Stock Market Index Fund

During the six months ended June 30, 2017, the fund’s average investments in long and short futures contracts represented less than 1% and 0% of net assets, respectively, based on the average of aggregate settlement values at each quarter-end during the period.

3. Swap Contracts: The fund has entered into equity swap contracts to earn the total return on selected reference stocks in the fund’s target index. Under the terms of the swaps, the fund receives the total return on the referenced stock (i.e., receiving the increase or paying the decrease in value of the selected reference stock and receiving the equivalent of any dividends in respect of the selected referenced stock) over a specified period of time, applied to a notional amount that represents the value of a designated number of shares of the selected reference stock at the beginning of the equity swap contract. The fund also pays a floating rate that is based on short-term interest rates, applied to the notional amount. At the same time, the fund invests an amount approximating the notional amount of the swap in high-quality temporary cash investments.

The notional amounts of swap contracts are not recorded in the Statement of Net Assets. Swaps are valued daily based on market quotations received from independent pricing services or recognized dealers and the change in value is recorded in the Statement of Net Assets as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until termination of the swap, at which time realized gain (loss) is recorded. A risk associated with all types of swaps is the possibility that a counterparty may default on its obligation to pay net amounts due to the fund. The fund’s maximum amount subject to counterparty risk is the unrealized appreciation on the swap contract. The fund mitigates its counterparty risk by entering into swaps only with a diverse group of prequalified counterparties, monitoring their financial strength, entering into master netting arrangements with its counterparties, and requiring its counterparties to transfer collateral as security for their performance. In the absence of a default, the collateral pledged or received by the fund cannot be repledged, resold, or rehypothecated. In the event of a counterparty’s default (including bankruptcy), the fund may terminate any swap contracts with that counterparty, determine the net amount owed by either party in accordance with its master netting arrangements, and sell or retain any collateral held up to the net amount owed to the fund under the master netting arrangements. The swap contracts contain provisions whereby a counterparty may terminate open contracts if the fund net assets decline below a certain level, triggering a payment by the fund if the fund is in a net liability position at the time of the termination. The payment amount would be reduced by any collateral the fund has pledged. Any securities pledged as collateral for open contracts are noted in the Statement of Net Assets. The value of collateral received or pledged is compared daily to the value of the swap contracts exposure with each counterparty, and any difference, if in excess of a specified minimum transfer amount, is adjusted and settled within two business days.

During the six months ended June 30, 2017, the fund’s average amounts of investments in total return swaps represented less than 1% of net assets, based on the average of notional amounts at each quarter-end during the period.

4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute all of its taxable income. Management has analyzed the fund’s tax positions taken for all open federal income tax years (December 31, 2013–2016), and for the period ended June 30, 2017, and has concluded that no provision for federal income tax is required in the fund’s financial statements.

22


 

Total Stock Market Index Fund

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

6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty’s default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Net Assets for the return of the collateral, during the period the securities are on loan. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.

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

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

8. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities purchased are amortized and accreted, respectively, to interest income over the lives of the respective securities. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.

Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution

23


 

Total Stock Market Index Fund

expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.

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

Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At June 30, 2017, the fund had contributed to Vanguard capital in the amount of $37,853,000, representing 0.01% of the fund’s net assets and 15.14% of Vanguard’s capitalization. The fund’s trustees and officers are also directors and employees, respectively, of Vanguard.

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

Level 1—Quoted prices in active markets for identical securities.
Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3—Significant unobservable inputs (including the fund’s own assumptions used to determine the fair value of investments).

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

  Level 1 Level 2 Level 3
Investments ($000) ($000) ($000)
Common Stocks 577,778,717 54 14,120
Temporary Cash Investments 6,383,556 165,198
Futures Contracts—Assets1 1,186
Futures Contracts—Liabilities1 (354)
Swap Contracts—Assets 3,627
Swap Contracts—Liabilities (425)
Total 584,163,105 168,454 14,120
1 Represents variation margin on the last day of the reporting period.

 

24


 

Total Stock Market Index Fund

D. At June 30, 2017, the aggregate settlement value of open futures contracts and the related unrealized appreciation (depreciation) were:

      ($000)
      Aggregate  
    Number of Settlement Unrealized
    Long (Short) Value Appreciation
Futures Contracts Expiration Contracts Long (Short) (Depreciation)
E-mini S&P 500 Index September 2017 24,727 2,993,080 (10,633)
E-mini Russell 2000 Index September 2017 1,914 135,349 (642)
E-mini S&P Mid-Cap 400 Index September 2017 240 41,906 (262)
        (11,537)

 

Unrealized appreciation (depreciation) on open futures contracts is required to be treated as realized gain (loss) for tax purposes.

At June 30, 2017, the fund had the following open total return swap contracts:

        Floating Unrealized
      Notional Interest Rate Appreciation
Termination   Amount Received (Depreciation)
Reference Entity Date Counterparty ($000) (Paid) ($000)
Ambac Financial Group Inc. 7/6/17 GSCM 9,525 (1.612%) 621
Gaming and Leisure Properties Inc. 9/21/17 GSCM 11,301 (1.776%) (310)
Gaming and Leisure Properties Inc. 9/21/17 GSCM 4,897 (1.774%) (115)
Gaming and Leisure Properties Inc. 9/21/17 GSCM 1,883 (0.550%) 4
SLM Corp. 8/22/17 GSI 38,583 (1.612%) 3,002
          3,202
GSCM—Goldman Sachs Capital Management.
GSI—Goldman Sachs International.

 

At June 30, 2017, the counterparty had deposited in segregated accounts securities with a value of $2,560,000 in connection with amounts due to the fund for open swap contracts.

E. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes. These differences will reverse at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

25


 

Total Stock Market Index Fund

During the six months ended June 30, 2017, the fund realized $2,835,002,000 of net capital gains resulting from in-kind redemptions—in which shareholders exchanged fund shares for securities held by the fund rather than for cash. Because such gains are not taxable to the fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized losses to paid-in capital.

The fund’s tax-basis capital gains and losses are determined only at the end of each fiscal year. The fund realized losses of $463,562,000 during the period from November 1, 2016, through December 31, 2016, which are deferred and will be treated as realized for tax purposes in fiscal 2017. The fund will use these capital losses to offset net taxable capital gains, if any, realized during the year ending December 31, 2017.

At June 30, 2017, the cost of investment securities for tax purposes was $390,132,731,000. Net unrealized appreciation of investment securities for tax purposes was $194,208,914,000, consisting of unrealized gains of $206,073,706,000 on securities that had risen in value since their purchase and $11,864,792,000 in unrealized losses on securities that had fallen in value since their purchase.

F. During the six months ended June 30, 2017, the fund purchased $53,812,955,000 of investment securities and sold $12,977,306,000 of investment securities, other than temporary cash investments. Purchases and sales include $10,043,403,000 and $2,020,228,000, respectively, in connection with in-kind purchases and redemptions of the fund’s capital shares.

G. Capital share transactions for each class of shares were:

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Investor Shares        
Issued 8,029,510 136,064 11,360,219 224,105
Issued in Lieu of Cash Distributions 964,668 16,172 1,919,404 36,018
Redeemed (5,296,742) (88,495) (15,912,746) (303,219)
Net Increase (Decrease)—Investor Shares 3,697,436 63,741 (2,633,123) (43,096)
ETF Shares        
Issued 8,264,880 67,843 12,651,306 117,794
Issued in Lieu of Cash Distributions
Redeemed (4,009,563) (32,600) (6,495,241) (61,600)
Net Increase (Decrease)—ETF Shares 4,255,317 35,243 6,156,065 56,194
Admiral Shares        
Issued 14,029,179 238,015 23,021,975 443,481
Issued in Lieu of Cash Distributions 1,293,767 21,687 2,437,517 45,667
Redeemed (9,166,233) (155,332) (14,286,776) (273,567)
Net Increase (Decrease)—Admiral Shares 6,156,713 104,370 11,172,716 215,581

 

26


 

Total Stock Market Index Fund

  Six Months Ended Year Ended
  June 30, 2017 December 31, 2016
  Amount Shares Amount Shares
  ($000) (000) ($000) (000)
Institutional Shares        
Issued 13,539,880 230,586 23,023,849 445,440
Issued in Lieu of Cash Distributions 775,648 12,995 1,314,828 24,590
Redeemed (4,980,721) (84,198) (9,655,676) (184,350)
Net Increase (Decrease)—Institutional Shares 9,334,807 159,383 14,683,001 285,680
Institutional Plus Shares        
Issued 18,147,684 165,040 17,424,884 181,141
Issued in Lieu of Cash Distributions 930,234 8,310 1,561,503 15,576
Redeemed (3,510,118) (31,732) (5,020,576) (50,622)
Net Increase (Decrease)—Institutional Plus Shares 15,567,800 141,618 13,965,811 146,095
Institutional Select Shares1        
Issued 2,410,928 20,473 8,412,782 78,011
Issued in Lieu of Cash Distributions 94,893 807 66,262 600
Redeemed (177,474) (1,527) (127,609) (1,185)
Net Increase (Decrease)—Institutional Select Shares 2,328,347 19,753 8,351,435 77,426
1 Inception was June 27, 2016, for Institutional Select Shares.        

 

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

27


 

About Your Fund’s Expenses

As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The accompanying table illustrates your fund’s costs in two ways:

• Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“

• Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.

28


 

Six Months Ended June 30, 2017      
  Beginning Ending Expenses
  Account Value Account Value Paid During
Total Stock Market Index Fund 12/31/2016 6/30/2017 Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,089.40 $0.73
ETF Shares 1,000.00 1,089.90 0.21
Admiral Shares 1,000.00 1,089.94 0.21
Institutional Shares 1,000.00 1,089.96 0.18
Institutional Plus Shares 1,000.00 1,090.14 0.10
Institutional Select Shares 1,000.00 1,090.14 0.05
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,024.10 $0.70
ETF Shares 1,000.00 1,024.60 0.20
Admiral Shares 1,000.00 1,024.60 0.20
Institutional Shares 1,000.00 1,024.62 0.18
Institutional Plus Shares 1,000.00 1,024.70 0.10
Institutional Select Shares 1,000.00 1,024.70 0.05

 

The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for
that period are 0.14% for Investor Shares, 0.04% for ETF Shares, 0.04% for Admiral Shares, 0.035% for Institutional Shares, 0.02% for
Institutional Plus Shares, and 0.01% for Institutional Select Shares. The dollar amounts shown as “Expenses Paid” are equal to the
annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent
six-month period, then divided by the number of days in the most recent 12-month period (181/365).

29


 

Trustees Approve Advisory Arrangement

The board of trustees of Vanguard Total Stock Market Index Fund has renewed the fund’s investment advisory arrangement with The Vanguard Group, Inc. (Vanguard), through its Equity Index Group. The board determined that continuing the fund’s internalized management structure was in the best interests of the fund and its shareholders.

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

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

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

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

Nature, extent, and quality of services

The board reviewed the quality of the fund’s investment management services over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that Vanguard has been managing investments for more than three decades. The Equity Index Group adheres to a sound, disciplined investment management process; the team has considerable experience, stability, and depth.

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

Investment performance

The board considered the short- and long-term performance of the fund, including any periods of outperformance or underperformance compared with its target index and peer group. The board concluded that the performance was such that the advisory arrangement should continue. Information about the fund’s most recent performance can be found in the Performance Summary section of this report.

30


 

Cost

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

The board does not conduct a profitability analysis of Vanguard because of Vanguard’s unique “at-cost” structure. Unlike most other mutual fund management companies, Vanguard is owned by the funds it oversees and produces “profits” only in the form of reduced expenses for fund shareholders.

The benefit of economies of scale

The board concluded that the fund’s at-cost arrangement with Vanguard ensures that the fund will realize economies of scale as it grows, with the cost to shareholders declining as fund assets increase.

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

31


 

Glossary

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

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

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

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

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

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

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

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

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

Price/Book Ratio. The share price of a stock divided by its net worth, or book value, per share.

For a fund, the weighted average price/book ratio of the stocks it holds.

32


 

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

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

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

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

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

Benchmark Information

Spliced Total Stock Market Index: Dow Jones U.S. Total Stock Market Index (formerly known as
the Dow Jones Wilshire 5000 Index) through April 22, 2005; MSCI US Broad Market Index
through June 2, 2013; and CRSP US Total Market Index thereafter.

33


 

This page intentionally left blank.


 

This page intentionally left blank.


 

The People Who Govern Your Fund

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

A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 197 Vanguard funds.

Information for each trustee and executive officer of the fund appears below. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.

Interested Trustee1

F. William McNabb III

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

Independent Trustees

Emerson U. Fullwood

Born 1948. Trustee Since January 2008. Principal Occupation(s) During the Past Five Years and Other Experience: Executive Chief Staff and Marketing Officer for North America and Corporate Vice President (retired 2008) of Xerox Corporation (document management products and services); Executive in Residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology; Lead Director of SPX FLOW, Inc. (multi-industry manufacturing); Director of the United Way of Rochester, the University of Rochester Medical Center, Monroe Community College Foundation, North Carolina A&T University, and Roberts Wesleyan College; Trustee of the University of Rochester.

Rajiv L. Gupta

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

Amy Gutmann

Born 1949. Trustee Since June 2006. Principal Occupation(s) During the Past Five Years and Other Experience: President of the University of Pennsylvania; Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and Professor of Communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania; Trustee of the National Constitution Center.

JoAnn Heffernan Heisen

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

F. Joseph Loughrey

Born 1949. Trustee Since October 2009. Principal Occupation(s) During the Past Five Years and Other Experience: President and Chief Operating Officer (retired 2009) of Cummins Inc. (industrial machinery); Chairman of the Board of Hillenbrand, Inc. (specialized consumer services), Oxfam America, and the Lumina


 

Foundation for Education; Director of the V Foundation for Cancer Research; Member of the Advisory Council for the College of Arts and Letters and Chair of the Advisory Board to the Kellogg Institute for International Studies, both at the University of Notre Dame.

Mark Loughridge

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

Scott C. Malpass

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

André F. Perold

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

Peter F. Volanakis

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

Executive Officers

Glenn Booraem

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

Thomas J. Higgins

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

Peter Mahoney

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

Anne E. Robinson

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

Michael Rollings

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

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

 

1 Mr. McNabb is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.
2 December 2002 for Vanguard Equity Income Fund, the Vanguard Municipal Bond Funds, and the Vanguard State Tax-Exempt Funds.


 

 

   
 P.O. Box 2600
 Valley Forge, PA 19482-2600
 
 
 
Connect with Vanguard® > vanguard.com
 
 
 
Fund Information > 800-662-7447
Direct Investor Account Services > 800-662-2739
Institutional Investor Services > 800-523-1036
Text Telephone for People
Who Are Deaf or Hard of Hearing> 800-749-7273
 
This material may be used in conjunction
with the offering of shares of any Vanguard
fund only if preceded or accompanied by
the fund’s current prospectus.
 
All comparative mutual fund data are from Lipper, a
Thomson Reuters Company, or Morningstar, Inc., unless
otherwise noted.
 
You can obtain a free copy of Vanguard’s proxy voting
guidelines by visiting vanguard.com/proxyreporting or by
calling Vanguard at 800-662-2739. The guidelines are
also available from the SEC’s website, sec.gov. In
addition, you may obtain a free report on how your fund
voted the proxies for securities it owned during the 12
months ended June 30. To get the report, visit either
vanguard.com/proxyreporting or sec.gov.
 
You can review and copy information about your fund at
the SEC’s Public Reference Room in Washington, D.C. To
find out more about this public service, call the SEC at
202-551-8090. Information about your fund is also
available on the SEC’s website, and you can receive
copies of this information, for a fee, by sending a
request in either of two ways: via email addressed to
publicinfo@sec.gov or via regular mail addressed to the
Public Reference Section, Securities and Exchange
Commission, Washington, DC 20549-1520.
 © 2017 The Vanguard Group, Inc.
 All rights reserved.
 Vanguard Marketing Corporation, Distributor.
 
 Q852 082017

 


Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.

Item 3: Audit Committee Financial Expert.

Not Applicable.

Item 4: Principal Accountant Fees and Services.

(a) Audit Fees.

Not Applicable.

Item 5: Audit Committee of Listed Registrants.

Not Applicable.

Item 6: Investments.

0448435, v0.66


Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
 
Common Stocks (99.2%)1    
Basic Materials (4.3%)    
  Steel Dynamics Inc. 5,340,036 191,227
  RPM International Inc. 3,106,298 169,449
  Chemours Co. 4,291,579 162,737
  Huntsman Corp. 4,735,720 122,371
  Royal Gold Inc. 1,517,836 118,649
  Olin Corp. 3,847,617 116,506
  NewMarket Corp. 221,555 102,022
  Ashland Global Holdings Inc. 1,441,261 94,994
  Scotts Miracle-Gro Co. 1,039,514 92,995
^ United States Steel Corp. 4,056,793 89,817
  Sensient Technologies Corp. 1,026,853 82,692
  Versum Materials Inc. 2,517,856 81,830
  PolyOne Corp. 1,892,448 73,313
* Alcoa Corp. 2,141,324 69,914
* Univar Inc. 2,307,101 67,367
  US Silica Holdings Inc. 1,873,486 66,490
  Cabot Corp. 1,231,883 65,820
  HB Fuller Co. 1,166,253 59,607
  Minerals Technologies Inc. 807,232 59,089
* Platform Specialty Products Corp. 4,643,515 58,880
  Balchem Corp. 736,815 57,258
* Ingevity Corp. 977,566 56,112
* CONSOL Energy Inc. 3,729,366 55,717
  Domtar Corp. 1,426,307 54,799
  Commercial Metals Co. 2,671,726 51,912
  Worthington Industries Inc. 1,033,140 51,884
^ Compass Minerals International Inc. 785,595 51,299
* AK Steel Holding Corp. 7,290,457 47,898
* GCP Applied Technologies Inc. 1,568,660 47,844
^,* Cliffs Natural Resources Inc. 6,869,167 47,535
^,* Peabody Energy Corp. 1,925,723 47,084
  Hecla Mining Co. 9,178,084 46,808
* Cambrex Corp. 753,365 45,014
^ Allegheny Technologies Inc. 2,513,601 42,756
  Quaker Chemical Corp. 290,535 42,194
  Stepan Co. 463,867 40,421
  Carpenter Technology Corp. 1,076,704 40,301
  KapStone Paper and Packaging Corp. 1,890,669 39,005
  Innospec Inc. 552,819 36,237
* Coeur Mining Inc. 4,188,481 35,937
* Ferro Corp. 1,918,361 35,087
^ Arch Coal Inc. Class A 501,783 34,272
  Kaiser Aluminum Corp. 375,107 33,204
* Kraton Corp. 745,557 25,677
  Tronox Ltd. Class A 1,442,363 21,809
  A Schulman Inc. 677,669 21,685
  PH Glatfelter Co. 1,054,398 20,603
  Deltic Timber Corp. 265,351 19,811
  Innophos Holdings Inc. 447,039 19,598
  Calgon Carbon Corp. 1,230,710 18,584
* Clearwater Paper Corp. 379,873 17,759
* Koppers Holdings Inc. 478,774 17,308
* Century Aluminum Co. 1,109,465 17,285
  Rayonier Advanced Materials Inc. 1,051,020 16,522
^,* Fairmount Santrol Holdings Inc. 3,834,065 14,953
  American Vanguard Corp. 651,706 11,242
  Haynes International Inc. 309,502 11,238
  Tredegar Corp. 690,546 10,531
  Kronos Worldwide Inc. 533,016 9,712
* SunCoke Energy Inc. 817,778 8,914
  FutureFuel Corp. 550,942 8,314

 

1


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Warrior Met Coal Inc. 378,705 6,487
* Resolute Forest Products Inc. 1,464,714 6,445
      3,290,824
Consumer Goods (7.3%)    
* Take-Two Interactive Software Inc. 2,417,491 177,395
  Pinnacle Foods Inc. 2,769,206 164,491
* Middleby Corp. 1,337,155 162,478
  Leggett & Platt Inc. 3,079,323 161,757
  Toll Brothers Inc. 3,588,099 141,766
  Brunswick Corp. 2,077,560 130,325
  Gentex Corp. 6,679,695 126,714
  Thor Industries Inc. 1,161,344 121,384
* Post Holdings Inc. 1,462,497 113,563
  Valvoline Inc. 4,756,366 112,821
^,* Herbalife Ltd. 1,516,753 108,190
* TreeHouse Foods Inc. 1,321,243 107,932
  Pool Corp. 917,718 107,896
  Goodyear Tire & Rubber Co. 2,930,526 102,451
* Edgewell Personal Care Co. 1,332,080 101,265
  Ingredion Inc. 836,854 99,761
  Carter's Inc. 1,064,838 94,717
* Hain Celestial Group Inc. 2,402,859 93,279
* Skechers U.S.A. Inc. Class A 3,102,836 91,534
* US Foods Holding Corp. 3,345,835 91,074
* Visteon Corp. 738,523 75,374
  Dana Inc. 3,366,903 75,183
^,* Wayfair Inc. 958,486 73,688
  Nu Skin Enterprises Inc. Class A 1,163,818 73,134
  Tenneco Inc. 1,254,402 72,542
  Flowers Foods Inc. 4,134,731 71,572
  Energizer Holdings Inc. 1,432,843 68,805
  Spectrum Brands Holdings Inc. 546,925 68,387
  Tupperware Brands Corp. 941,669 66,133
* Zynga Inc. Class A 17,835,134 64,920
  CalAtlantic Group Inc. 1,803,276 63,746
* Dorman Products Inc. 755,179 62,506
* Welbilt Inc. 3,213,487 60,574
* Darling Ingredients Inc. 3,808,895 59,952
  Wolverine World Wide Inc. 2,128,988 59,633
* Helen of Troy Ltd. 624,754 58,789
  Snyder's-Lance Inc. 1,683,066 58,268
^,* Tempur Sealy International Inc. 1,059,612 56,573
  LCI Industries 546,500 55,962
* Kate Spade & Co. 2,984,012 55,174
  B&G Foods Inc. 1,533,551 54,594
  Lancaster Colony Corp. 444,362 54,488
^,* iRobot Corp. 604,897 50,896
* Deckers Outdoor Corp. 738,465 50,408
* Steven Madden Ltd. 1,236,953 49,416
  Sanderson Farms Inc. 422,975 48,917
  Vector Group Ltd. 2,246,994 47,906
* Blue Buffalo Pet Products Inc. 2,059,642 46,980
^ KB Home 1,958,765 46,952
  J&J Snack Foods Corp. 347,991 45,959
* TRI Pointe Group Inc. 3,443,918 45,425
  Cooper Tire & Rubber Co. 1,222,316 44,126
* Cooper-Standard Holdings Inc. 423,005 42,668
  Herman Miller Inc. 1,371,176 41,684
  HNI Corp. 1,007,918 40,186
  Fresh Del Monte Produce Inc. 766,083 39,001
* Avon Products Inc. 10,153,144 38,582
* Taylor Morrison Home Corp. Class A 1,594,907 38,294
  Universal Corp. 583,023 37,722
  Columbia Sportswear Co. 637,161 36,994

 

2


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Meritage Homes Corp. 869,622 36,698
  La-Z-Boy Inc. 1,117,986 36,334
  Dean Foods Co. 2,101,084 35,718
  MDC Holdings Inc. 983,005 34,730
  WD-40 Co. 306,116 33,780
^,* Hostess Brands Inc. Class A 2,073,144 33,378
* Gentherm Inc. 840,518 32,612
* Select Comfort Corp. 915,739 32,500
* Vista Outdoor Inc. 1,362,334 30,666
* American Axle & Manufacturing Holdings Inc. 1,924,437 30,021
  Interface Inc. Class A 1,423,165 27,965
  Seaboard Corp. 6,995 27,945
* ACCO Brands Corp. 2,366,824 27,573
  Schweitzer-Mauduit International Inc. 735,556 27,385
* Boston Beer Co. Inc. Class A 200,529 26,500
  National Beverage Corp. 279,232 26,125
  Steelcase Inc. Class A 1,856,428 25,990
^,* Cal-Maine Foods Inc. 655,481 25,957
  Coca-Cola Bottling Co. Consolidated 110,341 25,254
* Central Garden & Pet Co. Class A 801,554 24,063
  Knoll Inc. 1,128,021 22,617
* G-III Apparel Group Ltd. 892,334 22,264
  Briggs & Stratton Corp. 914,335 22,035
  Oxford Industries Inc. 342,231 21,386
  Andersons Inc. 613,169 20,940
^,* Fitbit Inc. Class A 3,803,322 20,196
  Ethan Allen Interiors Inc. 607,961 19,637
* Modine Manufacturing Co. 1,154,370 19,105
* USANA Health Sciences Inc. 266,446 17,079
  Phibro Animal Health Corp. Class A 451,265 16,719
^,* GoPro Inc. Class A 2,056,277 16,717
  Inter Parfums Inc. 415,520 15,229
^,* e.l.f. Beauty Inc. 498,339 13,560
^ Tootsie Roll Industries Inc. 381,202 13,285
* Crocs Inc. 1,720,088 13,262
  National Presto Industries Inc. 104,871 11,588
  Superior Industries International Inc. 521,368 10,714
^,* Fossil Group Inc. 1,015,134 10,507
  Acushnet Holdings Corp. 497,862 9,878
  Movado Group Inc. 390,050 9,849
* Iconix Brand Group Inc. 1,264,395 8,737
^,* Central Garden & Pet Co. 242,676 7,715
^,* Amplify Snack Brands Inc. 782,816 7,546
* Eastman Kodak Co. 787,642 7,167
  Titan International Inc. 567,775 6,819
* Revlon Inc. Class A 272,611 6,461
* Vera Bradley Inc. 165,904 1,622
      5,586,734
Consumer Services (11.8%)    
  Vail Resorts Inc. 932,114 189,061
* JetBlue Airways Corp. 7,790,654 177,861
* VCA Inc. 1,803,862 166,514
* Panera Bread Co. Class A 499,052 157,022
* Burlington Stores Inc. 1,633,195 150,238
* Copart Inc. 4,550,092 144,647
  Service Corp. International 4,155,289 138,994
  KAR Auction Services Inc. 3,182,263 133,560
^,* Liberty Media Corp-Liberty Formula One 3,537,897 129,558
* ServiceMaster Global Holdings Inc. 3,111,197 121,928
  Domino's Pizza Inc. 558,339 118,105
  Dunkin' Brands Group Inc. 2,141,074 118,016
* Live Nation Entertainment Inc. 3,111,071 108,421
  Six Flags Entertainment Corp. 1,789,735 106,686
  Sabre Corp. 4,521,808 98,440

 

3


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Casey's General Stores Inc. 906,645 97,111
  Cinemark Holdings Inc. 2,432,678 94,509
^ Cracker Barrel Old Country Store Inc. 559,875 93,639
  Rollins Inc. 2,290,221 93,235
  Dun & Bradstreet Corp. 852,182 92,163
* Bright Horizons Family Solutions Inc. 1,179,085 91,037
  Williams-Sonoma Inc. 1,813,123 87,936
* Grand Canyon Education Inc. 1,113,072 87,276
^,* GrubHub Inc. 1,997,895 87,108
* Spirit Airlines Inc. 1,617,621 83,550
  Extended Stay America Inc. 4,266,756 82,604
  Dick's Sporting Goods Inc. 1,984,336 79,036
* Madison Square Garden Co. Class A 398,229 78,411
* Cabela's Inc. 1,279,284 76,015
  Cable One Inc. 106,559 75,753
  Texas Roadhouse Inc. Class A 1,480,404 75,427
  H&R Block Inc. 2,402,267 74,254
  Chemed Corp. 353,538 72,309
* Rite Aid Corp. 24,443,661 72,109
  TEGNA Inc. 4,991,997 71,935
  Tribune Media Co. Class A 1,714,757 69,911
* Sprouts Farmers Market Inc. 3,019,622 68,455
* Beacon Roofing Supply Inc. 1,394,510 68,331
* AMC Networks Inc. Class A 1,277,611 68,237
  ILG Inc. 2,473,069 67,985
* Liberty Expedia Holdings Inc. Class A 1,252,919 67,683
  Jack in the Box Inc. 682,444 67,221
  Wendy's Co. 4,287,094 66,493
* Dave & Buster's Entertainment Inc. 977,683 65,026
  Office Depot Inc. 11,375,888 64,160
* Sally Beauty Holdings Inc. 3,166,276 64,117
  Aaron's Inc. 1,639,372 63,772
  Dolby Laboratories Inc. Class A 1,280,539 62,695
  Nexstar Media Group Inc. Class A 1,039,628 62,170
  Graham Holdings Co. Class B 101,698 60,983
* Murphy USA Inc. 809,064 59,960
^,* Five Below Inc. 1,212,817 59,877
  Marriott Vacations Worldwide Corp. 504,773 59,437
  Sinclair Broadcast Group Inc. Class A 1,783,766 58,686
* Hawaiian Holdings Inc. 1,248,559 58,620
* Lions Gate Entertainment Corp. Class B 2,215,154 58,214
* Hilton Grand Vacations Inc. 1,608,074 57,987
^,* Stamps.com Inc. 372,306 57,661
  John Wiley & Sons Inc. Class A 1,056,565 55,734
* Sotheby's 1,037,677 55,692
  Choice Hotels International Inc. 846,137 54,364
  Meredith Corp. 910,327 54,119
  Regal Entertainment Group Class A 2,610,084 53,402
  Cheesecake Factory Inc. 1,061,172 53,377
^,* Yelp Inc. Class A 1,769,274 53,114
  New York Times Co. Class A 2,983,536 52,809
* Performance Food Group Co. 1,909,083 52,309
  PriceSmart Inc. 592,779 51,927
  GameStop Corp. Class A 2,339,607 50,559
  AMERCO 137,305 50,262
  Lithia Motors Inc. Class A 530,880 50,025
  Big Lots Inc. 1,033,918 49,938
^ Signet Jewelers Ltd. 789,272 49,914
* Adtalem Global Education Inc. 1,308,715 49,666
* WebMD Health Corp. 842,784 49,429
* Ollie's Bargain Outlet Holdings Inc. 1,156,974 49,287
  Churchill Downs Inc. 267,754 49,079
* Caesars Acquisition Co. Class A 2,575,336 49,060
* Michaels Cos. Inc. 2,602,112 48,191

 

4


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Avis Budget Group Inc. 1,757,005 47,913
^,* Pandora Media Inc. 5,365,433 47,860
* Buffalo Wild Wings Inc. 372,693 47,220
  Hillenbrand Inc. 1,302,842 47,033
  Papa John's International Inc. 636,536 45,678
  Boyd Gaming Corp. 1,829,486 45,390
  Planet Fitness Inc. Class A 1,926,013 44,953
* Acxiom Corp. 1,717,152 44,612
^,* Cars.com Inc. 1,667,829 44,414
^,* RH 686,953 44,322
  American Eagle Outfitters Inc. 3,676,489 44,302
  Bloomin' Brands Inc. 2,082,692 44,216
  Brinker International Inc. 1,125,726 42,890
* United Natural Foods Inc. 1,161,785 42,637
  Matthews International Corp. Class A 693,685 42,488
  Allegiant Travel Co. Class A 310,626 42,121
* SiteOne Landscape Supply Inc. 783,369 40,782
* Penn National Gaming Inc. 1,890,598 40,459
  SkyWest Inc. 1,134,121 39,808
  Children's Place Inc. 385,620 39,372
* Groupon Inc. Class A 9,652,391 37,065
  Red Rock Resorts Inc. Class A 1,561,086 36,764
* Shutterfly Inc. 757,024 35,959
  Penske Automotive Group Inc. 816,478 35,852
* Etsy Inc. 2,367,572 35,514
^ Lions Gate Entertainment Corp. Class A 1,244,755 35,127
* AutoNation Inc. 816,617 34,429
  Core-Mark Holding Co. Inc. 1,011,615 33,444
  Bob Evans Farms Inc. 457,831 32,886
* Urban Outfitters Inc. 1,741,063 32,279
* Scientific Games Corp. Class A 1,234,380 32,217
* MSG Networks Inc. 1,408,382 31,618
^,* Trade Desk Inc. Class A 630,011 31,570
^,* JC Penney Co. Inc. 6,721,495 31,255
  Morningstar Inc. 398,234 31,198
  Group 1 Automotive Inc. 487,529 30,870
  Time Inc. 2,140,876 30,722
* TrueCar Inc. 1,530,288 30,499
* Houghton Mifflin Harcourt Co. 2,402,041 29,545
  Monro Muffler Brake Inc. 706,697 29,505
* La Quinta Holdings Inc. 1,971,211 29,115
  Chico's FAS Inc. 2,951,192 27,800
  Caleres Inc. 981,869 27,276
* Rush Enterprises Inc. Class A 728,192 27,074
  AMC Entertainment Holdings Inc. Class A 1,164,299 26,488
  DSW Inc. Class A 1,491,112 26,393
* Belmond Ltd. Class A 1,971,461 26,220
^ SeaWorld Entertainment Inc. 1,608,540 26,171
* Pinnacle Entertainment Inc. 1,278,958 25,272
* Asbury Automotive Group Inc. 431,927 24,425
  Sonic Corp. 921,361 24,407
  HSN Inc. 756,835 24,143
^,* Weight Watchers International Inc. 700,912 23,424
* EW Scripps Co. Class A 1,289,910 22,973
* Herc Holdings Inc. 582,515 22,904
  Strayer Education Inc. 243,468 22,696
  Gannett Co. Inc. 2,590,780 22,592
  Capella Education Co. 249,287 21,339
  Scholastic Corp. 488,641 21,300
  International Speedway Corp. Class A 547,205 20,548
  Abercrombie & Fitch Co. 1,646,685 20,485
^,* Liberty Media Corp-Liberty Formula One Class A 573,666 20,095
* SUPERVALU Inc. 6,083,036 20,013
  ClubCorp Holdings Inc. 1,514,093 19,835

 

5


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^ Dillard's Inc. Class A 339,933 19,611
* Liberty TripAdvisor Holdings Inc. Class A 1,663,310 19,294
^ Wingstop Inc. 622,114 19,223
* Quotient Technology Inc. 1,634,284 18,794
* BJ's Restaurants Inc. 479,308 17,854
* Caesars Entertainment Corp. 1,430,985 17,172
  World Wrestling Entertainment Inc. Class A 841,472 17,141
  Tile Shop Holdings Inc. 829,426 17,128
  DineEquity Inc. 384,857 16,953
  Guess? Inc. 1,309,101 16,730
^,* Lumber Liquidators Holdings Inc. 654,636 16,405
^,* Diplomat Pharmacy Inc. 1,065,193 15,765
  New Media Investment Group Inc. 1,141,324 15,385
^,* Shake Shack Inc. Class A 440,181 15,353
^,* Hertz Global Holdings Inc. 1,333,802 15,339
* K12 Inc. 847,783 15,192
  Rent-A-Center Inc. 1,229,748 14,413
* Bankrate Inc. 1,111,442 14,282
* Genesco Inc. 414,817 14,062
* Laureate Education Inc. Class A 773,959 13,567
  Tailored Brands Inc. 1,199,718 13,389
^ GNC Holdings Inc. Class A 1,479,472 12,472
* Express Inc. 1,840,169 12,421
^,* Angie's List Inc. 948,536 12,132
  Sonic Automotive Inc. Class A 608,627 11,838
^,* Party City Holdco Inc. 737,938 11,549
  Buckle Inc. 640,609 11,403
  Weis Markets Inc. 232,157 11,311
  Barnes & Noble Inc. 1,431,207 10,877
  National CineMedia Inc. 1,464,493 10,866
  Finish Line Inc. Class A 760,537 10,777
* Fiesta Restaurant Group Inc. 515,707 10,649
* Biglari Holdings Inc. 25,856 10,336
* Francesca's Holdings Corp. 938,333 10,265
^,* Ascena Retail Group Inc. 4,577,934 9,843
^,* Hibbett Sports Inc. 466,813 9,686
  Pier 1 Imports Inc. 1,863,312 9,671
* Barnes & Noble Education Inc. 870,833 9,257
* American Public Education Inc. 382,888 9,055
  Emerald Expositions Events Inc. 412,742 9,039
* Regis Corp. 868,710 8,922
  Cato Corp. Class A 506,924 8,917
* FTD Cos. Inc. 412,160 8,243
^ Fred's Inc. Class A 888,849 8,204
* Clean Energy Fuels Corp. 3,101,900 7,879
* Habit Restaurants Inc. Class A 481,215 7,603
* El Pollo Loco Holdings Inc. 539,863 7,477
* Bridgepoint Education Inc. 473,290 6,986
* Bojangles' Inc. 419,190 6,812
* Zumiez Inc. 476,789 5,888
* Rush Enterprises Inc. Class B 161,536 5,881
^,* Smart & Final Stores Inc. 636,608 5,793
  Speedway Motorsports Inc. 315,186 5,758
^,* Lands' End Inc. 336,344 5,011
  Clear Channel Outdoor Holdings Inc. Class A 977,302 4,740
^,* Sears Holdings Corp. 470,100 4,165
* Potbelly Corp. 222,477 2,558
* Vitamin Shoppe Inc. 217,641 2,535
* Blue Apron Holdings Inc. Class A 194,749 1,819
* Global Eagle Entertainment Inc. 493,756 1,758
* Drive Shack Inc. 240 1
      9,037,631
Financials (26.1%)    
  CBOE Holdings Inc. 2,632,931 240,650

 

6


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  East West Bancorp Inc. 3,381,674 198,098
* Signature Bank 1,210,659 173,766
  Kilroy Realty Corp. 2,289,487 172,055
  Colony NorthStar Inc. Class A 12,173,585 171,526
  MarketAxess Holdings Inc. 830,390 166,991
  Equity LifeStyle Properties Inc. 1,929,872 166,625
  American Financial Group Inc. 1,650,006 163,961
  WP Carey Inc. 2,480,634 163,747
  Apartment Investment & Management Co. 3,670,592 157,725
  Gaming and Leisure Properties Inc. 4,133,606 155,713
^ Omega Healthcare Investors Inc. 4,578,804 151,192
  American Campus Communities Inc. 3,117,791 147,472
  Sun Communities Inc. 1,645,055 144,255
  Lamar Advertising Co. Class A 1,944,595 143,064
  Liberty Property Trust 3,436,912 139,917
  Healthcare Trust of America Inc. Class A 4,457,712 138,679
  Starwood Property Trust Inc. 6,139,443 137,462
  National Retail Properties Inc. 3,461,405 135,341
  RenaissanceRe Holdings Ltd. 953,279 132,553
  Bank of the Ozarks 2,828,070 132,552
  Douglas Emmett Inc. 3,432,139 131,142
  PacWest Bancorp 2,789,537 130,271
  Forest City Realty Trust Inc. Class A 5,351,655 129,350
^,* Janus Henderson Group plc 3,877,673 128,390
  Cullen/Frost Bankers Inc. 1,345,019 126,311
  Hudson Pacific Properties Inc. 3,638,654 124,406
  EPR Properties 1,715,190 123,271
  Commerce Bancshares Inc. 2,160,659 122,790
  Synovus Financial Corp. 2,745,669 121,468
  Highwoods Properties Inc. 2,391,224 121,259
  Eaton Vance Corp. 2,546,407 120,496
  Brown & Brown Inc. 2,790,692 120,195
* Zillow Group Inc. 2,450,599 120,104
  Assured Guaranty Ltd. 2,841,012 118,584
  American Homes 4 Rent Class A 5,114,441 115,433
  First American Financial Corp. 2,570,443 114,873
  DCT Industrial Trust Inc. 2,144,754 114,616
  Old Republic International Corp. 5,820,317 113,671
  Senior Housing Properties Trust 5,521,787 112,865
  Webster Financial Corp. 2,151,924 112,373
  New Residential Investment Corp. 7,158,388 111,385
  Navient Corp. 6,684,967 111,305
  DuPont Fabros Technology Inc. 1,811,411 110,786
* Western Alliance Bancorp 2,217,258 109,089
  Medical Properties Trust Inc. 8,463,256 108,922
* SVB Financial Group 615,816 108,254
  CyrusOne Inc. 1,936,310 107,949
  Pinnacle Financial Partners Inc. 1,701,146 106,832
  FNB Corp. 7,509,452 106,334
  Hospitality Properties Trust 3,625,464 105,682
  Realogy Holdings Corp. 3,251,587 105,514
  Gramercy Property Trust 3,531,083 104,909
  Allied World Assurance Co. Holdings AG 1,970,649 104,247
* Howard Hughes Corp. 845,380 103,847
  CubeSmart 4,176,869 100,412
  Colony Starwood Homes 2,908,483 99,790
  Wintrust Financial Corp. 1,301,429 99,481
  Prosperity Bancshares Inc. 1,544,232 99,201
  Popular Inc. 2,376,596 99,128
  Uniti Group Inc. 3,898,478 98,008
  IBERIABANK Corp. 1,195,534 97,436
* MGIC Investment Corp. 8,647,648 96,854
  Hancock Holding Co. 1,975,985 96,823
  First Horizon National Corp. 5,481,001 95,479

 

7


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Umpqua Holdings Corp. 5,126,178 94,117
* Liberty Ventures Class A 1,790,264 93,613
* Equity Commonwealth 2,937,243 92,817
  Healthcare Realty Trust Inc. 2,708,526 92,496
  Apple Hospitality REIT Inc. 4,940,234 92,432
  Validus Holdings Ltd. 1,754,761 91,195
  United Bankshares Inc. 2,315,563 90,770
  Associated Banc-Corp 3,574,887 90,087
* Texas Capital Bancshares Inc. 1,155,149 89,409
  STORE Capital Corp. 3,960,552 88,914
  Park Hotels & Resorts Inc. 3,262,061 87,945
  Hanover Insurance Group Inc. 986,939 87,472
  Rayonier Inc. 3,006,890 86,508
  Cousins Properties Inc. 9,805,778 86,193
  GEO Group Inc. 2,888,075 85,400
  Weingarten Realty Investors 2,818,355 84,833
  LPL Financial Holdings Inc. 1,995,997 84,750
  BankUnited Inc. 2,490,817 83,965
  Physicians Realty Trust 4,130,370 83,186
  CNO Financial Group Inc. 3,971,997 82,935
  Spirit Realty Capital Inc. 11,177,778 82,827
  Sunstone Hotel Investors Inc. 5,136,834 82,806
  Bank of Hawaii Corp. 997,966 82,801
  Investors Bancorp Inc. 6,173,203 82,474
  CoreSite Realty Corp. 795,558 82,364
  Radian Group Inc. 5,017,691 82,039
  MB Financial Inc. 1,850,281 81,486
  Corporate Office Properties Trust 2,315,193 81,101
  Two Harbors Investment Corp. 8,154,248 80,809
  Primerica Inc. 1,057,213 80,084
  Taubman Centers Inc. 1,341,082 79,861
  Life Storage Inc. 1,075,281 79,678
  Chemical Financial Corp. 1,645,113 79,640
  LaSalle Hotel Properties 2,635,180 78,528
  UMB Financial Corp. 1,042,005 78,005
  First Industrial Realty Trust Inc. 2,724,149 77,965
  MFA Financial Inc. 9,275,763 77,824
  Legg Mason Inc. 2,037,879 77,765
  Fulton Financial Corp. 4,074,438 77,414
  Chimera Investment Corp. 4,146,383 77,247
  Empire State Realty Trust Inc. 3,677,691 76,386
  CoreCivic Inc. 2,741,627 75,614
  Home BancShares Inc. 3,010,379 74,958
  ProAssurance Corp. 1,228,215 74,675
  Outfront Media Inc. 3,213,650 74,300
  White Mountains Insurance Group Ltd. 85,230 74,033
  Erie Indemnity Co. Class A 586,860 73,399
  Paramount Group Inc. 4,578,836 73,261
  National Health Investors Inc. 917,027 72,629
  Brandywine Realty Trust 4,073,274 71,405
  Piedmont Office Realty Trust Inc. Class A 3,365,019 70,935
^,* Credit Acceptance Corp. 274,353 70,547
  Aspen Insurance Holdings Ltd. 1,394,661 69,524
  Sterling Bancorp 2,987,174 69,452
* Stifel Financial Corp. 1,506,286 69,259
  Valley National Bancorp 5,845,296 69,033
  Washington Federal Inc. 2,077,607 68,977
  Cathay General Bancorp 1,782,190 67,634
  Selective Insurance Group Inc. 1,349,129 67,524
* SLM Corp. 5,826,988 67,010
  Blackstone Mortgage Trust Inc. Class A 2,111,780 66,732
  Retail Properties of America Inc. 5,458,181 66,644
  BGC Partners Inc. Class A 5,250,503 66,366
  Assurant Inc. 639,132 66,272

 

8


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^ Education Realty Trust Inc. 1,689,290 65,460
  DDR Corp. 7,204,146 65,342
  Ryman Hospitality Properties Inc. 1,011,656 64,756
  Glacier Bancorp Inc. 1,767,003 64,690
* Essent Group Ltd. 1,740,846 64,655
  First Financial Bankshares Inc. 1,443,351 63,796
  Columbia Property Trust Inc. 2,835,267 63,453
  EastGroup Properties Inc. 754,353 63,215
  FirstCash Inc. 1,067,837 62,255
  First Midwest Bancorp Inc. 2,614,745 60,950
* Zillow Group Inc. Class A 1,234,839 60,310
  Federated Investors Inc. Class B 2,132,189 60,234
  Community Bank System Inc. 1,068,445 59,587
  PS Business Parks Inc. 446,436 59,104
  BancorpSouth Inc. 1,907,094 58,166
  Tanger Factory Outlet Centers Inc. 2,223,489 57,766
* Blackhawk Network Holdings Inc. 1,319,383 57,525
  TCF Financial Corp. 3,586,201 57,164
  Washington REIT 1,786,958 57,004
  STAG Industrial Inc. 2,062,550 56,926
  Interactive Brokers Group Inc. 1,499,290 56,103
  Great Western Bancorp Inc. 1,362,809 55,616
  Hope Bancorp Inc. 2,964,285 55,284
* HealthEquity Inc. 1,108,739 55,248
  South State Corp. 643,022 55,107
  CVB Financial Corp. 2,452,608 55,012
  RLJ Lodging Trust 2,742,373 54,491
  Evercore Partners Inc. Class A 767,731 54,125
  Acadia Realty Trust 1,941,171 53,965
  Old National Bancorp 3,120,338 53,826
  Columbia Banking System Inc. 1,349,682 53,785
  American National Insurance Co. 460,937 53,695
  Urban Edge Properties 2,224,696 52,792
  First Citizens BancShares Inc. Class A 140,283 52,284
  RLI Corp. 957,090 52,276
  Care Capital Properties Inc. 1,948,284 52,019
^ Pebblebrook Hotel Trust 1,612,903 52,000
  American Equity Investment Life Holding Co. 1,953,531 51,339
  DiamondRock Hospitality Co. 4,654,406 50,966
  Financial Engines Inc. 1,383,687 50,643
  Mack-Cali Realty Corp. 1,863,647 50,579
  QTS Realty Trust Inc. Class A 948,398 49,630
* HRG Group Inc. 2,801,368 49,612
  Retail Opportunity Investments Corp. 2,520,328 48,365
  Xenia Hotels & Resorts Inc. 2,470,918 47,862
  Trustmark Corp. 1,483,463 47,708
* LendingClub Corp. 8,596,727 47,368
* Eagle Bancorp Inc. 747,107 47,292
  LTC Properties Inc. 912,498 46,893
  BOK Financial Corp. 538,388 45,295
  International Bancshares Corp. 1,274,865 44,684
  Alexander & Baldwin Inc. 1,077,558 44,589
* FCB Financial Holdings Inc. Class A 933,761 44,587
  Hilltop Holdings Inc. 1,692,738 44,367
  Renasant Corp. 997,717 43,640
* Genworth Financial Inc. Class A 11,533,319 43,481
  Invesco Mortgage Capital Inc. 2,586,942 43,228
  United Community Banks Inc. 1,551,055 43,119
  Potlatch Corp. 937,396 42,839
  Astoria Financial Corp. 2,123,444 42,787
  Kennedy-Wilson Holdings Inc. 2,239,194 42,657
  Lexington Realty Trust 4,246,827 42,086
^ Government Properties Income Trust 2,236,201 40,945
  Capitol Federal Financial Inc. 2,876,447 40,874

 

9


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Banner Corp. 722,288 40,817
  Argo Group International Holdings Ltd. 657,959 39,872
* Quality Care Properties Inc. 2,164,273 39,628
  Towne Bank 1,272,830 39,203
  Independent Bank Corp. 588,122 39,198
* PRA Group Inc. 1,028,746 38,990
* Green Dot Corp. Class A 991,009 38,184
  ServisFirst Bancshares Inc. 1,029,880 37,992
  LegacyTexas Financial Group Inc. 987,055 37,636
* Enstar Group Ltd. 188,999 37,545
  Monogram Residential Trust Inc. 3,855,857 37,440
  WesBanco Inc. 944,889 37,361
  American Assets Trust Inc. 943,862 37,179
  First Financial Bancorp 1,339,355 37,100
  Horace Mann Educators Corp. 965,289 36,488
  NBT Bancorp Inc. 981,559 36,269
  Kemper Corp. 934,289 36,064
  Kite Realty Group Trust 1,892,405 35,823
^ Waddell & Reed Financial Inc. Class A 1,891,165 35,705
  Washington Prime Group Inc. 4,251,620 35,586
  First Hawaiian Inc. 1,153,623 35,324
^ Sabra Health Care REIT Inc. 1,435,941 34,606
  Provident Financial Services Inc. 1,357,485 34,453
  New York REIT Inc. 3,972,963 34,326
  Artisan Partners Asset Management Inc. Class A 1,117,921 34,320
  Mercury General Corp. 634,909 34,285
  Simmons First National Corp. Class A 641,913 33,957
  Select Income REIT 1,409,733 33,876
  Global Net Lease Inc. 1,509,224 33,565
^ CBL & Associates Properties Inc. 3,938,669 33,203
  Northwest Bancshares Inc. 2,107,168 32,893
  Westamerica Bancorporation 585,453 32,809
* Santander Consumer USA Holdings Inc. 2,560,279 32,669
  Navigators Group Inc. 595,011 32,666
  Chesapeake Lodging Trust 1,300,909 31,833
* Walker & Dunlop Inc. 649,999 31,739
  Redwood Trust Inc. 1,841,330 31,376
  Berkshire Hills Bancorp Inc. 892,031 31,355
^,* BofI Holding Inc. 1,321,466 31,345
  CareTrust REIT Inc. 1,676,054 31,074
  Employers Holdings Inc. 733,556 31,029
* OneMain Holdings Inc. Class A 1,251,936 30,785
  HFF Inc. Class A 877,001 30,493
  Park National Corp. 291,649 30,250
  Boston Private Financial Holdings Inc. 1,898,376 29,140
  CYS Investments Inc. 3,441,820 28,946
* KCG Holdings Inc. Class A 1,412,277 28,161
^,* Black Knight Financial Services Inc. Class A 675,746 27,672
  First Commonwealth Financial Corp. 2,174,066 27,567
  WisdomTree Investments Inc. 2,680,630 27,262
  Franklin Street Properties Corp. 2,452,159 27,170
  Tompkins Financial Corp. 344,220 27,097
  S&T Bancorp Inc. 746,234 26,760
* MBIA Inc. 2,823,074 26,622
  PennyMac Mortgage Investment Trust 1,453,501 26,585
  Kearny Financial Corp. 1,766,840 26,238
  NRG Yield Inc. 1,465,906 25,800
  Capital Bank Financial Corp. 673,913 25,676
^ AmTrust Financial Services Inc. 1,653,452 25,033
  Beneficial Bancorp Inc. 1,648,062 24,721
  Ramco-Gershenson Properties Trust 1,913,744 24,687
  National General Holdings Corp. 1,154,430 24,359
* First BanCorp 4,202,787 24,334
  Capstead Mortgage Corp. 2,322,840 24,227

 

10


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* FNFV Group 1,527,539 24,135
  Brookline Bancorp Inc. 1,647,355 24,051
  Moelis & Co. Class A 615,903 23,928
^ ARMOUR Residential REIT Inc. 955,678 23,892
  First Interstate BancSystem Inc. Class A 641,938 23,880
  Safety Insurance Group Inc. 348,729 23,818
  Universal Health Realty Income Trust 297,083 23,630
  Ladder Capital Corp. Class A 1,729,812 23,197
  Parkway Inc. 1,009,818 23,115
  State Bank Financial Corp. 847,696 22,990
  FelCor Lodging Trust Inc. 3,185,600 22,968
  City Holding Co. 345,086 22,731
  Apollo Commercial Real Estate Finance Inc. 1,216,520 22,566
  Infinity Property & Casualty Corp. 236,901 22,269
^,* Encore Capital Group Inc. 536,665 21,547
  Nelnet Inc. Class A 457,840 21,523
  TFS Financial Corp. 1,376,395 21,293
  MTGE Investment Corp. 1,111,823 20,902
  Rexford Industrial Realty Inc. 757,696 20,791
  Alexander's Inc. 49,323 20,788
^ Seritage Growth Properties Class A 487,475 20,450
  Cohen & Steers Inc. 499,440 20,247
  Central Pacific Financial Corp. 636,131 20,019
  New Senior Investment Group Inc. 1,991,118 20,011
* St. Joe Co. 1,060,219 19,879
  National Bank Holdings Corp. Class A 597,012 19,767
* iStar Inc. 1,639,249 19,737
* Third Point Reinsurance Ltd. 1,419,415 19,730
  United Fire Group Inc. 443,483 19,540
  Piper Jaffray Cos. 324,787 19,471
  Ameris Bancorp 400,640 19,311
  Maiden Holdings Ltd. 1,673,696 18,578
  Investors Real Estate Trust 2,963,532 18,404
  BancFirst Corp. 190,357 18,389
  Pennsylvania REIT 1,606,534 18,186
  Hersha Hospitality Trust Class A 964,589 17,855
  Virtus Investment Partners Inc. 157,346 17,458
  National Western Life Group Inc. Class A 54,179 17,317
  Summit Hotel Properties Inc. 923,621 17,226
  Northfield Bancorp Inc. 998,497 17,124
  InfraREIT Inc. 888,310 17,011
  Saul Centers Inc. 287,756 16,684
* Forestar Group Inc. 971,908 16,668
  Oritani Financial Corp. 957,794 16,330
  Investment Technology Group Inc. 754,522 16,026
  Getty Realty Corp. 625,815 15,708
* LendingTree Inc. 90,076 15,511
* Greenlight Capital Re Ltd. Class A 723,077 15,112
  Houlihan Lokey Inc. Class A 430,310 15,018
  First Potomac Realty Trust 1,351,326 15,013
  FBL Financial Group Inc. Class A 243,045 14,947
* Flagstar Bancorp Inc. 484,253 14,925
  Altisource Residential Corp. 1,131,870 14,646
  Dime Community Bancshares Inc. 731,672 14,341
  Anworth Mortgage Asset Corp. 2,344,467 14,090
  NRG Yield Inc. Class A 817,141 13,940
  Urstadt Biddle Properties Inc. Class A 685,897 13,581
^,* Nationstar Mortgage Holdings Inc. 718,523 12,854
  Ashford Hospitality Trust Inc. 1,999,686 12,158
  Greenhill & Co. Inc. 579,048 11,639
^ Virtu Financial Inc. Class A 636,479 11,234
  AG Mortgage Investment Trust Inc. 599,510 10,971
  OFG Bancorp 1,092,425 10,924
* MoneyGram International Inc. 627,567 10,826

 

11


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Marcus & Millichap Inc. 382,543 10,084
  State Auto Financial Corp. 364,490 9,378
  OneBeacon Insurance Group Ltd. Class A 507,863 9,258
  Fidelity & Guaranty Life 292,684 9,088
* PennyMac Financial Services Inc. Class A 505,794 8,447
  RMR Group Inc. Class A 170,768 8,308
* Ambac Financial Group Inc. 449,515 7,799
* World Acceptance Corp. 103,663 7,765
* Tejon Ranch Co. 365,746 7,549
  NewStar Financial Inc. 565,664 5,939
^,* Altisource Portfolio Solutions SA 269,747 5,886
* Ocwen Financial Corp. 1,964,542 5,285
  KKR Real Estate Finance Trust Inc. 245,647 5,281
* EZCORP Inc. Class A 671,339 5,169
  Canadian Imperial Bank of Commerce 47,055 3,819
  GAMCO Investors Inc. Class A 126,424 3,742
  Associated Capital Group Inc. Class A 99,379 3,379
  Ashford Hospitality Prime Inc. 284,040 2,923
  Hamilton Lane Inc. Class A 95,935 2,110
^,* On Deck Capital Inc. 395,364 1,842
  Urstadt Biddle Properties Inc. 60,523 1,044
  Regency Centers Corp. 5
      20,051,957
Health Care (10.3%)    
  Teleflex Inc. 1,044,181 216,939
* WellCare Health Plans Inc. 1,033,932 185,653
* Exelixis Inc. 6,792,626 167,302
  West Pharmaceutical Services Inc. 1,705,739 161,226
  STERIS plc 1,967,068 160,316
* Alnylam Pharmaceuticals Inc. 1,904,777 151,925
* Bioverativ Inc. 2,510,027 151,028
* DexCom Inc. 2,015,049 147,401
^,* Ionis Pharmaceuticals Inc. 2,877,790 146,393
* ABIOMED Inc. 958,750 137,389
* United Therapeutics Corp. 1,044,834 135,546
* MEDNAX Inc. 2,155,566 130,132
* Align Technology Inc. 840,405 126,162
  Hill-Rom Holdings Inc. 1,521,942 121,162
^,* Kite Pharma Inc. 1,114,817 115,573
* Charles River Laboratories International Inc. 1,108,697 112,145
* Bio-Rad Laboratories Inc. Class A 486,658 110,136
^,* Bluebird Bio Inc. 1,040,951 109,352
* PAREXEL International Corp. 1,181,894 102,718
  Bio-Techne Corp. 866,583 101,823
* Alere Inc. 2,018,593 101,313
* Masimo Corp. 1,077,326 98,231
^,* Exact Sciences Corp. 2,743,421 97,035
* Catalent Inc. 2,746,398 96,399
  HealthSouth Corp. 1,968,180 95,260
* Clovis Oncology Inc. 1,006,664 94,254
* Neurocrine Biosciences Inc. 2,036,496 93,679
^,* Acadia Healthcare Co. Inc. 1,827,581 90,246
* NuVasive Inc. 1,170,364 90,024
  Patterson Cos. Inc. 1,909,357 89,644
* Envision Healthcare Corp. 1,357,839 85,096
* Integra LifeSciences Holdings Corp. 1,418,082 77,300
  Healthcare Services Group Inc. 1,602,742 75,056
* Portola Pharmaceuticals Inc. 1,320,132 74,152
* INC Research Holdings Inc. Class A 1,256,086 73,481
* PRA Health Sciences Inc. 951,110 71,343
* Nektar Therapeutics Class A 3,642,444 71,210
  Bruker Corp. 2,408,721 69,468
* Insulet Corp. 1,336,775 68,590
* Molina Healthcare Inc. 989,751 68,471

 

12


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Akorn Inc. 2,019,853 67,746
* VWR Corp. 1,990,595 65,710
* Prestige Brands Holdings Inc. 1,217,826 64,313
^,* Puma Biotechnology Inc. 729,289 63,740
  Cantel Medical Corp. 812,814 63,326
* Brookdale Senior Living Inc. 4,300,369 63,258
* Wright Medical Group NV 2,290,965 62,979
^,* ACADIA Pharmaceuticals Inc. 2,254,415 62,876
* LifePoint Health Inc. 927,060 62,252
* Sage Therapeutics Inc. 777,987 61,959
^,* TESARO Inc. 437,260 61,155
* ICU Medical Inc. 342,354 59,056
* Ironwood Pharmaceuticals Inc. Class A 3,076,766 58,089
* Neogen Corp. 830,445 57,392
^,* Medicines Co. 1,499,175 56,984
* Ultragenyx Pharmaceutical Inc. 897,122 55,720
* Seattle Genetics Inc. 1,071,409 55,435
^,* Juno Therapeutics Inc. 1,837,387 54,919
^,* Penumbra Inc. 621,336 54,522
^,* Ligand Pharmaceuticals Inc. 432,033 52,449
* Globus Medical Inc. 1,581,468 52,426
* Endo International plc 4,644,829 51,883
* Mallinckrodt plc 1,145,822 51,344
^,* OPKO Health Inc. 7,724,144 50,825
* Agios Pharmaceuticals Inc. 958,992 49,340
* Haemonetics Corp. 1,203,764 47,537
^,* Intercept Pharmaceuticals Inc. 384,928 46,603
* Horizon Pharma plc 3,853,329 45,739
* FibroGen Inc. 1,407,604 45,466
  Owens & Minor Inc. 1,395,433 44,919
* Merit Medical Systems Inc. 1,119,483 42,708
^,* Nevro Corp. 572,717 42,627
* Halyard Health Inc. 1,070,441 42,047
^,* Radius Health Inc. 929,308 42,033
^,* Sarepta Therapeutics Inc. 1,240,238 41,808
* Pacira Pharmaceuticals Inc. 876,105 41,790
* Magellan Health Inc. 557,108 40,613
^,* Myriad Genetics Inc. 1,567,761 40,511
* NxStage Medical Inc. 1,553,767 38,953
* Select Medical Holdings Corp. 2,516,713 38,632
^,* Theravance Biopharma Inc. 933,627 37,196
^,* Tenet Healthcare Corp. 1,910,567 36,950
* Amedisys Inc. 579,467 36,396
* HMS Holdings Corp. 1,937,271 35,840
^,* Avexis Inc. 435,813 35,806
^,* Halozyme Therapeutics Inc. 2,732,277 35,028
* Spark Therapeutics Inc. 570,710 34,094
* Tivity Health Inc. 817,320 32,570
^,* Teladoc Inc. 880,625 30,558
* Varex Imaging Corp. 898,577 30,372
^,* Intrexon Corp. 1,231,429 29,665
  CONMED Corp. 564,596 28,761
* Momenta Pharmaceuticals Inc. 1,628,689 27,525
* Impax Laboratories Inc. 1,695,480 27,297
^,* Novocure Ltd. 1,522,248 26,335
* Community Health Systems Inc. 2,624,274 26,138
  Abaxis Inc. 483,654 25,643
* LHC Group Inc. 373,662 25,368
* Emergent BioSolutions Inc. 746,107 25,300
  Ensign Group Inc. 1,160,620 25,267
^,* Innoviva Inc. 1,845,867 23,627
* Supernus Pharmaceuticals Inc. 547,125 23,581
^,* Global Blood Therapeutics Inc. 855,790 23,406
  Kindred Healthcare Inc. 1,959,092 22,823

 

13


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Acorda Therapeutics Inc. 1,124,211 22,147
^,* Glaukos Corp. 529,048 21,940
  Analogic Corp. 301,852 21,930
^,* Synergy Pharmaceuticals Inc. 4,889,015 21,756
* Aerie Pharmaceuticals Inc. 398,714 20,952
* Orthofix International NV 408,679 18,995
  Luminex Corp. 895,082 18,904
* Inogen Inc. 186,097 17,757
^,* Amicus Therapeutics Inc. 1,736,922 17,491
* Quidel Corp. 642,237 17,430
^,* Array BioPharma Inc. 2,065,076 17,285
^,* Lexicon Pharmaceuticals Inc. 1,010,498 16,623
  Meridian Bioscience Inc. 1,032,282 16,258
* HealthStream Inc. 617,183 16,244
^,* Lannett Co. Inc. 773,135 15,772
  National HealthCare Corp. 222,751 15,624
^,* AMAG Pharmaceuticals Inc. 847,066 15,586
^,* Epizyme Inc. 1,005,987 15,190
* Genomic Health Inc. 462,825 15,065
^,* Aimmune Therapeutics Inc. 731,700 15,044
* Natus Medical Inc. 385,935 14,395
^,* Keryx Biopharmaceuticals Inc. 1,956,936 14,149
* Spectrum Pharmaceuticals Inc. 1,796,854 13,387
* Achillion Pharmaceuticals Inc. 2,893,895 13,283
* Arena Pharmaceuticals Inc. 747,313 12,607
* Acceleron Pharma Inc. 395,220 12,011
^,* Alder Biopharmaceuticals Inc. 1,042,918 11,941
* Insmed Inc. 673,244 11,553
* CorVel Corp. 238,025 11,294
^,* Editas Medicine Inc. 657,432 11,032
* Surgery Partners Inc. 483,941 11,010
^,* TherapeuticsMD Inc. 1,986,904 10,471
^,* Intra-Cellular Therapies Inc. Class A 814,560 10,117
  Invacare Corp. 757,080 9,993
^,* Endologix Inc. 1,955,636 9,504
* Accuray Inc. 1,965,943 9,338
^,* ZIOPHARM Oncology Inc. 1,493,512 9,290
^,* Insys Therapeutics Inc. 717,654 9,078
* Five Prime Therapeutics Inc. 295,571 8,900
* PDL BioPharma Inc. 3,542,206 8,749
* PTC Therapeutics Inc. 442,338 8,108
^,* Aduro Biotech Inc. 676,099 7,708
* Natera Inc. 694,254 7,540
^,* Celldex Therapeutics Inc. 2,973,380 7,344
* Depomed Inc. 617,195 6,629
^,* Medpace Holdings Inc. 216,129 6,268
^,* Seres Therapeutics Inc. 525,031 5,933
* Intellia Therapeutics Inc. 341,157 5,458
^,* American Renal Associates Holdings Inc. 285,516 5,296
^,* Novavax Inc. 2,978,286 3,425
^,* NantKwest Inc. 241,556 1,833
  Merrimack Pharmaceuticals Inc. 1,206,476 1,496
* Cempra Inc. 200 1
* ConforMIS Inc. 144 1
* Ophthotech Corp. 152
      7,924,938
Industrials (19.7%)    
  Packaging Corp. of America 2,193,244 244,305
  Broadridge Financial Solutions Inc. 2,742,677 207,237
  IDEX Corp. 1,778,275 200,963
* CoStar Group Inc. 760,146 200,375
  AO Smith Corp. 3,419,876 192,642
  Jack Henry & Associates Inc. 1,828,140 189,889
  Allegion plc 2,219,869 180,076

 

14


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  PerkinElmer Inc. 2,562,857 174,633
  Lennox International Inc. 941,696 172,933
* Berry Global Group Inc. 3,018,918 172,109
* XPO Logistics Inc. 2,597,698 167,889
* Keysight Technologies Inc. 4,298,100 167,325
  Toro Co. 2,390,459 165,635
  Cognex Corp. 1,919,173 162,938
  Spirit AeroSystems Holdings Inc. Class A 2,803,762 162,450
  Old Dominion Freight Line Inc. 1,545,980 147,239
* HD Supply Holdings Inc. 4,691,798 143,710
  Carlisle Cos. Inc. 1,502,728 143,360
  Graco Inc. 1,293,451 141,348
  Donaldson Co. Inc. 3,074,291 140,003
  Nordson Corp. 1,139,393 138,231
  Orbital ATK Inc. 1,342,760 132,074
* Coherent Inc. 572,971 128,913
* TransUnion 2,943,334 127,476
  Lincoln Electric Holdings Inc. 1,379,232 127,014
* IPG Photonics Corp. 873,990 126,816
  AptarGroup Inc. 1,455,767 126,448
* Zebra Technologies Corp. 1,227,274 123,366
  Oshkosh Corp. 1,737,356 119,669
  MDU Resources Group Inc. 4,542,009 119,001
  Sonoco Products Co. 2,312,514 118,909
* AECOM 3,609,300 116,689
* Quanta Services Inc. 3,456,503 113,788
  Hexcel Corp. 2,117,230 111,769
  Jabil Inc. 3,820,962 111,534
  National Instruments Corp. 2,722,177 109,486
  Watsco Inc. 708,770 109,292
  Universal Display Corp. 983,064 107,400
  BWX Technologies Inc. 2,202,616 107,378
  Booz Allen Hamilton Holding Corp. Class A 3,272,043 106,472
  AGCO Corp. 1,574,756 106,123
* Euronet Worldwide Inc. 1,160,067 101,355
  Huntington Ingalls Industries Inc. 536,797 99,930
  Graphic Packaging Holding Co. 7,198,225 99,192
  Trinity Industries Inc. 3,523,701 98,769
  Bemis Co. Inc. 2,134,557 98,723
* WEX Inc. 945,655 98,603
  Eagle Materials Inc. 1,065,908 98,511
* Genesee & Wyoming Inc. Class A 1,431,909 97,928
  MAXIMUS Inc. 1,507,668 94,425
* Teledyne Technologies Inc. 737,406 94,130
  Crane Co. 1,184,121 93,996
* Owens-Illinois Inc. 3,776,064 90,323
  MSC Industrial Direct Co. Inc. Class A 1,048,341 90,115
  EMCOR Group Inc. 1,375,852 89,953
  Ryder System Inc. 1,246,824 89,746
  Genpact Ltd. 3,137,945 87,329
  Littelfuse Inc. 525,145 86,649
  Woodward Inc. 1,280,523 86,538
* CoreLogic Inc. 1,965,400 85,259
  Air Lease Corp. Class A 2,271,827 84,875
  Curtiss-Wright Corp. 924,038 84,808
  Regal Beloit Corp. 1,034,645 84,375
  Landstar System Inc. 983,449 84,183
* Kirby Corp. 1,256,110 83,971
  ITT Inc. 2,049,726 82,358
* Louisiana-Pacific Corp. 3,346,452 80,683
  Valmont Industries Inc. 526,229 78,724
  Deluxe Corp. 1,115,714 77,230
  Terex Corp. 2,037,059 76,390
  Timken Co. 1,625,326 75,171

 

15


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Brink's Co. 1,112,349 74,527
  Belden Inc. 977,613 73,741
* Conduent Inc. 4,605,574 73,413
* Colfax Corp. 1,852,152 72,919
  EnerSys 1,005,078 72,818
  John Bean Technologies Corp. 733,515 71,885
* Summit Materials Inc. Class A 2,459,609 71,009
  Kennametal Inc. 1,866,984 69,863
* MasTec Inc. 1,535,276 69,318
  Barnes Group Inc. 1,181,498 69,153
* Sanmina Corp. 1,746,631 66,547
* Clean Harbors Inc. 1,184,407 66,125
* Esterline Technologies Corp. 688,822 65,300
* WESCO International Inc. 1,129,754 64,735
  MSA Safety Inc. 787,658 63,934
^,* USG Corp. 2,191,842 63,607
* On Assignment Inc. 1,158,194 62,716
  Knight Transportation Inc. 1,684,650 62,416
  World Fuel Services Corp. 1,600,676 61,546
* WageWorks Inc. 915,037 61,491
* Itron Inc. 894,884 60,628
  Tetra Tech Inc. 1,317,333 60,268
* KLX Inc. 1,197,010 59,851
  GATX Corp. 901,484 57,938
* MACOM Technology Solutions Holdings Inc. 1,035,499 57,750
  HEICO Corp. 795,915 57,179
  Avnet Inc. 1,454,532 56,552
  FLIR Systems Inc. 1,587,477 55,022
* RBC Bearings Inc. 523,979 53,320
  HEICO Corp. Class A 857,056 53,180
* Moog Inc. Class A 740,945 53,141
  Applied Industrial Technologies Inc. 899,870 53,137
  ABM Industries Inc. 1,279,094 53,108
* Rexnord Corp. 2,271,294 52,808
  Silgan Holdings Inc. 1,656,997 52,659
* Generac Holdings Inc. 1,442,049 52,101
* Masonite International Corp. 686,885 51,860
  Convergys Corp. 2,170,368 51,611
  Vishay Intertechnology Inc. 3,089,851 51,292
* Anixter International Inc. 649,729 50,809
^,* Cimpress NV 534,552 50,531
  KBR Inc. 3,316,140 50,472
  UniFirst Corp. 353,903 49,794
* Swift Transportation Co. 1,845,660 48,910
* Advisory Board Co. 939,779 48,399
* DigitalGlobe Inc. 1,431,987 47,685
^ Chicago Bridge & Iron Co. NV 2,395,654 47,266
* II-VI Inc. 1,345,979 46,167
* Trex Co. Inc. 680,246 46,025
* Rogers Corp. 419,734 45,592
* Armstrong World Industries Inc. 988,618 45,476
* TopBuild Corp. 850,758 45,150
  Granite Construction Inc. 917,122 44,242
* NeuStar Inc. Class A 1,315,552 43,874
* AMN Healthcare Services Inc. 1,103,151 43,078
  Mueller Water Products Inc. Class A 3,674,609 42,919
* ExlService Holdings Inc. 738,615 41,052
  Korn/Ferry International 1,182,691 40,838
* Plexus Corp. 775,751 40,781
  Universal Forest Products Inc. 462,776 40,405
  Simpson Manufacturing Co. Inc. 921,155 40,264
  Watts Water Technologies Inc. Class A 635,974 40,194
* Benchmark Electronics Inc. 1,171,761 37,848
  Mueller Industries Inc. 1,233,017 37,545

 

16


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Apogee Enterprises Inc. 659,464 37,484
  Franklin Electric Co. Inc. 900,363 37,275
^,* Proto Labs Inc. 549,350 36,944
  Forward Air Corp. 692,663 36,905
* TTM Technologies Inc. 2,120,761 36,816
^,* Ambarella Inc. 752,659 36,542
  EnPro Industries Inc. 508,152 36,267
  Covanta Holding Corp. 2,694,242 35,564
  Otter Tail Corp. 897,182 35,528
* Meritor Inc. 2,113,965 35,113
  Brady Corp. Class A 1,028,227 34,857
  Albany International Corp. 652,041 34,819
^,* Knowles Corp. 2,055,742 34,783
  Exponent Inc. 594,930 34,684
  Triton International Ltd. 1,034,542 34,595
* Cardtronics plc Class A 1,049,929 34,501
  Triumph Group Inc. 1,088,088 34,384
* Imperva Inc. 706,988 33,829
* SPX FLOW Inc. 915,742 33,773
  ESCO Technologies Inc. 558,225 33,298
  Actuant Corp. Class A 1,348,076 33,163
  Methode Electronics Inc. 801,310 33,014
  Greif Inc. Class A 591,847 33,013
  AAON Inc. 894,683 32,969
  AZZ Inc. 589,614 32,900
* FTI Consulting Inc. 940,722 32,888
* Integer Holdings Corp. 741,448 32,068
  Comfort Systems USA Inc. 854,704 31,710
  Tennant Co. 423,727 31,271
  Kaman Corp. 626,935 31,265
* JELD-WEN Holding Inc. 958,685 31,119
* TriNet Group Inc. 944,775 30,932
  Matson Inc. 1,028,810 30,905
* OSI Systems Inc. 409,912 30,805
* Atlas Air Worldwide Holdings Inc. 582,304 30,367
  Mobile Mini Inc. 999,510 29,835
* Harsco Corp. 1,846,096 29,722
* Navistar International Corp. 1,131,957 29,691
  Werner Enterprises Inc. 1,006,462 29,540
  Insperity Inc. 412,301 29,273
* Hub Group Inc. Class A 760,706 29,173
* Veeco Instruments Inc. 1,046,791 29,153
* Sykes Enterprises Inc. 868,020 29,105
^,* Evolent Health Inc. Class A 1,142,637 28,966
  Wabash National Corp. 1,317,240 28,953
^,* American Outdoor Brands Corp. 1,298,607 28,777
  Greenbrier Cos. Inc. 621,974 28,766
  Raven Industries Inc. 825,270 27,482
* Tutor Perini Corp. 950,436 27,325
  Aircastle Ltd. 1,254,206 27,279
* Air Transport Services Group Inc. 1,231,044 26,812
* Paylocity Holding Corp. 592,722 26,779
* Boise Cascade Co. 876,229 26,637
  Standex International Corp. 289,341 26,243
  Astec Industries Inc. 472,696 26,239
  AAR Corp. 743,326 25,838
* TrueBlue Inc. 974,304 25,819
  Cubic Corp. 552,559 25,584
  Altra Industrial Motion Corp. 631,392 25,129
  Badger Meter Inc. 627,368 25,001
* Cotiviti Holdings Inc. 659,867 24,507
* SPX Corp. 964,425 24,265
  ManTech International Corp.Class A 584,018 24,167
^ Sturm Ruger & Co. Inc. 385,027 23,929

 

17


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Sun Hydraulics Corp. 551,627 23,538
  CIRCOR International Inc. 396,348 23,535
* Huron Consulting Group Inc. 532,601 23,008
* TriMas Corp. 1,100,376 22,943
  EVERTEC Inc. 1,313,997 22,732
* Navigant Consulting Inc. 1,135,422 22,436
  Heartland Express Inc. 1,065,059 22,175
  Schneider National Inc. Class B 987,554 22,092
  Primoris Services Corp. 878,963 21,921
  Lindsay Corp. 245,015 21,868
* Advanced Disposal Services Inc. 960,539 21,833
* Continental Building Products Inc. 879,444 20,491
  Encore Wire Corp. 476,097 20,329
  RR Donnelley & Sons Co. 1,605,467 20,133
* Aerovironment Inc. 516,087 19,715
  MTS Systems Corp. 379,443 19,655
* GMS Inc. 695,243 19,536
* Milacron Holdings Corp. 1,087,313 19,126
  Griffon Corp. 857,826 18,829
  Advanced Drainage Systems Inc. 935,031 18,794
  General Cable Corp. 1,136,717 18,585
* Manitowoc Co. Inc. 3,030,816 18,215
  Materion Corp. 486,310 18,188
* Gardner Denver Holdings Inc. 840,275 18,158
^,* Inovalon Holdings Inc. Class A 1,360,767 17,894
* Builders FirstSource Inc. 1,162,835 17,815
  Quanex Building Products Corp. 837,637 17,716
* Donnelley Financial Solutions Inc. 760,679 17,465
* Atkore International Group Inc. 767,771 17,313
  Quad/Graphics Inc. 742,608 17,021
* PHH Corp. 1,217,427 16,764
  McGrath RentCorp 478,121 16,557
  LSC Communications Inc. 763,027 16,329
* Team Inc. 683,933 16,038
  H&E Equipment Services Inc. 781,171 15,944
* RPX Corp. 1,138,387 15,881
  Schnitzer Steel Industries Inc. 625,034 15,751
* FARO Technologies Inc. 409,287 15,471
* Aegion Corp. Class A 706,381 15,456
^,* Axon Enterprise Inc. 608,847 15,306
* Thermon Group Holdings Inc. 793,110 15,204
  AVX Corp. 912,405 14,909
  Kelly Services Inc. Class A 655,072 14,706
* Babcock & Wilcox Enterprises Inc. 1,199,895 14,111
  Essendant Inc. 899,687 13,342
* Wesco Aircraft Holdings Inc. 1,228,545 13,330
* InnerWorkings Inc. 1,147,676 13,313
  Hyster-Yale Materials Handling Inc. 183,294 12,876
* TimkenSteel Corp. 823,761 12,661
  TeleTech Holdings Inc. 309,256 12,618
  Kforce Inc. 605,952 11,877
  Landauer Inc. 225,748 11,807
  ArcBest Corp. 569,080 11,723
  REV Group Inc. 394,503 10,920
  Gorman-Rupp Co. 419,049 10,673
* Armstrong Flooring Inc. 555,411 9,981
  Resources Connection Inc. 704,176 9,647
* Mistras Group Inc. 432,774 9,508
* Bazaarvoice Inc. 1,856,691 9,191
  Greif Inc. Class B 147,670 8,919
* Floor & Decor Holdings Inc. Class A 225,781 8,864
  Park Electrochemical Corp. 475,302 8,755
* International Seaways Inc. 371,862 8,058
* Ply Gem Holdings Inc. 427,544 7,674

 

18


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  American Railcar Industries Inc. 197,446 7,562
* Astronics Corp. 174,580 5,319
^,* Forterra Inc. 532,147 4,380
* Astronics Corp. Class B 56,563 1,730
* Roadrunner Transportation Systems Inc. 128 1
* Overseas Shipholding Group Inc. Class A 272 1
* DHI Group Inc. 200 1
      15,187,489
Oil & Gas (4.2%)    
* Diamondback Energy Inc. 2,279,123 202,409
* Parsley Energy Inc. Class A 5,436,956 150,876
* Newfield Exploration Co. 4,616,571 131,388
  Targa Resources Corp. 2,499,807 112,991
^,* Chesapeake Energy Corp. 21,071,113 104,723
* Rice Energy Inc. 3,804,944 101,326
  Patterson-UTI Energy Inc. 4,907,436 99,081
^ Murphy Oil Corp. 3,801,958 97,444
* RSP Permian Inc. 2,941,953 94,937
* WPX Energy Inc. 9,217,120 89,037
^,* Transocean Ltd. 9,054,420 74,518
^,* First Solar Inc. 1,814,543 72,364
* Southwestern Energy Co. 11,705,012 71,166
* PDC Energy Inc. 1,522,620 65,640
  PBF Energy Inc. Class A 2,542,560 56,597
  HollyFrontier Corp. 2,055,030 56,452
* Gulfport Energy Corp. 3,803,449 56,101
* QEP Resources Inc. 5,541,438 55,969
* Energen Corp. 1,127,273 55,653
  Oceaneering International Inc. 2,268,757 51,818
  Core Laboratories NV 511,383 51,788
  Nabors Industries Ltd. 6,257,738 50,938
^,* Ultra Petroleum Corp. 4,582,182 49,717
* Callon Petroleum Co. 4,637,219 49,201
* McDermott International Inc. 6,540,788 46,897
* Whiting Petroleum Corp. 8,395,604 46,260
* C&J Energy Services Inc. 1,307,302 44,801
^,* Weatherford International plc 11,421,029 44,199
* Oasis Petroleum Inc. 5,479,492 44,110
^,* Dril-Quip Inc. 892,441 43,551
  SM Energy Co. 2,565,706 42,411
^,* Matador Resources Co. 1,961,192 41,911
  SemGroup Corp. Class A 1,526,918 41,227
* NOW Inc. 2,486,206 39,978
  Pattern Energy Group Inc. Class A 1,623,744 38,710
^,* Laredo Petroleum Inc. 3,625,342 38,139
* Superior Energy Services Inc. 3,505,115 36,558
  Ensco plc Class A 7,002,006 36,130
^,* Extraction Oil & Gas Inc. 2,560,117 34,434
* MRC Global Inc. 2,064,780 34,110
  Delek US Holdings Inc. 1,225,139 32,393
* Oil States International Inc. 1,180,755 32,058
* Carrizo Oil & Gas Inc. 1,798,418 31,328
^ RPC Inc. 1,501,607 30,347
^,* Centennial Resource Development Inc. Class A 1,905,673 30,148
* Rowan Cos. plc Class A 2,901,355 29,710
* Chart Industries Inc. 738,421 25,645
* Forum Energy Technologies Inc. 1,599,997 24,960
* Unit Corp. 1,254,230 23,492
^ Noble Corp. plc 5,910,490 21,396
* Exterran Corp. 778,517 20,786
* Helix Energy Solutions Group Inc. 3,340,040 18,838
  Archrock Inc. 1,530,186 17,444
^,* Diamond Offshore Drilling Inc. 1,506,158 16,312
^,* Atwood Oceanics Inc. 1,859,953 15,159

 

19


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Denbury Resources Inc. 9,773,059 14,953
* Newpark Resources Inc. 1,984,626 14,587
* SEACOR Holdings Inc. 380,355 13,046
^,* SunPower Corp. Class A 1,378,003 12,871
^,* Keane Group Inc. 756,364 12,102
^,* Flotek Industries Inc. 1,335,479 11,939
^,* Tellurian Inc. 1,124,959 11,283
  Alon USA Energy Inc. 803,687 10,705
* ProPetro Holding Corp. 755,474 10,546
^,* Jagged Peak Energy Inc. 770,547 10,287
  CVR Energy Inc. 437,226 9,514
  Green Plains Inc. 452,919 9,308
^,* SEACOR Marine Holdings Inc. 395,019 8,043
* TETRA Technologies Inc. 2,690,910 7,508
^,* Sanchez Energy Corp. 887,727 6,374
^,* WildHorse Resource Development Corp. 438,331 5,422
^,* EP Energy Corp. Class A 1,000,072 3,660
* Eclipse Resources Corp. 1,118,988 3,200
^ Bristow Group Inc. 237,025 1,813
* Tesco Corp. 397,902 1,771
^,* Cobalt International Energy Inc. 366,821 906
  Tesoro Corp. 131 12
* Bill Barrett Corp. 304 1
* CARBO Ceramics Inc. 96 1
      3,205,428
Other (0.0%)2    
* Dyax Corp. CVR Exp. 12/31/2019 2,940,655 5,881
* NCS Multistage Holdings Inc. 57,617 1,451
* Media General Inc. CVR 2,475,062 736
* Clinical Data CVR 297,875
      8,068
Technology (11.4%)    
  CDW Corp. 3,659,975 228,858
* Cadence Design Systems Inc. 6,519,802 218,348
  Leidos Holdings Inc. 3,513,946 181,636
* IAC/InterActiveCorp 1,694,965 174,988
* CommScope Holding Co. Inc. 4,484,023 170,527
  SS&C Technologies Holdings Inc. 4,027,112 154,681
* PTC Inc. 2,686,438 148,076
* Tyler Technologies Inc. 818,806 143,840
  Teradyne Inc. 4,640,380 139,351
* Veeva Systems Inc. Class A 2,246,668 137,743
* Ultimate Software Group Inc. 655,597 137,715
* ON Semiconductor Corp. 9,769,500 137,164
* Fortinet Inc. 3,485,645 130,503
* athenahealth Inc. 923,304 129,770
* Microsemi Corp. 2,679,161 125,385
  Brocade Communications Systems Inc. 9,561,727 120,573
  CSRA Inc. 3,795,766 120,516
* Square Inc. 5,079,446 119,164
* Guidewire Software Inc. 1,713,687 117,747
* ARRIS International plc 4,144,474 116,128
* NCR Corp. 2,819,564 115,151
* Medidata Solutions Inc. 1,285,472 100,524
  Fair Isaac Corp. 718,599 100,180
  Cypress Semiconductor Corp. 7,285,890 99,452
* EPAM Systems Inc. 1,143,909 96,191
  Blackbaud Inc. 1,114,339 95,555
* Aspen Technology Inc. 1,727,512 95,462
* Cavium Inc. 1,508,566 93,727
* Cirrus Logic Inc. 1,483,754 93,061
  j2 Global Inc. 1,057,478 89,981
* Tech Data Corp. 885,174 89,403
  DST Systems Inc. 1,439,795 88,835

 

20


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Teradata Corp. 3,007,049 88,678
* Tableau Software Inc. Class A 1,390,896 85,220
  MKS Instruments Inc. 1,255,928 84,524
^,* ViaSat Inc. 1,268,797 83,994
  Monolithic Power Systems Inc. 866,819 83,561
^,* Proofpoint Inc. 961,384 83,477
  SYNNEX Corp. 694,026 83,255
* Ellie Mae Inc. 750,634 82,502
^,* Arista Networks Inc. 549,808 82,356
* Ciena Corp. 3,280,730 82,084
* Manhattan Associates Inc. 1,610,819 77,416
* GoDaddy Inc. Class A 1,819,258 77,173
* Lumentum Holdings Inc. 1,349,659 76,998
* Paycom Software Inc. 1,104,365 75,550
* Integrated Device Technology Inc. 2,925,032 75,437
* Entegris Inc. 3,277,083 71,932
* CACI International Inc. Class A 566,067 70,787
* NetScout Systems Inc. 2,021,937 69,555
* Finisar Corp. 2,582,135 67,084
* Silicon Laboratories Inc. 979,084 66,920
  Pitney Bowes Inc. 4,306,156 65,023
  InterDigital Inc. 807,780 62,441
^,* Dycom Industries Inc. 692,620 62,003
* ACI Worldwide Inc. 2,722,243 60,897
* Zendesk Inc. 2,173,327 60,375
* Advanced Energy Industries Inc. 927,026 59,969
* Verint Systems Inc. 1,446,068 58,855
* Nuance Communications Inc. 3,334,919 58,061
^,* FireEye Inc. 3,717,261 56,540
  Science Applications International Corp. 810,496 56,265
* Cree Inc. 2,252,586 55,526
* Viavi Solutions Inc. 5,255,186 55,337
* Semtech Corp. 1,513,489 54,107
* Allscripts Healthcare Solutions Inc. 4,163,714 53,129
* CommVault Systems Inc. 935,504 52,809
* Electronics For Imaging Inc. 1,072,769 50,828
* EchoStar Corp. Class A 831,363 50,464
* HubSpot Inc. 760,548 50,006
  TiVo Corp. 2,655,578 49,527
^,* 2U Inc. 1,039,184 48,759
  Power Integrations Inc. 668,512 48,735
* RealPage Inc. 1,338,119 48,105
  Pegasystems Inc. 819,759 47,833
^,* 3D Systems Corp. 2,545,438 47,600
* RingCentral Inc. Class A 1,299,361 47,492
* VeriFone Systems Inc. 2,576,804 46,640
* Mercury Systems Inc. 1,068,582 44,977
  Diebold Nixdorf Inc. 1,561,438 43,720
  Cabot Microelectronics Corp. 586,378 43,292
* Cornerstone OnDemand Inc. 1,207,315 43,161
* MicroStrategy Inc. Class A 217,100 41,612
^,* Synaptics Inc. 792,567 40,984
  Plantronics Inc. 768,467 40,198
^,* Twilio Inc. Class A 1,358,547 39,547
* Envestnet Inc. 980,007 38,808
* MaxLinear Inc. 1,363,900 38,039
  Cogent Communications Holdings Inc. 924,796 37,084
* New Relic Inc. 858,654 36,931
* Infinera Corp. 3,380,914 36,074
  Xperi Corp. 1,163,191 34,663
* Insight Enterprises Inc. 851,373 34,046
  Brooks Automation Inc. 1,529,491 33,175
  Progress Software Corp. 1,043,743 32,241
* BroadSoft Inc. 731,789 31,504

 

21


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  CSG Systems International Inc. 766,084 31,088
* Box Inc. 1,693,950 30,898
* Gigamon Inc. 780,497 30,713
^,* Inphi Corp. 889,106 30,496
* NETGEAR Inc. 706,951 30,470
* Web.com Group Inc. 1,166,698 29,517
* Rambus Inc. 2,542,150 29,057
^,* Ubiquiti Networks Inc. 557,684 28,983
  West Corp. 1,204,262 28,083
  Ebix Inc. 508,288 27,397
  NIC Inc. 1,416,938 26,851
^,* Pure Storage Inc. Class A 2,043,211 26,174
* Bottomline Technologies de Inc. 929,492 23,879
* CEVA Inc. 509,371 23,151
* Super Micro Computer Inc. 935,046 23,049
* ScanSource Inc. 570,820 23,004
  ADTRAN Inc. 1,101,717 22,750
^,* Coupa Software Inc. 756,002 21,909
* FormFactor Inc. 1,708,587 21,186
* Quality Systems Inc. 1,210,406 20,831
* Blucora Inc. 935,265 19,828
* Diodes Inc. 821,539 19,742
* Amkor Technology Inc. 2,018,178 19,718
* Barracuda Networks Inc. 847,472 19,543
^,* Match Group Inc. 1,057,187 18,374
* Lattice Semiconductor Corp. 2,701,748 17,994
  Monotype Imaging Holdings Inc. 940,130 17,204
^,* Shutterstock Inc. 389,088 17,151
* Cray Inc. 912,461 16,789
^,* Acacia Communications Inc. 400,375 16,604
^,* Nutanix Inc. 792,031 15,959
^,* Gogo Inc. 1,370,863 15,806
^,* Unisys Corp. 1,225,796 15,690
* LivePerson Inc. 1,272,544 13,998
* Blackline Inc. 379,726 13,571
* Endurance International Group Holdings Inc. 1,569,720 13,107
* Synchronoss Technologies Inc. 789,880 12,994
  Syntel Inc. 744,759 12,631
^,* Benefitfocus Inc. 344,628 12,527
* CommerceHub Inc. 704,529 12,287
* Loral Space & Communications Inc. 284,367 11,815
^,* Hortonworks Inc. 898,336 11,571
* Actua Corp. 767,424 10,782
^ Computer Programs & Systems Inc. 317,909 10,427
* Virtusa Corp. 337,491 9,922
  Forrester Research Inc. 250,335 9,801
^,* MuleSoft Inc. Class A 330,875 8,252
* WideOpenWest Inc. 438,264 7,626
* Rapid7 Inc. 433,374 7,294
* Calix Inc. 1,044,805 7,157
* Okta Inc. 280,887 6,404
^,* Presidio Inc. 402,733 5,763
* CommerceHub Inc. Class A 322,297 5,614
* Harmonic Inc. 974,545 5,116
^,* Cloudera Inc. 302,650 4,848
* Sonus Networks Inc. 620,424 4,616
^,* Castlight Health Inc. Class B 1,012,960 4,204
* MobileIron Inc. 573,975 3,473
  Systemax Inc. 174,207 3,275
* Alteryx Inc. Class A 155,023 3,026
* Yext Inc. 201,964 2,692
* Appian Corp. 140,002 2,541
* SecureWorks Corp. Class A 243,648 2,263

 

22


 

Vanguard® Small-Cap Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Piksel Inc. 241
      8,775,605
Telecommunications (0.4%)    
  Telephone & Data Systems Inc. 2,243,581 62,259
^ Frontier Communications Corp. 27,163,953 31,510
* Vonage Holdings Corp. 4,709,262 30,799
  Consolidated Communications Holdings Inc. 1,163,046 24,971
^,* Iridium Communications Inc. 1,973,094 21,803
^,* Globalstar Inc. 10,233,370 21,797
  Cincinnati Bell Inc. 1,020,909 19,959
  ATN International Inc. 254,900 17,445
  Shenandoah Telecommunications Co. 563,442 17,298
  Windstream Holdings Inc. 4,438,784 17,222
* Straight Path Communications Inc. Class B 74,678 13,416
* United States Cellular Corp. 280,316 10,742
^,* Intelsat SA 583,161 1,784
      291,005
Utilities (3.7%)    
  Atmos Energy Corp. 2,466,633 204,607
  UGI Corp. 4,032,068 195,192
  Westar Energy Inc. Class A 3,316,447 175,838
  Great Plains Energy Inc. 5,044,417 147,701
  Aqua America Inc. 4,121,779 137,255
  NRG Energy Inc. 6,947,659 119,639
* Vistra Energy Corp. 6,894,190 115,753
  Vectren Corp. 1,942,052 113,494
* Calpine Corp. 8,344,156 112,896
  National Fuel Gas Co. 1,872,231 104,545
  IDACORP Inc. 1,180,845 100,785
  WGL Holdings Inc. 1,199,082 100,039
  Portland General Electric Co. 2,084,799 95,254
  ALLETE Inc. 1,184,379 84,896
  ONE Gas Inc. 1,211,490 84,574
  Black Hills Corp. 1,244,544 83,969
  Hawaiian Electric Industries Inc. 2,529,978 81,921
  New Jersey Resources Corp. 1,999,145 79,366
  Spire Inc. 1,060,775 73,989
  Southwest Gas Holdings Inc. 991,114 72,411
  PNM Resources Inc. 1,846,488 70,628
  NorthWestern Corp. 1,154,534 70,450
  Avista Corp. 1,487,628 63,165
  South Jersey Industries Inc. 1,829,078 62,500
  Ormat Technologies Inc. 913,064 53,579
  MGE Energy Inc. 796,748 51,271
  El Paso Electric Co. 935,342 48,357
  California Water Service Group 1,089,355 40,088
  American States Water Co. 830,284 39,364
  Northwest Natural Gas Co. 646,877 38,716
* TerraForm Power Inc. Class A 2,077,012 24,924
* Dynegy Inc. 2,709,416 22,407
^,* Sunrun Inc. 1,802,459 12,834
^,* Vivint Solar Inc. 690,505 4,039
 
      2,886,446
Total Common Stocks (Cost $58,284,968)   76,246,125

 

23


 

Vanguard® Small-Cap Index Fund        
Schedule of Investments        
June 30, 2017        
 
          Market
          Value
    Coupon   Shares ($000)
 
Temporary Cash Investments (2.4%)1        
Money Market Fund (2.4%)        
3,4 Vanguard Market Liquidity Fund 0.181%   18,376,784 1,838,046
 
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.0%)        
  United States Treasury Bill 0.638% 8/24/17 1,500 1,498
5 United States Treasury Bill 0.982% 9/7/17 2,500 2,496
5 United States Treasury Bill 0.990% 9/21/17 5,000 4,989
5 United States Treasury Bill 0.909%-0.979% 10/5/17 2,300 2,294
5 United States Treasury Bill 0.949% 10/19/17 500 499
5 United States Treasury Bill 0.954% 10/26/17 16,000 15,947
5 United States Treasury Bill 1.052% 11/24/17 600 597
 
          28,320
 
Total Temporary Cash Investments (Cost $1,866,150)       1,866,366
 
Total Investments (101.6%) (Cost $60,151,118)       78,112,491
Other Assets and Liabilities—Net (-1.6%)4       (1,225,313)
 
Net Assets (100%)       76,887,178

 

^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $1,179,748,000.
* Non-income-producing security.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After giving
effect to futures and swap investments, the fund's effective common stock and temporary cash investment positions represent 100.0% and
1.6%, respectively, of net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day
yield.
4 Includes $1,245,658,000 of collateral received for securities on loan.
5 Securities with a value of $25,624,000 have been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.
REIT—Real Estate Investment Trust.

24


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
 
Common Stocks (99.7%)1    
Basic Materials (2.2%)    
  Royal Gold Inc. 831,646 65,010
  NewMarket Corp. 120,684 55,573
  US Silica Holdings Inc. 1,030,840 36,584
* Platform Specialty Products Corp. 2,545,858 32,281
  Balchem Corp. 404,934 31,467
* Ingevity Corp. 535,494 30,737
* Cambrex Corp. 413,876 24,729
  Versum Materials Inc. 691,129 22,462
  KapStone Paper and Packaging Corp. 1,045,545 21,570
* Univar Inc. 627,603 18,326
  Minerals Technologies Inc. 222,866 16,314
  Hecla Mining Co. 2,516,193 12,833
  Deltic Timber Corp. 140,588 10,496
  Calgon Carbon Corp. 652,779 9,857
* Ferro Corp. 538,778 9,854
*,^ Fairmount Santrol Holdings Inc. 2,010,765 7,842
  American Vanguard Corp. 338,898 5,846
* Coeur Mining Inc. 224 2
  Warrior Met Coal Inc. 60 1
* Century Aluminum Co. 59 1
      411,785
Consumer Goods (7.5%)    
* Take-Two Interactive Software Inc. 1,321,513 96,973
* Middleby Corp. 732,201 88,970
  Toll Brothers Inc. 1,965,994 77,676
  Brunswick Corp. 1,136,671 71,303
  Gentex Corp. 3,656,239 69,359
* Post Holdings Inc. 801,313 62,222
* TreeHouse Foods Inc. 724,758 59,205
  Pool Corp. 499,995 58,784
  Carter's Inc. 585,155 52,050
* Hain Celestial Group Inc. 1,314,639 51,034
* Skechers U.S.A. Inc. Class A 1,702,943 50,237
*,^ Wayfair Inc. 526,731 40,495
* Zynga Inc. Class A 9,778,543 35,594
  CalAtlantic Group Inc. 992,832 35,097
* Dorman Products Inc. 414,072 34,273
* Welbilt Inc. 1,765,273 33,275
*,^ Tempur Sealy International Inc. 582,147 31,081
  LCI Industries 300,656 30,787
* Kate Spade & Co. 1,634,373 30,220
  B&G Foods Inc. 844,702 30,071
* iRobot Corp. 330,971 27,848
* Steven Madden Ltd. 679,941 27,164
  Vector Group Ltd. 1,233,669 26,302
* Blue Buffalo Pet Products Inc. 1,125,525 25,673
* TRI Pointe Group Inc. 1,916,780 25,282
  J&J Snack Foods Corp. 190,239 25,125
* Meritage Homes Corp. 486,662 20,537
  WD-40 Co. 169,744 18,731
* Hostess Brands Inc. Class A 1,135,682 18,284
* Gentherm Inc. 466,931 18,117
* Select Comfort Corp. 503,144 17,857
  Interface Inc. Class A 798,150 15,684
  Lancaster Colony Corp. 122,012 14,961
* Boston Beer Co. Inc. Class A 111,605 14,749
  National Beverage Corp. 147,941 13,841
  Coca-Cola Bottling Co. Consolidated 59,862 13,701
  Oxford Industries Inc. 194,825 12,175
*,^ Fitbit Inc. Class A 2,118,405 11,249
  Columbia Sportswear Co. 179,678 10,432

 

25


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* USANA Health Sciences Inc. 142,453 9,131
*,^ GoPro Inc. Class A 1,095,320 8,905
*,^ e.l.f. Beauty, Inc. 265,724 7,230
  Acushnet Holdings Corp. 286,177 5,678
  Phibro Animal Health Corp. Class A 120,037 4,447
*,^ Amplify Snack Brands Inc. 393,085 3,789
* Revlon Inc. Class A 137,486 3,258
  MDC Holdings Inc. 51 2
      1,438,858
Consumer Services (13.2%)    
  Vail Resorts Inc. 508,850 103,210
* VCA Inc. 982,607 90,704
* Panera Bread Co. Class A 271,577 85,449
* Burlington Stores Inc. 894,214 82,259
* Copart Inc. 2,484,857 78,994
* Liberty Media Corp-Liberty Formula One 1,902,212 69,659
  Domino's Pizza Inc. 306,037 64,736
  Dunkin' Brands Group Inc. 1,172,921 64,651
* Live Nation Entertainment Inc. 1,701,064 59,282
  Six Flags Entertainment Corp. 980,284 58,435
  Sabre Corp. 2,477,668 53,939
  Casey's General Stores Inc. 498,894 53,437
  Rollins Inc. 1,248,679 50,834
* Bright Horizons Family Solutions Inc. 647,322 49,980
*,^ GrubHub Inc. 1,097,183 47,837
* Grand Canyon Education Inc. 609,683 47,805
  Dick's Sporting Goods Inc. 1,078,640 42,962
* Madison Square Garden Co. Class A 217,893 42,903
  Texas Roadhouse Inc. Class A 812,619 41,403
* Sprouts Farmers Market Inc. 1,659,928 37,631
* AMC Networks Inc. Class A 701,660 37,476
* Liberty Expedia Holdings Inc. Class A 691,603 37,360
  Jack in the Box Inc. 374,550 36,893
* Dave & Buster's Entertainment Inc. 535,230 35,598
  Nexstar Media Group Inc. Class A 569,958 34,083
* ServiceMaster Global Holdings Inc. 851,606 33,374
* Five Below Inc. 665,239 32,843
  Marriott Vacations Worldwide Corp. 276,576 32,567
* Hawaiian Holdings Inc. 681,710 32,006
* Hilton Grand Vacations Inc. 881,547 31,789
* Stamps.com Inc. 204,498 31,672
* Lions Gate Entertainment Corp. Class B 1,179,253 30,991
* Sotheby's 568,952 30,536
  Choice Hotels International Inc. 466,335 29,962
* Yelp Inc. Class A 972,970 29,209
  Cheesecake Factory Inc. 579,094 29,128
  PriceSmart Inc. 328,336 28,762
  Churchill Downs Inc. 146,551 26,863
* WebMD Health Corp. 456,653 26,783
* Michaels Cos. Inc. 1,439,865 26,666
* Ollie's Bargain Outlet Holdings Inc. 621,029 26,456
* Buffalo Wild Wings Inc. 205,106 25,987
*,^ Pandora Media Inc. 2,904,237 25,906
  Papa John's International Inc. 350,427 25,147
  Planet Fitness Inc. Class A 1,060,174 24,744
*,^ RH 378,274 24,406
  Allegiant Travel Co. Class A 169,073 22,926
* Spirit Airlines Inc. 440,727 22,764
* SiteOne Landscape Supply Inc. 428,895 22,328
* Groupon Inc. Class A 5,345,769 20,528
  Red Rock Resorts Inc. Class A 860,647 20,268
* Shutterfly Inc. 407,549 19,359
* Etsy Inc. 1,272,675 19,090
^ Lions Gate Entertainment Corp. Class A 669,538 18,894

 

26


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  ILG Inc. 673,824 18,523
* Scientific Games Corp. Class A 681,538 17,788
  Morningstar Inc. 218,217 17,095
* Trade Desk Inc. Class A 340,868 17,081
* TrueCar Inc. 826,431 16,471
  Monro Muffler Brake Inc. 393,086 16,411
* Belmond Ltd. Class A 1,103,170 14,672
  AMC Entertainment Holdings Inc. Class A 630,220 14,338
* Pinnacle Entertainment Inc. 691,790 13,670
  Sonic Corp. 512,304 13,571
* Caesars Acquisition Co. Class A 705,917 13,448
  Boyd Gaming Corp. 503,570 12,494
*,^ Liberty Media Corp-Liberty Formula One Class A 309,170 10,830
^ Wingstop Inc. 349,770 10,808
* Quotient Technology Inc. 918,864 10,567
  ClubCorp Holdings Inc. 804,233 10,535
* BJ's Restaurants Inc. 259,817 9,678
^ World Wrestling Entertainment Inc. Class A 446,098 9,087
*,^ Lumber Liquidators Holdings Inc. 360,738 9,040
  Tile Shop Holdings Inc. 433,426 8,950
* Diplomat Pharmacy Inc. 597,797 8,847
*,^ Shake Shack Inc. Class A 245,531 8,564
* EW Scripps Co. Class A 368,178 6,557
* Angie's List Inc. 503,133 6,435
* Fiesta Restaurant Group Inc. 292,274 6,035
* Francesca's Holdings Corp. 465,891 5,097
* Liberty TripAdvisor Holdings Inc. Class A 435,081 5,047
  Emerald Expositions Events Inc. 229,458 5,025
* Caesars Entertainment Corp. 384,942 4,619
  New Media Investment Group Inc. 326,024 4,395
* Clean Energy Fuels Corp. 1,721,358 4,372
*,^ Habit Restaurants Inc. Class A 255,306 4,034
* El Pollo Loco Holdings Inc. 274,280 3,799
* Bojangles' Inc. 210,838 3,426
  National CineMedia Inc. 400,071 2,969
* Potbelly Corp. 151,207 1,739
* Global Eagle Entertainment Inc. 325,314 1,158
* Blue Apron Holdings Inc. Class A 75,184 702
* Cabela's Inc. 68 4
* Sally Beauty Holdings Inc. 177 4
* Urban Outfitters Inc. 101 2
* Hibbett Sports Inc. 27 1
* Ascena Retail Group Inc. 229
      2,527,362
Financials (20.6%)    
  CBOE Holdings Inc. 1,425,929 130,330
* Signature Bank 660,281 94,770
  Kilroy Realty Corp. 1,250,831 94,000
  Colony NorthStar Inc. Class A 6,657,309 93,801
  Gaming and Leisure Properties Inc. 2,435,915 91,761
  MarketAxess Holdings Inc. 453,749 91,249
  Equity LifeStyle Properties Inc. 1,049,965 90,654
  American Campus Communities Inc. 1,706,371 80,711
  Sun Communities Inc. 897,049 78,662
  Lamar Advertising Co. Class A 1,062,646 78,179
  Healthcare Trust of America Inc. Class A 2,435,192 75,759
  Bank of the Ozarks 1,549,994 72,648
  Douglas Emmett Inc. 1,869,058 71,417
  Hudson Pacific Properties Inc. 1,986,097 67,905
* Zillow Group Inc. 1,331,012 65,233
  American Homes 4 Rent Class A 2,793,935 63,059
  DCT Industrial Trust Inc. 1,170,537 62,553
  Medical Properties Trust Inc. 4,632,764 59,624
* Western Alliance Bancorp 1,207,735 59,421

 

27


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  CyrusOne Inc. 1,060,796 59,139
* SVB Financial Group 334,097 58,731
  Pinnacle Financial Partners Inc. 933,390 58,617
  Gramercy Property Trust 1,932,981 57,429
* Howard Hughes Corp. 461,915 56,742
  CubeSmart 2,293,298 55,131
  Colony Starwood Homes 1,588,871 54,514
  Uniti Group Inc. 2,120,759 53,316
* Liberty Ventures Class A 981,855 51,341
  Healthcare Realty Trust Inc. 1,482,954 50,643
  STORE Capital Corp. 2,177,924 48,894
* Texas Capital Bancshares Inc. 630,926 48,834
  Cousins Properties Inc. 5,331,868 46,867
  Spirit Realty Capital Inc. 6,160,676 45,651
  Physicians Realty Trust 2,260,167 45,520
  CoreSite Realty Corp. 435,266 45,063
  Investors Bancorp Inc. 3,358,171 44,865
  WP Carey Inc. 677,965 44,752
  Corporate Office Properties Trust 1,265,682 44,337
  Life Storage Inc. 591,867 43,857
^ Omega Healthcare Investors Inc. 1,252,653 41,363
  Home BancShares Inc. 1,642,607 40,901
  Paramount Group Inc. 2,503,769 40,060
*,^ Credit Acceptance Corp. 147,868 38,023
  Education Realty Trust Inc. 931,736 36,105
  DDR Corp. 3,965,218 35,965
  PacWest Bancorp 761,646 35,569
  Ryman Hospitality Properties Inc. 553,405 35,423
  Forest City Realty Trust Inc. Class A 1,461,561 35,326
* Essent Group Ltd. 949,450 35,263
  FirstCash Inc. 583,120 33,996
* Zillow Group Inc. Class A 660,988 32,283
  PS Business Parks Inc. 241,853 32,019
* Blackhawk Network Holdings Inc. 716,473 31,238
  STAG Industrial Inc. 1,127,598 31,122
* HealthEquity Inc. 609,017 30,347
  Evercore Partners Inc. Class A 417,222 29,414
  Urban Edge Properties 1,229,819 29,184
^ Pebblebrook Hotel Trust 883,858 28,496
^ Financial Engines Inc. 759,112 27,783
  QTS Realty Trust Inc. Class A 517,578 27,085
  Retail Opportunity Investments Corp. 1,394,508 26,761
* Eagle Bancorp Inc. 411,839 26,069
* LendingClub Corp. 4,620,973 25,462
  Hilltop Holdings Inc. 939,095 24,614
* FCB Financial Holdings Inc. Class A 514,542 24,569
  Alexander & Baldwin Inc. 593,288 24,550
  Park Hotels & Resorts Inc. 887,050 23,915
  Kennedy-Wilson Holdings Inc. 1,234,048 23,509
  Towne Bank 710,989 21,898
  ServisFirst Bancshares Inc. 570,609 21,050
  LegacyTexas Financial Group Inc. 548,382 20,910
  Kite Realty Group Trust 1,062,095 20,105
  Sterling Bancorp 826,666 19,220
  Simmons First National Corp. Class A 358,988 18,990
*,^ BofI Holding Inc. 724,949 17,196
  CareTrust REIT Inc. 922,050 17,095
  HFF Inc. Class A 467,208 16,245
  Tanger Factory Outlet Centers Inc. 613,024 15,926
  WisdomTree Investments Inc. 1,475,663 15,007
  Kearny Financial Corp. 988,125 14,674
* Black Knight Financial Services Inc. Class A 356,026 14,579
  Capital Bank Financial Corp. 355,109 13,530
  Moelis & Co. Class A 339,161 13,176

 

28


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Parkway Inc. 539,469 12,348
  FelCor Lodging Trust Inc. 1,697,107 12,236
  Rexford Industrial Realty Inc. 423,786 11,629
* St. Joe Co. 594,478 11,146
  TFS Financial Corp. 718,619 11,117
  Alexander's Inc. 26,361 11,110
  Ameris Bancorp 224,196 10,806
  Cohen & Steers Inc. 266,348 10,798
  National Bank Holdings Corp. Class A 322,760 10,687
  New Senior Investment Group Inc. 1,061,937 10,672
* Third Point Reinsurance Ltd. 756,357 10,513
  American Assets Trust Inc. 254,110 10,009
  InfraREIT Inc. 500,782 9,590
  Sabra Health Care REIT Inc. 394,834 9,515
* LendingTree Inc. 49,325 8,494
  Altisource Residential Corp. 592,470 7,667
  Urstadt Biddle Properties Inc. Class A 385,684 7,637
  NRG Yield Inc. 401,721 7,070
  Ramco-Gershenson Properties Trust 504,183 6,504
* Marcus & Millichap Inc. 217,821 5,742
  Northfield Bancorp Inc. 262,849 4,508
* PennyMac Financial Services Inc. Class A 265,692 4,437
  Investment Technology Group Inc. 200,046 4,249
  RMR Group Inc. Class A 86,409 4,204
  Houlihan Lokey Inc. Class A 119,062 4,155
  NRG Yield Inc. Class A 219,715 3,748
  NewStar Financial Inc. 320,853 3,369
* Tejon Ranch Co. 92,680 1,913
* Ocwen Financial Corp. 554,170 1,491
  Hamilton Lane Inc. Class A 59,885 1,317
* On Deck Capital Inc. 253,296 1,180
  Urstadt Biddle Properties Inc. 30,767 531
  Associated Capital Group Inc. Class A 3,662 124
  Outfront Media Inc. 171 4
  Acadia Realty Trust 100 3
  Monogram Residential Trust Inc. 207 2
* OneMain Holdings Inc. Class A 67 2
  Greenhill & Co. Inc. 29 1
  KKR Real Estate Finance Trust Inc. 13
      3,932,522
Health Care (15.3%)    
* Exelixis Inc. 3,715,992 91,525
  West Pharmaceutical Services Inc. 936,138 88,484
* Alnylam Pharmaceuticals Inc. 1,044,520 83,311
* Bioverativ Inc. 1,376,548 82,827
* DexCom Inc. 1,098,898 80,384
*,^ Ionis Pharmaceuticals Inc. 1,576,747 80,209
* ABIOMED Inc. 526,460 75,442
* MEDNAX Inc. 1,183,869 71,470
* Align Technology Inc. 460,094 69,069
* Bio-Rad Laboratories Inc. Class A 264,951 59,961
* Bluebird Bio Inc. 569,500 59,826
* PAREXEL International Corp. 646,088 56,151
  Bio-Techne Corp. 475,209 55,837
* Masimo Corp. 589,560 53,756
*,^ Exact Sciences Corp. 1,504,359 53,209
* Catalent Inc. 1,510,946 53,034
* Neurocrine Biosciences Inc. 1,121,001 51,566
*,^ Acadia Healthcare Co. Inc. 1,006,003 49,676
* NuVasive Inc. 644,889 49,605
  STERIS plc 540,589 44,058
  Healthcare Services Group Inc. 882,677 41,336
* INC Research Holdings Inc. Class A 688,809 40,295
* PRA Health Sciences Inc. 516,944 38,776

 

29


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Nektar Therapeutics Class A 1,975,299 38,617
  Bruker Corp. 1,323,499 38,170
* Insulet Corp. 737,472 37,840
* Akorn Inc. 1,110,120 37,233
  Cantel Medical Corp. 450,772 35,120
* Puma Biotechnology Inc. 400,080 34,967
*,^ ACADIA Pharmaceuticals Inc. 1,243,194 34,673
* Wright Medical Group NV 1,259,222 34,616
* TESARO Inc. 240,043 33,572
* ICU Medical Inc. 188,717 32,554
* Ironwood Pharmaceuticals Inc. Class A 1,703,683 32,166
* Neogen Corp. 460,177 31,803
*,^ Medicines Co. 825,362 31,372
* Seattle Genetics Inc. 590,579 30,557
* Ultragenyx Pharmaceutical Inc. 485,949 30,182
*,^ Penumbra Inc. 341,807 29,994
*,^ Ligand Pharmaceuticals Inc. 240,134 29,152
* Globus Medical Inc. 871,707 28,897
*,^ OPKO Health Inc. 4,265,356 28,066
* Agios Pharmaceuticals Inc. 520,705 26,790
* Clovis Oncology Inc. 275,596 25,804
*,^ Intercept Pharmaceuticals Inc. 206,565 25,009
* FibroGen Inc. 762,058 24,614
* Horizon Pharma plc 2,067,736 24,544
* Nevro Corp. 316,390 23,549
* Pacira Pharmaceuticals Inc. 484,146 23,094
*,^ Radius Health Inc. 496,143 22,441
*,^ Sarepta Therapeutics Inc. 663,427 22,364
* NxStage Medical Inc. 837,493 20,996
* Integra LifeSciences Holdings Corp. 384,335 20,950
* Portola Pharmaceuticals Inc. 362,252 20,348
*,^ Theravance Biopharma Inc. 508,302 20,251
* Amedisys Inc. 321,445 20,190
* HMS Holdings Corp. 1,075,826 19,903
*,^ Avexis Inc. 239,228 19,655
*,^ Halozyme Therapeutics Inc. 1,510,552 19,365
* Spark Therapeutics Inc. 316,491 18,907
* Tivity Health Inc. 448,404 17,869
*,^ Teladoc Inc. 484,516 16,813
*,^ Intrexon Corp. 688,641 16,589
* Varex Imaging Corp. 483,076 16,328
* Momenta Pharmaceuticals Inc. 895,840 15,140
*,^ Juno Therapeutics Inc. 505,567 15,111
*,^ Novocure Ltd. 840,227 14,536
  Abaxis Inc. 272,084 14,426
* Emergent BioSolutions Inc. 416,559 14,126
* Haemonetics Corp. 336,166 13,275
* Supernus Pharmaceuticals Inc. 303,473 13,080
* Innoviva Inc. 987,104 12,635
* Glaukos Corp. 283,390 11,752
* Acorda Therapeutics Inc. 596,118 11,744
  Analogic Corp. 160,828 11,684
* Merit Medical Systems Inc. 301,137 11,488
  Luminex Corp. 505,920 10,685
* Orthofix International NV 218,476 10,155
* Inogen Inc. 104,610 9,982
*,^ Amicus Therapeutics Inc. 920,040 9,265
* Quidel Corp. 340,058 9,229
* Array BioPharma Inc. 1,098,499 9,194
*,^ Lexicon Pharmaceuticals Inc. 536,969 8,833
* HealthStream Inc. 327,245 8,613
  Meridian Bioscience Inc. 544,343 8,573
* Epizyme Inc. 525,675 7,938
* Genomic Health Inc. 239,129 7,784

 

30


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Natus Medical Inc. 201,599 7,520
*,^ Keryx Biopharmaceuticals Inc. 1,034,656 7,481
* Spectrum Pharmaceuticals Inc. 943,107 7,026
* Insmed Inc. 400,988 6,881
* Achillion Pharmaceuticals Inc. 1,494,447 6,860
* Arena Pharmaceuticals Inc. 402,500 6,790
  Ensign Group Inc. 309,186 6,731
* Acceleron Pharma Inc. 207,846 6,316
*,^ Alder Biopharmaceuticals Inc. 544,550 6,235
* CorVel Corp. 122,911 5,832
*,^ Editas Medicine Inc. 341,901 5,737
* Surgery Partners Inc. 250,176 5,691
*,^ TherapeuticsMD Inc. 1,034,108 5,450
* Five Prime Therapeutics Inc. 173,585 5,227
*,^ ZIOPHARM Oncology Inc. 812,665 5,055
*,^ Endologix Inc. 1,014,071 4,928
*,^ Accuray Inc. 1,007,848 4,787
*,^ Insys Therapeutics Inc. 369,022 4,668
*,^ Aduro Biotech Inc. 399,825 4,558
* Natera Inc. 403,282 4,380
*,^ Lannett Co. Inc. 201,074 4,102
* AMAG Pharmaceuticals Inc. 222,640 4,097
* Depomed Inc. 356,510 3,829
* Medpace Holdings Inc. 103,926 3,014
*,^ Seres Therapeutics Inc. 257,673 2,912
* Intellia Therapeutics Inc. 160,840 2,573
*,^ Novavax Inc. 1,796,039 2,065
  Merrimack Pharmaceuticals Inc. 799,475 991
* Wright Medical Group Inc. CVR 165,303 251
* American Renal Associates Holdings Inc. 13
*,^ ConforMIS Inc. 43
      2,926,966
Industrials (19.6%)    
* CoStar Group Inc. 416,775 109,862
  AO Smith Corp. 1,869,409 105,304
  Jack Henry & Associates Inc. 988,236 102,648
  Lennox International Inc. 515,966 94,752
* Berry Global Group Inc. 1,648,099 93,958
* XPO Logistics Inc. 1,421,671 91,883
  Toro Co. 1,300,721 90,127
  Cognex Corp. 1,047,608 88,942
  Old Dominion Freight Line Inc. 839,394 79,944
* HD Supply Holdings Inc. 2,567,421 78,640
  Graco Inc. 707,035 77,265
  Nordson Corp. 622,515 75,523
* Coherent Inc. 313,409 70,514
* TransUnion 1,612,150 69,822
* IPG Photonics Corp. 478,280 69,398
* Zebra Technologies Corp. 671,551 67,504
  Packaging Corp. of America 599,520 66,780
  Hexcel Corp. 1,156,581 61,056
  National Instruments Corp. 1,484,479 59,706
  Watsco Inc. 386,923 59,663
  Universal Display Corp. 538,723 58,855
  Broadridge Financial Solutions Inc. 748,241 56,537
* Euronet Worldwide Inc. 633,993 55,392
  Eagle Materials Inc. 585,399 54,103
* WEX Inc. 518,635 54,078
  MAXIMUS Inc. 825,032 51,672
  Genpact Ltd. 1,717,351 47,794
  Littelfuse Inc. 288,855 47,661
  Woodward Inc. 701,951 47,438
  Air Lease Corp. Class A 1,247,468 46,605
* Keysight Technologies Inc. 1,175,516 45,763

 

31


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Landstar System Inc. 533,678 45,683
  HEICO Corp. Class A 637,960 39,585
  John Bean Technologies Corp. 402,588 39,454
* Summit Materials Inc. Class A 1,354,278 39,098
* Clean Harbors Inc. 654,274 36,528
*,^ USG Corp. 1,204,401 34,952
* On Assignment Inc. 638,903 34,597
  Knight Transportation Inc. 919,902 34,082
* WageWorks Inc. 503,074 33,807
* Itron Inc. 491,097 33,272
* MACOM Technology Solutions Holdings Inc. 567,861 31,670
  FLIR Systems Inc. 867,037 30,051
* RBC Bearings Inc. 289,568 29,466
* Masonite International Corp. 379,347 28,641
*,^ Cimpress NV 296,764 28,053
* Advisory Board Co. 519,228 26,740
* Genesee & Wyoming Inc. Class A 390,965 26,738
* Teledyne Technologies Inc. 201,761 25,755
* Trex Co. Inc. 373,620 25,279
* Rogers Corp. 230,434 25,030
* TopBuild Corp. 470,658 24,978
* II-VI Inc. 721,958 24,763
* AMN Healthcare Services Inc. 608,670 23,769
  Mueller Water Products Inc. Class A 2,027,191 23,678
* ExlService Holdings Inc. 406,555 22,596
  Simpson Manufacturing Co. Inc. 514,752 22,500
* Louisiana-Pacific Corp. 919,764 22,175
  Apogee Enterprises Inc. 365,716 20,787
  Franklin Electric Co. Inc. 501,697 20,770
  Forward Air Corp. 383,940 20,456
* Proto Labs Inc. 302,951 20,373
*,^ Ambarella Inc. 407,577 19,788
  Covanta Holding Corp. 1,498,392 19,779
  Albany International Corp. 367,321 19,615
  EnPro Industries Inc. 271,454 19,374
  Exponent Inc. 328,856 19,172
* Cardtronics plc Class A 579,924 19,056
  HEICO Corp. 262,109 18,830
  AAON Inc. 501,285 18,472
  AZZ Inc. 330,855 18,462
  Methode Electronics Inc. 444,052 18,295
* Imperva Inc. 382,212 18,289
* JELD-WEN Holding Inc. 533,434 17,315
* TriNet Group Inc. 522,837 17,118
* OSI Systems Inc. 225,502 16,946
  Tennant Co. 227,811 16,812
* Veeco Instruments Inc. 577,856 16,093
*,^ Evolent Health Inc. Class A 626,980 15,894
*,^ American Outdoor Brands Corp. 716,177 15,870
  Raven Industries Inc. 458,598 15,271
* Paylocity Holding Corp. 327,294 14,787
  Cubic Corp. 310,117 14,358
  Badger Meter Inc. 351,432 14,005
* DigitalGlobe Inc. 394,130 13,124
  Sun Hydraulics Corp. 295,454 12,607
* Armstrong World Industries Inc. 270,234 12,431
  Heartland Express Inc. 591,092 12,307
  Primoris Services Corp. 490,200 12,226
  Schneider National Inc. Class B 536,507 12,002
  Lindsay Corp. 130,511 11,648
* Continental Building Products Inc. 498,404 11,613
* Advanced Disposal Services Inc. 504,744 11,473
  Mueller Industries Inc. 347,794 10,590
* Gardner Denver Holdings Inc. 482,200 10,420

 

32


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Aerovironment Inc. 271,157 10,358
*,^ Inovalon Holdings Inc. Class A 763,457 10,039
  Advanced Drainage Systems Inc. 498,565 10,021
* Builders FirstSource Inc. 617,432 9,459
  Quanex Building Products Corp. 443,532 9,381
  Comfort Systems USA Inc. 240,286 8,915
* Team Inc. 362,167 8,493
  Insperity Inc. 116,108 8,244
*,^ Axon Enterprise Inc. 323,404 8,130
* FARO Technologies Inc. 214,539 8,110
* Thermon Group Holdings Inc. 417,196 7,998
* Hub Group Inc. Class A 202,049 7,749
* Air Transport Services Group Inc. 338,225 7,367
* InnerWorkings Inc. 599,799 6,958
  REV Group Inc. 205,410 5,686
  Gorman-Rupp Co. 217,650 5,544
  Griffon Corp. 227,732 4,999
* Mistras Group Inc. 223,574 4,912
* Ply Gem Holdings Inc. 266,469 4,783
* Bazaarvoice Inc. 965,124 4,777
* Floor & Decor Holdings Inc. Class A 89,438 3,511
* Astronics Corp. 96,358 2,936
* Armstrong Flooring Inc. 141,723 2,547
* Astronics Corp. Class B 33,227 1,016
  Mobile Mini Inc. 55 2
      3,750,492
Oil & Gas (4.3%)    
* Diamondback Energy Inc. 1,248,890 110,914
* Parsley Energy Inc. Class A 2,980,237 82,702
* Newfield Exploration Co. 2,535,249 72,153
* Rice Energy Inc. 2,088,041 55,605
  Patterson-UTI Energy Inc. 2,698,009 54,473
* RSP Permian Inc. 1,614,888 52,112
* Southwestern Energy Co. 6,460,716 39,281
* PDC Energy Inc. 836,961 36,081
* Gulfport Energy Corp. 2,091,284 30,846
  Core Laboratories NV 280,691 28,426
*,^ Ultra Petroleum Corp. 2,504,446 27,173
* Callon Petroleum Co. 2,555,135 27,110
  SM Energy Co. 1,413,884 23,372
*,^ Matador Resources Co. 1,082,192 23,126
  Pattern Energy Group Inc. Class A 890,724 21,235
* Laredo Petroleum Inc. 2,002,907 21,071
* Extraction Oil & Gas Inc. 1,419,335 19,090
* Carrizo Oil & Gas Inc. 984,055 17,142
^ RPC Inc. 830,228 16,779
* Energen Corp. 308,721 15,242
*,^ Centennial Resource Development Inc. Class A 526,323 8,326
* Newpark Resources Inc. 1,072,666 7,884
* SEACOR Holdings Inc. 201,484 6,911
*,^ Keane Group Inc. 400,453 6,407
*,^ Jagged Peak Energy Inc. 412,862 5,512
* SEACOR Marine Holdings Inc. 202,563 4,124
*,^ Sanchez Energy Corp. 444,579 3,192
*,^ Flotek Industries Inc. 345,690 3,091
*,^ Tellurian Inc. 307,261 3,082
*,^ WildHorse Resource Development Corp. 238,252 2,947
* Eclipse Resources Corp. 501,322 1,434
*,^ Cobalt International Energy Inc. 214,321 529
* Bill Barrett Corp. 89
      827,372
Other (0.0%)2    
* Dyax Corp. CVR Exp. 12/31/2019 1,798,309 3,597
* Media General Inc. CVR 1,362,047 405

 

33


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Clinical Data CVR 132,154
      4,002
Technology (16.4%)    
* Cadence Design Systems Inc. 3,558,277 119,167
* IAC/InterActiveCorp 927,763 95,782
  SS&C Technologies Holdings Inc. 2,206,890 84,767
* PTC Inc. 1,470,270 81,041
* Tyler Technologies Inc. 448,418 78,774
* Ultimate Software Group Inc. 359,281 75,471
* Veeva Systems Inc. Class A 1,230,407 75,436
* athenahealth Inc. 506,996 71,258
* Fortinet Inc. 1,901,449 71,190
* Square Inc. 2,780,370 65,227
* Guidewire Software Inc. 941,165 64,667
* Medidata Solutions Inc. 705,681 55,184
  Fair Isaac Corp. 394,139 54,947
* EPAM Systems Inc. 626,835 52,711
  Blackbaud Inc. 611,399 52,427
* Aspen Technology Inc. 948,192 52,397
* Cirrus Logic Inc. 813,228 51,006
* Cavium Inc. 820,807 50,997
  j2 Global Inc. 582,742 49,586
* Tableau Software Inc. Class A 763,226 46,763
  MKS Instruments Inc. 688,705 46,350
* ViaSat Inc. 696,366 46,099
* Proofpoint Inc. 528,693 45,906
  Monolithic Power Systems Inc. 472,732 45,571
* Ellie Mae Inc. 412,013 45,284
* Ciena Corp. 1,798,742 45,005
* Arista Networks Inc. 297,938 44,628
* GoDaddy Inc. Class A 1,001,931 42,502
* Manhattan Associates Inc. 883,959 42,483
* Lumentum Holdings Inc. 739,407 42,183
* Integrated Device Technology Inc. 1,608,415 41,481
*,^ Paycom Software Inc. 605,186 41,401
* Entegris Inc. 1,803,422 39,585
* NetScout Systems Inc. 1,110,027 38,185
* Finisar Corp. 1,418,080 36,842
* Silicon Laboratories Inc. 538,357 36,797
  InterDigital Inc. 441,573 34,134
* Dycom Industries Inc. 379,328 33,957
* ACI Worldwide Inc. 1,500,149 33,558
* Zendesk Inc. 1,194,781 33,191
* Advanced Energy Industries Inc. 505,456 32,698
*,^ FireEye Inc. 2,040,151 31,031
* Allscripts Healthcare Solutions Inc. 2,306,084 29,426
* CommVault Systems Inc. 514,099 29,021
* Electronics For Imaging Inc. 590,505 27,978
* HubSpot Inc. 418,039 27,486
*,^ 2U Inc. 574,019 26,933
* RealPage Inc. 735,560 26,443
  Power Integrations Inc. 358,483 26,133
* RingCentral Inc. Class A 712,579 26,045
*,^ 3D Systems Corp. 1,383,532 25,872
  Pegasystems Inc. 441,104 25,738
* Mercury Systems Inc. 579,257 24,381
* Cornerstone OnDemand Inc. 654,607 23,402
* MicroStrategy Inc. Class A 119,459 22,897
*,^ Synaptics Inc. 435,945 22,543
  Plantronics Inc. 424,867 22,225
*,^ Twilio Inc. Class A 745,264 21,695
* Envestnet Inc. 528,493 20,928
* MaxLinear Inc. 748,718 20,882
  Cogent Communications Holdings Inc. 520,304 20,864

 

34


 

Vanguard® Small-Cap Growth Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* New Relic Inc. 476,045 20,475
* Infinera Corp. 1,862,350 19,871
  Xperi Corp. 629,664 18,764
* Box Inc. 941,261 17,169
* BroadSoft Inc. 390,205 16,798
* Gigamon Inc. 421,923 16,603
*,^ Inphi Corp. 483,408 16,581
* Rambus Inc. 1,436,222 16,416
*,^ Ubiquiti Networks Inc. 305,934 15,899
  NIC Inc. 799,387 15,148
*,^ Pure Storage Inc. Class A 1,123,479 14,392
* Bottomline Technologies de Inc. 488,932 12,561
* CEVA Inc. 274,458 12,474
* Super Micro Computer Inc. 499,468 12,312
* Diodes Inc. 461,067 11,079
* Barracuda Networks Inc. 470,838 10,858
* Lattice Semiconductor Corp. 1,490,471 9,927
  Monotype Imaging Holdings Inc. 537,116 9,829
* Shutterstock Inc. 219,645 9,682
* Cray Inc. 511,902 9,419
*,^ Acacia Communications Inc. 221,009 9,165
  Brooks Automation Inc. 420,332 9,117
*,^ Nutanix Inc. 438,007 8,826
*,^ Gogo Inc. 723,121 8,338
* LivePerson Inc. 669,761 7,367
*,^ Benefitfocus Inc. 197,276 7,171
* Blackline Inc. 199,617 7,134
* Endurance International Group Holdings Inc. 824,046 6,881
* Loral Space & Communications Inc. 165,414 6,873
  ADTRAN Inc. 312,254 6,448
* CommerceHub Inc. 367,408 6,408
* Hortonworks Inc. 488,021 6,286
* FormFactor Inc. 454,385 5,634
* Actua Corp. 384,451 5,402
* Virtusa Corp. 173,089 5,089
* Match Group Inc. 292,317 5,080
  Forrester Research Inc. 128,938 5,048
* Calix Inc. 540,027 3,699
* Rapid7 Inc. 216,949 3,651
* Synchronoss Technologies Inc. 220,995 3,635
  Syntel Inc. 212,519 3,604
* CommerceHub Inc. Class A 174,133 3,033
* Castlight Health Inc. Class B 588,601 2,443
* MobileIron Inc. 322,209 1,949
* WideOpenWest Inc. 111,995 1,949
* Harmonic Inc. 248,875 1,307
*,^ SecureWorks Corp. Class A 102,226 950
*,^ Appian Corp. 39,707 721
* Okta Inc. 14
* Cloudera Inc. 16
* Yext Inc. 11
      3,128,026
Telecommunications (0.3%)    
*,^ Globalstar Inc. 5,619,037 11,969
  Cincinnati Bell Inc. 543,026 10,616
  Windstream Holdings Inc. 2,420,937 9,393
  ATN International Inc. 135,400 9,267
  Shenandoah Telecommunications Co. 299,646 9,199
* Straight Path Communications Inc. Class B 40,889 7,346
      57,790
Utilities (0.3%)    
  Ormat Technologies Inc. 505,334 29,653
* TerraForm Power Inc. Class A 588,297 7,059
*,^ Sunrun Inc. 933,401 6,646

 

35


 

Vanguard® Small-Cap Growth Index Fund        
Schedule of Investments        
June 30, 2017        
 
          Market
          Value
        Shares ($000)
* Dynegy Inc.     709,505 5,868
*,^ Vivint Solar Inc.     286,815 1,678
          50,904
Total Common Stocks (Cost $14,458,677)       19,056,079
 
    Coupon      
Temporary Cash Investments (2.2%)1        
Money Market Fund (2.1%)        
3,4 Vanguard Market Liquidity Fund 1.181%   4,052,800 405,361
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.1%)        
  United States Treasury Bill 0.982% 9/7/17 400 399
5 United States Treasury Bill 0.923%-0.994% 9/21/17 6,000 5,987
          6,386
Total Temporary Cash Investments (Cost $411,690)       411,747
Total Investments (101.9%) (Cost $14,870,367)       19,467,826
Other Assets and Liabilities—Net (-1.9%)4       (361,576)
Net Assets (100%)       19,106,250

 

* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $338,555,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts. After giving effect to futures
investments, the fund's effective common stock and temporary cash investment positions represent 100.0% and 1.9%, respectively, of net
assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day
yield.
4 Includes $355,741,000 of collateral received for securities on loan.
5 Securities with a value of $2,594,000 have been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.
REIT—Real Estate Investment Trust.

36


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
 
Common Stocks (99.6%)1    
Basic Materials (6.1%)    
  Steel Dynamics Inc. 3,449,324 123,520
  RPM International Inc. 2,008,288 109,552
  Chemours Co. 2,770,155 105,044
  Huntsman Corp. 3,063,988 79,174
  Olin Corp. 2,491,486 75,442
  Ashland Global Holdings Inc. 930,079 61,302
  Scotts Miracle-Gro Co. 671,162 60,042
  United States Steel Corp. 2,623,564 58,086
  Sensient Technologies Corp. 665,004 53,553
  PolyOne Corp. 1,229,161 47,618
* Alcoa Corp. 1,385,700 45,243
  Cabot Corp. 798,805 42,680
  HB Fuller Co. 760,528 38,871
* CONSOL Energy Inc. 2,417,191 36,113
  Domtar Corp. 939,943 36,113
  Commercial Metals Co. 1,737,953 33,768
  Worthington Industries Inc. 669,273 33,611
^ Compass Minerals International Inc. 507,734 33,155
* GCP Applied Technologies Inc. 1,019,375 31,091
* AK Steel Holding Corp. 4,727,598 31,060
*,^ Cliffs Natural Resources Inc. 4,454,003 30,822
*,^ Peabody Energy Corp. 1,255,907 30,707
^ Allegheny Technologies Inc. 1,634,808 27,808
  Quaker Chemical Corp. 189,633 27,540
  Versum Materials Inc. 817,298 26,562
  Stepan Co. 303,849 26,477
  Carpenter Technology Corp. 702,550 26,296
  Innospec Inc. 362,216 23,743
* Coeur Mining Inc. 2,728,434 23,410
^ Arch Coal Inc. Class A 319,988 21,855
  Kaiser Aluminum Corp. 245,430 21,726
* Univar Inc. 738,034 21,551
  Minerals Technologies Inc. 264,030 19,327
* Kraton Corp. 469,991 16,187
  Hecla Mining Co. 2,984,311 15,220
  A Schulman Inc. 423,427 13,550
  Tronox Ltd. Class A 891,685 13,482
  Innophos Holdings Inc. 294,187 12,897
  PH Glatfelter Co. 651,234 12,725
* Ferro Corp. 632,300 11,565
* Clearwater Paper Corp. 246,790 11,537
* Century Aluminum Co. 725,992 11,311
* Koppers Holdings Inc. 311,172 11,249
  Rayonier Advanced Materials Inc. 654,351 10,286
  Tredegar Corp. 469,355 7,158
  Haynes International Inc. 187,011 6,790
  Kronos Worldwide Inc. 346,730 6,317
* SunCoke Energy Inc. 500,492 5,455
  FutureFuel Corp. 339,735 5,127
  Warrior Met Coal Inc. 239,918 4,110
* Resolute Forest Products Inc. 902,012 3,969
      1,641,797
Consumer Goods (7.1%)    
  Pinnacle Foods Inc. 1,784,292 105,987
  Leggett & Platt Inc. 1,989,283 104,497
  Thor Industries Inc. 751,465 78,543
  Valvoline Inc. 3,071,829 72,864
*,^ Herbalife Ltd. 980,827 69,962
  Goodyear Tire & Rubber Co. 1,890,907 66,106
* Edgewell Personal Care Co. 862,488 65,566
  Ingredion Inc. 538,029 64,138

 

37


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* US Foods Holding Corp. 2,168,907 59,038
* Visteon Corp. 477,636 48,748
  Dana Inc. 2,173,305 48,530
  Nu Skin Enterprises Inc. Class A 754,566 47,417
  Tenneco Inc. 812,910 47,011
  Flowers Foods Inc. 2,673,771 46,283
  Energizer Holdings Inc. 929,793 44,649
^ Spectrum Brands Holdings Inc. 353,957 44,259
  Tupperware Brands Corp. 610,428 42,870
* Darling Ingredients Inc. 2,478,084 39,005
  Wolverine World Wide Inc. 1,386,197 38,827
* Helen of Troy Ltd. 407,304 38,327
  Snyder's-Lance Inc. 1,090,757 37,762
* Deckers Outdoor Corp. 479,373 32,722
  Sanderson Farms Inc. 273,080 31,582
  KB Home 1,280,880 30,703
  Cooper Tire & Rubber Co. 795,124 28,704
  Herman Miller Inc. 898,100 27,302
* Cooper-Standard Holdings Inc. 268,305 27,064
  HNI Corp. 664,918 26,510
  Fresh Del Monte Produce Inc. 499,324 25,421
* Avon Products Inc. 6,610,509 25,120
* Taylor Morrison Home Corp. Class A 1,034,636 24,842
  Universal Corp. 379,863 24,577
  La-Z-Boy Inc. 733,799 23,848
  Dean Foods Co. 1,366,026 23,222
  MDC Holdings Inc. 620,549 21,924
* American Axle & Manufacturing Holdings Inc. 1,255,246 19,582
* Vista Outdoor Inc. 858,633 19,328
* ACCO Brands Corp. 1,562,803 18,207
  Lancaster Colony Corp. 144,696 17,743
  Seaboard Corp. 4,417 17,646
  Schweitzer-Mauduit International Inc. 461,090 17,166
*,^ Cal-Maine Foods Inc. 428,764 16,979
  Steelcase Inc. Class A 1,178,579 16,500
* Central Garden & Pet Co. Class A 511,864 15,366
  Briggs & Stratton Corp. 610,574 14,715
* G-III Apparel Group Ltd. 587,021 14,646
  Knoll Inc. 707,403 14,183
  Andersons Inc. 385,804 13,175
  Columbia Sportswear Co. 210,617 12,228
  Ethan Allen Interiors Inc. 376,745 12,169
* Modine Manufacturing Co. 719,017 11,900
  Inter Parfums Inc. 259,830 9,523
  National Presto Industries Inc. 73,846 8,160
* Crocs Inc. 1,052,384 8,114
^ Tootsie Roll Industries Inc. 231,075 8,053
  Superior Industries International Inc. 353,800 7,271
*,^ Fossil Group Inc. 615,907 6,375
  Movado Group Inc. 238,464 6,021
  Phibro Animal Health Corp. Class A 143,277 5,308
* Central Garden & Pet Co. 158,264 5,031
* Iconix Brand Group Inc. 725,202 5,011
* Eastman Kodak Co. 539,804 4,912
  Titan International Inc. 379,229 4,555
* Vera Bradley Inc. 149,260 1,460
      1,915,257
Consumer Services (10.6%)    
* JetBlue Airways Corp. 5,016,322 114,523
  Service Corp. International 2,686,028 89,848
  KAR Auction Services Inc. 2,062,704 86,572
  Cinemark Holdings Inc. 1,573,867 61,145
^ Cracker Barrel Old Country Store Inc. 361,168 60,405
  Dun & Bradstreet Corp. 554,306 59,948

 

38


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Williams-Sonoma Inc. 1,173,913 56,935
  Extended Stay America Inc. 2,761,657 53,466
* Cabela's Inc. 828,959 49,257
  Cable One Inc. 68,833 48,933
  H&R Block Inc. 1,557,006 48,127
  Chemed Corp. 229,673 46,975
* Rite Aid Corp. 15,830,373 46,700
  TEGNA Inc. 3,228,971 46,529
  Tribune Media Co. Class A 1,110,969 45,294
* Beacon Roofing Supply Inc. 906,565 44,422
  Wendy's Co. 2,769,206 42,950
* Sally Beauty Holdings Inc. 2,068,408 41,885
  Office Depot Inc. 7,384,257 41,647
  Aaron's Inc. 1,063,077 41,354
  Dolby Laboratories Inc. Class A 828,498 40,563
  Graham Holdings Co. Class B 66,165 39,676
* ServiceMaster Global Holdings Inc. 1,008,429 39,520
* Murphy USA Inc. 525,996 38,982
  Sinclair Broadcast Group Inc. Class A 1,158,679 38,121
  John Wiley & Sons Inc. Class A 688,941 36,342
  Meredith Corp. 591,963 35,192
  Regal Entertainment Group Class A 1,700,800 34,798
  New York Times Co. Class A 1,930,012 34,161
* Performance Food Group Co. 1,245,612 34,130
  GameStop Corp. Class A 1,520,303 32,854
  Signet Jewelers Ltd. 514,683 32,549
  Big Lots Inc. 672,318 32,473
  AMERCO 88,320 32,330
* Adtalem Global Education Inc. 846,448 32,123
  Lithia Motors Inc. Class A 339,171 31,960
* Avis Budget Group Inc. 1,139,207 31,066
  Hillenbrand Inc. 850,991 30,721
* Acxiom Corp. 1,119,587 29,087
  American Eagle Outfitters Inc. 2,393,635 28,843
  Bloomin' Brands Inc. 1,354,793 28,762
* Cars.com Inc. 1,075,136 28,631
  Matthews International Corp. Class A 459,664 28,154
  Brinker International Inc. 734,916 28,000
* United Natural Foods Inc. 760,080 27,895
* Spirit Airlines Inc. 521,032 26,911
* Penn National Gaming Inc. 1,232,155 26,368
  SkyWest Inc. 738,408 25,918
  Children's Place Inc. 250,478 25,574
  Penske Automotive Group Inc. 518,199 22,754
* AutoNation Inc. 533,243 22,482
  ILG Inc. 797,356 21,919
  Core-Mark Holding Co. Inc. 661,871 21,881
  Bob Evans Farms Inc. 297,515 21,371
* Urban Outfitters Inc. 1,137,573 21,091
* MSG Networks Inc. 925,047 20,767
*,^ JC Penney Co. Inc. 4,411,358 20,513
  Group 1 Automotive Inc. 307,125 19,447
* Houghton Mifflin Harcourt Co. 1,575,926 19,384
  Time Inc. 1,347,626 19,338
* La Quinta Holdings Inc. 1,238,085 18,287
  Chico's FAS Inc. 1,853,191 17,457
  DSW Inc. Class A 978,934 17,327
* Rush Enterprises Inc. Class A 465,564 17,310
  Caleres Inc. 615,634 17,102
  SeaWorld Entertainment Inc. 1,025,640 16,687
* Asbury Automotive Group Inc. 285,683 16,155
* Caesars Acquisition Co. Class A 835,666 15,919
  HSN Inc. 473,760 15,113
  Gannett Co. Inc. 1,713,592 14,943

 

39


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Strayer Education Inc. 160,014 14,917
  Boyd Gaming Corp. 597,375 14,821
*,^ Weight Watchers International Inc. 435,589 14,557
  Capella Education Co. 165,403 14,158
* Herc Holdings Inc. 360,003 14,155
  Scholastic Corp. 323,848 14,117
  International Speedway Corp. Class A 362,013 13,594
* SUPERVALU Inc. 4,043,607 13,303
^ Dillard's Inc. Class A 226,425 13,062
  Abercrombie & Fitch Co. 1,026,838 12,774
  DineEquity Inc. 258,270 11,377
  Guess? Inc. 876,603 11,203
*,^ Hertz Global Holdings Inc. 834,028 9,591
* Genesco Inc. 282,316 9,571
* K12 Inc. 515,574 9,239
  Rent-A-Center Inc. 755,643 8,856
* Bankrate Inc. 669,176 8,599
* Laureate Education Inc. Class A 473,699 8,304
^ GNC Holdings Inc. Class A 971,570 8,190
  Tailored Brands Inc. 733,367 8,184
  Buckle Inc. 438,209 7,800
* Express Inc. 1,114,514 7,523
* EW Scripps Co. Class A 421,229 7,502
  Finish Line Inc. Class A 512,836 7,267
  Sonic Automotive Inc. Class A 369,670 7,190
*,^ Party City Holdco Inc. 446,765 6,992
* Biglari Holdings Inc. 17,473 6,985
  Weis Markets Inc. 140,727 6,856
  Barnes & Noble Inc. 872,225 6,629
* Hibbett Sports Inc. 318,194 6,603
  Cato Corp. Class A 350,859 6,172
  Pier 1 Imports Inc. 1,163,001 6,036
*,^ Ascena Retail Group Inc. 2,769,836 5,955
* Liberty TripAdvisor Holdings Inc. Class A 512,106 5,940
* Barnes & Noble Education Inc. 535,327 5,691
* American Public Education Inc. 236,913 5,603
* Regis Corp. 537,010 5,515
* Caesars Entertainment Corp. 454,657 5,456
  New Media Investment Group Inc. 393,312 5,302
^ Fred's Inc. Class A 550,307 5,079
* FTD Cos. Inc. 252,091 5,042
* Bridgepoint Education Inc. 284,833 4,204
* Smart & Final Stores Inc. 395,726 3,601
* Zumiez Inc. 288,319 3,561
  National CineMedia Inc. 470,842 3,494
  Speedway Motorsports Inc. 189,785 3,467
* Rush Enterprises Inc. Class B 94,530 3,442
*,^ Lands' End Inc. 197,061 2,936
*,^ Sears Holdings Corp. 320,379 2,839
  Clear Channel Outdoor Holdings Inc. Class A 550,397 2,669
* Vitamin Shoppe Inc. 178,179 2,076
* Blue Apron Holdings Inc. Class A 37,133 347
      2,854,212
Financials (30.9%)    
  East West Bancorp Inc. 2,171,895 127,230
  American Financial Group Inc. 1,054,180 104,754
  Apartment Investment & Management Co. 2,361,090 101,456
  Liberty Property Trust 2,213,877 90,127
  National Retail Properties Inc. 2,243,077 87,704
  Starwood Property Trust Inc. 3,914,363 87,643
  RenaissanceRe Holdings Ltd. 611,000 84,960
* Janus Henderson Group plc 2,520,851 83,465
  Cullen/Frost Bankers Inc. 864,435 81,179
  EPR Properties 1,107,652 79,607

 

40


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Commerce Bancshares Inc. 1,373,606 78,062
  Highwoods Properties Inc. 1,534,673 77,823
  Eaton Vance Corp. 1,640,190 77,614
  Synovus Financial Corp. 1,745,741 77,232
  Brown & Brown Inc. 1,790,708 77,126
  Assured Guaranty Ltd. 1,829,526 76,364
  First American Financial Corp. 1,660,062 74,188
  Old Republic International Corp. 3,760,833 73,449
  Senior Housing Properties Trust 3,573,416 73,041
  Webster Financial Corp. 1,384,847 72,317
  New Residential Investment Corp. 4,615,721 71,821
  DuPont Fabros Technology Inc. 1,169,065 71,500
  Navient Corp. 4,279,606 71,255
  FNB Corp. 4,852,735 68,715
  Hospitality Properties Trust 2,343,778 68,321
  Realogy Holdings Corp. 2,103,894 68,271
  Allied World Assurance Co. Holdings AG 1,248,357 66,038
  Wintrust Financial Corp. 836,061 63,909
  Popular Inc. 1,531,855 63,894
  Prosperity Bancshares Inc. 991,595 63,700
  IBERIABANK Corp. 765,548 62,392
* MGIC Investment Corp. 5,565,793 62,337
  Hancock Holding Co. 1,269,486 62,205
  First Horizon National Corp. 3,512,960 61,196
  Umpqua Holdings Corp. 3,310,515 60,781
  Apple Hospitality REIT Inc. 3,182,649 59,547
* Equity Commonwealth 1,863,498 58,887
  Validus Holdings Ltd. 1,129,260 58,688
  United Bankshares Inc. 1,496,164 58,650
  Associated Banc-Corp 2,288,103 57,660
  Hanover Insurance Group Inc. 639,086 56,642
  Rayonier Inc. 1,935,190 55,675
  Weingarten Realty Investors 1,832,335 55,153
  GEO Group Inc. 1,864,649 55,138
  LPL Financial Holdings Inc. 1,289,415 54,749
  BankUnited Inc. 1,605,154 54,110
  CNO Financial Group Inc. 2,574,396 53,753
  Sunstone Hotel Investors Inc. 3,312,000 53,389
  Bank of Hawaii Corp. 641,896 53,258
  Radian Group Inc. 3,231,767 52,839
  WP Carey Inc. 800,441 52,837
  MB Financial Inc. 1,197,177 52,724
  Two Harbors Investment Corp. 5,241,669 51,945
  Primerica Inc. 683,822 51,800
  Chemical Financial Corp. 1,068,935 51,747
  Taubman Centers Inc. 866,598 51,606
  LaSalle Hotel Properties 1,701,222 50,696
  UMB Financial Corp. 674,439 50,489
  First Industrial Realty Trust Inc. 1,762,377 50,439
  Legg Mason Inc. 1,317,766 50,286
  MFA Financial Inc. 5,955,742 49,969
  Chimera Investment Corp. 2,680,380 49,935
  Fulton Financial Corp. 2,627,704 49,926
  CoreCivic Inc. 1,775,593 48,971
  Empire State Realty Trust Inc. 2,357,709 48,970
  Omega Healthcare Investors Inc. 1,478,943 48,835
  ProAssurance Corp. 802,322 48,781
  Outfront Media Inc. 2,083,780 48,177
  White Mountains Insurance Group Ltd. 54,979 47,756
  Erie Indemnity Co. Class A 381,528 47,718
* SLM Corp. 4,064,768 46,745
  National Health Investors Inc. 585,391 46,363
  Brandywine Realty Trust 2,635,960 46,208
  Piedmont Office Realty Trust Inc. Class A 2,185,487 46,070

 

41


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Stifel Financial Corp. 978,035 44,970
  Aspen Insurance Holdings Ltd. 902,061 44,968
  Washington Federal Inc. 1,345,385 44,667
  Valley National Bancorp 3,771,788 44,545
  Selective Insurance Group Inc. 876,197 43,854
  Retail Properties of America Inc. 3,563,020 43,504
  Cathay General Bancorp 1,140,862 43,296
  Blackstone Mortgage Trust Inc. Class A 1,354,813 42,812
  BGC Partners Inc. Class A 3,386,533 42,806
  Assurant Inc. 412,151 42,736
  Glacier Bancorp Inc. 1,152,843 42,206
  PacWest Bancorp 901,830 42,115
  Forest City Realty Trust Inc. Class A 1,730,120 41,817
  First Financial Bankshares Inc. 945,479 41,790
  Columbia Property Trust Inc. 1,842,441 41,234
  EastGroup Properties Inc. 484,460 40,598
  First Midwest Bancorp Inc. 1,691,133 39,420
  Federated Investors Inc. Class B 1,381,071 39,015
  Community Bank System Inc. 692,149 38,601
  BancorpSouth Inc. 1,237,838 37,754
  TCF Financial Corp. 2,320,990 36,997
  Washington REIT 1,156,228 36,884
  Interactive Brokers Group Inc. 972,544 36,393
  Hope Bancorp Inc. 1,935,148 36,091
  Great Western Bancorp Inc. 881,911 35,991
  South State Corp. 418,391 35,856
  RLJ Lodging Trust 1,783,137 35,431
  American National Insurance Co. 303,764 35,385
  Acadia Realty Trust 1,271,874 35,358
  CVB Financial Corp. 1,570,482 35,226
  Old National Bancorp 2,032,824 35,066
  Columbia Banking System Inc. 875,667 34,895
  RLI Corp. 629,146 34,364
  First Citizens BancShares Inc. Class A 90,847 33,859
  Care Capital Properties Inc. 1,265,971 33,801
  American Equity Investment Life Holding Co. 1,265,908 33,268
  Mack-Cali Realty Corp. 1,214,032 32,949
  DiamondRock Hospitality Co. 3,005,563 32,911
* HRG Group Inc. 1,806,284 31,989
  Trustmark Corp. 966,148 31,071
  Xenia Hotels & Resorts Inc. 1,603,366 31,057
  LTC Properties Inc. 594,167 30,534
  International Bancshares Corp. 843,204 29,554
  BOK Financial Corp. 343,937 28,935
  Park Hotels & Resorts Inc. 1,048,351 28,264
* Genworth Financial Inc. Class A 7,494,728 28,255
  United Community Banks Inc. 1,012,899 28,159
  Invesco Mortgage Capital Inc. 1,676,205 28,009
  Potlatch Corp. 609,925 27,874
  Renasant Corp. 633,605 27,714
  Astoria Financial Corp. 1,375,377 27,714
  Lexington Realty Trust 2,709,464 26,851
  Banner Corp. 473,848 26,777
  Capitol Federal Financial Inc. 1,867,077 26,531
^ Government Properties Income Trust 1,444,783 26,454
  Argo Group International Holdings Ltd. 430,401 26,082
  Independent Bank Corp. 387,367 25,818
* Quality Care Properties Inc. 1,406,668 25,756
* PRA Group Inc. 663,140 25,133
  WesBanco Inc. 629,489 24,890
* Enstar Group Ltd. 123,798 24,592
  First Financial Bancorp 885,773 24,536
* Green Dot Corp. Class A 635,621 24,490
  Monogram Residential Trust Inc. 2,507,789 24,351

 

42


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  NBT Bancorp Inc. 651,671 24,079
  Kemper Corp. 615,865 23,772
  Washington Prime Group Inc. 2,787,794 23,334
  Horace Mann Educators Corp. 611,394 23,111
  Provident Financial Services Inc. 900,351 22,851
  Select Income REIT 940,492 22,600
^ Waddell & Reed Financial Inc. Class A 1,194,381 22,550
  Sterling Bancorp 968,709 22,522
  First Hawaiian Inc. 734,723 22,497
  Mercury General Corp. 415,494 22,437
  Global Net Lease Inc. 998,898 22,215
  New York REIT Inc. 2,524,922 21,815
^ CBL & Associates Properties Inc. 2,573,000 21,690
  Artisan Partners Asset Management Inc. Class A 703,498 21,597
  Northwest Bancshares Inc. 1,381,214 21,561
  Westamerica Bancorporation 375,026 21,016
  Chesapeake Lodging Trust 858,432 21,006
* Santander Consumer USA Holdings Inc. 1,623,107 20,711
* Walker & Dunlop Inc. 423,270 20,668
  Navigators Group Inc. 375,807 20,632
  Berkshire Hills Bancorp Inc. 577,901 20,313
  Park National Corp. 194,995 20,225
* OneMain Holdings Inc. Class A 814,813 20,036
  Redwood Trust Inc. 1,157,609 19,726
  Employers Holdings Inc. 460,116 19,463
  CYS Investments Inc. 2,283,098 19,201
  Tanger Factory Outlet Centers Inc. 726,333 18,870
  First Commonwealth Financial Corp. 1,466,412 18,594
  Boston Private Financial Holdings Inc. 1,200,120 18,422
* KCG Holdings Inc. Class A 916,119 18,267
  S&T Bancorp Inc. 498,323 17,870
* MBIA Inc. 1,852,706 17,471
  PennyMac Mortgage Investment Trust 954,352 17,455
  Tompkins Financial Corp. 216,505 17,043
  Franklin Street Properties Corp. 1,536,434 17,024
  Brookline Bancorp Inc. 1,093,363 15,963
  AmTrust Financial Services Inc. 1,032,802 15,637
  ARMOUR Residential REIT Inc. 622,495 15,562
  Beneficial Bancorp Inc. 1,034,433 15,517
  Ladder Capital Corp. Class A 1,139,476 15,280
* First BanCorp 2,634,463 15,254
  National General Holdings Corp. 720,453 15,202
  State Bank Financial Corp. 555,822 15,074
  Capstead Mortgage Corp. 1,444,180 15,063
* FNFV Group 951,536 15,034
  First Interstate BancSystem Inc. Class A 401,395 14,932
  Safety Insurance Group Inc. 216,965 14,819
  Infinity Property & Casualty Corp. 157,601 14,814
  City Holding Co. 223,872 14,746
  Universal Health Realty Income Trust 183,804 14,620
  Apollo Commercial Real Estate Finance Inc. 781,749 14,501
* Encore Capital Group Inc. 349,423 14,029
  Central Pacific Financial Corp. 437,734 13,775
  United Fire Group Inc. 302,738 13,339
  Nelnet Inc. Class A 278,403 13,088
  MTGE Investment Corp. 691,428 12,999
  Piper Jaffray Cos. 216,013 12,950
* iStar Inc. 1,034,816 12,459
  Maiden Holdings Ltd. 1,111,389 12,336
  American Assets Trust Inc. 302,618 11,920
  BancFirst Corp. 120,116 11,603
  Investors Real Estate Trust 1,842,526 11,442
  Pennsylvania REIT 1,001,511 11,337
  Sabra Health Care REIT Inc. 469,980 11,327

 

43


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Summit Hotel Properties Inc. 599,599 11,183
  Virtus Investment Partners Inc. 100,171 11,114
  Hersha Hospitality Trust Class A 600,226 11,110
* Forestar Group Inc. 633,261 10,860
  National Western Life Group Inc. Class A 33,810 10,806
  Getty Realty Corp. 418,313 10,500
  Saul Centers Inc. 178,440 10,346
  Oritani Financial Corp. 590,385 10,066
  First Potomac Realty Trust 885,873 9,842
* Greenlight Capital Re Ltd. Class A 447,117 9,345
* Flagstar Bancorp Inc. 302,748 9,331
  FBL Financial Group Inc. Class A 150,362 9,247
  Dime Community Bancshares Inc. 450,183 8,824
  Anworth Mortgage Asset Corp. 1,429,993 8,594
  NRG Yield Inc. 472,815 8,322
  Ashford Hospitality Trust Inc. 1,311,380 7,973
* Nationstar Mortgage Holdings Inc. 438,608 7,847
  Ramco-Gershenson Properties Trust 593,460 7,656
  AG Mortgage Investment Trust Inc. 414,288 7,581
  Greenhill & Co. Inc. 353,988 7,115
^ Virtu Financial Inc. Class A 397,585 7,017
* MoneyGram International Inc. 403,994 6,969
  OFG Bancorp 657,082 6,571
^ Seritage Growth Properties Class A 146,474 6,145
  State Auto Financial Corp. 225,836 5,811
  OneBeacon Insurance Group Ltd. Class A 315,915 5,759
* Ambac Financial Group Inc. 316,778 5,496
  Fidelity & Guaranty Life 176,387 5,477
  Northfield Bancorp Inc. 316,623 5,430
  Investment Technology Group Inc. 235,326 4,998
* World Acceptance Corp. 65,612 4,915
  Houlihan Lokey Inc. Class A 140,039 4,887
  NRG Yield Inc. Class A 258,686 4,413
*,^ Altisource Portfolio Solutions SA 169,508 3,699
  KKR Real Estate Finance Trust Inc. 156,124 3,357
* EZCORP Inc. Class A 378,979 2,918
  Associated Capital Group Inc. Class A 75,330 2,561
  Canadian Imperial Bank of Commerce 30,387 2,466
  Ashford Hospitality Prime Inc. 226,743 2,333
* Tejon Ranch Co. 106,000 2,188
  GAMCO Investors Inc. Class A 72,090 2,134
* Ocwen Financial Corp. 652,264 1,755
      8,295,857
Health Care (6.2%)    
  Teleflex Inc. 676,077 140,462
* WellCare Health Plans Inc. 668,918 120,111
* United Therapeutics Corp. 677,765 87,926
  Hill-Rom Holdings Inc. 989,314 78,759
*,^ Kite Pharma Inc. 721,861 74,835
* Charles River Laboratories International Inc. 715,526 72,376
* Alere Inc. 1,306,728 65,585
  HealthSouth Corp. 1,278,093 61,860
  Patterson Cos. Inc. 1,240,203 58,228
* Envision Healthcare Corp. 882,920 55,333
  STERIS plc 638,217 52,015
* Molina Healthcare Inc. 642,876 44,474
* VWR Corp. 1,287,671 42,506
* Prestige Brands Holdings Inc. 796,591 42,068
* Brookdale Senior Living Inc. 2,801,102 41,204
* LifePoint Health Inc. 607,416 40,788
* Sage Therapeutics Inc. 505,752 40,278
* Endo International plc 3,024,534 33,784
* Mallinckrodt plc 746,352 33,444
* Clovis Oncology Inc. 325,462 30,473

 

44


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Owens & Minor Inc. 919,029 29,584
* Halyard Health Inc. 701,476 27,554
*,^ Myriad Genetics Inc. 1,023,680 26,452
* Magellan Health Inc. 356,262 25,972
* Integra LifeSciences Holdings Corp. 454,505 24,775
* Select Medical Holdings Corp. 1,595,895 24,497
* Portola Pharmaceuticals Inc. 428,496 24,069
*,^ Tenet Healthcare Corp. 1,209,302 23,388
  CONMED Corp. 376,402 19,174
*,^ Juno Therapeutics Inc. 599,242 17,911
* Impax Laboratories Inc. 1,109,562 17,864
* Community Health Systems Inc. 1,642,605 16,360
* LHC Group Inc. 234,219 15,901
* Haemonetics Corp. 395,399 15,614
* Global Blood Therapeutics Inc. 558,943 15,287
*,^ Synergy Pharmaceuticals Inc. 3,222,768 14,341
  Kindred Healthcare Inc. 1,227,638 14,302
* Aerie Pharmaceuticals Inc. 260,759 13,703
* Merit Medical Systems Inc. 357,888 13,653
*,^ Aimmune Therapeutics Inc. 495,521 10,188
  National HealthCare Corp. 140,340 9,843
  Ensign Group Inc. 360,097 7,839
  Invacare Corp. 485,019 6,402
* Intra-Cellular Therapies Inc. Class A 500,574 6,217
* PDL BioPharma Inc. 2,407,160 5,946
* PTC Therapeutics Inc. 293,008 5,371
* Lannett Co. Inc. 236,679 4,828
* AMAG Pharmaceuticals Inc. 262,112 4,823
*,^ Celldex Therapeutics Inc. 1,803,351 4,454
*,^ American Renal Associates Holdings Inc. 163,088 3,025
*,^ NantKwest Inc. 184,156 1,398
* Wright Medical Group Inc. CVR 71,097 108
      1,667,352
Industrials (20.1%)    
  IDEX Corp. 1,147,141 129,638
  Allegion plc 1,432,540 116,208
  PerkinElmer Inc. 1,654,377 112,729
  Spirit AeroSystems Holdings Inc. Class A 1,813,702 105,086
  Carlisle Cos. Inc. 971,580 92,689
  Donaldson Co. Inc. 1,986,754 90,477
  Orbital ATK Inc. 868,243 85,400
  Lincoln Electric Holdings Inc. 889,426 81,907
  AptarGroup Inc. 937,639 81,443
  Packaging Corp. of America 707,431 78,801
  Oshkosh Corp. 1,123,390 77,379
  MDU Resources Group Inc. 2,937,873 76,972
  Sonoco Products Co. 1,492,669 76,753
* AECOM 2,338,904 75,617
* Quanta Services Inc. 2,224,554 73,232
  Jabil Inc. 2,464,005 71,924
  BWX Technologies Inc. 1,413,319 68,899
  Booz Allen Hamilton Holding Corp. Class A 2,110,572 68,678
  AGCO Corp. 1,014,907 68,395
  Broadridge Financial Solutions Inc. 882,972 66,717
  Huntington Ingalls Industries Inc. 345,684 64,353
  Graphic Packaging Holding Co. 4,664,510 64,277
  Trinity Industries Inc. 2,285,633 64,066
  Bemis Co. Inc. 1,381,115 63,877
  Crane Co. 759,772 60,311
* Owens-Illinois Inc. 2,443,809 58,456
  MSC Industrial Direct Co. Inc. Class A 677,303 58,221
  EMCOR Group Inc. 889,782 58,174
  Ryder System Inc. 804,690 57,922
* CoreLogic Inc. 1,271,523 55,159

 

45


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Curtiss-Wright Corp. 598,247 54,907
  Regal Beloit Corp. 673,234 54,902
* Kirby Corp. 811,597 54,255
* Keysight Technologies Inc. 1,387,512 54,016
  ITT Inc. 1,332,916 53,557
  Valmont Industries Inc. 339,614 50,806
  Deluxe Corp. 729,052 50,465
  Terex Corp. 1,320,530 49,520
  Timken Co. 1,055,313 48,808
  Brink's Co. 719,706 48,220
  Belden Inc. 635,417 47,930
* Conduent Inc. 2,989,220 47,648
* Colfax Corp. 1,202,067 47,325
  EnerSys 652,847 47,299
  Kennametal Inc. 1,211,271 45,326
* MasTec Inc. 995,053 44,927
  Barnes Group Inc. 767,513 44,923
* Sanmina Corp. 1,136,210 43,290
* Esterline Technologies Corp. 448,008 42,471
* WESCO International Inc. 734,007 42,059
  MSA Safety Inc. 512,182 41,574
  World Fuel Services Corp. 1,039,578 39,972
  Tetra Tech Inc. 860,278 39,358
* KLX Inc. 778,720 38,936
  GATX Corp. 588,760 37,840
  Avnet Inc. 938,176 36,476
* Moog Inc. Class A 484,570 34,753
  ABM Industries Inc. 835,701 34,698
  Applied Industrial Technologies Inc. 585,955 34,601
* Rexnord Corp. 1,478,047 34,365
  Silgan Holdings Inc. 1,075,826 34,190
* Generac Holdings Inc. 943,129 34,075
  Convergys Corp. 1,412,851 33,598
  Vishay Intertechnology Inc. 2,012,122 33,401
* Anixter International Inc. 424,008 33,157
  KBR Inc. 2,149,116 32,710
  UniFirst Corp. 232,076 32,653
* Genesee & Wyoming Inc. Class A 462,255 31,614
* Swift Transportation Co. 1,191,621 31,578
* Teledyne Technologies Inc. 238,284 30,417
^ Chicago Bridge & Iron Co. NV 1,516,771 29,926
  Granite Construction Inc. 598,027 28,849
* NeuStar Inc. Class A 837,788 27,940
  Korn/Ferry International 772,821 26,686
* Plexus Corp. 506,349 26,619
  Watts Water Technologies Inc. Class A 418,881 26,473
* Louisiana-Pacific Corp. 1,087,238 26,213
  Universal Forest Products Inc. 292,985 25,581
* Benchmark Electronics Inc. 747,392 24,141
* TTM Technologies Inc. 1,376,236 23,891
  Greif Inc. Class A 423,047 23,598
  Otter Tail Corp. 595,577 23,585
  Brady Corp. Class A 679,673 23,041
* Knowles Corp. 1,341,468 22,698
  Triton International Ltd. 672,233 22,479
  Triumph Group Inc. 708,458 22,387
* SPX FLOW Inc. 603,881 22,271
* Meritor Inc. 1,332,362 22,131
  ESCO Technologies Inc. 368,015 21,952
* FTI Consulting Inc. 621,608 21,731
  Actuant Corp. Class A 852,971 20,983
  Kaman Corp. 409,109 20,402
* Integer Holdings Corp. 470,048 20,330
  Mobile Mini Inc. 664,585 19,838

 

46


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Atlas Air Worldwide Holdings Inc. 380,382 19,837
  Matson Inc. 647,488 19,451
* Harsco Corp. 1,207,302 19,438
* Navistar International Corp. 738,433 19,369
* Sykes Enterprises Inc. 574,395 19,259
  Werner Enterprises Inc. 652,212 19,142
  Wabash National Corp. 860,182 18,907
  Greenbrier Cos. Inc. 405,996 18,777
  Aircastle Ltd. 828,446 18,019
* Boise Cascade Co. 580,500 17,647
  Standex International Corp. 191,198 17,342
  Astec Industries Inc. 312,168 17,328
* Tutor Perini Corp. 598,628 17,211
  AAR Corp. 489,776 17,025
* TrueBlue Inc. 640,496 16,973
  Altra Industrial Motion Corp. 418,623 16,661
  ManTech International Corp.Class A 384,598 15,915
^ Sturm Ruger & Co. Inc. 252,903 15,718
* DigitalGlobe Inc. 467,649 15,573
* Cotiviti Holdings Inc. 415,214 15,421
* SPX Corp. 607,163 15,276
  EVERTEC Inc. 873,626 15,114
* Armstrong World Industries Inc. 322,510 14,835
  CIRCOR International Inc. 248,101 14,732
* Huron Consulting Group Inc. 331,997 14,342
* TriMas Corp. 686,353 14,310
* Navigant Consulting Inc. 712,927 14,087
  RR Donnelley & Sons Co. 1,056,977 13,255
  MTS Systems Corp. 252,363 13,072
* Milacron Holdings Corp. 723,966 12,735
  Encore Wire Corp. 297,248 12,693
  Mueller Industries Inc. 413,576 12,593
* GMS Inc. 432,655 12,158
  General Cable Corp. 713,048 11,658
* Manitowoc Co. Inc. 1,913,222 11,498
* Donnelley Financial Solutions Inc. 495,959 11,387
  Materion Corp. 302,113 11,299
  McGrath RentCorp 325,504 11,272
* PHH Corp. 810,748 11,164
* Atkore International Group Inc. 479,733 10,818
* Aegion Corp. Class A 481,583 10,537
  Quad/Graphics Inc. 457,597 10,488
  Comfort Systems USA Inc. 282,025 10,463
  AVX Corp. 635,212 10,379
  LSC Communications Inc. 484,777 10,374
  Kelly Services Inc. Class A 448,573 10,070
  H&E Equipment Services Inc. 485,264 9,904
* RPX Corp. 700,453 9,771
  Insperity Inc. 135,639 9,630
  Schnitzer Steel Industries Inc. 381,235 9,607
* Hub Group Inc. Class A 237,861 9,122
* Wesco Aircraft Holdings Inc. 819,794 8,895
* Air Transport Services Group Inc. 403,612 8,791
* Babcock & Wilcox Enterprises Inc. 730,166 8,587
  TeleTech Holdings Inc. 204,568 8,346
  Essendant Inc. 560,755 8,316
  Hyster-Yale Materials Handling Inc. 112,461 7,900
* TimkenSteel Corp. 497,648 7,649
  ArcBest Corp. 369,115 7,604
  Landauer Inc. 136,903 7,160
  Kforce Inc. 360,353 7,063
  Griffon Corp. 265,080 5,819
  Resources Connection Inc. 421,253 5,771
  Park Electrochemical Corp. 296,687 5,465

 

47


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* International Seaways Inc. 227,670 4,934
  American Railcar Industries Inc. 114,100 4,370
* Floor & Decor Holdings Inc. Class A 105,256 4,132
* Armstrong Flooring Inc. 172,144 3,093
*,^ Forterra Inc. 295,752 2,434
  Greif Inc. Class B 31,051 1,875
* Roadrunner Transportation Systems Inc. 27
      5,391,985
Oil & Gas (4.1%)    
  Targa Resources Corp. 1,615,388 73,015
*,^ Chesapeake Energy Corp. 13,638,771 67,785
  Murphy Oil Corp. 2,462,064 63,103
* WPX Energy Inc. 5,972,719 57,696
*,^ Transocean Ltd. 5,878,715 48,382
*,^ First Solar Inc. 1,176,112 46,903
  PBF Energy Inc. Class A 1,651,493 36,762
  HollyFrontier Corp. 1,331,202 36,568
* QEP Resources Inc. 3,610,163 36,463
  Oceaneering International Inc. 1,475,224 33,694
  Nabors Industries Ltd. 4,076,411 33,182
* McDermott International Inc. 4,263,449 30,569
* Whiting Petroleum Corp. 5,447,994 30,018
* C&J Energy Services Inc. 855,884 29,331
* Oasis Petroleum Inc. 3,566,776 28,713
*,^ Weatherford International plc 7,401,762 28,645
* Dril-Quip Inc. 568,273 27,732
  SemGroup Corp. Class A 996,679 26,910
* NOW Inc. 1,618,206 26,021
* Superior Energy Services Inc. 2,298,090 23,969
  Ensco plc Class A 4,561,543 23,538
* MRC Global Inc. 1,350,099 22,304
  Delek US Holdings Inc. 805,066 21,286
* Oil States International Inc. 776,889 21,092
* Rowan Cos. plc Class A 1,897,307 19,428
* Energen Corp. 365,721 18,056
* Chart Industries Inc. 461,666 16,034
* Forum Energy Technologies Inc. 1,018,516 15,889
* Unit Corp. 798,281 14,952
^ Noble Corp. plc 3,692,513 13,367
* Exterran Corp. 481,743 12,863
* Helix Energy Solutions Group Inc. 2,126,677 11,994
  Archrock Inc. 1,019,916 11,627
*,^ Diamond Offshore Drilling Inc. 935,211 10,128
*,^ Centennial Resource Development Inc. Class A 627,672 9,930
*,^ Atwood Oceanics Inc. 1,158,757 9,444
* Denbury Resources Inc. 5,956,483 9,113
*,^ SunPower Corp. Class A 833,943 7,789
* ProPetro Holding Corp. 496,917 6,937
  Alon USA Energy Inc. 483,612 6,442
  Green Plains Inc. 285,014 5,857
  CVR Energy Inc. 259,623 5,649
* TETRA Technologies Inc. 1,656,420 4,621
* Flotek Industries Inc. 406,818 3,637
*,^ Tellurian Inc. 361,814 3,629
*,^ EP Energy Corp. Class A 596,096 2,182
* Tesco Corp. 314,199 1,398
  Bristow Group Inc. 171,066 1,309
      1,095,956
Other (0.0%)2    
* NCS Multistage Holdings Inc. 130,316 3,281
* Clinical Data CVR 62,138
      3,281

 

48


 

Vanguard® Small-Cap Value Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
Technology (7.4%)    
  CDW Corp. 2,361,052 147,637
  Leidos Holdings Inc. 2,270,442 117,359
* CommScope Holding Co. Inc. 2,899,981 110,286
  Teradyne Inc. 2,991,854 89,845
* ON Semiconductor Corp. 6,327,191 88,834
* Microsemi Corp. 1,736,998 81,292
  CSRA Inc. 2,449,710 77,778
  Brocade Communications Systems Inc. 6,133,036 77,338
* ARRIS International plc 2,679,229 75,072
* NCR Corp. 1,821,804 74,402
  Cypress Semiconductor Corp. 4,700,666 64,164
* Tech Data Corp. 572,777 57,850
* Teradata Corp. 1,942,194 57,275
  DST Systems Inc. 927,761 57,243
  SYNNEX Corp. 449,754 53,952
* CACI International Inc. Class A 367,728 45,984
  Pitney Bowes Inc. 2,805,361 42,361
* Verint Systems Inc. 943,333 38,394
* Nuance Communications Inc. 2,164,267 37,680
  Science Applications International Corp. 526,520 36,551
* Cree Inc. 1,464,968 36,111
* Viavi Solutions Inc. 3,417,117 35,982
* Semtech Corp. 985,801 35,242
* EchoStar Corp. Class A 538,329 32,677
  TiVo Corp. 1,726,578 32,201
* VeriFone Systems Inc. 1,676,218 30,340
  Diebold Nixdorf Inc. 1,020,501 28,574
  Cabot Microelectronics Corp. 379,532 28,021
* Insight Enterprises Inc. 537,653 21,501
  Progress Software Corp. 689,890 21,311
  CSG Systems International Inc. 508,260 20,625
* NETGEAR Inc. 463,898 19,994
* Web.com Group Inc. 731,319 18,502
  Ebix Inc. 332,307 17,911
  West Corp. 755,063 17,608
* ScanSource Inc. 380,014 15,315
* Coupa Software Inc. 497,813 14,427
* Blucora Inc. 616,533 13,071
* Quality Systems Inc. 757,459 13,036
* Amkor Technology Inc. 1,263,255 12,342
  Brooks Automation Inc. 499,801 10,841
*,^ Unisys Corp. 763,314 9,770
  ADTRAN Inc. 361,283 7,461
* FormFactor Inc. 546,677 6,779
^ Computer Programs & Systems Inc. 192,216 6,305
* Match Group Inc. 351,581 6,110
* MuleSoft Inc. Class A 223,640 5,578
* Okta Inc. 189,294 4,316
* Synchronoss Technologies Inc. 260,131 4,279
  Syntel Inc. 250,219 4,244
* Presidio Inc. 272,073 3,893
*,^ Cloudera Inc. 194,960 3,123
* Sonus Networks Inc. 371,546 2,764
* WideOpenWest Inc. 133,902 2,330
* Alteryx Inc. Class A 112,337 2,193
  Systemax Inc. 98,156 1,845
*,^ Yext Inc. 127,935 1,705
* Harmonic Inc. 298,096 1,565
* Appian Corp. 46,731 848
      1,982,037
Telecommunications (0.4%)    
  Telephone & Data Systems Inc. 1,473,483 40,889
^ Frontier Communications Corp. 17,725,934 20,562

 

49


 

Vanguard® Small-Cap Value Index Fund        
Schedule of Investments        
June 30, 2017        
 
          Market
          Value
        Shares ($000)
* Vonage Holdings Corp.     3,007,040 19,666
  Consolidated Communications Holdings Inc.     726,795 15,604
*,^ Iridium Communications Inc.     1,248,942 13,801
* United States Cellular Corp.     193,834 7,428
*,^ Intelsat SA     277,695 850
          118,800
Utilities (6.7%)        
  Atmos Energy Corp.     1,582,553 131,273
  UGI Corp.     2,602,326 125,979
  Westar Energy Inc. Class A     2,136,222 113,262
  Great Plains Energy Inc.     3,242,210 94,932
  Aqua America Inc.     2,671,036 88,945
  NRG Energy Inc.     4,517,025 77,783
* Vistra Energy Corp.     4,459,223 74,870
* Calpine Corp.     5,418,633 73,314
  Vectren Corp.     1,245,888 72,810
  National Fuel Gas Co.     1,208,081 67,459
  IDACORP Inc.     756,862 64,598
  WGL Holdings Inc.     769,359 64,188
  Portland General Electric Co.     1,337,857 61,127
  ONE Gas Inc.     787,726 54,991
  ALLETE Inc.     764,296 54,785
  Black Hills Corp.     803,063 54,183
  Hawaiian Electric Industries Inc.     1,633,710 52,899
  New Jersey Resources Corp.     1,298,616 51,555
  Spire Inc.     689,189 48,071
  Southwest Gas Holdings Inc.     643,318 47,001
  PNM Resources Inc.     1,197,462 45,803
  NorthWestern Corp.     728,372 44,445
  Avista Corp.     968,653 41,129
  South Jersey Industries Inc.     1,196,926 40,899
  MGE Energy Inc.     521,967 33,589
  El Paso Electric Co.     608,817 31,476
  California Water Service Group     723,432 26,622
  American States Water Co.     549,322 26,043
  Northwest Natural Gas Co.     430,404 25,760
* TerraForm Power Inc. Class A     681,123 8,173
* Dynegy Inc.     835,047 6,906
 
          1,804,870
 
Total Common Stocks (Cost $22,097,799)       26,771,404
 
 
    Coupon      
 
Temporary Cash Investments (1.4%)1        
Money Market Fund (1.4%)        
3,4 Vanguard Market Liquidity Fund 1.181%   3,729,707 373,046
 
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.0%)        
  United States Treasury Bill 0.982% 9/14/17 1,000 998
5 United States Treasury Bill 0.990% 9/21/17 3,000 2,994
5 United States Treasury Bill 0.909%-0.0979% 10/5/17 1,400 1,396
5 United States Treasury Bill 1.052% 11/24/17 900 896
 
          6,284
Total Temporary Cash Investments (Cost $379,287)       379,330

 

50


 

Vanguard® Small-Cap Value Index Fund  
Schedule of Investments  
June 30, 2017  
 
Total Investments (101.0%) (Cost $22,477,086) 27,150,734
Other Assets and Liabilities—Net (-1.0%)4 (277,043)
Net Assets (100%) 26,873,691

 

* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $220,730,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After giving
effect to futures and swap investments, the fund's effective common stock and temporary cash investment positions represent 99.9% and
1.1%, respectively, of net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day
yield.
4 Includes $236,562,000 of collateral received for securities on loan.
5 Securities with a value of $3,889,000 have been segregated as initial margin for open futures contracts.
CVR—Contingent Value Rights.
REIT—Real Estate Investment Trust.

51


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

© 2017 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.

SNA482 082017


Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
 
Common Stocks (98.9%)1    
Consumer Discretionary (14.5%)    
^,* Tesla Inc. 1,597,358 577,621
  Las Vegas Sands Corp. 4,596,465 293,668
* Liberty Global plc 9,272,217 289,108
  MGM Resorts International 6,088,436 190,507
  Domino's Pizza Inc. 606,307 128,252
  Aramark 3,064,897 125,599
* Liberty Interactive Corp. QVC Group Class A 5,058,016 124,124
  Lear Corp. 864,057 122,765
^ Autoliv Inc. 1,116,559 122,598
^ Sirius XM Holdings Inc. 21,082,501 115,321
* Norwegian Cruise Line Holdings Ltd. 2,071,824 112,479
* NVR Inc. 44,030 106,139
  Vail Resorts Inc. 503,797 102,185
* Liberty Media Corp-Liberty SiriusXM Class C 2,236,009 93,242
* Panera Bread Co. Class A 268,488 84,477
* Burlington Stores Inc. 887,990 81,686
* Lululemon Athletica Inc. 1,346,143 80,324
  Service Corp. International 2,370,773 79,302
  Adient plc 1,185,634 77,517
  Toll Brothers Inc. 1,851,961 73,171
  Brunswick Corp. 1,121,838 70,373
  Gentex Corp. 3,626,340 68,792
^ Polaris Industries Inc. 737,918 68,058
* ServiceMaster Global Holdings Inc. 1,691,649 66,296
* Liberty Global plc Class A 2,057,608 66,090
* Liberty Broadband Corp. 753,779 65,390
  Dunkin' Brands Group Inc. 1,161,161 64,003
  Six Flags Entertainment Corp. 1,061,640 63,284
  Thor Industries Inc. 601,807 62,901
  Pool Corp. 516,610 60,738
* Live Nation Entertainment Inc. 1,681,504 58,600
* Liberty Media Corp-Liberty Formula One 1,514,380 55,457
  Carter's Inc. 606,386 53,938
* Liberty Ventures Class A 1,025,146 53,605
  Cinemark Holdings Inc. 1,338,083 51,985
^ Cracker Barrel Old Country Store Inc. 301,224 50,380
* Skechers U.S.A. Inc. Class A 1,690,105 49,858
  Williams-Sonoma Inc. 1,012,344 49,099
  Extended Stay America Inc. 2,527,854 48,939
* Bright Horizons Family Solutions Inc. 632,015 48,798
* Grand Canyon Education Inc. 603,379 47,311
* Liberty Media Corp-Liberty SiriusXM Class A 1,088,128 45,680
  Tupperware Brands Corp. 639,459 44,909
  Dick's Sporting Goods Inc. 1,108,513 44,152
  Cable One Inc. 59,933 42,606
  Texas Roadhouse Inc. Class A 815,028 41,526
  Dana Inc. 1,803,427 40,271
* Visteon Corp. 392,344 40,043
  Tenneco Inc. 681,687 39,422
* Cabela's Inc. 654,180 38,871
  TEGNA Inc. 2,692,843 38,804
  Wendy's Co. 2,434,999 37,767
  Tribune Media Co. Class A 925,174 37,719
* Liberty Expedia Holdings Inc. Class A 697,165 37,661
  Office Depot Inc. 6,541,409 36,894
  Jack in the Box Inc. 372,829 36,724
  ILG Inc. 1,333,442 36,656
* AMC Networks Inc. Class A 684,472 36,558
* Liberty Broadband Corp. Class A 425,482 36,502
  Marriott Vacations Worldwide Corp. 307,760 36,239
  Graham Holdings Co. Class B 59,584 35,730

 

1


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Lions Gate Entertainment Corp. Class B 1,355,238 35,616
* Madison Square Garden Co. Class A 177,614 34,972
  Wolverine World Wide Inc. 1,228,922 34,422
* Five Below Inc. 695,106 34,317
  CalAtlantic Group Inc. 966,830 34,177
* Sally Beauty Holdings Inc. 1,677,728 33,974
  Nexstar Media Group Inc. Class A 551,785 32,997
* Murphy USA Inc. 445,140 32,989
* Helen of Troy Ltd. 346,132 32,571
* Dorman Products Inc. 388,268 32,137
  LCI Industries 313,679 32,121
* Liberty Global PLC LiLAC 1,480,408 31,696
^,* Tempur Sealy International Inc. 589,125 31,453
* Dave & Buster's Entertainment Inc. 472,620 31,434
  Aaron's Inc. 803,698 31,264
* Sotheby's 580,618 31,162
  John Wiley & Sons Inc. Class A 589,681 31,106
^,* Wayfair Inc. 402,701 30,960
  Sinclair Broadcast Group Inc. Class A 917,179 30,175
* Kate Spade & Co. 1,620,160 29,957
  Choice Hotels International Inc. 463,490 29,779
* Hilton Grand Vacations Inc. 816,703 29,450
  Churchill Downs Inc. 160,085 29,344
* iRobot Corp. 345,045 29,032
  Lithia Motors Inc. Class A 301,731 28,432
  Cheesecake Factory Inc. 561,586 28,248
* Hyatt Hotels Corp. Class A 497,903 27,987
  GameStop Corp. Class A 1,285,202 27,773
* Steven Madden Ltd. 690,231 27,575
* Deckers Outdoor Corp. 402,153 27,451
  New York Times Co. Class A 1,544,941 27,345
  Meredith Corp. 458,272 27,244
* Adtalem Global Education Inc. 713,975 27,095
  Regal Entertainment Group Class A 1,319,325 26,993
  Big Lots Inc. 555,439 26,828
  Bloomin' Brands Inc. 1,259,064 26,730
* TRI Pointe Group Inc. 1,997,730 26,350
  Boyd Gaming Corp. 1,047,317 25,984
* Buffalo Wild Wings Inc. 204,426 25,901
* Ollie's Bargain Outlet Holdings Inc. 606,079 25,819
  American Eagle Outfitters Inc. 2,124,215 25,597
* TopBuild Corp. 478,666 25,403
^,* RH 393,612 25,396
* Michaels Cos. Inc. 1,344,332 24,897
  KB Home 1,017,092 24,380
  Cooper Tire & Rubber Co. 669,947 24,185
  Papa John's International Inc. 333,537 23,935
  Brinker International Inc. 621,848 23,692
  Children's Place Inc. 225,466 23,020
* Cooper-Standard Holdings Inc. 226,572 22,854
* Penn National Gaming Inc. 1,053,375 22,542
* Taylor Morrison Home Corp. Class A 911,711 21,890
  Planet Fitness Inc. Class A 897,094 20,938
  Penske Automotive Group Inc. 475,086 20,861
* Urban Outfitters Inc. 1,094,944 20,300
  Columbia Sportswear Co. 347,063 20,150
  La-Z-Boy Inc. 617,896 20,082
* Shutterfly Inc. 422,722 20,079
* Meritage Homes Corp. 473,952 20,001
  Nutrisystem Inc. 379,230 19,739
  Lions Gate Entertainment Corp. Class A 691,750 19,521
  Core-Mark Holding Co. Inc. 589,954 19,504
* Select Comfort Corp. 539,049 19,131
* Groupon Inc. Class A 4,969,316 19,082

 

2


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Etsy Inc. 1,215,561 18,233
* Gentherm Inc. 468,417 18,175
  MDC Holdings Inc. 514,067 18,162
^,* JC Penney Co. Inc. 3,878,224 18,034
  Time Inc. 1,252,573 17,974
  Bob Evans Farms Inc. 249,987 17,957
* MSG Networks Inc. 789,515 17,725
  Monro Muffler Brake Inc. 414,998 17,326
* Scientific Games Corp. Class A 644,012 16,809
* Vista Outdoor Inc. 726,134 16,345
* American Axle & Manufacturing Holdings Inc. 1,043,943 16,286
* Houghton Mifflin Harcourt Co. 1,311,895 16,136
* Fox Factory Holding Corp. 449,237 15,993
^,* American Outdoor Brands Corp. 715,571 15,857
^ Dillard's Inc. Class A 274,289 15,824
  AMC Entertainment Holdings Inc. Class A 694,495 15,800
  Group 1 Automotive Inc. 248,991 15,766
  Caleres Inc. 551,771 15,328
  Chico's FAS Inc. 1,616,164 15,224
  Callaway Golf Co. 1,188,474 15,189
  Scholastic Corp. 348,185 15,177
* La Quinta Holdings Inc. 1,006,176 14,861
* Belmond Ltd. Class A 1,112,287 14,793
  DSW Inc. Class A 835,490 14,788
* Pinnacle Entertainment Inc. 721,976 14,266
* Cavco Industries Inc. 108,797 14,106
^,* Liberty Global PLC LiLAC Class A 647,825 14,103
  SeaWorld Entertainment Inc. 854,784 13,907
* G-III Apparel Group Ltd. 552,015 13,773
  Sonic Corp. 517,180 13,700
* Asbury Automotive Group Inc. 242,099 13,691
* Installed Building Products Inc. 254,947 13,499
^ Sturm Ruger & Co. Inc. 209,686 13,032
  Capella Education Co. 150,914 12,918
  HSN Inc. 403,350 12,867
  Gannett Co. Inc. 1,452,944 12,670
* EW Scripps Co. Class A 707,060 12,593
  Standard Motor Products Inc. 240,772 12,573
* Universal Electronics Inc. 186,626 12,476
  International Speedway Corp. Class A 331,743 12,457
  Strayer Education Inc. 132,808 12,380
  Red Rock Resorts Inc. Class A 511,516 12,046
  Oxford Industries Inc. 190,441 11,901
* Gray Television Inc. 856,556 11,735
^,* Weight Watchers International Inc. 349,304 11,674
  Winnebago Industries Inc. 332,036 11,621
  Wingstop Inc. 360,768 11,148
  ClubCorp Holdings Inc. 828,035 10,847
  PetMed Express Inc. 266,098 10,804
* Modine Manufacturing Co. 651,805 10,787
* Red Robin Gourmet Burgers Inc. 164,715 10,748
* Liberty TripAdvisor Holdings Inc. Class A 922,236 10,698
* Denny's Corp. 905,586 10,659
  Abercrombie & Fitch Co. 852,310 10,603
  Ethan Allen Interiors Inc. 326,447 10,544
* Eldorado Resorts Inc. 518,807 10,376
^,* GoPro Inc. Class A 1,271,729 10,339
* Liberty Media Corp-Liberty Braves Class C 424,748 10,181
  Guess? Inc. 789,055 10,084
^ World Wrestling Entertainment Inc. Class A 488,177 9,944
  DineEquity Inc. 215,557 9,495
  New Media Investment Group Inc. 701,428 9,455
^,* Chegg Inc. 754,184 9,269
^,* Lumber Liquidators Holdings Inc. 358,117 8,974

 

3


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* BJ's Restaurants Inc. 240,180 8,947
* M/I Homes Inc. 310,036 8,852
* Caesars Entertainment Corp. 734,713 8,817
* Genesco Inc. 257,604 8,733
^,* Liberty Media Corp-Liberty Formula One Class A 247,512 8,670
  Tile Shop Holdings Inc. 419,219 8,657
^,* LGI Homes Inc. 214,896 8,635
  Ruth's Hospitality Group Inc. 386,512 8,407
^,* Shake Shack Inc. Class A 233,162 8,133
* Laureate Education Inc. Class A 460,372 8,070
* Career Education Corp. 837,150 8,037
* K12 Inc. 447,606 8,021
  Camping World Holdings Inc. Class A 259,399 8,002
  Rent-A-Center Inc. 676,033 7,923
  Marcus Corp. 260,321 7,862
* Nautilus Inc. 391,937 7,506
* Crocs Inc. 958,527 7,390
^ GNC Holdings Inc. Class A 873,614 7,365
* Playa Hotels & Resorts NV 611,015 7,302
  Finish Line Inc. Class A 505,826 7,168
* Fiesta Restaurant Group Inc. 344,942 7,123
^,* William Lyon Homes Class A 291,112 7,027
  Tailored Brands Inc. 619,388 6,912
* Express Inc. 1,012,664 6,835
* Motorcar Parts of America Inc. 241,823 6,829
  Sonic Automotive Inc. Class A 347,240 6,754
  Buckle Inc. 361,942 6,443
  Haverty Furniture Cos. Inc. 250,954 6,299
  Tower International Inc. 276,849 6,215
* MarineMax Inc. 317,518 6,207
* Unifi Inc. 201,351 6,202
* Malibu Boats Inc. Class A 238,173 6,162
  Hooker Furniture Corp. 149,399 6,148
  National CineMedia Inc. 826,285 6,131
* Loral Space & Communications Inc. 145,124 6,030
  Superior Industries International Inc. 291,693 5,994
* Del Taco Restaurants Inc. 432,355 5,945
^,* Hibbett Sports Inc. 285,241 5,919
  Entravision Communications Corp. Class A 878,845 5,800
* Beazer Homes USA Inc. 419,994 5,762
^,* Conn's Inc. 300,849 5,746
* Biglari Holdings Inc. 14,269 5,704
  Cato Corp. Class A 323,522 5,691
^,* Sears Holdings Corp. 628,256 5,566
* Carrols Restaurant Group Inc. 452,120 5,538
* Fossil Group Inc. 529,368 5,479
* Chuy's Holdings Inc. 229,387 5,368
* Barnes & Noble Education Inc. 504,832 5,366
* PICO Holdings Inc. 306,288 5,360
* Francesca's Holdings Corp. 484,692 5,303
  Carriage Services Inc. Class A 196,398 5,295
  Barnes & Noble Inc. 692,789 5,265
* Century Communities Inc. 211,627 5,248
* Stoneridge Inc. 338,426 5,215
  Movado Group Inc. 206,210 5,207
  Bassett Furniture Industries Inc. 136,459 5,179
  Acushnet Holdings Corp. 258,898 5,137
  Pier 1 Imports Inc. 988,212 5,129
* Regis Corp. 488,333 5,015
* Del Frisco's Restaurant Group Inc. 311,054 5,008
* American Public Education Inc. 211,274 4,997
* Iconix Brand Group Inc. 718,508 4,965
^,* Party City Holdco Inc. 314,088 4,915
* Monarch Casino & Resort Inc. 158,874 4,806

 

4


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Ascena Retail Group Inc. 2,174,575 4,675
  Flexsteel Industries Inc. 86,375 4,674
* FTD Cos. Inc. 229,156 4,583
  Culp Inc. 137,402 4,466
  NACCO Industries Inc. Class A 62,801 4,449
* Hovnanian Enterprises Inc. Class A 1,582,491 4,431
* Altice USA Inc. Class A 134,439 4,342
  Citi Trends Inc. 202,358 4,294
* MCBC Holdings Inc. 217,233 4,247
* tronc Inc. 325,873 4,201
^ Fred's Inc. Class A 452,874 4,180
* Horizon Global Corp. 290,939 4,178
^,* Central European Media Enterprises Ltd. Class A 1,030,828 4,123
* 1-800-Flowers.com Inc. Class A 422,756 4,122
  Emerald Expositions Events Inc. 185,048 4,053
^,* America's Car-Mart Inc. 103,129 4,012
* Intrawest Resorts Holdings Inc. 165,173 3,921
* El Pollo Loco Holdings Inc. 279,613 3,873
* Potbelly Corp. 336,608 3,871
* Overstock.com Inc. 235,407 3,837
* Floor & Decor Holdings Inc. Class A 94,289 3,702
^,* Carvana Co. 178,942 3,663
  Johnson Outdoors Inc. Class A 75,291 3,630
* Vitamin Shoppe Inc. 308,696 3,596
* Habit Restaurants Inc. Class A 227,308 3,591
  Shoe Carnival Inc. 167,530 3,498
* Bojangles' Inc. 214,156 3,480
  Entercom Communications Corp. Class A 330,462 3,420
  Winmark Corp. 26,102 3,366
  RCI Hospitality Holdings Inc. 139,893 3,335
* Bridgepoint Education Inc. 223,620 3,301
  West Marine Inc. 252,997 3,251
* Reading International Inc. Class A 199,579 3,219
  Speedway Motorsports Inc. 176,090 3,217
* AV Homes Inc. 160,155 3,211
  CSS Industries Inc. 120,058 3,141
* Perry Ellis International Inc. 161,273 3,138
* ZAGG Inc. 361,928 3,131
  Big 5 Sporting Goods Corp. 232,795 3,038
* At Home Group Inc. 130,145 3,031
^,* Zoe's Kitchen Inc. 254,019 3,025
  Collectors Universe Inc. 116,636 2,898
* Zumiez Inc. 234,491 2,896
* Lindblad Expeditions Holdings Inc. 269,853 2,833
  Lifetime Brands Inc. 153,221 2,781
* Daily Journal Corp. 13,447 2,774
* Drive Shack Inc. 878,943 2,769
* Vera Bradley Inc. 282,885 2,767
  Saga Communications Inc. Class A 60,341 2,761
* VOXX International Corp. Class A 332,158 2,724
^,* Lands' End Inc. 180,956 2,696
* Golden Entertainment Inc. 129,607 2,684
* Nathan's Famous Inc. 42,578 2,682
* Global Eagle Entertainment Inc. 750,044 2,670
* Green Brick Partners Inc. 225,245 2,579
  Clear Channel Outdoor Holdings Inc. Class A 498,356 2,417
* Ascent Capital Group Inc. Class A 155,434 2,387
  Libbey Inc. 294,931 2,377
^,* Sequential Brands Group Inc. 574,084 2,291
* Century Casinos Inc. 305,238 2,250
* New Home Co. Inc. 191,484 2,196
* Kirkland's Inc. 211,018 2,169
* Black Diamond Inc. 323,461 2,151
^,* Sportsman's Warehouse Holdings Inc. 387,634 2,093

 

5


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Duluth Holdings Inc. 114,766 2,090
* Liberty Media Corp-Liberty Braves Class A 84,543 2,020
  Superior Uniform Group Inc. 89,182 1,993
* Build-A-Bear Workshop Inc. 187,462 1,959
  Marine Products Corp. 125,292 1,956
  Weyco Group Inc. 67,932 1,894
* J Alexander's Holdings Inc. 154,578 1,894
* Delta Apparel Inc. 84,111 1,866
* Gaia Inc. Class A 165,278 1,851
* Ruby Tuesday Inc. 880,112 1,769
  Escalade Inc. 128,577 1,684
  Tilly's Inc. Class A 161,974 1,644
* Fogo De Chao Inc. 113,675 1,580
* Hemisphere Media Group Inc. Class A 130,131 1,542
* Red Lion Hotels Corp. 209,155 1,537
* J. Jill Inc. 122,862 1,510
  Liberty Tax Inc. 116,442 1,508
^,* Vuzix Corp. 217,725 1,426
  AH Belo Corp. Class A 255,245 1,404
* Ballantyne Strong Inc. 208,987 1,400
* Shiloh Industries Inc. 119,208 1,399
  Rocky Brands Inc. 102,185 1,374
* Townsquare Media Inc. Class A 129,137 1,322
^,* Container Store Group Inc. 222,296 1,316
* Lakeland Industries Inc. 90,162 1,307
* Lee Enterprises Inc. 682,447 1,297
  Strattec Security Corp. 34,973 1,238
* Boot Barn Holdings Inc. 172,016 1,218
^,* Destination XL Group Inc. 501,298 1,178
* Cherokee Inc. 167,101 1,161
* Town Sports International Holdings Inc. 245,561 1,154
^,* JAKKS Pacific Inc. 283,731 1,135
^,* Tuesday Morning Corp. 594,789 1,130
^,* Workhorse Group Inc. 300,942 1,110
  Beasley Broadcast Group Inc. Class A 108,185 1,060
* UCP Inc. 95,158 1,042
* Universal Technical Institute Inc. 277,612 991
* WideOpenWest Inc. 56,210 978
  Ark Restaurants Corp. 38,576 940
^,* Empire Resorts Inc. 37,145 888
* Lincoln Educational Services Corp. 284,849 883
* Cambium Learning Group Inc. 170,871 866
^ Stage Stores Inc. 361,427 752
* Tandy Leather Factory Inc. 82,294 732
* Christopher & Banks Corp. 544,517 713
* Urban One Inc. 298,311 671
* Full House Resorts Inc. 273,502 667
  Salem Media Group Inc. Class A 87,614 622
^,* Dixie Group Inc. 133,541 601
* EVINE Live Inc. 580,173 580
* Skyline Corp. 89,791 541
* Destination Maternity Corp. 162,951 528
* Bravo Brio Restaurant Group Inc. 108,012 497
* McClatchy Co. Class A 47,895 447
* Luby's Inc. 152,140 428
^ bebe stores inc 61,629 366
* Famous Dave's of America Inc. 95,554 349
  Gaming Partners International Corp. 27,841 334
^ Crown Crafts Inc. 47,569 328
^,* Nova Lifestyle Inc. 215,787 326
^,* Noodles & Co. Class A 79,577 310
* Trans World Entertainment Corp. 184,175 304
^,* Jamba Inc. 38,997 304
* Harte-Hanks Inc. 294,088 303

 

6


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Kona Grill Inc. 81,836 303
* Emerson Radio Corp. 211,826 297
* Good Times Restaurants Inc. 83,131 295
  Dover Motorsports Inc. 134,135 282
* UQM Technologies Inc. 327,777 278
  Insignia Systems Inc. 260,249 271
* US Auto Parts Network Inc. 82,723 267
  Peak Resorts Inc. 58,032 238
* Summer Infant Inc. 126,607 225
* Dover Downs Gaming & Entertainment Inc. 196,364 218
  Educational Development Corp. 19,541 207
^,* Cinedigm Corp. Class A 117,637 205
^,* Sears Hometown and Outlet Stores Inc. 72,783 197
  AMCON Distributing Co. 1,865 196
* Rave Restaurant Group Inc. 94,361 191
^ Live Ventures Inc. 17,510 185
^,* Naked Brand Group Inc. 112,574 172
^,* Forward Industries Inc. 157,441 167
^,* Turtle Beach Corp. 237,689 166
* Diversified Restaurant Holdings Inc. 61,904 161
^,* Vince Holding Corp. 329,116 155
  Unique Fabricating Inc. 16,039 153
* Charles & Colvard Ltd. 157,899 145
^,* Papa Murphy's Holdings Inc. 32,168 141
* Sypris Solutions Inc. 85,100 140
  Stein Mart Inc. 73,805 125
* Perfumania Holdings Inc. 59,679 101
* NTN Buzztime Inc. 12,292 84
* Blue Apron Holdings Inc. Class A 8,040 75
  Stanley Furniture Co. Inc. 65,889 74
* Nevada Gold & Casinos Inc. 33,200 74
* RLJ Entertainment Inc. 21,254 71
^,* Bon-Ton Stores Inc. 133,855 59
* ONE Group Hospitality Inc. 26,439 57
* CafePress Inc. 21,383 55
^,* Chanticleer Holdings Inc. 16,859 54
* Differential Brands Group Inc. 22,120 44
  Flanigan's Enterprises Inc. 1,352 39
* SPAR Group Inc. 33,227 34
^,* Clean Diesel Technologies Inc. 10,143 28
* Comstock Holding Cos. Inc. Class A 11,662 24
* Fenix Parts Inc. 37,049 17
* Xcel Brands Inc. 4,463 14
* Appliance Recycling Centers of America Inc. 15,967 13
  Emmis Communications Corp. Class A 4,118 12
* Koss Corp. 3,992 8
  P&F Industries Inc. Class A 574 4
  Canterbury Park Holding Corp. 209 2
* Here Media Inc. 12,670
* Here Media Inc. Special Shares 12,670
      8,285,095
Consumer Staples (3.2%)    
  Bunge Ltd. 1,771,149 132,128
  Ingredion Inc. 905,735 107,973
  Pinnacle Foods Inc. 1,481,786 88,018
  Lamb Weston Holdings Inc. 1,759,979 77,509
* Post Holdings Inc. 835,396 64,869
^,* Herbalife Ltd. 881,290 62,862
* TreeHouse Foods Inc. 719,249 58,755
* Edgewell Personal Care Co. 722,028 54,889
  Casey's General Stores Inc. 496,137 53,141
* Hain Celestial Group Inc. 1,307,204 50,746
* US Foods Holding Corp. 1,666,102 45,351
  Flowers Foods Inc. 2,337,198 40,457

 

7


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Nu Skin Enterprises Inc. Class A 624,872 39,267
* Rite Aid Corp. 13,301,087 39,238
  Spectrum Brands Holdings Inc. 305,721 38,227
  Snyder's-Lance Inc. 1,087,015 37,632
  Energizer Holdings Inc. 781,943 37,549
* Sprouts Farmers Market Inc. 1,631,729 36,991
* Darling Ingredients Inc. 2,082,805 32,783
* HRG Group Inc. 1,736,706 30,757
  Lancaster Colony Corp. 248,808 30,509
  B&G Foods Inc. 841,734 29,966
* Performance Food Group Co. 1,066,022 29,209
  Sanderson Farms Inc. 252,551 29,208
* Blue Buffalo Pet Products Inc. 1,197,251 27,309
  Vector Group Ltd. 1,262,072 26,907
  PriceSmart Inc. 293,285 25,692
  J&J Snack Foods Corp. 191,754 25,325
* United Natural Foods Inc. 645,522 23,691
  Fresh Del Monte Produce Inc. 416,655 21,212
* Avon Products Inc. 5,545,974 21,075
  Universal Corp. 323,129 20,906
  WD-40 Co. 181,797 20,061
  Dean Foods Co. 1,145,493 19,473
* Hostess Brands Inc. Class A 1,101,465 17,734
^,* Pilgrim's Pride Corp. 727,275 15,942
* Boston Beer Co. Inc. Class A 117,968 15,589
^,* Cal-Maine Foods Inc. 387,476 15,344
* Central Garden & Pet Co. Class A 500,370 15,021
  National Beverage Corp. 149,997 14,034
  Seaboard Corp. 3,484 13,919
  Coca-Cola Bottling Co. Consolidated 60,382 13,820
  Calavo Growers Inc. 197,622 13,646
  SpartanNash Co. 484,838 12,586
  Andersons Inc. 343,592 11,734
* SUPERVALU Inc. 3,393,900 11,166
  Weis Markets Inc. 213,301 10,392
* USANA Health Sciences Inc. 140,563 9,010
  Inter Parfums Inc. 229,266 8,403
^ MGP Ingredients Inc. 154,393 7,900
^ Tootsie Roll Industries Inc. 224,013 7,807
  John B Sanfilippo & Son Inc. 113,621 7,171
^,* e.l.f. Beauty, Inc. 251,308 6,838
  Medifast Inc. 151,760 6,293
  Ingles Markets Inc. Class A 186,137 6,198
* Landec Corp. 353,016 5,242
  Omega Protein Corp. 289,438 5,181
  Nutraceutical International Corp. 112,665 4,693
* Primo Water Corp. 335,010 4,255
* Farmer Brothers Co. 130,227 3,939
^,* Freshpet Inc. 233,251 3,872
^,* Amplify Snack Brands Inc. 401,269 3,868
* Revlon Inc. Class A 161,103 3,818
  Limoneira Co. 151,770 3,586
* Chefs' Warehouse Inc. 263,182 3,421
* Smart & Final Stores Inc. 368,653 3,355
  Village Super Market Inc. Class A 115,315 2,989
* Seneca Foods Corp. Class A 95,113 2,953
  Oil-Dri Corp. of America 65,419 2,748
^ Natural Health Trends Corp. 88,422 2,463
^,* Central Garden & Pet Co. 69,694 2,216
* Craft Brew Alliance Inc. 113,947 1,920
* Alliance One International Inc. 124,067 1,787
^,* Castle Brands Inc. 961,617 1,654
^,* 22nd Century Group Inc. 930,667 1,629
^ Orchids Paper Products Co. 123,498 1,599

 

8


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Turning Point Brands Inc. 99,431 1,525
^,* New Age Beverages Corp. 226,900 1,164
  Nature's Sunshine Products Inc. 86,229 1,143
  Rocky Mountain Chocolate Factory Inc. 96,331 1,137
  Alico Inc. 30,804 964
^,* Natural Grocers by Vitamin Cottage Inc. 113,136 936
  United-Guardian Inc. 57,249 884
* Lifeway Foods Inc. 89,693 838
* Lifevantage Corp. 174,052 754
* Natural Alternatives International Inc. 73,591 736
^,* S&W Seed Co. 167,811 696
* Inventure Foods Inc. 120,439 519
* Female Health Co. 259,893 273
  Mannatech Inc. 11,571 184
* Coffee Holding Co. Inc. 33,360 149
* Reed's Inc. 58,735 144
  Ocean Bio-Chem Inc. 11,030 45
^,* Long Island Iced Tea Corp. 7,758 42
  Reliv International Inc. 4,459 39
* Crystal Rock Holdings Inc. 42,584 35
^,* MYOS RENS Technology Inc. 18,975 35
* RiceBran Technologies 8,529 8
* Truett-Hurst Inc. 1,600 3
* Arcadia Biosciences Inc. 6,213 3
      1,799,676
Energy (3.7%)    
* Cheniere Energy Inc. 3,005,458 146,396
  Targa Resources Corp. 2,723,226 123,090
* Diamondback Energy Inc. 1,237,561 109,908
* Parsley Energy Inc. Class A 2,861,900 79,418
  HollyFrontier Corp. 2,237,693 61,469
* Energen Corp. 1,228,362 60,644
  Core Laboratories NV 557,509 56,459
* Rice Energy Inc. 2,037,535 54,260
* WPX Energy Inc. 5,029,545 48,585
^,* Weatherford International plc 12,443,524 48,156
* RSP Permian Inc. 1,376,716 44,427
  Patterson-UTI Energy Inc. 2,076,102 41,917
* Antero Resources Corp. 1,830,168 39,550
* Southwestern Energy Co. 6,388,224 38,840
* Continental Resources Inc. 1,089,867 35,235
  World Fuel Services Corp. 882,607 33,936
* CONSOL Energy Inc. 2,244,611 33,534
  US Silica Holdings Inc. 922,994 32,757
  PBF Energy Inc. Class A 1,382,112 30,766
* QEP Resources Inc. 3,037,916 30,683
* PDC Energy Inc. 707,184 30,487
* Gulfport Energy Corp. 2,025,973 29,883
  Nabors Industries Ltd. 3,613,800 29,416
^,* Peabody Energy Corp. 1,166,564 28,522
  Oceaneering International Inc. 1,236,736 28,247
* C&J Energy Services Inc. 793,937 27,208
* Callon Petroleum Co. 2,544,974 27,002
* McDermott International Inc. 3,575,067 25,633
^,* Matador Resources Co. 1,170,558 25,015
^,* Centennial Resource Development Inc. Class A 1,529,580 24,198
* Oasis Petroleum Inc. 2,996,425 24,121
* Dril-Quip Inc. 476,689 23,262
  Arch Coal Inc. Class A 314,722 21,496
  SM Energy Co. 1,238,260 20,468
* Superior Energy Services Inc. 1,928,508 20,114
  Ensco plc Class A 3,796,510 19,590
* Whiting Petroleum Corp. 3,535,805 19,482
* Laredo Petroleum Inc. 1,780,280 18,729

 

9


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Kosmos Energy Ltd. 2,899,064 18,583
  Delek US Holdings Inc. 694,311 18,358
  SemGroup Corp. Class A 670,282 18,098
* Oil States International Inc. 653,084 17,731
^,* SRC Energy Inc. 2,577,822 17,349
* Carrizo Oil & Gas Inc. 967,764 16,858
* Rowan Cos. plc Class A 1,576,767 16,146
^ RPC Inc. 749,408 15,146
* Forum Energy Technologies Inc. 915,843 14,287
* Unit Corp. 664,337 12,443
^ Noble Corp. plc 3,098,822 11,218
* Exterran Corp. 403,126 10,763
  Archrock Inc. 897,300 10,229
* Helix Energy Solutions Group Inc. 1,748,597 9,862
  Green Plains Inc. 467,708 9,611
^,* Diamond Offshore Drilling Inc. 811,984 8,794
* International Seaways Inc. 372,686 8,076
* Newpark Resources Inc. 1,096,057 8,056
^,* Denbury Resources Inc. 5,045,107 7,719
^,* Atwood Oceanics Inc. 945,519 7,706
* Par Pacific Holdings Inc. 425,773 7,681
^,* Fairmount Santrol Holdings Inc. 1,926,615 7,514
^,* Resolute Energy Corp. 251,394 7,484
* REX American Resources Corp. 76,047 7,343
* Basic Energy Services Inc. 292,465 7,282
* Energy XXI Gulf Coast Inc. 385,705 7,163
* Ring Energy Inc. 550,808 7,161
* SEACOR Holdings Inc. 207,866 7,130
* Extraction Oil & Gas Inc. 529,405 7,121
^,* Sanchez Energy Corp. 898,944 6,454
^,* Gener8 Maritime Inc. 1,052,859 5,991
^,* Jagged Peak Energy Inc. 435,397 5,813
* Renewable Energy Group Inc. 441,171 5,713
  Alon USA Energy Inc. 424,419 5,653
^,* Tellurian Inc. 554,586 5,563
^,* Keane Group Inc. 343,839 5,501
^ Frank's International NV 637,978 5,289
  Panhandle Oil and Gas Inc. Class A 217,335 5,020
* SandRidge Energy Inc. 283,799 4,884
^,* WildHorse Resource Development Corp. 374,885 4,637
^,* California Resources Corp. 532,794 4,555
* TETRA Technologies Inc. 1,571,389 4,384
  CVR Energy Inc. 198,756 4,325
* SEACOR Marine Holdings Inc. 204,098 4,155
* ProPetro Holding Corp. 296,144 4,134
^,* Stone Energy Corp. 222,538 4,090
* Natural Gas Services Group Inc. 159,877 3,973
* Clean Energy Fuels Corp. 1,381,809 3,510
* Eclipse Resources Corp. 1,201,906 3,437
* Cloud Peak Energy Inc. 972,894 3,434
* Matrix Service Co. 356,471 3,333
  Evolution Petroleum Corp. 398,318 3,226
* Abraxas Petroleum Corp. 1,939,592 3,142
  Bristow Group Inc. 401,720 3,073
* Bill Barrett Corp. 996,377 3,059
* Pacific Ethanol Inc. 478,412 2,990
* Tesco Corp. 631,750 2,811
^,* Uranium Energy Corp. 1,736,224 2,761
* RigNet Inc. 168,575 2,706
* NCS Multistage Holdings Inc. 106,360 2,678
* Geospace Technologies Corp. 187,879 2,598
  Gulf Island Fabrication Inc. 209,070 2,425
* Parker Drilling Co. 1,768,598 2,388
* Era Group Inc. 251,220 2,377

 

10


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Smart Sand Inc. 266,484 2,374
  Hallador Energy Co. 290,834 2,260
^,* EP Energy Corp. Class A 607,506 2,223
* Mammoth Energy Services Inc. 110,675 2,059
* Contango Oil & Gas Co. 308,511 2,049
* Pioneer Energy Services Corp. 992,516 2,035
^,* Approach Resources Inc. 573,815 1,934
^,* CARBO Ceramics Inc. 279,433 1,914
^,* Gastar Exploration Inc. 2,025,594 1,876
* Willbros Group Inc. 712,864 1,761
^,* Solaris Oilfield Infrastructure Inc. Class A 144,400 1,665
* Penn Virginia Corp. 45,104 1,658
* Halcon Resources Corp. 364,767 1,656
* Independence Contract Drilling Inc. 376,007 1,463
* Overseas Shipholding Group Inc. Class A 534,623 1,422
* Select Energy Services Inc. Class A 115,221 1,400
^,* Jones Energy Inc. Class A 814,636 1,303
^ Comstock Resources Inc. 175,297 1,239
^,* Hornbeck Offshore Services Inc. 436,664 1,236
* Westmoreland Coal Co. 247,888 1,207
^,* Earthstone Energy Inc. Class A 117,505 1,176
* SilverBow Resources Inc. 44,802 1,172
^,* Lilis Energy Inc. 225,505 1,105
* Dawson Geophysical Co. 265,221 1,040
  Adams Resources & Energy Inc. 24,374 1,001
* W&T Offshore Inc. 501,991 984
* Isramco Inc. 7,789 891
^,* Northern Oil and Gas Inc. 612,680 858
^,* Cobalt International Energy Inc. 316,538 782
^,* Zion Oil & Gas Inc. 218,418 749
* Aspen Aerogels Inc. 157,978 703
* VAALCO Energy Inc. 746,201 698
^,* Torchlight Energy Resources Inc. 406,847 675
* Lonestar Resources US Inc. Class A 149,829 644
* PHI Inc. 61,961 605
^,* ION Geophysical Corp. 134,578 585
* Mitcham Industries Inc. 140,374 559
* Bonanza Creek Energy Inc. 16,975 538
^ EXCO Resources Inc. 167,428 444
^,* Synthesis Energy Systems Inc. 641,276 430
* PetroQuest Energy Inc. 216,737 429
^,* Uranium Resources Inc. 277,911 414
* Centrus Energy Corp. Class A 94,205 396
* PHI Inc. NV 37,866 386
^,* Rex Energy Corp. 105,067 304
^,* Amyris Inc. 82,795 263
^,* Profire Energy Inc. 190,745 248
^,* Erin Energy Corp. 166,907 242
* TransAtlantic Petroleum Ltd. 157,020 188
* PrimeEnergy Corp. 3,726 172
^,* Gevo Inc. 233,198 161
^,* Eco-Stim Energy Solutions Inc. 115,690 145
^,* SAExploration Holdings Inc. 39,682 129
^,* Vertex Energy Inc. 119,227 128
* Barnwell Industries Inc. 47,934 87
^,* Tengasco Inc. 73,035 53
* ENGlobal Corp. 38,763 50
* US Energy Corp. Wyoming 62,751 43
^,* New Concept Energy Inc. 23,644 32
^,* Camber Energy Inc. 114,622 30
* Aemetis Inc. 20,124 27
^,* Bonanza Creek Energy Inc. Warrants Exp. 04/28/2020 19,019 27
* FieldPoint Petroleum Corp. 21,599 7
^,* Superior Drilling Products Inc. 9,078 6

 

11


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Tesoro Corp. 29 3
^,* Yuma Energy Inc. 2,896 3
* PEDEVCO Corp. 4,110 3
* FieldPoint Petroleum Corp. Warrants Exp. 03/23/2018 33,558 2
^,* EnerJex Resources Inc. 6,657 2
* Enservco Corp. 416
^ Harvest Natural Resources Inc. 133,886
      2,110,250
Financials (16.7%)    
  First Republic Bank 1,946,381 194,833
* Markel Corp. 176,409 172,151
  FNF Group 3,434,669 153,976
  Annaly Capital Management Inc. 12,760,621 153,765
* Arch Capital Group Ltd. 1,625,770 151,668
  TD Ameritrade Holding Corp. 3,070,968 132,021
  Ally Financial Inc. 5,817,142 121,578
  MSCI Inc. Class A 1,145,908 118,017
* SVB Financial Group 662,744 116,504
* Alleghany Corp. 195,354 116,197
  East West Bancorp Inc. 1,830,002 107,202
  Reinsurance Group of America Inc. Class A 813,388 104,431
* Signature Bank 676,187 97,053
  MarketAxess Holdings Inc. 476,088 95,741
  AGNC Investment Corp. 4,406,337 93,811
  American Financial Group Inc. 931,414 92,555
  SEI Investments Co. 1,690,384 90,909
^ CIT Group Inc. 1,819,463 88,608
  Voya Financial Inc. 2,350,756 86,719
  WR Berkley Corp. 1,223,014 84,596
  FactSet Research Systems Inc. 496,546 82,516
  New York Community Bancorp Inc. 6,215,616 81,611
  Lazard Ltd. Class A 1,639,995 75,981
^,* Janus Henderson Group plc 2,271,245 75,201
  Starwood Property Trust Inc. 3,270,840 73,234
  Bank of the Ozarks 1,524,690 71,462
  RenaissanceRe Holdings Ltd. 512,785 71,303
  PacWest Bancorp 1,505,917 70,326
  Synovus Financial Corp. 1,550,390 68,589
  Eaton Vance Corp. 1,445,619 68,407
  Axis Capital Holdings Ltd. 1,054,005 68,152
  Cullen/Frost Bankers Inc. 714,033 67,055
  Assured Guaranty Ltd. 1,543,121 64,410
  Commerce Bancshares Inc. 1,106,746 62,896
  Brown & Brown Inc. 1,448,568 62,390
  First American Financial Corp. 1,394,854 62,336
  Webster Financial Corp. 1,155,768 60,354
  Old Republic International Corp. 3,089,009 60,328
  New Residential Investment Corp. 3,857,673 60,025
* Western Alliance Bancorp 1,212,155 59,638
* SLM Corp. 5,094,372 58,585
  Pinnacle Financial Partners Inc. 916,870 57,579
  FNB Corp. 4,060,703 57,500
  Prosperity Bancshares Inc. 882,704 56,705
  Wintrust Financial Corp. 704,983 53,889
  Popular Inc. 1,273,172 53,104
* MGIC Investment Corp. 4,706,792 52,716
  Investors Bancorp Inc. 3,927,648 52,473
  Validus Holdings Ltd. 1,006,286 52,297
  First Horizon National Corp. 2,981,776 51,943
  United Bankshares Inc. 1,324,745 51,930
  IBERIABANK Corp. 636,773 51,897
  Hancock Holding Co. 1,057,089 51,797
  Umpqua Holdings Corp. 2,763,055 50,730
  White Mountains Insurance Group Ltd. 58,180 50,537

 

12


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Associated Banc-Corp 1,950,351 49,149
* Texas Capital Bancshares Inc. 621,758 48,124
  Hanover Insurance Group Inc. 537,366 47,627
  CNO Financial Group Inc. 2,191,168 45,752
  BankUnited Inc. 1,354,725 45,668
  Bank of Hawaii Corp. 545,838 45,288
  Radian Group Inc. 2,718,390 44,446
  Primerica Inc. 576,513 43,671
  Chemical Financial Corp. 900,534 43,595
  Two Harbors Investment Corp. 4,368,284 43,290
  LPL Financial Holdings Inc. 1,009,083 42,846
  Fulton Financial Corp. 2,222,615 42,230
  MFA Financial Inc. 5,016,875 42,092
  First Citizens BancShares Inc. Class A 112,831 42,052
  UMB Financial Corp. 561,623 42,043
  Chimera Investment Corp. 2,250,636 41,929
  Legg Mason Inc. 1,083,822 41,359
  ProAssurance Corp. 675,994 41,100
* Athene Holding Ltd. Class A 825,964 40,976
  Sterling Bancorp 1,730,771 40,240
  Home BancShares Inc. 1,596,862 39,762
  MB Financial Inc. 902,364 39,740
  Valley National Bancorp 3,320,845 39,219
* Stifel Financial Corp. 851,129 39,135
^,* Credit Acceptance Corp. 150,257 38,637
  Aspen Insurance Holdings Ltd. 756,195 37,696
  Blackstone Mortgage Trust Inc. Class A 1,192,401 37,680
  First Financial Bankshares Inc. 846,393 37,411
  Washington Federal Inc. 1,124,686 37,340
  Selective Insurance Group Inc. 737,360 36,905
  Cathay General Bancorp 965,501 36,641
  FirstCash Inc. 623,500 36,350
  Evercore Partners Inc. Class A 514,936 36,303
  BGC Partners Inc. Class A 2,847,035 35,987
  Glacier Bancorp Inc. 968,172 35,445
* Essent Group Ltd. 938,245 34,846
  TCF Financial Corp. 2,153,255 34,323
  Community Bank System Inc. 613,035 34,189
  Federated Investors Inc. Class B 1,170,247 33,059
  BancorpSouth Inc. 1,069,672 32,625
  Interactive Brokers Group Inc. 850,022 31,808
  Great Western Bancorp Inc. 738,472 30,137
  Hope Bancorp Inc. 1,602,990 29,896
  CVB Financial Corp. 1,325,235 29,725
  Old National Bancorp 1,700,334 29,331
  American Equity Investment Life Holding Co. 1,108,423 29,129
  Columbia Banking System Inc. 726,572 28,954
  Erie Indemnity Co. Class A 227,760 28,486
  Trustmark Corp. 857,145 27,566
* Enstar Group Ltd. 136,890 27,193
  RLI Corp. 487,568 26,631
  South State Corp. 309,981 26,565
  Financial Engines Inc. 724,430 26,514
  International Bancshares Corp. 746,286 26,157
* FCB Financial Holdings Inc. Class A 532,571 25,430
  Hilltop Holdings Inc. 969,694 25,416
  Mercury General Corp. 467,543 25,247
  United Community Banks Inc. 898,466 24,977
  Renasant Corp. 568,547 24,868
* Eagle Bancorp Inc. 385,175 24,382
  First Midwest Bancorp Inc. 1,035,536 24,138
* Genworth Financial Inc. Class A 6,348,065 23,932
  Kemper Corp. 619,846 23,926
  Capitol Federal Financial Inc. 1,662,611 23,626

 

13


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Invesco Mortgage Capital Inc. 1,412,502 23,603
  Astoria Financial Corp. 1,159,789 23,370
  Argo Group International Holdings Ltd. 382,275 23,166
  Independent Bank Corp. 345,230 23,010
* LendingClub Corp. 4,141,985 22,822
* PRA Group Inc. 593,950 22,511
  Ameris Bancorp 466,271 22,474
  BOK Financial Corp. 264,371 22,242
  First Financial Bancorp 796,905 22,074
  Apollo Commercial Real Estate Finance Inc. 1,177,606 21,845
  Towne Bank 694,631 21,395
  ServisFirst Bancshares Inc. 575,908 21,245
* Green Dot Corp. Class A 551,314 21,242
  Northwest Bancshares Inc. 1,360,628 21,239
  WesBanco Inc. 528,524 20,898
  AmTrust Financial Services Inc. 1,368,959 20,726
  LegacyTexas Financial Group Inc. 535,707 20,427
  Simmons First National Corp. Class A 382,858 20,253
  NBT Bancorp Inc. 541,155 19,996
^ Waddell & Reed Financial Inc. Class A 1,050,860 19,840
  First Merchants Corp. 489,569 19,651
  First Hawaiian Inc. 638,095 19,538
  Horace Mann Educators Corp. 515,014 19,468
  Westamerica Bancorporation 342,180 19,176
  Provident Financial Services Inc. 737,440 18,716
  Union Bankshares Corp. 550,005 18,645
* Santander Consumer USA Holdings Inc. 1,432,274 18,276
  Artisan Partners Asset Management Inc. Class A 593,262 18,213
  Banner Corp. 320,729 18,124
  Morningstar Inc. 230,423 18,051
  CenterState Banks Inc. 705,432 17,537
^,* BofI Holding Inc. 732,589 17,377
* Walker & Dunlop Inc. 355,212 17,345
  Employers Holdings Inc. 408,270 17,270
  Park National Corp. 163,467 16,955
  National General Holdings Corp. 797,501 16,827
  Redwood Trust Inc. 978,440 16,673
  Boston Private Financial Holdings Inc. 1,082,933 16,623
* Pacific Premier Bancorp Inc. 449,322 16,580
* OneMain Holdings Inc. Class A 671,310 16,508
  Berkshire Hills Bancorp Inc. 467,026 16,416
  CYS Investments Inc. 1,948,108 16,384
  WSFS Financial Corp. 358,245 16,246
* KCG Holdings Inc. Class A 813,771 16,227
  Kearny Financial Corp. 1,086,788 16,139
  Navigators Group Inc. 293,022 16,087
^,* LendingTree Inc. 91,926 15,830
  S&T Bancorp Inc. 439,301 15,753
  PennyMac Mortgage Investment Trust 854,203 15,623
  Lakeland Financial Corp. 331,183 15,195
* MBIA Inc. 1,602,539 15,112
  CNA Financial Corp. 308,532 15,041
  WisdomTree Investments Inc. 1,445,351 14,699
  Beneficial Bancorp Inc. 955,164 14,327
  Hannon Armstrong Sustainable Infrastructure Capital Inc. 620,504 14,191
  Brookline Bancorp Inc. 963,038 14,060
  AMERISAFE Inc. 245,014 13,954
* FNFV Group 877,275 13,861
  Stewart Information Services Corp. 303,197 13,759
  Ladder Capital Corp. Class A 1,012,333 13,575
  Heartland Financial USA Inc. 287,811 13,556
  Banc of California Inc. 627,356 13,488
  City Holding Co. 203,762 13,422
  Infinity Property & Casualty Corp. 142,560 13,401

 

14


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Capital Bank Financial Corp. 350,402 13,350
  ARMOUR Residential REIT Inc. 526,644 13,166
  First Commonwealth Financial Corp. 1,037,180 13,151
  Sandy Spring Bancorp Inc. 320,691 13,039
  Safety Insurance Group Inc. 190,025 12,979
  Tompkins Financial Corp. 163,243 12,851
  Capstead Mortgage Corp. 1,230,335 12,832
  Southside Bancshares Inc. 360,887 12,609
  First Busey Corp. 425,186 12,466
  State Bank Financial Corp. 454,128 12,316
* Encore Capital Group Inc. 305,031 12,247
  United Fire Group Inc. 277,930 12,246
* Seacoast Banking Corp. of Florida 504,034 12,147
  Nelnet Inc. Class A 257,100 12,086
  National Bank Holdings Corp. Class A 361,966 11,985
  Enterprise Financial Services Corp. 293,091 11,958
  Hanmi Financial Corp. 418,639 11,910
  TFS Financial Corp. 766,287 11,854
  Moelis & Co. Class A 296,729 11,528
  MTGE Investment Corp. 607,603 11,423
* First BanCorp 1,972,624 11,422
  American National Insurance Co. 97,565 11,365
  Meridian Bancorp Inc. 667,321 11,278
  Stock Yards Bancorp Inc. 289,271 11,253
  Central Pacific Financial Corp. 351,149 11,051
  Cohen & Steers Inc. 270,560 10,969
  MainSource Financial Group Inc. 321,690 10,780
  Piper Jaffray Cos. 178,765 10,717
  James River Group Holdings Ltd. 266,863 10,602
  First Interstate BancSystem Inc. Class A 283,953 10,563
  Meta Financial Group Inc. 118,654 10,560
  Lakeland Bancorp Inc. 556,143 10,483
  Universal Insurance Holdings Inc. 413,930 10,431
  United Financial Bancorp Inc. 624,269 10,419
  Flushing Financial Corp. 367,874 10,370
* Customers Bancorp Inc. 365,427 10,334
  Maiden Holdings Ltd. 927,608 10,296
* Third Point Reinsurance Ltd. 739,044 10,273
  OceanFirst Financial Corp. 378,494 10,265
  TriCo Bancshares 282,891 9,944
  German American Bancorp Inc. 291,239 9,928
  Houlihan Lokey Inc. Class A 280,975 9,806
  National Western Life Group Inc. Class A 30,438 9,729
  Univest Corp. of Pennsylvania 323,034 9,675
  Independent Bank Group Inc. 162,230 9,653
* PHH Corp. 695,053 9,571
  1st Source Corp. 199,314 9,555
  Northfield Bancorp Inc. 553,235 9,488
  First Bancorp 303,333 9,482
  Heritage Financial Corp. 356,586 9,450
  BancFirst Corp. 96,723 9,343
  Virtus Investment Partners Inc. 83,023 9,211
  Bryn Mawr Bank Corp. 215,037 9,139
  Preferred Bank 169,221 9,048
^ Virtu Financial Inc. Class A 511,582 9,029
* HomeStreet Inc. 324,510 8,981
  Washington Trust Bancorp Inc. 173,524 8,945
  TrustCo Bank Corp. NY 1,153,005 8,936
^ New York Mortgage Trust Inc. 1,424,471 8,860
  Investment Technology Group Inc. 412,723 8,766
  Community Trust Bancorp Inc. 199,865 8,744
  Great Southern Bancorp Inc. 162,956 8,718
  CoBiz Financial Inc. 498,627 8,676
  ConnectOne Bancorp Inc. 380,186 8,573

 

15


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Flagstar Bancorp Inc. 277,381 8,549
* HarborOne Bancorp Inc. 426,623 8,515
  PJT Partners Inc. 209,442 8,424
  Diamond Hill Investment Group Inc. 42,138 8,402
* Donnelley Financial Solutions Inc. 359,107 8,245
  Stonegate Bank 178,003 8,220
* Greenlight Capital Re Ltd. Class A 386,105 8,070
* NMI Holdings Inc. Class A 704,672 8,069
  Park Sterling Corp. 679,005 8,067
  Peoples Bancorp Inc. 250,448 8,047
  Oritani Financial Corp. 471,873 8,045
  Anworth Mortgage Asset Corp. 1,325,820 7,968
  Camden National Corp. 185,570 7,963
  FBL Financial Group Inc. Class A 126,817 7,799
  First Financial Corp. 164,697 7,790
  Federal Agricultural Mortgage Corp. 120,119 7,772
* CU Bancorp 212,394 7,678
* TriState Capital Holdings Inc. 301,606 7,600
  QCR Holdings Inc. 159,714 7,570
* INTL. FCStone Inc. 200,443 7,569
  First of Long Island Corp. 263,749 7,543
* Nationstar Mortgage Holdings Inc. 418,056 7,479
  State National Cos. Inc. 405,961 7,462
  Bridge Bancorp Inc. 223,029 7,427
  Horizon Bancorp 275,627 7,263
  Dime Community Bancshares Inc. 368,849 7,229
  Mercantile Bank Corp. 226,748 7,138
  AG Mortgage Investment Trust Inc. 389,372 7,126
  Kinsale Capital Group Inc. 188,870 7,047
  Independent Bank Corp. 323,258 7,031
  First Defiance Financial Corp. 131,219 6,913
  Fidelity Southern Corp. 300,605 6,872
  Greenhill & Co. Inc. 340,494 6,844
  Blue Hills Bancorp Inc. 377,092 6,750
  Waterstone Financial Inc. 357,429 6,738
^ Live Oak Bancshares Inc. 273,743 6,625
* Franklin Financial Network Inc. 159,817 6,592
  Peapack Gladstone Financial Corp. 204,330 6,394
  Arrow Financial Corp. 200,440 6,344
  Pacific Continental Corp. 246,936 6,309
* First Foundation Inc. 371,677 6,107
  Southwest Bancorp Inc. 237,815 6,076
  People's Utah Bancorp 226,690 6,075
* Republic First Bancorp Inc. 655,473 6,063
  OFG Bancorp 605,303 6,053
  Westwood Holdings Group Inc. 106,251 6,023
  Heritage Commerce Corp. 428,147 5,900
  Western Asset Mortgage Capital Corp. 571,680 5,888
* Allegiance Bancshares Inc. 153,631 5,884
  First Community Bancshares Inc. 212,417 5,810
  State Auto Financial Corp. 223,739 5,757
* Bancorp Inc. 755,621 5,728
* World Acceptance Corp. 76,335 5,718
  West Bancorporation Inc. 238,945 5,651
  United Community Financial Corp. 679,712 5,648
* HomeTrust Bancshares Inc. 231,076 5,638
  Guaranty Bancorp 207,216 5,636
  Opus Bank 232,729 5,632
  Financial Institutions Inc. 186,167 5,548
  OneBeacon Insurance Group Ltd. Class A 302,015 5,506
* Triumph Bancorp Inc. 222,587 5,465
* Green Bancorp Inc. 281,486 5,461
  Bar Harbor Bankshares 175,708 5,415
  Arbor Realty Trust Inc. 638,414 5,324

 

16


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Bank Mutual Corp. 577,567 5,285
  Carolina Financial Corp. 163,298 5,278
* Cowen Inc. Class A 324,222 5,269
  Ares Commercial Real Estate Corp. 391,554 5,125
* Nicolet Bankshares Inc. 93,413 5,111
* EZCORP Inc. Class A 662,263 5,099
* National Commerce Corp. 128,518 5,083
  Old Second Bancorp Inc. 431,357 4,982
  Clifton Bancorp Inc. 300,936 4,974
  HCI Group Inc. 105,735 4,967
  Dynex Capital Inc. 694,478 4,931
  Fidelity & Guaranty Life 157,846 4,901
* Global Indemnity Ltd. 125,857 4,879
* Enova International Inc. 327,742 4,867
  Access National Corp. 181,521 4,814
  Farmers National Banc Corp. 327,974 4,756
* Ambac Financial Group Inc. 271,153 4,705
  Territorial Bancorp Inc. 150,431 4,692
* Veritex Holdings Inc. 177,450 4,672
  First Connecticut Bancorp Inc. 181,541 4,657
  Republic Bancorp Inc. Class A 130,367 4,654
^,* Trupanion Inc. 204,919 4,586
  WashingtonFirst Bankshares Inc. 128,431 4,435
^,* Citizens Inc. Class A 596,638 4,403
* PennyMac Financial Services Inc. Class A 263,226 4,396
  Heritage Insurance Holdings Inc. 333,234 4,339
  Allied World Assurance Co. Holdings AG 81,519 4,312
  Citizens & Northern Corp. 179,542 4,176
  Resource Capital Corp. 408,558 4,155
* eHealth Inc. 218,799 4,113
  Arlington Asset Investment Corp. Class A 299,044 4,088
* Atlantic Capital Bancshares Inc. 211,384 4,016
* BSB Bancorp Inc. 135,088 3,951
  Southern National Bancorp of Virginia Inc. 219,564 3,864
  CNB Financial Corp. 160,784 3,854
  Farmers Capital Bank Corp. 99,502 3,836
  Sierra Bancorp 155,427 3,816
* Ladenburg Thalmann Financial Services Inc. 1,539,880 3,757
  Sun Bancorp Inc. 150,099 3,700
  Macatawa Bank Corp. 387,283 3,695
  MidWestOne Financial Group Inc. 108,606 3,681
  Baldwin & Lyons Inc. 149,877 3,672
  Orchid Island Capital Inc. 371,790 3,666
  United Insurance Holdings Corp. 230,281 3,622
  Xenith Bankshares Inc. 116,180 3,609
  First Bancorp Inc. 133,334 3,608
* PCSB Financial Corp. 211,252 3,604
  Bank of Marin Bancorp 58,535 3,603
* Ocwen Financial Corp. 1,331,510 3,582
  American National Bankshares Inc. 96,353 3,560
* Safeguard Scientifics Inc. 297,369 3,539
  EMC Insurance Group Inc. 124,816 3,467
  First Mid-Illinois Bancshares Inc. 96,425 3,302
  Hamilton Lane Inc. Class A 148,333 3,262
* Regional Management Corp. 137,070 3,239
  MutualFirst Financial Inc. 90,335 3,225
  Old Line Bancshares Inc. 114,433 3,225
* WMIH Corp. 2,571,242 3,214
  KKR Real Estate Finance Trust Inc. 147,682 3,175
  National Bankshares Inc. 77,580 3,165
  Capital City Bank Group Inc. 152,691 3,118
  Marlin Business Services Corp. 122,651 3,085
  Northrim BanCorp Inc. 101,162 3,075
  Western New England Bancorp Inc. 297,814 3,023

 

17


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* FB Financial Corp. 83,364 3,017
  Hingham Institution for Savings 16,507 3,003
  Charter Financial Corp. 166,610 2,999
  Great Ajax Corp. 214,035 2,992
  SI Financial Group Inc. 185,153 2,981
* First Northwest Bancorp 186,909 2,948
  Enterprise Bancorp Inc. 82,610 2,936
  Century Bancorp Inc. Class A 45,538 2,896
  ACNB Corp. 94,779 2,891
  Cherry Hill Mortgage Investment Corp. 154,434 2,852
  BankFinancial Corp. 190,373 2,840
  B. Riley Financial Inc. 152,499 2,829
^,* Impac Mortgage Holdings Inc. 182,053 2,754
  Oppenheimer Holdings Inc. Class A 167,429 2,746
  First Business Financial Services Inc. 118,933 2,745
  Southern Missouri Bancorp Inc. 85,080 2,745
  Investors Title Co. 14,123 2,732
  Ames National Corp. 88,331 2,703
  Orrstown Financial Services Inc. 118,086 2,698
  Midland States Bancorp Inc. 78,737 2,639
^ Civista Bancshares Inc. 123,605 2,581
^,* On Deck Capital Inc. 553,146 2,578
  Peoples Financial Services Corp. 58,925 2,577
  Crawford & Co. Class B 270,414 2,515
  Federated National Holding Co. 155,310 2,485
* Entegra Financial Corp. 108,557 2,470
* Equity Bancshares Inc. Class A 79,575 2,438
  First Internet Bancorp 85,509 2,399
  Codorus Valley Bancorp Inc. 81,185 2,306
  Bankwell Financial Group Inc. 72,989 2,279
  Pzena Investment Management Inc. Class A 223,147 2,267
  Bank of Commerce Holdings 203,414 2,248
* First United Corp. 149,778 2,239
  Investar Holding Corp. 97,654 2,236
* First Community Financial Partners Inc. 172,853 2,230
* Pacific Mercantile Bancorp 253,182 2,228
* Atlas Financial Holdings Inc. 146,139 2,177
  Peoples Bancorp of North Carolina Inc. 68,636 2,169
  Central Valley Community Bancorp 97,809 2,167
  Provident Financial Holdings Inc. 112,550 2,167
  Canadian Imperial Bank of Commerce 26,524 2,153
* Community Bankers Trust Corp. 259,595 2,142
  Home Bancorp Inc. 49,870 2,120
  Community Financial Corp. 55,053 2,120
  Owens Realty Mortgage Inc. 124,790 2,116
  LCNB Corp. 105,699 2,114
  GAIN Capital Holdings Inc. 330,030 2,056
* NI Holdings Inc. 114,411 2,046
  Shore Bancshares Inc. 123,573 2,033
  Penns Woods Bancorp Inc. 49,331 2,031
  Northeast Bancorp 96,726 1,968
  ESSA Bancorp Inc. 133,034 1,958
  Summit Financial Group Inc. 88,451 1,946
  NewStar Financial Inc. 182,206 1,913
  Tiptree Inc. 270,701 1,908
  Commerce Union Bancshares Inc. 79,451 1,897
  Donegal Group Inc. Class A 118,948 1,891
  MBT Financial Corp. 191,008 1,853
  Evans Bancorp Inc. 44,970 1,797
  County Bancorp Inc. 71,701 1,721
  First Community Corp. 81,398 1,709
  CIM Commercial Trust Corp. 106,865 1,699
  First Financial Northwest Inc. 103,776 1,674
* SmartFinancial Inc. 68,689 1,640

 

18


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Ellington Residential Mortgage REIT 111,487 1,634
  Riverview Bancorp Inc. 241,995 1,607
* ASB Bancorp Inc. 36,550 1,606
  AmeriServ Financial Inc. 386,789 1,605
  GAMCO Investors Inc. Class A 53,648 1,588
* Hallmark Financial Services Inc. 139,376 1,571
* Howard Bancorp Inc. 79,678 1,534
  First Bank 131,649 1,534
* Security National Financial Corp. Class A 239,558 1,533
* Elevate Credit Inc. 193,421 1,532
* Southern First Bancshares Inc. 39,728 1,472
  Independence Holding Co. 70,787 1,448
  Guaranty Bancshares Inc. 44,800 1,431
  BCB Bancorp Inc. 90,714 1,388
  United Security Bancshares 148,307 1,372
  Timberland Bancorp Inc. 53,513 1,352
  MidSouth Bancorp Inc. 114,685 1,348
* Provident Bancorp Inc. 59,749 1,344
  Unity Bancorp Inc. 76,575 1,317
  Associated Capital Group Inc. Class A 38,163 1,298
  Hawthorn Bancshares Inc. 61,934 1,288
  First South Bancorp Inc. 77,061 1,275
^ Ohio Valley Banc Corp. 34,846 1,256
  Parke Bancorp Inc. 55,498 1,243
  Citizens Community Bancorp Inc. 87,180 1,219
  Sutherland Asset Management Corp. 81,592 1,212
  Union Bankshares Inc. 25,508 1,212
  C&F Financial Corp. 25,412 1,192
  Kingstone Cos. Inc. 77,799 1,190
* Consumer Portfolio Services Inc. 261,044 1,188
  American River Bankshares 81,128 1,177
  1st Constitution Bancorp 65,078 1,155
  Chemung Financial Corp. 28,178 1,152
* Atlantic Coast Financial Corp. 140,531 1,123
* Health Insurance Innovations Inc. Class A 47,463 1,115
  Prudential Bancorp Inc. 60,329 1,096
  Colony Bankcorp Inc. 79,413 1,088
  Donegal Group Inc. Class B 63,194 1,013
  Great Elm Capital Group Inc. 291,693 992
* Nicholas Financial Inc. 107,396 991
  Blue Capital Reinsurance Holdings Ltd. 54,146 991
  Premier Financial Bancorp Inc. 47,085 970
  Hennessy Advisors Inc. 62,786 953
  Oak Valley Bancorp 66,347 937
  Five Oaks Investment Corp. 191,870 936
  First Bancshares Inc. 32,953 910
* HMN Financial Inc. 47,639 855
  Two River Bancorp 44,927 835
* Malvern Bancorp Inc. 33,943 813
  Old Point Financial Corp. 23,662 778
  Guaranty Federal Bancshares Inc. 36,591 776
^ DNB Financial Corp. 22,013 755
  Federal Agricultural Mortgage Corp. Class A 12,586 749
  Bear State Financial Inc. 78,888 746
^ Norwood Financial Corp. 16,771 709
  Sussex Bancorp 27,544 682
  A-Mark Precious Metals Inc. 37,495 616
  Plumas Bancorp 28,347 604
* Ashford Inc. 11,848 594
  Citizens Holding Co. 22,634 588
  Crawford & Co. Class A 75,215 585
* Royal Bancshares of Pennsylvania Inc. 134,386 568
  SB Financial Group Inc. 33,086 562
  First Savings Financial Group Inc. 9,746 534

 

19


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Capstar Financial Holdings Inc. 28,161 500
  Fifth Street Asset Management Inc. 98,079 476
  Silvercrest Asset Management Group Inc. Class A 34,347 462
^,* Walter Investment Management Corp. 475,576 450
  Manhattan Bridge Capital Inc. 74,147 441
* Select Bancorp Inc. 35,802 438
* Anchor Bancorp Inc. 16,381 414
* Sunshine Bancorp Inc. 19,185 409
* Byline Bancorp Inc. 18,468 370
  FS Bancorp Inc. 8,251 368
* Central Federal Corp. 155,702 324
  US Global Investors Inc. Class A 209,856 321
  Eagle Bancorp Montana Inc. 16,183 293
  Manning & Napier Inc. 61,877 269
  United Bancshares Inc. 11,489 267
  CB Financial Services Inc. 9,934 259
  Medley Management Inc. Class A 38,692 252
  Greene County Bancorp Inc. 9,080 247
^,* Patriot National Inc. 114,320 242
  Wolverine Bancorp Inc. 5,954 239
* Atlanticus Holdings Corp. 88,514 235
* Paragon Commercial Corp. 3,723 195
  Sound Financial Bancorp Inc. 5,400 164
^,* Global Brokerage Inc. 82,021 164
  United Community Bancorp 8,074 158
* Conifer Holdings Inc. 21,788 156
* Asta Funding Inc. 18,342 150
  HopFed Bancorp Inc. 10,222 150
  IF Bancorp Inc. 7,557 147
* Magyar Bancorp Inc. 10,365 139
* Severn Bancorp Inc. 19,055 139
  Southwest Georgia Financial Corp. 6,935 139
* Coastway Bancorp Inc. 6,430 132
^,* Middlefield Banc Corp. 2,628 132
* MSB Financial Corp. 7,376 129
* TheStreet Inc. 139,673 116
  United Bancorp Inc. 9,360 115
  Bank of South Carolina Corp. 5,642 114
* Hamilton Bancorp Inc. 7,058 106
  Glen Burnie Bancorp 9,147 99
* First Acceptance Corp. 82,474 94
* Peoples Financial Corp. 6,186 85
  Salisbury Bancorp Inc. 1,844 76
  Porter Bancorp Inc. 7,411 76
  Kentucky First Federal Bancorp 7,514 71
^ Oconee Federal Financial Corp. 2,383 66
* Randolph Bancorp Inc. 3,912 64
  PB Bancorp Inc. 6,001 64
  First Capital Inc. 1,612 51
  Community West Bancshares 4,500 47
  Mackinac Financial Corp. 3,236 45
* 1347 Property Insurance Holdings Inc. 5,528 44
  Bancorp of New Jersey Inc. 2,481 41
  Mid Penn Bancorp Inc. 1,384 38
  Fauquier Bankshares Inc. 1,931 37
^,* ZAIS Group Holdings Inc. 14,486 34
  First US Bancshares Inc. 2,192 25
* Patriot National Bancorp Inc. 1,479 24
^ Stewardship Financial Corp. 2,551 24
  Landmark Bancorp Inc. 741 23
* Bay Bancorp Inc. 2,897 22
* National Holdings Corp. 7,908 22
* Village Bank and Trust Financial Corp. 600 19
  Auburn National Bancorporation Inc. 359 13

 

20


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  California First National Bancorp 703 13
* Westbury Bancorp Inc. 600 12
  Value Line Inc. 586 11
  Elmira Savings Bank 431 9
  Wellesley Bank 300 8
  Siebert Financial Corp. 1,836 7
  Summit State Bank 500 7
* National Holdings Corp. Warrants Exp. 01/18/2022 7,766 5
  Atlantic American Corp. 1,084 4
* Broadway Financial Corp. 1,800 4
  Lake Shore Bancorp Inc. 200 3
* Carver Bancorp Inc. 445 2
  Institutional Financial Markets Inc. 649 1
      9,556,199
Health Care (11.5%)    
* BioMarin Pharmaceutical Inc. 2,204,316 200,196
* Quintiles IMS Holdings Inc. 1,721,356 154,061
  ResMed Inc. 1,791,448 139,500
* Jazz Pharmaceuticals plc 760,132 118,201
  Teleflex Inc. 566,050 117,603
* Alkermes plc 1,936,798 112,276
* WellCare Health Plans Inc. 562,385 100,982
* VCA Inc. 1,024,333 94,556
  West Pharmaceutical Services Inc. 931,637 88,058
  STERIS plc 1,070,789 87,269
* Bioverativ Inc. 1,367,481 82,281
* Alnylam Pharmaceuticals Inc. 1,026,995 81,913
* Veeva Systems Inc. Class A 1,335,193 81,861
* DexCom Inc. 1,093,316 79,976
* Ionis Pharmaceuticals Inc. 1,567,210 79,724
* United Therapeutics Corp. 569,232 73,846
* ABIOMED Inc. 513,612 73,601
* Exelixis Inc. 2,929,839 72,162
* MEDNAX Inc. 1,178,466 71,144
* athenahealth Inc. 501,507 70,487
^,* Kite Pharma Inc. 636,180 65,953
* Seattle Genetics Inc. 1,230,611 63,672
^,* TESARO Inc. 435,651 60,930
  Hill-Rom Holdings Inc. 762,009 60,664
* Charles River Laboratories International Inc. 595,992 60,285
* Bio-Rad Laboratories Inc. Class A 260,926 59,050
* Clovis Oncology Inc. 625,204 58,538
* Bluebird Bio Inc. 555,064 58,309
* Catalent Inc. 1,584,228 55,606
* PAREXEL International Corp. 637,754 55,427
  Bio-Techne Corp. 470,986 55,341
* Alere Inc. 1,097,075 55,062
  HealthSouth Corp. 1,125,240 54,462
* Medidata Solutions Inc. 694,099 54,279
^,* Exact Sciences Corp. 1,494,331 52,854
* Masimo Corp. 579,482 52,837
* Neurocrine Biosciences Inc. 1,114,605 51,272
* NuVasive Inc. 637,821 49,061
^,* Acadia Healthcare Co. Inc. 965,619 47,682
  Chemed Corp. 206,572 42,250
* Integra LifeSciences Holdings Corp. 758,926 41,369
* Portola Pharmaceuticals Inc. 718,091 40,335
* INC Research Holdings Inc. Class A 680,523 39,811
  Bruker Corp. 1,343,732 38,753
* Nektar Therapeutics Class A 1,967,883 38,472
* Insulet Corp. 730,935 37,504
* Molina Healthcare Inc. 541,075 37,432
* Akorn Inc. 1,105,607 37,082
* PRA Health Sciences Inc. 490,412 36,786

 

21


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Wright Medical Group NV 1,315,533 36,164
  Cantel Medical Corp. 463,340 36,099
* Prestige Brands Holdings Inc. 672,705 35,526
* VWR Corp. 1,074,910 35,483
^,* Medicines Co. 914,410 34,757
* Brookdale Senior Living Inc. 2,355,930 34,656
* LifePoint Health Inc. 507,490 34,078
* LivaNova plc 552,654 33,828
* Neogen Corp. 487,664 33,702
^,* ACADIA Pharmaceuticals Inc. 1,201,693 33,515
* ICU Medical Inc. 188,881 32,582
* Ironwood Pharmaceuticals Inc. Class A 1,687,197 31,854
* Sage Therapeutics Inc. 397,622 31,667
* Puma Biotechnology Inc. 356,053 31,119
* Ultragenyx Pharmaceutical Inc. 490,608 30,472
* Globus Medical Inc. 918,207 30,439
^,* OPKO Health Inc. 4,619,483 30,396
* Penumbra Inc. 343,077 30,105
^,* Ligand Pharmaceuticals Inc. 244,067 29,630
* Allscripts Healthcare Solutions Inc. 2,311,971 29,501
^,* Juno Therapeutics Inc. 969,434 28,976
* Endo International plc 2,520,056 28,149
* HealthEquity Inc. 559,533 27,882
* Supernus Pharmaceuticals Inc. 638,498 27,519
* Agios Pharmaceuticals Inc. 530,305 27,284
^,* Intercept Pharmaceuticals Inc. 222,616 26,952
* Haemonetics Corp. 663,555 26,204
^,* Prothena Corp. plc 481,570 26,063
  Owens & Minor Inc. 774,671 24,937
* Cambrex Corp. 409,858 24,489
* Horizon Pharma plc 2,045,481 24,280
* Pacira Pharmaceuticals Inc. 508,190 24,241
* Merit Medical Systems Inc. 622,573 23,751
* Premier Inc. Class A 657,910 23,685
* AMN Healthcare Services Inc. 605,818 23,657
* Avexis Inc. 287,659 23,634
* Aerie Pharmaceuticals Inc. 448,738 23,581
* FibroGen Inc. 728,572 23,533
* Halyard Health Inc. 597,746 23,479
^,* Myriad Genetics Inc. 867,943 22,428
* Amedisys Inc. 353,978 22,233
* Blueprint Medicines Corp. 437,847 22,186
* Magellan Health Inc. 299,151 21,808
* Nevro Corp. 290,559 21,626
* Sarepta Therapeutics Inc. 640,966 21,607
* Radius Health Inc. 472,696 21,380
* Spectranetics Corp. 552,998 21,235
^,* Halozyme Therapeutics Inc. 1,648,947 21,139
* Select Medical Holdings Corp. 1,355,949 20,814
* Omnicell Inc. 465,804 20,076
* HMS Holdings Corp. 1,076,893 19,923
^,* Tenet Healthcare Corp. 1,018,696 19,702
* Inogen Inc. 203,900 19,456
^,* Theravance Biopharma Inc. 487,966 19,441
* Repligen Corp. 466,427 19,329
^,* MiMedx Group Inc. 1,284,652 19,231
* NxStage Medical Inc. 762,991 19,128
* Loxo Oncology Inc. 236,657 18,978
^,* Intrexon Corp. 777,546 18,731
^,* Amicus Therapeutics Inc. 1,806,697 18,193
* Array BioPharma Inc. 2,153,750 18,027
* Tivity Health Inc. 421,590 16,800
* Spark Therapeutics Inc. 280,116 16,734
  CONMED Corp. 322,071 16,406

 

22


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Teladoc Inc. 467,598 16,226
* Varex Imaging Corp. 478,589 16,176
* Natus Medical Inc. 420,599 15,688
  Abaxis Inc. 290,560 15,405
* Integer Holdings Corp. 353,049 15,269
* Impax Laboratories Inc. 943,323 15,187
* Emergent BioSolutions Inc. 439,607 14,907
* Community Health Systems Inc. 1,454,179 14,484
* Momenta Pharmaceuticals Inc. 843,184 14,250
* Evolent Health Inc. Class A 548,651 13,908
* Insmed Inc. 794,670 13,637
* Cardiovascular Systems Inc. 422,670 13,623
  Ensign Group Inc. 622,481 13,551
* LHC Group Inc. 194,371 13,196
* Innoviva Inc. 996,890 12,760
^,* Synergy Pharmaceuticals Inc. 2,840,393 12,640
  Kindred Healthcare Inc. 1,083,793 12,626
* OraSure Technologies Inc. 723,807 12,493
* Corcept Therapeutics Inc. 1,050,784 12,399
* Acceleron Pharma Inc. 406,455 12,352
* BioTelemetry Inc. 360,761 12,067
  Atrion Corp. 18,667 12,008
  Analogic Corp. 163,253 11,860
* Acorda Therapeutics Inc. 588,818 11,600
^,* Immunomedics Inc. 1,282,849 11,328
* Cotiviti Holdings Inc. 302,879 11,249
* Dermira Inc. 384,089 11,192
* Global Blood Therapeutics Inc. 407,038 11,132
^,* Inovalon Holdings Inc. Class A 844,603 11,107
^,* TherapeuticsMD Inc. 2,101,924 11,077
* Five Prime Therapeutics Inc. 366,470 11,034
* K2M Group Holdings Inc. 449,954 10,961
* Orthofix International NV 232,447 10,804
* PharMerica Corp. 405,952 10,656
  Luminex Corp. 502,548 10,614
* Quality Systems Inc. 602,715 10,373
^,* Omeros Corp. 516,776 10,286
* Quidel Corp. 375,976 10,204
* Xencor Inc. 473,773 10,001
^,* ZIOPHARM Oncology Inc. 1,598,374 9,942
^,* Keryx Biopharmaceuticals Inc. 1,365,652 9,874
  US Physical Therapy Inc. 163,000 9,845
* Almost Family Inc. 159,038 9,805
^,* Lexicon Pharmaceuticals Inc. 588,720 9,684
^,* Esperion Therapeutics Inc. 209,201 9,682
* AtriCure Inc. 397,561 9,641
* Vanda Pharmaceuticals Inc. 588,446 9,592
* Anika Therapeutics Inc. 192,008 9,474
  Phibro Animal Health Corp. Class A 248,592 9,210
* Intersect ENT Inc. 325,890 9,109
  Meridian Bioscience Inc. 569,312 8,967
* HealthStream Inc. 334,841 8,813
* Vocera Communications Inc. 333,171 8,802
* Retrophin Inc. 453,032 8,784
^,* Accelerate Diagnostics Inc. 316,876 8,667
* Depomed Inc. 796,008 8,549
  National HealthCare Corp. 121,664 8,533
^,* Achaogen Inc. 387,338 8,417
* Genomic Health Inc. 256,512 8,349
* Diplomat Pharmacy Inc. 562,782 8,329
* Sangamo Therapeutics Inc. 945,063 8,317
* Heska Corp. 80,977 8,265
* Amphastar Pharmaceuticals Inc. 461,195 8,237
^,* ImmunoGen Inc. 1,152,373 8,193

 

23


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* PTC Therapeutics Inc. 442,990 8,120
* Eagle Pharmaceuticals Inc. 102,572 8,092
* AMAG Pharmaceuticals Inc. 437,501 8,050
* Providence Service Corp. 158,374 8,015
^,* Heron Therapeutics Inc. 570,342 7,899
* Epizyme Inc. 515,230 7,780
* SciClone Pharmaceuticals Inc. 698,876 7,688
^,* Lannett Co. Inc. 374,440 7,639
* GenMark Diagnostics Inc. 639,254 7,562
* CryoLife Inc. 375,824 7,498
* AngioDynamics Inc. 456,279 7,396
^,* Revance Therapeutics Inc. 273,231 7,213
* Achillion Pharmaceuticals Inc. 1,550,125 7,115
* MacroGenics Inc. 404,495 7,083
^,* Inovio Pharmaceuticals Inc. 898,139 7,041
* Cytokinetics Inc. 579,431 7,011
* Spectrum Pharmaceuticals Inc. 923,956 6,883
^,* Foundation Medicine Inc. 172,636 6,862
* Arena Pharmaceuticals Inc. 395,887 6,679
* Otonomy Inc. 352,635 6,647
* Enanta Pharmaceuticals Inc. 183,125 6,589
  Landauer Inc. 125,877 6,583
* REGENXBIO Inc. 327,566 6,469
^,* Alder Biopharmaceuticals Inc. 563,766 6,455
* Coherus Biosciences Inc. 444,965 6,385
^,* La Jolla Pharmaceutical Co. 212,889 6,338
* Akebia Therapeutics Inc. 437,620 6,289
* Progenics Pharmaceuticals Inc. 921,223 6,255
^,* TG Therapeutics Inc. 617,326 6,204
* Paratek Pharmaceuticals Inc. 257,164 6,198
* Aimmune Therapeutics Inc. 301,267 6,194
^,* Flexion Therapeutics Inc. 306,184 6,191
* Enzo Biochem Inc. 557,121 6,151
* Albany Molecular Research Inc. 281,465 6,108
* AxoGen Inc. 362,730 6,076
* Glaukos Corp. 144,862 6,007
^,* Antares Pharma Inc. 1,846,619 5,946
^,* Geron Corp. 2,142,085 5,934
  Aceto Corp. 380,301 5,876
* NeoGenomics Inc. 655,378 5,872
^,* Dynavax Technologies Corp. 595,648 5,748
* BioCryst Pharmaceuticals Inc. 1,023,559 5,691
* Lantheus Holdings Inc. 317,920 5,611
* Cross Country Healthcare Inc. 430,292 5,555
* Surgery Partners Inc. 240,308 5,467
* Intra-Cellular Therapies Inc. Class A 438,567 5,447
  Invacare Corp. 411,618 5,433
* Capital Senior Living Corp. 355,267 5,404
* Ignyta Inc. 521,489 5,397
* Versartis Inc. 309,295 5,397
^,* Teligent Inc. 586,057 5,362
* PDL BioPharma Inc. 2,152,495 5,317
* Surmodics Inc. 187,600 5,281
* Triple-S Management Corp. Class B 311,145 5,261
^,* Cara Therapeutics Inc. 341,845 5,261
* Accuray Inc. 1,097,507 5,213
^,* Endologix Inc. 1,059,426 5,149
  LeMaitre Vascular Inc. 163,016 5,089
^,* Rockwell Medical Inc. 630,858 5,003
^,* Editas Medicine Inc. 293,621 4,927
* Calithera Biosciences Inc. 329,678 4,896
* Iovance Biotherapeutics Inc. 665,943 4,895
* CorVel Corp. 102,030 4,841
* ANI Pharmaceuticals Inc. 103,218 4,831

 

24


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Audentes Therapeutics Inc. 244,175 4,671
* Cutera Inc. 178,652 4,627
* CytomX Therapeutics Inc. 298,449 4,626
* Aclaris Therapeutics Inc. 170,479 4,623
^ Computer Programs & Systems Inc. 140,949 4,623
^,* Zogenix Inc. 318,022 4,611
^,* Aduro Biotech Inc. 403,848 4,604
^,* BioTime Inc. 1,448,554 4,563
* RTI Surgical Inc. 769,011 4,499
* Exactech Inc. 144,775 4,314
* Rigel Pharmaceuticals Inc. 1,576,644 4,304
^,* BioScrip Inc. 1,533,096 4,162
* Karyopharm Therapeutics Inc. 455,146 4,119
^,* Novavax Inc. 3,544,435 4,076
^,* Insys Therapeutics Inc. 320,237 4,051
* iRhythm Technologies Inc. 95,327 4,050
* STAAR Surgical Co. 369,430 3,990
* Pacific Biosciences of California Inc. 1,104,314 3,931
* Agenus Inc. 997,713 3,901
^,* Invitae Corp. 402,826 3,851
^,* Aquinox Pharmaceuticals Inc. 271,383 3,818
* Assembly Biosciences Inc. 180,795 3,733
^,* Atara Biotherapeutics Inc. 264,999 3,710
* Civitas Solutions Inc. 208,378 3,647
* Addus HomeCare Corp. 97,864 3,641
^,* Adamas Pharmaceuticals Inc. 206,761 3,616
* RadNet Inc. 463,173 3,590
^,* Bellicum Pharmaceuticals Inc. 306,686 3,582
* Natera Inc. 328,689 3,570
* Tetraphase Pharmaceuticals Inc. 499,997 3,565
* GlycoMimetics Inc. 319,332 3,564
* NanoString Technologies Inc. 211,517 3,498
^,* Cerus Corp. 1,377,742 3,458
* Sucampo Pharmaceuticals Inc. Class A 328,238 3,446
^,* Celldex Therapeutics Inc. 1,344,689 3,321
^,* Collegium Pharmaceutical Inc. 262,915 3,289
^,* Organovo Holdings Inc. 1,236,956 3,253
* Chimerix Inc. 586,863 3,198
^,* Seres Therapeutics Inc. 279,416 3,157
* Aratana Therapeutics Inc. 426,659 3,085
^,* Reata Pharmaceuticals Inc. Class A 96,302 3,047
* R1 RCM Inc. 806,086 3,023
* Curis Inc. 1,588,633 3,003
* Medpace Holdings Inc. 103,108 2,990
^,* Advaxis Inc. 458,373 2,975
* Cempra Inc. 641,205 2,950
* Edge Therapeutics Inc. 282,108 2,894
* BioSpecifics Technologies Corp. 57,123 2,828
^,* American Renal Associates Holdings Inc. 152,277 2,825
* MyoKardia Inc. 210,848 2,762
* WaVe Life Sciences Ltd. 148,373 2,760
^,* Idera Pharmaceuticals Inc. 1,603,118 2,757
* Durect Corp. 1,764,447 2,753
* ChemoCentryx Inc. 291,070 2,724
* Cascadian Therapeutics Inc. 730,797 2,715
* Concert Pharmaceuticals Inc. 194,300 2,710
^,* Ocular Therapeutix Inc. 280,429 2,600
^,* Anavex Life Sciences Corp. 483,506 2,572
^,* NantKwest Inc. 338,774 2,571
* Stemline Therapeutics Inc. 279,102 2,568
^,* ViewRay Inc. 396,179 2,563
* FONAR Corp. 91,654 2,543
* Entellus Medical Inc. 152,780 2,530
^,* Pulse Biosciences Inc. 71,241 2,460

 

25


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Syndax Pharmaceuticals Inc. 174,971 2,444
* Castlight Health Inc. Class B 587,545 2,438
  National Research Corp. Class A 90,022 2,422
* Biohaven Pharmaceutical Holding Co. Ltd. 95,631 2,391
^,* Corbus Pharmaceuticals Holdings Inc. 375,877 2,368
  Utah Medical Products Inc. 32,646 2,364
^,* Zynerba Pharmaceuticals Inc. 136,785 2,321
^,* Catalyst Pharmaceuticals Inc. 812,303 2,242
* ConforMIS Inc. 501,205 2,150
^,* MediciNova Inc. 405,665 2,134
* Veracyte Inc. 253,683 2,113
^,* Athersys Inc. 1,385,391 2,092
* Minerva Neurosciences Inc. 236,070 2,089
* NewLink Genetics Corp. 281,288 2,067
* Cymabay Therapeutics Inc. 353,962 2,039
* AVEO Pharmaceuticals Inc. 916,475 2,035
^,* BioDelivery Sciences International Inc. 724,172 2,028
^,* Conatus Pharmaceuticals Inc. 350,127 2,017
^,* Abeona Therapeutics Inc. 310,963 1,990
  Psychemedics Corp. 78,603 1,961
* Sientra Inc. 200,988 1,954
  Merrimack Pharmaceuticals Inc. 1,574,682 1,953
^,* Sorrento Therapeutics Inc. 960,156 1,920
* Corium International Inc. 249,501 1,861
* Peregrine Pharmaceuticals Inc. 2,973,857 1,808
^,* Fortress Biotech Inc. 373,802 1,776
* Tactile Systems Technology Inc. 61,784 1,766
* Immune Design Corp. 180,503 1,760
^,* Arrowhead Pharmaceuticals Inc. 1,045,729 1,694
* SeaSpine Holdings Corp. 145,776 1,679
* Ra Pharmaceuticals Inc. 88,875 1,666
* Nuvectra Corp. 120,962 1,606
* Fluidigm Corp. 396,858 1,603
* Clearside Biomedical Inc. 173,996 1,585
^,* Corindus Vascular Robotics Inc. 851,910 1,585
* Recro Pharma Inc. 220,869 1,553
* Kindred Biosciences Inc. 180,249 1,550
* Quorum Health Corp. 373,165 1,549
* Syros Pharmaceuticals Inc. 95,466 1,536
^,* Genocea Biosciences Inc. 291,548 1,522
  Digirad Corp. 363,958 1,474
* Harvard Bioscience Inc. 576,844 1,471
* Alliance HealthCare Services Inc. 105,556 1,404
^,* Adamis Pharmaceuticals Corp. 269,829 1,403
^,* Neos Therapeutics Inc. 189,440 1,383
* Corvus Pharmaceuticals Inc. 113,808 1,377
* Selecta Biosciences Inc. 68,466 1,360
^,* Matinas BioPharma Holdings Inc. 797,345 1,348
^,* Vericel Corp. 408,035 1,347
* Intellia Therapeutics Inc. 83,558 1,337
* Trevena Inc. 569,361 1,310
* IRIDEX Corp. 132,194 1,307
* MEI Pharma Inc. 546,094 1,305
^,* VIVUS Inc. 1,058,631 1,292
* Invuity Inc. 173,528 1,258
^,* Tocagen Inc. 103,400 1,244
  Simulations Plus Inc. 100,110 1,236
* Ardelyx Inc. 233,339 1,190
^,* XBiotech Inc. 250,010 1,175
* Protagonist Therapeutics Inc. 102,970 1,165
* Jounce Therapeutics Inc. 82,957 1,164
^,* CytoSorbents Corp. 269,196 1,158
* AnaptysBio Inc. 48,157 1,152
* Ophthotech Corp. 441,221 1,130

 

26


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Zafgen Inc. 318,925 1,119
^,* InVivo Therapeutics Holdings Corp. 407,298 1,100
* ChromaDex Corp. 286,800 1,096
^,* Mirati Therapeutics Inc. 293,851 1,073
^,* CytRx Corp. 1,641,367 1,029
* Infinity Pharmaceuticals Inc. 655,158 1,029
^,* Cidara Therapeutics Inc. 133,145 999
* Verastem Inc. 456,924 996
* Vital Therapies Inc. 341,948 992
^,* BrainStorm Cell Therapeutics Inc. 238,370 992
^,* Asterias Biotherapeutics Inc. 275,870 979
* Pfenex Inc. 241,554 969
^,* Navidea Biopharmaceuticals Inc. 1,886,080 962
^,* CTI BioPharma Corp. 287,577 952
^,* AcelRx Pharmaceuticals Inc. 439,943 946
* OncoMed Pharmaceuticals Inc. 283,430 944
* Viveve Medical Inc. 129,354 929
* Endocyte Inc. 615,889 924
^,* Fate Therapeutics Inc. 283,843 920
^,* Galectin Therapeutics Inc. 367,170 903
^,* Rexahn Pharmaceuticals Inc. 313,055 895
* Tabula Rasa HealthCare Inc. 58,284 877
^,* TransEnterix Inc. 1,208,287 858
* Proteostasis Therapeutics Inc. 182,517 854
^,* Actinium Pharmaceuticals Inc. 696,636 850
^,* Agile Therapeutics Inc. 224,558 842
* OvaScience Inc. 534,845 834
* Kura Oncology Inc. 88,297 821
^,* T2 Biosystems Inc. 252,352 810
* pSivida Corp. 462,125 790
* Applied Genetic Technologies Corp. 153,684 784
^,* Palatin Technologies Inc. 1,806,704 777
^,* Cancer Genetics Inc. 195,543 772
^,* Senseonics Holdings Inc. 427,246 769
^,* Cellular Biomedicine Group Inc. 85,451 748
* Juniper Pharmaceuticals Inc. 146,276 739
^,* MannKind Corp. 513,317 724
^,* Axsome Therapeutics Inc. 126,538 696
^,* VolitionRX Ltd. 195,994 694
^,* Synthetic Biologics Inc. 1,226,752 694
* aTyr Pharma Inc. 199,037 687
^,* Obalon Therapeutics Inc. 69,002 684
* Voyager Therapeutics Inc. 76,209 683
* Bovie Medical Corp. 274,480 678
^,* Alimera Sciences Inc. 487,165 677
^,* Neuralstem Inc. 116,245 673
^,* iRadimed Corp. 76,545 658
* Icad Inc. 154,617 648
* Dicerna Pharmaceuticals Inc. 201,078 637
^,* Lipocine Inc. 156,781 630
* Adverum Biotechnologies Inc. 250,858 627
^,* Zosano Pharma Corp. 439,072 619
* AAC Holdings Inc. 89,144 618
* Albireo Pharma Inc. 28,739 592
* ContraFect Corp. 407,300 591
* Cumberland Pharmaceuticals Inc. 83,070 587
^,* NanoViricides Inc. 434,769 587
* CryoPort Inc. 114,566 564
^,* SCYNEXIS Inc. 311,844 558
* Sharps Compliance Corp. 123,176 521
* vTv Therapeutics Inc. Class A 101,783 506
* Flex Pharma Inc. 130,680 503
^,* Regulus Therapeutics Inc. 503,816 497
* Madrigal Pharmaceuticals Inc. 29,913 486

 

27


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^ Pernix Therapeutics Holdings Inc. 120,870 486
^,* ContraVir Pharmaceuticals Inc. 831,261 482
* Sunesis Pharmaceuticals Inc. 177,016 478
^,* Titan Pharmaceuticals Inc. 247,753 471
* Aptevo Therapeutics Inc. 226,875 470
* Biolase Inc. 468,753 455
* ArQule Inc. 349,469 433
^,* Dimension Therapeutics Inc. 296,385 430
^,* Second Sight Medical Products Inc. 337,963 426
^,* Imprimis Pharmaceuticals Inc. 132,405 424
^,* Ekso Bionics Holdings Inc. 179,018 415
^,* Egalet Corp. 174,644 414
^,* IsoRay Inc. 650,506 407
* G1 Therapeutics Inc. 23,100 403
* Electromed Inc. 71,985 398
* Evoke Pharma Inc. 155,182 397
* Sonoma Pharmaceuticals Inc. 58,210 385
* Fibrocell Science Inc. 95,867 384
^,* Kadmon Holdings Inc. 98,152 382
* Nivalis Therapeutics Inc. 144,666 349
^,* Immune Pharmaceuticals Inc. 110,702 344
^,* Eiger BioPharmaceuticals Inc. 43,531 344
* Chembio Diagnostics Inc. 55,638 337
* Cytori Therapeutics Inc. 300,331 330
^,* Biocept Inc. 239,275 328
* Threshold Pharmaceuticals Inc. 831,434 327
^,* Trovagene Inc. 257,402 324
* Mersana Therapeutics Inc. 23,125 323
^,* BioPharmX Corp. 670,954 321
^,* Tonix Pharmaceuticals Holding Corp. 74,121 321
* Misonix Inc. 32,465 313
* Aevi Genomic Medicine Inc. 233,803 311
* Spring Bank Pharmaceuticals Inc. 22,654 307
^,* Ampio Pharmaceuticals Inc. 586,009 305
^ Pain Therapeutics Inc. 72,357 298
* Ovid therapeutics Inc. 27,750 291
* Altimmune Inc. 90,952 291
^,* iBio Inc. 749,163 289
^,* Ohr Pharmaceutical Inc. 439,700 281
* Five Star Senior Living Inc. 185,963 279
* Tandem Diabetes Care Inc. 347,462 278
* Caladrius Biosciences Inc. 59,539 277
^,* Savara Inc. 46,565 274
^,* Novan Inc. 67,211 271
* KemPharm Inc. 67,426 270
^,* Bio-Path Holdings Inc. 684,076 266
  MGC Diagnostics Corp. 30,659 260
* Genesis Healthcare Inc. 147,046 256
^,* Delcath Systems Inc. 1,285,563 253
^,* GTx Inc. 47,457 251
^,* EnteroMedics Inc. 49,698 248
^,* Galena Biopharma Inc. 427,396 248
* Athenex Inc. 15,426 247
^,* Tenax Therapeutics Inc. 325,595 241
^,* Cellectar Biosciences Inc. 147,078 240
^,* Pulmatrix Inc. 99,318 239
^,* OncoSec Medical Inc. 197,690 235
^,* CorMedix Inc. 543,684 233
^,* Eleven Biotherapeutics Inc. 145,556 229
^,* CEL-SCI Corp. 97,959 218
  Catalyst Biosciences Inc. 43,591 203
^,* Anthera Pharmaceuticals Inc. 121,960 198
^,* Alphatec Holdings Inc. 102,092 192
^,* Cesca Therapeutics Inc. 60,837 192

 

28


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Heat Biologics Inc. 310,269 189
* Bioanalytical Systems Inc. 111,396 188
* Tracon Pharmaceuticals Inc. 74,744 179
^,* Onconova Therapeutics Inc. 82,487 178
* Aldeyra Therapeutics Inc. 37,850 178
* Vical Inc. 63,485 172
^,* Biostage Inc. 415,472 171
^,* Moleculin Biotech Inc. 91,461 171
^,* Viking Therapeutics Inc. 149,989 162
* Bioptix Inc. 39,392 161
* Gemphire Therapeutics Inc. 12,454 161
^,* HTG Molecular Diagnostics Inc. 60,091 160
^,* Champions Oncology Inc. 60,632 157
^,* Oncocyte Corp. 30,109 157
* Aviragen Therapeutics Inc. 222,449 149
^,* Amedica Corp. 392,809 149
^,* Skyline Medical Inc. 99,825 147
^,* Apricus Biosciences Inc. 128,058 145
^,* CombiMatrix Corp. 27,245 144
^,* Argos Therapeutics Inc. 396,341 144
* Histogenics Corp. 78,141 141
^,* KalVista Pharmaceuticals Inc. 18,720 135
^,* XOMA Corp. 19,001 133
* Repros Therapeutics Inc. 288,617 133
^,* Bellerophon Therapeutics Inc. 99,062 133
^,* Avinger Inc. 289,948 130
^,* Proteon Therapeutics Inc. 81,784 127
* AdCare Health Systems Inc. 126,822 122
* Aeglea BioTherapeutics Inc. 31,691 122
^,* Cyclacel Pharmaceuticals Inc. 32,007 121
^,* Hemispherx Biopharma Inc. 242,563 121
* Dova Pharmaceuticals Inc. 5,408 121
* OncoGenex Pharmaceuticals Inc. 330,518 119
* Vermillion Inc. 63,693 117
* Retractable Technologies Inc. 90,837 116
^,* Microbot Medical Inc. 81,131 115
^,* BioLife Solutions Inc. 46,312 111
^,* AquaBounty Technologies Inc. 13,363 107
* Mirna Therapeutics Inc. 59,953 101
^,* EyeGate Pharmaceuticals Inc. 73,949 101
* CAS Medical Systems Inc. 86,382 99
* SunLink Health Systems Inc. 59,252 98
^,* NovaBay Pharmaceuticals Inc. 25,142 97
^,* Celsion Corp. 46,397 95
* Aradigm Corp. 70,143 95
^,* ADMA Biologics Inc. 24,289 93
^,* Akers Biosciences Inc. 68,425 89
^,* TearLab Corp. Class A 49,452 83
* CASI Pharmaceuticals Inc. 78,907 83
* Chiasma Inc. 56,903 82
^,* Wright Medical Group Inc. CVR 52,493 80
^,* Medical Transcription Billing Corp. 55,080 78
^,* PhaseRx Inc. 74,704 71
^,* OpGen Inc. 109,363 70
* Fulgent Genetics Inc. 10,935 70
^,* Soligenix Inc. 33,016 69
^,* Jaguar Animal Health Inc. 126,068 67
^,* Aethlon Medical Inc. 31,051 66
^,* Ritter Pharmaceuticals Inc. 118,329 66
^,* Novus Therapeutics Inc. 11,188 65
  Kewaunee Scientific Corp. 2,595 65
^,* Neothetics Inc. 118,254 64
* InfuSystem Holdings Inc. 35,033 63
* Miragen Therapeutics Inc. 4,704 61

 

29


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Marinus Pharmaceuticals Inc. 43,157 59
^,* Interpace Diagnostics Group Inc. 65,011 58
  National Research Corp. Class B 1,200 57
^,* Ocera Therapeutics Inc. 48,417 56
* Roka Bioscience Inc. 20,286 54
^,* ImmunoCellular Therapeutics Ltd. 61,518 54
  Daxor Corp. 8,705 53
^,* Opexa Therapeutics Inc. 78,388 51
* Connecture Inc. 73,409 45
^,* Dextera Surgical Inc. 150,852 45
* Strata Skin Sciences Inc. 18,012 44
^,* Alliqua BioMedical Inc. 111,906 41
* Cogentix Medical Inc. 23,783 41
* ProPhase Labs Inc. 19,457 41
^,* Cerulean Pharma Inc. 91,065 40
^,* Atossa Genetics Inc. Class A 75,892 39
^,* Xtant Medical Holdings Inc. 58,150 39
^,* PhotoMedex Inc. 31,616 37
^,* CHF Solutions Inc. 34,619 36
* Presbia plc 15,595 36
* Oragenics Inc. 94,204 35
* Aileron Therapeutics Inc. 3,124 35
* ARCA biopharma Inc. 14,067 34
^,* Cerecor Inc. 52,361 30
* Soleno Therapeutics Inc. 58,014 30
* Pro-Dex Inc. 4,785 29
^,* Orexigen Therapeutics Inc. 9,351 27
^,* DarioHealth Corp. 10,999 24
^,* Medovex Corp. 26,905 24
^,* Capricor Therapeutics Inc. 27,897 23
* American Shared Hospital Services 5,676 22
* Ligand Pharmaceuticals Glucagon Inc. Rights 395,811 22
* Catabasis Pharmaceuticals Inc. 10,800 15
^,* Asterias Biotherapeutics Inc. Warrants Exp. 09/29/2017 28,992 14
^,* TapImmune Inc. 3,006 12
  Allied Healthcare Products Inc. 3,960 11
^,* RXi Pharmaceuticals Corp. 17,974 11
  Diversicare Healthcare Services Inc. 953 9
^,* Apollo Endosurgery Inc. 1,022 8
^,* MabVax Therapeutics Holdings Inc. 5,553 8
* AmpliPhi Biosciences Corp. 7,829 6
^,* InspireMD Inc. 9,106 6
* CareDx Inc. 4,683 5
* VistaGen Therapeutics Inc. 2,472 5
* Micron Solutions Inc. 1,175 5
^,* Oncobiologics Inc. 3,992 4
* Ligand Pharmaceuticals Beta Inc. Rights 395,811 4
* Joint Corp. 900 3
* Ligand Pharmaceuticals General Inc. Rights 395,811 2
* Ligand Pharmaceuticals Roche Inc. Rights 395,811 2
* Inotek Pharmaceuticals Corp. 100
      6,599,927
Industrials (13.2%)    
  IDEX Corp. 965,051 109,060
  Huntington Ingalls Industries Inc. 581,351 108,224
  AO Smith Corp. 1,855,495 104,520
  Wabtec Corp. 1,088,172 99,568
* JetBlue Airways Corp. 4,202,710 95,948
  Owens Corning 1,410,377 94,382
  ManpowerGroup Inc. 842,263 94,039
* Sensata Technologies Holding NV 2,161,983 92,360
  Toro Co. 1,323,898 91,733
* Middleby Corp. 727,476 88,396
  Lennox International Inc. 475,907 87,396

 

30


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Spirit AeroSystems Holdings Inc. Class A 1,508,126 87,381
  Old Dominion Freight Line Inc. 867,499 82,621
  Nordson Corp. 677,182 82,156
* Copart Inc. 2,574,579 81,846
* WABCO Holdings Inc. 638,438 81,407
  Carlisle Cos. Inc. 816,956 77,938
* HD Supply Holdings Inc. 2,538,564 77,756
  Graco Inc. 699,642 76,457
  Donaldson Co. Inc. 1,678,680 76,447
  Macquarie Infrastructure Corp. 953,534 74,757
  Hubbell Inc. Class B 649,082 73,457
  KAR Auction Services Inc. 1,736,863 72,896
  Orbital ATK Inc. 731,698 71,970
  Lincoln Electric Holdings Inc. 777,939 71,640
  Allison Transmission Holdings Inc. 1,909,135 71,612
* TransUnion 1,560,506 67,585
* XPO Logistics Inc. 1,025,711 66,292
  Oshkosh Corp. 935,116 64,411
* AECOM 1,962,313 63,442
  BWX Technologies Inc. 1,254,931 61,178
  Watsco Inc. 380,097 58,611
  Hexcel Corp. 1,108,094 58,496
* Teledyne Technologies Inc. 445,549 56,874
  AGCO Corp. 837,912 56,467
  Trinity Industries Inc. 1,919,188 53,795
* Genesee & Wyoming Inc. Class A 772,818 52,853
  Curtiss-Wright Corp. 562,476 51,624
  Crane Co. 639,138 50,735
  Dun & Bradstreet Corp. 463,729 50,152
  Rollins Inc. 1,220,756 49,697
  EMCOR Group Inc. 757,781 49,544
* Colfax Corp. 1,242,316 48,910
  MSC Industrial Direct Co. Inc. Class A 567,722 48,801
  Ryder System Inc. 670,922 48,293
  Woodward Inc. 701,210 47,388
  Regal Beloit Corp. 568,352 46,349
  Terex Corp. 1,226,029 45,976
* Spirit Airlines Inc. 882,440 45,578
* Kirby Corp. 680,337 45,481
  Air Lease Corp. Class A 1,206,916 45,090
  Landstar System Inc. 525,645 44,995
  ITT Inc. 1,111,673 44,667
  Healthcare Services Group Inc. 930,845 43,591
  Valmont Industries Inc. 286,645 42,882
  Deluxe Corp. 606,337 41,971
  Timken Co. 876,145 40,522
  EnerSys 548,626 39,748
  John Bean Technologies Corp. 400,622 39,261
  Brink's Co. 570,485 38,222
* Univar Inc. 1,290,831 37,692
  Kennametal Inc. 1,007,016 37,683
* MasTec Inc. 833,336 37,625
* Beacon Roofing Supply Inc. 761,554 37,316
  Barnes Group Inc. 636,450 37,251
* Clean Harbors Inc. 659,932 36,844
* Esterline Technologies Corp. 377,583 35,795
  Pitney Bowes Inc. 2,358,004 35,606
* Dycom Industries Inc. 394,803 35,343
  HEICO Corp. Class A 560,417 34,774
* WageWorks Inc. 499,033 33,535
* Welbilt Inc. 1,767,221 33,312
* On Assignment Inc. 614,401 33,270
  Tetra Tech Inc. 726,123 33,220
* USG Corp. 1,141,987 33,140

 

31


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* KLX Inc. 661,226 33,061
  MSA Safety Inc. 395,330 32,089
* Hawaiian Holdings Inc. 682,034 32,021
  GATX Corp. 497,466 31,972
  Knight Transportation Inc. 838,750 31,076
* RBC Bearings Inc. 304,287 30,964
* WESCO International Inc. 525,912 30,135
* Rexnord Corp. 1,296,024 30,133
* Moog Inc. Class A 410,974 29,475
  ABM Industries Inc. 709,494 29,458
  Hillenbrand Inc. 812,534 29,332
  Applied Industrial Technologies Inc. 496,625 29,326
* Avis Budget Group Inc. 1,066,891 29,094
* Generac Holdings Inc. 801,810 28,969
* Masonite International Corp. 382,598 28,886
  UniFirst Corp. 199,841 28,118
* Swift Transportation Co. 1,051,464 27,864
  KBR Inc. 1,800,149 27,398
* Armstrong World Industries Inc. 589,434 27,114
* DigitalGlobe Inc. 790,508 26,324
* Advisory Board Co. 510,703 26,301
* Mercury Systems Inc. 606,053 25,509
  Matthews International Corp. Class A 416,039 25,482
* Trex Co. Inc. 372,524 25,205
  AMERCO 68,723 25,157
^ Chicago Bridge & Iron Co. NV 1,270,073 25,059
  Korn/Ferry International 721,757 24,922
  HEICO Corp. 345,178 24,798
  Granite Construction Inc. 497,577 24,003
  Mueller Water Products Inc. Class A 2,051,532 23,962
  Herman Miller Inc. 768,738 23,370
  SkyWest Inc. 659,768 23,158
  Allegiant Travel Co. Class A 168,489 22,847
  Universal Forest Products Inc. 258,636 22,581
  Simpson Manufacturing Co. Inc. 516,102 22,559
  Mueller Industries Inc. 739,767 22,526
  HNI Corp. 561,926 22,404
^ Covanta Holding Corp. 1,669,535 22,038
* NOW Inc. 1,356,391 21,811
  Watts Water Technologies Inc. Class A 344,538 21,775
* Navistar International Corp. 818,755 21,476
* SiteOne Landscape Supply Inc. 406,496 21,162
  Forward Air Corp. 393,072 20,943
* Proto Labs Inc. 310,624 20,889
  Brady Corp. Class A 608,634 20,633
  Apogee Enterprises Inc. 362,894 20,627
  Franklin Electric Co. Inc. 496,530 20,556
* SPX FLOW Inc. 542,943 20,024
  ESCO Technologies Inc. 334,743 19,967
  Albany International Corp. 373,107 19,924
* Aerojet Rocketdyne Holdings Inc. 956,149 19,888
* MRC Global Inc. 1,198,505 19,799
  Triumph Group Inc. 625,296 19,759
  EnPro Industries Inc. 274,273 19,575
  Exponent Inc. 332,623 19,392
  AAON Inc. 505,177 18,616
  AZZ Inc. 332,621 18,560
* Builders FirstSource Inc. 1,209,259 18,526
* FTI Consulting Inc. 529,909 18,526
  Actuant Corp. Class A 751,225 18,480
* Meritor Inc. 1,107,264 18,392
  Comfort Systems USA Inc. 480,374 17,822
  Kaman Corp. 344,569 17,184
  Mobile Mini Inc. 569,725 17,006

 

32


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* American Woodmark Corp. 177,590 16,969
  Tennant Co. 229,200 16,915
  Insperity Inc. 236,919 16,821
^,* Axon Enterprise Inc. 668,476 16,805
  Wabash National Corp. 760,309 16,712
* Atlas Air Worldwide Holdings Inc. 319,535 16,664
  Werner Enterprises Inc. 567,707 16,662
  Greenbrier Cos. Inc. 358,234 16,568
* Saia Inc. 319,724 16,402
* BMC Stock Holdings Inc. 747,537 16,334
  Matson Inc. 543,624 16,330
* Hub Group Inc. Class A 424,108 16,265
* Harsco Corp. 1,005,104 16,182
* ACCO Brands Corp. 1,374,368 16,011
  Aircastle Ltd. 718,090 15,618
* JELD-WEN Holding Inc. 478,615 15,536
  Steelcase Inc. Class A 1,105,020 15,470
  Raven Industries Inc. 460,261 15,327
  Interface Inc. Class A 774,099 15,211
* Rush Enterprises Inc. Class A 405,888 15,091
* Air Transport Services Group Inc. 690,086 15,030
  Altra Industrial Motion Corp. 373,030 14,847
  Standex International Corp. 162,971 14,781
* Patrick Industries Inc. 201,921 14,710
* TriNet Group Inc. 447,882 14,664
  Cubic Corp. 315,499 14,608
* Gibraltar Industries Inc. 403,619 14,389
  AAR Corp. 409,741 14,243
  US Ecology Inc. 281,838 14,233
* Tutor Perini Corp. 494,508 14,217
* TrueBlue Inc. 535,874 14,201
  West Corp. 604,280 14,092
  Sun Hydraulics Corp. 328,678 14,025
  Multi-Color Corp. 171,248 13,974
  Triton International Ltd. 414,219 13,851
  Federal Signal Corp. 793,472 13,775
  Astec Industries Inc. 246,171 13,665
  Briggs & Stratton Corp. 565,207 13,621
* SPX Corp. 535,511 13,473
* Chart Industries Inc. 386,587 13,426
  Primoris Services Corp. 527,351 13,152
  Knoll Inc. 624,479 12,521
  Viad Corp. 263,640 12,457
  CIRCOR International Inc. 209,716 12,453
* Herc Holdings Inc. 311,318 12,241
  Lindsay Corp. 136,964 12,224
* TriMas Corp. 585,123 12,200
* Continental Building Products Inc. 521,711 12,156
* Huron Consulting Group Inc. 279,591 12,078
* Navigant Consulting Inc. 602,694 11,909
* Gardner Denver Holdings Inc. 546,222 11,804
* ICF International Inc. 246,421 11,606
  Encore Wire Corp. 270,109 11,534
  Heartland Express Inc. 551,861 11,490
* Lydall Inc. 220,259 11,387
  Alamo Group Inc. 124,553 11,311
  RR Donnelley & Sons Co. 884,537 11,092
* Advanced Disposal Services Inc. 481,870 10,953
  McGrath RentCorp 310,731 10,761
  Kadant Inc. 142,667 10,729
* Kratos Defense & Security Solutions Inc. 903,640 10,726
^,* Hertz Global Holdings Inc. 930,862 10,705
* CBIZ Inc. 713,394 10,701
* Manitowoc Co. Inc. 1,769,065 10,632

 

33


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Aerovironment Inc. 272,444 10,407
  General Cable Corp. 626,377 10,241
  Argan Inc. 170,062 10,204
* GMS Inc. 356,334 10,013
* Aegion Corp. Class A 445,041 9,737
* Milacron Holdings Corp. 540,785 9,512
  Douglas Dynamics Inc. 288,682 9,498
  NN Inc. 343,315 9,424
  Advanced Drainage Systems Inc. 468,214 9,411
  Quanex Building Products Corp. 442,014 9,349
  LSC Communications Inc. 426,408 9,125
  Kelly Services Inc. Class A 401,681 9,018
* RPX Corp. 645,975 9,011
* Team Inc. 378,057 8,865
  Griffon Corp. 400,141 8,783
  Hyster-Yale Materials Handling Inc. 123,718 8,691
  Quad/Graphics Inc. 378,573 8,677
  Marten Transport Ltd. 310,331 8,503
* Casella Waste Systems Inc. Class A 517,396 8,490
  Global Brass & Copper Holdings Inc. 276,971 8,461
* Thermon Group Holdings Inc. 435,312 8,345
  Schneider National Inc. Class B 372,759 8,339
* NCI Building Systems Inc. 494,674 8,261
* PGT Innovations Inc. 645,331 8,260
* Wesco Aircraft Holdings Inc. 760,327 8,250
  H&E Equipment Services Inc. 399,834 8,161
  Kimball International Inc. Class B 485,981 8,111
* CSW Industrials Inc. 207,061 8,003
^,* Plug Power Inc. 3,875,135 7,905
* Babcock & Wilcox Enterprises Inc. 630,031 7,409
  Titan International Inc. 614,858 7,384
  Insteel Industries Inc. 219,907 7,250
  Essendant Inc. 477,655 7,084
* Echo Global Logistics Inc. 354,409 7,053
  Columbus McKinnon Corp. 269,603 6,853
  Ennis Inc. 357,900 6,836
* Nexeo Solutions Inc. 813,806 6,755
* DXP Enterprises Inc. 195,162 6,733
* Astronics Corp. 215,163 6,556
* MYR Group Inc. 211,067 6,547
* Veritiv Corp. 144,877 6,519
* SP Plus Corp. 209,960 6,414
* Engility Holdings Inc. 225,715 6,410
  Kforce Inc. 321,752 6,306
* InnerWorkings Inc. 540,559 6,270
  ArcBest Corp. 301,807 6,217
* Armstrong Flooring Inc. 341,704 6,140
  Gorman-Rupp Co. 235,324 5,994
* Atkore International Group Inc. 262,648 5,923
  Resources Connection Inc. 424,642 5,818
^,* Sunrun Inc. 806,629 5,743
* GP Strategies Corp. 216,728 5,722
  National Presto Industries Inc. 51,571 5,699
* Ply Gem Holdings Inc. 301,834 5,418
  Heidrick & Struggles International Inc. 246,872 5,369
* KeyW Holding Corp. 571,868 5,347
  Barrett Business Services Inc. 91,481 5,241
* Mistras Group Inc. 230,892 5,073
  VSE Corp. 108,176 4,866
  CRA International Inc. 129,114 4,689
* CAI International Inc. 198,447 4,683
  REV Group Inc. 167,452 4,635
* YRC Worldwide Inc. 412,996 4,592
* Vectrus Inc. 139,953 4,523

 

34


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Park-Ohio Holdings Corp. 116,581 4,442
* NV5 Global Inc. 104,511 4,442
* Vicor Corp. 246,961 4,421
* Titan Machinery Inc. 242,711 4,364
* Ducommun Inc. 136,225 4,302
  Spartan Motors Inc. 444,499 3,934
* Hudson Technologies Inc. 458,629 3,875
  American Railcar Industries Inc. 100,178 3,837
  Powell Industries Inc. 118,820 3,801
^,* Energous Corp. 232,838 3,786
  Omega Flex Inc. 57,199 3,684
  Miller Industries Inc. 143,703 3,571
* Great Lakes Dredge & Dock Corp. 811,736 3,490
* Franklin Covey Co. 175,550 3,388
^,* Energy Recovery Inc. 405,099 3,358
* Sterling Construction Co. Inc. 253,582 3,314
  CECO Environmental Corp. 347,348 3,189
* TPI Composites Inc. 170,181 3,145
  LSI Industries Inc. 336,117 3,042
* Heritage-Crystal Clean Inc. 187,017 2,974
  FreightCar America Inc. 169,155 2,942
* Commercial Vehicle Group Inc. 346,675 2,929
  LB Foster Co. Class A 135,050 2,897
* HC2 Holdings Inc. 487,826 2,868
* Orion Group Holdings Inc. 376,410 2,812
* Roadrunner Transportation Systems Inc. 386,136 2,807
^,* Daseke Inc. 251,400 2,798
* Willdan Group Inc. 90,619 2,768
* Sparton Corp. 125,774 2,766
^,* Vivint Solar Inc. 470,628 2,753
* Hill International Inc. 525,618 2,733
* Acacia Research Corp. 664,432 2,724
* Covenant Transportation Group Inc. Class A 155,044 2,718
  Allied Motion Technologies Inc. 98,447 2,680
  Eastern Co. 87,419 2,627
^,* Cogint Inc. 502,756 2,539
  DMC Global Inc. 192,629 2,523
  Graham Corp. 127,706 2,511
* Layne Christensen Co. 282,323 2,482
  Hurco Cos. Inc. 70,580 2,453
* Radiant Logistics Inc. 439,709 2,366
  Supreme Industries Inc. Class A 143,609 2,362
* ARC Document Solutions Inc. 564,946 2,350
* Northwest Pipe Co. 144,381 2,348
* Foundation Building Materials Inc. 178,718 2,298
* Blue Bird Corp. 130,637 2,221
^,* Aqua Metals Inc. 176,482 2,215
* Neff Corp. Class A 114,098 2,168
* Astronics Corp. Class B 64,296 1,966
* Willis Lease Finance Corp. 73,192 1,956
* Ameresco Inc. Class A 251,053 1,933
* IES Holdings Inc. 105,261 1,910
* Gencor Industries Inc. 115,798 1,876
* Twin Disc Inc. 113,855 1,838
  BG Staffing Inc. 100,647 1,749
* Huttig Building Products Inc. 248,946 1,745
* Lawson Products Inc. 77,219 1,710
  Hardinge Inc. 129,607 1,610
* Goldfield Corp. 291,494 1,603
* Rush Enterprises Inc. Class B 42,702 1,555
* Pendrell Corp. 198,639 1,436
  Universal Logistics Holdings Inc. 92,627 1,389
* Manitex International Inc. 192,911 1,346
  Preformed Line Products Co. 27,933 1,297

 

35


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* CPI Aerostructures Inc. 133,191 1,252
  Houston Wire & Cable Co. 231,164 1,214
^,* ExOne Co. 104,693 1,199
* Tecogen Inc. 352,617 1,174
* Xerium Technologies Inc. 161,627 1,162
^ Celadon Group Inc. 354,294 1,116
* USA Truck Inc. 125,391 1,086
* NL Industries Inc. 147,400 1,039
^,* Arotech Corp. 288,345 1,024
* CDI Corp. 171,130 1,001
^,* Genco Shipping & Trading Ltd. 98,574 933
* Broadwind Energy Inc. 183,513 925
* American Superconductor Corp. 181,820 840
^,* FuelCell Energy Inc. 601,727 746
* Ultralife Corp. 100,419 723
^ EnviroStar Inc. 26,489 717
^,* Revolution Lighting Technologies Inc. 107,525 709
* Performant Financial Corp. 338,179 707
^,* Cenveo Inc. 107,588 655
* BlueLinx Holdings Inc. 56,749 619
^,* Enphase Energy Inc. 705,488 610
* Key Technology Inc. 40,719 560
  Ecology and Environment Inc. 42,341 536
* Innovative Solutions & Support Inc. 121,104 533
* Alpha Pro Tech Ltd. 166,676 492
^,* Sunworks Inc. 239,690 419
  LS Starrett Co. Class A 45,092 388
* Taylor Devices Inc. 27,595 369
* Perma-Pipe International Holdings Inc. 43,847 351
* Volt Information Sciences Inc. 88,706 350
* Intersections Inc. 70,091 329
* Transcat Inc. 26,809 326
^,* Energy Focus Inc. 123,446 325
^,* Capstone Turbine Corp. 472,887 322
^,* Odyssey Marine Exploration Inc. 84,269 304
* RCM Technologies Inc. 59,789 302
  Acme United Corp. 10,407 298
* Astrotech Corp. 304,120 292
* Jewett-Cameron Trading Co. Ltd. 23,964 286
^,* Orion Energy Systems Inc. 212,156 272
* PAM Transportation Services Inc. 13,875 263
* Hudson Global Inc. 195,121 261
^ Cemtrex Inc. 72,441 261
* Patriot Transportation Holding Inc. 13,986 250
* Perma-Fix Environmental Services 63,349 234
* SIFCO Industries Inc. 33,067 220
* Mastech Digital Inc. 30,023 195
  Servotronics Inc. 19,902 187
* General Finance Corp. 34,359 177
^,* EnSync Inc. 389,315 144
^,* Lightbridge Corp. 82,940 143
^,* Ocean Power Technologies Inc. 98,378 136
* Air T Inc. 6,332 134
^,* Real Goods Solar Inc. Class A 123,315 120
* Pioneer Power Solutions Inc. 17,581 118
* Fuel Tech Inc. 137,113 115
* DLH Holdings Corp. 20,751 112
  Chicago Rivet & Machine Co. 2,905 106
* Versar Inc. 69,664 102
* Polar Power Inc. 18,294 97
* Rand Logistics Inc. 197,006 77
* American Electric Technologies Inc. 40,760 73
* Industrial Services of America Inc. 45,354 68
^,* Marathon Patent Group Inc. 158,984 60

 

36


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Jason Industries Inc. 38,845 50
* Pangaea Logistics Solutions Ltd. 16,910 48
^,* GEE Group Inc. 8,829 46
^,* Digital Power Corp. 38,956 28
^,* Ideal Power Inc. 13,312 28
^,* AMREP Corp. 3,818 26
^,* Staffing 360 Solutions Inc. 36,361 26
* Continental Materials Corp. 1,122 21
* Art's-Way Manufacturing Co. Inc. 4,243 13
  Espey Manufacturing & Electronics Corp. 566 13
* Tel-Instrument Electronics Corp. 3,304 11
  CompX International Inc. 679 10
* Micronet Enertec Technologies Inc. 3,100 3
* LiqTech International Inc. 8,949 3
* WSI Industries Inc. 805 3
* Quest Resource Holding Corp. 978 2
^,* Air Industries Group 1,199 2
* ARC Group Worldwide Inc. 684 2
^,* Spherix Inc. 725 2
^,* root9B Holdings Inc. 200 2
* Limbach Holdings Inc. 100 1
* Command Security Corp. 200 1
* CTPartners Executive Search Inc. 83,162
      7,563,957
Information Technology (16.9%)    
* ServiceNow Inc. 2,135,617 226,375
* FleetCor Technologies Inc. 1,164,151 167,882
* Workday Inc. Class A 1,653,824 160,421
  Maxim Integrated Products Inc. 3,568,905 160,244
* Palo Alto Networks Inc. 1,161,714 155,449
* Twitter Inc. 7,767,020 138,797
* Vantiv Inc. Class A 2,044,243 129,482
  CDW Corp. 1,976,214 123,573
* Cadence Design Systems Inc. 3,526,886 118,115
* Trimble Inc. 3,200,707 114,169
  CDK Global Inc. 1,825,648 113,300
  Broadridge Financial Solutions Inc. 1,475,199 111,466
* CoStar Group Inc. 414,261 109,199
* Dell Technologies Inc. Class V 1,699,138 103,834
  Jack Henry & Associates Inc. 975,065 101,280
* Splunk Inc. 1,741,662 99,083
* Take-Two Interactive Software Inc. 1,305,814 95,821
* IAC/InterActiveCorp 916,781 94,648
  Leidos Holdings Inc. 1,803,526 93,224
  Cognex Corp. 1,093,395 92,829
* CommScope Holding Co. Inc. 2,431,199 92,458
  Marvell Technology Group Ltd. 5,487,707 90,657
* Keysight Technologies Inc. 2,324,615 90,497
* Arrow Electronics Inc. 1,123,071 88,071
  SS&C Technologies Holdings Inc. 2,157,177 82,857
* Arista Networks Inc. 537,977 80,584
* PTC Inc. 1,455,213 80,211
* Ultimate Software Group Inc. 376,306 79,047
^,* VMware Inc. Class A 875,658 76,559
  Teradyne Inc. 2,521,134 75,710
* Tyler Technologies Inc. 425,711 74,785
* ON Semiconductor Corp. 5,299,961 74,411
* Fortinet Inc. 1,884,468 70,554
* Coherent Inc. 311,122 69,999
  LogMeIn Inc. 666,961 69,697
* IPG Photonics Corp. 474,775 68,890
* Microsemi Corp. 1,455,726 68,128
  Jabil Inc. 2,308,313 67,380
* Zebra Technologies Corp. 668,124 67,160

 

37


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* ARRIS International plc 2,369,654 66,398
* Zillow Group Inc. 1,343,798 65,860
* Guidewire Software Inc. 932,359 64,062
  Brocade Communications Systems Inc. 5,073,669 63,979
* NCR Corp. 1,526,913 62,359
  Universal Display Corp. 564,131 61,631
  Avnet Inc. 1,570,605 61,065
  Booz Allen Hamilton Holding Corp. Class A 1,861,365 60,569
* Euronet Worldwide Inc. 660,780 57,732
  Cypress Semiconductor Corp. 4,160,765 56,794
  Sabre Corp. 2,598,508 56,570
* Nuance Communications Inc. 3,209,048 55,870
  National Instruments Corp. 1,354,210 54,466
  Fair Isaac Corp. 389,138 54,250
* Cavium Inc. 855,642 53,161
  j2 Global Inc. 608,717 51,796
  Blackbaud Inc. 600,693 51,509
  MAXIMUS Inc. 819,044 51,297
* Aspen Technology Inc. 925,647 51,151
* Cirrus Logic Inc. 815,155 51,127
* WEX Inc. 487,570 50,839
* Teradata Corp. 1,645,114 48,514
* EPAM Systems Inc. 572,470 48,139
* Proofpoint Inc. 550,671 47,815
  DST Systems Inc. 773,414 47,720
^,* GrubHub Inc. 1,091,206 47,577
  Littelfuse Inc. 287,664 47,465
* Ellie Mae Inc. 429,771 47,236
* CoreLogic Inc. 1,083,499 47,002
  Monolithic Power Systems Inc. 482,943 46,556
* Tableau Software Inc. Class A 754,992 46,258
  Genpact Ltd. 1,661,627 46,243
  MKS Instruments Inc. 679,999 45,764
* First Data Corp. Class A 2,483,218 45,195
  Versum Materials Inc. 1,382,961 44,946
* Ciena Corp. 1,780,453 44,547
  SYNNEX Corp. 369,907 44,374
* Tech Data Corp. 436,312 44,068
* ViaSat Inc. 657,325 43,515
* Integrated Device Technology Inc. 1,683,531 43,418
* Manhattan Associates Inc. 878,232 42,208
* Lumentum Holdings Inc. 703,768 40,150
* NetScout Systems Inc. 1,162,989 40,007
  Belden Inc. 528,605 39,873
* First Solar Inc. 988,819 39,434
* Entegris Inc. 1,785,818 39,199
* CACI International Inc. Class A 310,198 38,790
  Science Applications International Corp. 555,121 38,536
* Silicon Laboratories Inc. 535,797 36,622
* Finisar Corp. 1,405,500 36,515
* EchoStar Corp. Class A 600,997 36,481
* Sanmina Corp. 956,387 36,438
  Dolby Laboratories Inc. Class A 740,201 36,240
* Conduent Inc. 2,234,246 35,614
* Zynga Inc. Class A 9,674,863 35,216
* Paycom Software Inc. 502,338 34,365
  InterDigital Inc. 434,169 33,561
* ACI Worldwide Inc. 1,493,412 33,408
* Verint Systems Inc. 799,447 32,537
* Advanced Energy Industries Inc. 498,358 32,239
* Blackhawk Network Holdings Inc. 709,478 30,933
* Stamps.com Inc. 199,117 30,838
^,* FireEye Inc. 2,017,196 30,682
* Viavi Solutions Inc. 2,900,881 30,546

 

38


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Cree Inc. 1,233,878 30,415
* CommVault Systems Inc. 533,175 30,098
* Semtech Corp. 838,184 29,965
* Zillow Group Inc. Class A 600,391 29,323
* RingCentral Inc. Class A 799,281 29,214
* Itron Inc. 429,784 29,118
  TiVo Corp. 1,546,546 28,843
  Convergys Corp. 1,208,378 28,735
* Anixter International Inc. 361,726 28,287
* WebMD Health Corp. 478,695 28,075
  Vishay Intertechnology Inc. 1,688,773 28,034
* Electronics For Imaging Inc. 589,349 27,923
  Power Integrations Inc. 380,120 27,711
* Zendesk Inc. 992,756 27,579
^,* Pandora Media Inc. 3,031,349 27,040
  Pegasystems Inc. 457,407 26,690
  Diebold Nixdorf Inc. 950,488 26,614
* GoDaddy Inc. Class A 625,337 26,527
* HubSpot Inc. 395,711 26,018
* Acxiom Corp. 993,886 25,821
^,* 3D Systems Corp. 1,365,576 25,536
* VeriFone Systems Inc. 1,405,845 25,446
* RealPage Inc. 703,173 25,279
* Rogers Corp. 229,933 24,975
* MACOM Technology Solutions Holdings Inc. 443,945 24,759
^,* 2U Inc. 525,792 24,670
* ExlService Holdings Inc. 433,343 24,085
^,* Cars.com Inc. 903,172 24,051
* II-VI Inc. 694,289 23,814
* Yelp Inc. Class A 778,539 23,372
  Cabot Microelectronics Corp. 315,274 23,277
* MicroStrategy Inc. Class A 121,009 23,194
* Cornerstone OnDemand Inc. 641,382 22,929
* NeuStar Inc. Class A 685,108 22,848
* Plexus Corp. 431,822 22,701
^,* Synaptics Inc. 429,807 22,225
  Plantronics Inc. 422,960 22,125
* Envestnet Inc. 551,700 21,847
  Travelport Worldwide Ltd. 1,574,422 21,664
* Benchmark Electronics Inc. 640,559 20,690
* Fabrinet 470,185 20,058
* Infinera Corp. 1,858,568 19,831
* Callidus Software Inc. 813,422 19,685
  Methode Electronics Inc. 466,795 19,232
  Brooks Automation Inc. 885,633 19,209
* Knowles Corp. 1,128,927 19,101
  Progress Software Corp. 616,141 19,033
* Cardtronics plc Class A 578,001 18,993
  Xperi Corp. 630,333 18,784
* TTM Technologies Inc. 1,068,216 18,544
* MaxLinear Inc. 662,223 18,469
* Insight Enterprises Inc. 450,542 18,017
* NETGEAR Inc. 417,074 17,976
* Imperva Inc. 366,427 17,534
* TrueCar Inc. 876,271 17,464
* New Relic Inc. 405,990 17,462
* OSI Systems Inc. 232,302 17,457
* Kulicke & Soffa Industries Inc. 907,848 17,267
* Sykes Enterprises Inc. 512,765 17,193
  CSG Systems International Inc. 422,882 17,161
* 8x8 Inc. 1,168,927 17,008
* Veeco Instruments Inc. 606,119 16,880
^,* Ubiquiti Networks Inc. 321,658 16,717
* BroadSoft Inc. 387,728 16,692

 

39


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Web.com Group Inc. 654,908 16,569
* Box Inc. 908,361 16,569
* Inphi Corp. 479,013 16,430
* Rambus Inc. 1,429,309 16,337
* Amkor Technology Inc. 1,617,195 15,800
* Qualys Inc. 378,914 15,460
  NIC Inc. 810,152 15,352
* Gigamon Inc. 387,675 15,255
  Badger Meter Inc. 379,715 15,132
* Pure Storage Inc. Class A 1,181,194 15,131
  Ebix Inc. 277,776 14,972
^,* Oclaro Inc. 1,598,312 14,928
* Novanta Inc. 408,234 14,696
^,* Black Knight Financial Services Inc. Class A 354,231 14,506
* SPS Commerce Inc. 222,471 14,185
* Paylocity Holding Corp. 310,879 14,046
^,* Applied Optoelectronics Inc. 222,779 13,766
  EVERTEC Inc. 787,071 13,616
  ManTech International Corp. Class A 328,104 13,577
* ScanSource Inc. 326,075 13,141
  ADTRAN Inc. 626,690 12,941
* Q2 Holdings Inc. 349,365 12,909
* CEVA Inc. 280,686 12,757
* Extreme Networks Inc. 1,376,885 12,695
* ePlus Inc. 170,904 12,664
* Diodes Inc. 498,626 11,982
* Super Micro Computer Inc. 474,240 11,690
* FormFactor Inc. 917,557 11,378
* Bottomline Technologies de Inc. 438,540 11,266
  MTS Systems Corp. 214,529 11,113
* Coupa Software Inc. 381,722 11,062
^,* Match Group Inc. 631,902 10,982
* Lattice Semiconductor Corp. 1,638,686 10,914
* Trade Desk Inc. Class A 217,610 10,904
* Five9 Inc. 506,532 10,901
^,* Shutterstock Inc. 243,814 10,747
* GTT Communications Inc. 333,859 10,567
* Blucora Inc. 497,370 10,544
* Quotient Technology Inc. 902,953 10,384
* Virtusa Corp. 351,965 10,348
^,* Fitbit Inc. Class A 1,886,033 10,015
* MINDBODY Inc. Class A 366,791 9,977
  Monotype Imaging Holdings Inc. 544,533 9,965
* Rudolph Technologies Inc. 424,063 9,690
* Cray Inc. 526,245 9,683
  CTS Corp. 441,056 9,527
* CalAmp Corp. 467,659 9,508
* PROS Holdings Inc. 341,786 9,362
^,* Twilio Inc. Class A 316,148 9,203
* Synchronoss Technologies Inc. 545,149 8,968
* Perficient Inc. 478,707 8,923
  AVX Corp. 512,849 8,380
* Barracuda Networks Inc. 361,079 8,326
^,* Gogo Inc. 716,352 8,260
* Photronics Inc. 874,306 8,218
* Nanometrics Inc. 324,897 8,217
* Unisys Corp. 635,493 8,134
* Varonis Systems Inc. 217,431 8,088
* FARO Technologies Inc. 213,932 8,087
* Square Inc. 338,727 7,947
* Ultra Clean Holdings Inc. 423,221 7,935
* Axcelis Technologies Inc. 376,608 7,890
* Bankrate Inc. 609,913 7,837
  TeleTech Holdings Inc. 191,310 7,805

 

40


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* LivePerson Inc. 709,510 7,805
  Cass Information Systems Inc. 118,185 7,758
* SolarEdge Technologies Inc. 366,789 7,336
^,* Acacia Communications Inc. 175,629 7,283
* Hortonworks Inc. 555,348 7,153
* Endurance International Group Holdings Inc. 846,462 7,068
* Xcerra Corp. 703,418 6,872
^,* SunPower Corp. Class A 734,276 6,858
* KEMET Corp. 534,272 6,839
^,* Benefitfocus Inc. 186,452 6,778
* Kimball Electronics Inc. 371,315 6,702
* Alarm.com Holdings Inc. 174,114 6,552
* Blackline Inc. 182,431 6,520
  Mesa Laboratories Inc. 44,750 6,413
* MoneyGram International Inc. 362,553 6,254
  Syntel Inc. 362,504 6,148
* Silver Spring Networks Inc. 544,862 6,146
* Everi Holdings Inc. 842,978 6,137
* XO Group Inc. 345,464 6,087
^,* Angie's List Inc. 471,759 6,034
  Comtech Telecommunications Corp. 311,052 5,901
^,* Digimarc Corp. 145,768 5,853
* PDF Solutions Inc. 353,294 5,812
* CommerceHub Inc. 328,080 5,722
* VASCO Data Security International Inc. 394,452 5,660
^,* Harmonic Inc. 1,047,607 5,500
* Workiva Inc. 287,822 5,483
  Forrester Research Inc. 139,050 5,444
  Daktronics Inc. 562,892 5,421
* ShoreTel Inc. 921,498 5,345
  Cohu Inc. 338,274 5,324
^,* Impinj Inc. 108,314 5,269
^,* Nutanix Inc. 261,047 5,260
  NVE Corp. 67,071 5,164
* IXYS Corp. 311,883 5,130
* Appfolio Inc. 157,159 5,123
* Everbridge Inc. 210,241 5,121
* Bazaarvoice Inc. 1,027,697 5,087
  Park Electrochemical Corp. 275,562 5,076
* A10 Networks Inc. 596,737 5,036
* Carbonite Inc. 230,813 5,032
* Sonus Networks Inc. 663,441 4,936
  Hackett Group Inc. 316,371 4,904
* Actua Corp. 338,593 4,757
  PC Connection Inc. 170,470 4,613
^,* Eastman Kodak Co. 496,747 4,520
* MuleSoft Inc. Class A 180,887 4,511
* Control4 Corp. 227,542 4,462
* Meet Group Inc. 849,896 4,292
* Alpha & Omega Semiconductor Ltd. 251,163 4,187
* Zix Corp. 727,359 4,139
* Calix Inc. 602,191 4,125
* Model N Inc. 304,013 4,043
* ChannelAdvisor Corp. 346,685 4,004
  QAD Inc. Class A 123,713 3,965
  American Software Inc. Class A 375,889 3,868
* DSP Group Inc. 331,726 3,848
* Electro Scientific Industries Inc. 466,578 3,845
* MobileIron Inc. 620,479 3,754
* Rapid7 Inc. 220,079 3,704
* Mitek Systems Inc. 433,994 3,646
  EMCORE Corp. 341,952 3,642
* Digi International Inc. 357,009 3,624
* Xactly Corp. 230,447 3,606

 

41


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Systemax Inc. 190,057 3,573
^,* Glu Mobile Inc. 1,417,399 3,543
* Telenav Inc. 437,338 3,542
* Immersion Corp. 385,064 3,496
* Quantum Corp. 434,509 3,394
* ServiceSource International Inc. 858,328 3,330
* Okta Inc. 143,407 3,270
* Kopin Corp. 872,679 3,238
* Upland Software Inc. 142,934 3,143
* Care.com Inc. 207,964 3,140
  Bel Fuse Inc. Class B 126,476 3,124
* Vishay Precision Group Inc. 180,371 3,120
* Sigma Designs Inc. 529,788 3,099
* AXT Inc. 485,359 3,082
^,* VirnetX Holding Corp. 670,099 3,049
^,* Cloudera Inc. 189,919 3,043
* NeoPhotonics Corp. 391,095 3,019
* Intevac Inc. 267,261 2,967
* Presidio Inc. 207,061 2,963
* EnerNOC Inc. 378,419 2,933
* Brightcove Inc. 466,547 2,893
  Reis Inc. 132,547 2,817
^,* Maxwell Technologies Inc. 469,745 2,814
* TechTarget Inc. 268,453 2,784
* USA Technologies Inc. 528,182 2,747
* Ichor Holdings Ltd. 134,012 2,702
* Rosetta Stone Inc. 247,062 2,663
* PRGX Global Inc. 391,032 2,542
* Rubicon Project Inc. 488,859 2,513
* Limelight Networks Inc. 851,647 2,461
* Avid Technology Inc. 454,141 2,389
* QuinStreet Inc. 564,691 2,355
* Instructure Inc. 79,143 2,335
* Exa Corp. 167,080 2,306
^,* Park City Group Inc. 188,291 2,288
* Alteryx Inc. Class A 114,522 2,235
* Internap Corp. 607,145 2,228
* Agilysys Inc. 219,818 2,225
* Liquidity Services Inc. 349,128 2,217
* Aerohive Networks Inc. 441,596 2,208
* Clearfield Inc. 162,980 2,151
* NCI Inc. Class A 97,023 2,047
* DHI Group Inc. 692,335 1,973
* KVH Industries Inc. 204,620 1,944
^,* Yext Inc. 144,177 1,922
* Guidance Software Inc. 285,376 1,886
^,* MicroVision Inc. 867,492 1,839
* PCM Inc. 97,690 1,832
* Amber Road Inc. 212,805 1,824
* Planet Payment Inc. 549,534 1,813
  Black Box Corp. 211,043 1,804
* CyberOptics Corp. 86,620 1,789
* Apptio Inc. Class A 100,844 1,750
* Information Services Group Inc. 420,556 1,728
* RealNetworks Inc. 399,082 1,728
* Radisys Corp. 458,989 1,726
* Autobytel Inc. 135,667 1,711
* PFSweb Inc. 204,884 1,692
* GSI Technology Inc. 210,060 1,651
* Quantenna Communications Inc. 85,627 1,627
* Seachange International Inc. 588,140 1,564
* Rightside Group Ltd. 143,621 1,525
* Pixelworks Inc. 328,732 1,509
* Asure Software Inc. 102,999 1,505

 

42


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  PC-Tel Inc. 205,451 1,455
* SecureWorks Corp. Class A 155,371 1,443
* Iteris Inc. 220,619 1,372
* CommerceHub Inc. Class A 76,167 1,327
* Marchex Inc. Class B 442,477 1,319
^,* PolarityTE Inc. 56,119 1,297
* Data I/O Corp. 162,610 1,293
* Amtech Systems Inc. 152,838 1,290
^,* QuickLogic Corp. 879,801 1,285
* CardConnect Corp. 85,232 1,283
* Aware Inc. 244,539 1,259
* Leaf Group Ltd. 160,157 1,249
  YuMe Inc. 250,912 1,179
  TransAct Technologies Inc. 136,353 1,159
* Synacor Inc. 316,782 1,156
  Computer Task Group Inc. 202,846 1,134
* Key Tronic Corp. 153,965 1,090
* BSQUARE Corp. 188,386 1,055
* iPass Inc. 792,896 1,047
* ModusLink Global Solutions Inc. 598,013 1,023
* StarTek Inc. 81,565 998
^,* SITO Mobile Ltd. 262,054 972
^,* Akoustis Technologies Inc. 110,827 969
* Travelzoo 86,942 952
* CUI Global Inc. 246,615 947
* Aviat Networks Inc. 54,378 946
* ARI Network Services Inc. 127,267 897
* ID Systems Inc. 143,203 878
  AstroNova Inc. 66,674 873
  TESSCO Technologies Inc. 65,295 868
* Frequency Electronics Inc. 90,457 863
* Napco Security Technologies Inc. 90,821 854
^,* Airgain Inc. 56,514 801
^,* CVD Equipment Corp. 68,981 764
^,* Everspin Technologies Inc. 37,640 752
  Richardson Electronics Ltd. 120,183 717
^,* LightPath Technologies Inc. Class A 263,545 712
* PAR Technology Corp. 83,220 710
  CSP Inc. 63,690 685
* Identiv Inc. 127,250 668
* Perceptron Inc. 89,911 655
^,* Rocket Fuel Inc. 236,185 650
* Numerex Corp. Class A 131,658 649
^,* Inseego Corp. 498,155 623
^,* Neonode Inc. 567,308 613
  GlobalSCAPE Inc. 111,566 590
^,* ClearSign Combustion Corp. 148,255 563
* GSE Systems Inc. 186,114 549
* LRAD Corp. 285,635 483
* Evolving Systems Inc. 93,644 482
^,* Onvia Inc. 108,561 472
* Edgewater Technology Inc. 65,904 450
  Concurrent Computer Corp. 65,502 441
* Mattersight Corp. 171,609 438
^,* FORM Holdings Corp. 261,389 431
* Innodata Inc. 235,030 411
* Lantronix Inc. 164,486 401
  ClearOne Inc. 42,405 401
^,* ParkerVision Inc. 222,360 398
  QAD Inc. Class B 14,091 378
^,* Inspired Entertainment Inc. 28,987 377
^ CPI Card Group Inc. 131,374 374
  Communications Systems Inc. 86,204 373
* Wireless Telecom Group Inc. 233,098 373

 

43


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* Marin Software Inc. 276,700 360
* Datawatch Corp. 38,569 359
^,* Digital Turbine Inc. 334,030 344
* NetSol Technologies Inc. 86,077 340
* Tintri Inc. 46,200 336
^,* Appian Corp. 18,480 335
* Aehr Test Systems 87,667 329
* ALJ Regional Holdings Inc. 102,480 328
^,* WidePoint Corp. 709,484 326
  Network-1 Technologies Inc. 72,115 306
^,* Applied DNA Sciences Inc. 164,151 289
* Westell Technologies Inc. Class A 92,252 289
* Netlist Inc. 278,831 284
* Luna Innovations Inc. 184,086 278
^,* Uni-Pixel Inc. 724,252 277
^,* Research Frontiers Inc. 210,268 271
* Inuvo Inc. 263,439 269
* Optical Cable Corp. 108,956 267
* Qumu Corp. 88,061 257
^,* xG Technology Inc. 154,905 252
* Rubicon Technology Inc. 27,042 250
^,* Digital Ally Inc. 75,502 238
* eGain Corp. 139,380 237
^,* Resonant Inc. 53,005 235
* IEC Electronics Corp. 62,278 224
^,* Intellicheck Inc. 53,926 209
* Finjan Holdings Inc. 55,363 182
* LGL Group Inc. 36,225 175
* Zedge Inc. Class B 78,718 174
* Image Sensing Systems Inc. 44,960 164
^ GlassBridge Enterprises Inc. 41,065 163
* inTEST Corp. 24,223 162
* DASAN Zhone Solutions Inc. 26,053 156
^,* Spark Networks Inc. 159,125 153
* eMagin Corp. 61,617 151
* BroadVision Inc. 33,951 149
* MaxPoint Interactive Inc. 20,111 149
* MRV Communications Inc. 14,587 144
^,* Professional Diversity Network Inc. 20,497 141
^,* MoSys Inc. 80,298 137
* Covisint Corp. 54,800 134
^,* Remark Holdings Inc. 46,751 131
  RELM Wireless Corp. 33,447 127
  Bel Fuse Inc. Class A 5,719 119
  TSR Inc. 23,470 119
* FalconStor Software Inc. 447,225 116
* Adesto Technologies Corp. 25,159 114
* Sevcon Inc. 8,414 113
* Sonic Foundry Inc. 28,157 110
* Echelon Corp. 20,807 109
* Tremor Video Inc. 42,907 107
^,* Superconductor Technologies Inc. Class A 59,514 104
* Qualstar Corp. 18,492 95
^,* Net Element Inc. 134,265 88
* Infosonics Corp. 174,776 82
  Wayside Technology Group Inc. 4,125 80
* Document Security Systems Inc. 103,062 79
^,* Helios & Matheson Analytics Inc. 27,056 66
* Smith Micro Software Inc. 44,209 65
* Intermolecular Inc. 59,828 56
^,* NXT-ID Inc. 29,439 56
* Determine Inc. 19,766 53
* Veritone Inc. 3,600 42
^,* Technical Communications Corp. 7,931 41

 

44


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Ciber Inc. 580,309 38
^,* Bridgeline Digital Inc. 55,736 31
* Atomera Inc. 6,425 28
^,* Crossroads Systems Inc. 13,792 27
* Schmitt Industries Inc. 13,971 25
  Issuer Direct Corp. 1,756 23
^,* Monster Digital Inc. 37,478 18
* Majesco 3,575 18
* ADDvantage Technologies Group Inc. 9,900 16
* Vicon Industries Inc. 26,489 15
* IntriCon Corp. 1,804 14
* Cartesian Inc. 12,581 9
* Nortech Systems Inc. 2,300 8
^,* Giga-tronics Inc. 8,139 6
* Socket Mobile Inc. 1,390 6
* SigmaTron International Inc. 786 5
* Sajan Inc. 754 4
* WPCS International Inc. 2,915 4
* MAM Software Group Inc. 200 1
^,* Inpixon 1,760 1
* Xplore Technologies Corp. 43
* LGL Group Inc. Warrants Exp. 06/08/2018 238,900
      9,685,699
Materials (5.5%)    
  Celanese Corp. Class A 1,755,085 166,628
  Packaging Corp. of America 1,184,515 131,943
  Steel Dynamics Inc. 3,048,494 109,167
* Crown Holdings Inc. 1,691,900 100,939
* Berry Global Group Inc. 1,639,073 93,444
  RPM International Inc. 1,691,270 92,259
  Chemours Co. 2,328,939 88,313
* Axalta Coating Systems Ltd. 2,751,422 88,156
  AptarGroup Inc. 790,826 68,691
  Reliance Steel & Aluminum Co. 921,981 67,129
  Royal Gold Inc. 831,732 65,016
  Sonoco Products Co. 1,259,489 64,763
  Huntsman Corp. 2,495,735 64,490
  Olin Corp. 2,098,235 63,535
  WR Grace & Co. 861,561 62,041
  Valvoline Inc. 2,600,661 61,688
* Alcoa Corp. 1,854,956 60,564
  Eagle Materials Inc. 607,367 56,133
  Graphic Packaging Holding Co. 3,918,358 53,995
  Bemis Co. Inc. 1,163,792 53,825
  Ashland Global Holdings Inc. 784,341 51,696
  NewMarket Corp. 111,638 51,407
  Scotts Miracle-Gro Co. 558,398 49,954
* Owens-Illinois Inc. 2,052,799 49,103
  United States Steel Corp. 2,190,973 48,508
* Louisiana-Pacific Corp. 1,816,118 43,787
  Sensient Technologies Corp. 531,744 42,821
  Cabot Corp. 788,668 42,138
  PolyOne Corp. 1,043,557 40,427
  Trinseo SA 560,141 38,482
* Summit Materials Inc. Class A 1,323,172 38,200
* Platform Specialty Products Corp. 2,779,043 35,238
  HB Fuller Co. 641,480 32,786
  Minerals Technologies Inc. 446,837 32,708
  Balchem Corp. 405,138 31,483
  Westlake Chemical Corp. 472,317 31,272
* Ingevity Corp. 536,728 30,808
  Domtar Corp. 795,687 30,570
  Silgan Holdings Inc. 961,428 30,554
  Commercial Metals Co. 1,445,180 28,080

 

45


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Worthington Industries Inc. 558,064 28,026
^ Compass Minerals International Inc. 428,929 28,009
* GCP Applied Technologies Inc. 905,125 27,606
* AK Steel Holding Corp. 3,973,641 26,107
  Hecla Mining Co. 5,049,639 25,753
  Quaker Chemical Corp. 169,432 24,607
  Greif Inc. Class A 432,705 24,136
* Cliffs Natural Resources Inc. 3,376,915 23,368
^ Allegheny Technologies Inc. 1,367,828 23,267
  KapStone Paper and Packaging Corp. 1,111,512 22,930
  Carpenter Technology Corp. 587,699 21,998
  Stepan Co. 251,376 21,905
  Innospec Inc. 306,243 20,074
  Kaiser Aluminum Corp. 224,549 19,877
* Coeur Mining Inc. 2,315,364 19,866
* Ferro Corp. 1,059,072 19,370
  Neenah Paper Inc. 214,488 17,213
* Boise Cascade Co. 488,909 14,863
  Schweitzer-Mauduit International Inc. 395,404 14,721
^,* US Concrete Inc. 182,613 14,344
* Kraton Corp. 395,320 13,615
  Tronox Ltd. Class A 834,641 12,620
* AdvanSix Inc. 392,239 12,254
  A Schulman Inc. 375,540 12,017
  PH Glatfelter Co. 566,526 11,070
  Innophos Holdings Inc. 251,119 11,009
  Deltic Timber Corp. 135,928 10,148
  Calgon Carbon Corp. 667,929 10,086
* Clearwater Paper Corp. 211,868 9,905
  Materion Corp. 264,080 9,877
  Chase Corp. 92,107 9,828
* Century Aluminum Co. 625,149 9,740
* Koppers Holdings Inc. 268,841 9,719
* SunCoke Energy Inc. 821,890 8,959
  Schnitzer Steel Industries Inc. 350,234 8,826
  Rayonier Advanced Materials Inc. 553,628 8,703
^ McEwen Mining Inc. 2,964,887 7,798
* TimkenSteel Corp. 488,038 7,501
  Mercer International Inc. 565,914 6,508
  Hawkins Inc. 135,726 6,291
^,* Flotek Industries Inc. 693,911 6,204
  American Vanguard Corp. 344,246 5,938
  Haynes International Inc. 159,241 5,782
* OMNOVA Solutions Inc. 561,592 5,475
  Myers Industries Inc. 294,933 5,294
  Tredegar Corp. 341,887 5,214
  Kronos Worldwide Inc. 283,978 5,174
* Resolute Forest Products Inc. 1,171,994 5,157
  FutureFuel Corp. 311,779 4,705
  KMG Chemicals Inc. 94,051 4,577
  Warrior Met Coal Inc. 193,796 3,320
^ Gold Resource Corp. 766,415 3,127
^,* Intrepid Potash Inc. 1,315,460 2,973
^,* LSB Industries Inc. 282,193 2,915
* AgroFresh Solutions Inc. 367,958 2,642
^ Advanced Emissions Solutions Inc. 281,461 2,578
* Codexis Inc. 425,490 2,319
  Olympic Steel Inc. 118,404 2,306
  Ampco-Pittsburgh Corp. 145,854 2,151
* Core Molding Technologies Inc. 98,468 2,128
  United States Lime & Minerals Inc. 26,911 2,112
* UFP Technologies Inc. 74,032 2,095
* Trecora Resources 183,918 2,069
* Ryerson Holding Corp. 201,321 1,993

 

46


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Forterra Inc. 238,230 1,961
* Handy & Harman Ltd. 60,622 1,903
* Verso Corp. 388,447 1,822
* Universal Stainless & Alloy Products Inc. 92,456 1,803
* Synalloy Corp. 93,841 1,065
* Real Industry Inc. 364,162 1,056
^,* BioAmber Inc. 294,296 756
  Tecnoglass Inc. 74,502 694
^,* Pershing Gold Corp. 240,768 672
* Senomyx Inc. 704,610 585
* Northern Technologies International Corp. 29,000 463
^,* Ramaco Resources Inc. 68,808 416
^,* Golden Minerals Co. 680,647 382
* General Moly Inc. 846,582 313
* TOR Minerals International Inc. 36,729 296
^,* TerraVia Holdings Inc. 1,160,803 271
* Solitario Exploration & Royalty Corp. 371,748 249
^,* Marrone Bio Innovations Inc. 129,118 167
  Friedman Industries Inc. 28,903 164
^,* Rentech Inc. 320,959 145
^,* Paramount Gold Nevada Corp. 79,697 122
* US Antimony Corp. 177,692 69
^,* MagneGas Corp. 51,260 63
* Comstock Mining Inc. 282,331 52
^ US Gold Corp. 13,067 37
* Yield10 Bioscience Inc. 821 4
      3,131,033
Other (0.0%)2    
* Dyax Corp CVR Exp. 12/31/2019 1,549,121 3,098
* Tobira Therapeutics Inc. CVR 87,896 1,208
* Camco Financial Corp. Warrants Exp. 11/06/2017 45,300 376
* Media General Inc. CVR 1,202,098 358
* Adolor Corp. Rights Exp. 07/01/2019 596,841 310
* Chelsea Therapeutics International Ltd. CVR Exp. 12/31/2017 912,063 100
* Ambit Biosciences Corp. CVR 22,388 13
* GenVec Inc. CPR 26,612 12
* Alexza Pharmaceuticals Inc. CVR 128,704 5
* Dara Biosciences Inc CVR Exp. 12/31/2018 15,573 1
* Seventy Seven Energy Inc. Escrow Line 3,457
* Clinical Data CVR 131,308
* Gerber Scientific Inc. CVR 161,151
^,* Biosante Pharmaceutical Inc. CVR 44,795
* CIL&D LLC 36,800
* Seventy Seven Energy Inc. Warrants Exp. 08/01/2023 172
* Seventy Seven Energy Inc. Warrants Exp. 08/01/2021 192
      5,481
Real Estate (9.5%)    
* SBA Communications Corp. Class A 1,529,333 206,307
  Duke Realty Corp. 4,481,117 125,247
  VEREIT Inc. 12,276,590 99,931
  Colony NorthStar Inc. Class A 6,941,174 97,801
  Camden Property Trust 1,103,246 94,339
  Kilroy Realty Corp. 1,241,891 93,328
  WP Carey Inc. 1,354,568 89,415
  Equity LifeStyle Properties Inc. 1,033,476 89,230
  Gaming and Leisure Properties Inc. 2,282,481 85,981
  Omega Healthcare Investors Inc. 2,483,611 82,009
  American Campus Communities Inc. 1,706,902 80,736
  Sun Communities Inc. 894,743 78,460
  Lamar Advertising Co. Class A 1,050,063 77,253
  Liberty Property Trust 1,863,074 75,846
  Healthcare Trust of America Inc. Class A 2,410,803 75,000
  National Retail Properties Inc. 1,893,385 74,031
  Jones Lang LaSalle Inc. 570,876 71,359

 

47


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Douglas Emmett Inc. 1,843,937 70,457
  American Homes 4 Rent Class A 2,959,856 66,804
  Forest City Realty Trust Inc. Class A 2,762,039 66,758
  Hudson Pacific Properties Inc. 1,947,431 66,583
  Highwoods Properties Inc. 1,291,812 65,508
  DCT Industrial Trust Inc. 1,167,718 62,403
  Senior Housing Properties Trust 3,020,746 61,744
  Hospitality Properties Trust 2,083,638 60,738
  DuPont Fabros Technology Inc. 979,021 59,877
  Medical Properties Trust Inc. 4,623,747 59,508
  Brixmor Property Group Inc. 3,325,925 59,468
  EPR Properties 809,735 58,196
  Gramercy Property Trust 1,910,467 56,760
* Howard Hughes Corp. 457,858 56,243
  Realogy Holdings Corp. 1,718,415 55,763
  CubeSmart 2,291,200 55,080
  CyrusOne Inc. 986,018 54,970
  Colony Starwood Homes 1,553,562 53,303
  Healthcare Realty Trust Inc. 1,480,831 50,570
  Uniti Group Inc. 1,983,384 49,862
* Equity Commonwealth 1,564,925 49,452
  STORE Capital Corp. 2,170,423 48,726
  Park Hotels & Resorts Inc. 1,797,528 48,461
  Rayonier Inc. 1,626,210 46,786
  GEO Group Inc. 1,568,807 46,390
  Cousins Properties Inc. 5,260,162 46,237
  Taubman Centers Inc. 768,762 45,780
  Spirit Realty Capital Inc. 6,103,425 45,226
  Weingarten Realty Investors 1,501,070 45,182
  Corporate Office Properties Trust 1,278,177 44,775
  Sunstone Hotel Investors Inc. 2,767,502 44,612
  CoreSite Realty Corp. 429,654 44,482
  Life Storage Inc. 592,548 43,908
  Physicians Realty Trust 2,113,050 42,557
  First Industrial Realty Trust Inc. 1,481,831 42,410
  LaSalle Hotel Properties 1,419,778 42,309
  Ryman Hospitality Properties Inc. 644,322 41,243
  CoreCivic Inc. 1,493,243 41,184
  National Health Investors Inc. 517,073 40,952
  Outfront Media Inc. 1,760,528 40,703
  Piedmont Office Realty Trust Inc. Class A 1,867,592 39,369
  Brandywine Realty Trust 2,244,403 39,344
  Paramount Group Inc. 2,323,575 37,177
  Apple Hospitality REIT Inc. 1,980,761 37,060
  Retail Properties of America Inc. 3,013,985 36,801
  Education Realty Trust Inc. 945,596 36,642
  EastGroup Properties Inc. 424,799 35,598
  DDR Corp. 3,923,739 35,588
  Columbia Property Trust Inc. 1,568,933 35,113
  PS Business Parks Inc. 253,092 33,507
  Empire State Realty Trust Inc. 1,585,455 32,930
  QTS Realty Trust Inc. Class A 604,594 31,638
  Tanger Factory Outlet Centers Inc. 1,217,096 31,620
  Mack-Cali Realty Corp. 1,154,536 31,334
  RLJ Lodging Trust 1,565,927 31,115
  STAG Industrial Inc. 1,119,455 30,897
  Washington REIT 966,508 30,832
  Acadia Realty Trust 1,087,775 30,240
  Urban Edge Properties 1,257,591 29,843
^ Pebblebrook Hotel Trust 891,764 28,750
  Care Capital Properties Inc. 1,064,366 28,419
  Lexington Realty Trust 2,764,673 27,398
  DiamondRock Hospitality Co. 2,498,256 27,356
  Retail Opportunity Investments Corp. 1,398,942 26,846

 

48


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Xenia Hotels & Resorts Inc. 1,359,959 26,342
  LTC Properties Inc. 495,632 25,471
  Alexander & Baldwin Inc. 590,458 24,433
  Summit Hotel Properties Inc. 1,298,002 24,208
  Potlatch Corp. 514,673 23,521
  Rexford Industrial Realty Inc. 850,087 23,326
  Kennedy-Wilson Holdings Inc. 1,182,254 22,522
  Government Properties Income Trust 1,215,775 22,261
* Quality Care Properties Inc. 1,197,833 21,932
  Invitation Homes Inc. 997,960 21,586
  Terreno Realty Corp. 633,192 21,313
  Monogram Residential Trust Inc. 2,192,775 21,292
  American Assets Trust Inc. 526,873 20,754
  Kite Realty Group Trust 1,060,521 20,076
  Sabra Health Care REIT Inc. 815,526 19,654
  Washington Prime Group Inc. 2,338,723 19,575
  Select Income REIT 813,421 19,546
  Alexander's Inc. 46,341 19,531
  Four Corners Property Trust Inc. 748,323 18,790
  Chesapeake Lodging Trust 758,912 18,571
^ CBL & Associates Properties Inc. 2,151,735 18,139
  CareTrust REIT Inc. 922,392 17,101
* St. Joe Co. 904,851 16,966
  Agree Realty Corp. 356,621 16,358
  Global Net Lease Inc. 722,883 16,077
  HFF Inc. Class A 451,370 15,694
  Franklin Street Properties Corp. 1,360,021 15,069
  Monmouth Real Estate Investment Corp. 954,593 14,367
  Universal Health Realty Income Trust 168,146 13,374
  Ramco-Gershenson Properties Trust 1,000,182 12,902
  National Storage Affiliates Trust 558,127 12,898
  Parkway Inc. 562,850 12,884
  RE/MAX Holdings Inc. Class A 229,696 12,874
  FelCor Lodging Trust Inc. 1,637,067 11,803
  Tier REIT Inc. 632,414 11,687
* iStar Inc. 930,009 11,197
  New Senior Investment Group Inc. 1,078,200 10,836
  Investors Real Estate Trust 1,607,986 9,986
  Pennsylvania REIT 879,233 9,953
  Chatham Lodging Trust 493,413 9,913
  Hersha Hospitality Trust Class A 521,481 9,653
  Saul Centers Inc. 163,545 9,482
  NorthStar Realty Europe Corp. 733,438 9,300
  InfraREIT Inc. 475,971 9,115
  First Potomac Realty Trust 797,371 8,859
  Altisource Residential Corp. 669,937 8,669
  Getty Realty Corp. 340,612 8,549
  Independence Realty Trust Inc. 789,159 7,789
  Urstadt Biddle Properties Inc. Class A 379,084 7,506
  Easterly Government Properties Inc. 350,957 7,353
  Armada Hoffler Properties Inc. 549,644 7,118
  Gladstone Commercial Corp. 321,151 6,998
* Forestar Group Inc. 402,820 6,908
^ Seritage Growth Properties Class A 164,341 6,894
  CatchMark Timber Trust Inc. Class A 557,580 6,340
  UMH Properties Inc. 364,716 6,218
  Preferred Apartment Communities Inc. Class A 390,551 6,151
  Ashford Hospitality Trust Inc. 1,008,453 6,131
  NexPoint Residential Trust Inc. 241,672 6,015
  Whitestone REIT 463,169 5,674
  One Liberty Properties Inc. 217,027 5,085
^ CorEnergy Infrastructure Trust Inc. 151,291 5,082
* Marcus & Millichap Inc. 192,702 5,080
  Community Healthcare Trust Inc. 185,269 4,741

 

49


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  City Office REIT Inc. 369,810 4,697
  Cedar Realty Trust Inc. 944,894 4,583
  RMR Group Inc. Class A 94,067 4,576
* Tejon Ranch Co. 217,774 4,495
  Ashford Hospitality Prime Inc. 423,083 4,353
  Consolidated-Tomoka Land Co. 72,782 4,145
  MedEquities Realty Trust Inc. 327,136 4,128
  Bluerock Residential Growth REIT Inc. Class A 319,383 4,117
^ Farmland Partners Inc. 410,798 3,673
^,* Altisource Portfolio Solutions SA 154,424 3,370
* FRP Holdings Inc. 60,600 2,797
  RAIT Financial Trust 1,054,755 2,310
^ Jernigan Capital Inc. 104,577 2,301
* Maui Land & Pineapple Co. Inc. 107,734 2,187
  Stratus Properties Inc. 73,967 2,175
* Safety Income and Growth Inc. 76,929 1,473
^ Wheeler REIT Inc. 134,005 1,368
* Trinity Place Holdings Inc. 161,427 1,148
  Sotherly Hotels Inc. 166,788 1,131
  Gladstone Land Corp. 77,780 908
  Griffin Industrial Realty Inc. 26,862 843
  Urstadt Biddle Properties Inc. 38,700 668
  Clipper Realty Inc. 25,697 317
* BRT Apartments Corp. 33,749 265
* InterGroup Corp. 6,400 166
  Condor Hospitality Trust Inc. 12,818 137
  Innovative Industrial Properties Inc. 6,892 115
  Global Self Storage Inc. 4,745 24
* Transcontinental Realty Investors Inc. 400 11
  CKX Lands Inc. 399 5
* Power REIT 200 1
      5,401,639
Telecommunication Services (1.0%)    
* T-Mobile US Inc. 3,656,945 221,684
^,* Sprint Corp. 8,035,675 65,973
* Zayo Group Holdings Inc. 1,246,813 38,527
  Telephone & Data Systems Inc. 1,179,654 32,735
  Cogent Communications Holdings Inc. 525,800 21,085
* Straight Path Communications Inc. Class B 105,973 19,038
  Shenandoah Telecommunications Co. 587,244 18,028
^ Frontier Communications Corp. 14,858,881 17,236
* Vonage Holdings Corp. 2,468,851 16,146
  Consolidated Communications Holdings Inc. 656,010 14,085
* General Communication Inc. Class A 331,108 12,132
* Iridium Communications Inc. 1,026,921 11,347
  Cincinnati Bell Inc. 547,092 10,696
  ATN International Inc. 143,690 9,834
* ORBCOMM Inc. 842,427 9,519
  Windstream Holdings Inc. 2,406,181 9,336
^,* Globalstar Inc. 4,256,753 9,067
* Boingo Wireless Inc. 482,949 7,225
* United States Cellular Corp. 187,124 7,171
* Lumos Networks Corp. 302,963 5,414
  Spok Holdings Inc. 276,004 4,885
* FairPoint Communications Inc. 285,617 4,470
^,* pdvWireless Inc. 138,925 3,237
  IDT Corp. Class B 224,918 3,232
* Hawaiian Telcom Holdco Inc. 118,330 2,957
* Alaska Communications Systems Group Inc. 684,561 1,506
* Ooma Inc. 159,890 1,279
* NII Holdings Inc. 1,378,627 1,108
^,* Pareteum Corp. 54,548 31
* Fusion Telecommunications International Inc. 2,852 4

 

50


 

Vanguard® Extended Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^,* One Horizon Group Inc. 4,567 4
      578,991
Utilities (3.2%)    
  Atmos Energy Corp. 1,330,430 110,359
  UGI Corp. 2,186,900 105,868
  Westar Energy Inc. Class A 1,796,592 95,255
  OGE Energy Corp. 2,506,190 87,190
  Great Plains Energy Inc. 2,666,903 78,087
  Aqua America Inc. 2,239,619 74,579
  MDU Resources Group Inc. 2,477,687 64,915
* Calpine Corp. 4,567,984 61,805
* Vistra Energy Corp. 3,668,934 61,601
  Vectren Corp. 1,043,349 60,973
  National Fuel Gas Co. 1,078,845 60,243
  WGL Holdings Inc. 646,639 53,949
  IDACORP Inc. 629,664 53,742
  Portland General Electric Co. 1,130,150 51,637
  ALLETE Inc. 651,587 46,706
  Black Hills Corp. 673,104 45,414
  ONE Gas Inc. 650,338 45,400
  Hawaiian Electric Industries Inc. 1,383,959 44,813
  Southwest Gas Holdings Inc. 599,752 43,818
  New Jersey Resources Corp. 1,096,679 43,538
  Spire Inc. 605,310 42,220
  PNM Resources Inc. 1,023,337 39,143
  NorthWestern Corp. 619,600 37,808
  South Jersey Industries Inc. 1,022,635 34,943
  Avista Corp. 809,826 34,385
  Avangrid Inc. 705,587 31,152
  MGE Energy Inc. 446,756 28,749
  Ormat Technologies Inc. 454,599 26,676
  El Paso Electric Co. 483,788 25,012
  California Water Service Group 615,385 22,646
  American States Water Co. 472,063 22,381
  Northwest Natural Gas Co. 352,598 21,103
  Pattern Energy Group Inc. Class A 859,354 20,487
  Otter Tail Corp. 510,992 20,235
  Chesapeake Utilities Corp. 215,519 16,153
  NRG Yield Inc. 823,711 14,497
* Dynegy Inc. 1,681,028 13,902
* TerraForm Power Inc. Class A 967,038 11,605
  SJW Group 201,763 9,923
  Unitil Corp. 182,536 8,818
  Connecticut Water Service Inc. 157,301 8,732
  Middlesex Water Co. 217,822 8,626
  NRG Yield Inc. Class A 435,995 7,438
  York Water Co. 164,656 5,738
  Artesian Resources Corp. Class A 106,306 4,001
^,* Cadiz Inc. 280,373 3,785
^ Spark Energy Inc. Class A 152,704 2,871
  Delta Natural Gas Co. Inc. 83,807 2,554
* TerraForm Global Inc. Class A 452,790 2,287
^,* AquaVenture Holdings Ltd. 128,362 1,955
  Genie Energy Ltd. Class B 209,942 1,600
* Pure Cycle Corp. 192,349 1,491
  Gas Natural Inc. 88,690 1,144
  RGC Resources Inc. 28,104 796
* US Geothermal Inc. 131,843 605
 
      1,825,353
Total Common Stocks (Cost $44,456,697)   56,543,300

 

51


 

Vanguard® Extended Market Index Fund        
Schedule of Investments        
June 30, 2017        
 
          Market
          Value
    Coupon   Shares ($000)
Temporary Cash Investments (3.2%)1        
Money Market Fund (3.1%)        
3,4 Vanguard Market Liquidity Fund 1.181%   17,883,910 1,788,749
 
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.1%)        
  United States Treasury Bill 0.862% 8/3/17 2,200 2,198
5 United States Treasury Bill 0.923%–0.990% 9/21/17 14,000 13,970
5 United States Treasury Bill 0.909% 10/5/17 6,000 5,984
5 United States Treasury Bill 1.056% 11/24/17 5,000 4,979
 
          27,131
 
Total Temporary Cash Investments (Cost $1,815,673)       1,815,880
Total Investments (102.1%) (Cost $46,272,370)       58,359,180
Other Assets and Liabilities—Net (-2.1%)4       (1,203,888)
 
Net Assets (100%)       57,155,292

 

^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $1,191,288,000.
* Non-income-producing security.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After giving
effect to futures and swap investments, the fund's effective common stock and temporary cash investment positions represent 99.9% and
2.2%, respectively, of net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day
yield.
4 Includes $1,277,583,000 of collateral received for securities on loan.
5 Securities with a value of $24,135,000 have been segregated as initial margin for open futures contracts.
CPR—Contingent Payment Rights.
CVR—Contingent Value Rights.
REIT—Real Estate Investment Trust.

52


 

This page intentionally left blank.


 

 

 

 

 

 

 

 

 

 

 

 

 

 

© 2017 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.

SNA982 082017


Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
 
Common Stocks (99.5%)1    
Basic Materials (2.5%)    
  Dow Chemical Co. 28,110,619 1,772,937
  EI du Pont de Nemours & Co. 19,964,585 1,611,342
  Praxair Inc. 6,561,472 869,723
  Ecolab Inc. 6,036,720 801,375
  Air Products & Chemicals Inc. 4,999,917 715,288
  PPG Industries Inc. 5,903,515 649,151
  LyondellBasell Industries NV Class A 7,398,885 624,392
  International Paper Co. 9,475,021 536,381
  Nucor Corp. 7,336,174 424,544
  Newmont Mining Corp. 12,291,815 398,132
* Freeport-McMoRan Inc. 29,980,604 360,067
  Celanese Corp. Class A 3,235,527 307,181
  Albemarle Corp. 2,582,034 272,508
  Eastman Chemical Co. 3,187,319 267,703
  International Flavors & Fragrances Inc. 1,818,102 245,444
  Arconic Inc. 10,131,485 229,478
  FMC Corp. 3,075,889 224,694
  Steel Dynamics Inc. 5,298,701 189,746
  Mosaic Co. 8,043,737 183,639
  Avery Dennison Corp. 2,029,330 179,332
  RPM International Inc. 3,059,252 166,882
  Chemours Co. 4,239,207 160,751
* Axalta Coating Systems Ltd. 4,980,060 159,561
  CF Industries Holdings Inc. 5,345,700 149,466
* Alcoa Corp. 4,226,616 137,999
  Huntsman Corp. 4,631,578 119,680
  Royal Gold Inc. 1,509,554 118,002
  Reliance Steel & Aluminum Co. 1,582,996 115,258
  Olin Corp. 3,793,180 114,857
  WR Grace & Co. 1,574,825 113,403
  NewMarket Corp. 221,162 101,841
  Ashland Global Holdings Inc. 1,416,707 93,375
  Scotts Miracle-Gro Co. 1,025,753 91,764
^ United States Steel Corp. 3,997,669 88,508
  Sensient Technologies Corp. 1,033,097 83,195
  Versum Materials Inc. 2,505,405 81,426
  PolyOne Corp. 1,882,223 72,917
  Cabot Corp. 1,284,343 68,622
  US Silica Holdings Inc. 1,851,200 65,699
* Univar Inc. 2,233,665 65,223
  HB Fuller Co. 1,177,504 60,182
  Minerals Technologies Inc. 808,079 59,151
  Westlake Chemical Corp. 883,911 58,524
* Platform Specialty Products Corp. 4,560,591 57,828
  Balchem Corp. 734,740 57,097
  Domtar Corp. 1,450,201 55,717
* Ingevity Corp. 968,005 55,563
* CONSOL Energy Inc. 3,678,251 54,953
  Worthington Industries Inc. 1,027,936 51,623
  Commercial Metals Co. 2,652,537 51,539
^ Compass Minerals International Inc. 770,357 50,304
* GCP Applied Technologies Inc. 1,628,531 49,670
*,^ AK Steel Holding Corp. 7,236,180 47,542
*,^ Cliffs Natural Resources Inc. 6,755,174 46,746
  Hecla Mining Co. 9,151,124 46,671
* Cambrex Corp. 741,990 44,334
^ Allegheny Technologies Inc. 2,499,968 42,524
  Quaker Chemical Corp. 286,606 41,624
  KapStone Paper and Packaging Corp. 1,969,989 40,641
  Stepan Co. 465,268 40,543
  Carpenter Technology Corp. 1,075,150 40,243

 

1


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Coeur Mining Inc. 4,187,418 35,928
  Innospec Inc. 537,785 35,252
* Ferro Corp. 1,897,791 34,711
^ Arch Coal Inc. Class A 484,135 33,066
  Kaiser Aluminum Corp. 371,767 32,909
  Neenah Paper Inc. 373,022 29,935
*,^ Peabody Energy Corp. 1,018,462 24,901
* Kraton Corp. 701,550 24,161
* AdvanSix Inc. 689,305 21,534
  Tronox Ltd. Class A 1,367,483 20,676
  A Schulman Inc. 635,523 20,337
  PH Glatfelter Co. 994,376 19,430
  Innophos Holdings Inc. 436,736 19,146
  Deltic Timber Corp. 253,456 18,923
  Calgon Carbon Corp. 1,199,077 18,106
* Clearwater Paper Corp. 383,971 17,951
* Century Aluminum Co. 1,112,718 17,336
  Chase Corp. 161,416 17,223
* SunCoke Energy Inc. 1,531,394 16,692
* Koppers Holdings Inc. 452,597 16,361
  Rayonier Advanced Materials Inc. 968,863 15,231
*,^ Fairmount Santrol Holdings Inc. 3,573,418 13,936
* CSW Industrials Inc. 357,242 13,807
* Veritiv Corp. 255,789 11,510
  Haynes International Inc. 305,972 11,110
  American Vanguard Corp. 620,443 10,703
  Aceto Corp. 670,872 10,365
  Hawkins Inc. 218,745 10,139
  Tredegar Corp. 647,317 9,872
  KMG Chemicals Inc. 200,495 9,758
* OMNOVA Solutions Inc. 996,797 9,719
  Kronos Worldwide Inc. 532,122 9,695
  FutureFuel Corp. 539,444 8,140
* Nexeo Solutions Inc. 844,592 7,010
* Cloud Peak Energy Inc. 1,888,047 6,665
  Warrior Met Coal Inc. 370,925 6,354
* Codexis Inc. 1,119,739 6,103
* Resolute Forest Products Inc. 1,284,961 5,654
  Gold Resource Corp. 1,325,577 5,408
*,^ Intrepid Potash Inc. 2,343,082 5,295
*,^ LSB Industries Inc. 506,145 5,228
*,^ Uranium Energy Corp. 3,087,367 4,909
  Olympic Steel Inc. 225,013 4,383
  Hallador Energy Co. 499,693 3,883
* Verso Corp. 795,449 3,731
* Ryerson Holding Corp. 364,153 3,605
* AgroFresh Solutions Inc. 455,612 3,271
  Ampco-Pittsburgh Corp. 201,425 2,971
* Universal Stainless & Alloy Products Inc. 144,198 2,812
*,^ Ur-Energy Inc. 3,850,766 2,415
*,^ ChromaDex Corp. 569,641 2,176
* Synalloy Corp. 191,382 2,172
* Westmoreland Coal Co. 438,736 2,137
* Real Industry Inc. 637,189 1,848
* Northern Technologies International Corp. 63,670 1,016
*,^ Pershing Gold Corp. 343,291 958
* NL Industries Inc. 107,187 756
*,^ Ramaco Resources Inc. 124,749 755
* Handy & Harman Ltd. 21,458 674
  Friedman Industries Inc. 105,718 600
* Senomyx Inc. 643,987 535
*,^ Uni-Pixel Inc. 1,217,492 465
  United-Guardian Inc. 27,515 425
* Centrus Energy Corp. Class A 89,678 377

 

2


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Solitario Exploration & Royalty Corp. 514,972 345
*,^ Comstock Mining Inc. 1,807,876 330
* General Moly Inc. 826,813 305
*,^ Golden Minerals Co. 491,286 276
*,^ Marrone Bio Innovations Inc. 176,690 228
* Dynasil Corp. of America 158,073 191
* Rentech Inc. 152,312 69
* Ikonics Corp. 6,410 57
*,^ Uranium Resources Inc. 25,983 39
* TOR Minerals International Inc. 2,580 21
*,^ Paramount Gold Nevada Corp. 5,300 8
* US Antimony Corp. 6,800 3
* Senestech Inc. 200 1
      14,799,532
Consumer Goods (9.6%)    
  Procter & Gamble Co. 58,939,340 5,136,563
  Philip Morris International Inc. 35,780,975 4,202,475
  Coca-Cola Co. 88,612,244 3,974,259
  PepsiCo Inc. 32,956,942 3,806,197
  Altria Group Inc. 44,516,118 3,315,115
  NIKE Inc. Class B 30,387,385 1,792,856
  Colgate-Palmolive Co. 20,335,163 1,507,446
  Mondelez International Inc. Class A 33,178,575 1,432,983
  Reynolds American Inc. 19,725,963 1,282,977
  Kraft Heinz Co. 14,004,845 1,199,375
  Monsanto Co. 10,101,139 1,195,571
  Kimberly-Clark Corp. 8,178,346 1,055,906
  General Motors Co. 29,443,723 1,028,469
*,^ Tesla Inc. 2,836,742 1,025,794
  Ford Motor Co. 89,687,054 1,003,598
  Activision Blizzard Inc. 16,447,709 946,895
  General Mills Inc. 13,295,936 736,595
* Electronic Arts Inc. 6,769,768 715,700
  Constellation Brands Inc. Class A 3,566,162 690,873
  Newell Brands Inc. 11,127,379 596,650
  Archer-Daniels-Midland Co. 13,120,192 542,914
  Delphi Automotive plc 6,170,927 540,882
  Stanley Black & Decker Inc. 3,517,630 495,036
  Estee Lauder Cos. Inc. Class A 5,141,819 493,512
* Monster Beverage Corp. 9,828,363 488,273
  Tyson Foods Inc. Class A 6,610,662 414,026
  Clorox Co. 2,946,548 392,598
  Kellogg Co. 5,617,698 390,205
  Dr Pepper Snapple Group Inc. 4,221,481 384,619
  Conagra Brands Inc. 9,943,014 355,562
* Mohawk Industries Inc. 1,452,873 351,145
  VF Corp. 6,061,807 349,160
  Molson Coors Brewing Co. Class B 4,020,460 347,127
  Hershey Co. 3,136,885 336,807
  Whirlpool Corp. 1,709,560 327,586
  Church & Dwight Co. Inc. 5,927,455 307,516
  Coach Inc. 6,432,521 304,516
  Genuine Parts Co. 3,238,313 300,386
  JM Smucker Co. 2,533,911 299,838
  Hasbro Inc. 2,584,865 288,238
  DR Horton Inc. 8,166,922 282,330
  McCormick & Co. Inc. 2,597,945 253,326
  Lennar Corp. Class A 4,614,853 246,064
  Bunge Ltd. 3,221,584 240,330
  Campbell Soup Co. 4,574,592 238,565
  Lear Corp. 1,596,481 226,828
* LKQ Corp. 6,694,438 220,582
  Harley-Davidson Inc. 4,037,290 218,094
  Snap-on Inc. 1,326,606 209,604

 

3


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  PVH Corp. 1,812,642 207,547
  BorgWarner Inc. 4,894,272 207,321
  Hormel Foods Corp. 6,076,407 207,266
  Goodyear Tire & Rubber Co. 5,777,665 201,987
* NVR Inc. 81,988 197,641
  Brown-Forman Corp. Class B 4,062,318 197,429
  Ingredion Inc. 1,643,406 195,910
  Hanesbrands Inc. 8,444,135 195,566
  Leucadia National Corp. 7,426,648 194,281
  Coty Inc. Class A 10,317,592 193,558
* Take-Two Interactive Software Inc. 2,374,725 174,257
  Mattel Inc. 7,866,111 169,357
  Pinnacle Foods Inc. 2,717,780 161,436
* Middleby Corp. 1,321,033 160,519
  PulteGroup Inc. 6,525,663 160,074
  Leggett & Platt Inc. 3,038,084 159,591
* WABCO Holdings Inc. 1,191,482 151,926
  Lamb Weston Holdings Inc. 3,336,235 146,928
  Toll Brothers Inc. 3,532,998 139,589
* Lululemon Athletica Inc. 2,182,534 130,232
* Michael Kors Holdings Ltd. 3,549,223 128,659
  Brunswick Corp. 2,043,386 128,182
^ Polaris Industries Inc. 1,370,319 126,385
  Gentex Corp. 6,627,913 125,731
  Thor Industries Inc. 1,146,871 119,871
  Valvoline Inc. 4,687,909 111,197
* Post Holdings Inc. 1,422,288 110,441
*,^ Herbalife Ltd. 1,497,096 106,788
* TreeHouse Foods Inc. 1,302,080 106,367
  Pool Corp. 898,064 105,585
* Edgewell Personal Care Co. 1,318,338 100,220
  Ralph Lauren Corp. Class A 1,286,978 94,979
  Carter's Inc. 1,048,690 93,281
* Hain Celestial Group Inc. 2,391,302 92,830
*,^ Under Armour Inc. Class A 4,227,140 91,983
* Skechers U.S.A. Inc. Class A 3,049,031 89,946
* US Foods Holding Corp. 3,276,113 89,176
*,^ Under Armour Inc. 4,282,250 86,330
* Visteon Corp. 748,956 76,438
  Flowers Foods Inc. 4,311,912 74,639
  Nu Skin Enterprises Inc. Class A 1,184,950 74,462
  Dana Inc. 3,298,566 73,657
*,^ Wayfair Inc. 947,281 72,827
  Tenneco Inc. 1,251,858 72,395
  Energizer Holdings Inc. 1,414,209 67,910
  Spectrum Brands Holdings Inc. 537,739 67,239
* Zynga Inc. Class A 18,044,409 65,682
  Tupperware Brands Corp. 929,190 65,257
  CalAtlantic Group Inc. 1,793,943 63,416
* Dorman Products Inc. 760,691 62,962
  Snyder's-Lance Inc. 1,764,177 61,076
* Darling Ingredients Inc. 3,820,856 60,140
  Wolverine World Wide Inc. 2,141,964 59,996
* Welbilt Inc. 3,166,268 59,684
* Helen of Troy Ltd. 622,093 58,539
*,^ Tempur Sealy International Inc. 1,084,037 57,877
  LCI Industries 539,376 55,232
* Kate Spade & Co. 2,932,791 54,227
  Lancaster Colony Corp. 439,703 53,916
  B&G Foods Inc. 1,508,523 53,703
  Sanderson Farms Inc. 460,721 53,282
* iRobot Corp. 601,656 50,623
* Deckers Outdoor Corp. 728,058 49,697
* Steven Madden Ltd. 1,242,049 49,620

 

4


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Blue Buffalo Pet Products Inc. 2,075,517 47,343
  Vector Group Ltd. 2,204,783 47,006
* TRI Pointe Group Inc. 3,509,199 46,286
  KB Home 1,881,059 45,089
  J&J Snack Foods Corp. 339,744 44,870
  Cooper Tire & Rubber Co. 1,206,278 43,547
  Herman Miller Inc. 1,367,969 41,586
* Cooper-Standard Holdings Inc. 405,090 40,861
  HNI Corp. 1,012,407 40,365
  Fresh Del Monte Produce Inc. 763,958 38,893
* Avon Products Inc. 10,057,591 38,219
* Taylor Morrison Home Corp. Class A 1,582,830 38,004
  Columbia Sportswear Co. 652,904 37,908
  Universal Corp. 581,328 37,612
* Meritage Homes Corp. 886,256 37,400
  La-Z-Boy Inc. 1,111,301 36,117
  Nutrisystem Inc. 679,067 35,345
* Select Comfort Corp. 977,573 34,694
  Dean Foods Co. 2,034,790 34,591
  WD-40 Co. 305,565 33,719
  MDC Holdings Inc. 934,026 32,999
* Gentherm Inc. 830,317 32,216
*,^ Hostess Brands Inc. Class A 1,998,683 32,179
  Interface Inc. Class A 1,598,227 31,405
* Vista Outdoor Inc. 1,365,040 30,727
* ACCO Brands Corp. 2,509,081 29,231
* American Axle & Manufacturing Holdings Inc. 1,857,332 28,974
* Fox Factory Holding Corp. 805,702 28,683
* Boston Beer Co. Inc. Class A 210,863 27,866
  Callaway Golf Co. 2,140,206 27,352
*,^ Pilgrim's Pride Corp. 1,228,928 26,938
  Seaboard Corp. 6,676 26,671
* Cavco Industries Inc. 199,610 25,879
*,^ Cal-Maine Foods Inc. 652,731 25,848
  Schweitzer-Mauduit International Inc. 688,983 25,651
  Winnebago Industries Inc. 728,582 25,500
  Steelcase Inc. Class A 1,806,418 25,290
^ Calavo Growers Inc. 363,738 25,116
  National Beverage Corp. 267,844 25,059
  Coca-Cola Bottling Co. Consolidated 106,178 24,301
  Standard Motor Products Inc. 459,472 23,994
  Briggs & Stratton Corp. 947,267 22,829
* G-III Apparel Group Ltd. 896,708 22,373
* Universal Electronics Inc. 322,965 21,590
  Oxford Industries Inc. 344,919 21,554
  Knoll Inc. 1,039,534 20,843
  Andersons Inc. 581,648 19,863
*,^ Fitbit Inc. Class A 3,726,219 19,786
  Ethan Allen Interiors Inc. 604,630 19,530
* Modine Manufacturing Co. 1,150,131 19,035
* Central Garden & Pet Co. Class A 603,832 18,127
* M/I Homes Inc. 588,359 16,798
* USANA Health Sciences Inc. 262,005 16,795
*,^ GoPro Inc. Class A 2,015,834 16,389
  Phibro Animal Health Corp. Class A 437,127 16,196
*,^ LGI Homes Inc. 396,632 15,937
  Camping World Holdings Inc. Class A 501,358 15,467
^ Tootsie Roll Industries Inc. 433,221 15,098
  Kimball International Inc. Class B 900,009 15,021
*,^ William Lyon Homes Class A 618,377 14,928
* Nautilus Inc. 770,303 14,751
^ MGP Ingredients Inc. 286,821 14,677
  Inter Parfums Inc. 399,505 14,642
* Crocs Inc. 1,830,465 14,113

 

5


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  National Presto Industries Inc. 124,477 13,755
*,^ e.l.f. Beauty, Inc. 483,876 13,166
*,^ Central Garden & Pet Co. 403,990 12,843
  Titan International Inc. 1,056,503 12,689
* Motorcar Parts of America Inc. 444,600 12,555
  Lennar Corp. Class B 273,691 12,308
  John B Sanfilippo & Son Inc. 183,219 11,563
  Superior Industries International Inc. 560,169 11,511
* Beazer Homes USA Inc. 830,934 11,400
* Unifi Inc. 350,325 10,790
*,^ Fossil Group Inc. 1,035,266 10,715
* Malibu Boats Inc. Class A 412,542 10,672
  Hooker Furniture Corp. 256,945 10,573
  Acushnet Holdings Corp. 528,156 10,479
  Tower International Inc. 448,305 10,064
* Century Communities Inc. 390,353 9,681
  Movado Group Inc. 369,781 9,337
* Stoneridge Inc. 594,358 9,159
  Flexsteel Industries Inc. 168,058 9,094
  Medifast Inc. 217,085 9,002
* Iconix Brand Group Inc. 1,292,959 8,934
  Omega Protein Corp. 470,213 8,417
*,^ Freshpet Inc. 494,694 8,212
  Bassett Furniture Industries Inc. 214,231 8,130
  Culp Inc. 243,286 7,907
* Farmer Brothers Co. 257,556 7,791
*,^ Amplify Snack Brands Inc. 762,707 7,352
* Eastman Kodak Co. 798,529 7,267
* Primo Water Corp. 565,323 7,180
  Nutraceutical International Corp. 169,048 7,041
* MCBC Holdings Inc. 352,120 6,884
  Limoneira Co. 287,000 6,782
* Revlon Inc. Class A 267,351 6,336
* Hovnanian Enterprises Inc. Class A 2,186,427 6,122
  Johnson Outdoors Inc. Class A 121,155 5,841
* ZAGG Inc. 672,715 5,819
* Perry Ellis International Inc. 284,405 5,535
* Glu Mobile Inc. 2,208,392 5,521
*,^ Jamba Inc. 661,983 5,157
* Vera Bradley Inc. 513,844 5,025
* Seneca Foods Corp. Class A 150,784 4,682
* Core Molding Technologies Inc. 206,693 4,467
*,^ Castle Brands Inc. 2,465,453 4,241
  Oil-Dri Corp. of America 96,105 4,037
  Superior Uniform Group Inc. 179,445 4,011
  Libbey Inc. 492,491 3,969
* Craft Brew Alliance Inc. 210,121 3,541
*,^ Sequential Brands Group Inc. 863,477 3,445
  Lifetime Brands Inc. 185,281 3,363
  Marine Products Corp. 215,360 3,362
*,^ 22nd Century Group Inc. 1,885,251 3,299
^ Orchids Paper Products Co. 254,554 3,296
  Weyco Group Inc. 114,453 3,191
* Lakeland Industries Inc. 206,432 2,993
* New Home Co. Inc. 258,826 2,969
* Delta Apparel Inc. 129,662 2,876
* Black Diamond Inc. 403,894 2,686
*,^ Vuzix Corp. 406,195 2,661
  Strattec Security Corp. 74,291 2,630
  A-Mark Precious Metals Inc. 152,127 2,501
  Rocky Brands Inc. 183,158 2,463
* Shiloh Industries Inc. 208,222 2,445
  Crown Crafts Inc. 324,287 2,238
*,^ New Age Beverages Corp. 426,400 2,187

 

6


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Nature's Sunshine Products Inc. 154,008 2,041
*,^ Akoustis Technologies Inc. 232,819 2,035
* Turning Point Brands Inc. 132,319 2,030
*,^ PolarityTE Inc. 87,197 2,015
* Alliance One International Inc. 139,843 2,014
  Escalade Inc. 145,056 1,900
*,^ JAKKS Pacific Inc. 474,433 1,898
* Inventure Foods Inc. 422,197 1,820
  Acme United Corp. 59,433 1,700
  Unique Fabricating Inc. 157,509 1,499
*,^ Lipocine Inc. 368,446 1,481
* Natural Alternatives International Inc. 143,089 1,431
  Alico Inc. 45,429 1,422
  Kewaunee Scientific Corp. 55,565 1,386
* US Auto Parts Network Inc. 421,727 1,362
* Dixie Group Inc. 280,522 1,262
*,^ Lifevantage Corp. 276,235 1,196
* Virco Manufacturing Corp. 218,789 1,171
  Rocky Mountain Chocolate Factory Inc. 97,315 1,148
*,^ S&W Seed Co. 274,141 1,138
* Lifeway Foods Inc. 98,227 917
  LS Starrett Co. Class A 101,469 873
* Alpha Pro Tech Ltd. 292,060 862
* Skyline Corp. 141,200 850
* Tandy Leather Factory Inc. 93,919 836
* Cherokee Inc. 114,891 798
* Coffee Holding Co. Inc. 130,802 583
  Mannatech Inc. 33,986 540
*,^ Nova Lifestyle Inc. 349,661 528
* Willamette Valley Vineyards Inc. 56,933 461
* Reed's Inc. 168,431 413
* Zedge Inc. Class B 144,348 319
* Female Health Co. 298,592 314
* Summer Infant Inc. 149,701 266
*,^ Vince Holding Corp. 498,087 234
  Stanley Furniture Co. Inc. 188,620 213
* Emerson Radio Corp. 151,209 212
* Charles & Colvard Ltd. 215,341 198
  P&F Industries Inc. Class A 19,103 117
*,^ Fenix Parts Inc. 204,049 96
  CompX International Inc. 5,846 89
* Cyanotech Corp. 23,496 85
* CTI Industries Corp. 14,046 82
* Differential Brands Group Inc. 31,820 64
  Ocean Bio-Chem Inc. 13,575 56
* Hovnanian Enterprises Inc. Class B 19,300 54
* Crystal Rock Holdings Inc. 60,050 49
* JRjr33 Inc. 80,833 47
*,^ Long Island Iced Tea Corp. 6,400 35
* Koss Corp. 12,072 23
* RiceBran Technologies 22,862 22
* Bridgford Foods Corp. 153 2
      55,832,853
Consumer Services (13.0%)    
* Amazon.com Inc. 9,355,374 9,056,002
  Comcast Corp. Class A 108,903,675 4,238,531
  Home Depot Inc. 27,528,391 4,222,855
  Walt Disney Co. 34,173,760 3,630,962
  McDonald's Corp. 18,761,824 2,873,561
  Wal-Mart Stores Inc. 34,917,465 2,642,554
* Priceline Group Inc. 1,129,489 2,112,732
  CVS Health Corp. 23,456,997 1,887,350
  Starbucks Corp. 31,683,157 1,847,445
  Time Warner Inc. 16,920,837 1,699,021

 

7


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Walgreens Boots Alliance Inc. 21,148,426 1,656,133
  Costco Wholesale Corp. 10,103,315 1,615,823
* Charter Communications Inc. Class A 4,614,719 1,554,468
  Lowe's Cos. Inc. 19,720,478 1,528,929
* Netflix Inc. 9,424,638 1,408,135
  TJX Cos. Inc. 14,062,974 1,014,925
* eBay Inc. 23,752,461 829,436
  Delta Air Lines Inc. 15,137,077 813,467
  McKesson Corp. 4,857,103 799,188
  Southwest Airlines Co. 12,704,027 789,428
  Marriott International Inc. Class A 6,600,207 662,067
  Target Corp. 12,656,048 661,785
  Twenty-First Century Fox Inc. Class A 22,759,371 645,001
  Yum! Brands Inc. 7,961,381 587,231
  Las Vegas Sands Corp. 9,149,493 584,561
  Carnival Corp. 8,640,768 566,575
  Cardinal Health Inc. 7,254,428 565,265
  Sysco Corp. 11,131,050 560,226
  CBS Corp. Class B 8,279,842 528,088
  Ross Stores Inc. 9,042,513 522,024
  American Airlines Group Inc. 10,322,917 519,449
  Kroger Co. 21,399,905 499,046
* United Continental Holdings Inc. 6,114,872 460,144
* O'Reilly Automotive Inc. 2,096,002 458,479
  Dollar General Corp. 6,308,982 454,815
  Omnicom Group Inc. 5,404,374 448,023
  Royal Caribbean Cruises Ltd. 3,957,522 432,280
  Expedia Inc. 2,840,904 423,153
* Ulta Beauty Inc. 1,355,181 389,398
* AutoZone Inc. 655,699 374,050
  MGM Resorts International 11,881,601 371,775
* Dollar Tree Inc. 5,147,468 359,911
  AmerisourceBergen Corp. Class A 3,766,741 356,070
  Best Buy Co. Inc. 6,020,603 345,161
  Nielsen Holdings plc 8,202,213 317,098
* DISH Network Corp. Class A 4,965,146 311,613
  Whole Foods Market Inc. 7,328,997 308,624
  L Brands Inc. 5,573,671 300,365
  Hilton Worldwide Holdings Inc. 4,852,419 300,122
  Twenty-First Century Fox Inc. 10,597,703 295,358
  Viacom Inc. Class B 8,306,712 278,856
* Chipotle Mexican Grill Inc. Class A 658,690 274,081
*,^ CarMax Inc. 4,284,370 270,172
  Darden Restaurants Inc. 2,850,974 257,842
  Tiffany & Co. 2,716,139 254,964
  Alaska Air Group Inc. 2,831,513 254,157
  Wynn Resorts Ltd. 1,882,188 252,439
  Wyndham Worldwide Corp. 2,400,370 241,021
  Aramark 5,733,878 234,974
  Domino's Pizza Inc. 1,102,818 233,279
* Liberty Interactive Corp. QVC Group Class A 9,323,742 228,805
  Interpublic Group of Cos. Inc. 9,043,901 222,480
* Norwegian Cruise Line Holdings Ltd. 3,660,774 198,743
  Vail Resorts Inc. 922,849 187,181
  Advance Auto Parts Inc. 1,600,035 186,548
^ Sirius XM Holdings Inc. 32,746,965 179,126
* JetBlue Airways Corp. 7,745,474 176,829
* VCA Inc. 1,778,200 164,146
  Tractor Supply Co. 2,998,556 162,552
  Macy's Inc. 6,985,892 162,352
* Panera Bread Co. Class A 488,784 153,791
^ Kohl's Corp. 3,973,333 153,649
  News Corp. Class A 11,180,298 153,170
  FactSet Research Systems Inc. 909,375 151,120

 

8


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Staples Inc. 14,942,494 150,471
* Liberty Media Corp-Liberty SiriusXM Class C Shares 3,590,367 149,718
  Foot Locker Inc. 3,031,380 149,386
* Burlington Stores Inc. 1,614,018 148,474
  H&R Block Inc. 4,754,224 146,953
* Copart Inc. 4,508,043 143,311
  Service Corp. International 4,128,774 138,107
  KAR Auction Services Inc. 3,161,954 132,707
  Scripps Networks Interactive Inc. Class A 1,936,584 132,288
  Nordstrom Inc. 2,702,851 129,277
* Discovery Communications Inc. 4,927,516 124,223
*,^ Liberty Media Corp-Liberty Formula One 3,367,024 123,300
* ServiceMaster Global Holdings Inc. 3,108,761 121,832
  Gap Inc. 5,469,020 120,264
  Dunkin' Brands Group Inc. 2,100,962 115,805
* Live Nation Entertainment Inc. 3,097,644 107,953
  Six Flags Entertainment Corp. 1,755,039 104,618
  Signet Jewelers Ltd. 1,593,914 100,799
  Bed Bath & Beyond Inc. 3,257,919 99,041
  Cinemark Holdings Inc. 2,530,580 98,313
* TripAdvisor Inc. 2,551,743 97,477
  Casey's General Stores Inc. 907,817 97,236
  Sabre Corp. 4,431,729 96,479
* Liberty Media Corp-Liberty SiriusXM Class A Shares 2,225,900 93,443
^ Cracker Barrel Old Country Store Inc. 555,252 92,866
  Rollins Inc. 2,274,858 92,609
* Bright Horizons Family Solutions Inc. 1,177,420 90,909
* Discovery Communications Inc. Class A 3,507,586 90,601
  Dun & Bradstreet Corp. 837,682 90,595
  Williams-Sonoma Inc. 1,793,845 87,001
* Grand Canyon Education Inc. 1,103,252 86,506
*,^ GrubHub Inc. 1,983,445 86,478
* Madison Square Garden Co. Class A 436,744 85,995
* Spirit Airlines Inc. 1,594,665 82,364
  Extended Stay America Inc. 4,216,988 81,641
  Dick's Sporting Goods Inc. 1,916,758 76,344
  Cable One Inc. 106,251 75,534
* Cabela's Inc. 1,257,294 74,708
  Texas Roadhouse Inc. Class A 1,455,993 74,183
* AMC Networks Inc. Class A 1,352,974 72,262
  Chemed Corp. 350,474 71,682
* Rite Aid Corp. 24,200,769 71,392
  TEGNA Inc. 4,939,806 71,183
  Jack in the Box Inc. 718,908 70,812
* Liberty Expedia Holdings Inc. Class A 1,294,277 69,917
  Tribune Media Co. Class A 1,692,629 69,008
*,^ AutoNation Inc. 1,625,675 68,538
  ILG Inc. 2,475,827 68,060
  Wendy's Co. 4,383,723 67,992
* Sprouts Farmers Market Inc. 2,983,193 67,629
* Beacon Roofing Supply Inc. 1,377,835 67,514
* Sally Beauty Holdings Inc. 3,268,011 66,177
  Office Depot Inc. 11,642,212 65,662
* Dave & Buster's Entertainment Inc. 968,452 64,412
  Dolby Laboratories Inc. Class A 1,313,616 64,315
  Aaron's Inc. 1,645,114 63,995
  Graham Holdings Co. Class B 104,623 62,737
*,^ Five Below Inc. 1,255,093 61,964
  Nexstar Media Group Inc. Class A 1,013,360 60,599
* Murphy USA Inc. 799,396 59,243
  Marriott Vacations Worldwide Corp. 495,695 58,368
* Hilton Grand Vacations Inc. 1,592,777 57,436
  Sinclair Broadcast Group Inc. Class A 1,744,313 57,388
* Hawaiian Holdings Inc. 1,213,702 56,983

 

9


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Lions Gate Entertainment Corp. Class B 2,163,433 56,855
*,^ Stamps.com Inc. 363,965 56,369
  John Wiley & Sons Inc. Class A 1,065,968 56,230
*,^ Sotheby's 1,027,670 55,155
  Churchill Downs Inc. 297,352 54,505
  Meredith Corp. 905,679 53,843
  Regal Entertainment Group Class A 2,604,145 53,281
  Choice Hotels International Inc. 828,616 53,239
  New York Times Co. Class A 2,970,668 52,581
  PriceSmart Inc. 594,256 52,057
* Yelp Inc. Class A 1,733,998 52,055
* Performance Food Group Co. 1,897,329 51,987
  AMERCO 141,061 51,637
  Cheesecake Factory Inc. 1,022,915 51,453
* Michaels Cos. Inc. 2,772,838 51,353
* WebMD Health Corp. 860,693 50,480
  GameStop Corp. Class A 2,334,847 50,456
* Buffalo Wild Wings Inc. 394,465 49,979
* Caesars Acquisition Co. Class A 2,596,249 49,459
  Big Lots Inc. 1,012,175 48,888
  Lithia Motors Inc. Class A 516,981 48,715
* Adtalem Global Education Inc. 1,277,086 48,465
* Avis Budget Group Inc. 1,763,421 48,088
  Bloomin' Brands Inc. 2,259,238 47,964
  Hillenbrand Inc. 1,327,620 47,927
* Ollie's Bargain Outlet Holdings Inc. 1,111,020 47,329
  Planet Fitness Inc. Class A 2,016,528 47,066
*,^ Pandora Media Inc. 5,211,134 46,483
  American Eagle Outfitters Inc. 3,814,490 45,965
*,^ Altice USA Inc. Class A 1,418,418 45,815
*,^ RH 699,383 45,124
  Papa John's International Inc. 627,440 45,025
  Boyd Gaming Corp. 1,813,118 44,983
*,^ Cars.com Inc. 1,683,324 44,827
* Acxiom Corp. 1,715,593 44,571
  Brinker International Inc. 1,166,040 44,426
* Hyatt Hotels Corp. Class A 774,069 43,510
  Matthews International Corp. Class A 704,948 43,178
* United Natural Foods Inc. 1,153,601 42,337
  Allegiant Travel Co. Class A 304,254 41,257
* SiteOne Landscape Supply Inc. 768,790 40,023
  Children's Place Inc. 388,927 39,709
* Penn National Gaming Inc. 1,845,902 39,502
  SkyWest Inc. 1,125,124 39,492
* Groupon Inc. Class A 9,487,200 36,431
^ Lions Gate Entertainment Corp. Class A 1,279,276 36,101
  Red Rock Resorts Inc. Class A 1,513,633 35,646
* Shutterfly Inc. 747,196 35,492
*,^ Etsy Inc. 2,318,306 34,775
  Penske Automotive Group Inc. 788,274 34,613
* Urban Outfitters Inc. 1,856,370 34,417
  Core-Mark Holding Co. Inc. 1,034,461 34,199
  Morningstar Inc. 416,392 32,620
  Bob Evans Farms Inc. 453,941 32,607
* MSG Networks Inc. 1,418,581 31,847
* Scientific Games Corp. Class A 1,215,152 31,715
* Trade Desk Inc. Class A 621,842 31,160
* Houghton Mifflin Harcourt Co. 2,530,502 31,125
*,^ JC Penney Co. Inc. 6,580,414 30,599
* Rush Enterprises Inc. Class A 821,489 30,543
  Monro Muffler Brake Inc. 727,087 30,356
* TrueCar Inc. 1,509,819 30,091
  Time Inc. 2,068,867 29,688
  Group 1 Automotive Inc. 463,850 29,371

 

10


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Chico's FAS Inc. 3,018,220 28,432
* La Quinta Holdings Inc. 1,895,681 27,999
  DSW Inc. Class A 1,532,039 27,117
* Belmond Ltd. Class A 1,996,795 26,557
  Caleres Inc. 950,982 26,418
  AMC Entertainment Holdings Inc. Class A 1,136,904 25,865
^ SeaWorld Entertainment Inc. 1,565,950 25,478
* Asbury Automotive Group Inc. 442,982 25,051
  Gannett Co. Inc. 2,794,952 24,372
* Pinnacle Entertainment Inc. 1,222,158 24,150
  Sonic Corp. 907,804 24,048
  HSN Inc. 750,020 23,926
  Scholastic Corp. 548,733 23,919
* EW Scripps Co. Class A 1,335,404 23,784
*,^ Liberty Media Corp-Liberty Formula One Class A 674,725 23,636
  Capella Education Co. 270,468 23,152
  International Speedway Corp. Class A 608,776 22,860
* Eldorado Resorts Inc. 1,119,836 22,397
  Strayer Education Inc. 240,199 22,391
* Herc Holdings Inc. 566,999 22,294
* SUPERVALU Inc. 6,680,984 21,980
*,^ Weight Watchers International Inc. 656,021 21,924
  SpartanNash Co. 824,755 21,411
*,^ Chegg Inc. 1,724,063 21,189
  Abercrombie & Fitch Co. 1,681,625 20,919
* Gray Television Inc. 1,522,534 20,859
^ Dillard's Inc. Class A 359,343 20,730
* Red Robin Gourmet Burgers Inc. 314,954 20,551
^ Wingstop Inc. 644,951 19,929
* Liberty Media Corp-Liberty Braves 819,275 19,638
* Liberty TripAdvisor Holdings Inc. Class A 1,677,476 19,459
* Denny's Corp. 1,617,140 19,034
*,^ Quotient Technology Inc. 1,618,948 18,618
  ClubCorp Holdings Inc. 1,410,809 18,482
  DineEquity Inc. 414,821 18,273
  PetMed Express Inc. 446,639 18,134
  Guess? Inc. 1,372,539 17,541
* BJ's Restaurants Inc. 468,538 17,453
  World Wrestling Entertainment Inc. Class A 829,610 16,899
  New Media Investment Group Inc. 1,236,921 16,674
* Caesars Entertainment Corp. 1,377,136 16,526
* Genesco Inc. 484,068 16,410
*,^ Lumber Liquidators Holdings Inc. 642,961 16,113
  Tile Shop Holdings Inc. 770,023 15,901
* Diplomat Pharmacy Inc. 1,051,381 15,560
  Ruth's Hospitality Group Inc. 710,950 15,463
*,^ Hertz Global Holdings Inc. 1,330,653 15,302
  Rent-A-Center Inc. 1,293,490 15,160
*,^ Shake Shack Inc. Class A 426,167 14,865
* Career Education Corp. 1,544,675 14,829
* SP Plus Corp. 464,600 14,194
* K12 Inc. 787,561 14,113
* Providence Service Corp. 274,860 13,911
* Laureate Education Inc. Class A 760,224 13,327
  Finish Line Inc. Class A 939,614 13,314
^ GNC Holdings Inc. Class A 1,565,589 13,198
  Marcus Corp. 428,022 12,926
^ Tailored Brands Inc. 1,154,768 12,887
  Weis Markets Inc. 252,042 12,279
  MDC Partners Inc. Class A 1,227,921 12,156
* MarineMax Inc. 618,835 12,098
*,^ Party City Holdco Inc. 739,911 11,580
*,^ Hibbett Sports Inc. 555,462 11,526
  Sonic Automotive Inc. Class A 574,840 11,181

 

11


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  National CineMedia Inc. 1,500,682 11,135
  Ingles Markets Inc. Class A 327,035 10,890
* Del Taco Restaurants Inc. 787,683 10,831
* XO Group Inc. 614,493 10,827
  Buckle Inc. 606,942 10,804
* Bankrate Inc. 833,126 10,706
  Entravision Communications Corp. Class A 1,621,087 10,699
  Barnes & Noble Inc. 1,395,349 10,605
* Express Inc. 1,564,858 10,563
* Francesca's Holdings Corp. 937,876 10,260
* Fiesta Restaurant Group Inc. 495,034 10,222
* Carrols Restaurant Group Inc. 821,607 10,065
  Haverty Furniture Cos. Inc. 397,190 9,969
* Biglari Holdings Inc. 24,869 9,941
* Angie's List Inc. 774,604 9,907
  Pier 1 Imports Inc. 1,908,219 9,904
  Cato Corp. Class A 558,022 9,816
*,^ Ascena Retail Group Inc. 4,536,143 9,753
*,^ Trupanion Inc. 422,129 9,447
* Chuy's Holdings Inc. 398,018 9,314
  Carriage Services Inc. Class A 338,557 9,127
* Del Frisco's Restaurant Group Inc. 547,340 8,812
* Barnes & Noble Education Inc. 819,116 8,707
* Regis Corp. 839,845 8,625
* American Public Education Inc. 358,602 8,481
  Emerald Expositions Events Inc. 377,442 8,266
* Monarch Casino & Resort Inc. 269,732 8,159
^ Fred's Inc. Class A 877,031 8,095
* Intrawest Resorts Holdings Inc. 340,162 8,075
* Care.com Inc. 518,924 7,836
  News Corp. Class B 543,866 7,696
* 1-800-Flowers.com Inc. Class A 784,554 7,649
* Clean Energy Fuels Corp. 2,969,936 7,544
* tronc Inc. 564,652 7,278
*,^ America's Car-Mart Inc. 186,739 7,264
  RCI Hospitality Holdings Inc. 296,559 7,070
* Titan Machinery Inc. 391,431 7,038
* Potbelly Corp. 594,688 6,839
^ Big 5 Sporting Goods Corp. 521,762 6,809
* Bojangles' Inc. 416,423 6,767
*,^ Conn's Inc. 336,307 6,423
* Chefs' Warehouse Inc. 493,357 6,414
* Overstock.com Inc. 383,536 6,252
  Winmark Corp. 48,421 6,244
*,^ Smart & Final Stores Inc. 679,964 6,188
*,^ Carvana Co. 300,962 6,161
  Shoe Carnival Inc. 293,185 6,122
^ Entercom Communications Corp. Class A 565,324 5,851
  Citi Trends Inc. 275,562 5,847
*,^ Sears Holdings Corp. 645,999 5,724
* J Alexander's Holdings Inc. 466,456 5,714
* FTD Cos. Inc. 285,230 5,705
* At Home Group Inc. 234,379 5,459
^ Natural Health Trends Corp. 191,872 5,344
* Lindblad Expeditions Holdings Inc. 506,469 5,318
* Zumiez Inc. 427,743 5,283
* Vitamin Shoppe Inc. 445,783 5,193
* Liberty Media Corp-Liberty Braves 214,085 5,114
* Rubicon Project Inc. 977,163 5,023
*,^ Duluth Holdings Inc. 272,858 4,969
* Bridgepoint Education Inc. 331,392 4,891
*,^ Zoe's Kitchen Inc. 409,167 4,873
* Golden Entertainment Inc. 222,276 4,603
  Village Super Market Inc. Class A 176,551 4,576

 

12


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Reading International Inc. Class A 275,292 4,440
  Speedway Motorsports Inc. 242,771 4,435
*,^ Daily Journal Corp. 21,340 4,402
  CSS Industries Inc. 154,313 4,037
*,^ Sportsman's Warehouse Holdings Inc. 743,514 4,015
  Clear Channel Outdoor Holdings Inc. Class A 825,901 4,006
* Nathan's Famous Inc. 61,089 3,849
  West Marine Inc. 297,630 3,825
* Habit Restaurants Inc. Class A 241,130 3,810
* Global Eagle Entertainment Inc. 1,047,406 3,729
* PCM Inc. 198,139 3,715
* Build-A-Bear Workshop Inc. 350,275 3,660
* Kirkland's Inc. 339,649 3,492
* Autobytel Inc. 262,951 3,316
  Saga Communications Inc. Class A 71,295 3,262
*,^ Lands' End Inc. 214,399 3,195
* TechTarget Inc. 304,451 3,157
* Drive Shack Inc. 997,810 3,143
* Avid Technology Inc. 594,385 3,126
* Fogo De Chao Inc. 224,316 3,118
  Collectors Universe Inc. 123,872 3,078
* Ascent Capital Group Inc. Class A 199,032 3,057
* Hemisphere Media Group Inc. Class A 246,659 2,923
* Century Casinos Inc. 396,483 2,922
* Marchex Inc. Class B 942,426 2,808
* Gaia Inc. Class A 242,959 2,721
* Liquidity Services Inc. 425,774 2,704
* Ruby Tuesday Inc. 1,270,968 2,555
* QuinStreet Inc. 588,314 2,453
*,^ Inspired Entertainment Inc. 186,218 2,421
  AH Belo Corp. Class A 419,625 2,308
* Container Store Group Inc. 377,018 2,232
* Lee Enterprises Inc. 1,110,959 2,111
* Red Lion Hotels Corp. 280,083 2,059
* El Pollo Loco Holdings Inc. 145,596 2,016
  YuMe Inc. 418,968 1,969
*,^ Tuesday Morning Corp. 985,841 1,873
*,^ Natural Grocers by Vitamin Cottage Inc. 217,020 1,795
* Town Sports International Holdings Inc. 378,981 1,781
* Townsquare Media Inc. Class A 173,867 1,780
* Blue Apron Holdings Inc. Class A 186,039 1,738
* Travelzoo 152,382 1,669
* Leaf Group Ltd. 213,369 1,664
  Wayside Technology Group Inc. 82,067 1,588
*,^ Boot Barn Holdings Inc. 219,126 1,551
* RealNetworks Inc. 354,698 1,536
  Peak Resorts Inc. 353,521 1,449
* Destination XL Group Inc. 576,476 1,355
* Urban One Inc. 571,863 1,287
* Cambium Learning Group Inc. 248,408 1,259
  Salem Media Group Inc. Class A 171,361 1,217
  Tilly's Inc. Class A 119,549 1,213
^ Stage Stores Inc. 581,485 1,209
* EVINE Live Inc. 1,180,565 1,181
* McClatchy Co. Class A 122,966 1,148
^ Stein Mart Inc. 647,639 1,095
*,^ Noodles & Co. Class A 277,204 1,081
  Liberty Tax Inc. 77,519 1,004
*,^ Papa Murphy's Holdings Inc. 227,535 994
* Luby's Inc. 302,362 850
* Nevada Gold & Casinos Inc. 313,955 703
*,^ Remark Holdings Inc. 230,267 645
*,^ Kona Grill Inc. 152,775 565
* Good Times Restaurants Inc. 153,644 545

 

13


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Destination Maternity Corp. 167,111 541
  Ark Restaurants Corp. 21,210 517
* New York & Co. Inc. 373,504 515
* Bravo Brio Restaurant Group Inc. 111,686 514
* Full House Resorts Inc. 206,195 503
* Profire Energy Inc. 353,189 459
*,^ Digital Turbine Inc. 430,786 444
  National American University Holdings Inc. 171,618 434
* ONE Group Hospitality Inc. 165,077 358
* CafePress Inc. 128,798 334
* Dover Downs Gaming & Entertainment Inc. 298,523 331
  Emmis Communications Corp. Class A 109,373 315
* Famous Dave's of America Inc. 86,205 315
* TheStreet Inc. 355,603 295
^ Live Ventures Inc. 27,874 295
* Rush Enterprises Inc. Class B 6,949 253
*,^ Spark Networks Inc. 263,550 253
* Harte-Hanks Inc. 242,762 250
*,^ Rave Restaurant Group Inc. 100,927 204
  Value Line Inc. 9,438 173
  Flanigan's Enterprises Inc. 5,174 150
^ bebe stores inc 23,972 142
^ Educational Development Corp. 12,522 133
*,^ Cumulus Media Inc. Class A 257,942 116
* Diversified Restaurant Holdings Inc. 41,720 108
*,^ Bon-Ton Stores Inc. 225,465 99
  Insignia Systems Inc. 87,240 91
* Christopher & Banks Corp. 64,564 85
* VistaGen Therapeutics Inc. 34,555 65
  Haverty Furniture Cos. Inc. Class A 1,375 34
* NTN Buzztime Inc. 4,842 33
*,^ Net Element Inc. 49,473 32
*,^ WeCast Network Inc. 16,045 28
* SPAR Group Inc. 19,446 20
  Beasley Broadcast Group Inc. Class A 1,610 16
*,^ Sears Hometown and Outlet Stores Inc. 5,600 15
  Viacom Inc. Class A 300 11
* MaxPoint Interactive Inc. 1,162 9
* Universal Travel Group 42,843 7
* Genius Brands International Inc. 1,430 5
* Social Reality Inc. 2,782 3
* Urban One Inc. Class A 950 2
      75,334,894
Financials (20.4%)    
  JPMorgan Chase & Co. 81,849,498 7,481,044
* Berkshire Hathaway Inc. Class B 43,189,943 7,315,081
  Wells Fargo & Co. 103,615,142 5,741,315
  Bank of America Corp. 229,168,479 5,559,627
  Citigroup Inc. 63,394,487 4,239,823
  Visa Inc. Class A 42,493,554 3,985,045
  Mastercard Inc. Class A 21,900,088 2,659,766
  US Bancorp 36,988,281 1,920,432
  Goldman Sachs Group Inc. 8,152,102 1,808,951
  Chubb Ltd. 10,219,631 1,485,730
  American Express Co. 17,604,110 1,482,970
  Morgan Stanley 32,131,571 1,431,783
  PNC Financial Services Group Inc. 11,174,563 1,395,368
  American International Group Inc. 21,184,034 1,324,426
  American Tower Corporation 9,794,579 1,296,019
  Charles Schwab Corp. 27,711,528 1,190,487
  Bank of New York Mellon Corp. 22,969,347 1,171,896
  Simon Property Group Inc. 7,210,593 1,166,386
  BlackRock Inc. 2,730,248 1,153,284
  MetLife Inc. 19,871,441 1,091,737

 

14


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Prudential Financial Inc. 9,858,176 1,066,063
  CME Group Inc. 7,437,686 931,496
  Marsh & McLennan Cos. Inc. 11,863,444 924,874
  Capital One Financial Corp. 11,046,306 912,646
  Intercontinental Exchange Inc. 13,681,364 901,876
  S&P Global Inc. 5,953,585 869,164
  BB&T Corp. 18,683,428 848,414
  Crown Castle International Corp. 8,432,801 844,798
  Travelers Cos. Inc. 6,416,789 811,916
  Aon plc 6,040,294 803,057
  Equinix Inc. 1,794,539 770,144
  State Street Corp. 8,322,725 746,798
  Allstate Corp. 8,378,015 740,952
  Aflac Inc. 9,267,437 719,894
  Prologis Inc. 12,189,324 714,782
  Public Storage 3,406,445 710,346
  SunTrust Banks Inc. 11,268,393 639,143
  Welltower Inc. 8,429,838 630,973
  AvalonBay Communities Inc. 3,177,828 610,683
  Progressive Corp. 13,377,687 589,822
  Weyerhaeuser Co. 17,291,827 579,276
  Ventas Inc. 8,169,475 567,615
  Equity Residential 8,435,767 555,327
  Synchrony Financial 18,602,064 554,714
  Discover Financial Services 8,827,119 548,959
  M&T Bank Corp. 3,204,145 518,911
  Northern Trust Corp. 5,019,672 487,962
  KeyCorp 25,207,067 472,380
  Moody's Corp. 3,746,244 455,843
  Hartford Financial Services Group Inc. 8,655,686 455,029
  Fifth Third Bancorp 17,325,685 449,775
  Ameriprise Financial Inc. 3,525,572 448,770
  Boston Properties Inc. 3,537,734 435,212
  Willis Towers Watson plc 2,981,473 433,685
  Principal Financial Group Inc. 6,626,854 424,583
  Citizens Financial Group Inc. 11,736,521 418,759
  Digital Realty Trust Inc. 3,677,465 415,370
  Regions Financial Corp. 28,190,263 412,705
  T. Rowe Price Group Inc. 5,307,205 393,848
  Essex Property Trust Inc. 1,513,948 389,493
  Equifax Inc. 2,759,982 379,277
* SBA Communications Corp. Class A 2,789,595 376,316
  Vornado Realty Trust 3,908,373 366,996
  First Republic Bank 3,632,278 363,591
* IHS Markit Ltd. 7,979,191 351,404
  Franklin Resources Inc. 7,789,995 348,914
  Lincoln National Corp. 5,141,056 347,433
  Realty Income Corp. 6,275,196 346,265
  HCP Inc. 10,763,687 344,007
  Huntington Bancshares Inc. 24,964,685 337,523
  GGP Inc. 14,190,793 334,335
  Invesco Ltd. 9,326,467 328,198
  Host Hotels & Resorts Inc. 16,972,939 310,096
  Loews Corp. 6,618,379 309,806
* Markel Corp. 306,828 299,421
  Comerica Inc. 4,053,778 296,899
  Annaly Capital Management Inc. 23,566,899 283,981
  Mid-America Apartment Communities Inc. 2,616,107 275,685
  FNF Group 5,960,296 267,200
  XL Group Ltd. 6,078,758 266,250
* Arch Capital Group Ltd. 2,839,243 264,873
  TD Ameritrade Holding Corp. 6,076,954 261,248
  Cincinnati Financial Corp. 3,590,760 260,151
* Liberty Broadband Corp. 2,905,205 252,027

 

15


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Alexandria Real Estate Equities Inc. 2,089,966 251,778
* Berkshire Hathaway Inc. Class A 981 249,861
  SL Green Realty Corp. 2,325,257 246,012
  Unum Group 5,219,542 243,387
  UDR Inc. 6,173,354 240,576
* E*TRADE Financial Corp. 6,307,844 239,887
* CBRE Group Inc. Class A 6,569,152 239,117
  Raymond James Financial Inc. 2,972,700 238,470
  Arthur J Gallagher & Co. 4,101,548 234,814
  Duke Realty Corp. 8,167,936 228,294
  Ally Financial Inc. 10,764,381 224,976
  MSCI Inc. Class A 2,094,771 215,740
  Affiliated Managers Group Inc. 1,299,180 215,482
  CBOE Holdings Inc. 2,343,848 214,228
  Extra Space Storage Inc. 2,744,445 214,067
* SVB Financial Group 1,204,888 211,807
  Western Union Co. 11,011,601 209,771
  Federal Realty Investment Trust 1,654,331 209,091
  Regency Centers Corp. 3,322,221 208,104
* Alleghany Corp. 341,588 203,177
  Zions Bancorporation 4,615,603 202,671
  Iron Mountain Inc. 5,778,670 198,555
  Torchmark Corp. 2,560,164 195,853
  East West Bancorp Inc. 3,319,562 194,460
  Macerich Co. 3,288,474 190,929
  Nasdaq Inc. 2,661,058 190,239
  Reinsurance Group of America Inc. Class A 1,480,120 190,033
  VEREIT Inc. 22,588,056 183,867
  Everest Re Group Ltd. 706,089 179,763
  SEI Investments Co. 3,292,577 177,075
  AGNC Investment Corp. 8,163,775 173,807
  Camden Property Trust 2,016,344 172,418
* Signature Bank 1,191,528 171,020
  Colony NorthStar Inc. Class A 12,075,082 170,138
  Kimco Realty Corp. 9,270,508 170,114
  Kilroy Realty Corp. 2,252,386 169,267
  MarketAxess Holdings Inc. 824,607 165,828
  WP Carey Inc. 2,464,050 162,652
^ CIT Group Inc. 3,336,516 162,488
  Voya Financial Inc. 4,350,026 160,472
  Equity LifeStyle Properties Inc. 1,855,064 160,166
  American Financial Group Inc. 1,596,541 158,648
  Gaming and Leisure Properties Inc. 4,109,548 154,807
  Apartment Investment & Management Co. 3,596,179 154,528
^ Omega Healthcare Investors Inc. 4,482,124 148,000
  WR Berkley Corp. 2,110,893 146,010
  American Campus Communities Inc. 3,086,552 145,994
  Sun Communities Inc. 1,628,332 142,788
  Lamar Advertising Co. Class A 1,911,652 140,640
  New York Community Bancorp Inc. 10,635,157 139,640
  People's United Financial Inc. 7,899,124 139,499
  Lazard Ltd. Class A 2,989,252 138,492
  Liberty Property Trust 3,359,301 136,757
  Healthcare Trust of America Inc. Class A 4,373,274 136,053
  Forest City Realty Trust Inc. Class A 5,558,070 134,339
  Starwood Property Trust Inc. 5,971,609 133,704
  National Retail Properties Inc. 3,411,961 133,408
  Assurant Inc. 1,271,716 131,864
  Bank of the Ozarks 2,795,470 131,024
  RenaissanceRe Holdings Ltd. 940,363 130,757
  Axis Capital Holdings Ltd. 2,009,418 129,929
  Jones Lang LaSalle Inc. 1,033,919 129,240
  PacWest Bancorp 2,757,172 128,760
  Douglas Emmett Inc. 3,349,451 127,983

 

16


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Janus Henderson Group plc 3,829,969 126,810
  Cullen/Frost Bankers Inc. 1,328,464 124,756
  Assured Guaranty Ltd. 2,983,347 124,525
  Brixmor Property Group Inc. 6,957,977 124,409
* Zillow Group Inc. 2,497,666 122,411
  Commerce Bancshares Inc. 2,151,057 122,245
  Hudson Pacific Properties Inc. 3,569,613 122,045
  Highwoods Properties Inc. 2,358,164 119,582
* Athene Holding Ltd. Class A 2,387,808 118,459
  EPR Properties 1,645,597 118,269
  Eaton Vance Corp. 2,498,739 118,240
  Synovus Financial Corp. 2,670,548 118,145
  Navient Corp. 6,924,732 115,297
  American Homes 4 Rent Class A 5,039,395 113,739
  First American Financial Corp. 2,535,712 113,321
  Brown & Brown Inc. 2,630,275 113,286
  DCT Industrial Trust Inc. 2,115,171 113,035
  Senior Housing Properties Trust 5,478,986 111,990
  Old Republic International Corp. 5,713,709 111,589
  DuPont Fabros Technology Inc. 1,800,470 110,117
  Webster Financial Corp. 2,106,118 109,981
  Hospitality Properties Trust 3,763,996 109,720
  New Residential Investment Corp. 6,974,093 108,517
* Western Alliance Bancorp 2,194,810 107,985
  CyrusOne Inc. 1,906,158 106,268
  Medical Properties Trust Inc. 8,252,028 106,204
  Pinnacle Financial Partners Inc. 1,683,809 105,743
  Realogy Holdings Corp. 3,246,134 105,337
  FNB Corp. 7,284,755 103,152
  Gramercy Property Trust 3,466,723 102,996
  Popular Inc. 2,437,814 101,681
* Howard Hughes Corp. 826,091 101,477
  Allied World Assurance Co. Holdings AG 1,911,988 101,144
  CubeSmart 4,114,949 98,923
  Colony Starwood Homes 2,863,157 98,235
  Prosperity Bancshares Inc. 1,528,809 98,211
  Uniti Group Inc. 3,835,550 96,426
  IBERIABANK Corp. 1,174,627 95,732
* Liberty Ventures Class A 1,818,387 95,083
* MGIC Investment Corp. 8,478,140 94,955
  Hancock Holding Co. 1,933,233 94,728
  Wintrust Financial Corp. 1,230,544 94,063
  Umpqua Holdings Corp. 5,089,764 93,448
  First Horizon National Corp. 5,276,360 91,914
  Healthcare Realty Trust Inc. 2,688,520 91,813
  Apple Hospitality REIT Inc. 4,882,858 91,358
  Investors Bancorp Inc. 6,832,353 91,280
  Validus Holdings Ltd. 1,749,216 90,907
* Equity Commonwealth 2,875,849 90,877
  United Bankshares Inc. 2,295,381 89,979
  Associated Banc-Corp 3,493,237 88,030
  STORE Capital Corp. 3,913,787 87,865
* Texas Capital Bancshares Inc. 1,133,342 87,721
  Park Hotels & Resorts Inc. 3,212,663 86,613
  Hanover Insurance Group Inc. 965,152 85,541
  Rayonier Inc. 2,964,170 85,279
  GEO Group Inc. 2,883,174 85,255
  Cousins Properties Inc. 9,632,716 84,672
  Weingarten Realty Investors 2,775,016 83,528
  Bank of Hawaii Corp. 1,003,357 83,249
  Physicians Realty Trust 4,089,026 82,353
  LPL Financial Holdings Inc. 1,934,360 82,133
  CNO Financial Group Inc. 3,931,947 82,099
  Spirit Realty Capital Inc. 11,057,041 81,933

 

17


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  CoreSite Realty Corp. 785,447 81,317
  BankUnited Inc. 2,408,313 81,184
  MB Financial Inc. 1,835,855 80,851
  Sunstone Hotel Investors Inc. 5,010,959 80,777
  Radian Group Inc. 4,931,796 80,635
  Two Harbors Investment Corp. 8,061,019 79,885
  Primerica Inc. 1,044,468 79,118
  Chemical Financial Corp. 1,630,893 78,952
  Corporate Office Properties Trust 2,251,415 78,867
  Life Storage Inc. 1,063,695 78,820
  UMB Financial Corp. 1,049,866 78,593
  Taubman Centers Inc. 1,307,144 77,840
  Legg Mason Inc. 2,009,994 76,701
  LaSalle Hotel Properties 2,569,233 76,563
  First Industrial Realty Trust Inc. 2,674,963 76,557
  Chimera Investment Corp. 4,099,848 76,380
  Fulton Financial Corp. 3,995,550 75,915
  MFA Financial Inc. 8,959,983 75,174
  CoreCivic Inc. 2,712,100 74,800
  Empire State Realty Trust Inc. 3,594,540 74,659
  White Mountains Insurance Group Ltd. 85,878 74,596
  ProAssurance Corp. 1,224,115 74,426
  Outfront Media Inc. 3,170,070 73,292
  Home BancShares Inc. 2,935,159 73,085
  Erie Indemnity Co. Class A 576,122 72,056
  Piedmont Office Realty Trust Inc. Class A 3,386,963 71,397
  Paramount Group Inc. 4,416,702 70,667
  National Health Investors Inc. 890,645 70,539
  Aspen Insurance Holdings Ltd. 1,401,802 69,880
  Brandywine Realty Trust 3,967,083 69,543
  Valley National Bancorp 5,793,146 68,417
  Sterling Bancorp 2,931,240 68,151
* Stifel Financial Corp. 1,470,254 67,602
*,^ Credit Acceptance Corp. 262,098 67,396
  Selective Insurance Group Inc. 1,332,726 66,703
  Washington Federal Inc. 1,997,015 66,301
  Cathay General Bancorp 1,742,215 66,117
  Retail Properties of America Inc. 5,372,508 65,598
  DDR Corp. 7,167,095 65,006
  Education Realty Trust Inc. 1,673,918 64,864
  Glacier Bancorp Inc. 1,762,222 64,515
  Blackstone Mortgage Trust Inc. Class A 2,037,878 64,397
  BGC Partners Inc. Class A 5,092,311 64,367
  First Financial Bankshares Inc. 1,455,164 64,318
  Ryman Hospitality Properties Inc. 994,988 63,689
  Columbia Property Trust Inc. 2,831,662 63,373
  FirstCash Inc. 1,080,681 63,004
* Essent Group Ltd. 1,684,607 62,566
  Community Bank System Inc. 1,098,402 61,258
  EastGroup Properties Inc. 728,462 61,045
  Federated Investors Inc. Class B 2,095,170 59,189
  PS Business Parks Inc. 446,870 59,161
* SLM Corp. 5,139,518 59,104
  BancorpSouth Inc. 1,926,323 58,753
  First Citizens BancShares Inc. Class A 157,614 58,743
  Tanger Factory Outlet Centers Inc. 2,158,501 56,078
  TCF Financial Corp. 3,509,793 55,946
  South State Corp. 652,683 55,935
* Blackhawk Network Holdings Inc. 1,271,223 55,425
  Hope Bancorp Inc. 2,968,535 55,363
  Great Western Bancorp Inc. 1,354,596 55,281
* HealthEquity Inc. 1,097,255 54,676
  STAG Industrial Inc. 1,980,641 54,666
  Interactive Brokers Group Inc. 1,458,499 54,577

 

18


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Washington REIT 1,709,204 54,524
* Zillow Group Inc. Class A 1,102,287 53,836
  Old National Bancorp 3,118,876 53,801
  Columbia Banking System Inc. 1,349,961 53,796
  CVB Financial Corp. 2,385,439 53,505
  RLJ Lodging Trust 2,676,832 53,189
  Acadia Realty Trust 1,910,493 53,112
  Evercore Partners Inc. Class A 745,616 52,566
  Urban Edge Properties 2,205,325 52,332
  RLI Corp. 954,996 52,162
^ Pebblebrook Hotel Trust 1,614,324 52,046
  Care Capital Properties Inc. 1,890,598 50,479
  Mack-Cali Realty Corp. 1,856,486 50,385
  First Midwest Bancorp Inc. 2,146,451 50,034
  American Equity Investment Life Holding Co. 1,901,801 49,979
  DiamondRock Hospitality Co. 4,490,364 49,169
* HRG Group Inc. 2,741,610 48,554
  QTS Realty Trust Inc. Class A 923,991 48,352
  Retail Opportunity Investments Corp. 2,517,445 48,310
  Trustmark Corp. 1,490,941 47,949
  Financial Engines Inc. 1,296,028 47,435
  American National Insurance Co. 406,361 47,337
  Invitation Homes Inc. 2,187,260 47,310
  Xenia Hotels & Resorts Inc. 2,430,522 47,079
  LTC Properties Inc. 915,617 47,054
* LendingClub Corp. 8,385,111 46,202
  International Bancshares Corp. 1,318,133 46,201
  BOK Financial Corp. 548,957 46,184
  Hilltop Holdings Inc. 1,744,444 45,722
* Eagle Bancorp Inc. 720,900 45,633
  Summit Hotel Properties Inc. 2,415,542 45,050
  Potlatch Corp. 977,469 44,670
  Invesco Mortgage Capital Inc. 2,645,586 44,208
  Apollo Commercial Real Estate Finance Inc. 2,371,081 43,984
* Genworth Financial Inc. Class A 11,637,882 43,875
  Alexander & Baldwin Inc. 1,060,223 43,872
  United Community Banks Inc. 1,549,066 43,064
  Renasant Corp. 980,501 42,887
  Banner Corp. 749,404 42,349
  Lexington Realty Trust 4,236,962 41,988
  Astoria Financial Corp. 2,077,840 41,868
  Rexford Industrial Realty Inc. 1,511,415 41,473
  Kennedy-Wilson Holdings Inc. 2,156,423 41,080
  Towne Bank 1,321,262 40,695
  Capitol Federal Financial Inc. 2,862,412 40,675
* Green Dot Corp. Class A 1,053,263 40,582
^ Government Properties Income Trust 2,213,435 40,528
* PRA Group Inc. 1,064,730 40,353
* FCB Financial Holdings Inc. Class A 831,553 39,707
  Ameris Bancorp 822,664 39,652
* Enstar Group Ltd. 199,413 39,613
* Quality Care Properties Inc. 2,161,791 39,582
  Independent Bank Corp. 592,246 39,473
  Argo Group International Holdings Ltd. 646,656 39,187
  ServisFirst Bancshares Inc. 1,054,920 38,916
  First Merchants Corp. 964,838 38,729
  WesBanco Inc. 974,183 38,519
  Kite Realty Group Trust 2,022,499 38,286
  First Financial Bancorp 1,365,071 37,812
  NBT Bancorp Inc. 1,013,925 37,465
  Four Corners Property Trust Inc. 1,480,039 37,164
  Monogram Residential Trust Inc. 3,826,696 37,157
  LegacyTexas Financial Group Inc. 973,708 37,127
  Washington Prime Group Inc. 4,360,782 36,500

 

19


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  First Hawaiian Inc. 1,191,903 36,496
  Terreno Realty Corp. 1,077,735 36,277
^ Waddell & Reed Financial Inc. Class A 1,875,549 35,410
  American Assets Trust Inc. 897,713 35,361
  Kemper Corp. 909,292 35,099
  Select Income REIT 1,455,218 34,969
  Mercury General Corp. 645,091 34,835
  Provident Financial Services Inc. 1,371,457 34,808
  Simmons First National Corp. Class A 657,126 34,762
^ CBL & Associates Properties Inc. 4,118,979 34,723
  Horace Mann Educators Corp. 913,118 34,516
  Union Bankshares Corp. 1,014,911 34,405
  Northwest Bancshares Inc. 2,184,473 34,100
^ Sabra Health Care REIT Inc. 1,392,434 33,558
  Global Net Lease Inc. 1,500,794 33,378
  Chesapeake Lodging Trust 1,363,860 33,374
* Santander Consumer USA Holdings Inc. 2,610,818 33,314
  WSFS Financial Corp. 725,071 32,882
  Artisan Partners Asset Management Inc. Class A 1,070,573 32,867
  New York REIT Inc. 3,751,158 32,410
  Park National Corp. 311,160 32,274
  Westamerica Bancorporation 575,842 32,270
* OneMain Holdings Inc. Class A 1,308,855 32,185
  CareTrust REIT Inc. 1,718,779 31,866
  CYS Investments Inc. 3,753,872 31,570
  Navigators Group Inc. 574,343 31,531
  Berkshire Hills Bancorp Inc. 895,988 31,494
* Walker & Dunlop Inc. 644,303 31,461
*,^ BofI Holding Inc. 1,303,783 30,926
*,^ LendingTree Inc. 179,376 30,889
  HFF Inc. Class A 858,439 29,848
  Redwood Trust Inc. 1,739,462 29,640
* KCG Holdings Inc. Class A 1,474,948 29,410
* MBIA Inc. 3,091,178 29,150
  Employers Holdings Inc. 688,115 29,107
  Universal Health Realty Income Trust 363,827 28,939
* Pacific Premier Bancorp Inc. 782,322 28,868
  S&T Bancorp Inc. 803,104 28,799
  Agree Realty Corp. 617,145 28,308
  CenterState Banks Inc. 1,125,936 27,991
  Boston Private Financial Holdings Inc. 1,822,731 27,979
  Kearny Financial Corp. 1,843,286 27,373
  WisdomTree Investments Inc. 2,667,208 27,125
  PennyMac Mortgage Investment Trust 1,474,973 26,977
*,^ Black Knight Financial Services Inc. Class A 654,137 26,787
  Franklin Street Properties Corp. 2,409,696 26,699
  First Commonwealth Financial Corp. 2,072,615 26,281
  Tompkins Financial Corp. 332,739 26,193
  Heartland Financial USA Inc. 552,944 26,044
  Hannon Armstrong Sustainable Infrastructure Capital Inc. 1,112,747 25,449
  Lakeland Financial Corp. 550,330 25,249
  NRG Yield Inc. 1,418,584 24,967
  Beneficial Bancorp Inc. 1,658,217 24,873
  Monmouth Real Estate Investment Corp. 1,636,282 24,626
  Capital Bank Financial Corp. 644,427 24,553
^ Banc of California Inc. 1,137,337 24,453
  Capstead Mortgage Corp. 2,298,852 23,977
  Brookline Bancorp Inc. 1,635,916 23,884
^ ARMOUR Residential REIT Inc. 948,397 23,710
  AmTrust Financial Services Inc. 1,557,415 23,579
* FNFV Group 1,489,338 23,532
  Moelis & Co. Class A 605,282 23,515
  AMERISAFE Inc. 411,192 23,417
  National General Holdings Corp. 1,095,136 23,107

 

20


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Stewart Information Services Corp. 508,503 23,076
  Ramco-Gershenson Properties Trust 1,783,318 23,005
* First BanCorp 3,968,135 22,975
  National Storage Affiliates Trust 991,946 22,924
* St. Joe Co. 1,222,015 22,913
  Infinity Property & Casualty Corp. 242,865 22,829
  TFS Financial Corp. 1,470,692 22,752
*,^ Encore Capital Group Inc. 564,561 22,667
  First Interstate BancSystem Inc. Class A 608,860 22,650
  State Bank Financial Corp. 833,925 22,616
  FelCor Lodging Trust Inc. 3,117,816 22,479
  Parkway Inc. 981,644 22,470
  Southside Bancshares Inc. 642,681 22,455
  Safety Insurance Group Inc. 328,655 22,447
  First Busey Corp. 764,759 22,423
  RE/MAX Holdings Inc. Class A 399,651 22,400
  City Holding Co. 339,501 22,363
  Sandy Spring Bancorp Inc. 532,930 21,669
* Seacoast Banking Corp. of Florida 889,806 21,444
  Central Pacific Financial Corp. 678,102 21,340
  Independent Bank Group Inc. 358,577 21,335
  Nelnet Inc. Class A 451,182 21,210
  National Bank Holdings Corp. Class A 623,011 20,628
  Alexander's Inc. 48,932 20,623
  United Fire Group Inc. 465,287 20,501
* iStar Inc. 1,696,536 20,426
  MTGE Investment Corp. 1,078,675 20,279
  Cohen & Steers Inc. 499,386 20,245
* Third Point Reinsurance Ltd. 1,453,068 20,198
  James River Group Holdings Ltd. 503,558 20,006
  Lakeland Bancorp Inc. 1,060,220 19,985
  Tier REIT Inc. 1,079,210 19,944
  Hanmi Financial Corp. 699,599 19,904
  Piper Jaffray Cos. 324,723 19,467
  Meridian Bancorp Inc. 1,146,810 19,381
^ Seritage Growth Properties Class A 455,493 19,108
  United Financial Bancorp Inc. 1,142,148 19,062
  Universal Insurance Holdings Inc. 756,011 19,051
  Stock Yards Bancorp Inc. 488,034 18,985
^ Pennsylvania REIT 1,676,876 18,982
  Ladder Capital Corp. Class A 1,399,375 18,766
  Investors Real Estate Trust 3,002,255 18,644
  BancFirst Corp. 191,946 18,542
  MainSource Financial Group Inc. 549,472 18,413
  Easterly Government Properties Inc. 872,782 18,285
  Maiden Holdings Ltd. 1,641,822 18,224
  Meta Financial Group Inc. 203,072 18,073
  Getty Realty Corp. 719,659 18,063
  Univest Corp. of Pennsylvania 596,799 17,874
* Customers Bancorp Inc. 630,394 17,828
* Liberty Broadband Corp. Class A 207,597 17,810
  Heritage Financial Corp. 664,586 17,612
  Flushing Financial Corp. 623,520 17,577
  Hersha Hospitality Trust Class A 948,706 17,561
  First Potomac Realty Trust 1,568,122 17,422
  OceanFirst Financial Corp. 641,293 17,392
  Chatham Lodging Trust 862,138 17,320
  Virtus Investment Partners Inc. 154,023 17,089
* HomeStreet Inc. 615,757 17,041
  Northfield Bancorp Inc. 993,069 17,031
  Enterprise Financial Services Corp. 414,084 16,895
  Saul Centers Inc. 291,364 16,893
  Bryn Mawr Bank Corp. 390,146 16,581
  National Western Life Group Inc. Class A 51,798 16,556

 

21


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Washington Trust Bancorp Inc. 319,763 16,484
  TriCo Bancshares 466,459 16,396
  Houlihan Lokey Inc. Class A 469,410 16,382
  TrustCo Bank Corp. NY 2,100,422 16,278
  InfraREIT Inc. 843,656 16,156
  First Bancorp 516,734 16,153
  Kinsale Capital Group Inc. 431,656 16,105
  Oritani Financial Corp. 939,384 16,016
  New Senior Investment Group Inc. 1,590,630 15,986
^ New York Mortgage Trust Inc. 2,557,237 15,906
  PJT Partners Inc. 388,883 15,641
  Guaranty Bancorp 574,827 15,635
  Community Trust Bancorp Inc. 357,293 15,632
  ConnectOne Bancorp Inc. 692,102 15,607
  Preferred Bank 291,443 15,583
  CoBiz Financial Inc. 894,239 15,560
* Flagstar Bancorp Inc. 500,771 15,434
  Independence Realty Trust Inc. 1,561,924 15,416
  German American Bancorp Inc. 445,139 15,175
* Forestar Group Inc. 883,937 15,160
  Investment Technology Group Inc. 712,652 15,137
  Camden National Corp. 350,137 15,024
  Diamond Hill Investment Group Inc. 75,041 14,963
* NMI Holdings Inc. Class A 1,306,701 14,962
* Greenlight Capital Re Ltd. Class A 714,527 14,934
  First of Long Island Corp. 519,341 14,853
  FBL Financial Group Inc. Class A 240,114 14,767
  Anworth Mortgage Asset Corp. 2,402,741 14,440
*,^ Nationstar Mortgage Holdings Inc. 798,916 14,293
  NRG Yield Inc. Class A 820,481 13,997
  Stonegate Bank 300,033 13,856
  Great Southern Bancorp Inc. 258,874 13,850
  Park Sterling Corp. 1,162,978 13,816
  Bridge Bancorp Inc. 414,171 13,792
  Altisource Residential Corp. 1,063,778 13,765
  Dime Community Bancshares Inc. 701,155 13,743
  QCR Holdings Inc. 288,271 13,664
  Horizon Bancorp 517,691 13,641
* INTL. FCStone Inc. 358,904 13,552
* CU Bancorp 373,210 13,492
  State National Cos. Inc. 722,990 13,289
  UMH Properties Inc. 776,666 13,242
  Armada Hoffler Properties Inc. 998,346 12,929
  Gladstone Commercial Corp. 590,939 12,877
* TriState Capital Holdings Inc. 510,129 12,855
  Pacific Continental Corp. 502,211 12,831
  Heritage Commerce Corp. 922,989 12,719
  Ashford Hospitality Trust Inc. 2,091,670 12,717
  Peoples Bancorp Inc. 394,715 12,682
  One Liberty Properties Inc. 530,877 12,438
  AG Mortgage Investment Trust Inc. 671,785 12,294
  Urstadt Biddle Properties Inc. Class A 616,330 12,203
  CatchMark Timber Trust Inc. Class A 1,073,044 12,200
^ Live Oak Bancshares Inc. 470,108 11,377
  Mercantile Bank Corp. 361,168 11,370
  Preferred Apartment Communities Inc. Class A 721,243 11,360
* Franklin Financial Network Inc. 274,705 11,332
  Fidelity Southern Corp. 492,944 11,269
  Waterstone Financial Inc. 591,206 11,144
  First Financial Corp. 233,216 11,031
^ CorEnergy Infrastructure Trust Inc. 323,833 10,878
  Greenhill & Co. Inc. 533,846 10,730
  Peapack Gladstone Financial Corp. 340,026 10,639
*,^ Republic First Bancorp Inc. 1,143,684 10,579

 

22


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
^ Virtu Financial Inc. Class A 599,207 10,576
  First Defiance Financial Corp. 200,600 10,568
  OFG Bancorp 1,046,533 10,465
  NexPoint Residential Trust Inc. 420,244 10,460
  Independent Bank Corp. 480,432 10,449
* Allegiance Bancshares Inc. 272,793 10,448
  Midland States Bancorp Inc. 307,657 10,313
  Southwest Bancorp Inc. 401,998 10,271
* Marcus & Millichap Inc. 388,802 10,249
* National Commerce Corp. 259,060 10,246
* MoneyGram International Inc. 593,533 10,238
  Western Asset Mortgage Capital Corp. 991,945 10,217
* First Foundation Inc. 617,171 10,140
* Enova International Inc. 676,707 10,049
  Community Healthcare Trust Inc. 392,183 10,036
  Federal Agricultural Mortgage Corp. 154,969 10,026
  Westwood Holdings Group Inc. 176,429 10,002
*,^ Cowen Inc. Class A 615,453 10,001
* Triumph Bancorp Inc. 399,040 9,796
  Blue Hills Bancorp Inc. 544,982 9,755
  Cedar Realty Trust Inc. 2,005,227 9,725
* Green Bancorp Inc. 500,347 9,707
^ Fidelity & Guaranty Life 312,582 9,706
  Whitestone REIT 787,349 9,645
  Financial Institutions Inc. 323,192 9,631
* World Acceptance Corp. 127,898 9,581
  Bar Harbor Bankshares 306,499 9,446
* HomeTrust Bancshares Inc. 383,198 9,350
  Arbor Realty Trust Inc. 1,114,582 9,296
  OneBeacon Insurance Group Ltd. Class A 505,691 9,219
  Carolina Financial Corp. 284,889 9,208
  Bank Mutual Corp. 994,266 9,098
  MedEquities Realty Trust Inc. 713,540 9,005
  Arrow Financial Corp. 284,232 8,996
^ HCI Group Inc. 190,162 8,934
* EZCORP Inc. Class A 1,150,290 8,857
* Ambac Financial Group Inc. 507,938 8,813
  Clifton Bancorp Inc. 527,368 8,717
  MidWestOne Financial Group Inc. 254,465 8,624
* PICO Holdings Inc. 492,175 8,613
  State Auto Financial Corp. 332,968 8,567
  United Community Financial Corp. 1,025,478 8,522
* Global Indemnity Ltd. 217,960 8,450
  1st Source Corp. 176,233 8,449
  Arlington Asset Investment Corp. Class A 614,393 8,399
* PennyMac Financial Services Inc. Class A 502,176 8,386
* Atlantic Capital Bancshares Inc. 440,076 8,361
  Access National Corp. 311,117 8,251
  Heritage Insurance Holdings Inc. 630,495 8,209
* Bancorp Inc. 1,073,489 8,137
* Veritex Holdings Inc. 306,375 8,067
  City Office REIT Inc. 629,538 7,995
  RMR Group Inc. Class A 164,185 7,988
* Nicolet Bankshares Inc. 144,542 7,908
  Ares Commercial Real Estate Corp. 598,302 7,832
  Ashford Hospitality Prime Inc. 760,304 7,824
  Bank of Marin Bancorp 126,680 7,797
  Farmers National Banc Corp. 535,270 7,761
* eHealth Inc. 412,496 7,755
*,^ NI Holdings Inc. 431,321 7,712
  People's Utah Bancorp 287,169 7,696
  First Community Bancshares Inc. 280,081 7,660
  CNB Financial Corp. 316,906 7,596
  First Connecticut Bancorp Inc. 294,683 7,559

 

23


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Opus Bank 311,400 7,536
^ Orchid Island Capital Inc. 741,274 7,309
  American National Bankshares Inc. 197,303 7,290
  Dynex Capital Inc. 1,022,411 7,259
^ Farmland Partners Inc. 809,018 7,233
  Bluerock Residential Growth REIT Inc. Class A 555,038 7,154
*,^ Citizens Inc. Class A 967,030 7,137
* Tejon Ranch Co. 342,493 7,069
  West Bancorporation Inc. 298,686 7,064
  United Insurance Holdings Corp. 447,288 7,036
  Jernigan Capital Inc. 314,580 6,921
  Charter Financial Corp. 380,269 6,845
* HarborOne Bancorp Inc. 342,804 6,842
  Timberland Bancorp Inc. 270,330 6,831
* Pacific Mercantile Bancorp 767,710 6,756
  Enterprise Bancorp Inc. 189,931 6,750
* Regional Management Corp. 279,045 6,594
  Cherry Hill Mortgage Investment Corp. 351,292 6,488
  EMC Insurance Group Inc. 233,457 6,485
  WashingtonFirst Bankshares Inc. 186,872 6,453
* FRP Holdings Inc. 139,782 6,451
  Sierra Bancorp 262,042 6,433
* Health Insurance Innovations Inc. Class A 273,011 6,416
  Prudential Bancorp Inc. 353,203 6,414
  Xenith Bankshares Inc. 206,345 6,409
  Sutherland Asset Management Corp. 428,504 6,363
* FB Financial Corp. 175,126 6,338
  Ames National Corp. 205,571 6,290
  Farmers Capital Bank Corp. 161,993 6,245
*,^ PCSB Financial Corp. 357,922 6,106
* Equity Bancshares Inc. Class A 197,590 6,054
* CardConnect Corp. 389,689 5,865
* Ocwen Financial Corp. 2,158,610 5,807
* WMIH Corp. 4,644,600 5,806
  Central Valley Community Bancorp 256,265 5,679
  Republic Bancorp Inc. Class A 157,637 5,628
^ Investar Holding Corp. 243,221 5,570
  MBT Financial Corp. 570,737 5,536
  Resource Capital Corp. 536,046 5,452
  Baldwin & Lyons Inc. 220,225 5,395
  Peoples Financial Services Corp. 123,373 5,395
*,^ Altisource Portfolio Solutions SA 247,041 5,390
  Hingham Institution for Savings 29,578 5,381
  National Bankshares Inc. 129,542 5,285
  Consolidated-Tomoka Land Co. 92,793 5,285
* Southern First Bancshares Inc. 139,001 5,150
^ First Bancshares Inc. 186,215 5,140
  Sun Bancorp Inc. 207,148 5,106
  Old Line Bancshares Inc. 181,094 5,103
  KKR Real Estate Finance Trust Inc. 235,876 5,071
  First Mid-Illinois Bancshares Inc. 148,081 5,070
  Shore Bancshares Inc. 305,032 5,018
  Western New England Bancorp Inc. 493,489 5,009
  NewStar Financial Inc. 475,565 4,993
  Old Second Bancorp Inc. 431,741 4,987
  Capital City Bank Group Inc. 242,287 4,947
  Bank of Commerce Holdings 442,890 4,894
  Codorus Valley Bancorp Inc. 170,726 4,849
* Safeguard Scientifics Inc. 406,125 4,833
  GAIN Capital Holdings Inc. 773,941 4,822
  Orrstown Financial Services Inc. 210,135 4,802
* First Northwest Bancorp 302,712 4,774
  Southern National Bancorp of Virginia Inc. 266,340 4,688
  Pzena Investment Management Inc. Class A 459,472 4,668

 

24


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Macatawa Bank Corp. 487,657 4,652
  Citizens & Northern Corp. 199,597 4,643
^ Civista Bancshares Inc. 222,171 4,639
  Federated National Holding Co. 287,862 4,606
* First Community Financial Partners Inc. 355,182 4,582
  Winthrop Realty Trust 562,609 4,510
  Territorial Bancorp Inc. 144,147 4,496
  Ellington Residential Mortgage REIT 303,091 4,443
  First Bancorp Inc. 164,196 4,443
* AV Homes Inc. 220,625 4,424
  Tiptree Inc. 626,694 4,418
  First Business Financial Services Inc. 191,192 4,413
* Ladenburg Thalmann Financial Services Inc. 1,808,010 4,412
^ Wheeler REIT Inc. 428,959 4,380
  RAIT Financial Trust 1,990,130 4,358
  Marlin Business Services Corp. 171,356 4,310
  Owens Realty Mortgage Inc. 253,158 4,294
  Investors Title Co. 22,132 4,281
  Penns Woods Bancorp Inc. 103,519 4,263
^ Global Medical REIT Inc. 475,739 4,253
  Great Ajax Corp. 299,485 4,187
  Stratus Properties Inc. 142,314 4,184
  BankFinancial Corp. 279,782 4,174
  First Internet Bancorp 148,164 4,156
  LCNB Corp. 201,639 4,033
  Reis Inc. 185,335 3,938
  Southern Missouri Bancorp Inc. 121,688 3,926
  Home Bancorp Inc. 92,296 3,924
* BSB Bancorp Inc. 133,849 3,915
  ESSA Bancorp Inc. 256,659 3,778
  Canadian Imperial Bank of Commerce 46,144 3,745
  MidSouth Bancorp Inc. 312,673 3,674
  Parke Bancorp Inc. 162,298 3,635
  ACNB Corp. 119,083 3,632
  Bear State Financial Inc. 383,531 3,628
*,^ Impac Mortgage Holdings Inc. 238,376 3,607
  Silvercrest Asset Management Group Inc. Class A 266,496 3,584
* Maui Land & Pineapple Co. Inc. 174,732 3,547
* Atlas Financial Holdings Inc. 237,784 3,543
  Northrim BanCorp Inc. 116,478 3,541
  Unity Bancorp Inc. 199,004 3,423
* SmartFinancial Inc. 139,194 3,324
  First Bank 282,688 3,293
* On Deck Capital Inc. 705,079 3,286
* Entegra Financial Corp. 144,122 3,279
  First Financial Northwest Inc. 201,997 3,258
  Clipper Realty Inc. 262,100 3,234
  Donegal Group Inc. Class A 202,960 3,227
  First South Bancorp Inc. 193,000 3,192
  Kingstone Cos. Inc. 207,138 3,169
  Sotherly Hotels Inc. 464,390 3,149
*,^ Paragon Commercial Corp. 59,358 3,114
  Associated Capital Group Inc. Class A 89,830 3,054
  Chemung Financial Corp. 73,238 2,994
  MutualFirst Financial Inc. 82,894 2,959
* UCP Inc. 267,715 2,931
  Century Bancorp Inc. Class A 45,204 2,875
* Trinity Place Holdings Inc. 401,380 2,854
  BCB Bancorp Inc. 183,355 2,805
* Malvern Bancorp Inc. 116,688 2,795
  Summit Financial Group Inc. 126,095 2,774
  Five Oaks Investment Corp. 568,330 2,773
  Premier Financial Bancorp Inc. 133,738 2,756
  Provident Financial Holdings Inc. 140,062 2,696

 

25


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Commerce Union Bancshares Inc. 111,952 2,672
  Bankwell Financial Group Inc. 84,857 2,650
  GAMCO Investors Inc. Class A 89,101 2,637
  Gladstone Land Corp. 225,120 2,627
  C&F Financial Corp. 55,655 2,610
* Safety Income and Growth Inc. 134,000 2,566
  SI Financial Group Inc. 157,047 2,528
  FS Bancorp Inc. 56,177 2,507
  Independence Holding Co. 121,498 2,485
* MSB Financial Corp. 139,627 2,450
^ Innovative Industrial Properties Inc. 145,140 2,431
  United Bancorp Inc. 194,803 2,386
  HopFed Bancorp Inc. 161,415 2,374
  Riverview Bancorp Inc. 355,500 2,361
  Federal Agricultural Mortgage Corp. Class A 38,986 2,320
  Northeast Bancorp 113,368 2,307
  Oppenheimer Holdings Inc. Class A 139,482 2,287
  County Bancorp Inc. 92,456 2,219
  1st Constitution Bancorp 124,717 2,214
* Hallmark Financial Services Inc. 190,242 2,144
  Peoples Bancorp of North Carolina Inc. 67,490 2,133
  DNB Financial Corp. 61,338 2,104
  Blue Capital Reinsurance Holdings Ltd. 108,741 1,990
* Consumer Portfolio Services Inc. 436,157 1,985
* Atlantic Coast Financial Corp. 246,134 1,967
* Select Bancorp Inc. 159,453 1,949
^ First Guaranty Bancshares Inc. 70,724 1,927
  American River Bankshares 130,024 1,887
  Evans Bancorp Inc. 46,053 1,840
* Bay Bancorp Inc. 234,997 1,798
  Global Self Storage Inc. 359,366 1,786
^ Sussex Bancorp 70,873 1,754
  Summit State Bank 126,542 1,645
* ASB Bancorp Inc. 37,401 1,644
  Union Bankshares Inc. 34,526 1,640
^ Greene County Bancorp Inc. 57,415 1,562
  Two River Bancorp 83,523 1,553
* Westbury Bancorp Inc. 75,189 1,531
* Ashford Inc. 29,095 1,458
^ CPI Card Group Inc. 510,300 1,454
* Coastway Bancorp Inc. 69,946 1,441
* Provident Bancorp Inc. 63,594 1,431
  CB Financial Services Inc. 50,921 1,329
* Sunshine Bancorp Inc. 60,594 1,291
*,^ Altisource Asset Management Corp. 13,265 1,211
* Performant Financial Corp. 578,945 1,210
  Citizens Community Bancorp Inc. 84,902 1,187
  First US Bancshares Inc. 102,757 1,153
* Nicholas Financial Inc. 121,713 1,123
  Urstadt Biddle Properties Inc. 64,362 1,110
  Medley Management Inc. Class A 170,798 1,110
  AmeriServ Financial Inc. 261,840 1,087
  PB Bancorp Inc. 95,484 1,012
  Manhattan Bridge Capital Inc. 169,279 1,007
* Security National Financial Corp. Class A 151,600 970
* Anchor Bancorp Inc. 35,152 888
  Mackinac Financial Corp. 63,352 887
  SB Financial Group Inc. 51,939 882
  First Savings Financial Group Inc. 13,900 761
* Conifer Holdings Inc. 103,597 741
  Bancorp of New Jersey Inc. 44,083 736
* 1347 Property Insurance Holdings Inc. 91,546 732
  Plumas Bancorp 34,356 732
  Hennessy Advisors Inc. 46,256 702

 

26


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Byline Bancorp Inc. 32,078 643
  Fifth Street Asset Management Inc. 130,346 632
*,^ Transcontinental Realty Investors Inc. 23,100 621
* JW Mays Inc. 16,455 584
  California First National Bancorp 29,198 550
*,^ Capstar Financial Holdings Inc. 30,373 539
*,^ Walter Investment Management Corp. 551,462 522
  Eagle Bancorp Montana Inc. 27,475 497
* First Acceptance Corp. 281,104 320
  Stewardship Financial Corp. 30,870 293
  US Global Investors Inc. Class A 188,652 289
  Pathfinder Bancorp Inc. 17,572 277
* National Holdings Corp. 93,836 261
* IZEA Inc. 136,461 261
  Wellesley Bank 9,433 260
* Jason Industries Inc. 189,620 245
  WVS Financial Corp. 11,313 182
* InterGroup Corp. 6,301 164
  Oxbridge Re Holdings Ltd. 26,562 150
*,^ ZAIS Group Holdings Inc. 62,902 147
*,^ Income Opportunity Realty Investors Inc. 12,550 118
* Royal Bancshares of Pennsylvania Inc. 26,140 111
  Sound Financial Bancorp Inc. 3,546 108
  Poage Bankshares Inc. 5,438 104
  Institutional Financial Markets Inc. 85,239 101
* Intersections Inc. 20,974 99
* Asta Funding Inc. 11,266 92
  Manning & Napier Inc. 20,555 89
*,^ Connecture Inc. 131,451 81
* RMG Networks Holding Corp. 112,292 74
* National Holdings Corp. Warrants Exp. 01/18/2022 92,151 53
* Randolph Bancorp Inc. 2,954 49
  Atlantic American Corp. 11,780 44
* Elevate Credit Inc. 4,500 36
* HV Bancorp Inc. 1,300 19
*,^ Global Brokerage Inc. 8,967 18
* ITUS Corp. 10,380 12
  Porter Bancorp Inc. 1,132 12
*,^ LM Funding America Inc. 1,700 7
  Baldwin & Lyons Inc. Class A Shares 225 5
* Equitable Financial Corp. 263 3
  Elmira Savings Bank 100 2
  Southwest Georgia Financial Corp. 100 2
  GWG Holdings Inc. 100 1
  NorthStar Realty Europe Corp. 22
      118,292,961
Health Care (13.1%)    
  Johnson & Johnson 62,059,387 8,209,836
  Pfizer Inc. 137,428,989 4,616,240
  UnitedHealth Group Inc. 22,193,256 4,115,074
  Merck & Co. Inc. 62,996,595 4,037,452
  Amgen Inc. 16,927,358 2,915,399
  Medtronic plc 31,568,346 2,801,691
  AbbVie Inc. 36,634,667 2,656,380
* Celgene Corp. 17,968,099 2,333,517
  Gilead Sciences Inc. 30,072,798 2,128,553
  Bristol-Myers Squibb Co. 37,936,672 2,113,831
  Abbott Laboratories 39,971,491 1,943,014
  Eli Lilly & Co. 22,866,736 1,881,932
  Allergan plc 7,732,756 1,879,756
  Thermo Fisher Scientific Inc. 9,028,704 1,575,238
* Biogen Inc. 4,891,271 1,327,295
  Aetna Inc. 7,674,024 1,165,147
  Anthem Inc. 6,092,345 1,146,153

 

27


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Becton Dickinson and Co. 5,204,627 1,015,475
  Cigna Corp. 5,894,262 986,641
  Stryker Corp. 6,894,741 956,852
* Regeneron Pharmaceuticals Inc. 1,801,569 884,823
* Boston Scientific Corp. 31,553,760 874,670
* Express Scripts Holding Co. 13,674,358 872,971
  Humana Inc. 3,342,472 804,266
* Intuitive Surgical Inc. 858,659 803,164
* Vertex Pharmaceuticals Inc. 5,730,320 738,466
  Zoetis Inc. 11,302,484 705,049
  Baxter International Inc. 11,258,475 681,588
* Alexion Pharmaceuticals Inc. 4,910,278 597,434
  Zimmer Biomet Holdings Inc. 4,634,651 595,089
* HCA Healthcare Inc. 6,785,378 591,685
* Illumina Inc. 3,363,828 583,691
* Edwards Lifesciences Corp. 4,860,965 574,761
  CR Bard Inc. 1,664,557 526,183
* Incyte Corp. 4,004,883 504,255
* Mylan NV 11,703,262 454,321
* Laboratory Corp. of America Holdings 2,363,736 364,346
* BioMarin Pharmaceutical Inc. 4,004,576 363,696
  Quest Diagnostics Inc. 3,147,062 349,827
  Dentsply Sirona Inc. 5,305,313 343,997
* Henry Schein Inc. 1,823,494 333,736
* IDEXX Laboratories Inc. 2,023,639 326,656
* Waters Corp. 1,754,979 322,635
* Centene Corp. 3,759,806 300,333
* Quintiles IMS Holdings Inc. 3,284,237 293,939
* Hologic Inc. 6,440,687 292,278
  Cooper Cos. Inc. 1,127,375 269,916
  ResMed Inc. 3,258,380 253,730
  Universal Health Services Inc. Class B 2,053,884 250,738
* Align Technology Inc. 1,664,508 249,876
  Perrigo Co. plc 3,131,515 236,492
* DaVita Inc. 3,618,162 234,312
* Varian Medical Systems Inc. 2,129,940 219,789
  Teleflex Inc. 1,032,633 214,540
* Alkermes plc 3,512,057 203,594
* Jazz Pharmaceuticals plc 1,309,147 203,572
* WellCare Health Plans Inc. 1,020,772 183,290
* Envision Healthcare Corp. 2,697,151 169,030
* Exelixis Inc. 6,719,048 165,490
  West Pharmaceutical Services Inc. 1,698,570 160,549
  STERIS plc 1,953,350 159,198
* Alnylam Pharmaceuticals Inc. 1,886,133 150,438
* Bioverativ Inc. 2,487,662 149,683
* DexCom Inc. 1,982,758 145,039
* Ionis Pharmaceuticals Inc. 2,844,307 144,690
* ABIOMED Inc. 951,131 136,297
* United Therapeutics Corp. 1,028,968 133,488
* MEDNAX Inc. 2,148,036 129,677
* TESARO Inc. 866,397 121,174
  Hill-Rom Holdings Inc. 1,507,070 119,978
*,^ Kite Pharma Inc. 1,102,517 114,298
* Seattle Genetics Inc. 2,129,469 110,179
* Charles River Laboratories International Inc. 1,082,748 109,520
* Bluebird Bio Inc. 1,029,510 108,150
* Bio-Rad Laboratories Inc. Class A 476,795 107,903
* Mallinckrodt plc 2,343,026 104,991
* PAREXEL International Corp. 1,162,641 101,045
  Bio-Techne Corp. 855,215 100,488
* Alere Inc. 1,994,163 100,087
* Masimo Corp. 1,063,460 96,966
* Catalent Inc. 2,739,952 96,172

 

28


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ Exact Sciences Corp. 2,716,750 96,091
* Neurocrine Biosciences Inc. 2,072,680 95,343
* Clovis Oncology Inc. 996,580 93,310
  HealthSouth Corp. 1,916,145 92,741
  Patterson Cos. Inc. 1,903,449 89,367
*,^ Acadia Healthcare Co. Inc. 1,804,121 89,088
* NuVasive Inc. 1,156,864 88,986
* Integra LifeSciences Holdings Corp. 1,379,948 75,221
  Healthcare Services Group Inc. 1,589,481 74,435
* Portola Pharmaceuticals Inc. 1,304,399 73,268
* INC Research Holdings Inc. Class A 1,238,213 72,435
* PRA Health Sciences Inc. 929,924 69,754
* Nektar Therapeutics Class A 3,567,770 69,750
  Bruker Corp. 2,412,575 69,579
* Insulet Corp. 1,342,214 68,869
* Akorn Inc. 2,030,763 68,112
* Molina Healthcare Inc. 976,848 67,578
* Wright Medical Group NV 2,378,908 65,396
* Prestige Brands Holdings Inc. 1,225,066 64,696
* VWR Corp. 1,956,464 64,583
* Puma Biotechnology Inc. 729,666 63,773
*,^ ACADIA Pharmaceuticals Inc. 2,254,536 62,879
* Brookdale Senior Living Inc. 4,269,537 62,805
* LifePoint Health Inc. 926,316 62,202
* Sage Therapeutics Inc. 780,406 62,152
  Cantel Medical Corp. 771,121 60,078
* Ironwood Pharmaceuticals Inc. Class A 3,139,608 59,276
*,^ Medicines Co. 1,541,764 58,602
* Neogen Corp. 844,489 58,363
*,^ Ultragenyx Pharmaceutical Inc. 916,788 56,942
*,^ Juno Therapeutics Inc. 1,878,898 56,160
* Ligand Pharmaceuticals Inc. 459,090 55,734
*,^ Penumbra Inc. 616,562 54,103
* ICU Medical Inc. 311,736 53,774
* Globus Medical Inc. 1,566,628 51,934
* Endo International plc 4,609,883 51,492
*,^ OPKO Health Inc. 7,772,310 51,142
* Agios Pharmaceuticals Inc. 935,947 48,154
*,^ Intercept Pharmaceuticals Inc. 395,171 47,843
* Supernus Pharmaceuticals Inc. 1,096,216 47,247
* Haemonetics Corp. 1,192,331 47,085
* FibroGen Inc. 1,375,647 44,433
  Owens & Minor Inc. 1,379,158 44,395
* Horizon Pharma plc 3,709,594 44,033
* Sarepta Therapeutics Inc. 1,273,474 42,929
* Halyard Health Inc. 1,088,419 42,753
*,^ Nevro Corp. 570,980 42,498
*,^ Myriad Genetics Inc. 1,639,641 42,368
*,^ Radius Health Inc. 935,082 42,294
* Aerie Pharmaceuticals Inc. 789,620 41,495
* Pacira Pharmaceuticals Inc. 869,121 41,457
* Merit Medical Systems Inc. 1,083,219 41,325
* Loxo Oncology Inc. 504,562 40,461
* Magellan Health Inc. 544,052 39,661
* Spectranetics Corp. 990,824 38,048
* Select Medical Holdings Corp. 2,478,650 38,047
* Amedisys Inc. 603,800 37,925
* NxStage Medical Inc. 1,502,872 37,677
*,^ MiMedx Group Inc. 2,505,750 37,511
*,^ Tenet Healthcare Corp. 1,916,893 37,073
* Inogen Inc. 384,438 36,683
*,^ Theravance Biopharma Inc. 916,922 36,530
* HMS Holdings Corp. 1,934,818 35,794
*,^ Avexis Inc. 432,499 35,534

 

29


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Repligen Corp. 849,053 35,185
* Blueprint Medicines Corp. 694,112 35,171
*,^ Halozyme Therapeutics Inc. 2,717,336 34,836
*,^ Amicus Therapeutics Inc. 3,455,463 34,797
* Omnicell Inc. 794,413 34,239
*,^ Spark Therapeutics Inc. 564,616 33,730
*,^ Intrexon Corp. 1,367,682 32,947
* Array BioPharma Inc. 3,887,954 32,542
* Tivity Health Inc. 805,367 32,094
*,^ Teladoc Inc. 873,542 30,312
  CONMED Corp. 574,226 29,251
* Varex Imaging Corp. 853,888 28,861
* Emergent BioSolutions Inc. 847,248 28,730
* Impax Laboratories Inc. 1,772,406 28,536
* Momenta Pharmaceuticals Inc. 1,648,031 27,852
* Natus Medical Inc. 724,782 27,034
* Community Health Systems Inc. 2,675,536 26,648
*,^ Novocure Ltd. 1,526,608 26,410
  Abaxis Inc. 491,835 26,077
* Insmed Inc. 1,458,382 25,026
* Corcept Therapeutics Inc. 2,109,321 24,890
* Innoviva Inc. 1,936,268 24,784
  Ensign Group Inc. 1,135,257 24,715
* LHC Group Inc. 353,597 24,006
  Kindred Healthcare Inc. 2,044,071 23,813
* Acceleron Pharma Inc. 779,847 23,700
*,^ Global Blood Therapeutics Inc. 846,836 23,161
* Acorda Therapeutics Inc. 1,164,634 22,943
* Cardiovascular Systems Inc. 701,789 22,619
* Dermira Inc. 754,744 21,993
*,^ Eagle Pharmaceuticals Inc. 278,391 21,962
* OraSure Technologies Inc. 1,249,716 21,570
*,^ Synergy Pharmaceuticals Inc. 4,821,363 21,455
  Analogic Corp. 291,636 21,187
* Glaukos Corp. 509,465 21,128
*,^ Immunomedics Inc. 2,359,716 20,836
* BioTelemetry Inc. 615,665 20,594
  Atrion Corp. 31,920 20,534
* K2M Group Holdings Inc. 822,768 20,043
* Xencor Inc. 935,836 19,756
*,^ TherapeuticsMD Inc. 3,712,990 19,567
*,^ Lexicon Pharmaceuticals Inc. 1,162,838 19,129
*,^ Omeros Corp. 954,328 18,996
*,^ Accelerate Diagnostics Inc. 691,984 18,926
  Luminex Corp. 892,632 18,852
* Five Prime Therapeutics Inc. 620,352 18,679
* PharMerica Corp. 706,366 18,542
* Orthofix International NV 391,151 18,181
* AtriCure Inc. 744,556 18,056
* Retrophin Inc. 925,806 17,951
*,^ Esperion Therapeutics Inc. 386,431 17,884
*,^ ZIOPHARM Oncology Inc. 2,874,609 17,880
* Vanda Pharmaceuticals Inc. 1,089,275 17,755
* Intersect ENT Inc. 622,184 17,390
* Almost Family Inc. 275,413 16,979
*,^ PTC Therapeutics Inc. 918,881 16,843
* Sangamo Therapeutics Inc. 1,882,862 16,569
*,^ Heron Therapeutics Inc. 1,191,562 16,503
* Quidel Corp. 603,265 16,373
*,^ Lannett Co. Inc. 796,103 16,241
*,^ Achaogen Inc. 747,253 16,238
* Anika Therapeutics Inc. 327,326 16,150
  US Physical Therapy Inc. 266,647 16,106
  Meridian Bioscience Inc. 1,013,210 15,958

 

30


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ Epizyme Inc. 1,035,042 15,629
* HealthStream Inc. 592,324 15,590
*,^ ImmunoGen Inc. 2,188,806 15,562
*,^ AMAG Pharmaceuticals Inc. 837,344 15,407
* Depomed Inc. 1,419,297 15,243
*,^ Albany Molecular Research Inc. 700,296 15,196
* Genomic Health Inc. 453,889 14,774
  National HealthCare Corp. 208,647 14,635
* Amphastar Pharmaceuticals Inc. 813,544 14,530
* NeoGenomics Inc. 1,620,460 14,519
*,^ Keryx Biopharmaceuticals Inc. 1,973,966 14,272
* Heska Corp. 139,222 14,210
*,^ La Jolla Pharmaceutical Co. 466,728 13,895
* CryoLife Inc. 696,051 13,886
* Enanta Pharmaceuticals Inc. 383,691 13,805
* GenMark Diagnostics Inc. 1,165,229 13,785
*,^ Aimmune Therapeutics Inc. 664,652 13,665
*,^ Inovio Pharmaceuticals Inc. 1,676,562 13,144
*,^ Cytokinetics Inc. 1,084,752 13,126
* Spectrum Pharmaceuticals Inc. 1,758,156 13,098
*,^ Revance Therapeutics Inc. 494,709 13,060
* AngioDynamics Inc. 803,506 13,025
*,^ Foundation Medicine Inc. 324,933 12,916
* MacroGenics Inc. 730,516 12,791
*,^ Alder Biopharmaceuticals Inc. 1,072,493 12,280
*,^ Aclaris Therapeutics Inc. 451,371 12,241
* SciClone Pharmaceuticals Inc. 1,105,703 12,163
* Lantheus Holdings Inc. 684,542 12,082
* Paratek Pharmaceuticals Inc. 492,886 11,879
* Achillion Pharmaceuticals Inc. 2,585,040 11,865
* REGENXBIO Inc. 590,212 11,657
*,^ Flexion Therapeutics Inc. 568,245 11,490
*,^ Editas Medicine Inc. 672,971 11,292
* AxoGen Inc. 672,912 11,271
* Arena Pharmaceuticals Inc. 658,993 11,117
* Surgery Partners Inc. 488,346 11,110
* Capital Senior Living Corp. 723,880 11,010
*,^ TG Therapeutics Inc. 1,091,056 10,965
* Coherus Biosciences Inc. 755,705 10,844
* Ignyta Inc. 1,046,227 10,828
* Versartis Inc. 614,922 10,730
*,^ Progenics Pharmaceuticals Inc. 1,579,374 10,724
*,^ BioCryst Pharmaceuticals Inc. 1,927,066 10,715
* CorVel Corp. 225,577 10,704
*,^ Geron Corp. 3,853,324 10,674
* Akebia Therapeutics Inc. 740,643 10,643
  LeMaitre Vascular Inc. 340,624 10,634
* Dynavax Technologies Corp. 1,091,232 10,530
*,^ iRhythm Technologies Inc. 247,534 10,518
* Enzo Biochem Inc. 943,216 10,413
*,^ Antares Pharma Inc. 3,231,525 10,406
*,^ Calithera Biosciences Inc. 698,554 10,374
*,^ Teligent Inc. 1,080,767 9,889
*,^ Endologix Inc. 2,027,599 9,854
* ANI Pharmaceuticals Inc. 205,095 9,598
*,^ Iovance Biotherapeutics Inc. 1,304,215 9,586
  Invacare Corp. 718,874 9,489
* Triple-S Management Corp. Class B 533,506 9,022
*,^ Sucampo Pharmaceuticals Inc. Class A 858,104 9,010
* Intra-Cellular Therapies Inc. Class A 724,519 8,999
* Accuray Inc. 1,855,326 8,813
*,^ Cara Therapeutics Inc. 569,016 8,757
*,^ Rockwell Medical Inc. 1,099,664 8,720
* Karyopharm Therapeutics Inc. 935,540 8,467

 

31


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* PDL BioPharma Inc. 3,408,957 8,420
* Surmodics Inc. 298,673 8,408
* Rigel Pharmaceuticals Inc. 3,027,777 8,266
* Otonomy Inc. 432,061 8,144
*,^ Insys Therapeutics Inc. 640,836 8,107
*,^ Novavax Inc. 6,981,275 8,028
*,^ Tactile Systems Technology Inc. 278,281 7,953
* NanoString Technologies Inc. 480,206 7,943
*,^ Bellicum Pharmaceuticals Inc. 662,668 7,740
* Pacific Biosciences of California Inc. 2,165,758 7,710
*,^ Aduro Biotech Inc. 664,789 7,579
* Cutera Inc. 283,417 7,341
*,^ Adamas Pharmaceuticals Inc. 409,355 7,160
*,^ Invitae Corp. 747,294 7,144
* STAAR Surgical Co. 660,693 7,136
*,^ Celldex Therapeutics Inc. 2,883,907 7,123
* Audentes Therapeutics Inc. 370,105 7,080
* Assembly Biosciences Inc. 340,741 7,036
* Natera Inc. 644,003 6,994
* CytomX Therapeutics Inc. 440,279 6,824
*,^ Agenus Inc. 1,706,696 6,673
* Addus HomeCare Corp. 175,918 6,544
*,^ Cerus Corp. 2,603,081 6,534
*,^ Aratana Therapeutics Inc. 888,856 6,426
*,^ Zogenix Inc. 435,963 6,321
* ChemoCentryx Inc. 669,957 6,271
* Concert Pharmaceuticals Inc. 448,187 6,252
* R1 RCM Inc. 1,665,809 6,247
*,^ Organovo Holdings Inc. 2,364,691 6,219
*,^ BioScrip Inc. 2,258,257 6,131
*,^ Advaxis Inc. 939,099 6,095
* Cempra Inc. 1,322,449 6,083
* Minerva Neurosciences Inc. 680,465 6,022
* Exactech Inc. 202,002 6,020
* Civitas Solutions Inc. 339,271 5,937
*,^ Corbus Pharmaceuticals Holdings Inc. 932,395 5,874
* RTI Surgical Inc. 987,728 5,778
*,^ Atara Biotherapeutics Inc. 410,872 5,752
* Medpace Holdings Inc. 192,637 5,586
*,^ MyoKardia Inc. 425,933 5,580
* GlycoMimetics Inc. 493,606 5,509
*,^ Intellia Therapeutics Inc. 341,841 5,469
  Utah Medical Products Inc. 75,324 5,453
* Tetraphase Pharmaceuticals Inc. 757,981 5,404
*,^ BioTime Inc. 1,705,571 5,373
*,^ Catalyst Pharmaceuticals Inc. 1,943,084 5,363
*,^ Kadmon Holdings Inc. 1,370,016 5,329
*,^ Anavex Life Sciences Corp. 949,007 5,049
* BioSpecifics Technologies Corp. 101,642 5,032
* RadNet Inc. 641,343 4,970
*,^ Idera Pharmaceuticals Inc. 2,866,803 4,931
*,^ Zynerba Pharmaceuticals Inc. 289,603 4,915
* Curis Inc. 2,595,657 4,906
*,^ Pulse Biosciences Inc. 140,005 4,834
* Stemline Therapeutics Inc. 516,823 4,755
*,^ American Renal Associates Holdings Inc. 255,418 4,738
*,^ Reata Pharmaceuticals Inc. Class A 147,300 4,661
*,^ Entellus Medical Inc. 277,187 4,590
* Chimerix Inc. 834,220 4,547
*,^ Ocular Therapeutix Inc. 483,814 4,485
*,^ Collegium Pharmaceutical Inc. 354,279 4,432
* Veracyte Inc. 530,956 4,423
* Kindred Biosciences Inc. 507,936 4,368
*,^ NantKwest Inc. 573,582 4,354

 

32


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* FONAR Corp. 155,532 4,316
*,^ AVEO Pharmaceuticals Inc. 1,929,341 4,283
*,^ Seres Therapeutics Inc. 375,673 4,245
* Corium International Inc. 568,204 4,239
* Syndax Pharmaceuticals Inc. 300,163 4,193
* Durect Corp. 2,640,742 4,120
* Ardelyx Inc. 777,237 3,964
*,^ Corindus Vascular Robotics Inc. 2,031,679 3,779
* Clearside Biomedical Inc. 408,954 3,726
* ConforMIS Inc. 862,943 3,702
*,^ Abeona Therapeutics Inc. 578,165 3,700
*,^ Syros Pharmaceuticals Inc. 220,331 3,545
* Ra Pharmaceuticals Inc. 188,339 3,529
*,^ MediciNova Inc. 665,692 3,502
*,^ NewLink Genetics Corp. 471,429 3,465
* Cymabay Therapeutics Inc. 598,314 3,446
*,^ Neos Therapeutics Inc. 471,833 3,444
*,^ Cascadian Therapeutics Inc. 925,491 3,438
*,^ ViewRay Inc. 517,554 3,349
* Tocagen Inc. 276,800 3,330
* Sientra Inc. 342,481 3,329
  Psychemedics Corp. 129,134 3,222
*,^ Edge Therapeutics Inc. 309,990 3,181
* AnaptysBio Inc. 132,423 3,169
*,^ Conatus Pharmaceuticals Inc. 538,078 3,099
*,^ Athersys Inc. 2,030,769 3,066
*,^ Adamis Pharmaceuticals Corp. 546,768 2,843
*,^ Ophthotech Corp. 1,070,556 2,741
* Kura Oncology Inc. 289,611 2,693
* Fate Therapeutics Inc. 823,228 2,667
*,^ Voyager Therapeutics Inc. 296,342 2,655
* Recro Pharma Inc. 376,363 2,646
  Digirad Corp. 646,980 2,620
* Corvus Pharmaceuticals Inc. 215,063 2,602
*,^ Fortress Biotech Inc. 545,754 2,592
* Alliance HealthCare Services Inc. 194,848 2,592
* Immune Design Corp. 264,893 2,583
*,^ VIVUS Inc. 2,075,043 2,532
*,^ Vericel Corp. 764,888 2,524
*,^ Nobilis Health Corp. 1,323,139 2,514
*,^ BioDelivery Sciences International Inc. 893,842 2,503
* IRIDEX Corp. 249,167 2,464
*,^ MannKind Corp. 1,736,918 2,449
^ Merrimack Pharmaceuticals Inc. 1,969,959 2,443
*,^ Matinas BioPharma Holdings Inc. 1,426,600 2,411
* Peregrine Pharmaceuticals Inc. 3,924,637 2,386
* Trevena Inc. 1,012,433 2,329
* Harvard Bioscience Inc. 886,650 2,261
*,^ Genocea Biosciences Inc. 432,953 2,260
* Infinity Pharmaceuticals Inc. 1,423,794 2,235
* Protagonist Therapeutics Inc. 193,639 2,190
*,^ OncoMed Pharmaceuticals Inc. 632,504 2,106
* ArQule Inc. 1,691,004 2,097
* Selecta Biosciences Inc. 104,566 2,077
*,^ Arrowhead Pharmaceuticals Inc. 1,254,955 2,033
*,^ Jounce Therapeutics Inc. 143,945 2,020
* Quorum Health Corp. 471,253 1,956
*,^ Viveve Medical Inc. 268,201 1,926
*,^ AAC Holdings Inc. 275,417 1,909
*,^ Zafgen Inc. 541,528 1,901
*,^ XBiotech Inc. 403,954 1,899
* SeaSpine Holdings Corp. 162,532 1,872
*,^ CytRx Corp. 2,969,873 1,862
* Chembio Diagnostics Inc. 290,680 1,759

 

33


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ BrainStorm Cell Therapeutics Inc. 407,231 1,694
*,^ Synthetic Biologics Inc. 2,898,531 1,639
*,^ Sorrento Therapeutics Inc. 819,527 1,639
*,^ NantHealth Inc. 381,547 1,614
*,^ Sophiris Bio Inc. 714,237 1,571
*,^ Actinium Pharmaceuticals Inc. 1,263,287 1,541
* Invuity Inc. 212,352 1,540
*,^ Rexahn Pharmaceuticals Inc. 514,211 1,471
* Verastem Inc. 661,665 1,442
* Fulgent Genetics Inc. 220,000 1,406
* Applied Genetic Technologies Corp. 274,717 1,401
*,^ InVivo Therapeutics Holdings Corp. 502,208 1,356
*,^ Navidea Biopharmaceuticals Inc. 2,619,773 1,336
*,^ AcelRx Pharmaceuticals Inc. 616,508 1,326
*,^ CTI BioPharma Corp. 398,572 1,319
*,^ OvaScience Inc. 833,465 1,300
*,^ Neuralstem Inc. 219,816 1,273
*,^ Alimera Sciences Inc. 906,323 1,260
* Cumberland Pharmaceuticals Inc. 175,338 1,240
*,^ Cancer Genetics Inc. 311,842 1,232
* Bovie Medical Corp. 491,996 1,215
*,^ Ekso Bionics Holdings Inc. 520,926 1,209
*,^ Galectin Therapeutics Inc. 482,839 1,188
*,^ Mirati Therapeutics Inc. 320,856 1,171
* Cidara Therapeutics Inc. 153,196 1,149
* Aldeyra Therapeutics Inc. 240,564 1,131
*,^ KalVista Pharmaceuticals Inc. 155,181 1,117
^ Pernix Therapeutics Holdings Inc. 276,071 1,110
*,^ Zosano Pharma Corp. 776,374 1,095
* Sunesis Pharmaceuticals Inc. 405,029 1,094
* Vital Therapies Inc. 376,574 1,092
*,^ Savara Inc. 184,193 1,083
* pSivida Corp. 617,051 1,055
* Proteostasis Therapeutics Inc. 215,504 1,009
*,^ T2 Biosystems Inc. 310,234 996
* Pfenex Inc. 242,627 973
*,^ Agile Therapeutics Inc. 259,322 972
* Fibrocell Science Inc. 239,974 962
*,^ Imprimis Pharmaceuticals Inc. 297,625 952
* Aevi Genomic Medicine Inc. 715,583 952
*,^ Evoke Pharma Inc. 363,268 930
* Vermillion Inc. 504,917 929
*,^ Senseonics Holdings Inc. 510,570 919
*,^ SCYNEXIS Inc. 512,550 917
*,^ Palatin Technologies Inc. 2,103,374 904
*,^ ContraVir Pharmaceuticals Inc. 1,503,114 872
*,^ Egalet Corp. 362,438 859
*,^ XOMA Corp. 122,367 855
* Endocyte Inc. 566,441 850
* Aptevo Therapeutics Inc. 410,439 850
* Juniper Pharmaceuticals Inc. 165,581 836
*,^ iRadimed Corp. 95,336 820
*,^ Regulus Therapeutics Inc. 817,069 805
*,^ Ocera Therapeutics Inc. 691,250 802
*,^ aTyr Pharma Inc. 228,558 789
*,^ Axsome Therapeutics Inc. 140,590 773
* ContraFect Corp. 524,937 761
*,^ Titan Pharmaceuticals Inc. 397,542 755
*,^ Asterias Biotherapeutics Inc. 212,711 755
*,^ NanoViricides Inc. 534,255 721
*,^ Marinus Pharmaceuticals Inc. 523,497 717
* Biolase Inc. 737,776 716
* G1 Therapeutics Inc. 40,150 700
*,^ Biocept Inc. 504,581 691

 

34


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ CytoSorbents Corp. 160,279 689
*,^ Bellerophon Therapeutics Inc. 513,579 688
* Misonix Inc. 70,038 676
* InfuSystem Holdings Inc. 372,833 671
* Tandem Diabetes Care Inc. 834,805 668
*,^ Obalon Therapeutics Inc. 66,929 663
*,^ Bio-Path Holdings Inc. 1,637,827 636
*,^ KemPharm Inc. 158,591 634
*,^ Orexigen Therapeutics Inc. 218,691 634
* Fluidigm Corp. 151,314 611
*,^ Second Sight Medical Products Inc. 483,599 609
* vTv Therapeutics Inc. Class A 118,785 590
*,^ BioPharmX Corp. 1,229,840 589
* Threshold Pharmaceuticals Inc. 1,429,184 562
* Mersana Therapeutics Inc. 40,125 561
* Adverum Biotechnologies Inc. 223,796 560
*,^ Inotek Pharmaceuticals Corp. 291,813 554
* Madrigal Pharmaceuticals Inc. 33,606 546
*,^ IsoRay Inc. 846,170 529
* Altimmune Inc. 164,199 525
*,^ Ovid therapeutics Inc. 48,150 505
*,^ Galena Biopharma Inc. 865,858 503
* Aviragen Therapeutics Inc. 743,674 498
*,^ Cleveland BioLabs Inc. 168,111 496
* Nivalis Therapeutics Inc. 204,625 493
*,^ Novan Inc. 121,807 491
* Spring Bank Pharmaceuticals Inc. 35,351 479
*,^ Tenax Therapeutics Inc. 647,032 478
* CAS Medical Systems Inc. 412,750 475
*,^ Tonix Pharmaceuticals Holding Corp. 109,406 474
* Flex Pharma Inc. 121,213 467
*,^ Moleculin Biotech Inc. 245,860 460
* ADMA Biologics Inc. 114,043 438
* Wright Medical Group Inc. CVR 288,011 438
^ Pain Therapeutics Inc. 105,566 435
* Athenex Inc. 26,883 430
* Aeglea BioTherapeutics Inc. 111,265 427
*,^ Caladrius Biosciences Inc. 91,301 425
  Diversicare Healthcare Services Inc. 42,483 399
  MGC Diagnostics Corp. 46,649 396
* Eiger BioPharmaceuticals Inc. 48,259 381
* Histogenics Corp. 194,693 350
*,^ Immune Pharmaceuticals Inc. 112,567 350
  Daxor Corp. 57,002 348
* Genesis Healthcare Inc. 199,004 346
*,^ Cytori Therapeutics Inc. 293,906 323
*,^ Ampio Pharmaceuticals Inc. 615,870 321
* Cogentix Medical Inc. 174,611 304
*,^ Anthera Pharmaceuticals Inc. 185,867 301
*,^ Catabasis Pharmaceuticals Inc. 205,902 292
* Five Star Senior Living Inc. 189,253 284
*,^ OncoSec Medical Inc. 236,521 281
* Dicerna Pharmaceuticals Inc. 88,726 281
* Dimension Therapeutics Inc. 192,659 279
*,^ Oncobiologics Inc. 275,848 279
* CareDx Inc. 238,433 265
* iBio Inc. 662,332 256
*,^ CorMedix Inc. 586,535 251
* Oncocyte Corp. 47,653 248
*,^ Diffusion Pharmaceuticals Inc. 106,182 247
* MEI Pharma Inc. 101,655 243
*,^ AdCare Health Systems Inc. 245,092 235
*,^ Sonoma Pharmaceuticals Inc. 34,844 231
*,^ Avinger Inc. 508,186 228

 

35


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ ImmuCell Corp. 31,066 227
* Gemphire Therapeutics Inc. 17,544 226
* Electromed Inc. 40,675 225
*,^ Trovagene Inc. 177,960 224
*,^ VBI Vaccines Inc. 50,377 219
* Ohr Pharmaceutical Inc. 340,818 218
*,^ Repros Therapeutics Inc. 459,309 211
*,^ Heat Biologics Inc. 346,319 211
* Dova Pharmaceuticals Inc. 9,400 210
*,^ EyeGate Pharmaceuticals Inc. 149,069 204
* Retractable Technologies Inc. 152,899 196
*,^ HTG Molecular Diagnostics Inc. 73,493 196
*,^ Viking Therapeutics Inc. 180,700 195
* CASI Pharmaceuticals Inc. 185,474 195
*,^ Novus Therapeutics Inc. 29,261 171
* Joint Corp. 44,149 168
* Mirna Therapeutics Inc. 96,853 164
*,^ Proteon Therapeutics Inc. 103,545 161
*,^ OpGen Inc. 233,497 150
*,^ Tracon Pharmaceuticals Inc. 61,156 147
*,^ Apricus Biosciences Inc. 128,703 145
*,^ Biostage Inc. 348,844 144
*,^ Argos Therapeutics Inc. 364,736 132
*,^ Cerulean Pharma Inc. 257,067 114
*,^ Microbot Medical Inc. 76,296 108
*,^ BioLife Solutions Inc. 45,286 108
*,^ Hemispherx Biopharma Inc. 198,641 99
*,^ Chiasma Inc. 66,988 97
*,^ GTx Inc. 18,345 97
*,^ Celsion Corp. 45,464 93
* Presbia plc 39,123 89
*,^ Eleven Biotherapeutics Inc. 56,094 88
*,^ OncoGenex Pharmaceuticals Inc. 228,587 82
*,^ Aethlon Medical Inc. 36,188 77
*,^ Amedica Corp. 186,095 71
* Aradigm Corp. 50,300 68
*,^ PhaseRx Inc. 67,478 64
* Aileron Therapeutics Inc. 5,426 61
* Milestone Scientific Inc. 36,833 55
* Vical Inc. 20,062 54
* Micron Solutions Inc. 12,440 49
*,^ Capricor Therapeutics Inc. 48,322 40
* Pro-Dex Inc. 6,000 37
* Champions Oncology Inc. 10,400 27
*,^ Arcadia Biosciences Inc. 58,353 26
*,^ Asterias Biotherapeutics Inc. Warrants Exp. 09/29/2017 52,036 26
*,^ CEL-SCI Corp. 11,072 25
* Leap Therapeutics Inc. 3,645 24
*,^ Cyclacel Pharmaceuticals Inc. 4,800 18
*,^ Neothetics Inc. 28,081 15
* Biomerica Inc. 5,200 14
*,^ Alliqua BioMedical Inc. 30,615 11
* Onconova Therapeutics Inc. 3,896 8
* AzurRx BioPharma Inc. 1,242 5
*,^ TapImmune Inc. 1,200 5
* TearLab Corp. Class A 2,600 4
* American Shared Hospital Services 992 4
* Alphatec Holdings Inc. 394 1
* Galena Biopharma Inc Warrants Exp. 03/18/2020 157,500
      76,002,805
Industrials (13.0%)    
  General Electric Co. 200,001,087 5,402,029
  3M Co. 13,773,479 2,867,501
  Boeing Co. 13,214,972 2,613,261

 

36


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Honeywell International Inc. 17,574,727 2,342,535
  United Technologies Corp. 16,623,150 2,029,853
  Union Pacific Corp. 18,602,489 2,025,997
  Accenture plc Class A 14,302,720 1,768,960
  United Parcel Service Inc. Class B 15,865,175 1,754,530
  Lockheed Martin Corp. 5,674,337 1,575,253
  Caterpillar Inc. 13,555,874 1,456,714
* PayPal Holdings Inc. 26,314,331 1,412,290
  Danaher Corp. 14,383,505 1,213,824
  FedEx Corp. 5,535,686 1,203,071
  General Dynamics Corp. 5,923,978 1,173,540
  CSX Corp. 20,191,317 1,101,638
  Raytheon Co. 6,723,039 1,085,636
  Northrop Grumman Corp. 4,027,579 1,033,920
  Automatic Data Processing Inc. 9,794,305 1,003,525
  Johnson Controls International plc 21,612,512 937,119
  Illinois Tool Works Inc. 6,390,794 915,481
  Deere & Co. 7,324,227 905,201
  Emerson Electric Co. 14,838,153 884,651
  Norfolk Southern Corp. 6,670,018 811,741
  Eaton Corp. plc 10,315,137 802,827
  Waste Management Inc. 10,131,428 743,140
  Sherwin-Williams Co. 1,929,717 677,253
  Fidelity National Information Services Inc. 7,559,877 645,614
  TE Connectivity Ltd. 8,166,603 642,548
  Cummins Inc. 3,862,376 626,555
* Fiserv Inc. 4,948,540 605,404
  Roper Technologies Inc. 2,349,288 543,931
  Ingersoll-Rand plc 5,948,088 543,596
  PACCAR Inc. 8,080,978 533,668
  Amphenol Corp. Class A 7,101,490 524,232
  Parker-Hannifin Corp. 3,049,715 487,405
  Rockwell Automation Inc. 2,963,840 480,024
  Fortive Corp. 7,173,995 454,473
  Agilent Technologies Inc. 7,409,614 439,464
  Paychex Inc. 7,410,274 421,941
  Rockwell Collins Inc. 3,734,632 392,435
  Waste Connections Inc. 6,070,547 391,065
  Vulcan Materials Co. 3,042,257 385,393
  Republic Services Inc. Class A 5,504,075 350,775
* Mettler-Toledo International Inc. 594,847 350,091
  Ball Corp. 8,044,869 339,574
  WestRock Co. 5,770,348 326,948
  Martin Marietta Materials Inc. 1,458,665 324,670
  AMETEK Inc. 5,301,286 321,099
  Alliance Data Systems Corp. 1,232,855 316,462
  Global Payments Inc. 3,490,413 315,254
* FleetCor Technologies Inc. 2,112,985 304,714
* Verisk Analytics Inc. Class A 3,598,114 303,573
  TransDigm Group Inc. 1,083,225 291,247
  Fastenal Co. 6,636,093 288,869
  L3 Technologies Inc. 1,713,278 286,254
  Dover Corp. 3,563,152 285,836
  Masco Corp. 7,340,472 280,479
  Textron Inc. 5,554,172 261,602
  Kansas City Southern 2,450,129 256,406
  Pentair plc 3,761,147 250,267
  Cintas Corp. 1,935,703 243,976
  Packaging Corp. of America 2,159,313 240,526
* Vantiv Inc. Class A 3,692,935 233,911
  Expeditors International of Washington Inc. 4,139,821 233,817
  Fortune Brands Home & Security Inc. 3,537,966 230,817
  Xylem Inc. 4,119,383 228,337
  CH Robinson Worldwide Inc. 3,261,235 223,982

 

37


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Total System Services Inc. 3,787,184 220,603
* United Rentals Inc. 1,935,619 218,164
  WW Grainger Inc. 1,156,446 208,773
* Trimble Inc. 5,805,023 207,065
  Broadridge Financial Solutions Inc. 2,728,342 206,154
  Acuity Brands Inc. 1,012,136 205,747
* CoStar Group Inc. 763,419 201,237
  Sealed Air Corp. 4,475,429 200,320
  IDEX Corp. 1,755,390 198,377
  Huntington Ingalls Industries Inc. 1,056,037 196,592
* Crown Holdings Inc. 3,232,374 192,843
  AO Smith Corp. 3,406,809 191,906
  Jack Henry & Associates Inc. 1,806,790 187,671
  JB Hunt Transport Services Inc. 2,046,722 187,029
^ Wabtec Corp. 1,980,571 181,222
  Allegion plc 2,193,084 177,903
  ManpowerGroup Inc. 1,549,621 173,015
  Owens Corning 2,584,962 172,986
  PerkinElmer Inc. 2,523,817 171,973
  Lennox International Inc. 935,460 171,788
* Berry Global Group Inc. 2,965,208 169,047
*,^ Sensata Technologies Holding NV 3,929,818 167,882
* XPO Logistics Inc. 2,562,299 165,601
* Keysight Technologies Inc. 4,220,021 164,285
  Toro Co. 2,366,415 163,969
  Spirit AeroSystems Holdings Inc. Class A 2,787,152 161,488
* Arrow Electronics Inc. 2,051,880 160,908
  Cognex Corp. 1,889,387 160,409
  Jacobs Engineering Group Inc. 2,810,081 152,840
* Stericycle Inc. 1,952,333 149,002
  Fluor Corp. 3,207,142 146,823
* First Data Corp. Class A 8,043,294 146,388
  Old Dominion Freight Line Inc. 1,519,963 144,761
  Hubbell Inc. Class B 1,272,374 143,995
* HD Supply Holdings Inc. 4,619,634 141,499
  Xerox Corp. 4,922,416 141,421
  Carlisle Cos. Inc. 1,479,692 141,163
  Macquarie Infrastructure Corp. 1,796,461 140,843
  Graco Inc. 1,283,641 140,276
  Flowserve Corp. 2,990,222 138,836
  Donaldson Co. Inc. 3,034,998 138,214
  Nordson Corp. 1,118,960 135,752
  Robert Half International Inc. 2,767,526 132,648
  Orbital ATK Inc. 1,340,072 131,809
  Allison Transmission Holdings Inc. 3,448,324 129,347
* Coherent Inc. 566,028 127,351
  AptarGroup Inc. 1,448,923 125,853
* IPG Photonics Corp. 864,859 125,491
  Lincoln Electric Holdings Inc. 1,362,349 125,459
* TransUnion 2,889,465 125,143
* Zebra Technologies Corp. 1,188,846 119,503
  MDU Resources Group Inc. 4,513,182 118,245
  Sonoco Products Co. 2,292,378 117,874
  Oshkosh Corp. 1,708,469 117,679
* AECOM 3,577,300 115,654
  Avnet Inc. 2,964,999 115,279
  Jabil Inc. 3,763,924 109,869
  Hexcel Corp. 2,079,452 109,774
* Quanta Services Inc. 3,322,665 109,382
  FLIR Systems Inc. 3,127,961 108,415
  National Instruments Corp. 2,681,516 107,851
  Watsco Inc. 694,406 107,077
  Universal Display Corp. 973,756 106,383
  Booz Allen Hamilton Holding Corp. Class A 3,266,999 106,308

 

38


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  AGCO Corp. 1,569,482 105,767
  BWX Technologies Inc. 2,157,989 105,202
* Euronet Worldwide Inc. 1,142,513 99,821
  Bemis Co. Inc. 2,129,017 98,467
  Graphic Packaging Holding Co. 7,118,680 98,095
  Trinity Industries Inc. 3,487,588 97,757
  Eagle Materials Inc. 1,054,627 97,469
* Genesee & Wyoming Inc. Class A 1,409,169 96,373
* WEX Inc. 919,123 95,837
  MAXIMUS Inc. 1,479,238 92,645
* Teledyne Technologies Inc. 725,256 92,579
  Crane Co. 1,160,704 92,137
  EMCOR Group Inc. 1,382,364 90,379
  Genpact Ltd. 3,218,340 89,566
* Owens-Illinois Inc. 3,729,055 89,199
  MSC Industrial Direct Co. Inc. Class A 1,031,681 88,683
  Ryder System Inc. 1,225,936 88,243
* CoreLogic Inc. 1,983,012 86,023
  Littelfuse Inc. 519,325 85,689
  Woodward Inc. 1,266,453 85,587
  HEICO Corp. Class A 1,370,902 85,064
  Curtiss-Wright Corp. 914,090 83,895
  Air Lease Corp. Class A 2,241,040 83,725
  Regal Beloit Corp. 1,022,657 83,398
  Landstar System Inc. 965,414 82,639
* Kirby Corp. 1,219,154 81,500
  Terex Corp. 2,170,141 81,380
  ITT Inc. 2,024,599 81,348
* Louisiana-Pacific Corp. 3,296,202 79,471
  Deluxe Corp. 1,114,838 77,169
  Valmont Industries Inc. 515,113 77,061
  Belden Inc. 987,741 74,505
  Timken Co. 1,589,155 73,498
  EnerSys 1,007,765 73,013
  Brink's Co. 1,085,378 72,720
* Colfax Corp. 1,834,579 72,227
* Conduent Inc. 4,519,411 72,039
  John Bean Technologies Corp. 724,028 70,955
* Summit Materials Inc. Class A 2,408,666 69,538
* MasTec Inc. 1,530,344 69,095
  Kennametal Inc. 1,835,479 68,684
  Barnes Group Inc. 1,161,427 67,978
* Clean Harbors Inc. 1,188,954 66,379
* Esterline Technologies Corp. 687,356 65,161
* Sanmina Corp. 1,703,945 64,920
* WESCO International Inc. 1,104,260 63,274
  MSA Safety Inc. 777,825 63,136
*,^ USG Corp. 2,155,451 62,551
* On Assignment Inc. 1,153,081 62,439
  World Fuel Services Corp. 1,596,796 61,397
  Knight Transportation Inc. 1,646,710 61,011
* WageWorks Inc. 906,652 60,927
  Tetra Tech Inc. 1,313,646 60,099
* Itron Inc. 886,052 60,030
* KLX Inc. 1,195,491 59,775
  GATX Corp. 922,220 59,271
* MACOM Technology Solutions Holdings Inc. 1,022,546 57,027
  Silgan Holdings Inc. 1,783,621 56,683
* Rexnord Corp. 2,353,002 54,707
*,^ Cimpress NV 564,569 53,369
* RBC Bearings Inc. 519,834 52,898
* Generac Holdings Inc. 1,461,823 52,816
* Moog Inc. Class A 733,928 52,637
  ABM Industries Inc. 1,264,625 52,507

 

39


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Masonite International Corp. 688,496 51,981
* Anixter International Inc. 654,833 51,208
  Vishay Intertechnology Inc. 3,048,159 50,599
  UniFirst Corp. 356,074 50,100
  Convergys Corp. 2,104,345 50,041
  KBR Inc. 3,251,721 49,491
  Applied Industrial Technologies Inc. 837,429 49,450
* Swift Transportation Co. 1,810,102 47,968
* Advisory Board Co. 926,889 47,735
* DigitalGlobe Inc. 1,418,441 47,234
* TopBuild Corp. 865,975 45,957
  Granite Construction Inc. 949,852 45,821
* Trex Co. Inc. 674,011 45,604
^ Chicago Bridge & Iron Co. NV 2,308,988 45,556
* Rogers Corp. 411,770 44,726
* II-VI Inc. 1,293,419 44,364
* Armstrong World Industries Inc. 962,162 44,259
  Mueller Water Products Inc. Class A 3,680,036 42,983
* NeuStar Inc. Class A 1,279,740 42,679
* AMN Healthcare Services Inc. 1,084,138 42,336
  Korn/Ferry International 1,202,428 41,520
* ExlService Holdings Inc. 737,048 40,965
  Watts Water Technologies Inc. Class A 647,740 40,937
* Plexus Corp. 772,321 40,601
  Greif Inc. Class A 727,546 40,583
  Simpson Manufacturing Co. Inc. 928,448 40,582
  Mueller Industries Inc. 1,324,776 40,339
  Universal Forest Products Inc. 453,870 39,627
* Proto Labs Inc. 578,118 38,878
  Franklin Electric Co. Inc. 908,961 37,631
  Apogee Enterprises Inc. 656,568 37,319
  Forward Air Corp. 692,530 36,898
* Benchmark Electronics Inc. 1,138,563 36,776
^ Covanta Holding Corp. 2,759,080 36,420
* TTM Technologies Inc. 2,089,289 36,270
  Otter Tail Corp. 907,998 35,957
  Albany International Corp. 672,299 35,901
  Triumph Group Inc. 1,120,977 35,423
  Brady Corp. Class A 1,040,040 35,257
*,^ Ambarella Inc. 725,936 35,244
  EnPro Industries Inc. 492,423 35,144
* Fabrinet 821,262 35,035
* SPX FLOW Inc. 948,365 34,976
* Knowles Corp. 2,057,684 34,816
* FTI Consulting Inc. 976,193 34,128
* Imperva Inc. 710,117 33,979
* Cardtronics plc Class A 1,034,025 33,978
  Triton International Ltd. 1,012,343 33,853
  AAON Inc. 916,237 33,763
  AZZ Inc. 602,350 33,611
  ESCO Technologies Inc. 557,696 33,267
* Builders FirstSource Inc. 2,150,603 32,947
  Methode Electronics Inc. 791,654 32,616
  Exponent Inc. 557,280 32,489
* Meritor Inc. 1,950,400 32,396
  Comfort Systems USA Inc. 870,344 32,290
  Actuant Corp. Class A 1,300,844 32,001
* OSI Systems Inc. 423,850 31,852
* BMC Stock Holdings Inc. 1,447,507 31,628
* Aerojet Rocketdyne Holdings Inc. 1,517,909 31,573
  Wabash National Corp. 1,431,724 31,469
* JELD-WEN Holding Inc. 968,860 31,449
* Navistar International Corp. 1,186,683 31,127
* TriNet Group Inc. 945,527 30,957

 

40


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Integer Holdings Corp. 715,520 30,946
  Kaman Corp. 612,168 30,529
  Werner Enterprises Inc. 1,038,699 30,486
  Mobile Mini Inc. 1,020,529 30,463
  Tennant Co. 411,400 30,361
* American Woodmark Corp. 317,216 30,310
* Harsco Corp. 1,882,308 30,305
* Atlas Air Worldwide Holdings Inc. 580,837 30,291
* Saia Inc. 583,386 29,928
* Sykes Enterprises Inc. 886,604 29,728
* Veeco Instruments Inc. 1,067,325 29,725
  Matson Inc. 988,629 29,698
*,^ Axon Enterprise Inc. 1,148,773 28,880
  Insperity Inc. 405,095 28,762
*,^ Evolent Health Inc. Class A 1,133,738 28,740
  Aircastle Ltd. 1,316,666 28,637
*,^ American Outdoor Brands Corp. 1,285,676 28,491
  Raven Industries Inc. 846,341 28,183
  Greenbrier Cos. Inc. 609,167 28,174
* Paylocity Holding Corp. 614,068 27,744
* Hub Group Inc. Class A 722,405 27,704
* Boise Cascade Co. 889,073 27,028
* Gibraltar Industries Inc. 749,725 26,728
*,^ US Concrete Inc. 340,095 26,714
* Air Transport Services Group Inc. 1,218,108 26,530
  Standex International Corp. 290,649 26,362
  Astec Industries Inc. 470,727 26,130
  Cubic Corp. 560,715 25,961
  Multi-Color Corp. 314,568 25,669
  AAR Corp. 735,898 25,580
  Badger Meter Inc. 640,435 25,521
* Novanta Inc. 708,193 25,495
  US Ecology Inc. 503,431 25,423
* TrueBlue Inc. 959,207 25,419
* Patrick Industries Inc. 342,854 24,977
* Tutor Perini Corp. 868,514 24,970
* Installed Building Products Inc. 467,574 24,758
^ Sturm Ruger & Co. Inc. 398,115 24,743
  ManTech International Corp. Class A 593,271 24,550
  EVERTEC Inc. 1,418,064 24,533
  Federal Signal Corp. 1,386,091 24,063
  Primoris Services Corp. 964,768 24,061
* SPX Corp. 949,357 23,886
* Cotiviti Holdings Inc. 634,966 23,583
  Heartland Express Inc. 1,123,586 23,393
  CIRCOR International Inc. 389,594 23,134
* Huron Consulting Group Inc. 532,790 23,017
  Sun Hydraulics Corp. 537,616 22,940
  Altra Industrial Motion Corp. 575,213 22,893
  HEICO Corp. 312,228 22,430
  Viad Corp. 470,930 22,251
* TriMas Corp. 1,060,873 22,119
* MINDBODY Inc. Class A 793,770 21,591
* Navigant Consulting Inc. 1,080,611 21,353
* Continental Building Products Inc. 907,351 21,141
  RR Donnelley & Sons Co. 1,683,531 21,111
* Milacron Holdings Corp. 1,173,140 20,636
* Advanced Disposal Services Inc. 904,952 20,570
  Lindsay Corp. 230,395 20,563
  Alamo Group Inc. 224,304 20,369
  Schneider National Inc. Class B 906,270 20,273
  Argan Inc. 327,748 19,665
  Encore Wire Corp. 459,604 19,625
*,^ Inovalon Holdings Inc. Class A 1,490,282 19,597

 

41


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* ICF International Inc. 414,787 19,536
  MTS Systems Corp. 376,295 19,492
  General Cable Corp. 1,188,985 19,440
* Kratos Defense & Security Solutions Inc. 1,636,279 19,423
* Lydall Inc. 371,629 19,213
  AVX Corp. 1,170,983 19,134
* Aerovironment Inc. 498,645 19,048
  McGrath RentCorp 547,902 18,974
* Gardner Denver Holdings Inc. 873,129 18,868
* GMS Inc. 655,802 18,428
* Manitowoc Co. Inc. 3,051,867 18,342
  Advanced Drainage Systems Inc. 908,166 18,254
  Materion Corp. 485,810 18,169
  Kadant Inc. 239,558 18,015
  Griffon Corp. 797,400 17,503
* CBIZ Inc. 1,157,079 17,356
* Donnelley Financial Solutions Inc. 752,462 17,277
* PHH Corp. 1,241,625 17,097
* Aegion Corp. Class A 779,365 17,053
  Quad/Graphics Inc. 739,064 16,939
  Quanex Building Products Corp. 790,740 16,724
* RPX Corp. 1,197,821 16,710
  TeleTech Holdings Inc. 403,386 16,458
  NN Inc. 593,335 16,287
  Schnitzer Steel Industries Inc. 646,009 16,279
* Atkore International Group Inc. 721,136 16,262
* Team Inc. 690,829 16,200
  Kelly Services Inc. Class A 711,003 15,962
  LSC Communications Inc. 742,745 15,895
  Douglas Dynamics Inc. 481,113 15,829
  Global Brass & Copper Holdings Inc. 506,662 15,479
  CTS Corp. 712,837 15,397
* FARO Technologies Inc. 407,258 15,394
  H&E Equipment Services Inc. 752,725 15,363
* Babcock & Wilcox Enterprises Inc. 1,284,469 15,105
  Marten Transport Ltd. 543,266 14,886
* Wesco Aircraft Holdings Inc. 1,359,546 14,751
* International Seaways Inc. 676,633 14,663
* Thermon Group Holdings Inc. 752,230 14,420
* Casella Waste Systems Inc. Class A 871,809 14,306
* PGT Innovations Inc. 1,113,340 14,251
  Insteel Industries Inc. 425,219 14,019
* Echo Global Logistics Inc. 700,998 13,950
  Cass Information Systems Inc. 202,709 13,306
  Essendant Inc. 896,920 13,301
* MYR Group Inc. 406,526 12,610
* InnerWorkings Inc. 1,081,354 12,544
* DXP Enterprises Inc. 358,671 12,374
* Engility Holdings Inc. 431,092 12,243
  Hyster-Yale Materials Handling Inc. 173,737 12,205
* TimkenSteel Corp. 791,092 12,159
* NCI Building Systems Inc. 704,281 11,762
* Floor & Decor Holdings Inc. Class A 298,829 11,732
  Ennis Inc. 595,527 11,375
* KEMET Corp. 887,626 11,362
  ArcBest Corp. 547,893 11,287
  Kforce Inc. 573,612 11,243
  Myers Industries Inc. 623,718 11,196
* Kimball Electronics Inc. 612,992 11,065
* Everi Holdings Inc. 1,504,058 10,950
  Landauer Inc. 206,849 10,818
  Mesa Laboratories Inc. 74,384 10,660
  Columbus McKinnon Corp. 418,324 10,634
  REV Group Inc. 378,923 10,489

 

42


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Resources Connection Inc. 759,314 10,403
* Astronics Corp. 339,466 10,344
* Cross Country Healthcare Inc. 763,836 9,861
  Gorman-Rupp Co. 386,122 9,835
* Armstrong Flooring Inc. 545,065 9,795
* Control4 Corp. 490,284 9,614
  B. Riley Financial Inc. 504,217 9,353
* Bazaarvoice Inc. 1,879,237 9,302
  Miller Industries Inc. 371,560 9,233
* CAI International Inc. 384,065 9,064
  Barrett Business Services Inc. 157,371 9,016
* Mistras Group Inc. 406,319 8,927
  Heidrick & Struggles International Inc. 405,839 8,827
* Ply Gem Holdings Inc. 484,454 8,696
  NVE Corp. 111,058 8,551
  American Railcar Industries Inc. 222,753 8,531
* Landec Corp. 568,982 8,449
  VSE Corp. 182,910 8,227
  Daktronics Inc. 840,269 8,092
* NV5 Global Inc. 189,564 8,056
* YRC Worldwide Inc. 713,562 7,935
* Ducommun Inc. 250,256 7,903
  Park Electrochemical Corp. 413,894 7,624
  Park-Ohio Holdings Corp. 199,091 7,585
* Horizon Global Corp. 524,917 7,538
* Sterling Construction Co. Inc. 573,740 7,499
  Spartan Motors Inc. 829,338 7,340
*,^ Energy Recovery Inc. 844,718 7,003
* GP Strategies Corp. 263,508 6,957
^ Eagle Bulk Shipping Inc. 1,459,416 6,903
  CRA International Inc. 185,332 6,731
* Hudson Technologies Inc. 793,998 6,709
  Powell Industries Inc. 201,892 6,459
*,^ Energous Corp. 396,106 6,441
  CECO Environmental Corp. 662,861 6,085
  NACCO Industries Inc. Class A 82,600 5,852
* Great Lakes Dredge & Dock Corp. 1,309,801 5,632
* Willdan Group Inc. 181,336 5,540
* Intevac Inc. 483,761 5,370
* Commercial Vehicle Group Inc. 626,377 5,293
* ServiceSource International Inc. 1,354,998 5,257
* Covenant Transportation Group Inc. Class A 297,596 5,217
* Vicor Corp. 289,796 5,187
  Supreme Industries Inc. Class A 311,699 5,127
* Electro Scientific Industries Inc. 617,843 5,091
* EnerNOC Inc. 615,629 4,771
* Overseas Shipholding Group Inc. Class A 1,781,341 4,738
  Eastern Co. 156,839 4,713
  LSI Industries Inc. 516,199 4,672
* PRGX Global Inc. 710,958 4,621
  Bel Fuse Inc. Class B 186,587 4,609
* Roadrunner Transportation Systems Inc. 624,814 4,542
* Neff Corp. Class A 238,388 4,529
^ Advanced Emissions Solutions Inc. 488,559 4,475
* Franklin Covey Co. 229,480 4,429
* Sparton Corp. 201,033 4,421
* Maxwell Technologies Inc. 736,414 4,411
* Orion Group Holdings Inc. 584,402 4,365
*,^ Aqua Metals Inc. 339,079 4,255
* Era Group Inc. 449,343 4,251
* Information Services Group Inc. 1,033,241 4,247
  Allied Motion Technologies Inc. 155,341 4,228
* Acacia Research Corp. 1,023,078 4,195
  National Research Corp. Class B 87,271 4,155

 

43


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Radiant Logistics Inc. 767,888 4,131
  FreightCar America Inc. 236,893 4,120
* Heritage-Crystal Clean Inc. 256,426 4,077
  Omega Flex Inc. 60,205 3,877
* CyberOptics Corp. 183,800 3,795
  LB Foster Co. Class A 175,883 3,773
  Graham Corp. 187,416 3,685
* IES Holdings Inc. 201,491 3,657
*,^ Forterra Inc. 444,288 3,657
  Hurco Cos. Inc. 104,859 3,644
* UFP Technologies Inc. 127,473 3,607
* Twin Disc Inc. 222,915 3,598
  BG Staffing Inc. 203,010 3,528
* DHI Group Inc. 1,222,391 3,484
* Hill International Inc. 667,343 3,470
* Northwest Pipe Co. 210,221 3,418
  National Research Corp. Class A 126,849 3,412
* Astronics Corp. Class B 111,356 3,405
* Vishay Precision Group Inc. 195,688 3,385
*,^ MicroVision Inc. 1,575,583 3,340
* Willis Lease Finance Corp. 123,166 3,292
  Hardinge Inc. 254,551 3,162
  Black Box Corp. 364,910 3,120
*,^ Blue Bird Corp. 182,809 3,108
* Goldfield Corp. 559,823 3,079
* Iteris Inc. 491,878 3,059
^ Global Water Resources Inc. 306,658 3,036
* StarTek Inc. 241,218 2,953
  Crawford & Co. Class B 313,468 2,915
*,^ Huttig Building Products Inc. 402,964 2,825
* Asure Software Inc. 191,525 2,798
* Gencor Industries Inc. 169,936 2,753
* Napco Security Technologies Inc. 275,603 2,591
  DMC Global Inc. 195,784 2,565
  United States Lime & Minerals Inc. 32,488 2,549
  Houston Wire & Cable Co. 475,973 2,499
*,^ ExOne Co. 217,359 2,489
*,^ Layne Christensen Co. 282,603 2,484
* Planet Payment Inc. 720,688 2,378
*,^ Arotech Corp. 636,010 2,258
* Lawson Products Inc. 96,392 2,135
* Manitex International Inc. 304,218 2,123
* Nuvectra Corp. 158,877 2,110
* ARC Document Solutions Inc. 504,508 2,099
*,^ CUI Global Inc. 541,573 2,080
^ Richardson Electronics Ltd. 338,852 2,023
*,^ Workhorse Group Inc. 543,920 2,007
* CDI Corp. 340,177 1,990
* CryoPort Inc. 395,534 1,946
* Broadwind Energy Inc. 364,310 1,836
* Frequency Electronics Inc. 191,069 1,823
* PFSweb Inc. 217,863 1,800
* Aspen Aerogels Inc. 394,399 1,755
  Crawford & Co. Class A 222,466 1,731
^ Celadon Group Inc. 548,487 1,728
* Ballantyne Strong Inc. 232,067 1,555
* Sharps Compliance Corp. 358,366 1,516
* Daseke Inc. 127,278 1,417
* Ultralife Corp. 193,856 1,396
* ALJ Regional Holdings Inc. 433,960 1,389
* Perceptron Inc. 188,302 1,371
* Mattersight Corp. 532,688 1,358
* Xerium Technologies Inc. 183,281 1,318
^ EnviroStar Inc. 47,900 1,296

 

44


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Transcat Inc. 104,670 1,272
* ModusLink Global Solutions Inc. 732,678 1,253
* PAM Transportation Services Inc. 65,444 1,240
* CPI Aerostructures Inc. 130,743 1,229
* Key Technology Inc. 85,325 1,173
* LightPath Technologies Inc. Class A 411,197 1,110
* Perma-Pipe International Holdings Inc. 136,141 1,089
* USA Truck Inc. 117,929 1,021
* Innovative Solutions & Support Inc. 206,201 907
* Taylor Devices Inc. 67,427 901
* Lincoln Educational Services Corp. 271,137 841
* eMagin Corp. 328,800 806
*,^ Synthesis Energy Systems Inc. 1,196,178 801
*,^ Revolution Lighting Technologies Inc. 116,833 770
*,^ American Superconductor Corp. 165,242 763
* Volt Information Sciences Inc. 186,827 738
*,^ Energy Focus Inc. 274,872 723
* Perma-Fix Environmental Services 188,566 698
* IEC Electronics Corp. 192,084 692
*,^ Cenveo Inc. 107,920 657
  AMCON Distributing Co. 5,948 626
* Ameresco Inc. Class A 71,297 549
*,^ Applied DNA Sciences Inc. 297,601 524
* Orion Energy Systems Inc. 390,406 500
* ClearSign Combustion Corp. 128,314 488
*,^ Vertex Energy Inc. 437,710 468
*,^ UQM Technologies Inc. 540,865 459
* Luna Innovations Inc. 280,341 423
*,^ Research Frontiers Inc. 320,612 414
  Chicago Rivet & Machine Co. 11,186 410
* Air T Inc. 19,270 409
^ Cemtrex Inc. 98,808 356
*,^ GEE Group Inc. 67,770 350
* Foundation Building Materials Inc. 26,754 344
*,^ Odyssey Marine Exploration Inc. 93,030 336
* Sevcon Inc. 23,992 322
* Wireless Telecom Group Inc. 185,057 296
*,^ Polar Power Inc. 54,012 287
*,^ AMREP Corp. 41,838 284
* ENGlobal Corp. 215,127 280
* DLH Holdings Corp. 50,884 274
* Image Sensing Systems Inc. 74,588 272
  Ecology and Environment Inc. 21,480 272
* Universal Technical Institute Inc. 70,427 251
*,^ Turtle Beach Corp. 356,386 249
*,^ Capstone Turbine Corp. 346,903 236
*,^ EnSync Inc. 602,688 223
*,^ Patriot National Inc. 104,630 222
  Bel Fuse Inc. Class A 10,580 221
  Greif Inc. Class B 3,467 209
* Versar Inc. 141,293 206
*,^ Pioneer Power Solutions Inc. 30,547 205
  RF Industries Ltd. 106,118 196
*,^ Digital Ally Inc. 60,491 191
* BlueLinx Holdings Inc. 15,958 174
* Continental Materials Corp. 8,941 171
* Echelon Corp. 29,696 155
* Fuel Tech Inc. 173,732 146
* IntriCon Corp. 18,209 146
* Astrotech Corp. 150,256 144
* Sypris Solutions Inc. 87,241 144
* SigmaTron International Inc. 18,805 124
* American Electric Technologies Inc. 65,060 117
* Patriot Transportation Holding Inc. 6,242 112

 

45


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* SIFCO Industries Inc. 16,533 110
*,^ Quest Resource Holding Corp. 37,894 93
* Industrial Services of America Inc. 55,088 82
* Rand Logistics Inc. 202,682 79
*,^ Command Security Corp. 15,885 50
* AeroCentury Corp. 3,872 48
*,^ Payment Data Systems Inc. 38,549 47
  Servotronics Inc. 4,914 46
  Universal Logistics Holdings Inc. 2,931 44
* Art's-Way Manufacturing Co. Inc. 7,669 23
  Issuer Direct Corp. 1,680 22
*,^ root9B Holdings Inc. 2,409 22
* Limbach Holdings Inc. 1,700 20
* Nortech Systems Inc. 4,400 16
* Rubicon Technology Inc. 1,565 15
* Tel-Instrument Electronics Corp. 4,297 14
* Electro-Sensors Inc. 1,291 5
* Interlink Electronics Inc. 462 4
* Jewett-Cameron Trading Co. Ltd. 185 2
* CTPartners Executive Search Inc. 100,659
* LGL Group Inc. Warrants Exp. 06/08/2018 3,000
      75,308,862
Oil & Gas (5.5%)    
  Exxon Mobil Corp. 97,608,070 7,879,900
  Chevron Corp. 43,636,886 4,552,636
  Schlumberger Ltd. 32,006,897 2,107,334
  ConocoPhillips 28,473,897 1,251,713
  EOG Resources Inc. 13,288,681 1,202,891
  Occidental Petroleum Corp. 17,585,715 1,052,857
  Kinder Morgan Inc. 43,634,364 836,034
  Phillips 66 10,097,991 835,003
  Halliburton Co. 18,981,205 810,687
  Valero Energy Corp. 10,342,707 697,719
  Marathon Petroleum Corp. 12,091,864 632,767
  Pioneer Natural Resources Co. 3,911,248 624,157
  Anadarko Petroleum Corp. 12,886,521 584,275
  Williams Cos. Inc. 19,010,066 575,625
  Baker Hughes Inc. 9,808,362 534,654
  Apache Corp. 8,741,813 418,995
* Concho Resources Inc. 3,412,430 414,713
  Devon Energy Corp. 11,484,035 367,145
  Tesoro Corp. 3,496,518 327,274
  Hess Corp. 6,927,537 303,911
  National Oilwell Varco Inc. 8,736,016 287,764
  Noble Energy Inc. 10,062,533 284,770
  Cabot Oil & Gas Corp. 10,706,372 268,516
  EQT Corp. 3,982,785 233,351
  Marathon Oil Corp. 19,483,483 230,879
* Cheniere Energy Inc. 4,647,202 226,365
  Targa Resources Corp. 4,934,457 223,037
  Cimarex Energy Co. 2,178,650 204,815
* Diamondback Energy Inc. 2,252,227 200,020
  OGE Energy Corp. 4,616,105 160,594
* Parsley Energy Inc. Class A 5,366,699 148,926
  Range Resources Corp. 5,671,610 131,411
* Newfield Exploration Co. 4,551,542 129,537
  Helmerich & Payne Inc. 2,232,248 121,300
  HollyFrontier Corp. 4,058,494 111,487
* Energen Corp. 2,222,621 109,731
*,^ Antero Resources Corp. 5,055,190 109,243
*,^ Chesapeake Energy Corp. 20,857,255 103,661
  Core Laboratories NV 1,013,064 102,593
* Rice Energy Inc. 3,761,418 100,167
* RSP Permian Inc. 3,083,614 99,508

 

46


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Patterson-UTI Energy Inc. 4,833,316 97,585
^ Murphy Oil Corp. 3,740,060 95,858
* WPX Energy Inc. 9,101,062 87,916
*,^ Weatherford International plc 22,619,614 87,538
*,^ First Solar Inc. 1,836,701 73,248
*,^ Transocean Ltd. 8,845,728 72,800
* Southwestern Energy Co. 11,542,955 70,181
* Continental Resources Inc. 2,151,285 69,551
* PDC Energy Inc. 1,503,632 64,822
  PBF Energy Inc. Class A 2,508,796 55,846
* QEP Resources Inc. 5,504,901 55,600
* Gulfport Energy Corp. 3,751,555 55,335
  Oceaneering International Inc. 2,258,438 51,583
  Nabors Industries Ltd. 6,158,511 50,130
*,^ Ultra Petroleum Corp. 4,580,916 49,703
* Callon Petroleum Co. 4,574,202 48,532
* McDermott International Inc. 6,476,216 46,434
* Whiting Petroleum Corp. 8,355,988 46,042
* C&J Energy Services Inc. 1,313,638 45,018
* Oasis Petroleum Inc. 5,405,409 43,514
*,^ Matador Resources Co. 1,986,215 42,445
  SM Energy Co. 2,563,551 42,376
*,^ Dril-Quip Inc. 868,321 42,374
  SemGroup Corp. Class A 1,509,974 40,769
* NOW Inc. 2,502,131 40,234
  Pattern Energy Group Inc. Class A 1,630,734 38,877
*,^ Centennial Resource Development Inc. Class A 2,428,591 38,420
* Laredo Petroleum Inc. 3,595,503 37,825
  Ensco plc Class A 7,041,927 36,336
* Superior Energy Services Inc. 3,477,888 36,274
* MRC Global Inc. 2,124,432 35,096
*,^ Extraction Oil & Gas Inc. 2,568,332 34,544
* Oil States International Inc. 1,205,041 32,717
  Delek US Holdings Inc. 1,184,941 31,330
* Carrizo Oil & Gas Inc. 1,779,935 31,006
* Rowan Cos. plc Class A 3,016,208 30,886
^ RPC Inc. 1,504,624 30,408
*,^ SRC Energy Inc. 4,515,925 30,392
* Chart Industries Inc. 719,024 24,972
* Forum Energy Technologies Inc. 1,543,891 24,085
* Unit Corp. 1,196,268 22,406
^ Noble Corp. plc 5,909,525 21,393
* Exterran Corp. 741,236 19,791
* Helix Energy Solutions Group Inc. 3,348,309 18,884
  Archrock Inc. 1,537,649 17,529
  Green Plains Inc. 849,814 17,464
*,^ Diamond Offshore Drilling Inc. 1,540,794 16,687
*,^ Basic Energy Services Inc. 628,544 15,651
*,^ Atwood Oceanics Inc. 1,893,973 15,436
*,^ Denbury Resources Inc. 9,985,600 15,278
*,^ Bonanza Creek Energy Inc. 450,324 14,280
* Newpark Resources Inc. 1,887,490 13,873
*,^ Resolute Energy Corp. 462,100 13,757
* Ring Energy Inc. 1,057,809 13,752
*,^ Par Pacific Holdings Inc. 749,856 13,527
*,^ SunPower Corp. Class A 1,438,630 13,437
* SandRidge Energy Inc. 772,474 13,294
* REX American Resources Corp. 135,277 13,062
*,^ Keane Group Inc. 811,913 12,991
* SEACOR Holdings Inc. 362,606 12,437
*,^ Halcon Resources Corp. 2,597,540 11,793
*,^ Tellurian Inc. 1,166,401 11,699
  Alon USA Energy Inc. 865,273 11,525
*,^ Sanchez Energy Corp. 1,601,665 11,500

 

47


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ Flotek Industries Inc. 1,227,367 10,973
* ProPetro Holding Corp. 785,100 10,960
*,^ Jagged Peak Energy Inc. 808,395 10,792
* Renewable Energy Group Inc. 814,699 10,550
*,^ Plug Power Inc. 5,093,795 10,391
  CVR Energy Inc. 476,469 10,368
*,^ Energy XXI Gulf Coast Inc. 491,787 9,133
  Panhandle Oil and Gas Inc. Class A 369,229 8,529
* Natural Gas Services Group Inc. 324,486 8,064
*,^ California Resources Corp. 922,969 7,891
*,^ Stone Energy Corp. 405,088 7,446
*,^ SEACOR Marine Holdings Inc. 363,263 7,396
*,^ Penn Virginia Corp. 171,149 6,290
* Pacific Ethanol Inc. 970,891 6,068
* TETRA Technologies Inc. 2,131,988 5,948
* Abraxas Petroleum Corp. 3,663,161 5,934
* Matrix Service Co. 617,869 5,777
* Midstates Petroleum Co. Inc. 438,484 5,556
* Green Brick Partners Inc. 480,548 5,502
  Evolution Petroleum Corp. 675,579 5,472
*,^ WildHorse Resource Development Corp. 435,206 5,384
* Bill Barrett Corp. 1,629,419 5,002
* TPI Composites Inc. 265,289 4,903
^ Bristow Group Inc. 624,015 4,774
* Eclipse Resources Corp. 1,635,106 4,676
* Tesco Corp. 1,048,313 4,665
*,^ Key Energy Services Inc. 234,875 4,519
* Mammoth Energy Services Inc. 237,368 4,415
*,^ Smart Sand Inc. 487,221 4,341
* Parker Drilling Co. 3,161,078 4,267
* Geospace Technologies Corp. 302,590 4,185
  Gulf Island Fabrication Inc. 340,764 3,953
*,^ Gastar Exploration Inc. 4,236,643 3,923
*,^ EP Energy Corp. Class A 1,059,267 3,877
* Pioneer Energy Services Corp. 1,875,237 3,844
*,^ Earthstone Energy Inc. Class A 368,973 3,693
*,^ Approach Resources Inc. 1,088,545 3,668
* Contango Oil & Gas Co. 521,409 3,462
*,^ CARBO Ceramics Inc. 489,512 3,353
* Select Energy Services Inc. Class A 271,965 3,304
* Trecora Resources 285,748 3,215
*,^ Zion Oil & Gas Inc. 924,718 3,172
* SilverBow Resources Inc. 112,697 2,948
* Independence Contract Drilling Inc. 757,652 2,947
* Goodrich Petroleum Corp. 241,047 2,941
^ Comstock Resources Inc. 413,320 2,922
  Adams Resources & Energy Inc. 67,133 2,758
*,^ Lilis Energy Inc. 448,831 2,199
* Willbros Group Inc. 885,042 2,186
*,^ W&T Offshore Inc. 1,017,657 1,995
* Isramco Inc. 17,021 1,947
*,^ Northern Oil and Gas Inc. 1,203,811 1,685
*,^ FuelCell Energy Inc. 1,208,449 1,499
* Dawson Geophysical Co. 380,256 1,491
* Cobalt International Energy Inc. 570,574 1,409
* PHI Inc. NV 140,475 1,371
*,^ Torchlight Energy Resources Inc. 745,993 1,238
*,^ Hornbeck Offshore Services Inc. 412,841 1,168
*,^ Enphase Energy Inc. 1,087,138 940
* Mitcham Industries Inc. 234,787 934
*,^ Rosehill Resources Inc. 103,445 863
* Lonestar Resources US Inc. Class A 187,263 805
* VAALCO Energy Inc. 816,705 764
*,^ Amyris Inc. 238,647 759

 

48


 
Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ Jones Energy Inc. Class A 460,954 738
* PetroQuest Energy Inc. 339,980 673
*,^ Rex Energy Corp. 214,639 620
^ EXCO Resources Inc. 219,492 582
*,^ Eco-Stim Energy Solutions Inc. 352,961 441
* PHI Inc. 40,344 412
*,^ TerraVia Holdings Inc. 1,691,956 395
* Aemetis Inc. 206,467 277
*,^ Stone Energy Corp. Warrants Exp. 02/28/2021 116,107 240
*,^ Ideal Power Inc. 109,340 230
*,^ Enservco Corp. 549,204 172
*,^ Gevo Inc. 238,533 164
*,^ ION Geophysical Corp. 37,409 163
*,^ Yuma Energy Inc. 118,650 110
*,^ Superior Drilling Products Inc. 113,740 72
*,^ MagneGas Corp. 51,451 63
*,^ Bonanza Creek Energy Inc. Warrants Exp. 04/28/2020 33,839 47
* Tidewater Inc. 25,100 18
* Basic Energy Services Inc. Warrants Exp. 12/23/2023 4,640 14
  Harvest Natural Resources Inc. 51,829
      32,220,848
Other (0.0%)2    
* Dyax Corp CVR Exp. 12/31/2019 2,750,063 5,500
* NCS Multistage Holdings Inc. 208,579 5,252
*,^ Tobira Therapeutics Inc. CVR 201,001 2,762
* Media General Inc. CVR 2,351,934 699
* Adolor Corp. Rights Exp. 07/01/2019 592,629 308
* Chelsea Therapeutics International Ltd. CVR 1,157,305 127
* Ambit Biosciences Corp. CVR 201,330 121
* Omthera Pharmaceuticals Inc. CVR 121,311 73
* Alexza Pharmaceuticals Inc. CVR 327,391 12
* Seventy Seven Energy Inc Escrow Line 7,222 1
* Clinical Data CVR 216,285
* Gerber Scientific Inc. CVR 388,581
*,^ Biosante Pharmaceutical Inc. CVR 253,823
* NuPathe Inc. CVR 158,681
* Seventy Seven Energy Inc Warrants Exp. 08/01/2023 361
* Seventy Seven Energy Inc Warrants Exp. 08/01/2021 401
      14,855
Technology (17.3%)    
  Apple Inc. 108,093,912 15,567,685
  Microsoft Corp. 177,774,267 12,253,980
* Facebook Inc. Class A 54,439,512 8,219,278
* Alphabet Inc. Class A 6,900,772 6,415,510
* Alphabet Inc. Class C 6,740,405 6,125,208
  Intel Corp. 108,442,405 3,658,847
  Cisco Systems Inc. 115,073,238 3,601,792
  Oracle Corp. 70,998,449 3,559,862
  International Business Machines Corp. 20,536,688 3,159,159
  Broadcom Ltd. 9,246,345 2,154,861
  NVIDIA Corp. 13,019,830 1,882,147
  QUALCOMM Inc. 34,018,732 1,878,514
  Texas Instruments Inc. 22,968,668 1,766,980
* Adobe Systems Inc. 11,369,884 1,608,156
* salesforce.com Inc. 15,549,243 1,346,564
  Applied Materials Inc. 24,861,967 1,027,048
  Cognizant Technology Solutions Corp. Class A 13,607,565 903,542
  Intuit Inc. 5,583,632 741,562
* Micron Technology Inc. 24,191,234 722,350
  HP Inc. 38,883,769 679,688
  Analog Devices Inc. 8,392,625 652,946
  Corning Inc. 21,338,637 641,226
  Hewlett Packard Enterprise Co. 38,095,629 632,006
  Western Digital Corp. 6,694,864 593,165

 

49



 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Lam Research Corp. 3,738,173 528,690
  DXC Technology Co. 6,508,615 499,341
* Autodesk Inc. 4,850,053 488,982
* Cerner Corp. 6,828,047 453,860
* ServiceNow Inc. 3,893,266 412,686
  Skyworks Solutions Inc. 4,246,590 407,460
  Symantec Corp. 14,199,264 401,129
* Red Hat Inc. 4,097,826 392,367
  Microchip Technology Inc. 4,962,764 383,026
  Xilinx Inc. 5,706,185 367,022
  KLA-Tencor Corp. 3,598,437 329,293
  Motorola Solutions Inc. 3,766,387 326,696
  Harris Corp. 2,861,729 312,157
* Dell Technologies Inc. Class V 4,921,513 300,754
  Maxim Integrated Products Inc. 6,501,353 291,911
* Workday Inc. Class A 3,004,771 291,463
* Citrix Systems Inc. 3,385,026 269,380
* Palo Alto Networks Inc. 2,007,508 268,625
  Seagate Technology plc 6,807,907 263,806
* Synopsys Inc. 3,480,710 253,848
  NetApp Inc. 6,294,651 252,101
  CA Inc. 7,267,605 250,514
*,^ Advanced Micro Devices Inc. 19,573,188 244,273
  Juniper Networks Inc. 8,716,139 243,006
* Gartner Inc. 1,961,924 242,317
*,^ Twitter Inc. 13,432,375 240,037
* ANSYS Inc. 1,970,061 239,717
  CDW Corp. 3,674,024 229,737
* Cadence Design Systems Inc. 6,406,681 214,560
  CDK Global Inc. 3,356,351 208,295
*,^ VeriSign Inc. 2,087,748 194,077
* Akamai Technologies Inc. 3,806,891 189,621
* F5 Networks Inc. 1,483,232 188,459
* Qorvo Inc. 2,922,097 185,027
* Splunk Inc. 3,152,525 179,347
  Leidos Holdings Inc. 3,445,392 178,092
* IAC/InterActiveCorp 1,701,538 175,667
* CommScope Holding Co. Inc. 4,439,486 168,834
*,^ Arista Networks Inc. 1,075,415 161,086
  SS&C Technologies Holdings Inc. 3,999,776 153,631
* PTC Inc. 2,657,624 146,488
  Marvell Technology Group Ltd. 8,723,212 144,107
* Tyler Technologies Inc. 792,500 139,218
  Teradyne Inc. 4,595,101 137,991
* Veeva Systems Inc. Class A 2,233,268 136,922
* ON Semiconductor Corp. 9,631,949 135,233
*,^ Ultimate Software Group Inc. 640,385 134,519
  LogMeIn Inc. 1,232,337 128,779
* athenahealth Inc. 911,665 128,135
* Fortinet Inc. 3,399,842 127,290
*,^ VMware Inc. Class A 1,426,529 124,721
* Microsemi Corp. 2,647,344 123,896
  Brocade Communications Systems Inc. 9,596,631 121,014
* ARRIS International plc 4,262,545 119,437
  CSRA Inc. 3,725,466 118,284
* Square Inc. 5,007,869 117,485
* Nuance Communications Inc. 6,682,917 116,350
* Guidewire Software Inc. 1,690,668 116,166
* NCR Corp. 2,842,137 116,073
^ Garmin Ltd. 2,170,033 110,737
  Fair Isaac Corp. 737,114 102,761
* Medidata Solutions Inc. 1,263,831 98,832
  Cypress Semiconductor Corp. 7,160,282 97,738
* Aspen Technology Inc. 1,755,959 97,034

 

50


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
*,^ Snap Inc. 5,459,111 97,008
  j2 Global Inc. 1,115,846 94,947
* EPAM Systems Inc. 1,116,774 93,910
  Blackbaud Inc. 1,091,340 93,582
* Cirrus Logic Inc. 1,467,048 92,013
* Cavium Inc. 1,474,387 91,604
  DST Systems Inc. 1,459,584 90,056
* Teradata Corp. 2,973,594 87,691
* Tech Data Corp. 862,871 87,150
*,^ ViaSat Inc. 1,266,921 83,870
* Tableau Software Inc. Class A 1,358,314 83,224
  MKS Instruments Inc. 1,232,114 82,921
  SYNNEX Corp. 690,417 82,822
  Monolithic Power Systems Inc. 852,355 82,167
*,^ Proofpoint Inc. 943,749 81,946
* Ellie Mae Inc. 736,504 80,949
* Ciena Corp. 3,224,868 80,686
* GoDaddy Inc. Class A 1,886,613 80,030
* Manhattan Associates Inc. 1,621,084 77,909
* Lumentum Holdings Inc. 1,331,486 75,961
* Integrated Device Technology Inc. 2,884,052 74,380
* Paycom Software Inc. 1,077,047 73,681
* Entegris Inc. 3,244,499 71,217
* CACI International Inc. Class A 563,308 70,442
* NetScout Systems Inc. 2,016,115 69,354
* Finisar Corp. 2,542,868 66,064
  Pitney Bowes Inc. 4,294,848 64,852
* Silicon Laboratories Inc. 911,202 62,281
*,^ Dycom Industries Inc. 681,810 61,036
* ACI Worldwide Inc. 2,724,234 60,941
  InterDigital Inc. 784,735 60,660
* Zendesk Inc. 2,128,242 59,123
* Verint Systems Inc. 1,450,831 59,049
* Advanced Energy Industries Inc. 908,939 58,799
  Science Applications International Corp. 804,911 55,877
*,^ FireEye Inc. 3,660,666 55,679
* Cree Inc. 2,253,081 55,538
* Viavi Solutions Inc. 5,271,440 55,508
* Semtech Corp. 1,504,342 53,780
* Allscripts Healthcare Solutions Inc. 4,206,643 53,677
* CommVault Systems Inc. 925,643 52,253
  TiVo Corp. 2,712,097 50,581
* Electronics For Imaging Inc. 1,062,588 50,345
* HubSpot Inc. 754,072 49,580
  Power Integrations Inc. 650,631 47,431
*,^ 2U Inc. 1,010,373 47,407
*,^ 3D Systems Corp. 2,524,844 47,215
* RealPage Inc. 1,294,763 46,547
  Pegasystems Inc. 790,200 46,108
* VeriFone Systems Inc. 2,544,942 46,063
* RingCentral Inc. Class A 1,258,666 46,004
^ Diebold Nixdorf Inc. 1,619,121 45,335
* EchoStar Corp. Class A 725,710 44,051
* Mercury Systems Inc. 1,042,688 43,887
* Cornerstone OnDemand Inc. 1,226,595 43,851
* MicroStrategy Inc. Class A 224,881 43,103
*,^ Synaptics Inc. 828,486 42,841
* Premier Inc. Class A 1,186,070 42,699
  Cabot Microelectronics Corp. 575,151 42,463
* Envestnet Inc. 1,011,709 40,064
  Plantronics Inc. 764,829 40,008
*,^ Twilio Inc. Class A 1,336,025 38,892
* Infinera Corp. 3,496,086 37,303
* MaxLinear Inc. 1,329,776 37,087

 

51


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Cogent Communications Holdings Inc. 924,427 37,070
* New Relic Inc. 834,478 35,891
* Callidus Software Inc. 1,460,244 35,338
  Xperi Corp. 1,146,470 34,165
*,^ Oclaro Inc. 3,631,067 33,914
* Insight Enterprises Inc. 823,399 32,928
  Brooks Automation Inc. 1,510,437 32,761
  Progress Software Corp. 1,059,398 32,725
* BroadSoft Inc. 730,024 31,428
* NETGEAR Inc. 721,443 31,094
* Box Inc. 1,641,233 29,936
* Rambus Inc. 2,582,720 29,520
*,^ Inphi Corp. 858,740 29,455
*,^ Ubiquiti Networks Inc. 566,693 29,451
* Web.com Group Inc. 1,164,041 29,450
* Gigamon Inc. 747,695 29,422
  CSG Systems International Inc. 724,332 29,393
^ Ebix Inc. 531,524 28,649
  NIC Inc. 1,491,092 28,256
* Q2 Holdings Inc. 759,305 28,056
* Qualys Inc. 667,010 27,214
  West Corp. 1,162,808 27,117
* SPS Commerce Inc. 420,385 26,804
*,^ Pure Storage Inc. Class A 2,016,733 25,834
*,^ Applied Optoelectronics Inc. 413,541 25,553
* Five9 Inc. 1,165,253 25,076
* ScanSource Inc. 592,424 23,875
* Coupa Software Inc. 822,772 23,844
* Extreme Networks Inc. 2,510,793 23,150
* Bottomline Technologies de Inc. 888,723 22,831
  ADTRAN Inc. 1,102,995 22,777
* CEVA Inc. 500,271 22,737
* ePlus Inc. 304,606 22,571
* Super Micro Computer Inc. 907,393 22,367
* Quality Systems Inc. 1,231,189 21,189
*,^ Shutterstock Inc. 473,684 20,880
* FormFactor Inc. 1,654,012 20,510
* Virtusa Corp. 695,970 20,462
* Diodes Inc. 841,479 20,221
* Blucora Inc. 932,152 19,762
*,^ Match Group Inc. 1,111,370 19,316
* Barracuda Networks Inc. 824,614 19,016
* Amkor Technology Inc. 1,937,121 18,926
*,^ Impinj Inc. 375,640 18,275
* Lattice Semiconductor Corp. 2,733,421 18,205
  Monotype Imaging Holdings Inc. 968,676 17,727
* Cray Inc. 951,290 17,504
* CalAmp Corp. 829,859 16,871
* Alarm.com Holdings Inc. 445,815 16,776
* PROS Holdings Inc. 610,578 16,724
* Synchronoss Technologies Inc. 1,008,225 16,585
*,^ Acacia Communications Inc. 397,575 16,487
* Rudolph Technologies Inc. 701,727 16,034
*,^ Nutanix Inc. 766,933 15,454
* Varonis Systems Inc. 414,547 15,421
* Vocera Communications Inc. 579,200 15,302
* Perficient Inc. 816,243 15,215
* Photronics Inc. 1,575,614 14,811
* Unisys Corp. 1,130,237 14,467
* Axcelis Technologies Inc. 686,781 14,388
  Syntel Inc. 848,189 14,385
*,^ Gogo Inc. 1,229,664 14,178
* Nanometrics Inc. 539,436 13,642
*,^ Benefitfocus Inc. 373,855 13,590

 

52


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* Ultra Clean Holdings Inc. 718,662 13,475
* Loral Space & Communications Inc. 312,040 12,965
* LivePerson Inc. 1,167,332 12,841
* Blackline Inc. 358,971 12,830
* Boingo Wireless Inc. 830,474 12,424
* CommerceHub Inc. 690,848 12,048
* Carbonite Inc. 549,411 11,977
* Xcerra Corp. 1,222,687 11,946
* Actua Corp. 838,879 11,786
*,^ Instructure Inc. 385,644 11,376
*,^ Hortonworks Inc. 867,471 11,173
* ShoreTel Inc. 1,835,087 10,644
* Workiva Inc. 548,350 10,446
* VASCO Data Security International Inc. 720,280 10,336
* Silver Spring Networks Inc. 914,578 10,316
  Comtech Telecommunications Corp. 539,424 10,233
* Everbridge Inc. 416,795 10,153
* PDF Solutions Inc. 613,546 10,093
^ Computer Programs & Systems Inc. 303,769 9,964
* IXYS Corp. 599,457 9,861
*,^ KeyW Holding Corp. 1,051,152 9,828
*,^ Digimarc Corp. 242,212 9,725
  Cohu Inc. 613,554 9,657
* Endurance International Group Holdings Inc. 1,144,014 9,553
  Forrester Research Inc. 237,897 9,314
* A10 Networks Inc. 1,077,295 9,092
* Sonus Networks Inc. 1,213,956 9,032
* Harmonic Inc. 1,706,566 8,959
  Hackett Group Inc. 543,070 8,418
* Quantenna Communications Inc. 422,589 8,029
* Meet Group Inc. 1,584,129 8,000
*,^ NeoPhotonics Corp. 1,030,545 7,956
* Vectrus Inc. 241,715 7,812
  PC Connection Inc. 285,364 7,722
* MuleSoft Inc. Class A 308,892 7,704
* Alpha & Omega Semiconductor Ltd. 460,208 7,672
* Appfolio Inc. 233,714 7,619
* Apptio Inc. Class A 432,717 7,508
* Model N Inc. 562,667 7,483
* Rapid7 Inc. 421,585 7,095
* Zix Corp. 1,216,874 6,924
* WideOpenWest Inc. 395,080 6,874
* Internap Corp. 1,864,749 6,844
* Okta Inc. 293,841 6,700
  EMCORE Corp. 625,493 6,661
* Xactly Corp. 425,251 6,655
* MobileIron Inc. 1,084,103 6,559
* Immersion Corp. 709,566 6,443
* ChannelAdvisor Corp. 553,328 6,391
  QAD Inc. Class A 198,357 6,357
* Calix Inc. 923,957 6,329
* Mitek Systems Inc. 749,662 6,297
  American Software Inc. Class A 610,021 6,277
*,^ Cloudera Inc. 354,591 5,681
  Systemax Inc. 301,894 5,676
* Telenav Inc. 699,069 5,662
* Ichor Holdings Ltd. 273,639 5,517
* AXT Inc. 866,393 5,502
* Digi International Inc. 538,100 5,462
* Kopin Corp. 1,461,514 5,422
*,^ Ominto Inc. 350,905 5,351
* Quantum Corp. 670,754 5,239
* Presidio Inc. 362,051 5,181
* CommerceHub Inc. Class A 292,297 5,092

 

53


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* DSP Group Inc. 434,380 5,039
* Brightcove Inc. 811,616 5,032
* Upland Software Inc. 228,331 5,021
* Exa Corp. 355,577 4,907
* Rosetta Stone Inc. 441,087 4,755
* RigNet Inc. 292,541 4,695
*,^ Castlight Health Inc. Class B 1,111,310 4,612
*,^ VirnetX Holding Corp. 1,002,861 4,563
* Limelight Networks Inc. 1,565,019 4,523
* USA Technologies Inc. 793,653 4,127
* VOXX International Corp. Class A 492,421 4,038
* Amber Road Inc. 467,647 4,008
*,^ Yext Inc. 282,274 3,763
* GSI Technology Inc. 473,112 3,719
* ARI Network Services Inc. 517,495 3,648
* KVH Industries Inc. 383,652 3,645
  AstroNova Inc. 277,611 3,637
*,^ QuickLogic Corp. 2,487,550 3,632
* NCI Inc. Class A 169,742 3,582
  Simulations Plus Inc. 286,767 3,542
* Sigma Designs Inc. 587,441 3,437
* Guidance Software Inc. 518,568 3,428
*,^ Pixelworks Inc. 717,621 3,294
*,^ Alteryx Inc. Class A 168,465 3,288
* Clearfield Inc. 241,306 3,185
*,^ SecureWorks Corp. Class A 340,081 3,159
* Radisys Corp. 825,027 3,102
  TESSCO Technologies Inc. 231,449 3,078
* Agilysys Inc. 300,463 3,041
  Computer Task Group Inc. 540,202 3,020
*,^ Park City Group Inc. 231,390 2,811
* Ooma Inc. 349,647 2,797
  PC-Tel Inc. 394,160 2,791
* Aerohive Networks Inc. 548,825 2,744
*,^ Airgain Inc. 188,048 2,667
* Appian Corp. 141,000 2,559
* Datawatch Corp. 264,099 2,456
* Rightside Group Ltd. 227,052 2,411
* Key Tronic Corp. 315,335 2,233
* Amtech Systems Inc. 262,390 2,215
* Tabula Rasa HealthCare Inc. 146,500 2,205
* Aware Inc. 403,542 2,078
  Preformed Line Products Co. 44,113 2,048
* Pendrell Corp. 278,498 2,014
*,^ Rocket Fuel Inc. 727,253 2,000
*,^ Everspin Technologies Inc. 99,502 1,988
* BSQUARE Corp. 346,199 1,939
* Edgewater Technology Inc. 280,893 1,918
  TransAct Technologies Inc. 217,895 1,852
*,^ Neurotrope Inc. 195,129 1,828
  Great Elm Capital Group Inc. 525,638 1,787
  Concurrent Computer Corp. 234,282 1,579
* PAR Technology Corp. 184,738 1,576
* Aehr Test Systems 391,907 1,470
* Tremor Video Inc. 562,379 1,400
  GlobalSCAPE Inc. 254,655 1,347
^ ClearOne Inc. 141,648 1,339
* RCM Technologies Inc. 257,001 1,298
  Network-1 Technologies Inc. 304,119 1,293
* ID Systems Inc. 210,131 1,288
* Covisint Corp. 523,547 1,283
* Synacor Inc. 340,536 1,243
* MRV Communications Inc. 125,429 1,235
*,^ CVD Equipment Corp. 110,562 1,224

 

54


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
* iPass Inc. 874,224 1,154
* Support.com Inc. 473,810 1,109
*,^ SITO Mobile Ltd. 291,495 1,081
  QAD Inc. Class B 38,958 1,046
* LRAD Corp. 587,032 992
* Netlist Inc. 947,442 966
*,^ Atomera Inc. 215,867 930
* Icad Inc. 215,339 902
*,^ Neonode Inc. 825,186 891
* Data I/O Corp. 108,812 865
* Aviat Networks Inc. 49,028 853
* GSE Systems Inc. 275,429 813
*,^ Inseego Corp. 509,481 637
*,^ TransEnterix Inc. 893,571 634
* Identiv Inc. 115,472 606
* Seachange International Inc. 227,144 604
*,^ ParkerVision Inc. 326,371 584
* Tintri Inc. 80,300 584
*,^ Xplore Technologies Corp. 291,547 569
* Finjan Holdings Inc. 169,342 555
* inTEST Corp. 82,255 551
* Marin Software Inc. 410,026 533
*,^ WidePoint Corp. 1,102,888 507
  RELM Wireless Corp. 128,863 490
* Evolving Systems Inc. 86,477 445
* Adesto Technologies Corp. 95,690 435
* DASAN Zhone Solutions Inc. 68,570 411
* Lantronix Inc. 162,376 396
* Intermolecular Inc. 401,809 374
* Westell Technologies Inc. Class A 113,564 355
* Inuvo Inc. 342,961 350
  CSP Inc. 30,760 331
*,^ Resonant Inc. 73,139 324
*,^ Sunworks Inc. 181,082 317
  Communications Systems Inc. 72,826 315
* Qumu Corp. 107,637 314
* SharpSpring Inc. 63,634 288
* FalconStor Software Inc. 694,509 180
* Streamline Health Solutions Inc. 158,937 170
*,^ Intellicheck Inc. 42,276 164
* Numerex Corp. Class A 32,302 159
* Sajan Inc. 26,258 153
* BroadVision Inc. 34,623 152
* Smith Micro Software Inc. 93,835 137
*,^ NXT-ID Inc. 42,701 81
* Sonic Foundry Inc. 17,328 67
* FORM Holdings Corp. 31,359 52
* ARC Group Worldwide Inc. 17,147 50
* ADDvantage Technologies Group Inc. 29,519 48
*,^ Fusion Telecommunications International Inc. 31,890 46
* Determine Inc. 17,103 45
* Ciber Inc. 401,000 26
* Socket Mobile Inc. 6,400 26
* NetSol Technologies Inc. 6,400 25
* Mastech Digital Inc. 3,680 24
  GlassBridge Enterprises Inc. 2,673 11
* Intelligent Systems Corp. 1,383 5
* Cinedigm Corp. Class A 800 1
      100,374,987
Telecommunications (2.0%)    
  AT&T Inc. 141,546,385 5,340,545
  Verizon Communications Inc. 93,920,728 4,194,500
* T-Mobile US Inc. 6,675,745 404,684
* Level 3 Communications Inc. 6,618,207 392,460

 

55


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  CenturyLink Inc. 12,527,249 299,151
*,^ Sprint Corp. 13,730,229 112,725
* Zayo Group Holdings Inc. 3,639,403 112,457
  Telephone & Data Systems Inc. 2,178,359 60,449
  Shenandoah Telecommunications Co. 1,085,208 33,316
^ Frontier Communications Corp. 28,340,499 32,875
* Vonage Holdings Corp. 4,524,515 29,590
* 8x8 Inc. 2,030,242 29,540
* Straight Path Communications Inc. Class B 153,742 27,620
  Consolidated Communications Holdings Inc. 1,158,880 24,881
*,^ Iridium Communications Inc. 2,019,070 22,311
*,^ Globalstar Inc. 10,284,009 21,905
* GTT Communications Inc. 657,896 20,822
* General Communication Inc. Class A 567,903 20,808
  Cincinnati Bell Inc. 995,236 19,457
* ORBCOMM Inc. 1,707,130 19,291
  ATN International Inc. 265,217 18,151
  Windstream Holdings Inc. 4,595,190 17,829
* United States Cellular Corp. 350,459 13,430
* FairPoint Communications Inc. 625,224 9,785
* Lumos Networks Corp. 534,063 9,544
  Spok Holdings Inc. 463,911 8,211
* Hawaiian Telcom Holdco Inc. 288,954 7,221
* pdvWireless Inc. 254,420 5,928
  IDT Corp. Class B 411,410 5,912
* HC2 Holdings Inc. 805,102 4,734
* Alaska Communications Systems Group Inc. 1,187,621 2,613
*,^ Intelsat SA 527,613 1,614
* Otelco Inc. Class A 8,730 67
*,^ CPS Technologies Corp. 2,000 2
      11,324,428
Utilities (3.1%)    
  NextEra Energy Inc. 10,800,289 1,513,444
  Duke Energy Corp. 16,122,704 1,347,697
  Dominion Energy Inc. 14,506,917 1,111,665
  Southern Co. 22,897,103 1,096,313
  American Electric Power Co. Inc. 11,341,572 787,899
  PG&E Corp. 11,768,829 781,097
  Exelon Corp. 21,298,117 768,223
  Sempra Energy 5,766,360 650,157
  PPL Corp. 15,658,189 605,346
  Edison International 7,493,875 585,946
  Consolidated Edison Inc. 7,030,824 568,231
  Xcel Energy Inc. 11,714,865 537,478
  Public Service Enterprise Group Inc. 11,643,766 500,798
  WEC Energy Group Inc. 7,273,114 446,424
  Eversource Energy 7,286,855 442,385
  DTE Energy Co. 4,146,640 438,673
  American Water Works Co. Inc. 4,097,384 319,391
  Entergy Corp. 4,113,541 315,797
  Ameren Corp. 5,550,884 303,467
  FirstEnergy Corp. 10,192,503 297,213
  CMS Energy Corp. 6,409,367 296,433
  CenterPoint Energy Inc. 9,406,961 257,563
  ONEOK Inc. 4,830,107 251,938
  Pinnacle West Capital Corp. 2,535,578 215,930
  Alliant Energy Corp. 5,224,835 209,882
  Atmos Energy Corp. 2,424,185 201,086
  SCANA Corp. 2,942,196 197,157
  UGI Corp. 3,945,730 191,013
  NiSource Inc. 7,395,405 187,547
  Westar Energy Inc. Class A 3,269,005 173,323
  AES Corp. 14,971,667 166,335
  Great Plains Energy Inc. 4,816,151 141,017

 

56


 

Vanguard® Total Stock Market Index Fund    
Schedule of Investments    
June 30, 2017    
 
      Market
      Value
    Shares ($000)
  Aqua America Inc. 4,065,477 135,380
  NRG Energy Inc. 7,189,531 123,804
* Vistra Energy Corp. 6,722,972 112,879
* Calpine Corp. 8,306,438 112,386
  Vectren Corp. 1,911,785 111,725
  National Fuel Gas Co. 1,853,933 103,524
  IDACORP Inc. 1,157,451 98,788
  WGL Holdings Inc. 1,182,387 98,647
  Portland General Electric Co. 2,046,771 93,517
  ONE Gas Inc. 1,212,583 84,650
  ALLETE Inc. 1,155,538 82,829
  Black Hills Corp. 1,223,987 82,582
  Hawaiian Electric Industries Inc. 2,490,861 80,654
  New Jersey Resources Corp. 1,974,181 78,375
  Southwest Gas Holdings Inc. 1,026,407 74,989
  Spire Inc. 1,014,139 70,736
  PNM Resources Inc. 1,809,691 69,221
  Avangrid Inc. 1,523,046 67,242
  NorthWestern Corp. 1,095,976 66,876
  Avista Corp. 1,518,802 64,488
  South Jersey Industries Inc. 1,822,483 62,274
  Ormat Technologies Inc. 960,514 56,363
  MGE Energy Inc. 853,326 54,912
  El Paso Electric Co. 933,904 48,283
  California Water Service Group 1,144,391 42,114
  Northwest Natural Gas Co. 653,763 39,128
  American States Water Co. 821,502 38,947
  Chesapeake Utilities Corp. 350,336 26,258
* TerraForm Power Inc. Class A 2,100,809 25,210
* Dynegy Inc. 2,791,194 23,083
  Unitil Corp. 411,798 19,894
  SJW Group 378,503 18,615
  Connecticut Water Service Inc. 331,515 18,402
  Middlesex Water Co. 378,375 14,984
*,^ Sunrun Inc. 1,901,437 13,538
  York Water Co. 388,158 13,527
  Artesian Resources Corp. Class A 226,947 8,542
*,^ Cadiz Inc. 536,196 7,239
  Delta Natural Gas Co. Inc. 191,597 5,838
* Atlantic Power Corp. 2,383,931 5,721
^ Spark Energy Inc. Class A 272,392 5,121
  Gas Natural Inc. 346,811 4,474
*,^ AquaVenture Holdings Ltd. 254,674 3,879
* Pure Cycle Corp. 483,835 3,750
  Genie Energy Ltd. Class B 367,730 2,802
* US Geothermal Inc. 379,871 1,744
*,^ Vivint Solar Inc. 181,914 1,064
 
      18,285,866
Total Common Stocks (Cost $383,575,329)   577,792,891

 

57


 

Vanguard® Total Stock Market Index Fund        
Schedule of Investments        
June 30, 2017        
 
          Market
          Value
    Coupon   Shares ($000)
Temporary Cash Investments (1.1%)1        
Money Market Fund (1.1%)        
3,4 Vanguard Market Liquidity Fund 1.181%   63,822,793 6,383,556
 
 
        Face  
      Maturity Amount  
      Date ($000)  
U.S. Government and Agency Obligations (0.0%)        
  United States Treasury Bill 0.602% 7/13/17 500 500
5 United States Treasury Bill 0.918% 9/14/17 52,000 51,899
5 United States Treasury Bill 0.978%-0.980% 10/5/17 113,100 112,799
 
          165,198
 
Total Temporary Cash Investments (Cost $6,548,067)       6,548,754
Total Investments (100.6%) (Cost $390,123,396)       584,341,645
Other Assets and Liabilities—Net (-0.6%)4,6       (3,313,515)
Net Assets (100%)       581,028,130

 

* Non-income-producing security.
^ Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $2,692,354,000.
1 The fund invests a portion of its cash reserves in equity markets through the use of index futures contracts and swap contracts. After giving
effect to futures and swap investments, the fund's effective common stock and temporary cash investment positions represent 100.0% and
0.6%, respectively, of net assets.
2 “Other” represents securities that are not classified by the fund’s benchmark index.
3 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day
yield.
4 Includes $2,869,824,000 of collateral received for securities on loan, of which $4,245,000 is held in cash.
5 Securities with a value of $115,846,000 have been segregated as initial margin for open futures contracts.
6 Cash with a value of $520,000 has been segregated as collateral for open over-the-counter swap contracts.
CVR—Contingent Value Rights.
REIT—Real Estate Investment Trust.

58


 

This page intentionally left blank.


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

© 2017 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.

SNA852 082017


Item 7: Disclosure of Proxy Voting Policies and Procedures for Closed-End Management
Investment Companies.

Not Applicable.

Item 8: Portfolio Managers of Closed-End Management Investment Companies.

Not Applicable.

Item 9: Purchase of Equity Securities by Closed-End Management Investment Company and
Affiliated Purchasers.

Not Applicable.

Item 10: Submission of Matters to a Vote of Security Holders.

Not Applicable.

Item 11: Controls and Procedures.

     (a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

     (b) Internal Control Over Financial Reporting. There were no significant changes in Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 12: Exhibits.

(a) Certifications.

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

  VANGUARD INDEX FUNDS
 
 
BY: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER
 
Date: August 17, 2017

 


 

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

  VANGUARD INDEX FUNDS
 
BY: /s/ F. WILLIAM MCNABB III*
  F. WILLIAM MCNABB III
  CHIEF EXECUTIVE OFFICER

 

Date: August 17, 2017

 

 

VANGUARD INDEX FUNDS
 

BY:

/s/ THOMAS J. HIGGINS*
  THOMAS J. HIGGINS
  CHIEF FINANCIAL OFFICER

 

Date: August 17, 2017

 

* By: /s/ Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed on October 4, 2016 see file Number
33-32548, Incorporated by Reference.