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: 811-00696

T. Rowe Price Small-Cap Stock Fund, Inc.

 

(Exact name of registrant as specified in charter)

100 East Pratt Street, Baltimore, MD 21202

 

(Address of principal executive offices)

David Oestreicher

100 East Pratt Street, Baltimore, MD 21202

 

(Name and address of agent for service)

Registrant’s telephone number, including area code: (410) 345-2000

Date of fiscal year end: December 31 

Date of reporting period: December 31, 2023


Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

 


Highlights
and
Market
Commentary
Management’s
Discussion
of
Fund
Performance
Performance
and
Expenses
Financial
Highlights
Portfolio
of
Investments
Financial
Statements
and
Notes
Additional
Fund
Information
December
31,
2023
Annual
Report
For
more
insights
from
T.
Rowe
Price
investment
professionals,
go
to
troweprice.com
.
T.
ROWE
PRICE
OTCFX
Small-Cap
Stock
Fund
.
PASSX
Small-Cap
Stock
Fund–
.
Advisor  Class
OTIIX
Small-Cap
Stock
Fund–
.
I  Class
TRZZX
Small-Cap
Stock
Fund–
.
Z Class
T.
ROWE
PRICE
Small-Cap
Stock
Fund
HIGHLIGHTS
The
Small-Cap
Stock
Fund
advanced
and
outperformed
the
Russell
2000
Index,
as
major
U.S.
stock
indexes
produced
strong
gains
and
rebounded
from
weaker
performance
in
2022.
Stock
selection
in
the
health
care,
industrials
and
business
services,
and
consumer
discretionary
sectors
were
notably
strong,
while
the
financials
sector
was
the
most
significant
detractor
due
to
our
stock
choices.
Bottom-up
stock
selection
continued
to
drive
our
portfolio
positioning.
We
sought
companies
that
are
attempting
to
solve
hard
problems,
believing
that
they
will
be
successful
regardless
of
the
macro
environment.
We
maintain
conviction
in
our
investment
process,
remain
focused
on
identifying
the
advantaged
companies
across
our
universe
that
offer
relative
value,
and
believe
that
our
fundamental
and
patient
approach
will
provide
strong
long-term
results.
Log
in
to
your
account
at
troweprice.com
for
more
information.
*
An
account
service
fee
will
be
charged
annually
for
each
T.
Rowe
Price
mutual
fund
account
unless
you
meet
criteria
for
a
fee
waiver.
Go
to
troweprice.com/personal-investing/help/fees-and-
minimums.html
to
learn
more
about
this
account
service
fee,
including
other
ways
to
waive
it.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Market
Commentary
1
Dear
Shareholder
Global
stock
and
bond
indexes
were
broadly
positive
during
2023
as
most
economies
managed
to
avoid
the
recession
that
was
widely
predicted
at
the
start
of
the
year.
Technology
companies
benefited
from
investor
enthusiasm
for
artificial
intelligence
developments
and
led
the
equity
rally,
while
fixed
income
benchmarks
rebounded
late
in
the
year
amid
falling
interest
rates.
For
the
12-month
period,
the
technology-oriented
Nasdaq
Composite
Index
rose
about
43%,
reaching
a
record
high
and
producing
the
strongest
result
of
the
major
benchmarks.
Growth
stocks
outperformed
value
shares,
and
developed
market
stocks
generally
outpaced
their
emerging
markets
counterparts.
Currency
movements
were
mixed
over
the
period,
although
a
weaker
dollar
versus
major
European
currencies
was
beneficial
for
U.S.
investors
in
European
securities.
Within
the
S&P
500
Index,
which
finished
the
year
just
short
of
the
record
level
it
reached
in
early
2022,
the
information
technology,
communication
services,
and
consumer
discretionary
sectors
were
all
lifted
by
the
tech
rally
and
recorded
significant
gains.
A
small
group
of
tech-oriented
mega-cap
companies
helped
drive
much
of
the
market’s
advance.
Conversely,
the
defensive
utilities
sector
had
the
weakest
returns
in
the
growth-focused
environment,
and
the
energy
sector
also
lost
ground
amid
declining
oil
prices.
The
financials
sector
bounced
back
from
the
failure
of
three
large
regional
banks
in
the
spring
and
was
one
of
the
top-performing
segments
in
the
second
half
of
the
year.
The
U.S.
economy
was
the
strongest
among
the
major
markets
during
the
period,
with
gross
domestic
product
growth
coming
in
at
4.9%
in
the
third
quarter,
the
highest
since
the
end
of
2021.
Corporate
fundamentals
were
also
broadly
supportive.
Year-over-year
earnings
growth
contracted
in
the
first
and
second
quarters
of
2023,
but
results
were
better
than
expected,
and
earnings
growth
turned
positive
again
in
the
third
quarter.
Markets
remained
resilient
despite
a
debt
ceiling
standoff
in
the
U.S.,
the
outbreak
of
war
in
the
Middle
East,
the
continuing
conflict
between
Russia
and
Ukraine,
and
a
sluggish
economic
recovery
in
China.
Inflation
remained
a
concern,
but
investors
were
encouraged
by
the
slowing
pace
of
price
increases
as
well
as
the
possibility
that
the
Federal
Reserve
was
nearing
the
end
of
its
rate-hiking
cycle.
The
Fed
held
rates
steady
after
raising
its
short-term
lending
benchmark
rate
to
a
target
range
of
5.25%
to
5.50%
in
July,
the
highest
level
since
March
2001,
and
at
its
final
meeting
of
the
year
in
December,
the
central
bank
indicated
that
there
could
be
three
25-basis-point
rate
cuts
in
2024.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
2
The
yield
of
the
benchmark
10-year
U.S.
Treasury
note
briefly
reached
5.00%
in
October
for
the
first
time
since
late
2007
before
falling
back
to
3.88%
by
period-end,
the
same
level
where
it
started
the
year,
amid
cooler-than-expected
inflation
readings
and
less-hawkish
Fed
rhetoric.
Fixed
income
benchmarks
were
lifted
late
in
the
year
by
falling
yields.
Investment-grade
and
high
yield
corporate
bonds
produced
solid
returns,
supported
by
the
higher
coupons
that
have
become
available
over
the
past
year,
as
well
as
increasing
hopes
that
the
economy
might
be
able
to
avoid
a
recession.
Global
economies
and
markets
showed
surprising
resilience
in
2023,
but
considerable
uncertainty
remains
as
we
look
ahead.
Geopolitical
events,
the
path
of
monetary
policy,
and
the
impact
of
the
Fed’s
rate
hikes
on
the
economy
all
raise
the
potential
for
additional
volatility.
We
believe
this
environment
makes
skilled
active
management
a
critical
tool
for
identifying
risks
and
opportunities,
and
our
investment
teams
will
continue
to
use
fundamental
research
to
help
identify
securities
that
can
add
value
to
your
portfolio
over
the
long
term.
Thank
you
for
your
continued
confidence
in
T.
Rowe
Price.
Sincerely, 
Robert
Sharps
CEO
and
President
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Management’s
Discussion
of
Fund
Performance
3
INVESTMENT
OBJECTIVE 
The
fund
seeks
to
provide
long-term
capital
growth
by
investing
primarily
in
stocks
of
small
companies.
FUND
COMMENTARY
How
did
the
fund
perform
in
the
past
12
months?
The
Small-Cap
Stock
Fund
returned
17.43%
for
2023.
The
fund
outperformed
the
Russell
2000
Index
but
underperformed
its
Lipper
peer
group.,
as
represented
by
the
Lipper
Small-Cap
Growth
Funds
Index.
Lipper
currently
classifies
the
fund
as
a
small-cap
growth
portfolio,
but
we
have
not
changed
our
investment
approach.
The
fund
outperformed
the
Lipper
Small-Cap
Core
Funds
Index.
(Returns
for
the
Advisor,
I,
and
Z
Class
shares
varied
slightly,
reflecting
their
different
fee
structures.
Past
performance
cannot
guarantee
future
results
.)
What
factors
influenced
the
fund’s
performance?
The
health
care
sector
added
value
due
to
stock
choices,
led
by
two
names
boosted
by
acquisition
announcements.
Shares
of
Abcam,
a
producer
and
distributor
of
research-grade
antibodies,
spiked
in
the
period
on
news
the
company
would
be
acquired
by
Danaher.
Shares
of
clinical-stage
biopharmaceutical
company
Karuna
Therapeutics
also
surged
following
an
announcement
that
Bristol-
Myers
Squibb
is
expected
to
acquire
the
company.
Blueprint
Medicines
is
a
commercial-stage
biotechnology
company
focused
on
developing
precision
small
molecule
treatments
for
cancer.
Shares
rose
sharply
late
in
the
period
following
news
that
sales
exceeded
estimates
for
its
Ayvakit
medicine,
which
is
primarily
used
for
patients
with
PERFORMANCE
COMPARISON
Total
Return
Periods
Ended
12/31/23
6
Months
12
Months
Small-Cap
Stock
Fund
.
8.01‌%
17.43‌%
Small-Cap
Stock
Fund–
.
Advisor  Class
7.87‌
17.12‌
Small-Cap
Stock
Fund–
.
I  Class
8.07‌
17.56‌
Small-Cap
Stock
Fund–
.
Z  Class
8.49‌
18.49‌
Russell
2000
Index
8.18‌
16.93‌
Lipper
Small-Cap
Core
Funds
Index
8.96‌
16.15‌
Lipper
Small-Cap
Growth
Funds
Index
5.93‌
18.36‌
S&P
500
Index
8.04‌
26.29‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
4
indolent
systemic
mastocytosis
(ISM).
The
company
has
also
released
positive
news
regarding
elenestinib,
a
KIT
D816V
inhibitor
that
also
treats
ISM.
Recent
data
seemingly
confirming
Blueprint’s
dominance
relative
to
a
competitor
within
the
ISM
market
further
boosted
shares.
Stock
choices
in
the
industrials
and
business
services
sector
contributed,
most
notably
our
holdings
in
less-than-truckload
company
Saia
and
Ingersoll
Rand,
a
maker
of
industrial
pumps,
compressors,
and
other
flow
control
products.
Less-than-truckload
(LTL)
is
a
shipping
service
for
relatively
small
loads
that
don't
require
a
full
truckload
trailer.
Both
companies
executed
well
during
the
year,
and
we
trimmed
our
stakes
on
strength.
Stock
selection
in
the
consumer
discretionary
sector
boosted
relative
results,
especially
our
holding
in
Cava,
the
largest
Mediterranean
restaurant
company
in
the
U.S.
We
first
invested
in
Cava
while
the
company
was
still
private,
and
shares
performed
well
following
the
company’s
initial
public
offering.
We
like
the
company’s
concept,
management’s
ability
to
execute,
and
the
potential
for
continued
margin
expansion
as
the
brand
scales.
Duolingo,
an
educational
mobile
app
focused
on
language
learning,
was
another
strong
performer.
Duolingo
has
experienced
strong
subscriber
and
revenue
growth
while
maintaining
cost
discipline
and
has
consistently
exceeded
market
expectations.
Solid
execution
and
favorable
customer
traffic
trends
amid
a
supportive
closeout
environment
aided
shares
of
Ollie’s
Bargain
Outlet
Holdings.
We
have
a
positive
long-term
view
of
Ollie’s
given
its
strong
customer
value
proposition
and
its
long
runway
for
unit
growth.
On
the
negative
side,
the
regional
banking
turmoil
in
March
weighed
on
some
of
our
holdings
in
the
financials
sector.
The
closure
of
Signature
Bank,
announced
by
regulators
on
March
12,
marks
the
fourth-largest
bank
failure
in
U.S.
history.
Signature
Bank’s
weakness
appeared
to
reflect
concerns
about
its
exposure
to
the
U.S.
dollar-denominated
operating
deposits
of
companies
involved
in
cryptocurrency
and
other
digital
assets.
The
bank’s
customer
concentration
within
the
highly
connected
New
York
real
estate
market
also
likely
led
to
the
pace
of
withdrawals
resulting
in
its
collapse.
Our
out-
of-benchmark
exposure
to
the
company
weighed
on
relative
performance.
Similarities
to
Silicon
Valley
Bank,
including
some
exposure
to
the
tech
and
innovation
sector,
sparked
a
large
outflow
of
deposits
at
Western
Alliance
Bancorporation,
a
large
community
bank
operating
in
California,
Nevada,
and
Arizona.
The
company
has
since
rebounded
from
oversold
conditions.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
5
The
energy
sector
also
detracted,
due
mainly
to
stock
selection,
but
an
underweight
allocation
also
hindered
returns.
Shares
of
Devon
Energy
declined
due
to
weaker
execution
relative
to
peers,
who
raised
production
guidance
with
less
capital
expenditure
while
Devon
maintained
both
production
and
capex
guidance.
How
is
the
fund
positioned?
Bottom-up
stock
selection
continued
to
drive
our
portfolio
positioning.
We
sought
companies
that
are
attempting
to
solve
hard
problems,
believing
that
they
will
be
successful
regardless
of
the
macro
environment.
The
industrials
and
business
services
sector
represents
our
largest
sector
allocation
and
overweight
versus
the
benchmark.
We
found
opportunities
across
the
various
sectors,
but
some
of
our
largest
purchases
occurred
within
energy,
where
we
narrowed
our
underweight.
On
the
other
hand,
we
sold
holdings
that
were
acquired,
that
performed
well,
or
in
which
our
conviction
has
begun
to
wane,
and
we
used
proceeds
to
fund
names
that
have
come
under
pressure.
The
industrials
and
business
services
sector
has
been
an
investment
focus
for
multiple
years.
Generally,
we
look
for
companies
with
durable
businesses
and
strong
management
teams,
a
history
of
strong
execution,
quality
lean
production,
and
a
focus
on
shareholder
value.
We
tend
to
find
opportunities
in
companies
with
niche
products
that
service
growing
end
markets.
Our
top
holding
in
the
sector,
although
we
did
trim
to
manage
the
position
size,
is
Ingersoll
Rand,
mentioned
earlier.
The
company
was
formed
by
the
2020
merger
of
Gardner
Denver
and
the
industrial
division
of
Ingersoll
Rand,
a
deal
that
left
the
combined
company
with
a
significant
margin
improvement
opportunity.
We
believe
the
company
has
a
best-in-class
management
team,
a
compelling
combination
of
solid
underlying
businesses
with
secular
tailwinds,
and
the
ability
to
generate
organic
growth
from
share
gains
and
mergers
and
acquisitions.
Another
large
position
is
Saia,
a
less-than-truckload
company
benefiting
from
an
improving
industry
backdrop.
Additionally,
the
company
is
seen
to
be
a
benefactor
of
competitor
Yellow’s
bankruptcy.
Saia
is
expanding
its
footprint
and
has
been
investing
for
future
growth,
which
should
flow
through
to
shareholder
returns
over
time.
Within
the
energy
sector,
we
seek
selective
exposure
to
high-quality,
low-cost
producers
with
attractive
acreage
for
production
and
the
ability
to
withstand
sector
headwinds.
A
pullback
in
the
sector,
as
gas
and
oil
prices
declined,
created
compelling
entry
points
in
companies,
including
onshore
exploration
and
production
names
Range
Resources
and
Southwestern
Energy.
We
believe
these
companies
will
benefit
from
a
favorable
natural
gas
outlook.
We
also
added
a
position
in
global
oil
field
service
and
equipment
company
T.
ROWE
PRICE
Small-Cap
Stock
Fund
6
TechnipFMC,
the
clear
market
leader
in
the
subsea
segment.
We
believe
increased
offshore
spending
will
lead
to
accelerating
cash
flows
and
significant
margin
improvement.
On
the
sale
side,
we
exited
Devon
Energy,
which
had
moved
beyond
our
market
capitalization,
and
Patterson-UTI
Energy
in
favor
of
those
higher-conviction
names.
Other
large
sales
included
trimming
longtime
holdings
Lattice
Semiconductor
and
Ollie’s
Bargain
Outlet
Holdings
on
strength
following
share
price
appreciation
and
the
merger-driven
eliminations
of
health
care
companies
Abcam
and
Prometheus
Biosciences.
Rounding
out
top
trades,
we
also
exited
software
company
SS&C
Technologies
on
market
capitalization
considerations.
What
is
portfolio
management’s
outlook?
Arguably
the
most
significant
factor
affecting
the
U.S.
economy
throughout
the
year
was
rising
interest
rates
in
response
to
elevated
inflation.
The
Federal
Reserve
raised
short-term
interest
rates
four
times
through
the
end
of
July,
lifting
the
fed
funds
target
rate
to
the
5.25%
to
5.50%
range.
However,
equities
rallied
in
the
fourth
quarter
as
longer-term
interest
rates
fell
sharply
in
response
to
weaker-than-expected
inflation
and
labor
market
data
and
as
Fed
officials
projected
at
their
mid-
December
policy
meeting
that
there
could
be
three
quarter-point
interest
rate
cuts
in
2024.
We
had
believed
for
some
time
that
the
market
was
seeking
a
reason
to
run,
and
it
finally
came
to
pass
as
the
year
concluded.
We
do
see
some
economic
green
shoots
but
remain
cautious
on
the
economy
as
well
as
small-cap
fundamentals
more
broadly.
The
first
quarter
of
2024
brings
an
earnings
season
that
could
potentially
derail
the
rally
if
results
do
not
meet
the
lofty
expectations
that
the
market
has
now
priced
in.
It
is
also
not
SECTOR
DIVERSIFICATION
Percent
of
Net
Assets
6/30/23
12/31/23
Industrials
and
Business
Services  
18.0‌%
19.6‌%
Health
Care  
19.1‌
17.5‌
Financials  
13.9‌
15.7‌
Information
Technology  
13.0‌
13.3‌
Consumer
Discretionary  
12.2‌
11.3‌
Energy  
3.8‌
6.1‌
Real
Estate  
5.2‌
5.3‌
Materials  
3.6‌
4.0‌
Utilities  
3.0‌
2.9‌
Consumer
Staples  
3.8‌
2.8‌
Communication
Services  
0.3‌
0.6‌
Other
and
Reserves  
4.1‌
0.9‌
Total
100.0‌%
100.0‌%
Historical
weightings
reflect
current
industry/sector
classifications.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
7
clear
to
us
that
the
Fed
will
reduce
rates
to
the
extent
the
market
expects,
and
if
those
expectations
are
not
met,
we
could
see
weakness
in
small-cap
stocks.
The
domestic
political
and
geopolitical
environments
remain
volatile,
and
we
are
heading
into
what
will
likely
be
a
highly
contentious
2024
presidential
election.
While
we
monitor
these
macroeconomic
factors,
we
do
not
make
top-down
adjustments
to
the
portfolio
in
response.
We
maintain
conviction
in
our
investment
process,
remain
focused
on
identifying
the
advantaged
companies
across
our
universe
that
offer
relative
value,
and
believe
that
our
fundamental
and
patient
approach
will
provide
strong
long-term
results.
The
views
expressed
reflect
the
opinions
of
T.
Rowe
Price
as
of
the
date
of
this
report
and
are
subject
to
change
based
on
changes
in
market,
economic,
or
other
conditions.
These
views
are
not
intended
to
be
a
forecast
of
future
events
and
are
no
guarantee
of
future
results.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
8
RISKS
OF
INVESTING
IN
THE
SMALL-CAP
STOCK
FUND
Stocks
generally
fluctuate
in
value
more
than
bonds
and
may
decline
significantly
over
short
time
periods.
There
is
a
chance
that
stock
prices
overall
will
decline
because
stock
markets
tend
to
move
in
cycles,
with
periods
of
rising
and
falling
prices.
The
value
of
a
stock
in
which
the
fund
invests
may
decline
due
to
general
weakness
in
the
U.S.
stock
market,
such
as
when
the
U.S.
financial
markets
decline,
or
because
of
factors
that
affect
a
particular
company
or
industry.
Because
the
fund
may
hold
stocks
with
either
growth
or
value
characteristics,
it
could
underperform
other
stock
funds
that
take
a
strictly
growth
or
value
approach
to
investing
when
one
style
is
currently
in
favor.
Growth
stocks
tend
to
be
more
volatile
than
the
overall
stock
market
and
can
have
sharp
price
declines
as
a
result
of
earnings
disappointments.
Value
stocks
carry
the
risk
that
the
market
will
not
recognize
their
intrinsic
value
or
that
they
are
actually
appropriately
priced
at
a
low
level.
Because
the
fund
invests
primarily
in
securities
issued
by
small-cap
companies,
it
is
likely
to
be
more
volatile
than
a
fund
that
focuses
on
securities
issued
by
larger
companies.
Small
companies
often
have
less
experienced
management,
narrower
product
lines,
more
limited
financial
resources,
and
less
publicly
available
information
than
larger
companies.
In
addition,
smaller
companies
are
typically
more
sensitive
to
changes
in
overall
economic
conditions,
and
their
securities
may
be
difficult
to
trade.
BENCHMARK
INFORMATION
Note:
Portions
of
the
mutual
fund
information
contained
in
this
report
was
supplied
by
Lipper,
a
Refinitiv
Company,
subject
to
the
following:
Copyright
2024
©
Refinitiv.
All
rights
reserved.
Any
copying,
republication
or
redistribution
of
Lipper
content
is
expressly
prohibited
without
the
prior
written
consent
of
Lipper.
Lipper
shall
not
be
liable
for
any
errors
or
delays
in
the
content,
or
for
any
actions
taken
in
reliance
thereon.
Note:
London
Stock
Exchange
Group
plc
and
its
group
undertakings
(collectively,
the
“LSE
Group”).
©
LSE
Group
2024.
FTSE
Russell
is
a
trading
name
of
certain
of
the
LSE
Group
companies.  “Russell
®
” is/are
a
trademark(s)
of
the
relevant
LSE
Group
companies
and
is/are
used
by
any
other
LSE
Group
company
under
license.
All
rights
in
the
FTSE
Russell
indexes
or
data
vest
in
the
relevant
LSE
Group
company
which
owns
the
index
or
the
data.
Neither
LSE
Group
nor
its
licensors
accept
any
liability
for
any
errors
or
omissions
in
the
indexes
or
data
and
no
party
may
rely
on
any
indexes
or
data
contained
in
this
communication.
No
further
distribution
of
data
from
the
LSE
Group
T.
ROWE
PRICE
Small-Cap
Stock
Fund
9
is
permitted
without
the
relevant
LSE
Group
company’s
express
written
consent.
The
LSE
Group
does
not
promote,
sponsor
or
endorse
the
content
of
this
communication.
The
LSE
Group
is
not
responsible
for
the
formatting
or
configuration
of
this
material
or
for
any
inaccuracy
in
T.
Rowe
Price’s
presentation
thereof.
Note:
Copyright
©
2024,
S&P
Global
Market
Intelligence
(and
its
affiliates,
as
applicable).
Reproduction
of
any
information,
data
or
material,
including
ratings
(“Content”)
in
any
form
is
prohibited
except
with
the
prior
written
permission
of
the
relevant
party. Such
party,
its
affiliates
and
suppliers
(“Content
Providers”)
do
not
guarantee
the
accuracy,
adequacy,
completeness,
timeliness
or
availability
of
any
Content
and
are
not
responsible
for
any
errors
or
omissions
(negligent
or
otherwise),
regardless
of
the
cause,
or
for
the
results
obtained
from
the
use
of
such
Content.
In
no
event
shall
Content
Providers
be
liable
for
any
damages,
costs,
expenses,
legal
fees,
or
losses
(including
lost
income
or
lost
profit
and
opportunity
costs)
in
connection
with
any
use
of
the
Content.
A
reference
to
a
particular
investment
or
security,
a
rating
or
any
observation
concerning
an
investment
that
is
part
of
the
Content
is
not
a
recommendation
to
buy,
sell
or
hold
such
investment
or
security,
does
not
address
the
appropriateness
of
an
investment
or
security
and
should
not
be
relied
on
as
investment
advice.
Credit
ratings
are
statements
of
opinions
and
are
not
statements
of
fact.
BENCHMARK
INFORMATION
(continued)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
10
PORTFOLIO
HIGHLIGHTS
TWENTY-FIVE
LARGEST
HOLDINGS
Percent
of
Net
Assets
12/31/23
Cava
Group
1.5‌%
Ingersoll
Rand
1.3‌ 
Element
Solutions
1.1‌ 
EastGroup
Properties
1.1‌ 
Burlington
Stores
1.0‌ 
PennyMac
Financial
Services
1.0‌
Selective
Insurance
Group
1.0‌
FirstService
1.0‌
BellRing
Brands
1.0‌
RBC
Bearings
0.9‌
Saia
0.9‌
Diamondback
Energy
0.9‌
Federal
Signal
0.9‌
Molina
Healthcare
0.9‌
Entegris
0.9‌
PAR
Technology
0.9‌
Papa
John's
International
0.9‌
Onto
Innovation
0.8‌
Teledyne
Technologies
0.8‌
Karuna
Therapeutics
0.8‌
DoubleVerify
Holdings
0.8‌
Cboe
Global
Markets
0.8‌
SPX
Technologies
0.8‌
Descartes
Systems
Group
0.8‌
SiteOne
Landscape
Supply
0.8‌
Total
23.6‌%
Note:
The
information
shown
does
not
reflect
any
exchange-traded
funds
(ETFs),
cash
reserves,
or
collateral
for
securities
lending
that
may
be
held
in
the
portfolio.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
11
GROWTH
OF
$10,000 
This
chart
shows
the
value
of
a
hypothetical
$10,000
investment
in
the
fund
over
the
past
10
fiscal
year
periods
or
since
inception
(for funds
lacking
10-year
records).
The
result
is
compared
with
benchmarks,
which
include
a
broad-based
market
index
and
may
also
include
a
peer
group
average
or
index.
Market
indexes
do
not
include
expenses,
which
are
deducted
from
fund returns
as
well
as
mutual fund
averages
and
indexes.
SMALL-CAP
STOCK
FUND 
Note:
Performance
for
the Advisor,
I,
and
Z
Class
shares
will
vary
due
to
their
differing
fee
structures.
See
the
Average
Annual
Compound
Total
Return
table
on
the
next
page. 
T.
ROWE
PRICE
Small-Cap
Stock
Fund
12
AVERAGE
ANNUAL
COMPOUND
TOTAL
RETURN
Periods
Ended
12/31/23
1
Year
5
Years
10
Years
Since
Inception
Inception
Date
Small-Cap
Stock
Fund
.
17.43‌%
11.96‌%
9.18‌%
–‌
Small-Cap
Stock
Fund–
.
Advisor  Class
17.12‌
11.65‌
8.89‌
–‌
Small-Cap
Stock
Fund–
.
I  Class
17.56‌
12.09‌
–‌
10.75‌%
8/28/15
Small-Cap
Stock
Fund–
.
Z  Class
18.49‌
–‌
–‌
20.68‌
3/16/20
The
fund’s
performance
information
represents
only
past
performance
and
is
not
necessarily
an
indication
of
future
results.
Current
performance
may
be
lower
or
higher
than
the
performance
data
cited.
Share
price,
principal
value,
and
return
will
vary,
and
you
may
have
a
gain
or
loss
when
you
sell
your
shares.
For
the
most
recent
month-end
performance,
please
visit
our
website
(troweprice.com)
or
contact
a
T.
Rowe
Price
representative
at
1
-
800
-
225
-
5132
or,
for
0.02
Advisor,
I,
and
Z
Class
shares,
1-800-638-8790.
This
table
shows
how
the
fund
would
have
performed
each
year
if
its
actual
(or
cumulative)
returns
had
been
earned
at
a
constant
rate.
Average
annual
total
return
figures
include
changes
in
principal
value,
reinvested
dividends,
and
capital
gain
distributions.
Returns
do
not
reflect
taxes
that
the
shareholder
may
pay
on
fund
distributions
or
the
redemption
of
fund
shares.
When
assessing
performance,
investors
should
consider
both
short-
and
long-term
returns.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
13
EXPENSE
RATIO
FUND
EXPENSE
EXAMPLE
As
a
mutual
fund
shareholder,
you
may
incur
two
types
of
costs:
(1)
transaction
costs,
such
as
redemption
fees
or
sales
loads,
and
(2)
ongoing
costs,
including
management
fees,
distribution
and
service
(12b-1)
fees,
and
other
fund
expenses.
The
following
example
is
intended
to
help
you
understand
your
ongoing
costs
(in
dollars)
of
investing
in
the
fund
and
to
compare
these
costs
with
the
ongoing
costs
of
investing
in
other
mutual
funds.
The
example
is
based
on
an
investment
of
$1,000
invested
at
the
beginning
of
the
most
recent
six-month
period
and
held
for
the
entire
period.
Please
note
that
the
fund
has
four
share
classes:
The
original
share
class
(Investor
Class)
charges
no
distribution
and
service
(12b-1)
fee,
Advisor
Class
shares
are
offered
only
through
unaffiliated
brokers
and
other
financial
intermediaries
and
charge
a
0.25%
12b-1
fee,
I
Class
shares
are
available
to
institutionally
oriented
clients
and
impose
no
12b-1
or
administrative
fee
payment,
and
Z
Class
shares
are
offered
only
to
funds
advised
by
T.
Rowe
Price
and
other
advisory
clients
of
T.
Rowe
Price
or
its
affiliates
that
are
subject
to
a
contractual
fee
for
investment
management
services
and
impose
no
12b-1
fee
or
administrative
fee
payment.
Each
share
class
is
presented
separately
in
the
table.
Actual
Expenses
The
first
line
of
the
following
table
(Actual)
provides
information
about
actual
account
values
and
expenses
based
on
the
fund’s
actual
returns.
You
may
use
the
information
on
this
line,
together
with
your
account
balance,
to
estimate
the
expenses
that
you
paid
over
the
period.
Simply
divide
your
account
value
by
$1,000
(for
example,
an
$8,600
account
value
divided
by
$1,000
=
8.6),
then
multiply
the
result
by
the
number
on
the
first
line
under
the
heading
“Expenses
Paid
During
Period”
to
estimate
the
expenses
you
paid
on
your
account
during
this
period. 
Hypothetical
Example
for
Comparison
Purposes
The
information
on
the
second
line
of
the
table
(Hypothetical)
is
based
on
hypothetical
account
values
and
expenses
derived
from
the
fund’s
actual
expense
ratio
and
an
assumed
5%
per
year
rate
of
return
before
expenses
(not
the
fund’s
actual
return).
You
may
compare
the
ongoing
costs
of
investing
in
the
fund
with
other
funds
by
contrasting
this
5%
hypothetical
example
and
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
the
other
funds.
The
hypothetical
account
values
and
expenses
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period.
Small-Cap
Stock
Fund
0.91‌%
Small-Cap
Stock
Fund–Advisor
Class
1.17‌ 
Small-Cap
Stock
Fund–I
Class
0.77‌ 
Small-Cap
Stock
Fund–Z
Class
0.74‌ 
The
expense
ratio
shown
is
as
of
the
fund’s
most
recent
prospectus.
This
number
may
vary
from
the
expense
ratio
shown
elsewhere
in
this
report
because
it
is
based
on
a
different
time
period
and,
if
applicable,
includes
acquired
fund
fees
and
expenses
but
does
not
include
fee
or
expense
waivers.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
14
Note:
T.
Rowe
Price
charges
an
annual
account
service
fee
of
$20,
generally
for
accounts
with
less
than
$10,000.
The
fee
is
waived
for
any
investor
whose
T.
Rowe
Price
mutual
fund
accounts
total
$50,000
or
more;
accounts
electing
to
receive
electronic
delivery
of
account
statements,
transaction
confirmations,
prospectuses,
and
shareholder
reports;
or
accounts
of
an
investor
who
is
a
T.
Rowe
Price
Personal
Services
or
Enhanced
Personal
Services
client
(enrollment
in
these
programs
generally
requires
T.
Rowe
Price
assets
of
at
least
$250,000).
This
fee
is
not
included
in
the
accompanying
table.
If
you
are
subject
to
the
fee,
keep
it
in
mind
when
you
are
estimating
the
ongoing
expenses
of
investing
in
the
fund
and
when
comparing
the
expenses
of
this
fund
with
other
funds.
You
should
also
be
aware
that
the
expenses
shown
in
the
table
highlight
only
your
ongoing
costs
and
do
not
reflect
any
transaction
costs,
such
as
redemption
fees
or
sales
loads.
Therefore,
the
second
line
of
the
table
is
useful
in
comparing
ongoing
costs
only
and
will
not
help
you
determine
the
relative
total
costs
of
owning
different
funds.
To
the
extent
a
fund
charges
transaction
costs,
however,
the
total
cost
of
owning
that
fund
is
higher.
SMALL-CAP
STOCK
FUND
Beginning
Account
Value
7/1/23
Ending
Account
Value
12/31/23
Expenses
Paid
During
Period*
7/1/23
to
12/31/23
Investor
Class
Actual
$1,000.00
$1,080.10
$4.72
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,020.67
  4.58
Advisor
Class
Actual
  1,000.00
  1,078.70
  6.13
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,019.31
  5.96
I
Class
Actual
  1,000.00
  1,080.70
  4.09
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,021.27
  3.97
Z
Class
Actual
  1,000.00
  1,084.90
  0.00
Hypothetical
(assumes
5%
return
before
expenses)
 1,000.00
  1,025.21
  0.00
*
Expenses
are
equal
to
the
fund’s
annualized
expense
ratio
for
the
6-month
period,
multiplied
by
the
average
account
value
over
the
period,
multiplied
by
the
number
of
days
in
the
most
recent
fiscal
half
year
(184),
and
divided
by
the
days
in
the
year
(365)
to
reflect
the
half-year
period.
The
annualized
expense
ratio
of
the
1
Investor
Class
was
0.90%,
the
2
Advisor Class
was
1.17%,
the
3
I Class
was
0.78%,
and
the
5
Z Class
was
0.00%.
FUND
EXPENSE
EXAMPLE
(CONTINUED)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Financial
Highlights
15
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Investor
Class
..
Year
..
..
Ended
.
12/31/23
12/31/22
12/31/21
12/31/20
12/31/19
NET
ASSET
VALUE
Beginning
of
period
$
51.34‌
$
69.75‌
$
63.91‌
$
52.31‌
$
41.28‌
Investment
activities
Net
investment
income
(loss)
(1)(2)
0.08‌
(0.03‌)
(0.13‌)
(0.01‌)
(0.03‌)
Net
realized
and
unrealized
gain/
loss
8.79‌
(16.26‌)
10.91‌
13.07‌
13.86‌
Total
from
investment
activities
8.87‌
(16.29‌)
10.78‌
13.06‌
13.83‌
Distributions
Net
investment
income
(0.13‌)
—‌
—‌
—‌
—‌
Net
realized
gain
(2.08‌)
(2.12‌)
(4.94‌)
(1.46‌)
(2.80‌)
Total
distributions
(2.21‌)
(2.12‌)
(4.94‌)
(1.46‌)
(2.80‌)
NET
ASSET
VALUE
End
of
period
$
58.00‌
$
51.34‌
$
69.75‌
$
63.91‌
$
52.31‌
Ratios/Supplemental
Data
Total
return
(2)(3)
17.43‌%
(23.49‌)%
17.14‌%
25.05‌%
33.63‌%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0.90‌%
0.91‌%
0.85‌%
0.88‌%
0.88‌%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.90‌%
0.91‌%
0.85‌%
0.88‌%
0.88‌%
Net
investment
income
(loss)
0.15‌%
(0.05‌)%
(0.18‌)%
(0.02‌)%
(0.05‌)%
Portfolio
turnover
rate
28.2‌%
24.3‌%
14.9‌%
19.6‌%
24.1‌%
Net
assets,
end
of
period
(in
millions)
$2,676
$2,394
$5,249
$5,095
$7,706
0‌%
0‌%
0‌%
0‌%
0‌%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
See
Note
6
for
details
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Financial
Highlights
16
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Advisor
Class
..
Year
..
..
Ended
.
12/31/23
12/31/22
12/31/21
12/31/20
12/31/19
NET
ASSET
VALUE
Beginning
of
period
$
50.62‌
$
68.99‌
$
63.23‌
$
51.78‌
$
40.88‌
Investment
activities
Net
investment
loss
(1)(2)
(0.07‌)
(0.17‌)
(0.34‌)
(0.15‌)
(0.16‌)
Net
realized
and
unrealized
gain/
loss
8.66‌
(16.08‌)
10.79‌
12.91‌
13.71‌
Total
from
investment
activities
8.59‌
(16.25‌)
10.45‌
12.76‌
13.55‌
Distributions
Net
realized
gain
(2.08‌)
(2.12‌)
(4.69‌)
(1.31‌)
(2.65‌)
NET
ASSET
VALUE
End
of
period
$
57.13‌
$
50.62‌
$
68.99‌
$
63.23‌
$
51.78‌
Ratios/Supplemental
Data
Total
return
(2)(3)
17.12‌%
(23.69‌)%
16.79‌%
24.72‌%
33.27‌%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
1.17‌%
1.17‌%
1.15‌%
1.15‌%
1.15‌%
Net
expenses
after
waivers/
payments
by
Price
Associates
1.17‌%
1.17‌%
1.15‌%
1.15‌%
1.15‌%
Net
investment
loss
(0.13‌)%
(0.31‌)%
(0.48‌)%
(0.30‌)%
(0.33‌)%
Portfolio
turnover
rate
28.2‌%
24.3‌%
14.9‌%
19.6‌%
24.1‌%
Net
assets,
end
of
period
(in
thousands)
$57,626
$65,259
$105,183
$116,742
$130,718
0‌%
0‌%
0‌%
0‌%
0‌%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
See
Note
6
for
details
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Financial
Highlights
17
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
I
Class
..
Year
..
..
Ended
.
12/31/23
12/31/22
12/31/21
12/31/20
12/31/19
NET
ASSET
VALUE
Beginning
of
period
$
51.36‌
$
69.76‌
$
63.92‌
$
52.31‌
$
41.28‌
Investment
activities
Net
investment
income
(loss)
(1)(2)
0.15‌
0.07‌
(0.05‌)
0.03‌
0.04‌
Net
realized
and
unrealized
gain/
loss
8.78‌
(16.28‌)
10.91‌
13.11‌
13.86‌
Total
from
investment
activities
8.93‌
(16.21‌)
10.86‌
13.14‌
13.90‌
Distributions
Net
investment
income
(0.18‌)
(0.07‌)
—‌
(0.01‌)
—‌
Net
realized
gain
(2.08‌)
(2.12‌)
(5.02‌)
(1.52‌)
(2.87‌)
Total
distributions
(2.26‌)
(2.19‌)
(5.02‌)
(1.53‌)
(2.87‌)
NET
ASSET
VALUE
End
of
period
$
58.03‌
$
51.36‌
$
69.76‌
$
63.92‌
$
52.31‌
Ratios/Supplemental
Data
Total
return
(2)(3)
17.56‌%
(23.37‌)%
17.27‌%
25.21‌%
33.80‌%
Ratios
to
average
net
assets:
(2)
Gross
expenses
before
waivers/
payments
by
Price
Associates
0.78‌%
0.77‌%
0.75‌%
0.75‌%
0.75‌%
Net
expenses
after
waivers/
payments
by
Price
Associates
0.78‌%
0.77‌%
0.75‌%
0.75‌%
0.75‌%
Net
investment
income
(loss)
0.27‌%
0.12‌%
(0.08‌)%
0.07‌%
0.08‌%
Portfolio
turnover
rate
28.2‌%
24.3‌%
14.9‌%
19.6‌%
24.1‌%
Net
assets,
end
of
period
(in
millions)
$3,340
$2,987
$2,385
$2,110
$2,647
0‌%
0‌%
0‌%
0‌%
0‌%
(1)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(2)
See
Note
6
for
details
of
expense-related
arrangements
with
Price
Associates.
(3)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Financial
Highlights
18
For
a
share
outstanding
throughout
each
period
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Z
Class
(1)
..
Year
..
..
Ended
.
3/16/20
(1)
Through
12/31/20
12/31/23
12/31/22
12/31/21
NET
ASSET
VALUE
Beginning
of
period
$
51.43‌
$
69.79‌
$
63.93‌
$
34.88‌
Investment
activities
Net
investment
income
(2)(3)
0.57‌
0.50‌
0.48‌
0.35‌
Net
realized
and
unrealized
gain/loss
8.84‌
(16.29‌)
10.92‌
30.57‌
Total
from
investment
activities
9.41‌
(15.79‌)
11.40‌
30.92‌
Distributions
Net
investment
income
(0.60‌)
(0.45‌)
(0.30‌)
(0.35‌)
Net
realized
gain
(2.08‌)
(2.12‌)
(5.24‌)
(1.52‌)
Total
distributions
(2.68‌)
(2.57‌)
(5.54‌)
(1.87‌)
NET
ASSET
VALUE
End
of
period
$
58.16‌
$
51.43‌
$
69.79‌
$
63.93‌
Ratios/Supplemental
Data
Total
return
(3)(4)
18.49‌%
(22.79‌)%
18.14‌%
88.82‌%
Ratios
to
average
net
assets:
(3)
Gross
expenses
before
waivers/payments
by
Price
Associates
0.74‌%
0.74‌%
0.74‌%
0.74‌%
(5)
Net
expenses
after
waivers/payments
by
Price
Associates
0.00‌%
0.00‌%
0.00‌%
0.00‌%
(5)
Net
investment
income
1.05‌%
0.87‌%
0.67‌%
0.85‌%
(5)
Portfolio
turnover
rate
28.2‌%
24.3‌%
14.9‌%
19.6‌%
Net
assets,
end
of
period
(in
millions)
$3,389
$2,971
$3,983
$4,009
0‌%
0‌%
0‌%
0‌%
(1)
Inception
date
(2)
Per
share
amounts
calculated
using
average
shares
outstanding
method.
(3)
See
Note
6
for
details
of
expense-related
arrangements
with
Price
Associates.
(4)
Total
return
reflects
the
rate
that
an
investor
would
have
earned
on
an
investment
in
the
fund
during
each
period,
assuming
reinvestment
of
all
distributions,
and
payment
of
no
redemption
or
account
fees,
if
applicable.
Total
return
is
not
annualized
for
periods
less
than
one
year.
(5)
Annualized
T.
ROWE
PRICE
Small-Cap
Stock
Fund
December
31,
2023
19
Portfolio
of
Investments
Shares/Par
$
Value
(Cost
and
value
in
$000s)
COMMON
STOCKS
97.2%
COMMUNICATION
SERVICES
0.6%
Entertainment
0.4%
Liberty
Media
Corp-Liberty
Live,
Class
C  (1)
1,024,265
38,297
38,297
Interactive
Media
&
Services
0.2%
Vimeo (1)
4,941,000
19,369
19,369
Total
Communication
Services
57,666
CONSUMER
DISCRETIONARY
11.3%
Automobiles
0.3%
Rivian
Automotive,
Class
A  (1)
1,342,314
31,491
31,491
Broadline
Retail
0.8%
Kohl's 
659,743
18,921
Ollie's
Bargain
Outlet
Holdings  (1)
605,252
45,933
Savers
Value
Village  (1)
591,713
10,284
75,138
Diversified
Consumer
Services
1.9%
Bright
Horizons
Family
Solutions  (1)
628,579
59,237
Clear
Secure,
Class
1,374,974
28,393
Duolingo  (1)
195,000
44,236
Rover
Group,
Earn
Out
Shares
$16.00,
Acquisition
Date:
8/2/21,
Cost $—  (1)(2)(3)
773,380
Strategic
Education 
544,930
50,335
182,201
Hotels,
Restaurants
&
Leisure
4.6%
BJ's
Restaurants  (1)
1,067,782
38,451
Cava
Group  (1)
3,196,024
137,365
Chuy's
Holdings  (1)
695,043
26,572
Dutch
Bros,
Class
A  (1)
1,152,051
36,485
Jack
in
the
Box 
257,300
21,003
Papa
John's
International 
1,069,820
81,552
Red
Rock
Resorts,
Class
592,600
31,603
T.
ROWE
PRICE
Small-Cap
Stock
Fund
20
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Torchys
Holdings,
Class
A,
Acquisition
Date:
11/13/20,
Cost $33,027  (1)(2)(3)(4)(5)
3,862,836
20,937
Wyndham
Hotels
&
Resorts 
452,800
36,410
430,378
Household
Durables
0.8%
Installed
Building
Products 
149,000
27,240
Skyline
Champion  (1)
663,975
49,307
76,547
Specialty
Retail
2.6%
Burlington
Stores  (1)
493,189
95,915
Caleres 
909,900
27,961
Five
Below  (1)
151,190
32,228
Floor
&
Decor
Holdings,
Class
A  (1)
125,300
13,978
Monro 
983,558
28,858
RH  (1)
62,209
18,133
Warby
Parker,
Class
A  (1)
2,315,824
32,653
249,726
Textiles,
Apparel
&
Luxury
Goods
0.3%
Skechers
USA,
Class
A  (1)
481,500
30,017
30,017
Total
Consumer
Discretionary
1,075,498
CONSUMER
STAPLES
2.8%
Beverages
0.6%
Boston
Beer,
Class
A  (1)
173,822
60,071
Coca-Cola
Consolidated 
912
847
60,918
Food
Products
1.2%
Farmers
Business
Network,
Acquisition
Date:
11/3/17,
Cost $14,293  (1)(2)(3)
774,080
4,041
Post
Holdings  (1)
502,436
44,244
Simply
Good
Foods  (1)
567,100
22,457
TreeHouse
Foods  (1)
299,446
12,412
Utz
Brands 
1,659,453
26,950
110,104
T.
ROWE
PRICE
Small-Cap
Stock
Fund
21
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Personal
Care
Products
1.0%
BellRing
Brands  (1)
1,674,175
92,800
92,800
Total
Consumer
Staples
263,822
ENERGY
5.6%
Energy
Equipment
&
Services
1.9%
ChampionX 
1,475,076
43,087
Expro
Group
Holdings  (1)
1,361,499
21,675
Liberty
Energy,
Class
2,480,721
45,000
NOV 
1,385,400
28,096
TechnipFMC 
1,906,691
38,401
176,259
Oil,
Gas
&
Consumable
Fuels
3.7%
Diamondback
Energy 
558,768
86,654
DT
Midstream 
573,600
31,433
Kimbell
Royalty
Partners 
1,082,023
16,284
Magnolia
Oil
&
Gas,
Class
2,073,290
44,140
Matador
Resources 
446,300
25,377
Range
Resources 
2,317,400
70,542
SM
Energy 
475,700
18,419
Southwestern
Energy  (1)
8,649,800
56,656
349,505
Total
Energy
525,764
FINANCIALS
15.6%
Banks
8.4%
BankUnited 
997,067
32,335
Blue
Foundry
Bancorp  (1)
669,100
6,470
Cadence
Bank 
1,371,500
40,583
Capitol
Federal
Financial 
3,230,734
20,838
Columbia
Banking
System 
1,612,100
43,011
CRB
Group,
Acquisition
Date:
4/14/22,
Cost $2,582  (1)(2)(3)
24,556
1,793
CrossFirst
Bankshares  (1)
1,316,250
17,875
Dime
Community
Bancshares 
991,036
26,689
Dogwood
State
Bank,
Non-Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $2,938  (1)(2)(3)(4)
293,821
5,157
T.
ROWE
PRICE
Small-Cap
Stock
Fund
22
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Dogwood
State
Bank,
Voting
Shares,
Acquisition
Date:
5/6/19,
Cost $1,443  (1)(2)(3)(4)
144,311
2,533
Dogwood
State
Bank,
Warrants,
5/6/24,
Acquisition
Date:
5/6/19,
Cost $—  (1)(2)(3)(4)
43,813
343
East
West
Bancorp 
912,405
65,648
Eastern
Bankshares 
1,639,100
23,275
Equity
Bancshares,
Class
634,425
21,507
FB
Financial 
861,063
34,313
First
Bancshares 
888,589
26,062
Five
Star
Bancorp 
634,197
16,603
Grasshopper
Bancorp,
Acquisition
Date:
10/12/18
-
5/2/19,
Cost $5,000  (1)(2)(3)
500,044
1,500
Grasshopper
Bancorp,
Warrants,
10/12/28,
Acquisition
Date:
10/12/18,
Cost $—  (1)(2)(3)
98,245
30
HarborOne
Bancorp 
564,640
6,764
Heritage
Commerce 
1,209,454
11,998
Home
BancShares 
1,072,393
27,164
Kearny
Financial 
1,343,200
12,048
Live
Oak
Bancshares 
1,084,893
49,363
Origin
Bancorp 
1,030,196
36,644
Pacific
Premier
Bancorp 
941,869
27,418
Pinnacle
Financial
Partners 
614,678
53,612
Popular 
346,696
28,453
Prosperity
Bancshares 
115,700
7,836
SouthState 
656,804
55,467
Texas
Capital
Bancshares  (1)
456,700
29,517
Veritex
Holdings 
1,003,778
23,358
Western
Alliance
Bancorp 
590,758
38,866
795,073
Capital
Markets
1.7%
Cboe
Global
Markets 
412,322
73,624
P10,
Class
2,555,155
26,114
StepStone
Group,
Class
940,685
29,942
TMX
Group
(CAD) 
1,356,000
32,798
162,478
Consumer
Finance
0.4%
Encore
Capital
Group  (1)
491,569
24,947
T.
ROWE
PRICE
Small-Cap
Stock
Fund
23
Shares/Par
$
Value
(Cost
and
value
in
$000s)
PRA
Group  (1)
511,931
13,413
38,360
Financial
Services
1.3%
PennyMac
Financial
Services 
1,085,093
95,889
Toast,
Class
A  (1)
1,408,200
25,714
121,603
Insurance
3.8%
Assurant 
393,593
66,316
Axis
Capital
Holdings 
1,161,000
64,285
First
American
Financial 
761,600
49,078
Hanover
Insurance
Group 
397,478
48,262
RLI 
72,900
9,704
Selective
Insurance
Group 
939,039
93,416
White
Mountains
Insurance
Group 
20,800
31,304
362,365
Total
Financials
1,479,879
HEALTH
CARE
16.2%
Biotechnology
7.8%
Agios
Pharmaceuticals  (1)
423,833
9,439
Apellis
Pharmaceuticals  (1)
1,086,076
65,013
Arcellx  (1)
377,700
20,962
Argenx,
ADR  (1)
125,721
47,828
Ascendis
Pharma,
ADR  (1)
489,942
61,708
Avid
Bioservices  (1)
2,031,231
13,203
Blueprint
Medicines  (1)
435,449
40,166
Bridgebio
Pharma  (1)
466,984
18,852
Cabaletta
Bio  (1)
430,386
9,770
Crinetics
Pharmaceuticals  (1)
783,032
27,860
CRISPR
Therapeutics  (1)
271,095
16,971
Cytokinetics  (1)
714,800
59,679
HilleVax  (1)
367,585
5,900
Icosavax  (1)
692,056
10,907
Immatics  (1)
738,523
7,777
Immunocore
Holdings,
ADR  (1)
173,000
11,819
Insmed  (1)
1,573,683
48,768
T.
ROWE
PRICE
Small-Cap
Stock
Fund
24
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Ionis
Pharmaceuticals  (1)
745,500
37,715
Karuna
Therapeutics  (1)
239,633
75,846
Kymera
Therapeutics  (1)
243,530
6,200
Leap
Therapeutics,
Acquisition
Date:
9/28/20,
Cost $226  (1)(3)
17,800
66
MacroGenics  (1)
1,372,461
13,203
MoonLake
Immunotherapeutics  (1)
389,905
23,546
MorphoSys,
ADR  (1)
1,718,579
17,014
RAPT
Therapeutics  (1)
466,322
11,588
Scholar
Rock,
Warrants,
12/31/25,
Acquisition
Date:
6/17/22,
Cost $—  (1)(3)
85,583
1,112
Syndax
Pharmaceuticals  (1)
495,254
10,702
Vaxcyte  (1)
491,897
30,891
Verve
Therapeutics  (1)
782,430
10,907
Xenon
Pharmaceuticals  (1)
262,604
12,096
Zentalis
Pharmaceuticals  (1)
494,501
7,492
735,000
Health
Care
Equipment
&
Supplies
2.7%
ICU
Medical  (1)
195,046
19,454
Masimo  (1)
532,600
62,426
Neogen  (1)
2,170,987
43,658
Outset
Medical  (1)
1,453,319
7,862
Pax
Labs,
Class
A,
Acquisition
Date:
4/18/19,
Cost $13,938  (1)(2)
(3)
3,701,604
1,481
Penumbra (1)
31,000
7,798
PROCEPT
BioRobotics  (1)
1,509,441
63,261
QuidelOrtho  (1)
644,128
47,472
253,412
Health
Care
Providers
&
Services
2.6%
Alignment
Healthcare  (1)
2,905,241
25,014
Guardant
Health  (1)
413,452
11,184
Molina
Healthcare  (1)
226,728
81,919
NeoGenomics  (1)
2,930,800
47,420
Privia
Health
Group  (1)
2,160,129
49,748
U.S.
Physical
Therapy 
313,029
29,156
244,441
T.
ROWE
PRICE
Small-Cap
Stock
Fund
25
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Health
Care
Technology
0.2%
Certara (1)
1,121,112
19,720
19,720
Life
Sciences
Tools
&
Services
2.0%
10X
Genomics,
Class
A  (1)
531,500
29,743
Azenta  (1)
148,519
9,675
Bruker 
905,396
66,528
Pacific
Biosciences
of
California  (1)
3,254,120
31,923
Repligen  (1)
150,002
26,970
Sotera
Health  (1)
1,448,905
24,414
189,253
Pharmaceuticals
0.9%
Catalent (1)
709,491
31,878
Elanco
Animal
Health  (1)
2,064,700
30,764
EyePoint
Pharmaceuticals  (1)
367,972
8,504
Structure
Therapeutics,
ADR  (1)
396,526
16,162
87,308
Total
Health
Care
1,529,134
INDUSTRIALS
&
BUSINESS
SERVICES
18.7%
Aerospace
&
Defense
0.3%
Bombardier,
Class
B
(CAD)  (1)
352,400
14,151
Cadre
Holdings 
418,927
13,779
27,930
Building
Products
2.0%
AAON 
380,000
28,071
AZZ 
1,145,254
66,528
CSW
Industrials 
268,446
55,678
Zurn
Elkay
Water
Solutions 
1,287,572
37,867
188,144
Commercial
Services
&
Supplies
2.0%
Casella
Waste
Systems,
Class
A  (1)
544,449
46,529
Rentokil
Initial
(GBP) 
6,719,793
37,874
Stericycle  (1)
721,000
35,733
Tetra
Tech 
193,140
32,241
T.
ROWE
PRICE
Small-Cap
Stock
Fund
26
Shares/Par
$
Value
(Cost
and
value
in
$000s)
VSE 
517,198
33,416
185,793
Construction
&
Engineering
0.6%
Arcosa 
321,400
26,561
WillScot
Mobile
Mini
Holdings  (1)
752,300
33,477
60,038
Electrical
Equipment
0.2%
Thermon
Group
Holdings  (1)
484,528
15,781
15,781
Ground
Transportation
1.3%
Convoy,
Warrants,
3/15/33,
Acquisition
Date:
3/24/23,
Cost $—  (1)
(2)(3)
101,882
Landstar
System 
179,024
34,668
Saia  (1)
201,975
88,509
123,177
Machinery
8.3%
ATS (1)
218,529
9,412
Crane 
276,100
32,619
Enerpac
Tool
Group 
1,531,900
47,627
Enpro 
226,300
35,470
Esab 
405,949
35,163
ESCO
Technologies 
345,941
40,486
Federal
Signal 
1,116,800
85,703
Graco 
525,618
45,603
Helios
Technologies 
573,327
26,000
Ingersoll
Rand 
1,542,724
119,314
John
Bean
Technologies 
419,159
41,685
Marel
(ISK) 
2,045,331
7,095
Mueller
Water
Products,
Class
2,719,377
39,159
RBC
Bearings  (1)
313,100
89,199
Spirax-Sarco
Engineering
(GBP) 
195,265
26,126
SPX
Technologies  (1)
726,700
73,404
Toro 
317,023
30,431
784,496
T.
ROWE
PRICE
Small-Cap
Stock
Fund
27
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Passenger
Airlines
0.2%
Allegiant
Travel 
275,500
22,759
22,759
Professional
Services
2.0%
Booz
Allen
Hamilton
Holding 
157,080
20,092
Checkr,
Acquisition
Date:
6/29/18
-
12/2/19,
Cost $4,339  (1)(2)(3)
568,563
3,070
Clarivate  (1)
3,197,495
29,609
Legalzoom.com  (1)
1,559,238
17,619
NV5
Global  (1)
101,619
11,292
Parsons  (1)
1,068,865
67,029
Paycor
HCM  (1)
2,005,078
43,290
192,001
Trading
Companies
&
Distributors
1.8%
Beacon
Roofing
Supply  (1)
633,500
55,127
Rush
Enterprises,
Class
786,365
39,554
SiteOne
Landscape
Supply  (1)
445,044
72,320
167,001
Total
Industrials
&
Business
Services
1,767,120
INFORMATION
TECHNOLOGY
12.5%
Electronic
Equipment,
Instruments
&
Components
4.3%
Cognex 
228,200
9,525
CTS 
764,492
33,439
Littelfuse 
176,756
47,293
Mirion
Technologies  (1)
5,332,735
54,661
Napco
Security
Technologies 
755,689
25,882
Novanta  (1)
238,212
40,117
PAR
Technology  (1)(4)
1,879,157
81,818
Teledyne
Technologies  (1)
178,150
79,507
Vontier 
1,082,100
37,387
409,629
IT
Services
0.0%
ServiceTitan,
Acquisition
Date:
11/9/18
-
5/4/21,
Cost $1,073  (1)
(2)(3)
24,285
1,770
Themis
Solutions,
Acquisition
Date:
4/14/21,
Cost $2,746  (1)(2)(3)
122,320
2,394
4,164
T.
ROWE
PRICE
Small-Cap
Stock
Fund
28
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Semiconductors
&
Semiconductor
Equipment
3.5%
Allegro
MicroSystems  (1)
776,100
23,493
Entegris 
682,902
81,826
Lattice
Semiconductor  (1)
1,017,266
70,181
MACOM
Technology
Solutions
Holdings  (1)
636,700
59,181
Onto
Innovation  (1)
521,100
79,676
Power
Integrations 
254,062
20,861
335,218
Software
4.7%
Agilysys (1)
387,800
32,893
Altair
Engineering,
Class
A  (1)
430,400
36,218
Amplitude,
Class
A  (1)
2,818,102
35,846
Braze,
Class
A  (1)
259,500
13,787
Descartes
Systems
Group  (1)
866,333
72,824
DoubleVerify
Holdings  (1)
2,016,860
74,180
Envestnet  (1)
605,200
29,970
Five9  (1)
563,708
44,358
Manhattan
Associates  (1)
140,700
30,296
Model
N  (1)
504,800
13,595
Socure,
Acquisition
Date:
12/22/21,
Cost $2,034  (1)(2)(3)
126,571
791
Workiva  (1)
596,634
60,576
445,334
Total
Information
Technology
1,194,345
MATERIALS
3.6%
Chemicals
2.0%
Element
Solutions 
4,683,867
108,385
HB
Fuller 
317,400
25,839
Quaker
Chemical 
241,861
51,618
185,842
Metals
&
Mining
1.4%
Constellium (1)
3,321,171
66,290
ERO
Copper
(CAD)  (1)
1,438,617
22,746
Haynes
International  (4)
675,495
38,537
127,573
T.
ROWE
PRICE
Small-Cap
Stock
Fund
29
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Paper
&
Forest
Products
0.2%
West
Fraser
Timber
(CAD) 
235,547
20,151
20,151
Total
Materials
333,566
REAL
ESTATE
5.3%
Health
Care
Real
Estate
Investment
Trusts
0.2%
Community
Healthcare
Trust,
REIT 
28,339
755
Healthcare
Realty
Trust,
REIT 
1,083,800
18,674
19,429
Industrial
Real
Estate
Investment
Trusts
2.0%
EastGroup
Properties,
REIT 
551,600
101,241
Rexford
Industrial
Realty,
REIT 
1,020,418
57,245
Terreno
Realty,
REIT 
418,500
26,227
184,713
Real
Estate
Management
&
Development
2.0%
Colliers
International
Group 
286,000
36,185
DigitalBridge
Group 
1,514,223
26,559
FirstService 
572,913
92,863
Tricon
Residential 
3,734,125
33,981
189,588
Residential
Real
Estate
Investment
Trusts
0.5%
Flagship
Communities
REIT,
REIT 
624,519
9,961
Independence
Realty
Trust,
REIT 
2,191,468
33,530
43,491
Specialized
Real
Estate
Investment
Trusts
0.6%
CubeSmart,
REIT 
1,310,238
60,730
60,730
Total
Real
Estate
497,951
UTILITIES
2.9%
Electric
Utilities
1.2%
IDACORP 
552,069
54,279
MGE
Energy 
317,976
22,993
OGE
Energy 
904,500
31,594
108,866
T.
ROWE
PRICE
Small-Cap
Stock
Fund
30
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Gas
Utilities
1.3%
Chesapeake
Utilities 
653,283
69,006
ONE
Gas 
261,300
16,650
Southwest
Gas
Holdings 
611,777
38,756
124,412
Water
Utilities
0.4%
California
Water
Service
Group 
713,028
36,985
36,985
Total
Utilities
270,263
Total
Miscellaneous
Common
Stocks
 2.1%  (6)
201,133
Total
Common
Stocks
(Cost
$6,282,714)
9,196,141
CONVERTIBLE
BONDS
0.0%
Convoy,
15.00%,
9/30/26,
Acquisition
Date:
3/24/23,
Cost $707  (1)(2)(3)
706,793
Total
Convertible
Bonds
(Cost
$707)
CONVERTIBLE
PREFERRED
STOCKS
1.9%
CONSUMER
DISCRETIONARY
0.0%
Hotels,
Restaurants
&
Leisure
0.0%
Torchys
Holdings,
Acquisition
Date:
11/13/20,
Cost $6,812  (1)(2)
(3)(4)(5)
758,455
4,111
4,111
Specialty
Retail
0.0%
1661,
Series
F,
Acquisition
Date:
5/28/21,
Cost $10,756  (1)(2)(3)
1,848,191
1,848
1,848
Total
Consumer
Discretionary
5,959
CONSUMER
STAPLES
0.0%
Food
Products
0.0%
Farmers
Business
Network,
Series
D,
Acquisition
Date:
11/3/17,
Cost $39  (1)(2)(3)
2,101
11
Total
Consumer
Staples
11
T.
ROWE
PRICE
Small-Cap
Stock
Fund
31
Shares/Par
$
Value
(Cost
and
value
in
$000s)
FINANCIALS
0.1%
Banks
0.1%
CRB
Group,
Series
D,
Acquisition
Date:
1/28/22,
Cost $9,075  (1)
(2)(3)
86,312
6,302
Total
Financials
6,302
HEALTH
CARE
0.8%
Biotechnology
0.1%
Caris
Life
Sciences,
Series
C,
Acquisition
Date:
8/14/20,
Cost $4,493  (1)(2)(3)
1,627,947
5,926
Caris
Life
Sciences,
Series
D,
Acquisition
Date:
5/11/21,
Cost $8,050  (1)(2)(3)
993,799
3,617
9,543
Health
Care
Equipment
&
Supplies
0.1%
Kardium,
Series
D-6,
Acquisition
Date:
1/8/21,
Cost $5,415  (1)(2)
(3)
5,330,753
4,531
4,531
Health
Care
Providers
&
Services
0.1%
Honor
Technology,
Series
D,
Acquisition
Date:
10/16/20,
Cost $9,397  (1)(2)(3)
3,902,227
4,566
4,566
Life
Sciences
Tools
&
Services
0.5%
Cleerly,
Series
C,
Acquisition
Date:
7/8/22,
Cost $4,754  (1)(2)(3)
403,512
3,619
Inscripta,
Series
E,
Acquisition
Date:
3/30/21,
Cost $5,808  (1)(2)
(3)
657,721
1,914
National
Resilience,
Series
B,
Acquisition
Date:
10/23/20,
Cost $6,793  (1)(2)(3)
497,323
30,202
National
Resilience,
Series
C,
Acquisition
Date:
6/9/21,
Cost $11,631  (1)(2)(3)
261,906
15,906
51,641
Total
Health
Care
70,281
INDUSTRIALS
&
BUSINESS
SERVICES
0.3%
Aerospace
&
Defense
0.2%
ABL
Space
Systems,
Series
B,
Acquisition
Date:
3/24/21,
Cost $5,882  (1)(2)(3)
130,614
4,580
Epirus,
Series
C-2,
Acquisition
Date:
1/28/22,
Cost $11,512  (1)(2)
(3)
2,061,623
10,040
14,620
Air
Freight
&
Logistics
0.0%
FLEXE,
Series
C,
Acquisition
Date:
11/18/20,
Cost $5,112  (1)(2)(3)
420,147
3,227
T.
ROWE
PRICE
Small-Cap
Stock
Fund
32
Shares/Par
$
Value
(Cost
and
value
in
$000s)
FLEXE,
Series
D,
Acquisition
Date:
4/7/22,
Cost $3,033  (1)(2)(3)
148,715
1,142
4,369
Electrical
Equipment
0.0%
CELLINK,
Series
D,
Acquisition
Date:
1/20/22,
Cost $5,620  (1)(2)
(3)
269,870
764
764
Ground
Transportation
0.0%
Convoy,
Series
C,
Acquisition
Date:
9/14/18,
Cost $8,346  (1)(2)(3)
1,175,394
Convoy,
Series
D,
Acquisition
Date:
10/30/19,
Cost $10,022  (1)(2)
(3)
740,142
Professional
Services
0.1%
Checkr,
Series
C,
Acquisition
Date:
4/10/18,
Cost $3,881  (1)(2)(3)
852,879
4,605
Checkr,
Series
D,
Acquisition
Date:
9/6/19,
Cost $11,857  (1)(2)(3)
1,176,033
6,351
10,956
Total
Industrials
&
Business
Services
30,709
INFORMATION
TECHNOLOGY
0.5%
IT
Services
0.3%
Haul
Hub,
Series
B,
Acquisition
Date:
2/14/20
-
3/3/21,
Cost $4,277  (1)(2)(3)
293,317
2,074
Haul
Hub,
Series
C,
Acquisition
Date:
4/14/22,
Cost $1,811  (1)(2)
(3)
95,996
679
ServiceTitan,
Series
A-1,
Acquisition
Date:
11/9/18,
Cost $10  (1)
(2)(3)
381
28
ServiceTitan,
Series
D,
Acquisition
Date:
11/9/18,
Cost $4,907  (1)
(2)(3)
186,629
13,607
ServiceTitan,
Series
F,
Acquisition
Date:
3/25/21,
Cost $997  (1)
(2)(3)
9,288
677
ServiceTitan,
Series
G,
Acquisition
Date:
6/28/21,
Cost $491  (1)
(2)(3)
4,130
301
Themis
Solutions,
Series
AA,
Acquisition
Date:
4/14/21,
Cost $618  (1)(2)(3)
27,540
539
Themis
Solutions,
Series
AB,
Acquisition
Date:
4/14/21,
Cost $62  (1)(2)(3)
2,740
54
Themis
Solutions,
Series
B,
Acquisition
Date:
4/14/21,
Cost $67  (1)(2)(3)
2,980
58
Themis
Solutions,
Series
E,
Acquisition
Date:
4/14/21,
Cost $7,824  (1)(2)(3)
348,470
6,819
24,836
T.
ROWE
PRICE
Small-Cap
Stock
Fund
33
Shares/Par
$
Value
(Cost
and
value
in
$000s)
Software
0.2%
Nuro,
Series
C,
Acquisition
Date:
10/30/20
-
3/2/21,
Cost $11,576  (1)(2)(3)
886,735
3,627
Nuro,
Series
D,
Acquisition
Date:
10/29/21,
Cost $5,450  (1)(2)(3)
261,432
1,069
SecurityScorecard,
Series
E,
Acquisition
Date:
3/5/21,
Cost $5,397  (1)(2)(3)
1,068,639
5,450
Seismic
Software,
Series
E,
Acquisition
Date:
12/13/18,
Cost $7,110  (1)(2)(3)
1,127,860
8,109
Seismic
Software,
Series
F,
Acquisition
Date:
9/25/20,
Cost $698  (1)(2)(3)
79,390
571
Socure,
Series
A,
Acquisition
Date:
12/22/21,
Cost $2,472  (1)(2)
(3)
153,828
962
Socure,
Series
A-1,
Acquisition
Date:
12/22/21,
Cost $2,029  (1)
(2)(3)
126,253
789
Socure,
Series
B,
Acquisition
Date:
12/22/21,
Cost $37  (1)(2)(3)
2,284
14
Socure,
Series
E,
Acquisition
Date:
10/27/21,
Cost $4,702  (1)(2)(3)
292,632
1,829
22,420
Total
Information
Technology
47,256
MATERIALS
0.2%
Chemicals
0.1%
Redwood
Materials,
Series
C,
Acquisition
Date:
5/28/21,
Cost $7,078  (1)(2)(3)
149,321
7,128
Sila
Nano,
Series
F,
Acquisition
Date:
1/7/21,
Cost $9,813  (1)(2)(3)
237,759
4,822
11,950
Metals
&
Mining
0.1%
Kobold
Metals,
Series
B-1,
Acquisition
Date:
1/10/22,
Cost $5,884  (1)(2)(3)
214,677
9,184
9,184
Total
Materials
21,134
Total
Convertible
Preferred
Stocks
(Cost
$231,598)
181,652
T.
ROWE
PRICE
Small-Cap
Stock
Fund
34
Shares/Par
$
Value
(Cost
and
value
in
$000s)
SHORT-TERM
INVESTMENTS
1.1%
Money
Market
Funds
1.1%
T.
Rowe
Price
Government
Reserve
Fund,
5.42%  (4)(7)
99,504,821
99,505
Total
Short-Term
Investments
(Cost
$99,505)
99,505
Total
Investments
in
Securities
100.2%
of
Net
Assets
(Cost
$6,614,524)
$
9,477,298
Shares/Par
are
denominated
in
U.S.
dollars
unless
otherwise
noted.
(1)
Non-income
producing
(2)
See
Note
2.
Level
3
in
fair
value
hierarchy.
(3)
Security
cannot
be
offered
for
public
resale
without
first
being
registered
under
the
Securities
Act
of
1933
and
related
rules
("restricted
security").
Acquisition
date
represents
the
day
on
which
an
enforceable
right
to
acquire
such
security
is
obtained
and
is
presented
along
with
related
cost
in
the
security
description.
The
fund
may
have
registration
rights
for
certain
restricted
securities.
Any
costs
related
to
such
registration
are
generally
borne
by
the
issuer.
The
aggregate
value
of
restricted
securities
(excluding
144A
holdings)
at
period
end
amounts
to
$228,670
and
represents
2.4%
of
net
assets.
(4)
Affiliated
Companies
(5)
Investment
in
a
partnership
held
indirectly
through
a
limited
liability
company
that
is
owned
by
the
fund
and
treated
as
a
corporation
for
U.S.
tax
purposes.
(6)
The
identity
of
certain
securities
has
been
concealed
to
protect
the
fund
while
it
completes
a
purchase
or
selling
program
for
the
securities.
(7)
Seven-day
yield
ADR
American
Depositary
Receipts
CAD
Canadian
Dollar
GBP
British
Pound
ISK
Iceland
Krona
REIT
A
domestic
Real
Estate
Investment
Trust
whose
distributions
pass-through
with
original
tax
character
to
the
shareholder
T.
ROWE
PRICE
Small-Cap
Stock
Fund
35
AFFILIATED
COMPANIES
($000s)
The
fund
may
invest
in
certain
securities
that
are
considered
affiliated
companies.
As
defined
by
the
1940
Act,
an
affiliated
company
is
one
in
which
the
fund
owns
5%
or
more
of
the
outstanding
voting
securities,
or
a
company
that
is
under
common
ownership
or
control.
The
following
securities
were
considered
affiliated
companies
for
all
or
some
portion
of
the
year
ended
December
31,
2023.
Net
realized
gain
(loss),
investment
income,
change
in
net
unrealized
gain/loss,
and
purchase
and
sales
cost
reflect
all
activity
for
the
period
then
ended.
Affiliate
Net
Realized
Gain
(Loss)
Change
in
Net
Unrealized
Gain/Loss
Investment
Income
Checkr 
$
—‌
$
(1,308‌)
$
—‌
Checkr,
Series
—‌
(1,962‌)
—‌
Checkr,
Series
—‌
(2,705‌)
—‌
Chuy's
Holdings 
7,005‌
4,132‌
—‌
Dogwood
State
Bank,
Non-Voting
Shares 
—‌
(132‌)
—‌
Dogwood
State
Bank,
Voting
Shares 
—‌
(65‌)
—‌
Dogwood
State
Bank,
Warrants,
5/6/24 
—‌
(10‌)
—‌
Haul
Hub,
Series
—‌
(3,461‌)
—‌
Haul
Hub,
Series
—‌
(1,132‌)
—‌
Haynes
International 
194‌
7,522‌
598‌
Kardium,
Series
D-6 
—‌
(884‌)
—‌
PAR
Technology 
141‌
26,029‌
—‌
SecurityScorecard,
Series
—‌
235‌
—‌
Seismic
Software,
Series
—‌
(3,564‌)
—‌
Seismic
Software,
Series
—‌
(251‌)
—‌
ServiceTitan 
(23‌)
272‌
—‌
ServiceTitan,
Series
A-1 
—‌
4‌
—‌
ServiceTitan,
Series
—‌
1,885‌
—‌
ServiceTitan,
Series
—‌
94‌
—‌
ServiceTitan,
Series
—‌
41‌
—‌
Torchys
Holdings 
—‌
1,070‌
—‌
Torchys
Holdings,
Class
—‌
5,447‌
—‌
T.
Rowe
Price
Government
Reserve
Fund,
5.42%
—‌
—‌
11,933‌
Affiliates
not
held
at
period
end
(16,855‌)
18,910‌
—‌
Totals
$
(9,538‌)#
$
50,167‌
$
12,531‌+
T.
ROWE
PRICE
Small-Cap
Stock
Fund
36
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
AFFILIATED
COMPANIES
(CONTINUED)
($000s)
Supplementary
Investment
Schedule
Affiliate
Value
12/31/22
Purchase
Cost
Sales
Cost
Value
12/31/23
Checkr 
$
*
$
—‌
$
—‌
$
*
Checkr,
Series
*
—‌
—‌
*
Checkr,
Series
*
—‌
—‌
*
Chuy's
Holdings 
31,151‌
3,380‌
12,091‌
*
Dogwood
State
Bank,
Non-
Voting
Shares 
*
—‌
—‌
5,157‌
Dogwood
State
Bank,
Voting
Shares 
*
—‌
—‌
2,533‌
Dogwood
State
Bank,
Warrants,
5/6/24 
*
—‌
—‌
343‌
Fiesta
Restaurant
Group 
15,712‌
—‌
34,622‌
—‌
Haul
Hub,
Series
*
—‌
—‌
*
Haul
Hub,
Series
*
—‌
—‌
*
Haynes
International 
31,622‌
—‌
607‌
38,537‌
Kardium,
Series
D-6 
*
—‌
—‌
*
PAR
Technology 
*
29,767‌
1,077‌
81,818‌
SecurityScorecard,
Series
*
—‌
—‌
*
Seismic
Software,
Series
*
—‌
—‌
*
Seismic
Software,
Series
*
—‌
—‌
*
ServiceTitan 
*
—‌
75‌
*
ServiceTitan,
Series
A-1 
*
—‌
—‌
*
ServiceTitan,
Series
*
—‌
—‌
*
ServiceTitan,
Series
*
—‌
—‌
*
ServiceTitan,
Series
*
—‌
—‌
*
Torchys
Holdings 
3,041‌
—‌
—‌
4,111‌
Torchys
Holdings,
Class
15,490‌
—‌
—‌
20,937‌
T.
Rowe
Price
Government
Reserve
Fund,
5.42%
244,859‌
  ¤
  ¤
99,505‌
Total
$
252,941‌^
#
Capital
gain
distributions
from
underlying
Price
funds
represented
$0
of
the
net
realized
gain
(loss).
+
Investment
income
comprised
$12,531
of
dividend
income
and
$0
of
interest
income.
¤
Purchase
and
sale
information
not
shown
for
cash
management
funds.
^
The
cost
basis
of
investments
in
affiliated
companies
was
$281,097.
*
On
the
date
indicated,
issuer
was
held
but
not
considered
an
affiliated
company.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
December
31,
2023
Statement
of
Assets
and
Liabilities
37
($000s,
except
shares
and
per
share
amounts)
Assets
Investments
in
securities,
at
value
(cost
$6,614,524)
$
9,477,298‌
Receivable
for
investment
securities
sold
6,569‌
Dividends
and
interest
receivable
5,006‌
Receivable
for
shares
sold
3,003‌
Due
from
affiliates
1,770‌
Cash
49‌
Other
assets
288‌
Total
assets
9,493,983‌
Liabilities
Payable
for
shares
redeemed
22,457‌
Investment
management
fees
payable
5,733‌
Payable
for
investment
securities
purchased
2,564‌
Payable
to
directors
7‌
Other
liabilities
446‌
Total
liabilities
31,207‌
NET
ASSETS
$
9,462,776‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
December
31,
2023
Statement
of
Assets
and
Liabilities
38
($000s,
except
shares
and
per
share
amounts)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Net
Assets
Consist
of:
Total
distributable
earnings
(loss)
$
2,896,471‌
Paid-in
capital
applicable
to
162,979,499
shares
of
$0.50
par
value
capital
stock
outstanding;
1,000,000,000
shares
authorized
6,566,305‌
NET
ASSETS
$
9,462,776‌
NET
ASSET
VALUE
PER
SHARE
Investor
Class
(Net
assets:
$2,675,987;
Shares
outstanding:
46,139,538)
$
58.00‌
Advisor
Class
(Net
assets:
$57,626;
Shares
outstanding:
1,008,733)
$
57.13‌
I
Class
(Net
assets:
$3,340,071;
Shares
outstanding:
57,560,468)
$
58.03‌
Z
Class
(Net
assets:
$3,389,092;
Shares
outstanding:
58,270,760)
$
58.16‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Statement
of
Operations
39
($000s)
Year
Ended
12/31/23
Investment
Income
(Loss)
Income
Dividend
(net
of
foreign
taxes
of
$531)
$
92,326‌
    Interest
1‌
Other
8‌
Total
income
92,335‌
Expenses
Investment
management
64,830‌
Shareholder
servicing
Investor
Class
$
3,797‌
Advisor
Class
87‌
I
Class
975‌
4,859‌
Rule
12b-1
fees
Advisor
Class
143‌
Prospectus
and
shareholder
reports
Investor
Class
68‌
Advisor
Class
13‌
I
Class
37‌
Z
Class
3‌
121‌
Custody
and
accounting
334‌
Registration
90‌
Proxy
and
annual
meeting
69‌
Legal
and
audit
52‌
Directors
31‌
Miscellaneous
103‌
Waived
/
paid
by
Price
Associates
(23,320‌)
Total
expenses
47,312‌
Net
investment
income
45,023‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Statement
of
Operations
40
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
Ended
12/31/23
Realized
and
Unrealized
Gain
/
Loss
Net
realized
gain
(loss)
Securities
431,552‌
Foreign
currency
transactions
(26‌)
Net
realized
gain
431,526‌
Change
in
net
unrealized
gain
/
loss
on
securities
977,921‌
Net
realized
and
unrealized
gain
/
loss
1,409,447‌
INCREASE
IN
NET
ASSETS
FROM
OPERATIONS
$
1,454,470‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Statement
of
Changes
in
Net
Assets
41
($000s)
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
12/31/23
12/31/22
Increase
(Decrease)
in
Net
Assets
Operations
Net
investment
income
$
45,023‌
$
29,863‌
Net
realized
gain
431,526‌
616,608‌
Change
in
net
unrealized
gain
/
loss
977,921‌
(3,332,144‌)
Increase
(decrease)
in
net
assets
from
operations
1,454,470‌
(2,685,673‌)
Distributions
to
shareholders
Net
earnings
Investor
Class
(98,695‌)
(95,901‌)
Advisor
Class
(2,083‌)
(2,632‌)
I
Class
(126,101‌)
(124,504‌)
Z
Class
(150,093‌)
(141,917‌)
Decrease
in
net
assets
from
distributions
(376,972‌)
(364,954‌)
Capital
share
transactions
*
Shares
sold
Investor
Class
258,254‌
171,438‌
Advisor
Class
6,151‌
10,162‌
I
Class
404,600‌
1,722,092‌
Z
Class
283,304‌
293,191‌
Distributions
reinvested
Investor
Class
93,514‌
90,178‌
Advisor
Class
2,079‌
2,627‌
I
Class
115,232‌
113,419‌
Z
Class
150,093‌
141,917‌
Shares
redeemed
Investor
Class
(370,946‌)
(1,947,789‌)
Advisor
Class
(23,553‌)
(26,756‌)
I
Class
(547,486‌)
(418,724‌)
Z
Class
(403,895‌)
(404,988‌)
Decrease
in
net
assets
from
capital
share
transactions
(32,653‌)
(253,233‌)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
Statement
of
Changes
in
Net
Assets
42
($000s)
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Year
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Ended
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
12/31/23
12/31/22
Net
Assets
Increase
(decrease)
during
period
1,044,845‌
(3,303,860‌)
Beginning
of
period
8,417,931‌
11,721,791‌
End
of
period
$
9,462,776‌
$
8,417,931‌
*Share
information
(000s)
Shares
sold
Investor
Class
4,690‌
2,956‌
Advisor
Class
115‌
177‌
I
Class
7,511‌
29,326‌
Z
Class
5,197‌
5,113‌
Distributions
reinvested
Investor
Class
1,673‌
1,684‌
Advisor
Class
38‌
49‌
I
Class
2,061‌
2,117‌
Z
Class
2,680‌
2,646‌
Shares
redeemed
Investor
Class
(6,853‌)
(33,257‌)
Advisor
Class
(433‌)
(462‌)
I
Class
(10,181‌)
(7,456‌)
Z
Class
(7,376‌)
(7,066‌)
Decrease
in
shares
outstanding
(878‌)
(4,173‌)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
NOTES
TO
FINANCIAL
STATEMENTS
43
T.
Rowe
Price
Small-Cap
Stock
Fund,
Inc.
(the
fund) is
registered
under
the
Investment
Company
Act
of
1940
(the
1940
Act)
as a
diversified, open-end
management
investment
company. The
fund
seeks
to
provide
long-term
capital
growth
by
investing
primarily
in
stocks
of
small
companies.
The
fund
has four classes
of
shares:
the
Small-Cap
Stock
Fund
(Investor
Class),
the
Small-Cap
Stock
Fund–Advisor
Class
(Advisor
Class),
the
Small-Cap
Stock
Fund–I
Class
(I
Class)
and
the
Small-Cap
Stock
Fund–Z
Class
(Z
Class).
Advisor
Class
shares
are
sold
only
through
various
brokers
and
other
financial
intermediaries.
I
Class
shares
require
a
$500,000
initial
investment
minimum,
although
the
minimum
generally
is
waived
or
reduced
for
financial
intermediaries,
eligible
retirement
plans,
and
certain
other
accounts.
The
Z
Class
is
only
available
to
funds
advised
by
T.
Rowe
Price
Associates,
Inc.
and
its
affiliates
and
other
clients
that
are
subject
to
a
contractual
fee
for
investment
management
services.
The
Advisor
Class
operates
under
a
Board-approved
Rule
12b-1
plan
pursuant
to
which
the
class
compensates
financial
intermediaries
for
distribution,
shareholder
servicing,
and/or
certain
administrative
services;
the
Investor,
I
and
Z
Classes
do
not
pay
Rule
12b-1
fees. Each
class
has
exclusive
voting
rights
on
matters
related
solely
to
that
class;
separate
voting
rights
on
matters
that
relate
to
all
classes;
and,
in
all
other
respects,
the
same
rights
and
obligations
as
the
other
classes.
NOTE
1
-
SIGNIFICANT
ACCOUNTING
POLICIES 
Basis
of
Preparation
 The fund
is
an
investment
company
and
follows
accounting
and
reporting
guidance
in
the
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946
(ASC
946).
The
accompanying
financial
statements
were
prepared
in
accordance
with
accounting
principles
generally
accepted
in
the
United
States
of
America
(GAAP),
including,
but
not
limited
to,
ASC
946.
GAAP
requires
the
use
of
estimates
made
by
management.
Management
believes
that
estimates
and
valuations
are
appropriate;
however,
actual
results
may
differ
from
those
estimates,
and
the
valuations
reflected
in
the
accompanying
financial
statements
may
differ
from
the
value
ultimately
realized
upon
sale
or
maturity.
Investment
Transactions,
Investment
Income,
and
Distributions
 Investment
transactions
are
accounted
for
on
the
trade
date
basis.
Income
and
expenses
are
recorded
on
the
accrual
basis.
Realized
gains
and
losses
are
reported
on
the
identified
cost
basis. Premiums
and
discounts
on
debt
securities
are
amortized
for
financial
reporting
purposes. Income
tax-related
interest
and
penalties,
if
incurred,
are
recorded
as
income
tax
expense. Dividends
received
from other
investment
companies are
reflected
as income;
capital
gain
distributions
are
reflected
as
realized
gain/
T.
ROWE
PRICE
Small-Cap
Stock
Fund
44
loss. Dividend
income and
capital
gain
distributions
are
recorded
on
the
ex-dividend
date. Distributions
from
REITs
are
initially
recorded
as
dividend
income
and,
to
the
extent
such
represent
a
return
of
capital
or
capital
gain
for
tax
purposes,
are
reclassified
when
such
information
becomes
available. Non-cash
dividends,
if
any,
are
recorded
at
the
fair
market
value
of
the
asset
received. Proceeds
from
litigation
payments,
if
any,
are
included
in
either
net
realized
gain
(loss)
or
change
in
net
unrealized
gain/loss
from
securities. Distributions
to
shareholders
are
recorded
on
the
ex-dividend
date. Income
distributions,
if
any,
are
declared
and
paid
by
each
class annually. A
capital
gain
distribution,
if
any, may
also
be
declared
and
paid
by
the
fund
annually.
Currency
Translation
 Assets,
including
investments,
and
liabilities
denominated
in
foreign
currencies
are
translated
into
U.S.
dollar
values
each
day
at
the
prevailing
exchange
rate,
using
the
mean
of
the
bid
and
asked
prices
of
such
currencies
against
U.S.
dollars
as
provided
by
an
outside
pricing
service.
Purchases
and
sales
of
securities,
income,
and
expenses
are
translated
into
U.S.
dollars
at
the
prevailing
exchange
rate
on
the
respective
date
of
such
transaction.
The
effect
of
changes
in
foreign
currency
exchange
rates
on
realized
and
unrealized
security
gains
and
losses
is
not
bifurcated
from
the
portion
attributable
to
changes
in
market
prices.
Class
Accounting
 Shareholder
servicing,
prospectus,
and
shareholder
report
expenses
incurred
by
each
class
are
charged
directly
to
the
class
to
which
they
relate.
Expenses
common
to
all
classes,
investment
income,
and
realized
and
unrealized
gains
and
losses
are
allocated
to
the
classes
based
upon
the
relative
daily
net
assets
of
each
class.
The
Advisor
Class
pays
Rule
12b-1
fees,
in
an
amount
not
exceeding
0.25%
of
the
class’s
average
daily
net
assets.
In-Kind
Redemptions
 In
accordance
with
guidelines
described
in
the
fund’s
prospectus,
and
when
considered
to
be
in
the
best
interest
of
all
shareholders,
the
fund
may
distribute
portfolio
securities
rather
than
cash
as
payment
for
a
redemption
of
fund
shares
(in-kind
redemption).
Gains
and
losses
realized
on
in-kind
redemptions
are
not
recognized
for
tax
purposes
and
are
reclassified
from
undistributed
realized
gain
(loss)
to
paid-in
capital.
During
the
year ended
December
31,
2023,
the
fund
realized
$82,190,000 of
net
gain
on
$192,652,000
of
in-kind
redemptions.
Capital
Transactions
 Each
investor’s
interest
in
the
net
assets
of the
fund
is
represented
by
fund
shares. The
fund’s
net
asset
value
(NAV)
per
share
is
computed
at
the
close
of
the
New
York
Stock
Exchange
(NYSE),
normally
4
p.m.
ET,
each
day
the
NYSE
is
open
for
business.
However,
the
NAV
per
share
may
be
calculated
at
a
time
other
than
the
normal
close
of
the
NYSE
if
trading
on
the
NYSE
is
restricted,
if
the
NYSE
closes
earlier,
or
as
may
be
permitted
by
the
SEC.
Purchases
and
redemptions
of
fund
shares
are
transacted
at
the
next-computed
NAV
per
share,
after
receipt
of
the
transaction
order
by
T.
Rowe
Price
Associates,
Inc.,
or
its
agents.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
45
New
Accounting
Guidance
 In
June
2022,
the
FASB
issued
Accounting
Standards
Update
(ASU),
ASU
2022-03,
Fair
Value
Measurement
(Topic
820)
Fair
Value
Measurement
of
Equity
Securities
Subject
to
Contractual
Sale
Restrictions,
which
clarifies
that
a
contractual
restriction
on
the
sale
of
an
equity
security
is
not
considered
part
of
the
unit
of
account
of
the
equity
security
and,
therefore,
is
not
considered
in
measuring
fair
value.
The
amendments
under
this
ASU
are
effective
for
fiscal
years
beginning
after
December
15,
2023;
however,
the
fund
opted
to
early
adopt,
as
permitted,
effective
December
1,
2022. Adoption
of
the
guidance
did not
have
a
material
impact
on
the fund's
financial  statements.
The
FASB
issued
Accounting
Standards
Update
(ASU),
ASU
2020–04,
Reference
Rate
Reform
(Topic
848) –
Facilitation
of
the
Effects
of
Reference
Rate
Reform
on
Financial
Reporting
in
March
2020
and
ASU
2021-01
in
January
2021
which
provided
further
amendments
and
clarifications
to
Topic
848.
These
ASUs provide
optional,
temporary
relief
with
respect
to
the
financial
reporting
of
contracts
subject
to
certain
types
of
modifications
due
to
the
planned
discontinuation
of
the
London
Interbank
Offered
Rate
(LIBOR),
and
other
interbank-offered
based
reference
rates,
through December
31,
2022.
In
December
2022,
FASB
issued
ASU
2022-06
which
defers
the
sunset
date
of
Topic
848
from
December
31,
2022
to
December
31,
2024,
after
which
entities
will
no
longer
be
permitted
to
apply
the
relief
in
Topic
848.
Management
intends
to
rely
upon
the
relief
provided
under
Topic
848,
which
is
not
expected to
have
a
material
impact
on
the fund's
financial  statements.
Indemnification
 In
the
normal
course
of
business, the
fund
may
provide
indemnification
in
connection
with
its
officers
and
directors,
service
providers,
and/or
private
company
investments. The
fund’s
maximum
exposure
under
these
arrangements
is
unknown;
however,
the
risk
of
material
loss
is
currently
considered
to
be
remote.
NOTE
2
-
VALUATION 
Fair
Value
  The
fund’s
financial
instruments
are
valued
at
the
close
of
the
NYSE
and
are
reported
at
fair
value,
which
GAAP
defines
as
the
price
that
would
be
received
to
sell
an
asset
or
paid
to
transfer
a
liability
in
an
orderly
transaction
between
market
participants
at
the
measurement
date. The fund’s
Board
of
Directors
(the
Board)
has
designated
T.
Rowe
Price
Associates,
Inc.
as
the
fund’s
valuation
designee
(Valuation
Designee).
Subject
to
oversight
by
the
Board,
the
Valuation
Designee
performs
the
following
functions
in
performing
fair
value
determinations:
assesses
and
manages
valuation
risks;
establishes
and
applies
fair
value
methodologies;
tests
fair
value
methodologies;
T.
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PRICE
Small-Cap
Stock
Fund
46
and
evaluates
pricing
vendors
and
pricing
agents.
The
duties
and
responsibilities
of
the
Valuation
Designee
are
performed
by
its
Valuation
Committee. The
Valuation
Designee provides
periodic
reporting
to
the
Board
on
valuation
matters.
Various
valuation
techniques
and
inputs
are
used
to
determine
the
fair
value
of
financial
instruments.
GAAP
establishes
the
following
fair
value
hierarchy
that
categorizes
the
inputs
used
to
measure
fair
value:
Level
1
quoted
prices
(unadjusted)
in
active
markets
for
identical
financial
instruments
that
the
fund
can
access
at
the
reporting
date
Level
2
inputs
other
than
Level
1
quoted
prices
that
are
observable,
either
directly
or
indirectly
(including,
but
not
limited
to,
quoted
prices
for
similar
financial
instruments
in
active
markets,
quoted
prices
for
identical
or
similar
financial
instruments
in
inactive
markets,
interest
rates
and
yield
curves,
implied
volatilities,
and
credit
spreads)
Level
3
unobservable
inputs
(including
the Valuation
Designee’s assumptions
in
determining
fair
value)
Observable
inputs
are
developed
using
market
data,
such
as
publicly
available
information
about
actual
events
or
transactions,
and
reflect
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
Unobservable
inputs
are
those
for
which
market
data
are
not
available
and
are
developed
using
the
best
information
available
about
the
assumptions
that
market
participants
would
use
to
price
the
financial
instrument.
GAAP
requires
valuation
techniques
to
maximize
the
use
of
relevant
observable
inputs
and
minimize
the
use
of
unobservable
inputs.
When
multiple
inputs
are
used
to
derive
fair
value,
the
financial
instrument
is
assigned
to
the
level
within
the
fair
value
hierarchy
based
on
the
lowest-level
input
that
is
significant
to
the
fair
value
of
the
financial
instrument.
Input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level
but
rather
the
degree
of
judgment
used
in
determining
those
values.
Valuation
Techniques 
Equity
securities,
including
exchange-traded
funds, listed
or
regularly
traded
on
a
securities
exchange
or
in
the
over-the-counter
(OTC)
market
are
valued
at
the
last
quoted
sale
price
or,
for
certain
markets,
the
official
closing
price
at
the
time
the
valuations
are
made.
OTC
Bulletin
Board
securities
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices.
A
security
that
is
listed
or
traded
on
more
than
one
exchange
is
valued
at
the
quotation
on
the
exchange
determined
to
be
the
primary
market
for
such
security.
Listed
securities
not
traded
on
a
particular
day
are
valued
at
the
mean
of
the
closing
bid
and
asked
prices
for
domestic
securities
and
the
last
quoted
sale
or
closing
price
for
international
securities.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
47
The
last
quoted
prices
of
non-U.S.
equity
securities
may
be
adjusted
to
reflect
the
fair
value
of
such
securities
at
the
close
of
the
NYSE,
if
the Valuation
Designee
determines
that
developments
between
the
close
of
a
foreign
market
and
the
close
of
the
NYSE
will
affect
the
value
of
some
or
all
of
the fund’s portfolio
securities.
Each
business
day,
the
Valuation
Designee uses
information
from
outside
pricing
services
to
evaluate
the
quoted
prices
of
portfolio
securities
and,
if
appropriate,
decide whether
it
is
necessary
to
adjust
quoted
prices
to
reflect
fair
value
by
reviewing
a
variety
of
factors,
including
developments
in
foreign
markets,
the
performance
of
U.S.
securities
markets,
and
the
performance
of
instruments
trading
in
U.S.
markets
that
represent
foreign
securities
and
baskets
of
foreign
securities. The Valuation
Designee
uses
outside
pricing
services
to
provide
it
with
quoted
prices
and
information
to
evaluate
or
adjust
those
prices.
The Valuation
Designee
cannot
predict
how
often
it
will
use
quoted
prices
and
how
often
it
will
determine
it
necessary
to
adjust
those
prices
to
reflect
fair
value.
Debt
securities
generally
are
traded
in
the over-the-counter
(OTC)
market
and
are
valued
at
prices
furnished
by
independent
pricing
services
or
by
broker
dealers
who
make
markets
in
such
securities.
When
valuing
securities,
the
independent
pricing
services
consider
factors
such
as,
but
not
limited
to,
the
yield
or
price
of
bonds
of
comparable
quality,
coupon,
maturity,
and
type,
as
well
as
prices
quoted
by
dealers
who
make
markets
in
such
securities.
Investments
in
mutual
funds
are
valued
at
the
mutual
fund’s
closing
NAV
per
share
on
the
day
of
valuation.
Assets
and
liabilities
other
than
financial
instruments,
including
short-term
receivables
and
payables,
are
carried
at
cost,
or
estimated
realizable
value,
if
less,
which
approximates
fair
value. 
Investments
for
which
market
quotations are
not
readily
available
or
deemed
unreliable
are
valued
at
fair
value
as
determined
in
good
faith
by
the
Valuation
Designee.
The
Valuation
Designee
has
adopted
methodologies
for
determining
the
fair
value
of
investments
for
which
market
quotations
are
not
readily
available
or
deemed
unreliable,
including
the
use
of
other
pricing
sources.
Factors
used
in
determining
fair
value
vary
by
type
of
investment
and
may
include
market
or
investment
specific
considerations.
The
Valuation
Designee typically
will
afford
greatest
weight
to
actual
prices
in
arm’s
length
transactions,
to
the
extent
they
represent
orderly
transactions
between
market
participants,
transaction
information
can
be
reliably
obtained,
and
prices
are
deemed
representative
of
fair
value.
However,
the
Valuation
Designee may
also
consider
other
valuation
methods
such
as
market-based
valuation
multiples;
a
discount
or
premium
from
market
value
of
a
similar,
freely
traded
security
of
the
same
issuer;
discounted
cash
flows;
yield
to
maturity;
or
some
combination.
Fair
value
determinations
are
reviewed
on
a
regular
basis.
Because
any
fair
value
determination
involves
a
significant
amount
of
judgment,
there
is
a
degree
of
subjectivity
inherent
in
such
pricing
decisions. Fair
value
T.
ROWE
PRICE
Small-Cap
Stock
Fund
48
prices
determined
by
the
Valuation
Designee could
differ
from
those
of
other
market
participants,
and
it
is
possible
that
the
fair
value
determined
for
a
security
may
be
materially
different
from
the
value
that
could
be
realized
upon
the
sale
of
that
security.
Valuation
Inputs
  The
following
table
summarizes
the
fund’s
financial
instruments,
based
on
the
inputs
used
to
determine
their
fair
values
on
December
31,
2023
(for
further
detail
by
category,
please
refer
to
the
accompanying
Portfolio
of
Investments):
Following
is
a
reconciliation
of
the
fund’s
Level
3
holdings
for
the
year ended
December
31,
2023.
Gain
(loss)
reflects
both
realized
and
change
in
unrealized
gain/
loss
on
Level
3
holdings
during
the
period,
if
any,
and
is
included
on
the
accompanying
Statement
of
Operations.
The
change
in
unrealized
gain/loss
on
Level
3
instruments
held
at
December
31,
2023,
totaled $(99,882,000) for
the
year ended
December
31,
2023.
During
the
year,
transfers
into
Level
3
resulted
from
a
lack
of
observable
market
data
for
the
security.
($000s)
Level
1
Level
2
Level
3
Total
Value
Assets
Common
Stocks
$
8,988,182‌
$
162,119‌
$
45,840‌
$
9,196,141‌
Convertible
Bonds
—‌
—‌
—‌
—‌
Convertible
Preferred
Stocks
—‌
—‌
181,652‌
181,652‌
Short-Term
Investments
99,505‌
—‌
—‌
99,505‌
Total
$
9,087,687‌
$
162,119‌
$
227,492‌
$
9,477,298‌
($000s)
Beginning
Balance
12/31/22
Gain
(Loss)
During
Period
Total
Purchases
Total
Sales
Transfer
Into
Level
3
Ending
Balance
12/31/23
Investment
in
Securities
Common
Stocks
$
129,116‌
$
13,038‌
$
14,292‌
$
(110,622‌)
$
16‌
$
45,840‌
Convertible
Bonds
—‌
(707‌)
707‌
—‌
—‌
—‌
Convertible
Preferred
Stocks
321,338‌
(94,633‌)
—‌
(45,053‌)
—‌
181,652‌
Total
$
450,454‌
$
(82,302‌)
$
14,999‌
$
(155,675‌)
$
16‌
$
227,492‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
49
NOTE
3
-
OTHER
INVESTMENT
TRANSACTIONS 
Consistent
with
its
investment
objective,
the
fund
engages
in
the
following
practices
to
manage
exposure
to
certain
risks
and/or
to
enhance
performance.
The
investment
objective,
policies,
program,
and
risk
factors
of
the
fund
are
described
more
fully
in
the
fund's
prospectus
and
Statement
of
Additional
Information.
Restricted
Securities
 The
fund
invests
in
securities
that
are
subject
to
legal
or
contractual
restrictions
on
resale.
Prompt
sale
of
such
securities
at
an
acceptable
price
may
be
difficult
and
may
involve
substantial
delays
and
additional
costs.
Other 
Purchases
and
sales
of
portfolio
securities
other
than
in-kind
transactions,
if
any,
and short-term securities
aggregated $2,423,497,000 and
$2,477,726,000,
respectively,
for
the
year ended
December
31,
2023.
NOTE
4
-
FEDERAL
INCOME
TAXES
Generally,
no
provision
for
federal
income
taxes
is
required
since
the
fund
intends
to continue
to
qualify
as
a
regulated
investment
company
under
Subchapter
M
of
the
Internal
Revenue
Code
and
distribute
to
shareholders
all
of
its taxable
income
and
gains.
Distributions
determined
in
accordance
with
federal
income
tax
regulations
may
differ
in
amount
or
character
from
net
investment
income
and
realized
gains
for
financial
reporting
purposes.
The
fund
files
U.S.
federal,
state,
and
local
tax
returns
as
required.
The
fund’s
tax
returns
are
subject
to
examination
by
the
relevant
tax
authorities
until
expiration
of
the
applicable
statute
of
limitations,
which
is
generally
three
years
after
the
filing
of
the
tax
return
but
which
can
be
extended
to
six
years
in
certain
circumstances.
Tax
returns
for
open
years
have
incorporated
no
uncertain
tax
positions
that
require
a
provision
for
income
taxes.
Capital
accounts
within
the
financial
reporting
records
are
adjusted
for
permanent
book/
tax
differences
to
reflect
tax
character
but
are
not
adjusted
for
temporary
differences.
The
permanent
book/tax
adjustments,
if
any,
have
no
impact
on
results
of
operations
or
net
assets.
The
permanent
book/tax
adjustments
relate
primarily
to
redemptions
in
kind
and
deemed
distributions
on
shareholder
redemptions.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
50
The
tax
character
of
distributions
paid
for
the
periods
presented
was
as
follows:
At
December
31,
2023,
the
tax-basis
cost
of
investments
(including
derivatives,
if
any)
and
gross
unrealized
appreciation
and
depreciation
were as
follows:
At
December
31,
2023,
the
tax-basis
components
of
accumulated
net
earnings
(loss)
were
as
follows:
Temporary
differences
between
book-basis
and
tax-basis
components
of
total
distributable
earnings
(loss)
arise
when
certain
items
of
income,
gain,
or
loss
are
recognized
in
different
periods
for
financial
statement
purposes
versus
for
tax
purposes;
these
differences
will
reverse
in
a
subsequent
reporting
period.
The
temporary
differences
relate
primarily
to
the
deferral
of
losses
from
wash
sales
and
the
realization
of
gains/losses
on
passive
foreign
investment
companies.
($000s)
December
31,
2023
December
31,
2022
Ordinary
income
(including
short-term
capital
gains,
if
any)
$
49,577‌
$
30,013‌
Long-term
capital
gain
327,395‌
334,941‌
Total
distributions
$
376,972‌
$
364,954‌
($000s)
Cost
of
investments
$
6,629,175‌
Unrealized
appreciation
$
3,366,103‌
Unrealized
depreciation
(517,980‌)
Net
unrealized
appreciation
(depreciation)
$
2,848,123‌
($000s)
Undistributed
ordinary
income
$
3,420‌
Undistributed
long-term
capital
gain
44,928‌
Net
unrealized
appreciation
(depreciation)
2,848,123‌
Total
distributable
earnings
(loss)
$
2,896,471‌
T.
ROWE
PRICE
Small-Cap
Stock
Fund
51
NOTE
5
-
FOREIGN  TAXES
The
fund
is
subject
to
foreign
income
taxes
imposed
by
certain
countries
in
which
it
invests.
Additionally,
capital
gains
realized
upon
disposition
of
securities
issued
in
or
by
certain
foreign
countries
are
subject
to
capital
gains
tax
imposed
by
those
countries.
All
taxes
are
computed
in
accordance
with
the
applicable
foreign
tax
law,
and,
to
the
extent
permitted,
capital
losses
are
used
to
offset
capital
gains.
Taxes
attributable
to
income
are
accrued
by
the
fund
as
a
reduction
of
income.
Current
and
deferred
tax
expense
attributable
to
capital
gains
is
reflected
as
a
component
of
realized
or
change
in
unrealized
gain/loss
on
securities
in
the
accompanying
financial
statements.
To
the
extent
that
the
fund
has
country
specific
capital
loss
carryforwards,
such
carryforwards
are
applied
against
net
unrealized
gains
when
determining
the
deferred
tax
liability.
Any
deferred
tax
liability
incurred
by
the
fund
is
included
in
either
Other
liabilities
or
Deferred
tax
liability
on
the
accompanying
Statement
of
Assets
and
Liabilities.
NOTE
6
-
RELATED
PARTY
TRANSACTIONS
The
fund
is
managed
by
T.
Rowe
Price
Associates,
Inc.
(Price
Associates),
a
wholly
owned
subsidiary
of
T.
Rowe
Price
Group,
Inc.
(Price
Group). Price
Associates
has
entered
into
a
sub-advisory
agreement(s)
with
one
or
more
of
its
wholly
owned
subsidiaries,
to
provide
investment
advisory
services
to
the
fund.
The
investment
management
agreement
between
the
fund
and
Price
Associates
provides
for
an
annual
investment
management
fee,
which
is
computed
daily
and
paid
monthly. The
fee
consists
of
an
individual
fund
fee,
equal
to
0.45%
of
the
fund’s
average
daily
net
assets,
and
a
group
fee.
The
group
fee
rate
is
calculated
based
on
the
combined
net
assets
of
certain
mutual
funds
sponsored
by
Price
Associates
(the
group)
applied
to
a
graduated
fee
schedule,
with
rates
ranging
from
0.48%
for
the
first
$1
billion
of
assets
to
0.260%
for
assets
in
excess
of
$845
billion.
The
fund’s
group
fee
is
determined
by
applying
the
group
fee
rate
to
the
fund’s
average
daily
net
assets. At
December
31,
2023,
the
effective
annual
group
fee
rate
was
0.29%.
Effective
November
1,
2023,
the Investor Class
is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
Prior
to
November
1,
2023,
the
Investor Class
was
not
subject
to
a
contractual
expense
limitation.
Effective
June
1,
2023,
the Advisor Class
is
subject
to
a
contractual
expense
limitation
through
the
expense
limitation
date
indicated
in
the
table
below.
During
the
limitation
period,
Price
Associates
is required
to
waive
or
pay
any
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
that
would
otherwise
cause
the
class’s
ratio
of
annualized
total
expenses
to
average
net
assets
(net
expense
T.
ROWE
PRICE
Small-Cap
Stock
Fund
52
ratio)
to
exceed
its
expense
limitation.
Each
class
is
required
to
repay
Price
Associates
for
expenses
previously
waived/paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
net
expense
ratio
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
expense
limitation
in
place
at
the
time
such
amounts
were
waived;
or
(2)
the
class’s
current
expense
limitation.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver. 
The
I
Class
is
also
subject
to
an
operating
expense
limitation
(I
Class
Limit)
pursuant
to
which
Price
Associates
is
contractually
required
to
pay
all
operating
expenses
of
the
I
Class,
excluding
management
fees;
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage; non-recurring,
extraordinary expenses; and
acquired
fund
fees
and
expenses, to
the
extent
such
operating
expenses,
on
an
annualized
basis,
exceed
the
I
Class
Limit. This
agreement
will
continue
through
the
expense
limitation
date
indicated
in
the
table
below,
and
may
be
renewed,
revised,
or
revoked
only
with
approval
of
the
fund’s
Board.
The
I
Class
is
required
to
repay
Price
Associates
for
expenses
previously
paid
to
the
extent
the
class’s
net
assets
grow
or
expenses
decline
sufficiently
to
allow
repayment
without
causing
the
class’s
operating
expenses
(after
the
repayment
is
taken
into
account)
to
exceed
the
lesser
of:
(1)
the
I
Class
Limit
in
place
at
the
time
such
amounts
were
paid;
or
(2)
the
current
I
Class
Limit.
However,
no
repayment
will
be
made
more
than
three
years
after
the
date
of
a
payment
or
waiver.
The
Z
Class
is
also
subject
to
a
contractual
expense
limitation
agreement
whereby
Price
Associates
has
agreed
to
waive
and/or
bear
all
of
the
Z
Class’
expenses
(excluding
interest;
expenses
related
to
borrowings,
taxes,
and
brokerage;
non-recurring,
extraordinary
expenses;
and
acquired
fund
fees
and
expenses)
in
their
entirety.
This
fee
waiver
and/or
expense
reimbursement
arrangement
is
expected
to
remain
in
place
indefinitely,
and
the
agreement
may
only
be
amended
or
terminated
with
approval
by
the
fund’s
Board.
Expenses
of
the
fund
waived/paid
by
the
manager
are
not
subject
to
later
repayment
by
the
fund.
Pursuant
to
these
agreements,
expenses
were
waived/paid
by
and/or
repaid
to
Price
Associates
during
the
year ended December
31,
2023
as
indicated
in
the
table
below
and
remain
subject
to
repayment
by
the
fund.
Any
repayment
of
expenses
previously
waived/
paid
by
Price
Associates
during
the
period
would
be
included
in
the
net
investment
income
and
expense
ratios
presented
on
the
accompanying
Financial
Highlights.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
53
In
addition,
the
fund
has
entered
into
service
agreements
with
Price
Associates
and
two
wholly
owned
subsidiaries
of
Price
Associates,
each
an
affiliate
of
the
fund
(collectively,
Price).
Price
Associates
provides
certain
accounting
and
administrative
services
to
the
fund.
T.
Rowe
Price
Services,
Inc.
provides
shareholder
and
administrative
services
in
its
capacity
as
the
fund’s
transfer
and
dividend-disbursing
agent.
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
provides
subaccounting
and
recordkeeping
services
for
certain
retirement
accounts
invested
in
the
Investor
Class
and
Advisor
Class.
For
the
year
ended
December
31,
2023,
expenses
incurred
pursuant
to
these
service
agreements
were
$115,000
for
Price
Associates;
$1,971,000
for
T.
Rowe
Price
Services,
Inc.;
and
$267,000
for
T.
Rowe
Price
Retirement
Plan
Services,
Inc.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
accompanying
Statement
of
Assets
and
Liabilities.
T.
Rowe
Price
Investment
Services,
Inc.
(Investment
Services)
serves
as
distributor
to
the
fund.
Pursuant
to
an
underwriting
agreement,
no
compensation
for
any
distribution
services
provided
is
paid
to
Investment
Services
by
the
fund
(except
for
12b-1
fees
under
a
Board-approved
Rule
12b-1
plan).
Additionally,
the
fund
is
one
of
several
mutual
funds
in
which
certain
college
savings
plans
managed
by
Price
Associates invests.
As
approved
by
the
fund’s
Board
of
Directors,
shareholder
servicing
costs
associated
with
each
college
savings
plan
are
borne
by
the
fund
in
proportion
to
the
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Price
has
agreed
to waive/reimburse
shareholder
servicing
costs in
excess
of
0.05%
of
the
fund’s
average
daily
value
of
its
shares
owned
by
the
college
savings
plan.
Any
amounts
waived/paid
by
Price
under
this
voluntary
agreement
are
not
subject
to
repayment
by
the
fund.
Price
may
amend
or
terminate
this
voluntary
arrangement
at
any
time
without
prior
notice.
For
the
year ended
December
31,
2023,
the
fund
was
charged $411,000 for
shareholder
servicing
costs
related
to
the
college
savings
plans, of
which
$270,000
was
for
services
provided
by
Price.
All
amounts
due
to
and
due
from
Price,
exclusive
of
investment
management
fees
payable,
are
presented
net
on
the
Investor
Class
Advisor
Class
I
Class
Z
Class
Expense
limitation/I
Class
Limit
1.09%
1.34%
0.05%
0.00%
Expense
limitation
date
04/30/26
04/30/26
04/30/26
N/A
(Waived)/repaid
during
the
period
($000s)
$—
$—
$1
$(23,321)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
54
accompanying
Statement
of
Assets
and
Liabilities. At
December
31,
2023,
no
shares
of
the
Investor
Class
were
held
by
college
savings
plans
and
approximately
17%
of
the
outstanding
shares
of
the
I
Class
were
held
by
college
savings
plans.
Mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
(collectively,
Price
Funds
and
accounts)
may
invest
in
the
fund.
No
Price
fund
or
account
may
invest
for
the
purpose
of
exercising
management
or
control
over
the
fund.
At
December
31,
2023, 100%
of
the
Z
Class's
outstanding
shares
were
held
by
Price
Funds
and
accounts.
The fund
may
invest
its
cash
reserves
in
certain
open-end
management
investment
companies
managed
by
Price
Associates
and
considered
affiliates
of
the
fund:
the
T.
Rowe
Price
Government
Reserve
Fund
or
the
T.
Rowe
Price
Treasury
Reserve
Fund,
organized
as
money
market
funds
(together,
the
Price
Reserve
Funds).
The
Price
Reserve
Funds
are
offered
as
short-term
investment
options
to
mutual
funds,
trusts,
and
other
accounts
managed
by
Price
Associates
or
its
affiliates
and
are
not
available
for
direct
purchase
by
members
of
the
public.
Cash
collateral
from
securities
lending,
if
any,
is
invested
in
the
T.
Rowe
Price
Government
Reserve Fund. The
Price
Reserve
Funds
pay
no
investment
management
fees.
The
fund may
participate
in
securities
purchase
and
sale
transactions
with
other
funds
or
accounts
advised
by
Price
Associates
(cross
trades),
in
accordance
with
procedures
adopted
by the
fund’s
Board
and
Securities
and
Exchange
Commission
rules,
which
require,
among
other
things,
that
such
purchase
and
sale
cross
trades
be
effected
at
the
independent
current
market
price
of
the
security.
During
the
year
ended
December
31,
2023,
the
fund
had
no
purchases
or
sales
cross
trades
with
other
funds
or
accounts
advised
by
Price
Associates.
Price
Associates
has
voluntarily
agreed
to
reimburse
the
fund
from
its
own
resources
on
a
monthly
basis
for
the
cost
of
investment
research
embedded
in
the
cost
of
the
fund’s
securities
trades
and
for
the
cost
of
brokerage
commissions
embedded
in
the
cost
of
the
fund’s
foreign
currency
transactions.
These
agreements
may
be
rescinded
at
any
time.
For
the
year ended
December
31,
2023,
these
reimbursements
amounted
to
$662,000,
which
is
included
in
Net
realized
gain
(loss)
on
Securities
in
the
Statement
of
Operations.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
55
NOTE
7
-
INTERFUND
LENDING
PROGRAM
Price
Associates
has
developed
and
manages
an
interfund
lending
program
that
provides
temporary
liquidity
to
the
T.
Rowe
Price-sponsored
mutual
funds.
The
program
permits
the
borrowing
and
lending
of
cash
between
the
fund
and
other
T.
Rowe
Price-
sponsored
mutual
funds
at
rates
beneficial
to
both
the
borrowing
and
lending
funds.
Pursuant
to
program
guidelines,
the
fund
may
lend
up
to
15%
of
its
net
assets,
and
no
more
than
5%
of
its
net
assets
may
be
lent
to
any
one
borrower.
Loans
totaling
10%
or
more
of
a
borrowing
fund’s
total
assets
require
collateralization
at
102%
of
the
value
of
the
loan;
loans
of
less
than
10%
are
unsecured.
During
the
year ended
December
31,
2023,
the
fund
earned $1,000
in
interest
income
related
to
loans
made
to
other
funds
on
one day
in
the
average
amount
of
$7,600,000
and
at
an
average
annual
rate
of
6.78%.
At
December
31,
2023,
there
were
no
loans
outstanding.
NOTE
8
-
OTHER
MATTERS
Unpredictable
events
such
as
environmental
or
natural
disasters,
war
and
conflict,
terrorism,
geopolitical
events,
and
public
health
epidemics and
similar
public
health
threats
may
significantly
affect
the
economy
and
the
markets
and
issuers
in
which
the fund
invests.
Certain
events
may
cause
instability
across
global
markets,
including
reduced
liquidity
and
disruptions
in
trading
markets,
while
some
events
may
affect
certain
geographic
regions,
countries,
sectors,
and
industries
more
significantly
than
others,
and
exacerbate
other
pre-existing
political,
social,
and
economic
risks.
The
global
outbreak
of
COVID-19
and
the
related
governmental
and
public
responses
have
led
and
may
continue
to
lead
to
increased
market
volatility
and
the
potential
for
illiquidity
in
certain
classes
of
securities
and
sectors
of
the
market
either
in
specific
countries
or
worldwide.
In
February
2022,
Russian
forces
entered
Ukraine
and
commenced
an
armed
conflict,
leading
to
economic
sanctions imposed
on
Russia
that
target certain
of
its
citizens
and
issuers
and
sectors
of
the
Russian
economy,
creating
impacts
on
Russian-related
stocks
and
debt
and
greater
volatility
in
global
markets.
In
March
2023,
the
banking
industry
experienced
heightened
volatility,
which
sparked
concerns
of
potential
broader
adverse
market
conditions.
The
extent
of
impact
of
these
events
on
the
US
and
global
markets
is
highly
uncertain.
These
are
recent
examples
of
global
events
which
may
have
a
negative
impact
on
the
values
of
certain
portfolio
holdings
or
the
fund's
overall
performance.
Management
is
actively
monitoring
the
risks
and
financial
impacts
arising
from
these
events.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
56
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
To
the
Board
of
Directors
and
Shareholders
of
T.
Rowe
Price
Small-Cap
Stock
Fund,
Inc.
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
portfolio
of
investments,
of
T.
Rowe
Price
Small-Cap
Stock
Fund,
Inc.
(the
"Fund")
as
of
December
31,
2023,
the
related
statement
of
operations
for
the
year
ended
December
31,
2023,
the
statement
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
December
31,
2023,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
periods
indicated
therein
(collectively
referred
to
as
the
“financial
statements”).
In
our
opinion,
the
financial
statements
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
December
31,
2023,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
December
31,
2023
and
the
financial
highlights
for
each
of
the
periods
indicated
therein,
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Fund’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Fund’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
57
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements.
Our
procedures
included
confirmation
of
securities
owned
as
of
December
31,
2023
by
correspondence
with
the
custodians,
transfer
agent
and
brokers;
when
replies
were
not
received
from
brokers,
we
performed
other
auditing
procedures.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.  
/s/
PricewaterhouseCoopers
LLP
Baltimore,
Maryland
February
16,
2024
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
T.
Rowe
Price
group
of
investment
companies
since
1973.
REPORT
OF
INDEPENDENT
REGISTERED
PUBLIC
ACCOUNTING
FIRM
(continued)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
58
TAX
INFORMATION
(UNAUDITED)
FOR
THE
TAX
YEAR
ENDED 12/31/23
We
are
providing
this
information
as
required
by
the
Internal
Revenue
Code.
The
amounts
shown
may
differ
from
those
elsewhere
in
this
report
because
of
differences
between
tax
and
financial
reporting
requirements.
The
fund’s
distributions
to
shareholders
included:
$1,000 from
short-term
capital
gains 
$386,933,000 from
long-term
capital
gains,
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%
For
taxable
non-corporate
shareholders,
$72,286,000 of
the
fund's
income
represents
qualified
dividend
income
subject
to
a
long-term
capital
gains
tax
rate
of
not
greater
than
20%.
For
corporate
shareholders,
$65,668,000
of
the
fund's
income
qualifies
for
the
dividends-
received
deduction.  
INFORMATION
ON
PROXY
VOTING
POLICIES,
PROCEDURES,
AND
RECORDS
A
description
of
the
policies
and
procedures
used
by
T.
Rowe
Price
funds
to
determine
how
to
vote
proxies
relating
to
portfolio
securities
is
available
in
each
fund’s
Statement
of
Additional
Information.
You
may
request
this
document
by
calling
1-800-225-5132
or
by
accessing
the
SEC’s
website,
sec.gov.
The
description
of
our
proxy
voting
policies
and
procedures
is
also
available
on
our
corporate
website.
To
access
it,
please
visit
the
following
Web
page:
https://www.troweprice.com/corporate/us/en/utility/policies.html
Scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Guidelines.”
Click
on
the
links
in
the
shaded
box.
Each
fund’s
most
recent
annual
proxy
voting
record
is
available
on
our
website
and
through
the
SEC’s
website.
To
access
it
through
T.
Rowe
Price,
visit
the
website
location
shown
above,
and
scroll
down
to
the
section
near
the
bottom
of
the
page
that
says,
“Proxy
Voting
Records.”
Click
on
the
Proxy
Voting
Records
link
in
the
shaded
box.
HOW
TO
OBTAIN
QUARTERLY
PORTFOLIO
HOLDINGS
The
fund
files
a
complete
schedule
of
portfolio
holdings
with
the
Securities
and
Exchange
Commission
(SEC)
for
the
first
and
third
quarters
of
each
fiscal
year
as
an
exhibit
to
its
reports
on
Form
N-PORT.
The
fund’s
reports
on
Form
N-PORT
are
available
electronically
on
the
SEC’s
website
(sec.gov).
In
addition,
most
T.
Rowe
Price
funds
disclose
their
first
and
third
fiscal
quarter-end
holdings
on
troweprice.com
.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
59
TAILORED
SHAREHOLDER
REPORTS
FOR
MUTUAL
FUNDS
AND
EXCHANGE
TRADED
FUNDS
In
October
2022,
the
Securities
and
Exchange
Commission
(SEC)
adopted
rule
and
form
amendments
requiring
Mutual
Funds
and
Exchange-Traded
Funds
to
transmit
concise
and
visually
engaging
streamlined
annual
and
semiannual
reports
that
highlight
key
information
to
shareholders.
Other
information,
including
financial
statements,
will
no
longer
appear
in
the
funds’
shareholder
reports
but
will
be
available
online,
delivered
free
of
charge
upon
request,
and
filed
on
a
semiannual
basis
on
Form
N-CSR.
The
rule
and
form
amendments
have
a
compliance
date
of
July
24,
2024.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
60
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
In
accordance
with
Rule
22e-4
(Liquidity
Rule)
under
the
Investment
Company
Act
of
1940,
as
amended,
the
fund
has
established
a
liquidity
risk
management
program
(Liquidity
Program)
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk,
which
generally
represents
the
risk
that
the
fund
would
not
be
able
to
meet
redemption
requests
without
significant
dilution
of
remaining
investors’
interests
in
the
fund.
The
fund’s
Board
of
Directors
(Board)
has
appointed
the
fund’s
investment
adviser,
T.
Rowe
Price
Associates,
Inc.
(Adviser),
as
the
administrator
of
the
Liquidity
Program.
As
administrator,
the
Adviser
is
responsible
for
overseeing
the
day-to-day
operations
of
the
Liquidity
Program
and,
among
other
things,
is
responsible
for
assessing,
managing,
and
reviewing
with
the
Board
at
least
annually
the
liquidity
risk
of
each
T.
Rowe
Price
fund.
The
Adviser
has
delegated
oversight
of
the
Liquidity
Program
to
a
Liquidity
Risk
Committee
(LRC),
which
is
a
cross-functional
committee
composed
of
personnel
from
multiple
departments
within
the
Adviser.
The Liquidity
Program’s
principal
objectives
include
supporting
the
T.
Rowe
Price
funds’
compliance
with
limits
on
investments
in
illiquid
assets
and
mitigating
the
risk
that
the
fund
will
be
unable
to
timely
meet
its
redemption
obligations.
The
Liquidity
Program
also
includes
a
number
of
elements
that
support
the
management
and
assessment
of
liquidity
risk,
including
an
annual
assessment
of
factors
that
influence
the
fund’s
liquidity
and
the
periodic
classification
and
reclassification
of
a
fund’s
investments
into
categories
that
reflect
the
LRC’s
assessment
of
their
relative
liquidity
under
current
market
conditions.
Under
the
Liquidity
Program,
every
investment
held
by
the
fund
is
classified
at
least
monthly
into
one
of
four
liquidity
categories
based
on
estimations
of
the
investment’s
ability
to
be
sold
during
designated
time
frames
in
current
market
conditions
without
significantly
changing
the
investment’s
market
value.
As
required
by
the
Liquidity
Rule,
at
a
meeting
held
on
July
24,
2023,
the
Board
was
presented
with
an
annual
assessment
that
was
prepared
by
the
LRC
on
behalf
of
the
Adviser
and
addressed
the
operation
of
the
Liquidity
Program
and
assessed
its
adequacy
and
effectiveness
of
implementation,
including
any
material
changes
to
the
Liquidity
Program
and
the
determination
of
each
fund’s
Highly
Liquid
Investment
Minimum
(HLIM).
The
annual
assessment
included
consideration
of
the
following
factors,
as
applicable:
the
fund’s
investment
strategy
and
liquidity
of
portfolio
investments
during
normal
and
reasonably
foreseeable
stressed
conditions,
including
whether
the
investment
strategy
is
appropriate
for
an
open-end
fund,
the
extent
to
which
the
strategy
involves
a
relatively
concentrated
portfolio
or
large
positions
in
particular
issuers,
and
the
use
of
borrowings
for
investment
purposes
and
derivatives;
short-term
and
long-term
cash
flow
projections
covering
both
normal
and
reasonably
foreseeable
stressed
conditions;
and
holdings
of
cash
and
cash
equivalents,
as
well
as
available
borrowing
arrangements.
T.
ROWE
PRICE
Small-Cap
Stock
Fund
61
For the
fund
and
other
T.
Rowe
Price
funds,
the
annual
assessment
incorporated
a
report
related
to
a
fund’s
holdings,
shareholder
and
portfolio
concentration,
any
borrowings
during
the
period,
cash
flow
projections,
and
other
relevant
data
for
the
period
of
April
1,
2022,
through
March
31,
2023.
The
report
described
the
methodology
for
classifying
a
fund’s
investments
(including
any
derivative
transactions)
into
one
of
four
liquidity
categories,
as
well
as
the
percentage
of
a
fund’s
investments
assigned
to
each
category.
It
also
explained
the
methodology
for
establishing
a
fund’s
HLIM
and
noted
that
the
LRC
reviews
the
HLIM
assigned
to
each
fund
no
less
frequently
than
annually.
During the
period
covered
by
the
annual
assessment,
the
LRC
has
concluded,
and
reported
to
the
Board,
that
the
Liquidity
Program
continues
to
operate
adequately
and
effectively
and
is
reasonably
designed
to
assess
and
manage
the
fund’s
liquidity
risk.
LIQUIDITY
RISK
MANAGEMENT
PROGRAM
(continued)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
62
ABOUT
THE
FUND'S
DIRECTORS
AND
OFFICERS
Your
fund
is
overseen
by
a
Board
of
Directors
(Board)
that
meets
regularly
to
review
a
wide
variety
of
matters
affecting
or
potentially
affecting
the
fund,
including
performance,
investment
programs,
compliance
matters,
advisory
fees
and
expenses,
service
providers,
and
business
and
regulatory
affairs.
The
Board
elects
the
fund’s
officers,
who
are
listed
in
the
final
table.
The
directors
who
are
also
employees
or
officers
of
T.
Rowe
Price
are
considered
to
be
“interested”
directors
as
defined
in
Section
2(a)(19)
of
the
1940
Act
because
of
their
relationships
with
T.
Rowe
Price
Associates,
Inc. (T.
Rowe
Price),
and
its
affiliates.
The
business
address
of
each
director
and
officer
is
100
East
Pratt
Street,
Baltimore,
Maryland
21202.
The
Statement
of
Additional
Information
includes
additional
information
about
the
fund
directors
and
is
available
without
charge
by
calling
a
T.
Rowe
Price
representative
at
1-800-638-5660.
INDEPENDENT
DIRECTORS
(
a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Teresa
Bryce
Bazemore
(1959)
2018
[209]
President
and
Chief
Executive
Officer,
Federal
Home
Loan
Bank
of
San
Francisco
(2021
to
present);
Chief
Executive
Officer,
Bazemore
Consulting
LLC
(2018
to
2021);
Director,
Chimera
Investment
Corporation
(2017
to
2021);
Director,
First
Industrial
Realty
Trust
(2020
to
present);
Director,
Federal
Home
Loan
Bank
of
Pittsburgh
(2017
to
2019)
Melody
Bianchetto
(1966)
2023
[209]
Vice
President
for
Finance,
University
of
Virginia
(2015
to
2023)
Bruce
W.
Duncan
(1951)
2013
[209]
President,
Chief
Executive
Officer,
and
Director,
CyrusOne,
Inc.
(2020
to
2021);
Chair
of
the
Board
(2016
to
2020)
and
President
(2009
to
2016),
First
Industrial
Realty
Trust,
owner
and
operator
of
industrial
properties;
Member,
Investment
Company
Institute
Board
of
Governors
(2017
to
2019);
Member,
Independent
Directors
Council
Governing
Board
(2017
to
2019);
Senior
Advisor,
KKR
(2018
to
2022);
Director,
Boston
Properties
(2016
to
present);
Director,
Marriott
International,
Inc.
(2016
to
2020)
Robert
J.
Gerrard,
Jr.
(1952)
2012
[209]
Chair
of
the
Board,
all
funds
(July
2018
to
present)
Paul
F.
McBride
(1956)
2013
[209]
Advisory
Board
Member,
Vizzia
Technologies
(2015
to
present);
Board
Member,
Dunbar
Armored
(2012
to
2018)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
63
INTERESTED 
DIRECTORS
(
a)
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Mark
J.
Parrell
(1966)
2023
[209]
Board
of
Trustees
Member
and
Chief
Executive
Officer
(2019
to
present),
President
(2018
to
present),
Executive
Vice
President
and
Chief
Financial
Officer
(2007
to
2018),
and
Senior
Vice
President
and
Treasurer
(2005
to
2007),
EQR;
Member,
Nareit
Dividends
Through
Diversity,
Equity
&
Inclusion
CEO
Council
and
Chair,
Nareit
2021
Audit
and
Investment
Committee
(2021);
Advisory
Board,
Ross
Business
School
at
University
of
Michigan
(2015
to
2016);
Member,
National
Multifamily
Housing
Council
and
served
as
Chair
of
the
Finance
Committee
(2015
to
2016);
Member,
Economic
Club
of
Chicago;
Director,
Brookdale
Senior
Living,
Inc.
(2015
to
2017);
Director,
Aviv
REIT,
Inc.
(2013
to
2015);
Director,
Real
Estate
Roundtable
and
the
2022
Executive
Board
Nareit;
Board
of
Directors
and
Chair
of
the
Finance
Committee,
Greater
Chicago
Food
Depository
Kellye
L.
Walker
(1966)
2021
[209]
Executive
Vice
President
and
Chief
Legal
Officer,
Eastman
Chemical
Company
(April
2020
to
present);
Executive
Vice
President
and
Chief
Legal
Officer,
Huntington
Ingalls
Industries,
Inc.
(January
2015
to
March
2020);
Director,
Lincoln
Electric
Company
(October
2020
to
present)
(a)
All
information
about
the
independent
directors
was
current
as
of
December
31,
2022,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
David
Oestreicher
(1967)
2018
[209]
Director,
Vice
President,
and
Secretary,
T.
Rowe
Price,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Services,
Inc.;
Director
and
Secretary,
T.
Rowe
Price
Investment
Management,
Inc.
(Price
Investment
Management);
Vice
President
and
Secretary,
T.
Rowe
Price
International
(Price
International);
Vice
President,
T.
Rowe
Price
Hong
Kong
(Price
Hong
Kong),
T. Rowe
Price
Japan
(Price
Japan),
and
T.
Rowe
Price
Singapore
(Price
Singapore);
General
Counsel,
Vice
President,
and
Secretary,
T.
Rowe
Price
Group,
Inc.;
Chair
of
the
Board,
Chief
Executive
Officer,
President,
and
Secretary,
T.
Rowe
Price
Trust
Company;
Principal
Executive
Officer
and
Executive
Vice
President,
all
funds
INDEPENDENT
DIRECTORS
(
a)
(CONTINUED)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
64
OFFICERS
Name
(Year
of
Birth)
Year
Elected
[Number
of
T.
Rowe
Price
Portfolios
Overseen]
Principal
Occupation(s)
and
Directorships
of
Public
Companies
and
Other
Investment
Companies
During
the
Past
Five
Years
Eric
L.
Veiel,
CFA
(1972)
2022
[209]
Director
and
Vice
President,
T.
Rowe
Price;
Vice
President,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
Vice
President,
Global
Funds
(a)
All
information
about
the
interested
directors
was
current
as
of
December
31,
2022,
unless
otherwise
indicated,
except
for
the
number
of
portfolios
overseen,
which
is
current
as
of
the
date
of
this
report.
Name
(Year
of
Birth)
Position
Held
With Small-Cap
Stock
Fund 
Principal
Occupation(s) 
Francisco Alonso
(1978)
(a)
President
Vice
President,
Price
Investment
Management,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Armando
(Dino)
Capasso
(1974)
Chief
Compliance
Officer
and
Vice
President
Chief
Compliance
Officer
and
Vice
President,
T.
Rowe
Price
and
Price
Investment
Management;
Vice
President,
T.
Rowe
Price
Group,
Inc.;
formerly,
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
AST
Investment
Services,
Inc.
(ASTIS)
(to
2022);
Chief
Compliance
Officer,
PGIM
Retail
Funds
complex
and
Prudential
Insurance
Funds
(to
2022);
Vice
President
and
Deputy
Chief
Compliance
Officer,
PGIM
Investments
LLC
and
ASTIS
(to
2019)
Alan
S.
Dupski,
CPA
(1982)
Principal
Financial
Officer,
Vice
President,
and
Treasurer
Vice
President,
Price
Investment
Management,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Cheryl
Emory
(1963)
Assistant
Secretary 
Assistant
Vice
President
and
Assistant
Secretary,
T.
Rowe
Price;
Assistant
Secretary,
T.
Rowe
Price
Group,
Inc.,
Price
Investment
Management,
Price
International,
Price
Hong
Kong,
Price
Singapore,
T.
Rowe
Price
Investment
Services,
Inc.,
T.
Rowe
Price
Retirement
Plan
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Christopher
T.
Fortune
(1973)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
INTERESTED 
DIRECTORS
(
a)
(CONTINUED)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
65
Name
(Year
of
Birth)
Position
Held
With Small-Cap
Stock
Fund 
Principal
Occupation(s) 
Cheryl
Hampton,
CPA
(1969)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company;
formerly,
Tax
Director,
Invesco
Ltd.
(to
2021);
Vice
President,
Oppenheimer
Funds,
Inc.
(to
2019)
Daniel
Biros
Hirsch,
CFA
(1985)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Benjamin
Kersse,
CPA
(1989)
Vice
President
Vice
President,
T.
Rowe
Price
and
T.
Rowe
Price
Trust
Company
Paul
J.
Krug,
CPA
(1964)
Vice
President
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Peter
(Matt)
Mahon
(1985)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Robert
J.
Marcotte
(1962)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Rekha
Marda
(1987)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Robert
P.
McDavid
(1972)
Vice
President
Vice
President,
T.
Rowe
Price, Price
Investment
Management, T.
Rowe
Price
Investment
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Curt
J.
Organt,
CFA
(1968)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Simon
Paterson
(1978)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.;
formerly,
Partner,
Senior
Equity
Analyst,
Brown
Advisory
(to
2020)
Fran
M.
Pollack-Matz
(1961)
Vice
President
and
Secretary 
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
T.
Rowe
Price
Investment
Services,
Inc., T.
Rowe
Price
Services,
Inc.,
and
T.
Rowe
Price
Trust
Company
Robert
T.
Quinn
(1972)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Sal
Rais,
M.D.,
CFA
(1983)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.;
formerly,
Research
Analyst,
Rock
Springs
Capital
L.P.
(to
2021);
Senior
Analyst,
Nexthera
Capital
L.P.
(to
2019)
Alexander
P. Roik,
CFA
(1991)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
OFFICERS
(CONTINUED)
T.
ROWE
PRICE
Small-Cap
Stock
Fund
66
(a)
Effective
January
1,
2024,
Mr.
Roik
will
become
the
fund’s
sole
portfolio
manager
and
chair
of
the
fund’s
Investment
Advisory
Committee
when
Mr.
Alonso
steps
down
from
portfolio
management
to
take
on
a
new
role.
Name
(Year
of
Birth)
Position
Held
With Small-Cap
Stock
Fund 
Principal
Occupation(s) 
Stephen
Roseberry,
CFA
(1975)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.;
formerly,
Core
Research
Analyst,
JP
Morgan
Asset
Management
(to
2021)
Richard
Sennett,
CPA
(1970)
Assistant
Treasurer
Vice
President,
T.
Rowe
Price,
T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
J.
David
Wagner,
CFA
(1974)
Vice
President
Vice
President,
Price
Investment
Management, T.
Rowe
Price
Group,
Inc.,
and
T.
Rowe
Price
Trust
Company
Nina
Xu  (1987)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc. 
Ellen
York
(1988)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Yan
Zhang  (1990)
Vice
President
Vice
President,
Price
Investment
Management
and
T.
Rowe
Price
Group,
Inc.;
formerly,
student,
The
University
of
Chicago
Booth
School
of
Business
(to
2019)
Unless
otherwise
noted,
officers
have
been
employees
of
T.
Rowe
Price
or
Price
International
for
at
least
5
years.
OFFICERS
(CONTINUED)
100
East
Pratt
Street
Baltimore,
MD
21202
T.
Rowe
Price
Investment
Services,
Inc.
Call
1-800-225-5132
to
request
a
prospectus
or
summary
prospectus;
each
includes
investment
objectives,
risks,
fees,
expenses,
and
other
information
that
you
should
read
and
consider
carefully
before
investing.
202402-3282488
F65-050
2/24


Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Directors has determined that Mr. Paul F. McBride qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. McBride is considered independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) – (d) Aggregate fees billed for the last two fiscal years for professional services rendered to, or on behalf of, the registrant by the registrant’s principal accountant were as follows:

 

     

       2023      2022  
 

Audit Fees

     $46,733        $41,909  
 

Audit-Related Fees

         -            -  
 

Tax Fees

     6,273        -  
 

All Other Fees

     -        -  

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.

(e)(1) The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.

(2) No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 


(f) Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $1,524,000 and $2,037,000, respectively.

(h) All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

(b) Not applicable.

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. Purchases 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.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 11. Controls and Procedures.

(a)  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)  The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 


Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

 

(a)(1)    

The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.

    (2)    

Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

    (3)    

Written solicitation to repurchase securities issued by closed-end companies: not applicable.

(b)       

A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

 


SIGNATURES

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

T. Rowe Price Small-Cap Stock Fund, Inc.

 

By  

/s/ David Oestreicher

 
  David Oestreicher      
  Principal Executive Officer  
Date    February 16, 2024  

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

 

By  

/s/ David Oestreicher

     
  David Oestreicher  
  Principal Executive Officer  
Date   

February 16, 2024

 

 

By  

/s/ Alan S. Dupski

 
  Alan S. Dupski  
  Principal Financial Officer      
Date   

February 16, 2024

 
 

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

302 CERTIFICATIONS

906 CERTIFICATIONS

CODE OF ETHICS