Vanguard Windsor Funds
07/01/2026 | Press release | Distributed by Public on 07/01/2026 07:47
Semi-Annual Report by Investment Company (Form N-CSRS)
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: 811-00834
| Name of Registrant: | Vanguard Windsor Funds |
| Address of Registrant: | P.O. Box 2600 |
Valley Forge, PA 19482
| Name and address of agent for service: | Natalie Lamarque, Esquire |
P.O. Box 876
Valley Forge, PA 19482
Registrant's telephone number, including area code: (610) 669-1000
Date of fiscal year end: October 31
Date of reporting period: November 1, 2025-April 30, 2026
Item 1: Reports to Shareholders.
TABLE OF CONTENTS
|
Windsor™ Fund |
|
|
Windsor™ Fund |
|
|
Windsor™ II Fund |
|
|
Windsor™ II Fund |
|
Vanguard Windsor™ Fund
Investor Shares (VWNDX)
Semi-Annual Shareholder Report | April 30, 2026
This semi-annual shareholder report contains important information about Vanguard Windsor™ Fund (the "Fund") for the period of November 1, 2025, to April 30, 2026. You can find additional information about the Fund at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature. You can also request this information by contacting us at 800-662-7447. The report describes changes to the Fund that occurred during the reporting period.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
Table Summary
|
Share Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Investor Shares
|
$15
|
0.29%Footnote Reference1
|
| Footnote | Description |
|
Footnote1
|
Annualized. |
Fund Statistics (as of April 30, 2026)
Table Summary
|
Fund Net Assets (in millions)
|
$24,245
|
|
Number of Portfolio Holdings
|
141
|
|
Portfolio Turnover Rate
|
27%
|
Portfolio Composition % of Net Assets (as of April 30, 2026)
Table Summary
|
Communication Services
|
4.5%
|
|
Consumer Discretionary
|
9.2%
|
|
Consumer Staples
|
6.4%
|
|
Energy
|
7.2%
|
|
Financials
|
20.2%
|
|
Health Care
|
15.6%
|
|
Industrials
|
11.4%
|
|
Information Technology
|
12.6%
|
|
Materials
|
4.7%
|
|
Real Estate
|
3.3%
|
|
Utilities
|
2.4%
|
|
Other Assets and Liabilities-Net
|
2.5%
|
This table reflects the Fund's investments, including short-term investments, derivatives and other assets and liabilities.
How has the Fund changed?
Effective January 12, 2026, The Vanguard Group, Inc. exercises portfolio management responsibilities through its wholly-owned subsidiaries, Vanguard Capital Management, LLC and Vanguard Portfolio Management, LLC.
This is a summary of certain changes to the Fund since October 31, 2025. For more complete information, you may review the Fund's prospectus, at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature or upon request at 800-662-7447.
Where can I find additional information about the Fund?
Additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information is available at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature.
Connect with Vanguard® • vanguard.com
Fund Information • 800-662-7447
Direct Investor Account Services • 800-662-2739
Text Telephone for People Who Are Deaf or Hard of Hearing •
800-749-7273
© 2026 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
SR22
Vanguard Windsor™ Fund
Admiral™ Shares (VWNEX)
Semi-Annual Shareholder Report | April 30, 2026
This semi-annual shareholder report contains important information about Vanguard Windsor™ Fund (the "Fund") for the period of November 1, 2025, to April 30, 2026. You can find additional information about the Fund at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature. You can also request this information by contacting us at 800-662-7447. The report describes changes to the Fund that occurred during the reporting period.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
Table Summary
|
Share Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Admiral Shares
|
$9
|
0.18%Footnote Reference1
|
| Footnote | Description |
|
Footnote1
|
Annualized. |
Fund Statistics (as of April 30, 2026)
Table Summary
|
Fund Net Assets (in millions)
|
$24,245
|
|
Number of Portfolio Holdings
|
141
|
|
Portfolio Turnover Rate
|
27%
|
Portfolio Composition % of Net Assets (as of April 30, 2026)
Table Summary
|
Communication Services
|
4.5%
|
|
Consumer Discretionary
|
9.2%
|
|
Consumer Staples
|
6.4%
|
|
Energy
|
7.2%
|
|
Financials
|
20.2%
|
|
Health Care
|
15.6%
|
|
Industrials
|
11.4%
|
|
Information Technology
|
12.6%
|
|
Materials
|
4.7%
|
|
Real Estate
|
3.3%
|
|
Utilities
|
2.4%
|
|
Other Assets and Liabilities-Net
|
2.5%
|
This table reflects the Fund's investments, including short-term investments, derivatives and other assets and liabilities.
How has the Fund changed?
Effective January 12, 2026, The Vanguard Group, Inc. exercises portfolio management responsibilities through its wholly-owned subsidiaries, Vanguard Capital Management, LLC and Vanguard Portfolio Management, LLC.
This is a summary of certain changes to the Fund since October 31, 2025. For more complete information, you may review the Fund's prospectus, at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature or upon request at 800-662-7447.
Where can I find additional information about the Fund?
Additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information is available at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature.
Connect with Vanguard® • vanguard.com
Fund Information • 800-662-7447
Direct Investor Account Services • 800-662-2739
Text Telephone for People Who Are Deaf or Hard of Hearing •
800-749-7273
© 2026 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
SR5022
Vanguard Windsor™ II Fund
Investor Shares (VWNFX)
Semi-Annual Shareholder Report | April 30, 2026
This semi-annual shareholder report contains important information about Vanguard Windsor™ II Fund (the "Fund") for the period of November 1, 2025, to April 30, 2026. You can find additional information about the Fund at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature. You can also request this information by contacting us at 800-662-7447. The report describes changes to the Fund that occurred during the reporting period.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
Table Summary
|
Share Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Investor Shares
|
$17
|
0.33%Footnote Reference1
|
| Footnote | Description |
|
Footnote1
|
Annualized. |
Fund Statistics (as of April 30, 2026)
Table Summary
|
Fund Net Assets (in millions)
|
$64,938
|
|
Number of Portfolio Holdings
|
181
|
|
Portfolio Turnover Rate
|
35%
|
Portfolio Composition % of Net Assets (as of April 30, 2026)
Table Summary
|
Communication Services
|
8.7%
|
|
Consumer Discretionary
|
7.5%
|
|
Consumer Staples
|
5.4%
|
|
Energy
|
6.0%
|
|
Financials
|
19.5%
|
|
Health Care
|
12.5%
|
|
Industrials
|
10.2%
|
|
Information Technology
|
19.3%
|
|
Materials
|
4.4%
|
|
Other
|
0.4%
|
|
Real Estate
|
0.5%
|
|
Utilities
|
2.1%
|
|
Other Assets and Liabilities-Net
|
3.5%
|
This table reflects the Fund's investments, including short-term investments, derivatives and other assets and liabilities.
How has the Fund changed?
Effective January 12, 2026, The Vanguard Group, Inc. exercises portfolio management responsibilities through its wholly-owned subsidiaries, Vanguard Capital Management, LLC and Vanguard Portfolio Management, LLC.
This is a summary of certain changes to the Fund since October 31, 2025. For more complete information, you may review the Fund's prospectus, at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature or upon request at 800-662-7447.
Where can I find additional information about the Fund?
Additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information is available at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature.
Connect with Vanguard® • vanguard.com
Fund Information • 800-662-7447
Direct Investor Account Services • 800-662-2739
Text Telephone for People Who Are Deaf or Hard of Hearing •
800-749-7273
© 2026 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
SR73
Vanguard Windsor™ II Fund
Admiral™ Shares (VWNAX)
Semi-Annual Shareholder Report | April 30, 2026
This semi-annual shareholder report contains important information about Vanguard Windsor™ II Fund (the "Fund") for the period of November 1, 2025, to April 30, 2026. You can find additional information about the Fund at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature. You can also request this information by contacting us at 800-662-7447. The report describes changes to the Fund that occurred during the reporting period.
What were the Fund costs for the last six months?
(based on a hypothetical $10,000 investment)
Table Summary
|
Share Class Name
|
Costs of a $10,000 investment
|
Costs paid as a percentage of a $10,000 investment
|
|
Admiral Shares
|
$12
|
0.24%Footnote Reference1
|
| Footnote | Description |
|
Footnote1
|
Annualized. |
Fund Statistics (as of April 30, 2026)
Table Summary
|
Fund Net Assets (in millions)
|
$64,938
|
|
Number of Portfolio Holdings
|
181
|
|
Portfolio Turnover Rate
|
35%
|
Portfolio Composition % of Net Assets (as of April 30, 2026)
Table Summary
|
Communication Services
|
8.7%
|
|
Consumer Discretionary
|
7.5%
|
|
Consumer Staples
|
5.4%
|
|
Energy
|
6.0%
|
|
Financials
|
19.5%
|
|
Health Care
|
12.5%
|
|
Industrials
|
10.2%
|
|
Information Technology
|
19.3%
|
|
Materials
|
4.4%
|
|
Other
|
0.4%
|
|
Real Estate
|
0.5%
|
|
Utilities
|
2.1%
|
|
Other Assets and Liabilities-Net
|
3.5%
|
This table reflects the Fund's investments, including short-term investments, derivatives and other assets and liabilities.
How has the Fund changed?
Effective January 12, 2026, The Vanguard Group, Inc. exercises portfolio management responsibilities through its wholly-owned subsidiaries, Vanguard Capital Management, LLC and Vanguard Portfolio Management, LLC.
This is a summary of certain changes to the Fund since October 31, 2025. For more complete information, you may review the Fund's prospectus, at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature or upon request at 800-662-7447.
Where can I find additional information about the Fund?
Additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information is available at https://personal1.vanguard.com/ngf-next-gen-form-webapp/fund-literature.
Connect with Vanguard® • vanguard.com
Fund Information • 800-662-7447
Direct Investor Account Services • 800-662-2739
Text Telephone for People Who Are Deaf or Hard of Hearing •
800-749-7273
© 2026 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
SR573
Item 2: Code of Ethics.
Not applicable.
Item 3: Audit Committee Financial Expert.
Not applicable.
Item 4: Principal Accountant Fees and Services.
Not applicable.
Item 5: Audit Committee of Listed Registrants.
Not applicable.
Item 6: Investments.
Not applicable. The complete schedule of investments is included in the financial statements filed under Item 7 of this Form.
Item 7: Financial Statements and Financial Highlights for Open-End Management Investment Companies.
Financial Statements
For the six-months ended April 30, 2026
Vanguard Windsor™ Fund
Contents
|
Financial Statements
|
1 |
Windsor Fund
Financial Statements (unaudited)
Schedule of Investments
As of April 30, 2026
The fund files its 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 Form N-PORT reports are available on the SEC's website at www.sec.gov.
| Shares |
Market Value• ($000) |
||
| Common Stocks (97.5%) | |||
| Communication Services (4.5%) | |||
| Alphabet Inc. Class A | 1,463,535 | 563,168 | |
| Walt Disney Co. | 2,590,029 | 268,716 | |
| *,1 | EchoStar Corp. Class A | 1,361,483 | 167,653 |
| *,1 | Live Nation Entertainment Inc. | 534,335 | 84,393 |
| 1,083,930 | |||
| Consumer Discretionary (9.2%) | |||
| * | Amazon.com Inc. | 2,191,471 | 580,871 |
| Dick's Sporting Goods Inc. | 1,191,870 | 270,459 | |
| Magna International Inc. | 4,070,183 | 259,149 | |
| * | Airbnb Inc. Class A | 1,455,068 | 204,233 |
| Hyatt Hotels Corp. Class A | 1,031,473 | 172,844 | |
| Lear Corp. | 1,334,702 | 169,681 | |
| Pool Corp. | 503,601 | 107,428 | |
| * | Mohawk Industries Inc. | 1,005,564 | 106,147 |
| NIKE Inc. Class B | 2,232,622 | 99,039 | |
| PVH Corp. | 1,007,007 | 92,081 | |
| * | Flutter Entertainment plc | 547,073 | 59,046 |
| Genuine Parts Co. | 487,041 | 52,225 | |
| Newell Brands Inc. | 11,866,202 | 48,414 | |
| 2,221,617 | |||
| Consumer Staples (6.4%) | |||
| Tyson Foods Inc. Class A | 7,310,667 | 468,394 | |
| Constellation Brands Inc. Class A | 1,426,264 | 223,324 | |
| Kroger Co. | 3,000,325 | 204,232 | |
| Unilever plc | 3,129,478 | 182,496 | |
| Dollar General Corp. | 1,474,332 | 170,846 | |
| Keurig Dr Pepper Inc. | 5,743,163 | 168,849 | |
| Archer-Daniels-Midland Co. | 1,259,406 | 93,876 | |
| Target Corp. | 324,560 | 42,112 | |
| 1,554,129 | |||
| Energy (7.2%) | |||
| SLB Ltd. | 6,477,423 | 368,436 | |
| Canadian Natural Resources Ltd. | 4,747,527 | 226,409 | |
| Exxon Mobil Corp. | 1,383,073 | 213,450 | |
| ConocoPhillips | 1,659,732 | 208,761 | |
| Valero Energy Corp. | 691,468 | 174,651 | |
| Shell plc ADR | 1,818,425 | 164,877 | |
| Halliburton Co. | 3,571,487 | 151,074 | |
| Williams Cos. Inc. | 1,933,354 | 147,534 | |
| NOV Inc. | 4,383,136 | 89,679 | |
| 1,744,871 | |||
| Financials (20.2%) | |||
| Morgan Stanley | 2,050,908 | 390,882 | |
| Wells Fargo & Co. | 4,446,906 | 365,669 | |
| Chubb Ltd. | 1,116,092 | 364,962 | |
| MetLife Inc. | 4,306,887 | 344,982 | |
| Raymond James Financial Inc. | 1,866,428 | 295,493 | |
| M&T Bank Corp. | 1,217,990 | 266,289 | |
| Voya Financial Inc. | 3,092,678 | 253,476 | |
| KKR & Co. Inc. | 2,420,132 | 252,517 | |
| Citigroup Inc. (XNYS) | 1,914,502 | 245,018 | |
| Bank of America Corp. (XNYS) | 3,970,704 | 212,274 | |
| Ally Financial Inc. | 4,565,283 | 202,653 | |
| Capital One Financial Corp. | 999,687 | 191,240 | |
| Corebridge Financial Inc. | 6,780,436 | 186,733 | |
| Tradeweb Markets Inc. Class A | 1,642,408 | 186,003 | |
| Global Payments Inc. (XNYS) | 2,576,323 | 185,392 | |
| Pinnacle Financial Partners Inc. | 1,725,753 | 170,746 | |
1
Windsor Fund
| Shares |
Market Value• ($000) |
||
| Equitable Holdings Inc. | 3,558,737 | 150,179 | |
| KeyCorp. | 6,508,056 | 143,893 | |
| Everest Group Ltd. | 396,080 | 141,305 | |
| * | UBS Group AG (Registered) | 3,058,542 | 134,270 |
| Morningstar Inc. | 689,404 | 116,309 | |
| JPMorgan Chase & Co. (XNYS) | 264,697 | 82,911 | |
| American International Group Inc. | 381,925 | 28,568 | |
| 4,911,764 | |||
| Health Care (15.6%) | |||
| Merck & Co. Inc. | 3,273,416 | 357,392 | |
| UnitedHealth Group Inc. | 693,310 | 256,857 | |
| CVS Health Corp. | 3,078,656 | 256,421 | |
| Humana Inc. | 1,004,979 | 237,617 | |
| Bristol-Myers Squibb Co. | 3,246,818 | 196,725 | |
| AstraZeneca plc ADR | 1,042,683 | 195,367 | |
| 1 | Fresenius Medical Care AG ADR | 8,204,589 | 185,178 |
| Baxter International Inc. | 10,439,598 | 183,528 | |
| Agilent Technologies Inc. | 1,569,963 | 181,409 | |
| Haleon plc | 34,494,301 | 159,290 | |
| STERIS plc | 730,605 | 158,454 | |
| * | ICON plc | 1,197,412 | 141,690 |
| * | Waters Corp. | 456,455 | 141,150 |
| * | Cooper Cos. Inc. | 2,122,222 | 133,488 |
| Becton Dickinson & Co. | 856,532 | 127,658 | |
| Cardinal Health Inc. | 650,000 | 125,372 | |
| HCA Healthcare Inc. | 279,086 | 121,249 | |
| Medtronic plc | 1,335,228 | 108,113 | |
| Pfizer Inc. | 4,032,291 | 107,662 | |
| * | Charles River Laboratories International Inc. | 572,647 | 95,615 |
| Cigna Group | 298,096 | 86,621 | |
| Elevance Health Inc. (XNYS) | 182,971 | 68,874 | |
| * | Centene Corp. | 1,243,834 | 66,781 |
| Johnson & Johnson | 179,228 | 41,196 | |
| * | Jazz Pharmaceuticals plc | 201,598 | 40,928 |
| 3,774,635 | |||
| Industrials (11.4%) | |||
| Dover Corp. | 1,177,656 | 266,633 | |
| Emerson Electric Co. | 1,822,098 | 255,895 | |
| * | Boeing Co. | 1,074,930 | 246,191 |
| Northrop Grumman Corp. | 391,024 | 226,591 | |
| Deere & Co. | 369,414 | 217,906 | |
| PACCAR Inc. | 1,818,029 | 215,982 | |
| Canadian National Railway Co. | 1,633,632 | 183,179 | |
| * | CACI International Inc. Class A | 324,745 | 168,718 |
| TransUnion | 2,314,657 | 164,341 | |
| * | Builders FirstSource Inc. | 1,954,612 | 154,590 |
| Techtronic Industries Co. Ltd. | 10,451,122 | 151,538 | |
| SS&C Technologies Holdings Inc. | 2,154,735 | 149,323 | |
| Delta Air Lines Inc. | 2,040,993 | 138,767 | |
| Westinghouse Air Brake Technologies Corp. | 320,930 | 86,616 | |
| Booz Allen Hamilton Holding Corp. | 915,129 | 71,170 | |
| Leidos Holdings Inc. | 217,446 | 32,447 | |
| General Dynamics Corp. | 93,145 | 32,070 | |
| 2,761,957 | |||
| Information Technology (12.6%) | |||
| Microsoft Corp. | 883,235 | 360,166 | |
| ASML Holding NV GDR (Registered) | 224,082 | 322,452 | |
| NXP Semiconductors NV | 879,169 | 258,115 | |
| Skyworks Solutions Inc. | 3,531,364 | 247,796 | |
| NVIDIA Corp. | 1,112,597 | 222,041 | |
| * | Dynatrace Inc. | 5,055,118 | 183,046 |
| * | Advanced Micro Devices Inc. | 512,734 | 181,759 |
| CDW Corp. | 1,240,248 | 169,802 | |
| Cognizant Technology Solutions Corp. Class A | 2,865,915 | 151,607 | |
| Roper Technologies Inc. | 399,987 | 141,919 | |
| Amdocs Ltd. | 2,187,448 | 141,462 | |
| * | MongoDB Inc. | 459,094 | 115,155 |
| * | MACOM Technology Solutions Holdings Inc. | 386,399 | 108,814 |
| Accenture plc Class A | 495,508 | 88,552 | |
2
Windsor Fund
| Shares |
Market Value• ($000) |
||
| * | Okta Inc. | 1,176,080 | 86,618 |
| * | Snowflake Inc. | 622,538 | 84,958 |
| * | Zscaler Inc. | 581,253 | 75,958 |
| Cisco Systems Inc. | 475,542 | 43,512 | |
| Broadcom Inc. | 97,130 | 40,545 | |
| TE Connectivity plc | 164,153 | 34,745 | |
| 3,059,022 | |||
| Materials (4.7%) | |||
| PPG Industries Inc. | 2,812,790 | 305,188 | |
| Reliance Inc. | 762,437 | 276,383 | |
| * | James Hardie Industries plc | 10,685,164 | 224,282 |
| Shin-Etsu Chemical Co. Ltd. | 3,616,800 | 166,525 | |
| Nutrien Ltd. | 1,440,874 | 109,506 | |
| Dow Inc. | 1,660,949 | 67,252 | |
| 1,149,136 | |||
| Real Estate (3.3%) | |||
| Prologis Inc. | 1,903,578 | 270,346 | |
| Equinix Inc. | 200,628 | 217,246 | |
| UDR Inc. | 3,773,703 | 137,137 | |
| AvalonBay Communities Inc. | 715,956 | 131,020 | |
| * | CBRE Group Inc. Class A | 264,662 | 37,775 |
| 793,524 | |||
| Utilities (2.4%) | |||
| Sempra | 2,698,895 | 256,719 | |
| Exelon Corp. | 3,657,627 | 168,214 | |
| Eversource Energy | 2,098,274 | 148,348 | |
| 573,281 | |||
| Total Common Stocks (Cost $19,160,131) | 23,627,866 | ||
| Temporary Cash Investments (2.5%) | |||
| Money Market Fund (1.8%) | |||
| 2,3 | Vanguard Market Liquidity Fund, 3.685% | 4,336,792 | 433,636 |
|
Face Amount ($000) |
|||
| Repurchase Agreements (0.7%) | |||
|
Bank of America Securities, LLC 3.650%, 5/1/2026 (Dated 4/30/2026, Repurchase Value $32,703, collateralized by U.S. Government Agency Obligations 1.500%-7.000%, 8/1/2026-4/20/2056, with a value of $33,354) |
32,700 | 32,700 | |
|
Bank of America Securities, LLC 3.660%, 5/1/2026 (Dated 4/30/2026, Repurchase Value $40,004, collateralized by U.S. Government Agency Obligations 5.000%-6.500%, 11/1/2054-4/1/2055, with a value of $40,800) |
40,000 | 40,000 | |
|
Bank of America Securities, LLC 3.650%, 5/1/2026 (Dated 4/30/2026, Repurchase Value $40,004, collateralized by U.S. Treasury Obligations 1.375%-4.750%, 8/31/2032-8/15/2050, with a value of $40,800) |
40,000 | 40,000 | |
|
JP Morgan Securities, LLC 3.640%, 5/1/2026 (Dated 4/30/2026, Repurchase Value $30,003, collateralized by U.S. Treasury Obligations 0.750%, 5/31/2026, with a value of $30,600) |
30,000 | 30,000 | |
|
Nomura International plc 3.640%, 5/1/2026 (Dated 4/30/2026, Repurchase Value $30,003, collateralized by U.S. Treasury Obligations 0.375%-4.125%, 8/15/2026-9/30/2029, with a value of $30,600) |
30,000 | 30,000 | |
| 172,700 | |||
| Total Temporary Cash Investments (Cost $606,294) | 606,336 | ||
| Total Investments (100.0%) (Cost $19,766,425) | 24,234,202 | ||
| Other Assets and Liabilities-Net (0.0%) | 10,825 | ||
| Net Assets (100%) | 24,245,027 | ||
| Cost is in $000. | |||
| • | See Note A in Notes to Financial Statements. |
| * | Non-income-producing security. |
| 1 | Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $22,309. |
| 2 | Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield. |
| 3 | Collateral of $22,419 was received for securities on loan. |
| ADR-American Depositary Receipt. | |
| GDR-Global Depositary Receipt. |
3
Windsor Fund
Derivative Financial Instruments Outstanding as of Period End
| Futures Contracts | ||||
| ($000) | ||||
| Expiration |
Number of Long (Short) Contracts |
Notional Amount |
Value and Unrealized Appreciation (Depreciation) |
|
| Long Futures Contracts | ||||
| E-mini S&P 500 Index | June 2026 | 467 | 169,142 | 6,014 |
| E-mini S&P Mid-Cap 400 Index | June 2026 | 116 | 42,354 | 881 |
| 6,895 | ||||
See accompanying Notes, which are an integral part of the Financial Statements.
4
Windsor Fund
Statement of Assets and Liabilities
As of April 30, 2026
| ($000s, except shares and per-share amounts) | Amount |
| Assets | |
| Investments in Securities, at Value1 | |
| Unaffiliated Issuers (Cost $19,332,831) | 23,800,566 |
| Affiliated Issuers (Cost $433,594) | 433,636 |
| Total Investments in Securities | 24,234,202 |
| Investment in Vanguard | 548 |
| Cash | 25 |
| Cash Collateral Pledged-Futures Contracts | 14,134 |
| Receivables for Investment Securities Sold | 7,241 |
| Receivables for Accrued Income | 19,413 |
| Receivables for Capital Shares Issued | 1,787 |
| Variation Margin Receivable-Futures Contracts | 2,552 |
| Total Assets | 24,279,902 |
| Liabilities | |
| Foreign Currency Due to Custodian, at Value (Proceeds $4) | 4 |
| Payables for Investment Securities Purchased | 1,236 |
| Collateral for Securities on Loan | 22,419 |
| Payables to Investment Advisor | 3,403 |
| Payables for Capital Shares Redeemed | 6,410 |
| Payables to Vanguard | 1,403 |
| Total Liabilities | 34,875 |
| Net Assets | 24,245,027 |
| 1 Includes $22,309 of securities on loan. | |
| At April 30, 2026, net assets consisted of: | |
| Paid-in Capital | 18,095,862 |
| Total Distributable Earnings (Loss) | 6,149,165 |
| Net Assets | 24,245,027 |
| Investor Shares-Net Assets | |
|
Applicable to 211,187,278 outstanding $.001 par value shares of beneficial interest (unlimited authorization) |
4,875,763 |
| Net Asset Value Per Share-Investor Shares | $23.09 |
| Admiral™ Shares-Net Assets | |
|
Applicable to 248,827,205 outstanding $.001 par value shares of beneficial interest (unlimited authorization) |
19,369,264 |
| Net Asset Value Per Share-Admiral Shares | $77.84 |
See accompanying Notes, which are an integral part of the Financial Statements.
5
Windsor Fund
Statement of Operations
|
Six Months Ended April 30, 2026 |
|
| ($000) | |
| Investment Income | |
| Income | |
| Dividends1 | 222,110 |
| Interest2 | 11,106 |
| Securities Lending-Net | 241 |
| Total Income | 233,457 |
| Expenses | |
| Investment Advisory Fees-Note B | |
| Basic Fee | 14,985 |
| Performance Adjustment | (8,027) |
| The Vanguard Group-Note C | |
| Management and Administrative-Investor Shares | 5,306 |
| Management and Administrative-Admiral Shares | 10,916 |
| Marketing and Distribution-Investor Shares | 114 |
| Marketing and Distribution-Admiral Shares | 302 |
| Custodian Fees | 77 |
| Shareholders' Reports-Investor Shares | 50 |
| Shareholders' Reports-Admiral Shares | 41 |
| Trustees' Fees and Expenses | 6 |
| Other Expenses | 71 |
| Total Expenses | 23,841 |
| Expenses Paid Indirectly | (24) |
| Net Expenses | 23,817 |
| Net Investment Income | 209,640 |
| Realized Net Gain (Loss) | |
| Investment Securities Sold2 | 1,645,156 |
| Futures Contracts | (3,067) |
| Foreign Currencies | 421 |
| Realized Net Gain (Loss) | 1,642,510 |
| Change in Unrealized Appreciation (Depreciation) | |
| Investment Securities2 | 327,018 |
| Futures Contracts | 5,229 |
| Foreign Currencies | 168 |
| Change in Unrealized Appreciation (Depreciation) | 332,415 |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 2,184,565 |
| 1 | Dividends are net of foreign withholding taxes of $2,631. |
| 2 | Interest income, realized net gain (loss), and change in unrealized appreciation (depreciation) from an affiliated company of the fund were $6,556, ($11), and ($20), respectively. Purchases and sales are for temporary cash investment purposes. |
See accompanying Notes, which are an integral part of the Financial Statements.
6
Windsor Fund
Statement of Changes in Net Assets
|
Six Months Ended April 30, 2026 |
Year Ended October 31, 2025 |
||
| ($000) | ($000) | ||
| Increase (Decrease) in Net Assets | |||
| Operations | |||
| Net Investment Income | 209,640 | 497,828 | |
| Realized Net Gain (Loss) | 1,642,510 | 1,434,801 | |
| Change in Unrealized Appreciation (Depreciation) | 332,415 | (69,073) | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 2,184,565 | 1,863,556 | |
| Distributions | |||
| Investor Shares | (311,372) | (561,695) | |
| Admiral Shares | (1,231,445) | (2,191,775) | |
| Total Distributions | (1,542,817) | (2,753,470) | |
| Capital Share Transactions | |||
| Investor Shares | (263,059) | 127,894 | |
| Admiral Shares | 107,998 | (269,725) | |
| Net Increase (Decrease) from Capital Share Transactions | (155,061) | (141,831) | |
| Total Increase (Decrease) | 486,687 | (1,031,745) | |
| Net Assets | |||
| Beginning of Period | 23,758,340 | 24,790,085 | |
| End of Period | 24,245,027 | 23,758,340 | |
See accompanying Notes, which are an integral part of the Financial Statements.
7
Windsor Fund
Financial Highlights
| Investor Shares | ||||||
|
For a Share Outstanding Throughout Each Period |
Six Months Ended April 30, 2026 |
Year Ended October 31, | ||||
| 2025 | 2024 | 2023 | 2022 | 2021 | ||
| Net Asset Value, Beginning of Period | $22.52 | $23.48 | $20.22 | $22.74 | $26.24 | $18.55 |
| Investment Operations | ||||||
| Net Investment Income1 | .187 | .435 | .468 | .371 | .359 | .356 |
| Net Realized and Unrealized Gain (Loss) on Investments | 1.861 | 1.223 | 4.632 | .236 | (1.131) | 9.122 |
| Total from Investment Operations | 2.048 | 1.658 | 5.100 | .607 | (.772) | 9.478 |
| Distributions | ||||||
| Dividends from Net Investment Income | (.212) | (.460) | (.478) | (.358) | (.330) | (.411) |
| Distributions from Realized Capital Gains | (1.266) | (2.158) | (1.362) | (2.769) | (2.398) | (1.377) |
| Total Distributions | (1.478) | (2.618) | (1.840) | (3.127) | (2.728) | (1.788) |
| Net Asset Value, End of Period | $23.09 | $22.52 | $23.48 | $20.22 | $22.74 | $26.24 |
| Total Return2 | 9.46% | 8.10% | 26.17% | 2.99% | -2.97% | 53.49% |
| Ratios/Supplemental Data | ||||||
| Net Assets, End of Period (Millions) | $4,876 | $5,012 | $5,063 | $4,506 | $4,796 | $5,728 |
| Ratio of Total Expenses to Average Net Assets3 | 0.29%4 | 0.29%4 | 0.36%5 | 0.42%5 | 0.38%5 | 0.30% |
| Ratio of Net Investment Income to Average Net Assets | 1.68% | 2.00% | 2.10% | 1.74% | 1.51% | 1.49% |
| Portfolio Turnover Rate | 27% | 45% | 43% | 42% | 43% | 33% |
| The expense ratio and net investment income ratio for the current period have been annualized. | ||||||
| 1 | Calculated based on average shares outstanding. |
| 2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
| 3 | Includes performance-based investment advisory fee increases (decreases) of (0.07%), (0.06%), 0.01%, 0.07%, 0.03%, and (0.05%). |
| 4 | The ratio of expenses to average net assets for the period net of reduction from broker commission abatement arrangements was 0.29%. |
| 5 | The ratio of expenses to average net assets for the period net of reduction from custody fee offset and broker commission abatement arrangements was 0.36%, 0.42%, and 0.38% respectively. |
See accompanying Notes, which are an integral part of the Financial Statements.
8
Windsor Fund
Financial Highlights
| Admiral Shares | ||||||
|
For a Share Outstanding Throughout Each Period |
Six Months Ended April 30, 2026 |
Year Ended October 31, | ||||
| 2025 | 2024 | 2023 | 2022 | 2021 | ||
| Net Asset Value, Beginning of Period | $75.92 | $79.18 | $68.17 | $76.67 | $88.50 | $62.58 |
| Investment Operations | ||||||
| Net Investment Income1 | .671 | 1.549 | 1.651 | 1.323 | 1.281 | 1.278 |
| Net Realized and Unrealized Gain (Loss) on Investments | 6.275 | 4.096 | 15.642 | .794 | (3.820) | 30.747 |
| Total from Investment Operations | 6.946 | 5.645 | 17.293 | 2.117 | (2.539) | 32.025 |
| Distributions | ||||||
| Dividends from Net Investment Income | (.757) | (1.627) | (1.688) | (1.281) | (1.203) | (1.460) |
| Distributions from Realized Capital Gains | (4.269) | (7.278) | (4.595) | (9.336) | (8.088) | (4.645) |
| Total Distributions | (5.026) | (8.905) | (6.283) | (10.617) | (9.291) | (6.105) |
| Net Asset Value, End of Period | $77.84 | $75.92 | $79.18 | $68.17 | $76.67 | $88.50 |
| Total Return2 | 9.52% | 8.19% | 26.33% | 3.08% | -2.89% | 53.60% |
| Ratios/Supplemental Data | ||||||
| Net Assets, End of Period (Millions) | $19,369 | $18,746 | $19,727 | $16,721 | $17,300 | $18,541 |
| Ratio of Total Expenses to Average Net Assets3 | 0.18%4 | 0.18%4 | 0.26%5 | 0.32%5 | 0.28%5 | 0.20% |
| Ratio of Net Investment Income to Average Net Assets | 1.79% | 2.11% | 2.20% | 1.84% | 1.61% | 1.58% |
| Portfolio Turnover Rate | 27% | 45% | 43% | 42% | 43% | 33% |
| The expense ratio and net investment income ratio for the current period have been annualized. | ||||||
| 1 | Calculated based on average shares outstanding. |
| 2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
| 3 | Includes performance-based investment advisory fee increases (decreases) of (0.07%), (0.06%), 0.01%, 0.07%, 0.03%, and (0.05%). |
| 4 | The ratio of expenses to average net assets for the period net of reduction from broker commission abatement arrangements was 0.18%. |
| 5 | The ratio of expenses to average net assets for the period net of reduction from custody fee offset and broker commission abatement arrangements was 0.26%, 0.32%, and 0.28% respectively. |
See accompanying Notes, which are an integral part of the Financial Statements.
9
Windsor Fund
Notes to Financial Statements
Vanguard Windsor Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers two classes of shares: Investor Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors.
| A. | The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements. |
1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities' primary markets, are valued by methods deemed by the valuation designee to represent fair value and subject to oversight by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value. Other temporary cash investments are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services.
2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses)..
an independent third party as of the undefined pricing time on th
3. Repurchase Agreements: The fund enters into repurchase agreements with institutional counterparties. Securities pledged as collateral to the fund under repurchase agreements are held by a custodian bank until the agreements mature, and in the absence of a default, such collateral cannot be repledged, resold, or rehypothecated. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal. The fund further mitigates its counterparty risk by entering into repurchase agreements only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master repurchase agreements with its counterparties. The master repurchase agreements provide that, in the event of a counterparty's default (including bankruptcy), the fund may terminate any repurchase agreements with that counterparty, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund. Such action may be subject to legal proceedings, which may delay or limit the disposition of collateral.
4. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund's performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any securities pledged as initial margin for open contracts are noted in the Schedule of Investments.
Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Assets and Liabilities. Fluctuations in the value of the contracts are recorded in the Statement of Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses) on futures contracts.
During the six months ended April 30, 2026, the fund's average investments in long and short futures contracts represented 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.
5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute virtually all of its taxable income. The fund's tax returns are open 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. Management has analyzed the fund's tax positions taken for all open federal and state income tax years, and has concluded that no provision for income tax is required in the fund's financial statements.
6. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis at the fiscal year-end and may differ from net investment income and realized capital gains for financial reporting purposes.
7. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the
10
Windsor Fund
event of a counterparty's default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Assets and Liabilities for the return of the collateral, during the period the securities are on loan. Collateral investments in Vanguard Market Liquidity Fund are subject to market appreciation or depreciation. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.
8. Credit Facilities and Interfund Lending Program: The fund and certain other funds managed by The Vanguard Group ("Vanguard") participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement and an uncommitted credit facility provided by Vanguard. Both facilities may be renewed annually. Each fund is individually liable for its borrowings, if any, under the credit facilities. Borrowings may be utilized for temporary or emergency purposes and are subject to the fund's regulatory and contractual borrowing restrictions. With respect to the committed credit facility, the participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn committed amount of the facility, which are allocated to the funds based on a method approved by the fund's board of trustees and included in Management and Administrative expenses on the fund's Statement of Operations. Any borrowings under either facility bear interest at the higher of the effective federal funds rate, the overnight bank funding rate, or the Daily Simple Secured Overnight Financing Rate. However, borrowings under the uncommitted credit facility may bear interest based upon an alternate rate agreed to by the fund and Vanguard.
In accordance with an exemptive order (the "Order") from the SEC, the fund may participate in a joint lending and borrowing program that allows registered open-end Vanguard funds to borrow money from and lend money to each other for temporary or emergency purposes (the "Interfund Lending Program"), subject to compliance with the terms and conditions of the Order, and to the extent permitted by the fund's investment objective and investment policies. Interfund loans and borrowings normally extend overnight but can have a maximum duration of seven days. Loans may be called on one business day's notice. The interest rate to be charged is governed by the conditions of the Order and internal procedures adopted by the board of trustees. The board of trustees is responsible for overseeing the Interfund Lending Program.
For the six months ended April 30, 2026, the fund did not utilize the credit facilities or the Interfund Lending Program.
9. Other: Dividend income is recorded on the ex-dividend date. Non-cash dividends included in income, if any, are recorded at the fair value of the securities received. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities are amortized and accreted, respectively, to interest income over the lives of the respective securities, except for premiums on certain callable debt securities that are amortized to the earliest call date. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.
The fund has filed tax reclaims for previously withheld taxes on dividends earned in certain European Union countries. These filings are subject to various administrative and judicial proceedings within these countries. Amounts related to these reclaims are recorded when there are no significant uncertainties as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment. Such tax reclaims and related professional fees, if any, are included in dividend income and other expenses, respectively.
Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.
| B. | The investment advisory firms Pzena Investment Management, LLC, and Wellington Management Company LLP, each provide investment advisory services to a portion of the fund. The basic fee for each advisor is calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee of Pzena Investment Management, LLC, is subject to quarterly adjustments based on performance relative to the Russell 1000 Value Index for the preceding three years. The basic fee of Wellington Management Company LLP is subject to quarterly adjustments based on performance relative to the S&P 500 Index for the preceding three years. |
Vanguard, through its wholly owned subsidiary Vanguard Portfolio Management, LLC, manages the cash reserves of the fund as described below.
For the six months ended April 30, 2026, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.13% of the fund's average net assets, before a net decrease of $8,027,000 (0.07%) based on performance.
| C. | In accordance with the terms of a Funds' Service Agreement (the "FSA") between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, distribution and cash management services at Vanguard's cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees and are generally settled twice a month. |
Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At April 30, 2026, the fund had contributed to Vanguard capital in the amount of $548,000, representing less than 0.01% of the fund's net assets and 0.22% of Vanguard's capital received pursuant to the FSA. The fund's trustees and officers are also directors and employees, respectively, of Vanguard.
| D. | The fund has asked its investment advisors to direct certain security trades, subject to obtaining the best price and execution, to brokers who have agreed to rebate to the fund part of the commissions generated. Such rebates are used solely to reduce the fund's management and administrative expenses. For the six months ended April 30, 2026, these arrangements reduced the fund's expenses by $24,000 (an annual rate of less than 0.01% of average net assets). |
11
Windsor Fund
| E. | Various inputs may be used to determine the value of the fund's investments and derivatives. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities. |
Level 1-Quoted prices in active markets for identical securities.
Level 2-Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3-Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments). Any investments and derivatives valued with significant unobservable inputs are noted on the Schedule of Investments.
The following table summarizes the market value of the fund's investments and derivatives as of April 30, 2026, based on the inputs used to value them:
|
Level 1 ($000) |
Level 2 ($000) |
Level 3 ($000) |
Total ($000) |
|
| Investments | ||||
| Assets | ||||
| Common Stocks | 22,968,017 | 659,849 | - | 23,627,866 |
| Temporary Cash Investments | 433,636 | 172,700 | - | 606,336 |
| Total | 23,401,653 | 832,549 | - | 24,234,202 |
| Derivative Financial Instruments | ||||
| Assets | ||||
| Futures Contracts1 | 6,895 | - | - | 6,895 |
| 1 | Includes cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, as reported in the Schedule of Investments. Only current day's variation margin is reported within the Statement of Assets and Liabilities. |
| F. | As of April 30, 2026, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows: |
|
Amount ($000) |
|
| Tax Cost | 19,872,295 |
| Gross Unrealized Appreciation | 5,893,563 |
| Gross Unrealized Depreciation | (1,524,761) |
| Net Unrealized Appreciation (Depreciation) | 4,368,802 |
| G. | During the six months ended April 30, 2026, the fund purchased $6,396,337,000 of investment securities and sold $7,821,283,000 of investment securities, other than temporary cash investments. |
The fund purchased securities from and sold securities to other funds or accounts managed by its investment advisors or their affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended April 30, 2026, such purchases were $0 and sales were $118,811,000, resulting in net realized gain of $17,951,000; these amounts, other than temporary cash investments, are included in the purchases and sales of investment securities noted above.
| H. | Capital share transactions for each class of shares were: |
|
Six Months Ended April 30, 2026 |
Year Ended October 31, 2025 |
||||
|
Amount ($000) |
Shares (000) |
Amount ($000) |
Shares (000) |
||
| Investor Shares | |||||
| Issued | 64,858 | 2,901 | 207,274 | 9,667 | |
| Issued in Lieu of Cash Distributions | 300,958 | 13,762 | 541,489 | 26,025 | |
| Redeemed | (628,875) | (28,070) | (620,869) | (28,712) | |
| Net Increase (Decrease)-Investor Shares | (263,059) | (11,407) | 127,894 | 6,980 | |
| Admiral Shares | |||||
| Issued | 397,741 | 5,295 | 601,951 | 8,286 | |
| Issued in Lieu of Cash Distributions | 1,132,570 | 15,365 | 2,020,574 | 28,818 | |
| Redeemed | (1,422,313) | (18,747) | (2,892,250) | (39,337) | |
| Net Increase (Decrease)-Admiral Shares | 107,998 | 1,913 | (269,725) | (2,233) | |
| I. | Significant market disruptions, such as those caused by pandemics, natural or environmental disasters, war, acts of terrorism, political or regulatory conditions, or other events, can adversely affect local and global markets and normal market operations. Any such disruptions could have an adverse impact on the value of the fund's investments and fund performance. |
12
Windsor Fund
To the extent the fund's investment portfolio reflects concentration in a particular market, industry, sector, country or asset class, the fund may be adversely affected by the performance of these concentrations and may be subject to increased price volatility and other risks.
The use of derivatives may expose the fund to various risks. Derivatives can be highly volatile, and any initial investment is generally small relative to the notional amount so that transactions may be leveraged in terms of market exposure. A relatively small market movement may have a potentially larger impact on derivatives than on standard securities. Leveraged derivatives positions can, therefore, increase volatility. Additional information regarding the fund's use of derivative(s) and the specific risks associated is described under significant accounting policies.
| J. | Operating segments are components of an entity that engage in business activities, have discrete financial information available, and have their operating results regularly reviewed by a chief operating decision maker ("CODM"). The fund is considered a single segment. Vanguard's chief executive officer, chief investment officer, and chief financial officer, who are also officers of the fund, as well as the fund's chief financial officer collectively act as the CODM. Vanguard has established various management committees to assist the CODM with overseeing aspects of the fund's daily operations. Through these committees, the CODM manages the fund's operations to achieve a single investment objective, as detailed in its prospectus, through the execution of the fund's investment strategies. When assessing segment performance and making decisions about segment resources, the CODM relies on the fund's portfolio composition, total returns, expense ratios and changes in net assets which are consistent with the information contained in the fund's financial statements. Segment assets, liabilities, income, and expenses are also detailed in the accompanying financial statements. |
| K. | Management has determined that no subsequent events or transactions occurred through the date the financial statements were issued that would require recognition or disclosure in these financial statements. |
Q222 062026
13
Financial Statements
For the six-months ended April 30, 2026
Vanguard Windsor™ II Fund
Contents
|
Financial Statements
|
1 |
Windsor II Fund
Financial Statements (unaudited)
Schedule of Investments
As of April 30, 2026
The fund files its 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 Form N-PORT reports are available on the SEC's website at www.sec.gov.
| Shares |
Market Value• ($000) |
||
| Common Stocks (96.5%) | |||
| Communication Services (8.7%) | |||
| Alphabet Inc. Class C | 5,806,595 | 2,217,771 | |
| Meta Platforms Inc. Class A | 1,587,858 | 971,626 | |
| Alphabet Inc. Class A | 1,796,620 | 691,339 | |
| Comcast Corp. Class A | 24,045,813 | 650,199 | |
| Verizon Communications Inc. | 6,210,000 | 298,266 | |
| Omnicom Group Inc. | 3,447,079 | 264,460 | |
| * | Netflix Inc. | 2,290,500 | 214,414 |
| * | Charter Communications Inc. Class A | 1,178,999 | 194,735 |
| 1 | WPP plc ADR | 7,387,810 | 133,646 |
| * | Warner Bros Discovery Inc. | 652,461 | 17,649 |
| 5,654,105 | |||
| Consumer Discretionary (7.5%) | |||
| * | Amazon.com Inc. | 5,428,466 | 1,438,869 |
| General Motors Co. | 8,228,468 | 632,687 | |
| * | Airbnb Inc. Class A | 3,452,778 | 484,632 |
| Magna International Inc. | 5,588,732 | 355,834 | |
| Sony Group Corp. ADR | 14,375,000 | 288,794 | |
| Lowe's Cos. Inc. | 1,040,487 | 248,458 | |
| Genuine Parts Co. | 2,248,210 | 241,075 | |
| Lennar Corp. Class A | 2,582,000 | 233,155 | |
| * | Ulta Beauty Inc. | 407,570 | 219,061 |
| NIKE Inc. Class B | 4,633,800 | 205,555 | |
| * | Aptiv plc | 3,013,700 | 181,605 |
| Booking Holdings Inc. | 982,500 | 165,414 | |
| BorgWarner Inc. (XNYS) | 1,576,000 | 89,785 | |
| Lithia Motors Inc. | 259,400 | 75,257 | |
| * | Trip.com Group Ltd. ADR | 456,109 | 24,726 |
| 4,884,907 | |||
| Consumer Staples (5.4%) | |||
| Keurig Dr Pepper Inc. | 15,186,942 | 446,496 | |
| Procter & Gamble Co. | 2,804,507 | 412,515 | |
| McCormick & Co. Inc. | 7,483,881 | 380,480 | |
| Constellation Brands Inc. Class A | 2,149,685 | 336,598 | |
| Unilever plc | 5,614,788 | 327,427 | |
| Coca-Cola Co. | 3,992,000 | 314,410 | |
| Sysco Corp. | 2,876,100 | 214,873 | |
| Kraft Heinz Co. | 9,077,300 | 205,692 | |
| Mondelez International Inc. Class A | 2,996,400 | 184,099 | |
| Heineken NV | 2,011,340 | 156,582 | |
| J M Smucker Co. | 1,516,800 | 148,692 | |
| Nestle SA (Registered) | 1,179,487 | 119,411 | |
| Unilever plc ADR | 1,685,664 | 99,420 | |
| PepsiCo Inc. | 532,828 | 84,448 | |
| Conagra Brands Inc. | 3,850,500 | 55,255 | |
| Heineken Holding NV | 569,240 | 40,451 | |
| 3,526,849 | |||
| Energy (6.0%) | |||
| APA Corp. | 17,561,357 | 715,274 | |
| ConocoPhillips | 4,922,878 | 619,200 | |
| Targa Resources Corp. | 2,080,129 | 541,000 | |
| Phillips 66 | 2,019,708 | 361,831 | |
| TotalEnergies SE (XNYS) ADR | 3,828,479 | 354,938 | |
| Shell plc ADR | 3,545,512 | 321,471 | |
| Chevron Corp. | 1,495,649 | 289,124 | |
| Ovintiv Inc. (XNYS) | 4,662,510 | 286,977 | |
| SLB Ltd. | 4,219,300 | 239,994 | |
| NOV Inc. | 7,469,588 | 152,828 | |
| 3,882,637 | |||
1
Windsor II Fund
| Shares |
Market Value• ($000) |
||
| Financials (19.5%) | |||
| American International Group Inc. | 13,845,292 | 1,035,628 | |
| Wells Fargo & Co. | 9,619,374 | 791,001 | |
| Capital One Financial Corp. | 3,923,024 | 750,475 | |
| US Bancorp | 12,767,300 | 723,395 | |
| * | Fiserv Inc. | 10,953,500 | 686,237 |
| First Citizens BancShares Inc. Class A | 285,246 | 565,877 | |
| Citigroup Inc. (XNYS) | 3,798,839 | 486,175 | |
| Bank of America Corp. (XNYS) | 8,985,174 | 480,347 | |
| Intercontinental Exchange Inc. | 2,873,208 | 454,225 | |
| State Street Corp. | 2,722,758 | 416,146 | |
| Corebridge Financial Inc. | 13,773,266 | 379,316 | |
| Willis Towers Watson plc | 1,364,688 | 349,633 | |
| Mitsubishi UFJ Financial Group Inc. ADR | 19,328,000 | 346,938 | |
| Charles Schwab Corp. | 3,780,500 | 346,445 | |
| Ameriprise Financial Inc. | 722,754 | 343,156 | |
| Reinsurance Group of America Inc. Class A | 1,478,299 | 312,601 | |
| Truist Financial Corp. | 5,994,888 | 308,737 | |
| PNC Financial Services Group Inc. | 1,352,000 | 301,496 | |
| Visa Inc. Class A (XNYS) | 895,650 | 295,421 | |
| Global Payments Inc. (XNYS) | 3,870,700 | 278,536 | |
| Carlyle Group Inc. | 5,148,929 | 257,807 | |
| HSBC Holdings plc ADR | 2,734,300 | 251,173 | |
| JPMorgan Chase & Co. (XNYS) | 800,699 | 250,803 | |
| Nasdaq Inc. | 2,527,666 | 232,318 | |
| Cullen / Frost Bankers Inc. | 1,577,000 | 228,555 | |
| Mastercard Inc. Class A | 439,840 | 221,204 | |
| Blackstone Inc. | 1,712,028 | 214,996 | |
| Marsh & McLennan Cos. Inc. | 1,214,400 | 203,667 | |
| Synchrony Financial | 2,498,800 | 190,409 | |
| Raymond James Financial Inc. | 1,124,600 | 178,047 | |
| CME Group Inc. | 612,580 | 176,313 | |
| NatWest Group plc | 17,305,243 | 138,024 | |
| ING Groep NV | 4,257,633 | 123,222 | |
| Hartford Insurance Group Inc. | 686,500 | 93,920 | |
| BNP Paribas SA | 852,360 | 89,516 | |
| Fidelity National Information Services Inc. | 1,849,000 | 86,034 | |
| Citizens Financial Group Inc. | 1,255,651 | 81,680 | |
| 12,669,473 | |||
| Health Care (12.5%) | |||
| Elevance Health Inc. (XNYS) | 3,245,706 | 1,221,749 | |
| HCA Healthcare Inc. | 1,658,330 | 720,462 | |
| Merck & Co. Inc. | 6,109,800 | 667,068 | |
| GE HealthCare Technologies Inc. | 10,850,329 | 660,134 | |
| UnitedHealth Group Inc. | 1,731,047 | 641,318 | |
| Cigna Group | 1,935,686 | 562,472 | |
| Zimmer Biomet Holdings Inc. | 5,751,550 | 474,100 | |
| Medtronic plc | 5,314,118 | 430,284 | |
| Amgen Inc. | 990,000 | 342,788 | |
| * | IQVIA Holdings Inc. | 1,805,500 | 285,937 |
| Roche Holding AG | 667,849 | 272,148 | |
| * | Edwards Lifesciences Corp. | 3,121,221 | 260,622 |
| 2 | Siemens Healthineers AG | 5,875,705 | 240,928 |
| Humana Inc. | 954,200 | 225,611 | |
| Alcon AG | 2,918,000 | 218,471 | |
| Labcorp Holdings Inc. | 622,300 | 159,807 | |
| AstraZeneca plc ADR | 802,825 | 150,425 | |
| CVS Health Corp. | 1,639,400 | 136,546 | |
| * | Centene Corp. | 2,029,988 | 108,990 |
| AbbVie Inc. | 488,867 | 103,307 | |
| Abbott Laboratories | 1,057,697 | 96,028 | |
| GSK plc ADR | 1,597,215 | 83,550 | |
| EssilorLuxottica SA | 85,767 | 18,154 | |
| 8,080,899 | |||
| Industrials (10.2%) | |||
| General Dynamics Corp. | 2,067,471 | 711,830 | |
| Delta Air Lines Inc. | 10,261,942 | 697,709 | |
| Parker-Hannifin Corp. | 700,467 | 637,019 | |
| Northrop Grumman Corp. | 655,642 | 379,931 | |
2
Windsor II Fund
| Shares |
Market Value• ($000) |
||
| FedEx Corp. | 874,840 | 352,832 | |
| RTX Corp. | 1,956,600 | 344,499 | |
| Union Pacific Corp. | 1,214,400 | 327,257 | |
| AerCap Holdings NV | 2,143,438 | 304,818 | |
| CNH Industrial NV | 24,724,709 | 264,802 | |
| Equifax Inc. | 1,495,300 | 260,093 | |
| PACCAR Inc. | 2,139,780 | 254,206 | |
| Oshkosh Corp. | 1,601,000 | 250,236 | |
| * | Uber Technologies Inc. | 3,352,276 | 250,113 |
| * | United Airlines Holdings Inc. | 2,177,037 | 195,933 |
| Fortive Corp. | 3,054,000 | 182,599 | |
| Masco Corp. | 2,366,736 | 169,979 | |
| * | Boeing Co. | 732,600 | 167,787 |
| Norfolk Southern Corp. | 459,200 | 145,029 | |
| Cummins Inc. | 197,372 | 132,439 | |
| Lockheed Martin Corp. | 253,721 | 131,420 | |
| Deere & Co. | 219,700 | 129,594 | |
| Stanley Black & Decker Inc. | 1,318,500 | 103,054 | |
| * | Fluor Corp. | 1,594,985 | 85,092 |
| Timken Co. | 561,200 | 62,231 | |
| Siemens AG (Registered) | 179,774 | 53,422 | |
| * | Air Canada | 2,137,600 | 29,349 |
| Leidos Holdings Inc. | 148,450 | 22,152 | |
| 6,645,425 | |||
| Information Technology (19.3%) | |||
| Taiwan Semiconductor Manufacturing Co. Ltd. ADR | 3,985,667 | 1,578,563 | |
| Microsoft Corp. | 3,319,866 | 1,353,775 | |
| Salesforce Inc. | 6,143,112 | 1,084,444 | |
| Samsung Electronics Co. Ltd. (XKRX) | 5,869,340 | 883,850 | |
| Seagate Technology Holdings plc | 1,242,723 | 837,148 | |
| * | Workday Inc. Class A | 6,227,957 | 762,302 |
| * | F5 Inc. | 1,888,700 | 611,750 |
| Apple Inc. | 2,168,437 | 588,405 | |
| 1 | Telefonaktiebolaget LM Ericsson ADR | 43,621,080 | 515,165 |
| Accenture plc Class A | 2,589,519 | 462,773 | |
| Applied Materials Inc. | 1,100,550 | 434,156 | |
| * | Adobe Inc. | 1,608,400 | 395,827 |
| CDW Corp. | 2,669,834 | 365,527 | |
| * | Teledyne Technologies Inc. | 540,000 | 348,759 |
| Microchip Technology Inc. | 3,676,000 | 341,537 | |
| Motorola Solutions Inc. | 775,167 | 340,322 | |
| QUALCOMM Inc. | 1,879,000 | 337,431 | |
| * | Synopsys Inc. | 610,000 | 294,386 |
| NVIDIA Corp. | 1,227,515 | 244,975 | |
| Roper Technologies Inc. | 654,800 | 232,330 | |
| TE Connectivity plc | 1,068,711 | 226,203 | |
| Cognizant Technology Solutions Corp. Class A | 2,758,700 | 145,935 | |
| 1 | SAP SE ADR | 770,100 | 130,524 |
| Broadcom Inc. | 34,866 | 14,554 | |
| 12,530,641 | |||
| Materials (4.4%) | |||
| Corteva Inc. | 11,636,209 | 942,649 | |
| PPG Industries Inc. | 3,554,900 | 385,707 | |
| Martin Marietta Materials Inc. | 621,279 | 384,615 | |
| Ecolab Inc. | 1,235,000 | 321,841 | |
| Air Products & Chemicals Inc. | 893,768 | 268,175 | |
| RPM International Inc. | 2,351,000 | 239,544 | |
| * | Amrize Ltd. | 3,552,513 | 191,054 |
| Olin Corp. | 5,007,700 | 142,619 | |
| 2,876,204 | |||
| Other (0.4%) | |||
| State Street SPDR S&P 500 ETF Trust | 397,921 | 285,970 | |
| Real Estate (0.5%) | |||
| Equity LifeStyle Properties Inc. | 2,830,000 | 179,111 | |
| * | CBRE Group Inc. Class A | 980,000 | 139,875 |
| 318,986 | |||
3
Windsor II Fund
| Shares |
Market Value• ($000) |
||
| Utilities (2.1%) | |||
| Dominion Energy Inc. | 6,255,300 | 403,467 | |
| Atmos Energy Corp. | 1,591,033 | 302,264 | |
| Xcel Energy Inc. | 3,638,000 | 301,772 | |
| American Water Works Co. Inc. | 1,872,493 | 240,466 | |
| PPL Corp. | 2,161,315 | 80,920 | |
| 1,328,889 | |||
| Total Common Stocks (Cost $44,212,543) | 62,684,985 | ||
| Temporary Cash Investments (3.5%) | |||
| Money Market Fund (3.5%) | |||
| 3,4 | Vanguard Market Liquidity Fund, 3.685% (Cost $2,278,596) | 22,790,073 | 2,278,779 |
| Total Investments (100.0%) (Cost $46,491,139) | 64,963,764 | ||
| Other Assets and Liabilities-Net (0.0%) | (25,331) | ||
| Net Assets (100%) | 64,938,433 | ||
| Cost is in $000. | |||
| • | See Note A in Notes to Financial Statements. |
| * | Non-income-producing security. |
| 1 | Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $189,704. |
| 2 | Security exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. At April 30, 2026, the aggregate value was $240,928, representing 0.4% of net assets. |
| 3 | Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield. |
| 4 | Collateral of $193,511 was received for securities on loan. |
| ADR-American Depositary Receipt. |
Derivative Financial Instruments Outstanding as of Period End
| Futures Contracts | ||||
| ($000) | ||||
| Expiration |
Number of Long (Short) Contracts |
Notional Amount |
Value and Unrealized Appreciation (Depreciation) |
|
| Long Futures Contracts | ||||
| E-mini S&P 500 Index | June 2026 | 896 | 324,520 | 26,962 |
| E-mini S&P Mid-Cap 400 Index | June 2026 | 224 | 81,787 | 4,881 |
| 31,843 | ||||
See accompanying Notes, which are an integral part of the Financial Statements.
4
Windsor II Fund
Statement of Assets and Liabilities
As of April 30, 2026
| ($000s, except shares and per-share amounts) | Amount |
| Assets | |
| Investments in Securities, at Value1 | |
| Unaffiliated Issuers (Cost $44,212,543) | 62,684,985 |
| Affiliated Issuers (Cost $2,278,596) | 2,278,779 |
| Total Investments in Securities | 64,963,764 |
| Investment in Vanguard | 1,471 |
| Cash | 3 |
| Cash Collateral Pledged-Futures Contracts | 28,500 |
| Foreign Currency, at Value (Cost $2,193) | 2,457 |
| Receivables for Investment Securities Sold | 192,836 |
| Receivables for Accrued Income | 74,265 |
| Receivables for Capital Shares Issued | 6,708 |
| Variation Margin Receivable-Futures Contracts | 5,131 |
| Total Assets | 65,275,135 |
| Liabilities | |
| Payables for Investment Securities Purchased | 72,044 |
| Collateral for Securities on Loan | 193,511 |
| Payables to Investment Advisor | 17,766 |
| Payables for Capital Shares Redeemed | 49,744 |
| Payables to Vanguard | 3,637 |
| Total Liabilities | 336,702 |
| Net Assets | 64,938,433 |
| 1 Includes $189,704 of securities on loan. | |
| At April 30, 2026, net assets consisted of: | |
| Paid-in Capital | 36,331,351 |
| Total Distributable Earnings (Loss) | 28,607,082 |
| Net Assets | 64,938,433 |
| Investor Shares-Net Assets | |
|
Applicable to 232,407,083 outstanding $.001 par value shares of beneficial interest (unlimited authorization) |
11,499,704 |
| Net Asset Value Per Share-Investor Shares | $49.48 |
| Admiral™ Shares-Net Assets | |
|
Applicable to 608,764,433 outstanding $.001 par value shares of beneficial interest (unlimited authorization) |
53,438,729 |
| Net Asset Value Per Share-Admiral Shares | $87.78 |
See accompanying Notes, which are an integral part of the Financial Statements.
5
Windsor II Fund
Statement of Operations
|
Six Months Ended April 30, 2026 |
|
| ($000) | |
| Investment Income | |
| Income | |
| Dividends-Unaffiliated Issuers1 | 520,055 |
| Dividends-Affiliated Issuers | 9,034 |
| Interest-Unaffiliated Issuers | 1,306 |
| Interest-Affiliated Issuers | 51,860 |
| Securities Lending-Net | 282 |
| Total Income | 582,537 |
| Expenses | |
| Investment Advisory Fees-Note B | |
| Basic Fee | 35,978 |
| Performance Adjustment | 444 |
| The Vanguard Group-Note C | |
| Management and Administrative-Investor Shares | 10,989 |
| Management and Administrative-Admiral Shares | 28,223 |
| Marketing and Distribution-Investor Shares | 280 |
| Marketing and Distribution-Admiral Shares | 932 |
| Custodian Fees | 2,092 |
| Shareholders' Reports-Investor Shares | 216 |
| Shareholders' Reports-Admiral Shares | 172 |
| Trustees' Fees and Expenses | 17 |
| Other Expenses | 67 |
| Total Expenses | 79,410 |
| Net Investment Income | 503,127 |
| Realized Net Gain (Loss) | |
| Investment Securities Sold-Unaffiliated Issuers2 | 9,888,827 |
| Investment Securities Sold-Affiliated Issuers | (10,804) |
| Futures Contracts | 2,726 |
| Foreign Currencies | (578) |
| Realized Net Gain (Loss) | 9,880,171 |
| Change in Unrealized Appreciation (Depreciation) | |
| Investment Securities-Unaffiliated Issuers | (5,175,325) |
| Investment Securities-Affiliated Issuers | 343,385 |
| Futures Contracts | 9,268 |
| Foreign Currencies | 579 |
| Change in Unrealized Appreciation (Depreciation) | (4,822,093) |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 5,561,205 |
| 1 | Dividends are net of foreign withholding taxes of $9,620. |
| 2 | Includes $2,101,593 of net gain (loss) resulting from in-kind redemptions. |
See accompanying Notes, which are an integral part of the Financial Statements.
6
Windsor II Fund
Statement of Changes in Net Assets
|
Six Months Ended April 30, 2026 |
Year Ended October 31, 2025 |
||
| ($000) | ($000) | ||
| Increase (Decrease) in Net Assets | |||
| Operations | |||
| Net Investment Income | 503,127 | 1,012,289 | |
| Realized Net Gain (Loss) | 9,880,171 | 5,962,606 | |
| Change in Unrealized Appreciation (Depreciation) | (4,822,093) | 1,292,510 | |
| Net Increase (Decrease) in Net Assets Resulting from Operations | 5,561,205 | 8,267,405 | |
| Distributions | |||
| Investor Shares | (1,106,885) | (1,131,000) | |
| Admiral Shares | (5,047,566) | (4,731,797) | |
| Total Distributions | (6,154,451) | (5,862,797) | |
| Capital Share Transactions | |||
| Investor Shares | (277,430) | (375,026) | |
| Admiral Shares | 3,220,041 | (575,331) | |
| Net Increase (Decrease) from Capital Share Transactions | 2,942,611 | (950,357) | |
| Total Increase (Decrease) | 2,349,365 | 1,454,251 | |
| Net Assets | |||
| Beginning of Period | 62,589,068 | 61,134,817 | |
| End of Period | 64,938,433 | 62,589,068 | |
See accompanying Notes, which are an integral part of the Financial Statements.
7
Windsor II Fund
Financial Highlights
| Investor Shares | ||||||
|
For a Share Outstanding Throughout Each Period |
Six Months Ended April 30, 2026 |
Year Ended October 31, | ||||
| 2025 | 2024 | 2023 | 2022 | 2021 | ||
| Net Asset Value, Beginning of Period | $50.23 | $48.51 | $39.23 | $39.39 | $48.48 | $34.85 |
| Investment Operations | ||||||
| Net Investment Income1 | .367 | .750 | .736 | .672 | .585 | .502 |
| Net Realized and Unrealized Gain (Loss) on Investments | 3.868 | 5.636 | 10.800 | 1.923 | (6.039) | 15.971 |
| Total from Investment Operations | 4.235 | 6.386 | 11.536 | 2.595 | (5.454) | 16.473 |
| Distributions | ||||||
| Dividends from Net Investment Income | (.378) | (.757) | (.769) | (.647) | (.566) | (.516) |
| Distributions from Realized Capital Gains | (4.607) | (3.909) | (1.487) | (2.108) | (3.070) | (2.327) |
| Total Distributions | (4.985) | (4.666) | (2.256) | (2.755) | (3.636) | (2.843) |
| Net Asset Value, End of Period | $49.48 | $50.23 | $48.51 | $39.23 | $39.39 | $48.48 |
| Total Return2 | 9.04% | 14.57% | 30.15% | 7.02% | -11.93% | 49.42% |
| Ratios/Supplemental Data | ||||||
| Net Assets, End of Period (Millions) | $11,500 | $11,897 | $11,834 | $10,381 | $10,747 | $13,734 |
| Ratio of Total Expenses to Average Net Assets3 | 0.33% | 0.33%4 | 0.33%5 | 0.34%5 | 0.34%5 | 0.34% |
| Ratio of Net Investment Income to Average Net Assets | 1.51% | 1.61% | 1.61% | 1.69% | 1.38% | 1.15% |
| Portfolio Turnover Rate | 35%6 | 22% | 22% | 17% | 18% | 20% |
| The expense ratio and net investment income ratio for the current period have been annualized. | ||||||
| 1 | Calculated based on average shares outstanding. |
| 2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
| 3 | Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.00%), (0.01%), (0.01%), (0.01%), and (0.00%) . |
| 4 | The ratio of expenses to average net assets for the period net of reduction from custody fee offset and broker commission abatement arrangements was 0.33%. |
| 5 | The ratio of expenses to average net assets for the period net of reduction from broker commission abatement arrangements was 0.33%, 0.34%, and 0.34%, respectively. |
| 6 | Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund's capital shares. |
See accompanying Notes, which are an integral part of the Financial Statements.
8
Windsor II Fund
Financial Highlights
| Admiral Shares | ||||||
|
For a Share Outstanding Throughout Each Period |
Six Months Ended April 30, 2026 |
Year Ended October 31, | ||||
| 2025 | 2024 | 2023 | 2022 | 2021 | ||
| Net Asset Value, Beginning of Period | $89.11 | $86.06 | $69.60 | $69.89 | $86.03 | $61.84 |
| Investment Operations | ||||||
| Net Investment Income1 | .689 | 1.403 | 1.372 | 1.248 | 1.098 | .950 |
| Net Realized and Unrealized Gain (Loss) on Investments | 6.868 | 9.995 | 19.156 | 3.406 | (10.716) | 28.341 |
| Total from Investment Operations | 7.557 | 11.398 | 20.528 | 4.654 | (9.618) | 29.291 |
| Distributions | ||||||
| Dividends from Net Investment Income | (.711) | (1.413) | (1.429) | (1.204) | (1.074) | (.972) |
| Distributions from Realized Capital Gains | (8.176) | (6.935) | (2.639) | (3.740) | (5.448) | (4.129) |
| Total Distributions | (8.887) | (8.348) | (4.068) | (4.944) | (6.522) | (5.101) |
| Net Asset Value, End of Period | $87.78 | $89.11 | $86.06 | $69.60 | $69.89 | $86.03 |
| Total Return2 | 9.09% | 14.67% | 30.25% | 7.09% | -11.86% | 49.55% |
| Ratios/Supplemental Data | ||||||
| Net Assets, End of Period (Millions) | $53,439 | $50,692 | $49,301 | $39,929 | $39,677 | $46,833 |
| Ratio of Total Expenses to Average Net Assets3 | 0.24% | 0.24%4 | 0.25%5 | 0.26%5 | 0.26%5 | 0.26% |
| Ratio of Net Investment Income to Average Net Assets | 1.60% | 1.70% | 1.69% | 1.77% | 1.46% | 1.22% |
| Portfolio Turnover Rate | 35%6 | 22% | 22% | 17% | 18% | 20% |
| The expense ratio and net investment income ratio for the current period have been annualized. | ||||||
| 1 | Calculated based on average shares outstanding. |
| 2 | Total returns do not include account service fees that may have applied in the periods shown. Fund prospectuses provide information about any applicable account service fees. |
| 3 | Includes performance-based investment advisory fee increases (decreases) of 0.00%, (0.00%), (0.01%), (0.01%), (0.01%), and (0.00%) . |
| 4 | The ratio of expenses to average net assets for the period net of reduction from custody fee offset and broker commission abatement arrangements was 0.24%. |
| 5 | The ratio of expenses to average net assets for the period net of reduction from broker commission abatement arrangements was 0.25%, 0.26%, and 0.26%, respectively. |
| 6 | Excludes the value of portfolio securities received or delivered as a result of in-kind purchases or redemptions of the fund's capital shares. |
See accompanying Notes, which are an integral part of the Financial Statements.
9
Windsor II Fund
Notes to Financial Statements
Vanguard Windsor II Fund is registered under the Investment Company Act of 1940 as an open-end investment company, or mutual fund. The fund offers two classes of shares: Investor Shares and Admiral Shares. Each of the share classes has different eligibility and minimum purchase requirements, and is designed for different types of investors.
| A. | The following significant accounting policies conform to generally accepted accounting principles for U.S. investment companies. The fund consistently follows such policies in preparing its financial statements. |
1. Security Valuation: Securities are valued as of the close of trading on the New York Stock Exchange (generally 4 p.m., Eastern time) on the valuation date. Equity securities are valued at the latest quoted sales prices or official closing prices taken from the primary market in which each security trades; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Securities for which market quotations are not readily available, or whose values have been affected by events occurring before the fund's pricing time but after the close of the securities' primary markets, are valued by methods deemed by the valuation designee to represent fair value and subject to oversight by the board of trustees. These procedures include obtaining quotations from an independent pricing service, monitoring news to identify significant market- or security-specific events, and evaluating changes in the values of foreign market proxies (for example, ADRs, futures contracts, or exchange-traded funds), between the time the foreign markets close and the fund's pricing time. When fair-value pricing is employed, the prices of securities used by a fund to calculate its net asset value may differ from quoted or published prices for the same securities. Investments in Vanguard Market Liquidity Fund are valued at that fund's net asset value.
2. Foreign Currency: Securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars using exchange rates obtained from an independent third party as of the fund's pricing time on the valuation date. Realized gains (losses) and unrealized appreciation (depreciation) on investment securities include the effects of changes in exchange rates since the securities were purchased, combined with the effects of changes in security prices. Fluctuations in the value of other assets and liabilities resulting from changes in exchange rates are recorded as unrealized foreign currency gains (losses) until the assets or liabilities are settled in cash, at which time they are recorded as realized foreign currency gains (losses).
3. Futures Contracts: The fund uses index futures contracts to a limited extent, with the objective of maintaining full exposure to the stock market while maintaining liquidity. The fund may purchase or sell futures contracts to achieve a desired level of investment, whether to accommodate portfolio turnover or cash flows from capital share transactions. The primary risks associated with the use of futures contracts are imperfect correlation between changes in market values of stocks held by the fund and the prices of futures contracts, and the possibility of an illiquid market. Counterparty risk involving futures is mitigated because a regulated clearinghouse is the counterparty instead of the clearing broker. To further mitigate counterparty risk, the fund trades futures contracts on an exchange, monitors the financial strength of its clearing brokers and clearinghouse, and has entered into clearing agreements with its clearing brokers. The clearinghouse imposes initial margin requirements to secure the fund's performance and requires daily settlement of variation margin representing changes in the market value of each contract. Any securities pledged as initial margin for open contracts are noted in the Schedule of Investments.
Futures contracts are valued at their quoted daily settlement prices. The notional amounts of the contracts are not recorded in the Statement of Assets and Liabilities. Fluctuations in the value of the contracts are recorded in the Statement of Assets and Liabilities as an asset (liability) and in the Statement of Operations as unrealized appreciation (depreciation) until the contracts are closed, when they are recorded as realized gains (losses) on futures contracts.
During the six months ended April 30, 2026, the fund's average investments in long and short futures contracts represented 1% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.
4. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute virtually all of its taxable income. The fund's tax returns are open 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. Management has analyzed the fund's tax positions taken for all open federal and state income tax years, and has concluded that no provision for income tax is required in the fund's financial statements.
5. Distributions: Distributions to shareholders are recorded on the ex-dividend date. Distributions are determined on a tax basis at the fiscal year-end and may differ from net investment income and realized capital gains for financial reporting purposes.
6. Securities Lending: To earn additional income, the fund lends its securities to qualified institutional borrowers. Security loans are subject to termination by the fund at any time, and are required to be secured at all times by collateral in an amount at least equal to the market value of securities loaned. Daily market fluctuations could cause the value of loaned securities to be more or less than the value of the collateral received. When this occurs, the collateral is adjusted and settled before the opening of the market on the next business day. The fund further mitigates its counterparty risk by entering into securities lending transactions only with a diverse group of prequalified counterparties, monitoring their financial strength, and entering into master securities lending agreements with its counterparties. The master securities lending agreements provide that, in the event of a counterparty's default (including bankruptcy), the fund may terminate any loans with that borrower, determine the net amount owed, and sell or retain the collateral up to the net amount owed to the fund; however, such actions may be subject to legal proceedings. While collateral mitigates counterparty risk, in the event of a default, the fund may experience delays and costs in recovering the securities loaned. The fund invests cash collateral received in Vanguard Market Liquidity Fund, and records a liability in the Statement of Assets and Liabilities for the return of the collateral, during the period the securities are on loan. Collateral investments in Vanguard Market Liquidity Fund are subject to market appreciation or depreciation. Securities lending income represents fees charged to borrowers plus income earned on invested cash collateral, less expenses associated with the loan. During the term of the loan, the fund is entitled to all distributions made on or in respect of the loaned securities.
7. Credit Facilities and Interfund Lending Program: The fund and certain other funds managed by The Vanguard Group ("Vanguard") participate in a $4.3 billion committed credit facility provided by a syndicate of lenders pursuant to a credit agreement and an uncommitted credit facility provided by Vanguard. Both facilities may be renewed annually. Each fund is individually liable for its borrowings, if any, under the credit facilities. Borrowings may
10
Windsor II Fund
be utilized for temporary or emergency purposes and are subject to the fund's regulatory and contractual borrowing restrictions. With respect to the committed credit facility, the participating funds are charged administrative fees and an annual commitment fee of 0.10% of the undrawn committed amount of the facility, which are allocated to the funds based on a method approved by the fund's board of trustees and included in Management and Administrative expenses on the fund's Statement of Operations. Any borrowings under either facility bear interest at the higher of the effective federal funds rate, the overnight bank funding rate, or the Daily Simple Secured Overnight Financing Rate. However, borrowings under the uncommitted credit facility may bear interest based upon an alternate rate agreed to by the fund and Vanguard.
In accordance with an exemptive order (the "Order") from the SEC, the fund may participate in a joint lending and borrowing program that allows registered open-end Vanguard funds to borrow money from and lend money to each other for temporary or emergency purposes (the "Interfund Lending Program"), subject to compliance with the terms and conditions of the Order, and to the extent permitted by the fund's investment objective and investment policies. Interfund loans and borrowings normally extend overnight but can have a maximum duration of seven days. Loans may be called on one business day's notice. The interest rate to be charged is governed by the conditions of the Order and internal procedures adopted by the board of trustees. The board of trustees is responsible for overseeing the Interfund Lending Program.
For the six months ended April 30, 2026, the fund did not utilize the credit facilities or the Interfund Lending Program.
8. Other: Dividend income is recorded on the ex-dividend date. Non-cash dividends included in income, if any, are recorded at the fair value of the securities received. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Security transactions are accounted for on the date securities are bought or sold. Costs used to determine realized gains (losses) on the sale of investment securities are those of the specific securities sold.
Taxes on foreign dividends and capital gains have been provided for in accordance with the applicable countries' tax rules and rates. Deferred foreign capital gains tax, if any, is accrued daily based upon net unrealized gains. The fund has filed tax reclaims for previously withheld taxes on dividends earned in certain European Union countries. These filings are subject to various administrative and judicial proceedings within these countries. Amounts related to these reclaims are recorded when there are no significant uncertainties as to the ultimate resolution of proceedings, the likelihood of receipt of these reclaims, and the potential timing of payment. Such tax reclaims and related professional fees, if any, are included in dividend income and other expenses, respectively.
Each class of shares has equal rights as to assets and earnings, except that each class separately bears certain class-specific expenses related to maintenance of shareholder accounts (included in Management and Administrative expenses) and shareholder reporting. Marketing and distribution expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.
| B. | The investment advisory firms Aristotle Capital Management, LLC, Hotchkis and Wiley Capital Management, LLC, Sanders Capital, LLC, and beginning December 2025, Harris Associates L.P. each provide investment advisory services to a portion of the fund. The basic fee for each advisor is calculated at an annual percentage rate of average net assets managed by the advisor. The basic fee of Aristotle Capital Management, LLC, is subject to quarterly adjustments based on performance relative to the S&P 500 Index for the preceding five years. The basic fee of Hotchkis and Wiley Capital Management, LLC, is subject to quarterly adjustments based on performance relative to the MSCI US Investable Market 2500 Index for the preceding five years. The basic fee of Sanders Capital, LLC, is subject to quarterly adjustments based on performance relative to the Russell 3000 Index for the preceding five years. In accordance with the advisory contract entered into with Harris Associates L.P. beginning February 1, 2027, the investment advisory fee will be subject to quarterly adjustments based on performance relative to the Russell 1000 Value Index since January 31, 2026. Until December 2025, a portion of the fund was managed by Lazard Asset Management LLC. The basic fee paid to Lazard Asset Management LLC was subject to quarterly adjustments based on performance relative to the S&P 500 Index for the preceding three years. |
Vanguard, through its wholly owned subsidiary Vanguard Portfolio Management, LLC, manages the cash reserves of the fund as described below.
For the six months ended April 30, 2026, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.11% of the fund's average net assets, before a net increase of of $444,000 (less than 0.01%) based on performance.
In November 2025, the board of trustees approved Harris Associates L.P. as an investment advisor to the fund, replacing Lazard Asset Management LLC. Sanders Capital, LLC, Hotchkis and Wiley Capital Management, LLC, Aristotle Capital Management, LLC, and Harris Associates L.P. will each manage approximately 25% of the fund. This advisor change could result in portfolio transactions that may generate capital gains distributions.
| C. | In accordance with the terms of a Funds' Service Agreement (the "FSA") between Vanguard and the fund, Vanguard furnishes to the fund corporate management, administrative, marketing, distribution and cash management services at Vanguard's cost of operations (as defined by the FSA). These costs of operations are allocated to the fund based on methods and guidelines approved by the board of trustees and are generally settled twice a month. |
Upon the request of Vanguard, the fund may invest up to 0.40% of its net assets as capital in Vanguard. At April 30, 2026, the fund had contributed to Vanguard capital in the amount of $1,471,000, representing less than 0.01% of the fund's net assets and 0.59% of Vanguard's capital received pursuant to the FSA. The fund's trustees and officers are also directors and employees, respectively, of Vanguard.
| D. | Various inputs may be used to determine the value of the fund's investments and derivatives. These inputs are summarized in three broad levels for financial statement purposes. The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities. |
Level 1-Quoted prices in active markets for identical securities.
Level 2-Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
11
Windsor II Fund
Level 3-Significant unobservable inputs (including the fund's own assumptions used to determine the fair value of investments). Any investments and derivatives valued with significant unobservable inputs are noted on the Schedule of Investments.
The following table summarizes the market value of the fund's investments and derivatives as of April 30, 2026, based on the inputs used to value them:
|
Level 1 ($000) |
Level 2 ($000) |
Level 3 ($000) |
Total ($000) |
|
| Investments | ||||
| Assets | ||||
| Common Stocks | 60,221,850 | 2,463,135 | - | 62,684,985 |
| Temporary Cash Investments | 2,278,779 | - | - | 2,278,779 |
| Total | 62,500,629 | 2,463,135 | - | 64,963,764 |
| Derivative Financial Instruments | ||||
| Assets | ||||
| Futures Contracts1 | 31,843 | - | - | 31,843 |
| 1 | Includes cumulative appreciation (depreciation) on futures contracts and centrally cleared swaps, if any, as reported in the Schedule of Investments. Only current day's variation margin is reported within the Statement of Assets and Liabilities. |
| E. | As of April 30, 2026, gross unrealized appreciation and depreciation for investments and derivatives based on cost for U.S. federal income tax purposes were as follows: |
|
Amount ($000) |
|
| Tax Cost | 46,667,430 |
| Gross Unrealized Appreciation | 21,173,539 |
| Gross Unrealized Depreciation | (2,845,362) |
| Net Unrealized Appreciation (Depreciation) | 18,328,177 |
| F. | During the six months ended April 30, 2026, the fund purchased $21,917,906,000 of investment securities and sold $21,650,811,000 of investment securities, other than temporary cash investments. In addition, the fund purchased and sold investment securities of $0 and $2,463,845,000, respectively, in connection with in-kind purchases and redemptions of the fund's capital shares. |
The fund purchased securities from and sold securities to other funds or accounts managed by its investment advisors or their affiliates, in accordance with procedures adopted by the board of trustees in compliance with Rule 17a-7 of the Investment Company Act of 1940. For the six months ended April 30, 2026, such purchases were $5,737,000 and sales were $0, resulting in net realized gain (loss) of $0; these amounts, other than temporary cash investments, are included in the purchases and sales of investment securities noted above.
| G. | Capital share transactions for each class of shares were: |
|
Six Months Ended April 30, 2026 |
Year Ended October 31, 2025 |
||||
|
Amount ($000) |
Shares (000) |
Amount ($000) |
Shares (000) |
||
| Investor Shares | |||||
| Issued | 194,397 | 3,978 | 435,210 | 9,308 | |
| Issued in Lieu of Cash Distributions | 1,078,402 | 23,127 | 1,101,517 | 24,929 | |
| Redeemed | (1,550,229) | (31,571) | (1,911,753) | (41,330) | |
| Net Increase (Decrease)-Investor Shares | (277,430) | (4,466) | (375,026) | (7,093) | |
| Admiral Shares | |||||
| Issued | 4,220,862 | 47,442 | 1,782,558 | 21,706 | |
| Issued in Lieu of Cash Distributions | 4,686,087 | 56,670 | 4,420,329 | 56,397 | |
| Redeemed | (5,686,908) | (64,213) | (6,778,218) | (82,133) | |
| Net Increase (Decrease)-Admiral Shares | 3,220,041 | 39,899 | (575,331) | (4,030) | |
12
Windsor II Fund
| H. | Certain of the fund's investments are in companies that are considered to be affiliated companies of the fund because the fund owns more than 5% of the outstanding voting securities of the company or the issuer is another member of The Vanguard Group. Transactions during the period in securities of these companies were as follows: |
| Current Period Transactions | ||||||||
|
Oct. 31, 2025 Market Value ($000) |
Purchases at Cost ($000) |
Proceeds from Securities Sold ($000) |
Realized Net Gain (Loss) ($000) |
Change in Unrealized App. (Dep.) ($000) |
Income ($000) |
Capital Gain Distributions Received ($000) |
Apr. 30, 2026 Market Value ($000) |
|
| APA Corp. | 425,026 | - | 44,456 | (9,029) | 343,733 | 9,034 | - | NA1 |
| Vanguard Market Liquidity Fund | 2,761,863 | NA2 | NA2 | (1,775) | (348) | 51,860 | - | 2,278,779 |
| Total | 3,186,889 | - | 44,456 | (10,804) | 343,385 | 60,894 | - | 2,278,779 |
| 1 | Not applicable-at April 30, 2026, the issuer was not an affiliated company of the fund. |
| 2 | Not applicable-purchases and sales are for temporary cash investment purposes. |
| I. | Significant market disruptions, such as those caused by pandemics, natural or environmental disasters, war, acts of terrorism, political or regulatory conditions, or other events, can adversely affect local and global markets and normal market operations. Any such disruptions could have an adverse impact on the value of the fund's investments and fund performance. |
To the extent the fund's investment portfolio reflects concentration in a particular market, industry, sector, country or asset class, the fund may be adversely affected by the performance of these concentrations and may be subject to increased price volatility and other risks.
The use of derivatives may expose the fund to various risks. Derivatives can be highly volatile, and any initial investment is generally small relative to the notional amount so that transactions may be leveraged in terms of market exposure. A relatively small market movement may have a potentially larger impact on derivatives than on standard securities. Leveraged derivatives positions can, therefore, increase volatility. Additional information regarding the fund's use of derivative(s) and the specific risks associated is described under significant accounting policies.
| J. | Operating segments are components of an entity that engage in business activities, have discrete financial information available, and have their operating results regularly reviewed by a chief operating decision maker ("CODM"). The fund is considered a single segment. Vanguard's chief executive officer, chief investment officer, and chief financial officer, who are also officers of the fund, as well as the fund's chief financial officer collectively act as the CODM. Vanguard has established various management committees to assist the CODM with overseeing aspects of the fund's daily operations. Through these committees, the CODM manages the fund's operations to achieve a single investment objective, as detailed in its prospectus, through the execution of the fund's investment strategies. When assessing segment performance and making decisions about segment resources, the CODM relies on the fund's portfolio composition, total returns, expense ratios and changes in net assets which are consistent with the information contained in the fund's financial statements. Segment assets, liabilities, income, and expenses are also detailed in the accompanying financial statements. |
| K. | Management has determined that no subsequent events or transactions occurred through the date the financial statements were issued that would require recognition or disclosure in these financial statements. |
Q732 062026
13
Item 8: Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Not applicable.
Item 9: Proxy Disclosures for Open-End Management Investment Companies.
Not applicable.
Item 10: Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
Not applicable. The Trustees' Fees and Expenses are included in the financial statements filed under Item 7 of this Form.
Item 11: Statement Regarding Basis for Approval of Investment Advisory Contracts.
Trustees Approve Advisory Arrangement - Windsor Fund
A majority of independent trustees of the board of Vanguard Windsor Fund has renewed the fund's investment advisory arrangements with Wellington Management Company LLP (Wellington Management) and Pzena Investment Management, LLC (Pzena). The trustees determined that renewing the fund's advisory arrangements was in the best interests of the fund and its shareholders.
The trustees based their decision upon an evaluation of each advisor's investment staff, portfolio management process, and performance. This evaluation included information provided to the trustees by Vanguard's Oversight and Manager Search team (OMS), which is responsible for fund and advisor oversight and product management. OMS met regularly with the advisors and made presentations to the trustees during the fiscal year that directed their focus to relevant information and topics.
The trustees also received information throughout the year during advisor presentations conducted by the Oversight and Manager Search team. For each advisor presentation, the trustees were provided with letters and reports that included information about, among other things, the advisory firm and the advisor's assessment of the investment environment, portfolio performance, and portfolio characteristics.
In addition, the trustees received periodic reports throughout the year, which included information about each fund's performance relative to its peers and benchmark, as applicable, and updates, as needed, on the Oversight and Manager Search team's ongoing assessment of the advisor.
Prior to their meeting, the trustees were provided with a memo and materials that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the trustees approved the arrangement. Rather, it was the totality of the circumstances that drove the trustees' decision.
Nature, extent, and quality of services
The trustees reviewed the quality of the fund's investment management services over both the short and long term, and took into account the organizational depth and stability of each advisor. The board considered the following:
Wellington Management. Founded in 1928, Wellington Management is among the nation's oldest and most respected institutional investment managers. Using a bottom-up, fundamentally driven approach, Wellington Management invests in solid companies whose current fundamentals are depressed relative to longer-term earnings potential. Wellington Management has the ability to seek undervalued stocks across the capitalization spectrum. The investment team has the support of Wellington Management's global industry analysts in conducting its research-intensive approach. Wellington Management has advised the fund since its inception in 1958.
Pzena. Founded in 1995, Pzena is a global investment management firm that employs a classic value investment approach. Pzena seeks to buy good businesses at low prices, focusing exclusively on companies that are underperforming their historically demonstrated earnings power. Pzena's research team conducts intensive fundamental research, buying companies only when the problems are judged to be temporary, management has a viable strategy to generate earnings recovery, and there is meaningful downside protection in case earnings do not recover. Pzena has managed a portion of the fund since 2012.
The trustees concluded that each advisor's experience, stability, depth, and performance, among other factors, warranted continuation of the advisory arrangements.
Investment performance
The trustees considered the short- and long-term performance of each advisor's subportfolio, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The trustees concluded the performance was such that the advisory arrangements should continue.
Cost
The trustees concluded that the fund's expense ratio was below the average expense ratio charged by funds in its peer group and that the fund's advisory fee rate was also below the peer-group average.
The trustees did not consider the profitability of Wellington Management or Pzena in determining whether to approve the advisory fee, because the firms are independent of Vanguard and the advisory fee is the result of arm's-length negotiations.
The benefit of economies of scale
The trustees concluded that the fund's shareholders benefit from economies of scale because of breakpoints in the fund's advisory fee schedules. The breakpoints reduce the effective rate of the fees as the fund's assets managed by each advisor increase.
The trustees will consider whether to renew the advisory arrangements again after a one-year period.
Trustees Approve Advisory Arrangements - Windsor II Fund
At their November 2025 meeting, a majority of independent trustees of the board of Vanguard Windsor Fund renewed the fund's investment advisory arrangements with Lazard Asset Management LLC (Lazard); Hotchkis and Wiley Capital Management, LLC (Hotchkis and Wiley); Aristotle Capital Management, LLC (Aristotle) and Sanders Capital, LLC (Sanders Capital). The trustees subsequently also approved a restructuring of the fund's advisory structure, whereby Lazard was removed as advisor and Harris Associates L.P. (doing business as Harris | Oakmark, "Harris | Oakmark") has been added as advisor to the fund. The trustees determined that renewals and restructuring of the fund's advisory arrangements was in the best interests of the fund and its shareholders.
The trustees based their decision upon an evaluation of each advisor's investment staff, portfolio management process, and performance. This evaluation included information provided to the trustees by Vanguard's Oversight and Manager Search team (OMS), which is responsible for fund and advisor oversight and product management. OMS met regularly with the advisors and made presentations to the trustees during the fiscal year that directed their focus to relevant information and topics.
The trustees also received information throughout the year during advisor presentations conducted by the Oversight and Manager Search team. For each advisor presentation, the trustees were provided with letters and reports that included information about, among other things, the advisory firm and the advisor's assessment of the investment environment, portfolio performance, and portfolio characteristics.
In addition, the trustees received periodic reports throughout the year, which included information about each fund's performance relative to its peers and benchmark, as applicable, and updates, as needed, on the Oversight and Manager Search team's ongoing assessment of the advisor.
Prior to their meeting, the trustees were provided with a memo and materials that summarized the information they received over the course of the year. They also considered the factors discussed below, among others. However, no single factor determined whether the trustees approved the arrangement. Rather, it was the totality of the circumstances that drove the trustees' decision.
Nature, extent, and quality of services
The trustees reviewed the quality of the fund's investment management services over both the short and long term, and the services to be provided by Harris | Oakmark. The trustees took into account the organizational depth and stability of each advisor. The trustees considered the following:
Lazard. Lazard, a subsidiary of the investment bank Lazard Ltd., provides investment management services for clients around the world in a variety of investment mandates, including international equities, domestic equities, and fixed income securities. The investment team employs a relative value, bottom-up stock-selection process to identify stocks with sustainable financial productivity and attractive valuations. Using scenario analysis, the team seeks to understand the durability and future direction of financial productivity and valuation. Lazard managed a portion of the fund from 2007 until 2025.
Hotchkis and Wiley. Founded in 1980, Hotchkis and Wiley is a value-oriented firm that manages various large-, mid-, and small-capitalization portfolios. Hotchkis and Wiley invests in companies where it believes that the present value of future cash flows exceeds the market price. The advisor believes that the market frequently undervalues companies due to the extrapolation of current trends, while capital flows usually cause a company's returns and profitability to normalize over the long term. Hotchkis and Wiley seeks to identify these companies with a disciplined, bottom-up research process. The portfolio managers leverage the support of a broad analyst team, which is organized into sector teams in an effort to better understand the impact that industry dynamics and macro-economic risk factors might have on individual companies. Hotchkis and Wiley has managed a portion of the fund since 2003.
Aristotle. Aristotle is an employee-owned investment firm that provides investment management services to clients across a variety of value equity strategies, including domestic, international and global. The team has employed the same research-driven, bottom-up, quality-value approach for more than 20 years, seeking to invest in high-quality companies trading at attractive valuations. Aristotle has managed a portion of the fund since 2019.
Sanders Capital. Founded in 2009, Sanders Capital employs a traditional, bottom-up, fundamental research approach to identify securities that are undervalued relative to their expected total return. The portfolio managers are supported by a well-credentialed and experienced analyst team, in addition to a quantitative research analyst. Sanders Capital has managed a portion of the fund since 2010.
Harris | Oakmark. Founded in 1976, Harris | Oakmark is an investment advisory firm who serves individuals and institutions. The team's investment approach is focused on value investing, leveraging a broad but consistent value philosophy along with a rigorous process of research and debate to deliver performance over all time horizons.
The trustees concluded that each advisor's experience, stability, depth, and performance, among other factors, warranted approval and continuation of the advisory arrangements.
Investment performance
The trustees considered the short-, long-term, and since inception performance, as applicable, of Lazard's, Hotchkis and Wiley's, Aristotle's, Sanders Capital's subportfolios, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The trustees concluded the performance was such that the advisory arrangements should continue.
The trustees also considered the performance of other funds and portfolios managed by Harris and concluded that the firm has a track record of successfully managing their respective strategies to be employed by the fund. The trustees concluded the performance was such that the advisory arrangement warranted approval.
Cost
The trustees concluded that the fund's expense ratio was below the average expense ratio charged by funds in its peer group and that the fund's advisory fee rate was also below the peer-group average, and that the fund's expense ratio and advisory fee rate will remain below the peer group averages with the restructuring of the advisory arrangements.
The trustees did not consider the profitability of Lazard, Hotchkis and Wiley, Aristotle, Sanders Capital or Harris | Oakmark in determining whether to approve the advisory fee, because the firms are independent of Vanguard and the advisory fee is the result of arm's-length negotiations.
The benefit of economies of scale
The trustees concluded that the fund's shareholders benefit and will continue to benefit from economies of scale because of breakpoints in the fund's advisory fee schedules. The breakpoints reduce the effective rate of the fees as the fund's assets managed by each advisor increase.
The trustees will consider whether to renew the advisory arrangements again after a one-year period, and the arrangement with Harris | Oakmark within a two-year period.
Item 12: Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13: Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14: Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15: Submission of Matters to a Vote of Security Holders.
Not applicable.
Item 16: Controls and Procedures.
(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant's Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
(b) Internal Control Over Financial Reporting. There were no changes 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 17: Disclosure of Securities Lending Activities for Closed-End Management
Investment Companies.
Not applicable.
Item 18: Recovery of Erroneously Awarded Compensation
Not applicable.
Item 19: Exhibits.
| (a)(1) | Not applicable. |
| (a)(2) | Certifications filed herewith. |
| (a)(2) | Certifications filed herewith. |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| VANGUARD WINDSOR FUNDS | ||
| BY: | /s/ SALIM RAMJI* | |
| SALIM RAMJI | ||
| CHIEF EXECUTIVE OFFICER | ||
Date: June 23, 2026
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| VANGUARD WINDSOR FUNDS | ||
| BY: | /s/ SALIM RAMJI* | |
| SALIM RAMJI | ||
| CHIEF EXECUTIVE OFFICER | ||
Date: June 23, 2026
| VANGUARD WINDSOR FUNDS | ||
| BY: | /s/ CHRISTINE BUCHANAN* | |
| CHRISTINE BUCHANAN | ||
| CHIEF FINANCIAL OFFICER | ||
Date: June 23, 2026
| * By: | /s/ Natalie Lamarque |
Natalie Lamarque, pursuant to a Power of Attorney filed on December 19, 2025 (see File Number 33-49023), and to a Power of Attorney filed on February 27, 2026 (see File Number 333-177613), Incorporated by Reference.
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