QUARTERLY REVIEW Equity Income Fund As of September 30, 2018 FUND INFORMATION PORTFOLIO HIGHLIGHTS. PERFORMANCE (NAV, total return) Three Months

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1 Nimbus 9 QUARTERLY REVIEW Equity Income Fund As of September 30, 2018 PORTFOLIO HIGHLIGHTS The portfolio underperformed the Russell 1000 Value Index for the three-month period ended September 30, Relative performance drivers: p Consumer discretionary detracted due to stock selection. p Stock choices in financials hindered relative performance. p Information technology contributed due to stock selection. Additional highlights: p The equity market's continued advance provided us with opportunities to sell shares of several names on strength. Overall, we decreased our positions in the information technology and health care sectors and added to our holdings in the utilities sector. p While the near-term investing environment continues to look favorable, we believe investors remain too complacent about the possibility of geopolitical or economic shocks. FUND INFORMATION Symbol PRFDX 1 CUSIP Inception Date of Fund October 31, Benchmark Expense Information (as of the most recent Prospectus)* Russell 1000 Value Index % 5 Fiscal Year End December B-1 Fee 7 Redemption Fee 8 Total Assets (all share classes) Percent of Portfolio in Cash 1.6% $21,615,250,503 9 *Figure is equivalent to the annual Operating Expense ratio. 1 0 PERFORMANCE (NAV, total return) Three Months Year-to- Date One Year Three Years Annualized Equity Income Fund 3.99% 3.47% 9.10% 14.86% 9.36% 9.36% 8.43% Russell 1000 Value Index S&P 500 Index CALENDAR YEAR PERFORMANCE (NAV, total return) Inception Date Equity Income Fund Oct % 25.62% 15.15% -0.72% 17.25% 29.75% 7.49% -6.66% 19.28% 16.18% Russell 1000 Value Index S&P 500 Index Current performance may be lower or higher than the quoted past performance, which cannot guarantee future results. Share price, principal value, and return will vary, and you may have a gain or loss when you sell your shares. To obtain the most recent month-end performance or to request a prospectus or summary prospectus, which includes investment objectives, risks, fees, expenses, and other information that you should read and consider carefully before investing, please call or visit our website at troweprice.com. Total return figures include changes in principal value, reinvested dividends, and capital gain distributions. The value approach carries the risk that the market will not recognize a security s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced. Five Years Ten Years Fifteen Years Not for use with Individual Investors. 1

2 PERFORMANCE REVIEW Information About Sector Reclassifications The telecommunication services sector was expanded and renamed communication services at the end of the period. Some securities previously assigned to information technology or consumer discretionary were reclassified as communication services. Additionally, some securities previously assigned to information technology were reclassified as consumer discretionary. Drivers of relative performance and comments on portfolio positioning for the period represent the sector where the security was classified prior to the recent change. Strong for U.S. Stocks Domestic equities recorded solid gains in the third quarter, with the broad S&P 500 Index logging its biggest quarterly advance in nearly five years. A continuing surge in corporate profits appeared to drive much of the market's advance. The tax cuts passed last year deserved part of the credit for the surge in corporate profitability, but companies' topline performance was also impressive. Throughout the quarter, investors welcomed a series of new trade deals with Europe, Mexico, and other trading partners, but the escalating dispute with China periodically roiled Wall Street and may have restrained the market's gains. Major U.S. indexes retreated in July following reports that the Trump administration was planning to follow through on a threat to impose tariffs on an additional USD $200 billion of imports from China. The Chinese responded with tariff threats of their own, and markets wavered over the following weeks as negotiations between the two countries began and then faltered. Eventually, the U.S. began implementing a 10% tariff on the original USD $200 billion in targeted goods, with the tariff rate set to increase to 25% by the end of Wall Street surprised many observers by largely taking the new tariffs in stride, with investors apparently calmed by the relatively low 10% level of the initial tariff, which some interpreted as a sign of the Trump administration's willingness to negotiate. Consumer Discretionary Detracted Due to Stock Selection The consumer discretionary sector continued to benefit from the solid U.S. economy; in particular, strong consumer sentiment, rising wages, and low unemployment supported consumer spending. Automakers and auto component companies largely struggled, driven by global trade concerns, slowing new vehicle sales, and higher commodity costs. Our stock choices weighed on relative performance. p Shares of Las Vegas Sands traded lower amid concerns that a slowdown in the Chinese economy could reduce consumer spending at Macau casinos. Despite these headwinds, we see longer-term value in the company due to its solid balance sheet, quality assets, and strong dividend yield. p After moving sharply higher in June, shares of Twenty-First Century Fox receded after Comcast dropped out of a bidding war with Walt Disney to purchase some of Twenty-First Century Fox's assets. We continue to like Twenty-First Century Fox for its concentrated portfolio of high-quality, "must-see" content, including sports and news programming. Stock Choices in Financials Hindered Relative Performance Overall, the financials sector continued to benefit from rising interest rates, which generally boost lending margins. Low credit costs, softer federal regulation, lower corporate tax rates, and a strong U.S. economy also supported sector names. Concern over the potential for slowing global growth and merger and acquisition developments weighed on certain financial companies. Our stock selection detracted from relative results. p Shares of State Street fell after the custodial bank announced plans to buy financial data firm Charles River Development for $2.6 billion, which investors felt was an excessive price. We added to our position in State Street because we believe the Charles River acquisition will enable the company to offer higher-value, less commoditized services. p Wells Fargo suffered as rising competition among lenders and a flattening yield curve weighed on margins. The company also faced concerns that a decline in its commercial lending staff could impede its ability to compete for new business. Despite these setbacks, we believe Wells Fargo is attractively valued, has good long-term fundamentals, and has made progress in addressing past issues in its sales culture. Health Care Detracted Due to an Underweight and Stock Selection Health care was the top-performing sector in the benchmark index. Investors favored the more defensive areas of the sector amid macroeconomic worries, including escalating global trade tensions, and a rotation away from technology stocks due to concerns about new regulations. Certain pharmaceutical companies benefited from reduced concern about drug pricing reform and optimism that rebate reform may lead to higher volumes. In addition, merger and acquisition developments and drug trial results supported certain names. Our underweight position and stock choices hindered relative performance. p Pharmaceutical company GlaxoSmithKline has performed well in However, shares lagged sector peers during the quarter amid questions about the company's research and development productivity and the near-term prospect of generic competition for its asthma drug Advair. We favor GlaxoSmithKline because we believe the company's HIV franchise is more resilient to competition than the market appreciates and that new management can improve operational performance to increase margins. Information Technology Contributed Due to Stock Selection Several information technology companies benefited from their continued focus on cloud computing and software-as-a-service offerings. However, concerns over the potential for government regulation hindered several fast-growing sector names. Worries that demand for semiconductors may be decelerating, following years of growth, also served as a headwind. Our stock choices aided relative results. p Shares of Qualcomm traded higher after the company terminated plans to buy Dutch chip maker NXP Semiconductors and instead announced a $30 billion share repurchase program. We like Qualcomm for its durable licensing business, focus on cost cutting and returning capital to shareholders, and strong dividend yield. p Microsoft continued to generate strong demand growth within cloud computing through its Azure public cloud offerings, Office 365 applications, and hybrid cloud platform. We sold shares but continue to like the company's durable growth prospects and ability to increase free cash flow, as well as management's solid track record of execution. Not for use with Individual Investors. 2

3 Industrials and Business Services Contributed Due to Stock Choices and an Overweight The industrials and business services sector performed well after struggling late in the previous quarter due to worries over U.S. trade tariffs and the prospect of retaliatory trade measures. Continued strength in U.S. manufacturing and order data tempered concerns about the near-term impact of heightened global trade tensions on industrial companies. Our stock selection and overweight position supported relative performance. p Harris, a leading provider of radio communications products, reported strong sales growth, particularly in the company's core tactical radio business, as the U.S. military upgrades its communications equipment. We continue to like Harris for its differentiated technology and good management team; however, we sold shares considering their recent price appreciation. p Aerospace company Boeing continued to benefit from soaring demand for commercial aircraft and periods of optimism that the U.S. and China would make progress in trade negotiations. We like Boeing for its duopoly position in global commercial aerospace, superior product offering, impressive recent operational improvements, and expectations for robust cash generation. PORTFOLIO POSITIONING AND ACTIVITY The equity market's continued advance provided us with opportunities to sell shares of several names on strength. We also bought shares of strong companies that we believe are well positioned for improved performance going forward. Sector positioning shifted during the quarter as a result of our bottom-up stock selection process. Overall, we decreased our positions in the information technology, health care, and energy sectors. Conversely, we added to our holdings in the utilities and industrials and business services sectors. Consumer Staples We typically focus our efforts in the consumer staples sector on companies with strong brands that are trading at attractive valuations relative to their peers and/or history. We also like the stable earnings and dividend yields that consumer staples stocks tend to provide. During the quarter, we bought shares of high-quality names at compelling prices and sold shares of other companies on strength or due to a change in our investment thesis. p Tobacco company Philip Morris International has struggled in recent periods due to slowing growth for its heat-not-burn iqos device in Japan, a key market, and a steeper-than-expected fall in combustible cigarette shipments. We bought shares at attractive valuations. We see longer-term potential for iqos, and, despite a secular decline in combustible cigarette sales, we believe the company's business model is more durable than the market appreciates. p We sold shares of snack and beverage giant PepsiCo. We like the company's sales growth in emerging markets and in its Frito-Lay North America snack business. In addition, the company reported better-than-expected results in its challenged North America beverage unit for the second quarter of However, PepsiCo faces headwinds from rising commodity prices, the rapidly changing retail environment, and consumers' shifting preferences toward healthier food and beverages. p Shares of Kellogg have performed well in recent months as the breakfast food and snack maker posted better-than-expected organic sales figures and benefited from federal tax reform. We like the new CEO's focus on positioning Kellogg better in a challenging environment for packaged food companies, but we sold shares on strength as the stock's risk/reward profile was more balanced, in our view. Industrials and Business Services We like several names in this sector, where we invest in companies that reach many different end markets and have solid business models and/or an ability to generate strong cash flows. We purchased shares of certain industrials and business services companies that we believe are well positioned for improved performance. p We bought shares of Nielsen Holdings, which supplies television ratings data through its Watch segment and consumer packaged goods data through its Buy segment. The stock has struggled amid concerns about the Buy segment's drop in revenue in developed markets. We see value in the company because the Watch segment has adapted well to consumers' shift from traditional television to streaming services, and the Buy segment has posted strong growth in emerging markets. We also believe the company could benefit from the involvement of an activist investor. Energy Although oil prices have risen, we believe they are likely to be subdued over time because of increased global supply combined with the growing use of alternative energy sources. As a result, we favor companies that are less dependent on the price of oil and that feature strong balance sheets, have access to low-cost sources of oil and natural gas, and have lower cost structures that can remain competitive in a lower-priced oil environment. p Energy exploration and production company Hess has benefited from continued strength in crude oil prices and rising optimism regarding its Guyana exploration efforts. We continue to like Hess for its Guyana assets, but we sold shares following the recent stock price appreciation. p We bought shares of pipeline company TransCanada. We believe TransCanada's assets are well positioned and that the company's business model offers an attractive combination of durable performance and growth potential. We also like TransCanada's diversified customer base and robust dividend yield. Financials Despite recent strength, we still find the risk/reward profiles of select financial companies to be compelling, given the potential for further benefits from higher interest rates, corporate tax cuts, and a relaxation of financial regulation. We remain focused on identifying financial companies that we find attractive on an idiosyncratic basis. p Regional bank KeyCorp has accelerated loan growth and core fee income in recent periods as well as driven efficiency improvements following its acquisition of First Niagara Financial Group. We continue to like the company, but we sold shares and redeployed the capital into other financial names that we believe offer more compelling relative valuations and less cyclical exposure. Not for use with Individual Investors. 3

4 p We bought shares of bank holding company U.S. Bancorp. We favor U.S. Bancorp's strong balance sheet and attractive valuations, and we like that the company is less sensitive to economic cycles than several sector peers. We also like management's expense discipline. Health Care We have a diversified view of the sector, considering the myriad challenges and opportunities health care companies face, including political scrutiny regarding drug pricing, mergers and acquisitions, and drug trial results. We sold shares of several health care companies during the period. p Becton, Dickinson & Company has benefited from investors' optimism regarding the medical device maker's growth potential amid strong demand for health care services, as well as its recent acquisition of fellow medical technology company C.R. Bard. We continue to like Becton, Dickinson & Company for its durable growth profile, which could accelerate due to synergies from the C.R. Bard deal. However, we sold shares on the recent strength of the stock. MANAGER'S OUTLOOK U.S. stocks continued to advance during the quarter, as corporate earnings reports confirmed that tax cuts, continued global growth, and other factors were driving a surge in profit growth. Globally, political uncertainty in Italy and a continued lack of progress in working out a post-brexit trade relationship between the UK and the European Union served as headwinds at times. In the U.S., the ebb and flow of tariff threats and other trade concerns continued to play a role in driving sentiment. However, the rising trade tensions appear to have had little overall impact on the U.S. economy thus far, as manufacturing data remained strong, low unemployment persisted, and signs of wage growth emerged. The Federal Reserve raised interest rates in September, as expected, and signaled that additional rate hikes are likely in the coming periods. While the near-term investing environment continues to look favorable, we believe investors remain too complacent about the possibility of geopolitical or economic shocks. As a result, we are being more thoughtful about balancing the portfolio's cyclical and defensive exposures. Although valuations are largely neutral, we are identifying idiosyncratic investment opportunities, with a focus on high-quality businesses that have been overly discounted due to near-term challenges but feature promising financial outlooks and the potential for improved investor perception. As always, we are taking a longer-term approach in our investments while also taking advantage of market movements during periods of volatility. Not for use with Individual Investors. 4

5 QUARTERLY ATTRIBUTION SECTOR ATTRIBUTION DATA VS. RUSSELL 1000 VALUE INDEX (3 months ended September 30, 2018) Total Value Added Value Added from Group Weight Value Added from Stock Selection 1% 0% -1% -2% Total Info Tech Industrials & Bus Svcs Energy Materials Utilities Real Estate Communication Services Consumer Staples Health Care Over/Underweight 4% Financials Consumer Disc Over/Underweight 0.00% -1.54% 3.44% -0.05% 1.78% -1.87% 0.65% -0.08% -0.19% -2.01% 2.49% -2.59% Fund Performance Index Performance Value Add - Group Weight Value Add - Stock Selection Total Contribution TOP 5 RELATIVE CONTRIBUTORS VS. RUSSELL 1000 VALUE INDEX (3 months ended September 30, 2018) Security % of Equities TOP 5 RELATIVE DETRACTORS VS. RUSSELL 1000 VALUE INDEX (3 months ended September 30, 2018) Net Contribution (Basis Points) Security % of Equities 0% -4% -8% Net Contribution (Basis Points) Qualcomm Inc 2.3% 35 Berkshire Hathaway Inc 0.0% -36 Microsoft Corp Las Vegas Sands Corp Harris Corp Del Abbott Labs Cf Inds Hldgs Inc Tyson Foods Inc Anthem Inc ORACLE CORP Net contribution is calculated versus a specific benchmark. It is the difference between the security s absolute contribution to the portfolio and the security s absolute contribution to the benchmark. This reflects the amount the security has impacted relative return. Past performance cannot guarantee future results. All other numbers are percentages. Note: Analysis represents the equity-only performance of the portfolio as calculated by the Wilshire Atlas attribution model and is exclusive of cash, trusts, mutual funds, delisted securities, and other non-equity holdings. Returns will not match official T. Rowe Price performance because Wilshire uses different pricing and exchange rate sources and does not capture intraday trading or fair-value pricing. Performance for each security is obtained in the local currency and, if necessary, is converted to U.S. dollars using an exchange rate determined by an independent third party. Source: Wilshire Atlas, MSCI/S&P GICS Sectors; Analysis by T. Rowe Price Associates, Inc. T. Rowe Price uses the MSCI/S&P Global Industry Classification Standard (GICS) for sector and industry reporting. Each year, MSCI and S&P review the GICS structure. The last change occurred on September 28, The Telecommunications Services sector was expanded and renamed Communication Services. Some securities previously assigned to Information Technology or Consumer Discretionary were reclassified as Communication Services. These changes are reflected in the weightings shown. Value added represents the contribution to the sector where the security was previously classified prior to the recent change. T. Rowe Price will adhere to all future updates to GICS for prospective reporting. Figures are shown gross of fees. Returns shown with gross dividends reinvested. Not for use with Individual Investors. 5

6 12-MONTH ATTRIBUTION SECTOR ATTRIBUTION DATA VS. RUSSELL 1000 VALUE INDEX (12 months ended September 30, 2018) Total Value Added Value Added from Group Weight Value Added from Stock Selection 3% 2% 1% 0% -1% -2% -3% Total Industrials & Bus Svcs Info Tech Consumer Disc Consumer Staples Energy Health Care Utilities Over/Underweight 6% Over/Underweight 0.00% 3.44% -1.54% -2.59% -0.19% -1.87% 0.65% 1.78% -0.05% -2.01% -0.08% 2.49% Fund Performance Index Performance Value Add - Group Weight Value Add - Stock Selection Total Contribution TOP 5 RELATIVE CONTRIBUTORS VS. RUSSELL 1000 VALUE INDEX (12 months ended September 30, 2018) Security % of Equities Real Estate Communication Services Materials Financials TOP 5 RELATIVE DETRACTORS VS. RUSSELL 1000 VALUE INDEX (12 months ended September 30, 2018) Net Contribution (Basis Points) Security % of Equities Microsoft Corp 2.2% 103 Berkshire Hathaway Inc 0.0% -42 Twenty First Centy Fox Intel Corp Boeing Co Adient Plc Hess Corp Bank Amer Corp Anthem Inc Abbott Labs Net contribution is calculated versus a specific benchmark. It is the difference between the security s absolute contribution to the portfolio and the security s absolute contribution to the benchmark. This reflects the amount the security has impacted relative return. Past performance cannot guarantee future results. All other numbers are percentages. Note: Analysis represents the equity-only performance of the portfolio as calculated by the Wilshire Atlas attribution model and is exclusive of cash, trusts, mutual funds, delisted securities, and other non-equity holdings. Returns will not match official T. Rowe Price performance because Wilshire uses different pricing and exchange rate sources and does not capture intraday trading or fair-value pricing. Performance for each security is obtained in the local currency and, if necessary, is converted to U.S. dollars using an exchange rate determined by an independent third party. Source: Wilshire Atlas, MSCI/S&P GICS Sectors; Analysis by T. Rowe Price Associates, Inc. T. Rowe Price uses the MSCI/S&P Global Industry Classification Standard (GICS) for sector and industry reporting. Each year, MSCI and S&P review the GICS structure. The last change occurred on September 28, The Telecommunications Services sector was expanded and renamed Communication Services. Some securities previously assigned to Information Technology or Consumer Discretionary were reclassified as Communication Services. These changes are reflected in the weightings shown. Value added represents the contribution to the sector where the security was previously classified prior to the recent change. T. Rowe Price will adhere to all future updates to GICS for prospective reporting. Figures are shown gross of fees. Returns shown with gross dividends reinvested. 4% 2% 0% -2% -4% -6% Net Contribution (Basis Points) Not for use with Individual Investors. 6

7 PORTFOLIO POSITIONING SECTOR DIVERSIFICATION CHANGES OVER TIME Fund - Prior Year (9/30/17) Fund - Prior (6/30/18) Fund - Current (9/30/18) 30% 25% 20% 15% 10% Russell % Value Index - Current 0% (9/30/18) Financials Health Care Indust & Bus Svcs Energy Info Tech Cons Disc Utilities Cons Stpls Materials Telecomm Svcs Real Estate LARGEST PURCHASES LARGEST SALES Issuer Sector % of Fund Current 9/30/18 % of Fund Prior 6/30/18 Issuer Sector % of Fund Current 9/30/18 % of Fund Prior 6/30/18 U.S. Bancorp 1.7% 1.6% Microsoft 2.1% 2.2% Southern Company Harris Kimberly-Clark Hess State Street Becton, Dickinson & Company American International Group CF Industries NiSource Apache Philip Morris International KeyCorp TransCanada PepsiCo Nielsen Holdings (N) Kellogg Sempra Energy CA (E) (N) New Position (E) Eliminated Not for use with Individual Investors. 7

8 HOLDINGS TOP 10 ISSUERS Issuer Industry % of Fund % of Russell 1000 Value Index JPMorgan Chase Banks 3.7% 2.8% Wells Fargo Banks ExxonMobil Oil, Gas & Consumable Fuels Total Oil, Gas & Consumable Fuels Qualcomm Semicons & Semicon Equip Twenty-First Century Fox Media Microsoft Software DowDuPont Chemicals Verizon Communications Diversified Telecom Services Johnson & Johnson Pharmaceuticals TOP 5 OVER/UNDERWEIGHT POSITIONS VS. RUSSELL 1000 VALUE INDEX Issuer Industry % of Fund % of Russell 1000 Value Index Over/Underweight Total Oil, Gas & Consumable Fuels 2.2% 0.0% 2.2% Boeing Aerospace & Defense Microsoft Software Harris Aerospace & Defense Twenty-First Century Fox Media Berkshire Hathaway Diversified Financial Services Bank of America Banks AT&T Diversified Telecom Services Intel Semicons & Semicon Equip Procter & Gamble Household Products PORTFOLIO MANAGEMENT Portfolio Manager: John D. Linehan Managed Fund Since: 2015 Joined Firm: 1998 Not for use with Individual Investors. 8

9 Additional Disclosures T. Rowe Price uses the MSCI/S&P Global Industry Classification Standard (GICS) for sector and industry reporting. Each year, MSCI and S&P review the GICS structure. The last change occurred on September 28, Unless indicated otherwise, the information utilizes the GICS structure in place prior to the recent change on September 28, 2018, and will be updated upon the next reporting cycle. T. Rowe Price will adhere to all future updates to GICS for prospective reporting. Russell Investment Group is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell is a trademark of Russell Investment Group. Source for S&P data: S&P. "Standard & Poor s ", "S&P ", "S&P 500 ", "Standard & Poor s 500", and "500" are trademarks of Standard & Poor s, and have been licensed for use by T. Rowe Price. The fund is not sponsored, endorsed, sold or promoted by Standard & Poor s and Standard & Poor s makes no representation regarding the advisability of investing in the fund. The manager s views and portfolio holdings are historical and subject to change. This material should not be deemed a recommendation to buy or sell any of the securities mentioned. The specific securities identified and described do not represent all of the securities purchased, sold, or recommended for the Fund and no assumptions should be made that the securities identified and discussed were or will be profitable. The information shown does not reflect any ETFs that may be held in the portfolio. Diversification exhibits may not add to 100% due to exclusion or inclusion of cash. Certain numbers in this report may not equal stated totals due to rounding. Unless otherwise stated, data is as of the report date. Unless indicated otherwise the source of all data is T. Rowe Price. This material has been prepared for informational purposes only. The views and opinions stated in this commentary are those of the portfolio managers listed as of the date indicated. These views and opinions are subject to change based on market or other conditions and may differ from those of other T. Rowe Price associates. Actual market and investment results may differ materially from expectations T. Rowe Price. All rights reserved. T. ROWE PRICE, INVEST WITH CONFIDENCE, and the Bighorn Sheep design are, collectively and/or apart, trademarks or registered trademarks of T. Rowe Price Group, Inc. T. Rowe Price Investment Services, Inc., Distributor Not for use with Individual Investors. 9