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: 811-01530

 

Name of Registrant: Vanguard Explorer Fund
Address of Registrant: P.O. Box 2600
  Valley Forge, PA 19482

 

Name and address of agent for service: Anne E. Robinson, Esquire
  P.O. Box 876
  Valley Forge, PA 19482

 

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

 

Date of fiscal year end: October 31

 

Date of reporting period: November 1, 2019—October 31, 2020

 

 

 

 

 

 

Item 1: Reports to Shareholders

 

 

 

 

Annual Report   |   October 31, 2020
Vanguard Explorer Fund
See the inside front cover for important information about access to your fund’s annual and semiannual shareholder reports.

Important information about access to shareholder reports
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of your fund’s annual and semiannual shareholder reports will no longer be sent to you by mail, unless you specifically request them. Instead, you will be notified by mail each time a report is posted on the website and will be provided with a link to access the report.
If you have already elected to receive shareholder reports electronically, you will not be affected by this change and do not need to take any action. You may elect to receive shareholder reports and other communications from the fund electronically by contacting your financial intermediary (such as a broker-dealer or bank) or, if you invest directly with the fund, by calling Vanguard at one of the phone numbers on the back cover of this report or by logging on to vanguard.com.
You may elect to receive paper copies of all future shareholder reports free of charge. If you invest through a financial intermediary, you can contact the intermediary to request that you continue to receive paper copies. If you invest directly with the fund, you can call Vanguard at one of the phone numbers on the back cover of this report or log on to vanguard.com. Your election to receive paper copies will apply to all the funds you hold through an intermediary or directly with Vanguard.
Contents
Your Fund’s Performance at a Glance

1
Advisors' Report

2
About Your Fund’s Expenses

8
Performance Summary

10
Financial Statements

12
Trustees Approve Advisory Arrangements

29
Please note: The opinions expressed in this report are just that—informed opinions. They should not be considered promises or advice. Also, please keep in mind that the information and opinions cover the period through the date on the front of this report. Of course, the risks of investing in your fund are spelled out in the prospectus.

Your Fund’s Performance at a Glance
Vanguard Explorer Fund returned 14.08% for Investor Shares and 14.21% for Admiral Shares for the 12 months ended October 31, 2020. The fund trailed its benchmark, the Russell 2500 Growth Index, which returned 21.71%.
The period was marked by the global spread of COVID-19 and efforts to contain it. However, responses from policymakers, the start of trials for vaccines and treatments, and the easing of some pandemic-related restrictions eventually lifted investor sentiment.
Growth stocks outperformed their value counterparts, while large- and mid-capitalization stocks surpassed small-caps.
Returns were positive for six of the fund’s 11 sectors. Stock selection in communication services and industrials and an underweight allocation to utilities boosted relative performance. Weak selection in health care, financials, and consumer discretionary detracted most.
Over the decade ended October 31, 2020, the fund’s average annual return lagged that of its expense-free benchmark.
Market Barometer
  Average Annual Total Returns
Periods Ended October 31, 2020
  One Year Three Years Five Years
Stocks      
Russell 1000 Index (Large-caps) 10.87% 10.63% 11.79%
Russell 2000 Index (Small-caps) -0.14 2.19 7.27
Russell 3000 Index (Broad U.S. market) 10.15 10.04 11.48
FTSE All-World ex US Index (International) -2.17 0.13 4.52
Bonds      
Bloomberg Barclays U.S. Aggregate Bond Index (Broad taxable market) 6.19% 5.06% 4.08%
Bloomberg Barclays Municipal Bond Index
(Broad tax-exempt market)
3.59 4.09 3.70
FTSE Three-Month U.S. Treasury Bill Index 0.86 1.62 1.15
CPI      
Consumer Price Index 1.18% 1.82% 1.83%
1

Advisors' Report
For the 12 months ended October 31, 2020, Vanguard Explorer Fund returned 14.08% for Investor Shares and 14.21% for Admiral Shares. It underperformed its benchmark, the Russell 2500 Growth Index, which returned 21.71%.
Your fund is managed by five independent advisors, a strategy that enhances its diversification by providing exposure to distinct yet complementary investment approaches. It’s not uncommon for different advisors to have different views about individual securities or the broader investment environment.
The table on page 7 lists the advisors, the amount and percentage of fund assets each manages, and brief descriptions of their investment strategies.
The advisors have provided the following assessment of the investment environment during the past 12 months and the notable successes and shortfalls in their portfolios. These comments were prepared on November 13, 2020.
Wellington Management Company llp
Portfolio Manager:
Daniel J. Fitzpatrick, CFA, Senior Managing
Director and Equity Portfolio Manager
Over the 12 months ended October 31, 2020, small-capitalization stocks, as measured by the Russell 2000 Index, declined moderately amid increasing macroeconomic and market volatility
surrounding the COVID-19 pandemic and concerns about the economic recovery. Small-caps strengthened in the final months of the period but continued to lag their larger-cap counterparts. While more growth-oriented areas of the market generated strong returns throughout this period, cyclical areas faced greater challenges because of concerns about broader economic stability and growth.
Our bottom-up stock selection detracted from results in eight of the 11 industry sectors, most notably in consumer discretionary, health care, and financials. Weaker selection was partly offset by stronger selection in communication services and information technology. Sector allocation, a result of our selection process, also detracted from relative performance. Our underweight allocations to health care and IT weighed on relative returns, while our underweightings of consumer discretionary and utilities helped.
Communication services company Cinemark Holdings, a U.S. owner and operator of movie theaters, was the biggest relative detractor for the period. Its shares declined amid pandemic-driven theater closures and major delays and uncertainty about film releases. We still hold the position, as we believe that Cinemark is the best operator in the industry and has enough liquidity to remain in business through 2021, despite the temporary closure of its theaters. We believe that its financial strength and ability to weather the tough environment should help Cinemark gain market share
 
2

on the other side of the economic slowdown.
Information technology holding SunPower, a solar-panel services company, was the top relative contributor for the 12 months. Shares rose as the company reported earnings that moderately exceeded consensus expectations. Management raised its guidance for the 2020 fiscal year, and the company secured funding for its residential solar leasing program through 2021. SunPower, along with the broader renewable energy industry, has also benefited from global government spending proposals that aim to reduce carbon emissions over time.
ClearBridge Investments, LLC
Portfolio Managers:
Brian Angerame, Managing Director
Aram Green, Managing Director
Jeffrey Russell, CFA, Managing Director
Matthew Lilling, CFA, Director
The Russell 2500 Growth benchmark of small- and mid-cap companies returned 21.71% over the tumultuous 12 months ended October 31, 2020. The equity market reached record highs in February before taking a sharp downturn as the magnitude of the COVID-19 crisis became apparent, leading to a flash recession that exceeded the Great Depression in speed and severity. Relatively quick action by the Federal Reserve and several fiscal relief packages have partly blunted the
economic impact of the pandemic and helped on the path to recovery.
Although many consumer experience sectors remain severely depressed (air transportation, lodging, and restaurants), a variety of long-term trends relating to digital experience (telemedicine, work from home, and cloud adoption) have accelerated.
The portfolio’s consumer discretionary, information technology, and industrial investments contributed to outperformance of the benchmark for the period. Etsy and Carvana saw a surge of demand for their unique offerings. Innovators DocuSign and Wix.com are rapidly becoming IT industry standards. Residential composite decking manufacturer Trex continues to experience exceptional volume and profit gains as consumers reinvest in their homes.
We are optimistic about the companies owned in the portfolio and added 20 new holdings during the fiscal year. We are confident in the ability of our holdings’ managements to steer through, in many instances, rapidly changing and industry environments without precedent while balancing returns to shareholders with investments in substantial growth opportunities and social and environmental responsibilities.
3

Stephens Investment Management Group, LLC
Portfolio Manager:
Ryan E. Crane, CFA,
Chief Investment Officer
Although the first few months of the fiscal year were fairly normal, the rest were dominated by COVID-19 news and its impact on the economy. The pandemic created innumerable disruptions: the policy initiatives at the local, state, national, and global levels to address the crisis; the changes in consumer behavior and preferences; and the way that businesses operate. The macroeconomic landscape was similarly disrupted as GDP plunged but then rebounded. Central bankers moved to a very accommodative stance.
Disruption brought about by COVID-19 only seemed to amplify long-term growth trends that were already in place—there were clear winners and losers. As a result, it was a market ripe for stock-picking. We were considerably more active within the portfolio, making changes to our positioning as the market and economy changed. Investors gravitated toward companies with strong, stable long-term growth profiles. This is our specialty and helped our relative returns.
Although there is hope of a vaccine and an improvement in the pandemic, we don’t necessarily believe there will be a commensurate reduction in volatility. The market and the economy still face many uncertainties, and systemic change is
accelerating. We embrace the volatility and change, as we believe this environment will continue to provide many stock-picking opportunities.
Vanguard Quantitative Equity Group
Portfolio Managers:
James P. Stetler
Binbin Guo, Principal, Head of
Alpha Equity Investments
The period was marked by the global spread of COVID-19 and efforts to contain it. After a sharp pandemic-related decline earlier in 2020, global stocks began a rebound in March that continued into the third quarter. Massive fiscal and monetary support from governments and central banks, signs of economic healing, and reported progress toward a COVID-19 vaccine all buoyed the markets.
Investor sentiment soured and volatility returned in September before stabilizing in October. Global stocks’ September performance was a result of several factors, including stretched valuations in information technology, a resurgence in coronavirus infections in some regions, and dimmer chances of a new U.S. government aid package.
Although it’s important to understand how overall performance is affected by such macroeconomic factors, our approach to investing focuses on specific fundamentals. We believe that attractive stocks exhibit five key characteristics: high
4

quality—healthy balance sheets and steady cash-flow generation; effective management decisions—sound investment policies that favor internal over external funding; consistent earnings growth—ability to grow earnings year after year; strong market sentiment—market confirmation of our view; and reasonable valuation—shares that are not overpriced.
Using these five themes, we generate a daily composite stock ranking. We then monitor our portfolio based on those rankings and adjust when appropriate to maximize expected returns while minimizing exposure to risks that our research indicates don’t improve returns (such as industry selection and other risks relative to our benchmark).
Over the 12 months ended October 31, 2020, our market sentiment and growth models contributed to our relative performance, while our quality and management decisions models detracted. Our strongest sector results were in communication services, driven in part by strong stock selection in entertainment companies. Selection in health care, industrials, and consumer discretionary detracted most.
At the stock level, top contributors included overweight positions in health care companies (Novavax and Veeva Systems) as well as IT companies (Enphase Energy, Five9, and Zscaler). Underweight positions in Immunomedics, Dexcom, and Teladoc in health care and DocuSign in IT detracted, as did an
overweight allocation to Spirit AeroSystems in industrials.
ArrowMark Partners
Portfolio Managers:
Chad Meade, Partner
Brian Schaub, CFA, Partner
Through the latter half of 2019, equities extended their long bull run as the outlook for the global economy continued to brighten. That all ended abruptly in late February and early March 2020 as the novel coronavirus began to spread globally, requiring quarantines that shut down entire economies.
Stocks fell swiftly and severely, with U.S. equity markets plummeting from their February peaks into bear market territory. In response to stay-at-home orders, businesses shut their doors, ultimately resulting in more than 40 million Americans filing for unemployment.
The U.S. government passed a nearly $3 trillion relief package for struggling Americans, while central bankers responded to the crisis with unprecedented monetary stimulus. These and other developments, including declining COVID-19 infection rates and the reopening of economies, lifted investor confidence and spurred a strong rally in U.S. equity markets through the latter part of the period.
Health care holdings collectively delivered the largest positive contribution to
5

performance over the 12 months. Within health care, health care equipment and supplies companies including Quidel, a developer of rapid diagnostic testing solutions, delivered solid returns. In addition, biotechnology company Immunomedics boosted results.
Stock selection and an overweight position in the consumer discretionary sector detracted, as specialty retailer Sally Beauty Holdings declined over the period. The industrial sector also hurt
performance, in part because marine transportation company Kirby underperformed.
We believe the markets will remain volatile over the next few months as investors anticipate and digest the U.S. presidential election results, the timing and availability of a COVID-19 vaccine, the likelihood of a supplemental coronavirus stimulus relief package, and the possibility of rising inflation.
6

Vanguard Explorer Fund Investment Advisors
 
  Fund Assets Managed  
Investment Advisor % $ Million Investment Strategy
Wellington Management Company LLP 36 5,973 Conducts research and analysis of individual companies to select stocks believed to have exceptional growth potential relative to their market valuations. Each stock is considered individually before purchase, and company developments are continually monitored for comparison with expectations for growth.
ClearBridge Investments, LLC 16 2,730 The firm seeks to invest in cash-generative, quality growth companies that are category leaders (or have the ability to become market leaders), and display capital allocation discipline aimed at fueling long-term sustainable growth. ClearBridge focuses on cash-flow-based metrics to value companies, as well as revenue or earnings multiples, relying on the most appropriate valuation metrics for each company. This approach aligns with the team’s style of investing in cash generative, quality growth companies. The research process is disciplined and collaborative, with each member of the team executing on a shared investment philosophy and process.
Stephens Investment Management Group, LLC 16 2,557 Employs a disciplined, bottom-up investment selection process that combines rigorous fundamental analysis with quantitative screening to identify companies with superior earnings growth potential. The approach screens for core growth stocks and for catalyst stocks. Core growth stocks have strong growth franchises, recurring revenue, and above-average growth rates; catalyst stocks are experiencing changes that could lead to accelerated earnings growth.
Vanguard Quantitative Equity Group 15 2,524 Employs a quantitative fundamental management approach, using models that assess valuation, growth prospects, management decisions, market sentiment, and earnings and balance-sheet quality of companies as compared with their peers.
ArrowMark Partners 15 2,479 The firm employs a “risk-before-reward“ investment strategy and in-depth fundamental research to uncover companies that, in its opinion, can control environments. The portfolio managers start by identifying businesses with strong competitive advantages in industries with high barriers to entry and then narrow their focus to companies with large potential markets and high-quality business models focused on the future. Across this entire investment process, the team takes steps to deliver strong downside protection, resulting in a diversified portfolio of 75–100 stocks.
Cash Investments 2 342 These short-term reserves are invested by Vanguard in equity index products to simulate investment in stocks. Each advisor also may maintain a modest cash position.
7

About Your Fund’s Expenses
As a shareholder of the fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund.
A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.
The accompanying table illustrates your fund’s costs in two ways:
Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The ”Ending Account Value“ shown is derived from the fund‘s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.
To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading ”Expenses Paid During Period.“
Based on hypothetical 5% yearly return. This section is intended to help you compare your fund‘s costs with those of other mutual funds. It assumes that the fund had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case—because the return used is not the fund’s actual return—the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.
Note that the expenses shown in the table are meant to highlight and help you compare ongoing costs only and do not reflect transaction costs incurred by the fund for buying and selling securities. Further, the expenses do not include any purchase, redemption, or account service fees described in the fund prospectus. If such fees were applied to your account, your costs would be higher. Your fund does not carry a “sales load.”
The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.
You can find more information about the fund’s expenses, including annual expense ratios, in the Financial Statements section of this report. For additional information on operating expenses and other shareholder costs, please refer to your fund’s current prospectus.
8

Six Months Ended October 31, 2020      
Explorer Fund Beginning
Account Value
4/30/2020
Ending
Account Value
10/31/2020
Expenses
Paid During
Period
Based on Actual Fund Return      
Investor Shares $1,000.00 $1,236.32 $2.25
Admiral™ Shares 1,000.00 1,237.01 1.63
Based on Hypothetical 5% Yearly Return      
Investor Shares $1,000.00 $1,023.13 $2.03
Admiral Shares 1,000.00 1,023.68 1.48
The calculations are based on expenses incurred in the most recent six-month period. The fund’s annualized six-month expense ratios for that period are 0.40% for Investor Shares and 0.29% for Admiral Shares. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by the number of days in the most recent 12-month period (184/366).
9

Explorer Fund
Performance Summary
All of the returns in this report represent past performance, which is not a guarantee of future results that may be achieved by the fund. (Current performance may be lower or higher than the performance data cited. For performance data current to the most recent month-end, visit our website at vanguard.com/performance.) Note, too, that both investment returns and principal value can fluctuate widely, so an investor’s shares, when sold, could be worth more or less than their original cost. The returns shown do not reflect taxes that a shareholder would pay on fund distributions or on the sale of fund shares.
Cumulative Performance: October 31, 2010, Through October 31, 2020
Initial Investment of $10,000
    Average Annual Total Returns
Periods Ended October 31, 2020
 
    One
Year
Five
Years
Ten
Years
Final Value
of a $10,000
Investment
 Explorer Fund Investor Shares 14.08% 12.91% 12.82% $33,413
 Russell 2500 Growth Index 21.71 13.30 13.77 36,346
 Dow Jones U.S. Total Stock Market Float Adjusted Index 9.99 11.41 12.75 33,211
       
    One
Year
Five
Year
Ten
Years
Final Value
of a $50,000
Investment
Explorer Fund Admiral Shares 14.21% 13.04% 12.97% $169,351
Russell 2500 Growth Index 21.71 13.30 13.77 181,730
Dow Jones U.S. Total Stock Market Float Adjusted Index 9.99 11.41 12.75 166,054
  
See Financial Highlights for dividend information.
10

Explorer Fund
Fund Allocation
As of October 31, 2020
Communication Services 2.7%
Consumer Discretionary 12.5
Consumer Staples 2.8
Energy 0.4
Financials 6.8
Health Care 26.1
Industrials 17.9
Information Technology 25.0
Materials 2.0
Real Estate 2.5
Utilities 0.1
Other 1.2
The table reflects the fund’s investments, except for short-term investments and derivatives. Sector categories are based on the Global Industry Classification Standard (“GICS”), except for the “Other” category (if applicable), which includes securities that have not been provided a GICS classification as of the effective reporting period.
Global Industry Classification Standard (“GICS”) was developed by and is the exclusive property and a service mark of MSCI Inc. (“MSCI”) and Standard and Poor’s, a division of McGraw-Hill Companies, Inc. (“S&P”), and is licensed for use by Vanguard. Neither MSCI, S&P nor any third party involved in making or compiling the GICS or any GICS classification makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of its affiliates or any third party involved in making or compiling the GICS or any GICS classification have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
11

Explorer Fund
Financial Statements
Schedule of Investments—Investments Summary
As of October 31, 2020
This Statement summarizes the fund’s holdings by asset type. Details are reported for each of the fund’s 50 largest individual holdings and for investments that, in total for any issuer, represent more than 1% of the fund’s net assets. The total value of smaller holdings is reported as a single amount within each category.
The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) four times in each fiscal year. For the second and fourth quarters the complete list of the fund’s holdings is available on vanguard.com and on Form N-CSR, or you can have it mailed to you without charge by calling 800-662-7447. For the first and third quarters of each fiscal year, the complete list of the fund’s holdings is available as an exhibit to its reports on Form N-PORT. The fund’s Form N-CSR and Form N-PORT reports are available on the SEC’s website at www.sec.gov.
    Shares Market
Value
($000)
Percentage
of Net
Assets
Common Stocks  
Communication Services*           427,207       2.6%
Consumer Discretionary                  
  Etsy Inc.* 1,193,264    145,089   0.9%
  Burlington Stores Inc.*   742,977    143,826   0.9%
  Skechers USA Inc. Class A* 3,870,401    122,730   0.7%
  Carter's Inc. 1,085,652     88,426   0.5%
  Five Below Inc.*   539,500     71,937   0.4%
  Hanesbrands Inc. 4,424,469     71,101   0.4%
  Houghton Mifflin Harcourt Co.*,1 7,198,968     18,789   0.1%
Consumer Discretionary—Other*,2  1,349,649   8.2%
      2,011,547 12.1%
Consumer Staples*,2           454,538       2.7%
Energy*           58,191       0.4%
Financials                  
  LPL Financial Holdings Inc. 1,148,104     91,768   0.6%
  Hannon Armstrong Sustainable Infrastructure Capital Inc. 2,098,984     87,842   0.5%
  SVB Financial Group*   288,603     83,897   0.5%
  Western Alliance Bancorp 1,742,071     71,773   0.4%
Financials—Other*    749,574   4.5%
      1,084,854 6.5%
Health Care                  
  Insulet Corp.*   696,577    154,814   0.9%
  ICON plc*   780,991    140,813   0.9%
  Penumbra Inc.*   454,512    118,641   0.7%
  Omnicell Inc.* 1,216,331    105,273   0.6%
  Hologic Inc.* 1,529,196    105,239   0.6%
12

Explorer Fund
    Shares Market
Value

($000)
Percentage
of Net
Assets
  Exact Sciences Corp.*   736,303     91,176   0.6%
  BioTelemetry Inc.*,1 2,044,965     87,075   0.5%
  Amedisys Inc.*   326,981     84,688   0.5%
  Quidel Corp.*   305,297     81,908   0.5%
  LHC Group Inc.*   361,825     78,353   0.5%
  Acadia Healthcare Co. Inc.* 2,164,918     77,179   0.5%
  Hill-Rom Holdings Inc.   816,269     74,338   0.5%
  Haemonetics Corp.*   710,545     71,829   0.4%
  Globus Medical Inc. Class A* 1,367,667     71,283   0.4%
Health Care—Other*,2  2,846,620  17.1%
      4,189,229 25.2%
Industrials                  
  TriNet Group Inc.* 2,223,867    153,269   0.9%
  Trex Co. Inc.* 1,753,194    121,917   0.7%
  Clean Harbors Inc.* 1,738,171     92,071   0.6%
  Kennametal Inc. 2,706,748     83,909   0.5%
  Generac Holdings Inc.*   379,736     79,802   0.5%
  John Bean Technologies Corp.   944,348     79,297   0.5%
  Ritchie Bros Auctioneers Inc. 1,289,658     78,192   0.5%
  Rexnord Corp. 2,383,097     76,450   0.5%
  SPX FLOW Inc.* 1,781,417     75,443   0.5%
  Copart Inc.*   667,339     73,648   0.4%
  Chart Industries Inc.*   859,742     72,605   0.4%
Industrials—Other*,2  1,892,034  11.3%
      2,878,637 17.3%
Information Technology                  
  Five9 Inc.* 1,115,049    169,175   1.0%
  Wix.com Ltd.*   466,604    115,400   0.7%
  HubSpot Inc.*   378,937    109,918   0.7%
  SVMK Inc.* 5,123,312    107,231   0.7%
  DocuSign Inc. Class A*   502,292    101,589   0.6%
  Fortinet Inc.*   848,038     93,598   0.6%
  Teradyne Inc.   950,624     83,512   0.5%
  Power Integrations Inc. 1,363,495     82,096   0.5%
  Inphi Corp.*   574,730     80,324   0.5%
  Monolithic Power Systems Inc.   245,304     78,399   0.5%
  SunPower Corp.*,2 4,739,834     75,790   0.5%
  First Solar Inc.*   835,307     72,709   0.4%
  Mimecast Ltd.* 1,881,573     71,895   0.4%
  Tower Semiconductor Ltd.* 3,352,578     70,739   0.4%
  Cardtronics plc Class A*,1 3,199,703     56,987   0.4%
Information Technology—Other*,2  2,640,100  15.8%
      4,009,462 24.2%
Materials                  
  Smurfit Kappa Group plc 1,917,978     72,368   0.4%
Materials—Other*    253,481   1.6%
      325,849 2.0%
Other                  
  Vanguard Small-Cap ETF2,3 1,249,629    196,329   1.2%
Real Estate                  
  Life Storage Inc.   613,138     69,990   0.4%
Real Estate—Other*    336,665   2.1%
      406,655 2.5%
13

Explorer Fund
    Shares Market
Value

($000)
Percentage
of Net
Assets
Utilities           24,043       0.1%
Total Common Stocks (Cost $12,149,651) 16,066,541 96.8%
Temporary Cash Investments  
Money Market Fund    
  Vanguard Market Liquidity Fund, 0.112%4,5 4,569,954    456,995   2.7%
    Face
Amount
($000)
   
Repurchase Agreement    
  Deutsche Bank Securities, Inc. 0.090%, 11/2/20 (Dated 10/31/20, Repurchase Value $9,700,000, collateralized by U.S. Treasury Bill, 0.000%, 11/5/20, with a value of $9,894,000)     9,700      9,700   0.1%
U.S. Government and Agency Obligations6 16,499 0.1%
Total Temporary Cash Investments (Cost $483,060) 483,194 2.9%
Total Investments (Cost $12,632,711) 16,549,735 99.7%
Other Assets and Liabilities—Net 54,979 0.3%
Net Assets 16,604,714 100.0%
Cost is in $000.
See Note A in Notes to Financial Statements.
Represents the aggregate value, by category, of securities that are not among the 50 largest holdings and, in total for any issuer, represent 1% or less of net assets.
* Non-income-producing security.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $176,873,000.
3 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Collateral of $188,089,000 was received for securities on loan.
6 Securities with a value of $16,463,000 have been segregated as initial margin for open futures contracts.
  

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 Russell 2000 Index December 2020 4,618 354,847 (5,544)
  
See accompanying Notes, which are an integral part of the Financial Statements.
14

Explorer Fund
Statement of Assets and Liabilities
As of October 31, 2020
($000s, except shares and per-share amounts) Amount
Assets  
Investments in Securities, at Value  
Unaffiliated Issuers (Cost $11,719,900) 15,733,560
Affiliated Issuers (Cost $912,811) 816,175
Total Investments in Securities 16,549,735
Investment in Vanguard 693
Cash 1,868
Cash Collateral Pledged—Futures Contracts 9,329
Foreign Currency, at Value (Cost $2) 2
Receivables for Investment Securities Sold 344,147
Receivables for Accrued Income 1,583
Receivables for Capital Shares Issued 4,626
Total Assets 16,911,983
Liabilities  
Payables for Investment Securities Purchased 93,917
Collateral for Securities on Loan 188,089
Payables to Investment Advisor 6,398
Payables for Capital Shares Redeemed 13,273
Payables to Vanguard 1,328
Variation Margin Payable—Futures Contracts 4,264
Total Liabilities 307,269
Net Assets 16,604,714
At October 31, 2020, net assets consisted of:  
   
Paid-in Capital 11,388,238
Total Distributable Earnings (Loss) 5,216,476
Net Assets 16,604,714
 
Investor Shares—Net Assets  
Applicable to 30,110,640 outstanding $.001 par value shares of
beneficial interest (unlimited authorization)
3,325,356
Net Asset Value Per Share—Investor Shares $110.44
 
Admiral Shares—Net Assets  
Applicable to 129,153,156 outstanding $.001 par value shares of
beneficial interest (unlimited authorization)
13,279,358
Net Asset Value Per Share—Admiral Shares $102.82
  
See accompanying Notes, which are an integral part of the Financial Statements.
15

Explorer Fund
Statement of Operations
  Year Ended
October 31, 2020
  ($000)
Investment Income  
Income  
Dividends—Unaffiliated Issuers1 96,008
Dividends—Affiliated Issuers 2,309
Interest—Unaffiliated Issuers 476
Interest—Affiliated Issuers 3,829
Securities Lending—Net 6,888
Total Income 109,510
Expenses  
Investment Advisory Fees—Note B  
Basic Fee 27,410
Performance Adjustment (926)
The Vanguard Group—Note C  
Management and Administrative—Investor Shares 7,797
Management and Administrative—Admiral Shares 15,621
Marketing and Distribution—Investor Shares 312
Marketing and Distribution—Admiral Shares 715
Custodian Fees 101
Auditing Fees 39
Shareholders’ Reports—Investor Shares 124
Shareholders’ Reports—Admiral Shares 190
Trustees’ Fees and Expenses 26
Total Expenses 51,409
Net Investment Income 58,101
Realized Net Gain (Loss)  
Investment Securities Sold—Unaffiliated Issuers 1,388,587
Investment Securities Sold—Affiliated Issuers (48,495)
Futures Contracts 31,228
Foreign Currencies 7
Realized Net Gain (Loss) 1,371,327
Change in Unrealized Appreciation (Depreciation)  
Investment Securities—Unaffiliated Issuers 728,235
Investment Securities—Affiliated Issuers (41,840)
Futures Contracts (10,931)
Foreign Currencies 2
Change in Unrealized Appreciation (Depreciation) 675,466
Net Increase (Decrease) in Net Assets Resulting from Operations 2,104,894
1 Dividends are net of foreign withholding taxes of $371,000.
  
See accompanying Notes, which are an integral part of the Financial Statements.
16

Explorer Fund
Statement of Changes in Net Assets
  Year Ended October 31,
  2020
($000)
2019
($000)
     
Increase (Decrease) in Net Assets    
Operations    
Net Investment Income 58,101 65,903
Realized Net Gain (Loss) 1,371,327 754,642
Change in Unrealized Appreciation (Depreciation) 675,466 659,185
Net Increase (Decrease) in Net Assets Resulting from Operations 2,104,894 1,479,730
Distributions1    
Investor Shares (178,026) (304,807)
Admiral Shares (652,715) (1,054,055)
Total Distributions (830,741) (1,358,862)
Capital Share Transactions    
Investor Shares (483,899) 68,365
Admiral Shares (274,035) 862,924
Net Increase (Decrease) from Capital Share Transactions (757,934) 931,289
Total Increase (Decrease) 516,219 1,052,157
Net Assets    
Beginning of Period 16,088,495 15,036,338
End of Period 16,604,714 16,088,495
1 Certain prior-period numbers have been reclassified to conform with the current-period presentation.
  
See accompanying Notes, which are an integral part of the Financial Statements.
17

Explorer Fund
Financial Highlights
Investor Shares          
For a Share Outstanding
Throughout Each Period
Year Ended October 31,
2020 2019 2018 2017 2016
Net Asset Value, Beginning of Period $101.66 $102.25 $102.10 $83.91 $90.55
Investment Operations          
Net Investment Income .2841 .3331 .3251 .4211 .393
Net Realized and Unrealized Gain (Loss) on Investments 13.688 8.234 11.192 21.657 1.581
Total from Investment Operations 13.972 8.567 11.517 22.078 1.974
Distributions          
Dividends from Net Investment Income (.295) (.286) (.475) (.318) (.270)
Distributions from Realized Capital Gains (4.897) (8.871) (10.892) (3.570) (8.344)
Total Distributions (5.192) (9.157) (11.367) (3.888) (8.614)
Net Asset Value, End of Period $110.44 $101.66 $102.25 $102.10 $83.91
Total Return2 14.08% 10.15% 12.12% 27.10% 2.47%
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $3,325 $3,520 $3,420 $3,520 $3,324
Ratio of Total Expenses to Average Net Assets3 0.41% 0.45% 0.44% 0.43% 0.45%
Ratio of Net Investment Income to Average Net Assets 0.28% 0.33% 0.31% 0.45% 0.46%
Portfolio Turnover Rate 43% 41% 50% 76% 66%
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 (0.01%), 0.03%, 0.02%, (0.01%), and (0.02%).
  
See accompanying Notes, which are an integral part of the Financial Statements.
18

Explorer Fund
Financial Highlights
Admiral Shares          
For a Share Outstanding
Throughout Each Period
Year Ended October 31,
2020 2019 2018 2017 2016
Net Asset Value, Beginning of Period $94.64 $95.24 $94.99 $78.07 $84.28
Investment Operations          
Net Investment Income .3651 .4091 .4181 .4951 .473
Net Realized and Unrealized Gain (Loss) on Investments 12.752 7.648 10.405 20.145 1.455
Total from Investment Operations 13.117 8.057 10.823 20.640 1.928
Distributions          
Dividends from Net Investment Income (.378) (.393) (.438) (.403) (.383)
Distributions from Realized Capital Gains (4.559) (8.264) (10.135) (3.317) (7.755)
Total Distributions (4.937) (8.657) (10.573) (3.720) (8.138)
Net Asset Value, End of Period $102.82 $94.64 $95.24 $94.99 $78.07
Total Return2 14.21% 10.27% 12.24% 27.25% 2.60%
Ratios/Supplemental Data          
Net Assets, End of Period (Millions) $13,279 $12,569 $11,616 $9,514 $7,496
Ratio of Total Expenses to Average Net Assets3 0.30% 0.34% 0.32% 0.31% 0.33%
Ratio of Net Investment Income to Average Net Assets 0.39% 0.44% 0.43% 0.57% 0.58%
Portfolio Turnover Rate 43% 41% 50% 76% 66%
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 (0.01%), 0.03%, 0.02%, (0.01%), and (0.02%).
  
See accompanying Notes, which are an integral part of the Financial Statements.
19

Explorer Fund
Notes to Financial Statements
Vanguard Explorer 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.
Market disruptions associated with the COVID-19 pandemic have had a global impact, and uncertainty exists as to the long-term implications. Such disruptions can adversely affect assets of the fund and thus fund performance.
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 at their fair values calculated according to procedures adopted 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.
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).
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.
20

Explorer Fund
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 future contracts.
During the year ended October 31, 2020, the fund’s average investments in long and short futures contracts represented 2% and 0% of net assets, respectively, based on the average of the notional amounts at each quarter-end during the period.
4. 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.
5. Federal Income Taxes: The fund intends to continue to qualify as a regulated investment company and distribute 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 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
21

Explorer Fund
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, 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; these fees are allocated to the funds based on a method approved by the fund’s board of trustees and included in Management and Administrative expenses on the fund’s Statement of Operations. Any borrowings under either facility bear interest at a rate based upon the higher of the one-month London Interbank Offered Rate (or an acceptable alternate rate, if necessary), federal funds effective rate, or overnight bank funding rate plus an agreed-upon spread, except that 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 year ended October 31, 2020, the fund did not utilize the credit facilities or the Interfund Lending Program.
9. Other: Dividend income is recorded on the ex-dividend date. Interest income includes income distributions received from Vanguard Market Liquidity Fund and is accrued daily. Premiums and discounts on debt securities 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.
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
22

Explorer Fund
expenses are allocated to each class of shares based on a method approved by the board of trustees. Income, other non-class-specific expenses, and gains and losses on investments are allocated to each class of shares based on its relative net assets.
B. The investment advisory firms Wellington Management Company llp, ClearBridge Investments, LLC, Stephens Investment Management Group, LLC, and ArrowMark Colorado Holdings, LLC, each provide investment advisory services to a portion of the fund for a fee calculated at an annual percentage rate of average net assets managed by the advisor. The basic fees of Wellington Management Company llp and ClearBridge Investments, LLC, are subject to quarterly adjustments based on performance relative to the Russell 2500 Growth Index for the preceding three years. The basic fees of Stephens Investment Management Group, LLC, and ArrowMark Colorado Holdings, LLC, are subject to quarterly adjustments based on performance relative to the Russell 2500 Growth Index for the preceding five years.
Vanguard provides investment advisory services to a portion of the fund as described below; the fund paid Vanguard advisory fees of $628,000 for the year ended October 31, 2020.
For the year ended October 31, 2020, the aggregate investment advisory fee paid to all advisors represented an effective annual basic rate of 0.17% of the fund’s average net assets, before a decrease of of $926,000 (0.01%) 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 October 31, 2020, the fund had contributed to Vanguard capital in the amount of $693,000, representing less than 0.01% of the fund’s net assets and 0.28% 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.).
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.
23

Explorer Fund
The following table summarizes the market value of the fund’s investments and derivatives as of October 31, 2020, based on the inputs used to value them:
  Level 1
($000)
Level 2
($000)
Level 3
($000)
Total
($000)
Investments        
Assets        
Common Stocks 15,994,173 72,368 16,066,541
Temporary Cash Investments 456,995 26,199 483,194
Total 16,451,168 98,567 16,549,735
Derivative Financial Instruments        
Liabilities        
Future Contracts1 4,264 4,264
1 Represents variation margin on the last day of the reporting period.
E. Permanent differences between book-basis and tax-basis components of net assets are reclassified among capital accounts in the financial statements to reflect their tax character. These reclassifications have no effect on net assets or net asset value per share. As of period end, permanent differences primarily attributable to the accounting for foreign currency transactions and distributions in connection with fund share redemptions were reclassified between the following accounts:
  Amount
($000)
Paid-in Capital 79,491
Total Distributable Earnings (Loss) (79,491)
Temporary differences between book-basis and tax-basis components of total distributable earnings (losses) arise when certain items of income, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. The differences are primarily related to the deferral of losses from wash sales; the recognition of unrealized gains or losses from certain derivative contracts; and the recognition of unrealized gains from passive foreign investment companies. As of period end, the tax-basis components of total distributable earnings (losses) are detailed in the table as follows:
  Amount
($000)
Undistributed Ordinary Income 152,468
Undistributed Long-Term Gains 1,181,913
Capital Loss Carryforwards
Qualified Late-Year Losses
Net Unrealized Gains (Losses) 3,882,095
24

Explorer Fund
The tax character of distributions paid was as follows:
  Year Ended October 31,
  2020
Amount
($000)
2019
Amount
($000)
Ordinary Income* 60,023 348,717
Long-Term Capital Gains 770,718 1,010,145
Total 830,741 1,358,862
* Includes short-term capital gains, if any.
As of October 31, 2020, 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 12,667,640
Gross Unrealized Appreciation 5,175,312
Gross Unrealized Depreciation (1,293,217)
Net Unrealized Appreciation (Depreciation) 3,882,095
F. During the year ended October 31, 2020, the fund purchased $6,560,416,000 of investment securities and sold $7,907,387,000 of investment securities, other than temporary cash investments.
G. Capital share transactions for each class of shares were:
    
  Year Ended October 31,  
  2020   2019
  Amount
($000)
Shares
(000)
  Amount
($000)
Shares
(000)
Investor Shares          
Issued 459,953 5,209   455,601 4,726
Issued in Lieu of Cash Distributions 173,422 1,675   297,042 3,500
Redeemed (1,117,274) (11,398)   (684,278) (7,051)
Net Increase (Decrease)—Investor Shares (483,899) (4,514)   68,365 1,175
Admiral Shares          
Issued 1,845,208 19,941   2,130,012 23,355
Issued in Lieu of Cash Distributions 603,114 6,261   976,574 12,373
Redeemed (2,722,357) (29,848)   (2,243,662) (24,896)
Net Increase (Decrease)—Admiral Shares (274,035) (3,646)   862,924 10,832
25

Explorer 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,
2019
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)
Oct. 31,
2020
Market
Value
($000)
BioTelemetry Inc. NA1 27,401 3,348 (1,166) 7,153 87,075
Cardtronics plc Class A 110,834 19,557 28,663 (2,893) (41,848) 56,987
Endologix Inc. 2,587 238 (25,109) 22,760
Houghton Mifflin Harcourt Co. 45,222 1,255 (27,688) 18,789
Vanguard Market Liquidity Fund 786,814 NA2 NA2 81 78 3,829 456,995
Vanguard Small-Cap ETF 147,939 409,117 339,024 (19,408) (2,295) 2,309 196,329
Total 1,093,396     (48,495) (41,840) 6,138 816,175
1 Not applicable—at October 31, 2019, the issuer was not an affiliated company of the fund.
2 Not applicable—purchases and sales are for temporary cash investment purposes.
I. Management has determined that no events or transactions occurred subsequent to October 31, 2020, that would require recognition or disclosure in these financial statements.
26

Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareholders of Vanguard Explorer Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities, including the schedule of investments - investments summary, of Vanguard Explorer Fund (the "Fund”) as of October 31, 2020, the related statement of operations for the year ended October 31, 2020, the statement of changes in net assets for each of the two years in the period ended October 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2020 and the financial highlights for each of the five years in the period ended October 31, 2020 in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
/s/PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
December 17, 2020
We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.
27


Special 2020 tax information (unaudited) for Vanguard Explorer Fund
This information for the fiscal year ended October 31, 2020, is included pursuant to provisions of the Internal Revenue Code.
The fund distributed $840,001,000 as capital gain dividends (20% rate gain distributions) to shareholders during the fiscal year.
For nonresident alien shareholders, 100% of short-term capital gain dividends distributed by the fund are qualified short-term capital gains.
The fund distributed $60,023,000 of qualified dividend income to shareholders during the fiscal year.
For corporate shareholders, 41.1% of investment income (dividend income plus short-term gains, if any) qualifies for the dividends-received deduction.
28

Trustees Approve Advisory Arrangements
Effective July 31, 2020, the board of trustees of Vanguard Explorer Fund approved a new investment advisory agreement with ClearBridge Investments, LLC (ClearBridge), which is materially the same as the former advisory agreement with ClearBridge except for the date. The board determined that the foregoing action was in the best interests of the portfolio and its shareholders. As of July 31, 2020, the advisors to the fund are ArrowMark Colorado Holdings, LLC; ClearBridge; Stephens Investment Management Group, LLC; Wellington Management Company llp; and The Vanguard Group, Inc. (“Vanguard”), through its Quantitative Equity Group.
On July 31, 2020, ClearBridge’s parent company, Legg Mason, Inc., was acquired by Franklin Resources, Inc. (“Franklin”) (the “Acquisition”). As a result of the Acquisition, ClearBridge is now a wholly owned subsidiary of Franklin. The Acquisition resulted in what is legally referred to as a “change of control” of ClearBridge, which constituted an assignment under the Investment Company Act of 1940 and triggered the automatic termination of the former advisory agreement. Accordingly, in anticipation of the Acquisition, the board approved a new advisory agreement with ClearBridge as a wholly owned subsidiary of Franklin to allow for an uninterrupted advisory relationship between ClearBridge and the fund.
The board based its decision upon an evaluation of ClearBridge’s investment staff, portfolio management process, and performance. This evaluation included information provided to the board by Vanguard’s Portfolio Review Department, which is responsible for fund and advisor oversight and product management. The Portfolio Review Department will meet regularly with the fund’s advisors, including ClearBridge, and make monthly presentations to the board during the fiscal year that direct the board’s focus to relevant information and topics.
The board, or an investment committee made up of board members, will also receive information throughout the year during advisor presentations. For each advisor presentation, the board will be provided with letters and reports that include information about, among other things, the advisory firm and the advisor’s assessment of the investment environment, portfolio performance, and portfolio characteristics.
In addition, the board will receive monthly reports, which include a Market and Economic Report, a Fund Dashboard Monthly Summary, and a Fund Performance Report.
Prior to their meeting to determine whether to approve the new advisory arrangement with ClearBridge, the trustees were provided with a memo and materials that summarized information about the Acquisition and the new advisory arrangement. They also considered the factors discussed below, among others. However, no single factor determined whether the board approved the arrangement. Rather, it was the totality of the circumstances that drove the board’s decision.
Nature, extent, and quality of services
The board reviewed the quality of the investment management services provided to the fund by ClearBridge over both the short and long term and took into account the organizational depth and stability of the advisor. The board considered that ClearBridge, headquartered in New York, New York, is a global investment management firm rebranded in 2005, with a legacy dating back to 1962. The ClearBridge small-/mid-capitalization growth team is made up of seven members, with
29

four portfolio managers and three analysts who collaborate closely across four strategies. The advisor seeks to invest in quality growth companies that have large, exploitable opportunities. There is a focus on companies that are category leaders (or have the ability to become market leaders), generate substantial free cash flow, and display capital allocation discipline aimed at fueling long-term sustainable growth. The research process is disciplined and collaborative, with each team member executing on a shared investment philosophy and process. ClearBridge has managed a portion of the fund since 2017.
The board concluded that ClearBridge’s experience, stability, depth, and performance, among other factors, warranted approval of the advisory arrangement.
Investment performance
The board considered the short- and long-term performance of ClearBridge’s subportfolio, including any periods of outperformance or underperformance compared with a relevant benchmark index and peer group. The board concluded that the performance was such that the new advisory arrangement should be approved.
Cost
The board concluded that the fund’s expense ratio was well below the average expense ratio charged by funds in its peer group and that the portfolio’s advisory fee rate was also well below the peer-group average.
The board did not consider the profitability of ClearBridge in determining whether to approve the advisory fee, because the firm is independent of Vanguard and the advisory fee is the result of arm’s-length negotiations.
The benefit of economies of scale
The board concluded that the fund’s shareholders benefit from economies of scale because of breakpoints in the fund’s advisory fee schedule, which reduce the effective rate of the fee as the fund’s assets managed by the advisor increase.
The board will consider whether to renew the advisory arrangement again after a one-year period.
30

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The People Who Govern Your Fund
The trustees of your mutual fund are there to see that the fund is operated and managed in your best interests since, as a shareholder, you are a part owner of the fund. Your fund’s trustees also serve on the board of directors of The Vanguard Group, Inc., which is owned by the Vanguard funds and provides services to them.
A majority of Vanguard’s board members are independent, meaning that they have no affiliation with Vanguard or the funds they oversee, apart from the sizable personal investments they have made as private individuals. The independent board members have distinguished backgrounds in business, academia, and public service. Each of the trustees and executive officers oversees 213 Vanguard funds.
Information for each trustee and executive officer of the fund appears below. That information, as well as the Vanguard fund count, is as of the date on the cover of this fund report. The mailing address of the trustees and officers is P.O. Box 876, Valley Forge, PA 19482. More information about the trustees is in the Statement of Additional Information, which can be obtained, without charge, by contacting Vanguard at 800-662-7447, or online at vanguard.com.
Interested Trustee1
Mortimer J. Buckley
Born in 1969. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: chairman of the board (2019–present) of Vanguard and of each of the investment companies served by Vanguard; chief executive officer (2018–present) of Vanguard; chief executive officer, president, and trustee (2018–present) of each of the investment companies served by Vanguard; president and director (2017–present) of Vanguard; and president (2018–present) of Vanguard Marketing Corporation. Chief investment officer (2013–2017), managing director (2002–2017), head of the Retail Investor Group (2006–2012), and chief information officer (2001–2006) of Vanguard. Chairman of the board (2011–2017) and trustee (2009–2017) of the Children’s Hospital of Philadelphia; and trustee (2018–present) and vice chair (2019–present) of The Shipley School.
Independent Trustees
Emerson U. Fullwood
Born in 1948. Trustee since January 2008. Principal occupation(s) during the past five years and other experience: executive chief staff and marketing officer for North America and corporate vice president (retired 2008) of Xerox Corporation (document management products and services). Former president of the Worldwide Channels Group, Latin
America, and Worldwide Customer Service and executive chief staff officer of Developing Markets of Xerox. Executive in residence and 2009–2010 Distinguished Minett Professor at the Rochester Institute of Technology. Director of SPX FLOW, Inc. (multi-industry manufacturing). Director of the University of Rochester Medical Center, the Monroe Community College Foundation, the United Way of Rochester, North Carolina A&T University, and Roberts Wesleyan College. Trustee of the University of Rochester.
Amy Gutmann
Born in 1949. Trustee since June 2006. Principal occupation(s) during the past five years and other experience: president (2004–present) of the University of Pennsylvania. Christopher H. Browne Distinguished Professor of Political Science, School of Arts and Sciences, and professor of communication, Annenberg School for Communication, with secondary faculty appointments in the Department of Philosophy, School of Arts and Sciences, and at the Graduate School of Education, University of Pennsylvania.
F. Joseph Loughrey
Born in 1949. Trustee since October 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2009) and vice chairman of the board (2008–2009) of Cummins Inc. (industrial machinery). Chairman of the board of Hillenbrand, Inc. (specialized consumer services) and the Lumina Foundation.
 
1  Mr. Buckley is considered an “interested person,” as defined in the Investment Company Act of 1940, because he is an officer of the Vanguard funds.

Director of the V Foundation. Member of the advisory council for the College of Arts and Letters and chair of the advisory board to the Kellogg Institute for International Studies, both at the University of Notre Dame.
Mark Loughridge
Born in 1953. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: senior vice president and chief financial officer (retired 2013) of IBM (information technology services). Fiduciary member of IBM’s Retirement Plan Committee (2004–2013), senior vice president and general manager (2002–2004) of IBM Global Financing, vice president and controller (1998–2002) of IBM, and a variety of other prior management roles at IBM. Member of the Council on Chicago Booth.
Scott C. Malpass
Born in 1962. Trustee since March 2012. Principal occupation(s) during the past five years and other experience: chief investment officer (retired June 2020) and vice president (retired June 2020) of the University of Notre Dame. Assistant professor of finance at the Mendoza College of Business, University of Notre Dame, and member of the Notre Dame 403(b) Investment Committee (retired June 2020). Member of the board of Catholic Investment Services, Inc. (investment advisors) and the board of superintendence of the Institute for the Works of Religion.
Deanna Mulligan
Born in 1963. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: board chair (2020–present), chief executive officer (2011–2020), and president (2010–2019) of The Guardian Life Insurance Company of America. Chief operating officer (2010–2011) and executive vice president (2008–2010) of the individual life and disability division of Guardian Life. Member of the board of the American Council of Life Insurers and the board of the Economic Club of New York. Trustee of the Partnership for New York City (business leadership), Chief Executives for Corporate Purpose, NewYork-Presbyterian Hospital, Catalyst, and the Bruce Museum (arts and science). Member of the Advisory Council for the Stanford Graduate School of Business.
André F. Perold
Born in 1952. Trustee since December 2004. Principal occupation(s) during the past five years and other experience: George Gund Professor of Finance and Banking, Emeritus at the Harvard Business School (retired 2011). Chief investment officer and co-managing partner of HighVista Strategies (private investment firm). Member of the board of advisors and member of the investment committee of the Museum of Fine Arts Boston. Member of the board (2018–present) of RIT Capital Partners (investment firm). Member of the investment committee of Partners Health Care System.
Sarah Bloom Raskin
Born in 1961. Trustee since January 2018. Principal occupation(s) during the past five years and other experience: deputy secretary (2014–2017) of the United States Department of the Treasury. Governor (2010–2014) of the Federal Reserve Board. Commissioner (2007–2010) of financial regulation for the State of Maryland. Member of the board of directors (2012–2014) of Neighborhood Reinvestment Corporation. Director (2017–present) of i(x) Investments, LLC; director (2017–present) of Reserve Trust. Rubenstein Fellow (2017–present) of Duke University; trustee (2017–present) of Amherst College, and trustee (2019–present) of the Folger Shakespeare Library.
Peter F. Volanakis
Born in 1955. Trustee since July 2009. Principal occupation(s) during the past five years and other experience: president and chief operating officer (retired 2010) of Corning Incorporated (communications equipment) and director of Corning Incorporated (2000–2010) and Dow Corning (2001–2010). Director (2012) of SPX Corporation (multi-industry manufacturing). Overseer of the Amos Tuck School of Business Administration, Dartmouth College (2001–2013). Chairman of the board of trustees of Colby-Sawyer College. Member of the board of Hypertherm Inc. (industrial cutting systems, software, and consumables).

Executive Officers
John Bendl
Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief financial officer (2019–present) of each of the investment companies served by Vanguard. Chief accounting officer, treasurer, and controller of Vanguard (2017–present). Partner (2003–2016) at KPMG (audit, tax, and advisory services).
Christine M. Buchanan
Born in 1970. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Treasurer (2017–present) of each of the investment companies served by Vanguard. Partner (2005–2017) at KPMG (audit, tax, and advisory services).
David Cermak
Born in 1960. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present) of each of the investment companies served by Vanguard. Managing director and head (2017–present) of Vanguard Investments Singapore. Managing director and head (2017–2019) of Vanguard Investments Hong Kong. Representative director and head (2014–2017) of Vanguard Investments Japan.
John Galloway
Born in 1973. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Investment stewardship officer (September 2020–present) of each of the investment companies served by Vanguard. Head of Investor Advocacy (February 2020–present) and head of Marketing Strategy and Planning (2017–2020) at Vanguard. Deputy assistant to the President of the United States (2015).
Thomas J. Higgins
Born in 1957. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Finance director (2019–present), chief financial officer (2008–2019), and treasurer (1998–2008) of each of the investment companies served by Vanguard.
Peter Mahoney
Born in 1974. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Controller (2015–present) of each of the investment companies served by Vanguard. Head of International Fund Services (2008–2014) at Vanguard.
Anne E. Robinson
Born in 1970. Principal occupation(s) during the past five years and other experience: general counsel (2016–present) of Vanguard. Secretary (2016–present) of Vanguard and of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Managing director and general counsel of Global Cards and Consumer Services (2014–2016) at Citigroup. Counsel (2003–2014) at American Express.
Michael Rollings
Born in 1963. Principal occupation(s) during the past five years and other experience: finance director (2017–present) and treasurer (2017) of each of the investment companies served by Vanguard. Managing director (2016–present) of Vanguard. Chief financial officer (2016–present) of Vanguard. Director (2016–present) of Vanguard Marketing Corporation. Executive vice president and chief financial officer (2006–2016) of MassMutual Financial Group.
John E. Schadl
Born in 1972. Principal occupation(s) during the past five years and other experience: principal of Vanguard. Chief compliance officer (2019–present) of Vanguard and of each of the investment companies served by Vanguard. Assistant vice president (2019–present) of Vanguard Marketing Corporation.
Vanguard Senior Management Team
Joseph Brennan James M. Norris
Mortimer J. Buckley Thomas M. Rampulla
Gregory Davis Karin A. Risi
John James Anne E. Robinson
John T. Marcante Michael Rollings
Chris D. McIsaac Lauren Valente

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All comparative mutual fund data are from Lipper, a Thomson Reuters Company, or Morningstar, Inc., unless otherwise noted.
You can obtain a free copy of Vanguard’s proxy voting guidelines by visiting vanguard.com/proxyreporting or by calling Vanguard at 800-662-2739. The guidelines are also available from the SEC’s website, www.sec.gov. In addition, you may obtain a free report on how your fund voted the proxies for securities it owned during the 12 months ended June 30. To get the report, visit either vanguard.com/proxyreporting or www.sec.gov.
You can review information about your fund on the SEC’s website, and you can receive copies of this information, for a fee, by sending a request via email addressed to publicinfo@sec.gov.
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All rights reserved.
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Q240 122020

 

 

Item 2: Code of Ethics. The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions. The Code of Ethics was amended during the reporting period covered by this report to make certain technical, non-material changes.

 

Item 3: Audit Committee Financial Expert. All members of the Audit Committee have been determined by the Registrant’s Board of Trustees to be Audit Committee Financial Experts and to be independent: F. Joseph Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

 

 

 

 

Item 4: Principal Accountant Fees and Services.

 

(a)       Audit Fees.

 

Audit Fees of the Registrant.

 

Fiscal Year Ended October 31, 2020: $39,000
Fiscal Year Ended October 31, 2019: $40,000

 

Aggregate Audit Fees of Registered Investment Companies in the Vanguard Group.

 

Fiscal Year Ended October 31, 2020: $10,761,407
Fiscal Year Ended October 31, 2019: $9,568,215

 

Includes fees billed in connection with audits of the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(b)        Audit-Related Fees.

 

Fiscal Year Ended October 31, 2020: $2,915,863
Fiscal Year Ended October 31, 2019: $3,012,031

 

Includes fees billed in connection with assurance and related services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(c)       Tax Fees.

 

Fiscal Year Ended October 31, 2020: $247,168
Fiscal Year Ended October 31, 2019: $357,238

 

Includes fees billed in connection with tax compliance, planning, and advice services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(d)       All Other Fees.

 

Fiscal Year Ended October 31, 2020: $115,000
Fiscal Year Ended October 31, 2019: $0

 

Includes fees billed for services related to tax reported information provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

 

 

 

(e)        (1) Pre-Approval Policies. The policy of the Registrant’s Audit Committee is to consider, and, if appropriate, approve before the principal accountant is engaged for such services, all specific audit and non-audit services provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant. In making a determination, the Audit Committee considers whether the services are consistent with maintaining the principal accountant’s independence.

 

In the event of a contingency situation in which the principal accountant is needed to provide services in between scheduled Audit Committee meetings, the Chairman of the Audit Committee would be called on to consider and, if appropriate, pre-approve audit or permitted non-audit services in an amount sufficient to complete services through the next Audit Committee meeting, and to determine if such services would be consistent with maintaining the accountant’s independence. At the next scheduled Audit Committee meeting, services and fees would be presented to the Audit Committee for formal consideration, and, if appropriate, approval by the entire Audit Committee. The Audit Committee would again consider whether such services and fees are consistent with maintaining the principal accountant’s independence.

 

The Registrant’s Audit Committee is informed at least annually of all audit and non-audit services provided by the principal accountant to the Vanguard complex, whether such services are provided to: the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., or other entities controlled by The Vanguard Group, Inc. that provide ongoing services to the Registrant.

 

(2) No percentage of the principal accountant’s fees or services were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)       For the most recent fiscal year, over 50% of the hours worked under the principal accountant’s engagement were not performed by persons other than full-time, permanent employees of the principal accountant.

 

(g)       Aggregate Non-Audit Fees.

 

Fiscal Year Ended October 31, 2020: $362,168
Fiscal Year Ended October 31, 2019: $357,238

 

Includes fees billed for non-audit services provided to the Registrant, other registered investment companies in the Vanguard complex, The Vanguard Group, Inc., and Vanguard Marketing Corporation.

 

(h)       For the most recent fiscal year, the Audit Committee has determined that the provision of all non-audit services was consistent with maintaining the principal accountant’s independence.

 

 

 

 

Item 5: Audit Committee of Listed Registrants.

 

The Registrant is a listed issuer as defined in rule 10A-3 under the Securities Exchange Act of 1934 (“Exchange Act”). The Registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Registrant’s audit committee members are: F. Joseph Loughrey, Mark Loughridge, Sarah Bloom Raskin, and Peter F. Volanakis.

 

Item 6: Investments.

 

 

 

 

Vanguard® Explorer™ Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
Common Stocks (96.8%)
Communication Services (2.6%)
* Live Nation Entertainment Inc. 1,292,255 63,062
  New York Times Co. Class A 1,406,601 55,786
* Match Group Inc. 406,262 47,443
* Bandwidth Inc. Class A 259,216 41,567
* Take-Two Interactive Software Inc. 241,313 37,384
* Roku Inc. 175,734 35,568
  Cinemark Holdings Inc. 4,119,884 33,742
* IAC/Inter Active Corp. 205,307 24,785
* Electronic Arts Inc. 191,163 22,907
  Warner Music Group Corp. Class A 457,214 12,130
* TechTarget Inc. 246,070 10,778
* Zynga Inc. Class A 1,107,673 9,958
* Cargurus Inc. 492,074 9,807
* Zillow Group Inc. Class A 72,787 6,502
* Boingo Wireless Inc. 635,230 5,933
* EverQuote Inc. Class A 104,945 3,515
* Glu Mobile Inc. 424,579 3,040
  Cable One Inc. 1,181 2,045
* Cardlytics Inc. 17,000 1,255
      427,207
Consumer Discretionary (12.1%)
* Etsy Inc. 1,193,264 145,089
* Burlington Stores Inc. 742,977 143,826
* Skechers USA Inc. Class A 3,870,401 122,730
  Carter's Inc. 1,085,652 88,426
* Five Below Inc. 539,500 71,937
  Hanesbrands Inc. 4,424,469 71,101
* Under Armour Inc. Class C 5,370,999 65,687
  La-Z-Boy Inc. 1,868,338 63,953
  Acushnet Holdings Corp. 1,825,861 62,317
  Levi Strauss & Co. Class A 3,855,312 60,837
* Skyline Champion Corp. 2,308,259 59,207
* Chewy Inc. Class A 875,974 53,960
* Carvana Co. Class A 272,594 50,525
* Chegg Inc. 679,511 49,903
* Deckers Outdoor Corp. 187,742 47,568
  Shutterstock Inc. 677,225 44,324
  Domino's Pizza Inc. 117,062 44,287
* frontdoor Inc. 1,085,484 43,007
  Wingstop Inc. 360,066 41,886
  Aaron's Holdings Co. Inc. 767,921 40,132
* Sally Beauty Holdings Inc. 4,664,874 39,045
* Ollie's Bargain Outlet Holdings Inc. 403,331 35,126
* Floor & Decor Holdings Inc. Class A 429,047 31,320
* Farfetch Ltd. Class A 1,042,879 29,336
  Core-Mark Holding Co. Inc. 996,979 27,267
* Bright Horizons Family Solutions Inc. 161,159 25,471
  Pool Corp. 70,570 24,688
* Vroom Inc. 566,489 23,283
* Dollar Tree Inc. 250,741 22,647
* Purple Innovation Inc. Class A 786,732 22,320
* TopBuild Corp. 144,824 22,189
* Ulta Beauty Inc. 103,726 21,447
  Polaris Inc. 212,991 19,352
*,1 Houghton Mifflin Harcourt Co. 7,198,968 18,789
  Garmin Ltd. 173,433 18,041
  Papa John's International Inc. 226,981 17,354
  Monro Inc. 390,730 16,434
1

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* Leslie's Inc. 700,000 15,379
  Rent-A-Center Inc. 461,267 14,253
  Service Corp. International 301,021 13,940
* Grand Canyon Education Inc. 161,127 12,628
* Lululemon Athletica Inc. 36,861 11,769
* Murphy USA Inc. 90,760 11,099
* Fox Factory Holding Corp. 126,154 10,607
* Planet Fitness Inc. Class A 157,302 9,323
* Stamps.com Inc. 40,714 9,089
* RH 26,198 8,782
  H&R Block Inc. 446,342 7,704
* iRobot Corp. 86,202 6,860
  PulteGroup Inc. 166,248 6,776
* Kontoor Brands Inc. 160,536 5,282
* Caesars Entertainment Inc. 106,819 4,788
  Lithia Motors Inc. Class A 19,638 4,508
* Asbury Automotive Group Inc. 43,357 4,465
  Lear Corp. 34,506 4,169
  Big Lots Inc. 86,546 4,120
* Helen of Troy Ltd. 20,425 3,873
* Sportsman's Warehouse Holdings Inc. 291,333 3,793
* Tempur Sealy International Inc. 42,560 3,788
  Winnebago Industries Inc. 68,381 3,211
*,2 GAN Ltd. 224,914 3,196
* NVR Inc. 785 3,103
  Gentex Corp. 103,851 2,874
* Perdoceo Education Corp. 240,852 2,719
* Penn National Gaming Inc. 47,868 2,584
* Sleep Number Corp. 39,959 2,532
* Malibu Boats Inc. Class A 48,595 2,470
* CarParts.com Inc. 187,789 2,383
  Camping World Holdings Inc. Class A 88,652 2,344
* Gentherm Inc. 48,828 2,260
* Dorman Products Inc. 23,466 2,095
* El Pollo Loco Holdings Inc. 134,943 1,905
* Lovesac Co. 63,737 1,641
* 1-800-Flowers.com Inc. Class A 82,498 1,636
  PetMed Express Inc. 55,128 1,631
  Strategic Education Inc. 17,268 1,434
  Standard Motor Products Inc. 29,267 1,340
* Waitr Holdings Inc. 518,275 1,322
  Ruth's Hospitality Group Inc. 95,207 1,064
* Scientific Games Corp. Class A 28,632 913
  Collectors Universe Inc. 15,591 856
* Master Craft Boat Holdings Inc. 34,475 711
  Brinker International Inc. 15,475 674
* Overstock.com Inc. 11,845 665
* Vivint Smart Home Inc. 41,682 648
* Everi Holdings Inc. 58,754 506
* WW International Inc. 19,685 417
* Accel Entertainment Inc. Class A 41,119 395
* MercadoLibre Inc. 175 212
      2,011,547
Consumer Staples (2.7%)
  Nu Skin Enterprises Inc. Class A 1,412,345 69,699
* BJ's Wholesale Club Holdings Inc. 1,624,266 62,193
* Performance Food Group Co. 1,743,091 58,585
* Nomad Foods Ltd. 2,407,962 58,393
  Sanderson Farms Inc. 391,981 50,162
  Casey's General Stores Inc. 257,433 43,396
  Calavo Growers Inc. 388,758 26,097
2

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* Monster Beverage Corp. 310,321 23,761
  Coca-Cola Consolidated Inc. 59,895 13,713
2 B&G Foods Inc. 437,593 11,623
* Herbalife Nutrition Ltd. 160,896 7,263
* Beyond Meat Inc. 32,829 4,676
*,2 National Beverage Corp. 52,458 4,107
  John B Sanfilippo & Son Inc. 53,555 3,897
  Reynolds Consumer Products Inc. 114,685 3,239
  Medifast Inc. 19,682 2,765
  Turning Point Brands Inc. 59,064 2,213
* USANA Health Sciences Inc. 27,272 2,063
* Hostess Brands Inc. Class A 157,207 1,987
* TreeHouse Foods Inc. 41,101 1,596
* elf Beauty Inc. 64,296 1,303
* Sprouts Farmers Market Inc. 60,480 1,152
  Tootsie Roll Industries Inc. 21,920 655
      454,538
Energy (0.4%)
  Delek US Holdings Inc. 1,788,075 17,988
  Cabot Oil & Gas Corp. 724,794 12,894
  Viper Energy Partners LP 1,652,764 11,586
* ChampionX Corp. 869,132 7,588
  Pioneer Natural Resources Co. 61,732 4,911
* Renewable Energy Group Inc. 26,753 1,509
* Magnolia Oil & Gas Corp. Class A 315,461 1,369
* CONSOL Energy Inc. 91,268 346
      58,191
Financials (6.5%)
  LPL Financial Holdings Inc. 1,148,104 91,768
  Hannon Armstrong Sustainable Infrastructure Capital Inc. 2,098,984 87,842
* SVB Financial Group 288,603 83,897
  Western Alliance Bancorp 1,742,071 71,773
  Assurant Inc. 562,139 69,913
  Tradeweb Markets Inc. Class A 1,163,043 63,363
  Sterling Bancorp 4,709,653 63,015
  Synovus Financial Corp. 2,315,875 60,213
  RenaissanceRe Holdings Ltd. 359,733 58,176
  Voya Financial Inc. 1,190,033 57,038
  MarketAxess Holdings Inc. 99,068 53,383
  Assured Guaranty Ltd. 1,948,127 49,736
* Green Dot Corp. Class A 740,137 39,464
* Palomar Holdings Inc. 332,105 29,614
* PRA Group Inc. 779,630 26,609
  FirstCash Inc. 386,223 20,099
  Piper Sandler Cos. 231,143 19,289
  WisdomTree Investments Inc. 5,210,024 18,964
* Encore Capital Group Inc. 579,334 18,498
  Primerica Inc. 156,696 17,274
  MSCI Inc. Class A 44,296 15,496
  Bank OZK 619,601 15,354
  Walker & Dunlop Inc. 112,381 7,067
  Erie Indemnity Co. Class A 25,501 5,938
* Enova International Inc. 304,985 4,682
  Virtu Financial Inc. Class A 201,061 4,299
  Kinsale Capital Group Inc. 22,844 4,283
* eHealth Inc. 43,761 2,937
  Prosperity Bancshares Inc. 45,843 2,526
  Cowen Inc. Class A 113,508 2,436
  Artisan Partners Asset Management Inc. Class A 60,138 2,409
  FactSet Research Systems Inc. 7,846 2,405
3

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
  Universal Insurance Holdings Inc. 184,462 2,300
* Trupanion Inc. 30,429 2,177
  Brightsphere Investment Group Inc. 152,337 2,102
  Virtus Investment Partners Inc. 11,539 1,841
  Bank of NT Butterfield & Son Ltd. 58,402 1,545
  First Financial Bankshares Inc. 46,159 1,376
  Ares Management Corp. Class A 25,371 1,073
* Selectquote Inc. 57,471 990
  SLM Corp. 73,222 673
  PennyMac Financial Services Inc. 12,454 633
  Cohen & Steers Inc. 6,828 384
      1,084,854
Health Care (25.2%)
* Insulet Corp. 696,577 154,814
* ICON plc 780,991 140,813
* Penumbra Inc. 454,512 118,641
* Omnicell Inc. 1,216,331 105,273
* Hologic Inc. 1,529,196 105,239
* Exact Sciences Corp. 736,303 91,176
*,1 BioTelemetry Inc. 2,044,965 87,075
* Amedisys Inc. 326,981 84,688
* Quidel Corp. 305,297 81,908
* LHC Group Inc. 361,825 78,353
* Acadia Healthcare Co. Inc. 2,164,918 77,179
  Hill-Rom Holdings Inc. 816,269 74,338
* Haemonetics Corp. 710,545 71,829
* Globus Medical Inc. Class A 1,367,667 71,283
  STERIS plc 392,969 69,630
* Molina Healthcare Inc. 364,956 68,053
* ABIOMED Inc. 251,423 63,328
  Encompass Health Corp. 1,021,343 62,619
* Catalent Inc. 708,559 62,190
* Kodiak Sciences Inc. 683,335 62,054
* Ultragenyx Pharmaceutical Inc. 617,122 62,021
* Mettler-Toledo International Inc. 61,758 61,629
* Varian Medical Systems Inc. 349,592 60,410
* Merit Medical Systems Inc. 1,166,285 58,373
* Charles River Laboratories International Inc. 255,513 58,180
* Repligen Corp. 344,081 57,314
* IDEXX Laboratories Inc. 131,094 55,691
* HealthEquity Inc. 1,044,349 53,774
* Avanos Medical Inc. 1,388,472 49,082
* Avantor Inc. 2,036,867 47,398
* Syneos Health Inc. 886,186 47,039
  Bio-Techne Corp. 178,518 45,060
* ImmunoGen Inc. 7,554,606 42,608
* Neurocrine Biosciences Inc. 413,824 40,832
* PRA Health Sciences Inc. 396,270 38,613
* Integra LifeSciences Holdings Corp. 874,876 38,582
* DexCom Inc. 119,295 38,124
* Arena Pharmaceuticals Inc. 436,917 37,453
* Glaukos Corp. 653,683 36,554
* Horizon Therapeutics plc 478,517 35,855
  ResMed Inc. 184,735 35,458
* Dicerna Pharmaceuticals Inc. 1,673,053 35,117
* Ascendis Pharma A/S ADR 213,450 34,867
* Veracyte Inc. 976,256 33,837
* PPD Inc. 1,025,683 33,724
* Tandem Diabetes Care Inc. 305,177 33,264
* Y-mAbs Therapeutics Inc. 770,982 32,952
* Biohaven Pharmaceutical Holding Co. Ltd. 412,950 31,987
4

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* Mirati Therapeutics Inc. 147,266 31,977
*,2 CRISPR Therapeutics AG 322,408 29,604
* Turning Point Therapeutics Inc. 317,544 29,274
  Cooper Cos. Inc. 88,562 28,256
* TG Therapeutics Inc. 1,111,814 28,096
* Deciphera Pharmaceuticals Inc. 481,260 27,947
* Apellis Pharmaceuticals Inc. 839,571 26,782
* AMN Healthcare Services Inc. 405,167 26,449
* Halozyme Therapeutics Inc. 920,229 25,766
* MEDNAX Inc. 1,992,373 25,403
* Sarepta Therapeutics Inc. 183,531 24,944
*,2 Ligand Pharmaceuticals Inc. 297,263 24,509
* Pacira BioSciences Inc. 452,193 23,650
* ChemoCentryx Inc. 484,165 23,240
  Chemed Corp. 48,577 23,235
* Novocure Ltd. 190,188 23,222
* Neogen Corp. 321,343 22,410
* Heron Therapeutics Inc. 1,360,094 22,183
* Revance Therapeutics Inc. 827,087 21,405
  Cerner Corp. 302,175 21,179
* Theravance Biopharma Inc. 1,108,584 20,963
* Axogen Inc. 1,628,287 20,533
* Constellation Pharmaceuticals Inc. 1,018,874 19,990
* Agios Pharmaceuticals Inc. 494,620 19,819
* HMS Holdings Corp. 728,814 19,401
* BioMarin Pharmaceutical Inc. 257,872 19,193
* Medpace Holdings Inc. 171,414 19,017
* Align Technology Inc. 42,060 17,921
  Bruker Corp. 400,004 17,016
* Veeva Systems Inc. Class A 61,250 16,541
*,2 Ontrak Inc. 264,000 16,167
* Illumina Inc. 53,148 15,556
* Natera Inc. 218,137 14,672
* Acceleron Pharma Inc. 128,713 13,461
* Exelixis Inc. 649,357 13,299
* Nevro Corp. 86,838 12,957
* NuVasive Inc. 285,233 12,673
*,2 Viking Therapeutics Inc. 2,242,589 12,626
  PerkinElmer Inc. 90,223 11,688
* Allakos Inc. 118,383 11,262
* SpringWorks Therapeutics Inc. 186,351 10,807
* Teladoc Health Inc. 53,703 10,551
* Pacific Biosciences of California Inc. 793,203 10,399
* Schrodinger Inc. 213,002 10,390
* Masimo Corp. 46,385 10,382
* Ironwood Pharmaceuticals Inc. Class A 1,016,860 10,047
* Guardant Health Inc. 93,371 9,959
* iRhythm Technologies Inc. 44,229 9,352
* Iovance Biotherapeutics Inc. 257,417 9,185
* Emergent BioSolutions Inc. 101,805 9,159
* Tenet Healthcare Corp. 358,401 8,795
* Ionis Pharmaceuticals Inc. 185,258 8,698
* Enanta Pharmaceuticals Inc. 197,931 8,636
  Ensign Group Inc. 138,950 8,176
* Bluebird Bio Inc. 156,164 8,075
* Select Medical Holdings Corp. 367,418 7,708
*,2 Esperion Therapeutics Inc. 251,311 7,532
* Retrophin Inc. 360,153 7,290
* MacroGenics Inc. 375,303 7,285
* Inovalon Holdings Inc. Class A 346,099 6,572
  Luminex Corp. 288,585 6,360
5

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* Puma Biotechnology Inc. 749,514 6,273
* Immunovant Inc. 141,405 6,168
* Akebia Therapeutics Inc. 2,706,816 6,009
* Corcept Therapeutics Inc. 344,204 5,776
* Vanda Pharmaceuticals Inc. 516,657 5,523
* Alkermes plc 327,679 5,325
* Integer Holdings Corp. 85,540 5,000
* Pennant Group Inc. 112,640 4,693
* Voyager Therapeutics Inc. 423,207 4,499
* Bioxcel Therapeutics Inc. 96,958 4,430
* Cytokinetics Inc. 287,013 4,411
* ACADIA Pharmaceuticals Inc. 87,601 4,069
* GenMark Diagnostics Inc. 325,474 3,977
* Reata Pharmaceuticals Inc. Class A 33,435 3,902
  West Pharmaceutical Services Inc. 13,983 3,804
* BioCryst Pharmaceuticals Inc. 976,071 3,729
*,2 Inovio Pharmaceuticals Inc. 361,812 3,564
* Minerva Neurosciences Inc. 1,090,295 3,500
* Agenus Inc. 927,100 3,421
*,2 Inari Medical Inc. 48,333 3,200
* Tivity Health Inc. 231,180 3,179
* OraSure Technologies Inc. 206,907 3,091
* Meridian Bioscience Inc. 177,936 3,052
* Silk Road Medical Inc. 47,078 2,853
* Providence Service Corp. 23,857 2,804
* Kiniksa Pharmaceuticals Ltd. Class A 176,349 2,762
* CytomX Therapeutics Inc. 386,011 2,555
  US Physical Therapy Inc. 31,926 2,533
* Editas Medicine Inc. 81,620 2,525
* Intercept Pharmaceuticals Inc. 89,607 2,490
* Novavax Inc. 30,779 2,484
* AdaptHealth Corp. Class A 89,785 2,451
*,2 VBI Vaccines Inc. 1,033,230 2,428
* Molecular Templates Inc. 258,600 2,286
* Karyopharm Therapeutics Inc. 153,747 2,279
* Selecta Biosciences Inc. 762,646 2,257
* CareDx Inc. 45,030 2,209
* Fortress Biotech Inc. 1,001,176 2,203
*,2 Sutro Biopharma Inc. 169,896 2,185
*,2 Fulgent Genetics Inc. 63,902 2,079
* Precision BioSciences Inc. 329,369 2,078
* Sangamo Therapeutics Inc. 196,929 2,036
* Seres Therapeutics Inc. 72,617 2,025
* Accolade Inc. 55,602 1,947
* Surgery Partners Inc. 86,031 1,877
* MannKind Corp. 864,279 1,737
* Intellia Therapeutics Inc. 71,582 1,714
* ICU Medical Inc. 9,554 1,699
* CryoPort Inc. 42,135 1,691
* Allscripts Healthcare Solutions Inc. 167,460 1,688
* Ovid therapeutics Inc. 329,467 1,684
* Xencor Inc. 42,235 1,621
* Radius Health Inc. 116,111 1,557
* Rocket Pharmaceuticals Inc. 51,510 1,439
*,2 NantKwest Inc. 191,088 1,435
*,2 Chembio Diagnostics Inc. 300,381 1,424
* Karuna Therapeutics Inc. 16,539 1,343
* Amicus Therapeutics Inc. 74,098 1,321
*,2 Zynex Inc. 96,441 1,235
* AtriCure Inc. 35,257 1,218
* Allogene Therapeutics Inc. 35,132 1,192
6

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* Arcturus Therapeutics Holdings Inc. 21,864 1,182
* Innoviva Inc. 107,580 1,163
* Amphastar Pharmaceuticals Inc. 59,325 1,162
* Denali Therapeutics Inc. 24,957 1,068
* NextCure Inc. 108,667 1,050
* FibroGen Inc. 25,369 974
* Arvinas Inc. 45,181 945
* American Well Corp. Class A 36,560 944
* Evolent Health Inc. Class A 94,300 937
*,2 Co-Diagnostics Inc. 67,528 906
*,2 Accelerate Diagnostics Inc. 95,838 903
* Zogenix Inc. 40,939 873
* Protagonist Therapeutics Inc. 39,674 752
* Spero Therapeutics Inc. 54,307 712
*,2 Acorda Therapeutics Inc. 775,332 678
* Kadmon Holdings Inc. 197,694 672
* AVEO Pharmaceuticals Inc. 123,820 672
* Myriad Genetics Inc. 53,493 665
* Acutus Medical Inc. 28,968 663
* Beam Therapeutics Inc. 18,469 631
*,2 Vaxart Inc. 126,018 620
* Vocera Communications Inc. 18,323 601
* Cue Biopharma Inc. 53,792 599
* Syros Pharmaceuticals Inc. 89,395 596
* Castle Biosciences Inc. 12,827 596
*,2 Clovis Oncology Inc. 117,481 579
* Retractable Technologies Inc. 76,472 561
* Assertio Holdings Inc. 879,479 545
* ZIOPHARM Oncology Inc. 253,023 529
* Arrowhead Pharmaceuticals Inc. 9,138 524
* 1Life Healthcare Inc. 17,616 497
*,2 Affimed NV 155,960 493
* Ocular Therapeutix Inc. 51,824 492
* Albireo Pharma Inc. 15,432 487
*,2 Cassava Sciences Inc. 58,739 482
*,2 Kala Pharmaceuticals Inc. 66,801 441
* Amneal Pharmaceuticals Inc. 100,443 418
* Translate Bio Inc. 29,452 378
* Aquestive Therapeutics Inc. 77,579 375
      4,189,229
Industrials (17.3%)
* TriNet Group Inc. 2,223,867 153,269
* Trex Co. Inc. 1,753,194 121,917
* Clean Harbors Inc. 1,738,171 92,071
  Kennametal Inc. 2,706,748 83,909
* Generac Holdings Inc. 379,736 79,802
  John Bean Technologies Corp. 944,348 79,297
  Ritchie Bros Auctioneers Inc. 1,289,658 78,192
  Rexnord Corp. 2,383,097 76,450
* SPX FLOW Inc. 1,781,417 75,443
* Copart Inc. 667,339 73,648
* Chart Industries Inc. 859,742 72,605
* Kirby Corp. 1,727,517 66,492
  BWX Technologies Inc. 1,205,936 66,339
* Ingersoll Rand Inc. 1,890,008 66,037
  Woodward Inc. 818,518 65,113
  EnerSys 890,982 63,794
* Sensata Technologies Holding plc 1,436,386 62,784
  Fortune Brands Home & Security Inc. 760,391 61,493
  ABM Industries Inc. 1,577,631 54,775
  Advanced Drainage Systems Inc. 857,550 54,394
7

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
  Enerpac Tool Group Corp. Class A 2,954,892 52,686
  GATX Corp. 738,559 50,429
  IDEX Corp. 292,330 49,810
* BMC Stock Holdings Inc. 1,243,254 49,220
  Matson Inc. 905,264 47,028
  TransUnion 574,622 45,774
* Masonite International Corp. 519,706 45,734
* AerCap Holdings NV 1,767,122 43,878
* United Rentals Inc. 245,230 43,722
  Rush Enterprises Inc. Class A 1,198,174 42,943
* XPO Logistics Inc. 460,105 41,409
* SiteOne Landscape Supply Inc. 336,417 40,198
  Verisk Analytics Inc. Class A 220,310 39,209
* Middleby Corp. 371,829 37,012
* Axon Enterprise Inc. 357,896 35,396
* Kornit Digital Ltd. 492,286 33,141
  Tennant Co. 536,828 32,006
  Forward Air Corp. 505,816 31,851
* Teledyne Technologies Inc. 101,980 31,527
* RBC Bearings Inc. 261,204 31,096
* Kratos Defense & Security Solutions Inc. 1,517,168 28,659
* CoStar Group Inc. 33,860 27,887
* Proto Labs Inc. 231,883 27,381
  CH Robinson Worldwide Inc. 289,056 25,561
  HEICO Corp. Class A 246,777 23,074
* Cimpress plc 313,857 23,037
* Mercury Systems Inc. 329,570 22,701
  Rockwell Automation Inc. 84,009 19,920
  IHS Markit Ltd. 230,596 18,648
* AZEK Co. Inc. Class A 556,347 18,604
  Landstar System Inc. 144,043 17,962
* Array Technologies Inc. 433,680 15,981
* Vertiv Holdings Co. Class A 807,784 14,257
  JB Hunt Transport Services Inc. 110,154 13,410
  UFP Industries Inc. 263,471 13,150
  Heartland Express Inc. 689,870 12,632
  Tetra Tech Inc. 108,804 10,979
* Builders FirstSource Inc. 361,490 10,953
* Aerojet Rocketdyne Holdings Inc. 303,690 9,846
  EMCOR Group Inc. 139,968 9,544
* GMS Inc. 415,465 9,390
* Atkore International Group Inc. 422,125 8,734
  Simpson Manufacturing Co. Inc. 87,777 7,788
* HD Supply Holdings Inc. 183,636 7,320
  Albany International Corp. Class A 126,862 6,462
  MSA Safety Inc. 47,640 6,285
  Exponent Inc. 89,232 6,210
* AeroVironment Inc. 77,889 5,948
  Allegion plc 59,809 5,891
* MRC Global Inc. 1,335,510 5,689
  Terex Corp. 223,073 5,508
* MasTec Inc. 97,561 4,843
  Applied Industrial Technologies Inc. 69,760 4,259
  Allison Transmission Holdings Inc. 109,115 3,945
* American Woodmark Corp. 45,560 3,764
  Franklin Electric Co. Inc. 61,657 3,683
* SPX Corp. 79,437 3,367
* TrueBlue Inc. 216,816 3,365
  Werner Enterprises Inc. 86,960 3,306
* Foundation Building Materials Inc. 214,829 3,128
  Acuity Brands Inc. 35,085 3,127
8

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
  Hubbell Inc. Class B 20,831 3,031
* FTI Consulting Inc. 30,647 3,018
* Alpha Pro Tech Ltd. 188,962 2,681
  Nordson Corp. 13,847 2,678
* Atlas Air Worldwide Holdings Inc. 44,861 2,654
  CoreLogic Inc. 33,808 2,601
  Huntington Ingalls Industries Inc. 12,221 1,802
* ASGN Inc. 15,853 1,057
* Gibraltar Industries Inc. 18,302 1,051
  AAON Inc. 17,962 1,049
* WillScot Mobile Mini Holdings Corp. Class A 54,142 1,006
* Ameresco Inc. Class A 25,333 973
* Vicor Corp. 11,759 917
  Steelcase Inc. Class A 83,445 871
*,2 ExOne Co. 83,991 844
  Graco Inc. 13,387 829
* Cornerstone Building Brands Inc. 85,085 653
  Argan Inc. 15,021 619
* Herc Holdings Inc. 13,842 614
* Dycom Industries Inc. 8,455 549
  Covanta Holding Corp. 60,223 547
  ESCO Technologies Inc. 6,001 502
      2,878,637
Information Technology (24.2%)
* Five9 Inc. 1,115,049 169,175
* Wix.com Ltd. 466,604 115,400
* HubSpot Inc. 378,937 109,918
* SVMK Inc. 5,123,312 107,231
* DocuSign Inc. Class A 502,292 101,589
* Fortinet Inc. 848,038 93,598
  Teradyne Inc. 950,624 83,512
  Power Integrations Inc. 1,363,495 82,096
* Inphi Corp. 574,730 80,324
  Monolithic Power Systems Inc. 245,304 78,399
*,2 SunPower Corp. 4,739,834 75,790
* First Solar Inc. 835,307 72,709
* Mimecast Ltd. 1,881,573 71,895
* Tower Semiconductor Ltd. 3,352,578 70,739
* GoDaddy Inc. Class A 958,928 67,835
* ON Semiconductor Corp. 2,702,759 67,812
* Cadence Design Systems Inc. 611,064 66,832
* New Relic Inc. 1,041,420 63,173
* J2 Global Inc. 912,597 61,947
* SolarWinds Corp. 2,949,028 60,249
* Arrow Electronics Inc. 746,484 58,144
  Science Applications International Corp. 759,235 57,983
*,1 Cardtronics plc Class A 3,199,703 56,987
  MKS Instruments Inc. 521,340 56,508
* Medallia Inc. 1,937,455 55,121
* Cloudera Inc. 5,574,066 54,180
* Proofpoint Inc. 562,711 53,874
* Ciena Corp. 1,352,738 53,284
* Manhattan Associates Inc. 607,005 51,899
* 2U Inc. 1,363,059 50,229
* Cornerstone OnDemand Inc. 1,318,299 50,082
* Envestnet Inc. 632,745 48,557
* IPG Photonics Corp. 248,747 46,257
* Everbridge Inc. 438,333 45,889
  Entegris Inc. 606,870 45,376
  MAXIMUS Inc. 650,213 43,941
* RealPage Inc. 768,906 42,820
9

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* FireEye Inc. 3,058,246 42,326
* Sprout Social Inc. Class A 962,653 42,068
* Slack Technologies Inc. Class A 1,522,783 38,953
  Jack Henry & Associates Inc. 240,314 35,627
* Nuance Communications Inc. 1,108,911 35,385
* Pluralsight Inc. Class A 2,188,534 34,360
* RingCentral Inc. Class A 132,015 34,105
* Semtech Corp. 594,548 32,635
  Microchip Technology Inc. 301,319 31,663
* Trimble Inc. 651,768 31,370
* Tyler Technologies Inc. 78,438 30,150
* Euronet Worldwide Inc. 338,829 30,102
* Smartsheet Inc. Class A 577,490 28,788
* Fair Isaac Corp. 72,900 28,537
  Belden Inc. 890,852 27,510
* Silicon Laboratories Inc. 262,322 26,878
  Booz Allen Hamilton Holding Corp. Class A 338,869 26,601
* Gartner Inc. 215,506 25,882
  Cognex Corp. 378,041 24,913
* Black Knight Inc. 272,988 24,009
* Q2 Holdings Inc. 256,314 23,386
* Zendesk Inc. 205,600 22,809
* Dynatrace Inc. 645,440 22,790
* SolarEdge Technologies Inc. 88,283 22,750
* PTC Inc. 267,458 22,434
* ANSYS Inc. 66,435 20,221
* Workiva Inc. Class A 362,633 20,057
* Aspen Technology Inc. 180,876 19,862
* Anaplan Inc. 358,639 19,851
* Synaptics Inc. 244,540 18,749
* Enphase Energy Inc. 189,565 18,594
* Qualys Inc. 200,927 17,651
* Palo Alto Networks Inc. 78,480 17,359
* WEX Inc. 135,015 17,086
* Rapid7 Inc. 273,459 16,935
* ChannelAdvisor Corp. 1,025,266 16,609
* Atlassian Corp. plc Class A 86,368 16,550
  SS&C Technologies Holdings Inc. 272,687 16,149
* EPAM Systems Inc. 50,432 15,581
* Guidewire Software Inc. 152,587 14,665
* 8x8 Inc. 838,719 14,493
* Avalara Inc. 97,008 14,459
* Box Inc. Class A 910,598 14,114
* CyberArk Software Ltd. 141,015 13,982
  National Instruments Corp. 429,476 13,434
* Repay Holdings Corp. 595,351 13,413
  Jabil Inc. 400,288 13,266
* Coupa Software Inc. 48,862 13,080
* Zscaler Inc. 96,302 13,073
* PROS Holdings Inc. 431,144 12,145
  TTEC Holdings Inc. 221,177 12,116
* Zebra Technologies Corp. Class A 41,004 11,630
*,2 Sumo Logic Inc. 671,185 11,598
*,2 Maxeon Solar Technologies Ltd. 674,524 10,927
  CDW Corp. 85,552 10,489
* Domo Inc. Class B 327,817 10,415
* Fastly Inc. Class A 151,717 9,636
* SPS Commerce Inc. 106,036 9,076
* Teradata Corp. 455,795 8,373
* Varonis Systems Inc. 68,920 7,965
* Diodes Inc. 124,061 7,174
10

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* A10 Networks Inc. 1,037,679 6,994
  Brooks Automation Inc. 148,949 6,956
* Cirrus Logic Inc. 100,866 6,947
* Alteryx Inc. Class A 54,274 6,803
* Unisys Corp. 495,256 6,508
* Lattice Semiconductor Corp. 185,888 6,487
* Lumentum Holdings Inc. 77,496 6,408
* eGain Corp. 387,493 6,142
* Model N Inc. 169,702 5,979
* Avaya Holdings Corp. 313,115 5,386
* Okta Inc. 24,989 5,243
  CSG Systems International Inc. 134,663 5,101
* SMART Global Holdings Inc. 186,620 4,925
* Unity Software Inc. 48,434 4,595
  Plantronics Inc. 228,948 4,469
* NeoPhotonics Corp. 621,892 4,235
* Calix Inc. 179,584 4,204
* Digital Turbine Inc. 131,927 3,781
* Nutanix Inc. Class A 152,860 3,721
* Elastic NV 36,477 3,699
* Avid Technology Inc. 389,501 3,630
* Amkor Technology Inc. 294,034 3,484
* LivePerson Inc. 64,427 3,444
* Insight Enterprises Inc. 62,524 3,336
  Progress Software Corp. 90,057 3,275
* MACOM Technology Solutions Holdings Inc. Class H 88,427 3,228
* Brightcove Inc. 229,048 2,897
*,2 Veritone Inc. 304,820 2,859
* ePlus Inc. 40,614 2,742
  Perspecta Inc. 149,899 2,688
  Hackett Group Inc. 201,447 2,603
* Altair Engineering Inc. Class A 57,419 2,471
* Sailpoint Technologies Holdings Inc. 54,218 2,251
* Fabrinet 36,362 2,182
* FormFactor Inc. 74,156 2,102
* Endurance International Group Holdings Inc. 335,171 1,947
* Sitime Corp. 23,118 1,930
* Diebold Nixdorf Inc. 309,079 1,926
* Ambarella Inc. 34,776 1,901
* Agilysys Inc. 65,308 1,769
* Comm Scope Holding Co. Inc. 147,274 1,311
* Mitek Systems Inc. 98,264 1,223
* BigCommerce Holdings Inc. Series 1 16,639 1,221
* Ichor Holdings Ltd. 51,246 1,192
* Alarm.com Holdings Inc. 20,361 1,188
* Ultra Clean Holdings Inc. 54,875 1,168
* Zuora Inc. Class A 117,052 1,126
*,2 GTT Communications Inc. 271,798 1,003
* Infinera Corp. 156,988 983
* PagerDuty Inc. 35,857 972
* Perficient Inc. 24,714 968
* Bill.Com Holdings Inc. 9,394 939
* NCR Corp. 45,818 931
* International Money Express Inc. 63,585 884
* Zix Corp. 132,359 811
* Novanta Inc. 6,815 741
  Ubiquiti Inc. 3,888 722
* Axcelis Technologies Inc. 31,141 687
* MicroStrategy Inc. Class A 3,632 607
* CEVA Inc. 13,803 557
  InterDigital Inc. 8,970 502
11

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
* CyberOptics Corp. 13,732 316
      4,009,462
Materials (2.0%)
  Smurfit Kappa Group plc 1,917,978 72,368
  Louisiana-Pacific Corp. 2,080,646 59,465
  Methanex Corp. 1,859,454 55,170
* Summit Materials Inc. Class A 1,736,811 30,724
  Graphic Packaging Holding Co. 1,218,440 16,193
  Scotts Miracle-Gro Co. 96,491 14,478
  Royal Gold Inc. 117,302 13,937
  Avery Dennison Corp. 99,566 13,779
  Balchem Corp. 137,755 13,769
* Element Solutions Inc. 1,002,410 11,748
  Boise Cascade Co. 272,209 10,447
  RPM International Inc. 64,360 5,449
  Sensient Technologies Corp. 45,714 2,991
* Novagold Resources Inc. 214,958 2,227
  Verso Corp. Class A 264,901 2,061
* Forterra Inc. 44,663 583
  O-I Glass Inc. 48,771 460
      325,849
Other (1.2%)
2,3 Vanguard Small-Cap ETF 1,249,629 196,329
Real Estate (2.5%)
  Life Storage Inc. 613,138 69,990
  PS Business Parks Inc. 555,279 63,318
  SBA Communications Corp. Class A 161,314 46,841
  VICI Properties Inc. 1,802,956 41,378
  JBG SMITH Properties 1,521,422 35,525
  Essential Properties Realty Trust Inc. 2,106,514 34,799
  CoreSite Realty Corp. 188,410 22,489
  Xenia Hotels & Resorts Inc. 2,529,999 20,847
  Americold Realty Trust 459,680 16,654
  Iron Mountain Inc. 571,935 14,905
* Redfin Corp. 339,975 14,201
  Uniti Group Inc. 1,063,119 9,377
  GEO Group Inc. 857,604 7,598
  National Health Investors Inc. 92,254 5,171
  RMR Group Inc. Class A 53,190 1,418
  Alexander's Inc. 4,722 1,148
  Innovative Industrial Properties Inc. 4,492 524
  American Finance Trust Inc. 81,888 472
      406,655
Utilities (0.1%)
  NRG Energy Inc. 350,556 11,085
  American States Water Co. 74,655 5,576
  Ormat Technologies Inc. 64,205 4,550
  Clearway Energy Inc. Class C 75,258 2,119
  Brookfield Infrastructure Corp. Class A 13,083 713
      24,043
Total Common Stocks (Cost $12,149,651) 16,066,541
12

Explorer Fund
Schedule of Investments
As of October 31, 2020
    Shares Market
Value
($000)
Temporary Cash Investments (2.9%)
Money Market Fund (2.7%)
4,5 Vanguard Market Liquidity Fund, 0.112% 4,569,954 456,995
    Face
Amount
($000)
 
Repurchase Agreement (0.1%)
  Deutsche Bank Securities, Inc. 0.090%, 11/2/20
(Dated 10/31/20, Repurchase Value $$9,700,000, collateralized by U.S. Treasury Bill, 0.000%, 11/5/20, with a value of $9,894,000)
9,700 9,700
U.S. Government and Agency Obligations (0.1%)
6 U.S. Treasury Bill, 0.094%, 11/3/20 1,670 1,670
6 U.S. Treasury Bill, 0.122%, 12/15/20 800 800
6 U.S. Treasury Bill, 0.103%, 12/31/20 10,300 10,299
6 U.S. Treasury Bill, 0.096%, 1/28/21 3,731 3,730
      16,499
Total Temporary Cash Investments
(Cost $483,060)
483,194
Total Investments (99.7%) (Cost $12,632,711) 16,549,735
Other Assets and Liabilities—Net (0.3%) 54,979
Net Assets (100%) 16,604,714
Cost is in $000.
* Non-income-producing security.
1 Considered an affiliated company of the fund as the fund owns more than 5% of the outstanding voting securities of such company.
2 Includes partial security positions on loan to broker-dealers. The total value of securities on loan is $176,873,000.
3 Considered an affiliated company of the fund as the issuer is another member of The Vanguard Group.
4 Affiliated money market fund available only to Vanguard funds and certain trusts and accounts managed by Vanguard. Rate shown is the 7-day yield.
5 Collateral of $188,089,000 was received for securities on loan.
6 Securities with a value of $16,463,000 have been segregated as initial margin for open futures contracts.
  ADR—American Depositary Receipt.
13

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© 2021 The Vanguard Group, Inc.
All rights reserved.
Vanguard Marketing Corporation, Distributor.
SNA240 122020

 

 

 

 

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of Vanguard Explorer Fund

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments—investments summary, of Vanguard Explorer Fund (the "Fund”) as of October 31, 2020, the related statement of operations for the year ended October 31, 2020, the statement of changes in net assets for each of the two years in the period ended October 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2020 (included in Item 1 of this Form N-CSR) and the schedule of investments (included in Item 6 of this Form N-CSR) as of October 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2020 and the financial highlights for each of the five years in the period ended October 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of October 31, 2020 by correspondence with the custodian and brokers and by agreement to the underlying ownership records of the transfer agent; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

 

 

December 17, 2020

 

We have served as the auditor of one or more investment companies in The Vanguard Group of Funds since 1975.

 

 

 

PricewaterhouseCoopers LLP, Two Commerce Square, Suite 1800, 2001 Market Street, Philadelphia, PA 19103-7042 T: (267) 330 3000, F: (267) 330 3300, www.pwc.com/us

 

 

 

 

 

Item 7: Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable.

 

Item 8: Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable.

 

Item 9: Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable.

 

Item 10: Submission of Matters to a Vote of Security Holders.

 

Not applicable.

 

Item 11: Controls and Procedures.

 

(a) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.

 

(b) Internal Control Over Financial Reporting. In September 2020, a third-party service provider began performing certain administrative and accounting services for Vanguard Explorer Fund. There were no other significant changes in the Registrant’s Internal Control Over Financial Reporting or in other factors that could significantly affect this control subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

 

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

 

Not applicable.

 

 

 

 

Item 13: Exhibits.

 

(a) Code of Ethics.
(b) Certifications.

 

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

 

  VANGUARD EXPLORER FUND  
   
BY: /s/ MORTIMER J. BUCKLEY*  
  MORTIMER J. BUCKLEY  
  CHIEF EXECUTIVE OFFICER  
   

Date: December 18, 2020

 

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 EXPLORER FUND  
   
BY: /s/ MORTIMER J. BUCKLEY*  
  MORTIMER J. BUCKLEY  
  CHIEF EXECUTIVE OFFICER  

 

Date: December 18, 2020

 

  VANGUARD EXPLORER FUND  
     
BY: /s/ JOHN BENDL*  
  JOHN BENDL  
  CHIEF FINANCIAL OFFICER  
   

Date: December 18, 2020

 

* By: /s/ Anne E. Robinson  

 

Anne E. Robinson, pursuant to a Power of Attorney   filed on December 18, 2020 (see File Number 33-64845), Incorporated by Reference.

 

 

 

 

 

Exhibit 99.CODE ETH 

 

THE VANGUARD FUNDS’

CODE OF ETHICS FOR

SENIOR EXECUTIVE AND FINANCIAL OFFICERS

 

I. Introduction

 

The Board of Trustees (the “Fund Board”) of each registered investment company that is managed, sponsored, and distributed by The Vanguard Group, Inc. (“VGI”) or its subsidiaries (each, a “Vanguard Fund” and collectively, the “Vanguard Funds”) has adopted this code of ethics (the “Code”) as required by Section 406 of the Sarbanes-Oxley Act. The Code applies to the individuals in positions listed on Exhibit A (the “Covered Officers”). All Covered Officers, along with employees of VGI, are subject to separate and distinct obligations from this Code under a Code of Ethics adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940 (“17j-1 Code of Ethics”), policies to prevent the misuse of non-public information, and other internal compliance guidelines and policies that may be in effect from time to time.

 

This Code is designed to promote:

 

Honest and ethical conduct, including the ethical handling of conflicts of interest;

  

Full, fair, accurate, timely, and understandable disclosure in reports and documents that a Vanguard Fund files with, or submits to, the U.S. Securities and Exchange Commission (“SEC”), and in other public communications made by the Vanguard Funds or VGI;

  

Compliance with applicable laws, governmental rules, and regulations;

  

Prompt internal reporting to those identified in the Code of violations of the Code; and

  

Accountability for adherence to the Code.

   

II. Actual or Apparent Conflicts of Interest

 

A. Covered Officers should conduct all activities in accordance with the following principles:

 

1. Clients’ interests come first. In the course of fulfilling their duties and responsibilities to VGI clients, Covered Officers must at all times place the interests of VGI clients first. In particular, Covered Officers must avoid serving their own personal interests ahead of the interests of VGI clients.

 

2. Conflicts of interest must be avoided. Covered Officers must avoid any situation involving an actual or potential conflict of interest or possible impropriety with respect to their duties and responsibilities to VGI clients. Covered Officers must disclose and report at least annually any situation that may present the potential for a conflict of interest to Vanguard’s Compliance Department, consistent with the 17j-1 Code of Ethics.

 

 

 

3. Compromising situations must be avoided. Covered Officers must not take advantage of their position of trust and responsibility. Covered Officers must avoid any situation that might compromise or call into question their exercise of full independent judgment in the best interests of VGI clients.

 

All activities of Covered Officers should be guided by and adhere to these fiduciary standards regardless of whether the activity is specifically described in this Code.

 

B. Restricted Activities include the following:

 

1. Prohibition on secondary employment. Covered Officers are prohibited from accepting or serving in any form of secondary employment. Secondary employment that does not create a potential conflict of interest may be approved by the General Counsel of VGI.

 

2. Prohibition on service as director or public official. Unless approved by the General Counsel of VGI, Covered Officers are prohibited from serving on the board of directors of any publicly traded company or in an official capacity for any federal, state, or local government (or governmental agency or instrumentality).

 

3. Prohibition on misuse of Vanguard time or property. Covered Officers are prohibited from making use of time, equipment, services, personnel or property of any Vanguard entity for any purposes other than the performance of their duties and responsibilities in connection with the Vanguard Funds or other Vanguard-related entities.

 

III. Disclosure and Compliance

 

A. Each Covered Officer should be familiar with the disclosure requirements generally applicable to the Vanguard Funds.

 

B. Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Vanguard Funds to others, including to the Vanguard Funds’ directors and auditors, or to government regulators and self-regulatory organizations.

  

C. Each Covered Officer should, to the extent appropriate within the Covered Officer’s area of responsibility, consult with other officers and employees of VGI and advisors to a Vanguard Fund with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Vanguard Fund files with, or submits to, the SEC and in other public communications made by a Vanguard Fund.

 

D. It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules, regulations, and the 17j-1 Code of Ethics.

 

IV. Reporting and Accountability

 

A. Each Covered Officer must:

 

 

 

1. Upon adoption or amendment of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing that he or she has received, read, and understands the Code;

 

2. Affirm at least annually in writing that he or she has complied with the requirements of the Code;

 

3. Not retaliate against any other Covered Officer or any employee of VGI for reports of potential violations of the Code that are made in good faith; and

 

4. Notify the General Counsel of VGI promptly if the Covered Officer knows of any violations of this Code.

  

B. The Vanguard Funds will use the following procedures in investigating and enforcing this Code:

 

1. The General Counsel of VGI is responsible for applying this Code to specific situations and has the authority to interpret this Code in any particular situation. The General Counsel will report on an as-needed basis to the Fund Board regarding activities subject to the Code.

 

2. The General Counsel will take all appropriate action to investigate any potential violations of the Code that are reported to him or her.

 

3. If, after investigation, the General Counsel believes that no material violation of the Code has occurred, the General Counsel is not required to take any further action.

 

4. Any matter that the General Counsel believes is a material violation of the Code will be reported to the Chief Compliance Officer and the Fund Board.

 

5. If the Fund Board concurs that a material violation of the Code has occurred, the Fund Board will consider appropriate action. Appropriate action may include reassignment, suspension, or dismissal of the applicable Covered Officer(s), or any other sanctions the Fund Board deems appropriate. Appropriate action may also include review of, and appropriate modifications to, applicable policies and procedures.

 

6. Any changes to or waiver of this Code will, to the extent required, be disclosed as provided by SEC rules.

 

 

 

Other Policies and Procedures

 

This Code shall be the sole code of conduct adopted by the Vanguard Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Vanguard Funds, VGI, or other service providers govern or purport to govern the behavior or activities of the Covered Officers, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code.

 

VGI’s and the Vanguard Funds’ 17j-1 Code of Ethics, policies to prevent the misuse of non-public information, and other internal compliance guidelines and policies that may be in effect from time to time are separate requirements applying to the Covered Officers and others, and are not part of this Code.

 

VI. Amendments

 

This Code may not be materially amended except by the approval of a majority vote of the independent trustees of the Fund Board. Non-material, technical, and administrative revisions of the Code do not have to be approved by the Fund Board. Amendments must be in writing and communicated promptly to the Covered Officers, who shall affirm receipt of the amended Code in accordance with Section IV. A. 1.

 

VII. Confidentiality

 

All reports and records prepared or maintained pursuant to this Code shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Fund Board, VGI’s General Counsel and the Chief Compliance Officer of VGI and the Vanguard Funds.

 

 

 

Last Reviewed: November 22, 2019

 

 

 

EXHIBIT A

TO THE VANGUARD FUNDS’

CODE OF ETHICS FOR

SENIOR EXECUTIVE AND FINANCIAL OFFICERS

 

 

 

 

Covered Officers (some offices may be held by the same individual):

  

Chief Executive Officer of the Vanguard Funds

 

President of the Vanguard Funds

 

Chief Financial Officer of the Vanguard Funds

 

Finance Director of the Vanguard Funds

 

Treasurer of the Vanguard Funds

 

Assistant Treasurer of the Vanguard Funds

 

Controller of the Vanguard Funds

 

Chief Executive Officer of The Vanguard Group, Inc.

 

President of The Vanguard Group, Inc.

 

Managing Director, Finance of The Vanguard Group, Inc.

 

Chief Financial Officer of The Vanguard Group, Inc.

 

Chief Accounting Officer of The Vanguard Group, Inc.

 

Treasurer of The Vanguard Group, Inc.

 

Controller of The Vanguard Group, Inc.

 

 

 

 

Exhibit 99.CERT

 

CERTIFICATIONS

 

I, Mortimer J. Buckley, certify that:

 

1. I have reviewed this report on Form N-CSR of Vanguard Explorer Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: December 18, 2020

/s/ Mortimer J. Buckley
  Mortimer J. Buckley
  Chief Executive Officer

 

 

 

 

CERTIFICATIONS

 

I, John Bendl, certify that:

 

1. I have reviewed this report on Form N-CSR of Vanguard Explorer Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: December 18, 2020

/s/ John Bendl
  John Bendl
  Chief Financial Officer

 

 

 

 

Exhibit 99.906CERT

 

Certification Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

 

Name of Issuer: Vanguard Explorer Fund

 

In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

 

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the issuer.

 

Date:    December 18, 2020

  /s/ Mortimer J. Buckley
  Mortimer J. Buckley
  Chief Executive Officer

 

 

 

 

Certification Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

 

Name of Issuer: Vanguard Explorer Fund

 

In connection with the Report on Form N-CSR of the above-named issuer that is accompanied by this certification, the undersigned hereby certifies, to his knowledge, that:

 

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the issuer.

 

Date:    December 18, 2020

  /s/ John Bendl
  John Bendl
  Chief Financial Officer